HomeMy Public PortalAbout167-2021 - Butler, Firearm & Seufert - snow removal equipment •
AGREEMENT BETWEEN
OWNER AND ENGINEER
THIS AGREEMENT is dated as of the 13`f'' day of f
in the year aoaa , by and between or
Richmond Board of Aviation Commissioners
50 North Fifth Street
Richmond, IN 47374
hereinafter called the OWNER and -
BUTLER, FAIRMAN and SEUFERT, INC.
8450 Westfield Boulevard, Suite 300
Indianapolis, Indiana 46240
hereinafter called the ENGINEER.
WITNESSETH
WHEREAS the OWNER requires professional engineering services in connection
with the following described project:
Snow Removal Equipment(SRE) Procurement
WHEREAS, the OWNER wishes to engage the ENGINEER to provide certain
services pertaining thereto; and
WHEREAS, the ENGINEER represents that it has sufficient qualified personnel and
equipment and is capable of performing the professional engineering services described
herein; is a corporation qualified to do business in the State of Indiana; and the services
described herein will be performed under the supervision of an engineer licensed to prac-
tice in the State of Indiana.
The OWNER and the ENGINEER, in consideration of the mutual covenants hereinaf-
ter set forth, agree as follows:
SECTION I SERVICES BY ENGINEER
The services to be provided by the ENGINEER under this Agreement are set out
in Appendix"A", attached to this Agreement, and made an integral part hereof.
SECTION II INFORMATION AND SERVICES TO BE FURNISHED BY OWNER
The information and services to be furnished by the OWNER are set out in
Appendix "B", attached to this Agreement, and made an integral part hereof.
SECTION III NOTICE TO PROCEED AND SCHEDULE
The ENGINEER shall begin the work to be performed under this Agreement
upon receipt of the written notice to proceed from the OWNER, and shall deliver the
CONTRACT No. 167-2021
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work to the OWNER in accordance with the schedule contained in Appendix "C", at-
tached to this Agreement, and made an integral part hereof. The ENGINEER shall not
begin work prior to the date of the notice to proceed.
This Agreement shall be applicable to all assignments authorized by the OWNER
and accepted by the ENGINEER subsequent to the date of execution and shall be effective
as to all assignments authorized.
SECTION IV COMPENSATION
The ENGINEER shall receive payment for the work performed under this Agree-
ment as set forth in Appendix "D", attached to this Agreement, and made an integral part
hereof.
SECTION V MISCELLANEOUS PROVISIONS
Miscellaneous Provisions are set out in Appendix "E", attached to this Agree-
ment, and made an integral part hereof.
SECTION VI GENERAL PROVISIONS
1. Work Office
The ENGINEER shall perform the work under this Agreement at the following
office:
8450 Westfield Boulevard, Suite 300, Indianapolis, IN 46240
2. Employment
During the period of this Agreement, the ENGINEER shall not engage, on a full
or part time or other basis, any personnel who remain in the employ of the OWNER.
3. Subletting and Assignment
The ENGINEER and its subcontractors, if any, shall not assign, sublet, subcon-
tract, or otherwise dispose of the whole or any part of the work under this Agreement
without prior written consent of the OWNER. Consent for such assignment shall not
relieve the ENGINEER of any of its duties or responsibilities hereunder.
4. Use and Ownership
All reports, tables, figures, drawings, specifications, boring logs, field data, field
notes, laboratory test data, calculations, estimates and other documents prepared by the
ENGINEER as instruments of service, shall remain the property of the ENGINEER. The
OWNER shall be entitled to copies or reproducible sets of any of the aforesaid.
The ENGINEER will retain all pertinent records relating to the services performed
for a period of five (5) years following performance of work, during which period the records
will be made available to the OWNER at all reasonable times.
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The ENGINEER agrees that the OWNER is not required to use any plan, report,
drawing, specifications, advice, map, document or study prepared by the ENGINEER and
the ENGINEER waives all right of redress against the OWNER if the OWNER does not
utilize same. Any modification, amendment, misuse of any of the ENGINEER's work by the
OWNER or actions that disregard the ENGINEER's recommendations to the OWNER shall
release the ENGINEER from any and all liability in connection with such work modified,
amended or misused thereafter and the OWNER shall not use the ENGINEER's name
thereon without the expressed approval of the ENGINEER.
5. Compliance with State and Other Laws
The ENGINEER specifically agrees that in performance of the services herein
enumerated by ENGINEER or by a subcontractor or anyone acting in behalf of either, that
each will comply with all State, Federal, and Local Statutes, Ordinances, and Regulations.
6. Professional Responsibility
The ENGINEER will exercise reasonable skill, care, and diligence in the perfor-
mance of services and will carry out all responsibilities in accordance with customarily
accepted professional engineering practices. If the ENGINEER fails to meet the foregoing
standard, the ENGINEER will perform at its own cost, and without reimbursement from the
OWNER, the services necessary to correct errors and omissions which are caused by the
ENGINEER's failure to comply with above standard, and which are reported to the
ENGINEER within one (1) year from the completion of the ENGINEER's services for the
Project.
In addition, the ENGINEER will be responsible to the OWNER for damages caused
by its negligent conduct during ENGINEER's activities at the Project site or in the field to
the extent covered by the ENGINEER's Comprehensive General Liability and Automobile
Liability Insurance.
The ENGINEER shall not be responsible for errors, omissions or deficiencies in
the designs, drawings, specifications, reports or other services of the OWNER or other
consultants, including, without limitation, surveyors and geotechnical engineers, who
have been retained by OWNER. The ENGINEER shall have no liability for errors or
deficiencies in its designs, drawings, specifications and other services that were caused,
or contributed to, by errors or deficiencies (unless such errors, omissions or deficiencies
were known or should have been known by the ENGINEER) in the designs, drawings,
specifications and other services furnished by the OWNER, or other consultants retained
by the OWNER.
7. Status of Claims
The ENGINEER shall be responsible for keeping the OWNER currently advised as
to the status of any known claims made for damages against the ENGINEER resulting from
services performed under this Agreement. The ENGINEER shall send notice of claims
related to work under this Agreement to the OWNER.
8. Insurance
The ENGINEER shall at its own expense maintain in effect during the term of this
contract the following insurance with limits as shown or greater:
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General Liability (including automobile) -combined single limit of$1,000,000.00;
Worker's Compensation-statutory limit; and
Professional Liability for protection against claims arising out of performance of
professional services caused by negligent error, omission, or act in the amount of
$1,000,000.00.
The ENGINEER shall provide Certificates of Insurance indicating the aforesaid
coverage upon request of the OWNER.
9. Status Reports
The ENGINEER shall furnish a monthly Status Report to the OWNER by the
fifteenth (15th) of each month.
10. Changes in Work
In the event that either the OWNER or the ENGINEER determine that a major
change in scope, character or complexity of the work is needed after the work has pro-
gressed as directed by the OWNER, both parties in the exercise of their reasonable and
honest judgment shall negotiate the changes and the ENGINEER shall not commence the
additional work or the change of the scope of the work until a supplemental agreement is
executed and the ENGINEER is authorized in writing by the OWNER to proceed.
11. Delays and Extensions
The ENGINEER agrees that no charges or claim for damages shall be made by it
for any minor delays from any cause whatsoever during the progress of any portion of
the services specified in this Agreement. Any such delays shall be compensated for by
an extension of time for such period as may be determined by the OWNER, subject to
the ENGINEER's approval. However, it being understood, that the permitting of the
ENGINEER to proceed to complete any services, or any part of them after the date to
which the time of completion may have been extended, shall in no way operate as a
waiver on the part of the OWNER of any of its rights herein.
12. Abandonment
Services may be terminated by the OWNER and the ENGINEER by thirty (30) days'
notice in the event of substantial failure to perform in accordance with the terms hereof by
the other party through no fault of the terminating party. If so abandoned, the ENGINEER
shall deliver to the OWNER copies of all data, reports, drawings, specifications and esti-
mates completed or partially completed along with a summary of the progress of the work
completed within twenty (20) days of the abandonment. In the event of the failure by the
ENGINEER to make such delivery upon demand, then and in that event the ENGINEER
shall pay to the OWNER any damages sustained by reason thereof. The earned value of
the work performed shall be based upon an estimate of the portions of the total services as
have been rendered by the ENGINEER to the date of the abandonment for all services to
be paid for on a lump sum basis. The ENGINEER shall be compensated for services
properly rendered prior to the effective date of abandonment on all services to be paid on
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a cost basis or a cost plus fixed fee basis. The payment as made to the ENGINEER shall
be paid as the final payment in full settlement and release for the services hereunder.
13. Non-Discrimination
Pursuant to Indiana and Federal Law, the ENGINEER and ENGINEER's subcon-
tractors, if any, shall not discriminate against any employee or applicant for employment, to
be employed in the performance of work under this Agreement, with respect to hire, tenure,
terms, conditions or privileges of employment or any matter directly or indirectly related to
employment because of race, color, religion, sex, disability, national origin or ancestry.
Breach of this covenant may be regarded as a material breach of the Agreement.
14. Employment Eligibility Verification.
The ENGINEER affirms under the penalties of perjury that it does not knowingly
employ an unauthorized alien.
The ENGINEER shall enroll in and verify the work eligibility status of all its newly hired
employees through the E-Verify program as defined in IC 22-5-1.7-3. The ENGINEER is
not required to participate should the E-Verify program cease to exist. Additionally, the
ENGINEER is not required to participate if the ENGINEER is self-employed and does
not employ any employees.
The ENGINEER shall not knowingly employ or contract with an unauthorized alien. The
ENGINEER shall not retain an employee or contract with a person that the ENGINEER
subsequently learns is an unauthorized alien.
The ENGINEER shall require its subconsultants, who perform work under this Contract,
to certify to the ENGINEER that the subconsultant does not knowingly employ or con-
tract with an unauthorized alien and that the subconsultant has enrolled and is
participating in the E-Verify program. The ENGINEER agrees to maintain this certifica-
tion throughout the duration of the term of a contract with a sub-consultant.
The OWNER may terminate for default if the ENGINEER fails to cure a breach of this
provision no later than thirty (30) days after being notified by the OWNER.
15. No Investment in Iran.
As required by IC 5-22-16.5, the ENGINEER certifies that the ENGINEER is not en-
gaged in investment activities in Iran. Providing false certification may result in the
consequences listed in IC 5-22-16.5-14, including termination of this Contract and denial
of future state contracts, as well as an imposition of a civil penalty.
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16. Successor and Assigns
The OWNER and the ENGINEER each binds themselves and successors,
executors, administrators and assigns to the other party of this Agreement and to the
successors, executors, administrators and assigns of such other party, in respect to all
covenants of this Agreement; except as above, neither the OWNER and the ENGINEER
shall assign, sublet or transfer their interest in the Agreement without the written consent of
the other.
17. Supplements
This Agreement may only be amended, supplemented or modified by a written
document executed in the same manner as this Agreement.
18. Governing Laws
This Agreement and all of the terms and provisions shall be interpreted and
construed according to the laws of the State of Indiana. Should any clause, paragraph,
or other part of this Agreement be held or declared to be void or illegal, for any reason,
by any court having competent jurisdiction, all other causes, paragraphs or part of this
Agreement, shall nevertheless remain in full force and effect.
This Agreement contains the entire understanding between the parties and no
modification or alteration of this Agreement shall be binding unless endorsed in writing by
the parties thereto.
This Agreement shall not be binding until executed by all parties.
19. Independent Engineer
In all matters relating to this Agreement, the ENGINEER shall act as an
independent engineer. Neither the ENGINEER nor its employees are employees of the
OWNER under the meaning or application of any Federal or State Laws or Regulations and
the ENGINEER agrees to assume all liabilities and obligations imposed in the performance
of this Agreement. The ENGINEER shall not have any authority to assume or create
obligations, expressed or implied, on behalf of the OWNER and the ENGINEER shall have
no authority to represent as agent, employee, or in any other capacity than as set forth
herein.
20. Rights and Benefits
The ENGINEER's services will be performed solely for the benefit of the OWNER
and not for the benefit of any other persons or entities.
21. Disputes
All claims or disputes of the ENGINEER and the OWNER arising out of or relating
to the Agreement, or the breach thereof, shall be first submitted to non-binding mediation.
If a claim or dispute is not resolved by mediation, the party making the claim or alleging a
dispute shall have the right to institute any legal or equitable proceedings in a court located
within the county and state where the project is located.
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22. Limitation of Liability
To the maximum extent permitted by law, the OWNER agrees to limit the ENGI-
NEER's liability for the ENGINEER's damages to the sum of $1,000,000.00 limit of
Professional Liability insurance. This limitation shall apply regardless of the cause of action
or legal theory pled or asserted.
IN WITNESS WHEREOF, the OWNER and the ENGINEER have signed this Agreement in
duplicate. One counterpart each has been delivered to the OWNER and the ENGINEER.
This Agreement will be effective on 1 3, , 20'
ENGINEER: OWNER:
BUTLER, FAIRMAN and SEUFERT, INC. RICHMOND BOARD OF AVIATION
COMMISSIONERS
eg/1411#--.
By:
at an eade
Paul A. Shaffer, PE e/
Executive Vice President Attest: �� "
air&
Date:
avid M.
Date:-- 0/121 202 .
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APPENDIX "A"
SERVICES BY ENGINEER
Project Description:
This project will prepare documents and specifications for the bid and pro-
curement of a snow removal vehicle with plow and rotary plow attachments.
After authorization to proceed, the ENGINEER shall:
1. Grant Administration
1.1 Prepare up to 1 FAA grant application for the snow removal equipment
procurement.
1.2 Hold coordination meetings with the OWNER prior to procurement and after
procurement.
1.3 Prepare up to 6 FAA and INDOT partial pay requests.
1.4 Prepare closeout documents and report of final findings for the equipment
procurement grant.
1.5 Report project status in up to 8 monthly airport Board meetings.
2. Environmental Document
2.1 Prepare 1 environmental Categorical Exclusion document for the snow removal
equipment.
3. Snow Removal Equipment Quote Package(Contract Documents) Phase
3.1 Consult with the OWNER to clarify and define the OWNER's requirements for
the equipment and review available data. Size the equipment in accordance
with FAA Advisory Circular(s).
3.2 Submit exhibits to indicate the consideration involved to the OWNER accompa-
nied by the CONSULTANT's opinion of probable procurement cost.
3.3 Prepare for incorporation in the Contract Documents final Specifications.
3.4 Advise the OWNER of any adjustments to the latest opinion of probable Total
Project Costs caused by changes in general scope, extent or character. Fur-
nish to the OWNER a revised opinion of probable Total Project Costs based on
the Specifications.
3.5 Prepare for review and approval by the OWNER, OWNER's legal counsel and
other advisors Contract Agreement Forms, General Conditions and Supplemen-
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tary Conditions and (where appropriate) Bid Forms, Invitations to Bid and In-
structions to Bidders and assist in the preparation of other related documents.
3.6 Furnish five copies of the above documents.
4. Snow Removal Equipment Procurement and Inspection Phase
4.1 Assist in interpretation of the specifications and review shop drawings submitted
by the Contractor(s).
4.2 Review and evaluate Contractor proposals for contract changes and make rec-
ommendations to the OWNER as to acceptance or rejection.
4.3 Assist the OWNER in verifying that the equipment is acceptable upon comple-
tion.
4.4 Attend or conduct a final inspection with representatives of supplier and airport
board in attendance.
4.5 Document and deliver in writing to the manufacturer's representative for correc-
tion of all punch list items.
4.6 Process all close out documents for physically and financially completing the
project.
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5. Changes In Work
In the event that either the OWNER or the ENGINEER determine that a major
change in scope, character or complexity of the work is needed after the work has
progressed as directed by the OWNER, both parties in the exercise of their
reasonable and honest judgment shall negotiate the changes and the ENGINEER
shall not commence the additional work or the change of the scope of the work until a
supplemental agreement is executed or the ENGINEER is authorized by the OWNER
to proceed under the additional services of the agreement.
6. Additional Services
Additional Services would be services required in addition to those specifically de-
scribed above, or if the OWNER or any other local, state, or federal agency shall
direct or cause the ENGINEER to relocate or rework the project, or any part there-
of. The OWNER agrees to compensate the ENGINEER for Additional Services on
the basis of actual hours of work performed on the project at the hourly billing rates
noted in APPENDIX "D-1". The Hourly Billing Rates include overhead and fixed
fee.
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APPENDIX "B"
INFORMATION AND SERVICES TO BE FURNISHED BY OWNER
The OWNER shall, within a reasonable time, so as not to delay the services of the
ENGINEER:
Provide full information as to ENGINEER's requirements for the Project.
Assist the ENGINEER by placing at ENGINEER's disposal all available information
pertinent to the assignment including previous reports and any other data relative thereto.
Provide to the ENGINEER aircraft operations characteristics, fleet mix, peak usage
times, transient and local operations, based aircraft, and fuel records with N-numbers to
identify the critical/design aircraft.
Review and approve critical/design aircraft selection based on OWNER supplied
aircraft operational information by ENGINEER.
Examine all studies, reports, sketches, drawings, specifications, proposals and
other documents presented by ENGINEER, obtain advice of an attorney, insurance coun-
selor, and other ENGINEERs as OWNER deems appropriate for such examination and
render in writing decisions pertaining thereto within a reasonable time so as not to delay the
services of ENGINEER.
Give prompt written notice to the ENGINEER whenever the OWNER observes or
otherwise becomes aware of any defect in the Project.
Furnish all existing approvals or permits from all governmental authorities having
jurisdiction over the Project. The ENGINEER will assist the OWNER in identifying and
procuring any additional permits associated with this Project.
Arrange for access to and make all provisions for the ENGINEER to enter upon
public and private property as required for the ENGINEER to perform services under this
Agreement.
Obtain necessary easements and right-of-way for construction of the Project,
including easement and right-of-way descriptions, property surveys and boundary surveys.
Furnish to the ENGINEER, as requested by the ENGINEER or as required by the
Contract Documents, data prepared by or services of others, including exploration and
tests of subsurface conditions at or contiguous to the site, drawings of physical conditions
in or relating to existing surface or subsurface structures at or contiguous to the site.
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APPENDIX "C"
SCHEDULE
1. This Agreement will become effective upon the first written notice by the OWNER
authorizing services hereafter.
2. This Agreement shall be applicable to all assignments authorized by the OWNER and
accepted by the ENGINEER subsequent to the date of execution and shall be effective
as to all assignments authorized.
3. Performance time after authorizations to proceed with the Basic Services shall be
completed as follows:
Milestone Completion Date
1. Categorical Exclusion February 1, 2022
2. SRE Specifications March 1, 2022
3. SRE Bid Assistance May 1, 2022
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APPENDIX "D"
COMPENSATION
A. Amount of Payment
1. For Services, under Appendix "A", the OWNER shall pay the ENGINEER for
services of the ENGINEER's principals and employees engaged directly on the
Project.
2. For the following services under Appendix "A", Section 1 Airport Administration,
Section 2 Environmental, Section 3 Snow Removal Equipment Quote Package
(Contract Documents) Phase and Section 4 Snow Removal Equipment
Procurement and Inspection Phase the lump sum amounts of:
Grant Administration $ 7,500.00
Environmental Document $ 2,000.00
Snow Removal Equipment Quote Package $ 11,225.00
(Contract Documents) Phase
Snow Removal Equipment Procurement $ 9,075.00
and Inspection Phase
3. For Reimbursable Expenses. In addition to payments provided for in above
paragraphs 2 and 3, the OWNER shall pay the ENGINEER the actual costs of all
Reimbursable Expenses incurred in connection with all Basic and Additional
Services. Reimbursable Expenses mean the actual expenses incurred by the
ENGINEER, such as expenses for: ENGINEER's independent professional
associates or consultants approved by the OWNER directly in connection with the
Project; transportation and subsistence incidental thereto; subsistence and
transportation of Resident Project Representatives and their assistants,
reproduction of reports, Drawings, Specifications, Bidding Documents and similar
Project related items. Estimated total not to exceed compensation for reimbursable
expenses without prior written approval by the OWNER, shall be as follows per
phase of construction awarded:
For Travel $ 750.00
For Legal Advertisement to Bid $ 350.00
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B. Additional Services
Additional Services would be services required in connection with service not
specifically described in Appendix A, or any legal action or litigation requiring the
testimony and/or services of the ENGINEER, or if the OWNER or any other local,
state, or federal agency shall direct or cause the ENGINEER to relocate or rede-
sign the project, or any part thereof. The OWNER agrees to compensate the
ENGINEER for Additional Services on the basis of actual hours of work per-
formed on the project at the hourly billing rates noted in APPENDIX "D-1". The
Hourly Billing Rates include overhead and fixed fee.
C. Method of Payment
Payment shall be made by the OWNER to the ENGINEER each month as the
work progresses.
•
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APPENDIX "D-1"
SCHEDULE OF COMPENSATION
BUTLER, FAIRMAN and SEUFERT, INC.
2022 HOURLY RATE SCHEDULE
Classification Hourly Rates
E-V Engineer V (Principal) $ 275.00
E-IV Engineer IV $ 210.00
E-III Engineer III $ 180.00
E-II Engineer II $ 140.00
E-I Engineer I $ 105.00
FP-V Field Personnel V— (Project Coordinator) $ 225.00
FP-IV Field Personnel IV $ 195.00
FP-III Field Personnel III $ 155.00
FP-II Field Personnel II $ 120.00
FP-I Field Personnel I $ 95.00
EA-III Engineer's Assistant III $ 185.00
EA-Il Engineer's Assistant II $ 150.00
EA-I Engineer's Assistant I $ 105.00
SP-1 Support Personnel I $ 75.00
C-II Clerical !! $ 125.00
C-I Clerical I $ 80.00
P-III Planner/Environmental Specialist III $ 150.00
P-II Planner/Environmental Specialist II $ 110.00
P-I Planner/Environmental Specialist I $ 95.00
The billing rates are effective January 2022 and may be adjusted annually (begin-
ning January 2022) to reflect changes in the compensation payable to the
ENGINEER.
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•
APPENDIX "E"
MISCELLANEOUS PROVISIONS
PROVISIONS FOR ALL FEDERALLY FUNDED A/E CONTRACTS
The ENGINEER shall also comply with and include in every sub-tier the following federal
clauses, which the term contractor or sponsor within these clauses shall have the same
meaning as ENGINEER, whenever federal funding is anticipated.
ACCESS TO RECORDS AND REPORTS
The Contractor must maintain an acceptable cost accounting system. The Contractor
agrees to provide the Owner, the Federal Aviation Administration and the Comptroller
General of the United States or any of their duly authorized representatives access to
any books, documents, papers and records of the Contractor which are directly perti-
nent to the specific contract for the purpose of making audit, examination, excerpts and
transcriptions. The Contractor agrees to maintain all books, records and reports
required under this contract for a period of not less than three years after final payment
is made and all pending matters are closed.
BREACH OF CONTRACT TERMS
Any violation or breach of terms of this contract on the part of the Consultant or its
subcontractors may result in the suspension or termination of this contract or such
other action that may be necessary to enforce the rights of the parties of this agree-
ment.
Owner will provide Consultant written notice that describes the nature of the breach
and corrective actions the Consultant must undertake in order to avoid termination of
the contract. Owner reserves the right to withhold payments to Contractor until such
time the Contractor corrects the breach or the Owner elects to terminate the contract.
The Owner's notice will identify a specific date by which the Consultant must correct
the breach. Owner may proceed with termination of the contract if the Consultant fails
to correct the breach by the deadline indicated in the Owner's notice.
The duties and obligations imposed by the Contract Documents and the rights and
remedies available thereunder are in addition to, and not a limitation of, any duties,
obligations, rights and remedies otherwise imposed or available by law.
GENERAL CIVIL RIGHTS PROVISIONS
The Contractor agrees to comply with pertinent statutes, Executive Orders and such
rules as are promulgated to ensure that no person shall, on the grounds of race, creed,
color, national origin, sex, age, or disability be excluded from participating in any
activity conducted with or benefiting from Federal assistance.
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This provision binds the Contractor and subcontractors from the bid solicitation period
through the completion of the contract. This provision is in addition to that required by
Title VI of the Civil Rights Act of 1964.
CIVIL RIGHTS—TITLE VI ASSURANCE
Title VI Solicitation Notice:
The Richmond Board of Aviation Commissioners in accordance with the provisions
of Title VI of the Civil Rights Act of 1964 (78 Stat. 252, 42 USC §§ 2000d to 2000d-4)
and the Regulations, hereby notifies all bidders or offerors that it will affirmatively ensure
that any contract entered into pursuant to this advertisement, disadvantaged business
enterprises will be afforded full and fair opportunity to submit bids in response to this
invitation and will not be discriminated against on the grounds of race, color, or national
origin in consideration for an award.
Compliance with Nondiscrimination Requirements:
During the performance of this contract, the Contractor, for itself, its assignees, and
successors in interest(hereinafter referred to as the "Contractor"), agrees as follows:
1. Compliance with Regulations: The Contractor(hereinafter includes
consultants)will comply with the Title VI List of Pertinent Nondiscrimination
Acts and Authorities, as they may be amended from time to time, which are
herein incorporated by reference and made a part of this contract.
2. Nondiscrimination: The Contractor, with regard to the work performed
by it during the contract, will not discriminate on the grounds of race, color, or
national origin in the selection and retention of subcontractors, including pro-
curements of materials and leases of equipment. The Contractor will not
participate directly or indirectly in the discrimination prohibited by the Nondis-
crimination Acts and Authorities, including employment practices when the
contract covers any activity, project, or program set forth in Appendix B of 49
CFR part 21.
3. Solicitations for Subcontracts, including Procurements of Materials
and Equipment: In all solicitations, either by competitive bidding or negotia-
tion made by the Contractor for work to be performed under a subcontract,
including procurements of materials, or leases of equipment, each potential
subcontractor or supplier will be notified by the Contractor of the contractor's
obligations under this contract and the Nondiscrimination Acts and Authorities
on the grounds of race, color, or national origin.
4. Information and Reports: The Contractor will provide all information
and reports required by the Acts, the Regulations, and directives issued pur-
suant thereto and will permit access to its books, records, accounts, other
sources of information, and its facilities as may be determined by the sponsor
or the Federal Aviation Administration to be pertinent to ascertain compliance
with such Nondiscrimination Acts and Authorities and instructions. Where
any information required of a contractor is in the exclusive possession of an-
other who fails or refuses to furnish the information, the Contractor will so
certify to the sponsor or the Federal Aviation Administration, as appropriate,
and will set forth what efforts it has made to obtain the information.
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5. Sanctions for Noncompliance: In the event of a Contractor's noncom-
pliance with the non-discrimination provisions of this contract, the sponsor will
impose such contract sanctions as it or the Federal Aviation Administration
may determine to be appropriate, including, but not limited to:
a. Withholding payments to the Contractor under the contract until
the Contractor complies; and/or
b. Cancelling, terminating, or suspending a contract, in whole or in
part.
6. Incorporation of Provisions: The Contractor will include the provisions
of paragraphs one through six in every subcontract, including procurements
of materials and leases of equipment, unless exempt by the Acts, the Regula-
tions, and directives issued pursuant thereto. The Contractor will take action
with respect to any subcontract or procurement as the sponsor or the Federal
Aviation Administration may direct as a means of enforcing such provisions
including sanctions for noncompliance. Provided, that if the Contractor be-
comes involved in, or is threatened with litigation by a subcontractor, or
supplier because of such direction, the Contractor may request the sponsor
to enter into any litigation to protect the interests of the sponsor. In addition,
the Contractor may request the United States to enter into the litigation to
protect the interests of the United States.
Title VI List of Pertinent Nondiscrimination Acts and Authorities
During the performance of this contract, the Contractor, for itself, its assignees, and
successors in interest (hereinafter referred to as the "Contractor") agrees to comply
with the following non-discrimination statutes and authorities; including but not limited
to:
• Title VI of the Civil Rights Act of 1964 (42 USC § 2000d et seq., 78 stat. 252)
(prohibits discrimination on the basis of race, color, national origin);
• 49 CFR part 21 (Non-discrimination in Federally-assisted programs of the De-
partment of Transportation—Effectuation of Title VI of the Civil Rights Act of
1964);
• The Uniform Relocation Assistance and Real Property Acquisition Policies Act of
1970, (42 USC §4601) (prohibits unfair treatment of persons displaced or whose
property has been acquired because of Federal or Federal-aid programs and
projects);
• Section 504 of the Rehabilitation Act of 1973 (29 USC § 794 et seq.), as amend-
ed (prohibits discrimination on the basis of disability); and 49 CFR part 27;
• The Age Discrimination Act of 1975, as amended (42 USC § 6101 et seq.) (pro-
hibits discrimination on the basis of age);
• Airport and Airway Improvement Act of 1982 (49 USC §471, Section 47123), as
amended (prohibits discrimination based on race, creed, color, national origin, or
sex);
• The Civil Rights Restoration Act of 1987 (PL 100-209) (broadened the scope,
coverage and applicability of Title VI of the Civil Rights Act of 1964, the Age Dis-
crimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by
expanding the definition of the terms "programs or activities"to include all of the
Page 3 of 13
•
programs or activities of the Federal-aid recipients, sub-recipients and contrac-
tors, whether such programs or activities are Federally funded or not);
• Titles II and III of the Americans with Disabilities Act of 1990, which prohibit dis-
crimination on the basis of disability in the operation of public entities, public and
private transportation systems, places of public accommodation, and certain test-
ing entities (42 USC §§ 12131 — 12189) as implemented by U.S. Department of
Transportation regulations at 49 CFR parts 37 and 38;
• The Federal Aviation Administration's Nondiscrimination statute (49 USC §
47123) (prohibits discrimination on the basis of race, color, national origin, and
sex);
• Executive Order 12898, Federal Actions to Address Environmental Justice in Mi-
nority Populations and Low-Income Populations, which ensures
nondiscrimination against minority populations by discouraging programs, poli-
cies, and activities with disproportionately high and adverse human health or
environmental effects on minority and low-income populations;
• Executive Order 13166, Improving Access to Services for Persons with Limited
English Proficiency, and resulting agency guidance, national origin discrimination
includes discrimination because of limited English proficiency (LEP). To ensure
compliance with Title VI, you must take reasonable steps to ensure that LEP per-
sons have meaningful access to your programs (70 Fed. Reg. at 74087 to
74100);
• Title IX of the Education Amendments of 1972, as amended, which prohibits you
from discriminating because of sex in education programs or activities (20 USC
1681 et seq).
CLEAN AIR AND WATER POLLUTION CONTROL
Contractor agrees to comply with all applicable standards, orders, and regulations
issued pursuant to the Clean Air Act (42 USC § 740-7671q) and the Federal Water
Pollution Control Act as amended (33 USC § 1251-1387). The Contractor agrees to
report any violation to the Owner immediately upon discovery. The Owner assumes
responsibility for notifying the Environmental Protection Agency (EPA) and the Federal
Aviation Administration.
Contractor must include this requirement in all subcontracts that exceeds$150,000.
CERTIFICATION OF CONSULTANT REGARDING DEBARMENT
By submitting a bid/proposal under this solicitation, the consultant certifies that neither
it nor its principals are presently debarred or suspended by any Federal department or
agency from participation in this transaction.
CONTRACT WORKHOURS AND SAFETY STANDARDS ACT REQUIREMENTS
1. Overtime Requirements.
No contractor or subcontractor contracting for any part of the contract work which
may require or involve the employment of laborers or mechanics shall require or
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permit any such laborer or mechanic, including watchmen and guards, in any
workweek in which he or she is employed on such work to work in excess of forty
hours in such workweek unless such laborer or mechanic receives compensation at
a rate not less than one and one-half times the basic rate of pay for all hours
worked in excess of forty hours in such workweek.
2. Violation; Liability for Unpaid Wages; Liquidated Damages.
In the event of any violation of the clause set forth in paragraph (1) of this clause,
the Contractor and any subcontractor responsible therefor shall be liable for the
unpaid wages. In addition, such contractor and subcontractor shall be liable to the
United States (in the case of work done under contract for the District of Columbia
or a territory, to such District or to such territory), for liquidated damages. Such liq-
uidated damages shall be computed with respect to each individual laborer or
mechanic, including watchmen and guards, employed in violation of the clause set
forth in paragraph (1) of this clause, in the sum of$10 for each calendar day on
which such individual was required or permitted to work in excess of the standard
workweek of forty hours without payment of the overtime wages required by the
clause set forth in paragraph (1) of this clause.
3. Withholding for Unpaid Wages and Liquidated Damages.
The Federal Aviation Administration (FAA) or the Owner shall upon its own action
or upon written request of an authorized representative of the Department of Labor
withhold or cause to be withheld, from any moneys payable on account of work per-
formed by the contractor or subcontractor under any such contract or any other
Federal contract with the same prime contractor, or any other federally assisted
contract subject to the Contract Work Hours and Safety Standards Act, which is
held by the same prime contractor, such sums as may be determined to be neces-
sary to satisfy any liabilities of such contractor or subcontractor for unpaid wages
and liquidated damages as provided in the clause set forth in paragraph (2) of this
clause.
4. Subcontractors.
The Contractor or subcontractor shall insert in any subcontracts the clauses set
forth in paragraphs (1) through (4) and also a clause requiring the subcontractor to
include these clauses in any lower tier subcontracts. The prime contractor shall be
responsible for compliance by any subcontractor or lower tier subcontractor with
the clauses set forth in paragraphs (1) through (4) of this clause.
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DISADVANTAGED BUSINESS ENTERPRISE
Information Submitted as a matter of bidder responsiveness:
The Owner's award of this contract is conditioned upon Bidder or Offeror satisfying the
good faith effort requirements of 49 CFR §26.53.
As a condition of bid responsiveness, the Bidder or Offeror must submit the following
information with its proposal on the forms provided herein:
(1) The names and addresses of Disadvantaged Business Enterprise (DBE) firms
that will participate in the contract;
(2) A description of the work that each DBE firm will perform;
(3) The dollar amount of the participation of each DBE firm listed under(1)
(4) Written statement from Bidder or Offeror that attests their commitment to use the
DBE firm(s) listed under(1)to meet the Owner's project goal; and
(5) If Bidder or Offeror cannot meet the advertised project DBE goal, evidence of
good faith efforts undertaken by the Bidder or Offeror as described in appendix A
to 49 CFR part 26.
Information submitted as a matter of bidder responsibility:
The Owner's award of this contract is conditioned upon Bidder or Offeror satisfying the
good faith effort requirements of 49 CFR §26.53.
The successful Bidder or Offeror must provide written confirmation of participation from
each of the DBE firms the Bidder or Offeror lists in its commitment within five days after
bid opening.
1. The names and addresses of Disadvantaged Business Enterprise (DBE)firms
that will participate in the contract;
2. A description of the work that each DBE firm will perform;
3. The dollar amount of the participation of each DBE firm listed under(1)
4. Written statement from Bidder or Offeror that attests their commitment to use the
DBE firm(s) listed under(1)to meet the Owner's project goal; and
5. If Bidder or Offeror cannot meet the advertised project DBE goal, evidence of
good faith efforts undertaken by the Bidder or Offeror as described in appendix A
to 49 CFR part 26.
The requirements of 49 CFR part 26 apply to this contract. It is the policy of the Rich-
mond Board of Aviation Commissioners to practice nondiscrimination based on race,
color, sex, or national origin in the award or performance of this contract. The Owner
encourages participation by all firms qualifying under this solicitation regardless of
business size or ownership.
Contract Assurance(§ 26.13)—The Contractor or subcontractor shall not discrimi-
nate on the basis of race, color, national origin, or sex in the performance of this
contract. The Contractor shall carry out applicable requirements of 49 CFR part 26 in
the award and administration of Department of Transportation-assisted contracts.
Failure by the Contractor to carry out these requirements is a material breach of this
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contract, which may result in the termination of this contract or such other remedy as
the Owner deems appropriate, which may include, but is not limited to:
1. Withholding monthly progress payments;
2. Assessing sanctions;
3. Liquidated damages; and/or
4. Disqualifying the Contractor from future bidding as non-responsible.
Prompt Payment(§26.29) —The prime contractor agrees to pay each subcontractor
under this prime contract for satisfactory performance of its contract no later than 30
days from the receipt of each payment the prime contractor receives from the Rich-
mond Board of Aviation Commissioners. The prime contractor agrees further to return
retainage payments to each subcontractor within 30 days after the subcontractor's
work is satisfactorily completed. Any delay or postponement of payment from the
above referenced time frame may occur only for good cause following written approval
of the Richmond Board of Aviation Commissioners. This clause applies to both DBE
and non-DBE subcontractors.
DISTRACTED DRIVING -TEXTING WHEN DRIVING
In accordance with Executive Order 13513, "Federal Leadership on Reducing Text
Messaging While Driving", (10/1/2009) and DOT Order 3902.10, "Text Messaging
While Driving", (12/30/2009), the Federal Aviation Administration encourages recipients
of Federal grant funds to adopt and enforce safety policies that decrease crashes by
distracted drivers, including policies to ban text messaging while driving when perform-
ing work related to a grant or subgrant.
In support of this initiative, the Owner encourages the Contractor to promote policies
and initiatives for its employees and other work personnel that decrease crashes by
distracted drivers, including policies that ban text messaging while driving motor
vehicles while performing work activities associated with the project. The Contractor
must include the substance of this clause in all sub-tier contracts exceeding $3,500
that involve driving a motor vehicle in performance of work activities associated with
the project.
ENERGY CONSERVATION REQUIREMENTS
Consultant and sub-consultant agree to comply with mandatory standards and policies
relating to energy efficiency as contained in the state energy conservation plan issued
in compliance with the Energy Policy and Conservation Act(42 USC 6201et seq).
FEDERAL FAIR LABOR STANDARDS ACT (FEDERAL MINIMUM WAGE)
All contracts and subcontracts that result from this solicitation incorporate by reference
the provisions of 29 CFR part 201, the Federal Fair Labor Standards Act (FLSA), with
the same force and effect as if given in full text. The FLSA sets minimum wage, over-
time pay, recordkeeping, and child labor standards for full and part-time workers.
Page 7 of 13
•
The Consultant has full responsibility to monitor compliance to the referenced statute or
regulation. The Consultant must address any claims or disputes that arise from this
requirement directly with the U.S. Department of Labor—Wage and Hour Division.
CERTIFICATION REGARDING LOBBYING
The Bidder or Offeror certifies by signing and submitting this bid or proposal, to the
best of his or her knowledge and belief, that:
•
(1) No Federal appropriated funds have been paid or will be paid, by or on behalf
of the Bidder or Offeror, to any person for influencing or attempting to influence
an officer or employee of an agency, a Member of Congress, an officer or em-
ployee of Congress, or an employee of a Member of Congress in connection
with the awarding of any Federal contract, the making of any Federal grant, the
making of any Federal loan, the entering into of any cooperative agreement,
and the extension, continuation, renewal, amendment, or modification of any
Federal contract, grant, loan, or cooperative agreement.
(2) If any funds other than Federal appropriated funds have been paid or will be
paid to any person for influencing or attempting to influence an officer or em-
ployee of any agency, a Member of Congress, an officer or employee of
Congress, or an employee of a Member of Congress in connection with this
Federal contract, grant, loan, or cooperative agreement, the undersigned shall
complete and submit Standard Form-LLL, "Disclosure Form to Report Lobby-
ing," in accordance with its instructions.
(3) The undersigned shall require that the language of this certification be included
in the award documents for all sub-awards at all tiers (including subcontracts,
subgrants, and contracts under grants, loans, and cooperative agreements) and
that all sub-recipients shall certify and disclose accordingly.
This certification is a material representation of fact upon which reliance was placed
when this transaction was made or entered into. Submission of this certification is a
prerequisite for making or entering into this transaction imposed by section 1352, title
31, U.S. Code. Any person who fails to file the required certification shall be subject to
a civil penalty of not less than $10,000 and not more than $100,000 for each such
failure.
THE OCCUPATIONAL SAFETY AND HEALTH ACT OF 1970
All contracts and subcontracts that result from this solicitation incorporate by reference
the requirements of 29 CFR Part 1910 with the same force and effect as if given in full
text. The employer must provide a work environment that is free from recognized
hazards that may cause death or serious physical harm to the employee. The employer
retains full responsibility to monitor its compliance and their subcontractor's compliance
with the applicable requirements of the Occupational Safety and Health Act of 1970 (20
CFR Part 1910). The employer must address any claims or disputes that pertain to a
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referenced requirement directly with the U.S. Department of Labor—Occupational
Safety and Health Administration.
CERTIFICATION OF OFFERER/BIDDER REGARDING TAX DELINQUENCY AND
FELONY CONVICTIONS
The applicant must complete the following two certification statements. The applicant
must indicate its current status as it relates to tax delinquency and felony conviction by
inserting a checkmark (✓) in the space following the applicable response. The appli-
cant agrees that, if awarded a contract resulting from this solicitation, it will incorporate
this provision for certification in all lower tier subcontracts.
Certifications
a) The applicant represents that it is ( ) is not (✓) a corporation that has any un-
paid Federal tax liability that has been assessed, for which all judicial and
administrative remedies have been exhausted or have lapsed, and that is not be-
ing paid in a timely manner pursuant to an agreement with the authority
responsible for collecting the tax liability.
b) The applicant represents that it is ( ) is not (✓) is not a corporation that was
convicted of a criminal violation under any Federal law within the preceding 24
months.
Note
If an applicant responds in the affirmative to either of the above representations, the
applicant is ineligible to receive an award unless the sponsor has received notification
from the agency suspension and debarment official (SDO) that the SDO has consid-
ered suspension or debarment and determined that further action is not required to
protect the Government's interests. The applicant therefore must provide information
to the owner about its tax liability or conviction to the Owner, who will then notify the
FAA Airports District Office, which will then notify the agency's SDO to facilitate com-
pletion of the required considerations before award decisions are made.
Term Definitions
Felony conviction: Felony conviction means a conviction within the preceding
twenty-four (24) months of a felony criminal violation under any Federal law and
includes
conviction of an offense defined in a section of the U.S. code that specifically
classifies
the offense as a felony and conviction of an offense that is classified as a felony
under 18 U.S.C. § 3559.
Tax Delinquency: A tax delinquency is any unpaid Federal tax liability that has
been assessed, for which all judicial and administrative remedies have been ex-
hausted, or have lapsed, and that is not being paid in a timely manner pursuant
to an agreement with the authority responsible for collecting the tax liability.
Page 9 of 13
TERMINATION FOR CONVENIENCE (PROFESSIONAL SERVICES)
The Owner may, by written notice to the Consultant, terminate this Agreement for its
convenience and without cause or default on the part of Consultant. Upon receipt of
the notice of termination, except as explicitly directed by the Owner, the Contractor
must immediately discontinue all services affected.
Upon termination of the Agreement, the Consultant must deliver to the Owner all data,
surveys, models, drawings, specifications, reports, maps, photographs, estimates,
summaries, and other documents and materials prepared by the Engineer under this
contract, whether complete or partially complete.
Owner agrees to make just and equitable compensation to the Consultant for satisfac-
tory work completed up through the date the Consultant receives the termination
notice. Compensation will not include anticipated profit on non-performed services.
Owner further agrees to hold Consultant harmless for errors or omissions in documents
that are incomplete as a result of the termination action under this clause.
TERMINATION FOR DEFAULT (PROFESSIONAL SERVICES)
Either party may terminate this Agreement for cause if the other party fails to fulfill its
obligations that are essential to the completion of the work per the terms and condi-
tions of the Agreement. The party initiating the termination action must allow the
breaching party an opportunity to dispute or cure the breach.
The terminating party must provide the breaching party [7] days advance written notice
of its intent to terminate the Agreement. The notice must specify the nature and extent
of the breach, the conditions necessary to cure the breach, and the effective date of
the termination action. The rights and remedies in this clause are in addition to any
other rights and remedies provided by law or under this agreement.
a) Termination by Owner: The Owner may terminate this Agreement in whole or
in part, for the failure of the Consultant to:
1. Perform the services within the time specified in this contract or by Owner ap-
proved extension;
2. Make adequate progress so as to endanger satisfactory performance of the
Project; or
3. Fulfill the obligations of the Agreement that are essential to the completion of
the Project.
Upon receipt of the notice of termination, the Consultant must immediately discontin-
ue all services affected unless the notice directs otherwise. Upon termination of the
Agreement, the Consultant must deliver to the Owner all data, surveys, models,
drawings, specifications, reports, maps, photographs, estimates, summaries, and
other documents and materials prepared by the Engineer under this contract, wheth-
er complete or partially complete.
Page 10 of 13
Owner agrees to make just and equitable compensation to the Consultant for satis-
factory work completed up through the date the Consultant receives the termination
notice. Compensation will not include anticipated profit on non-performed services.
Owner further agrees to hold Consultant harmless for errors or omissions in docu-
ments that are incomplete as a result of the termination action under this clause.
If, after finalization of the termination action, the Owner determines the Consultant
was not in default of the Agreement, the rights and obligations of the parties shall be
the same as if the Owner issued the termination for the convenience of the Owner.
b) Termination by Consultant: The Consultant may terminate this Agreement in
whole or in part, if the Owner:
1. Defaults on its obligations under this Agreement;
2. Fails to make payment to the Consultant in accordance with the terms of this
Agreement;
3. Suspends the Project for more than [180] days due to reasons beyond the
control of the Consultant.
Upon receipt of a notice of termination from the Consultant, Owner agrees to coop-
erate with Consultant for the purpose of terminating the agreement or portion
thereof, by mutual consent. If Owner and Consultant cannot reach mutual agree-
ment on the termination settlement, the Consultant may, without prejudice to any
rights and remedies it may have, proceed with terminating all or parts of this
Agreement based upon the Owner's breach of the contract.
In the event of termination due to Owner breach, the Engineer is entitled to invoice
Owner and to receive full payment for all services performed or furnished in ac-
cordance with this Agreement and all justified reimbursable expenses incurred by
the Consultant through the effective date of termination action. Owner agrees to
hold Consultant harmless for errors or omissions in documents that are incomplete
as a result of the termination action under this clause.
TRADE RESTRICTION CERTIFICATION
By submission of an offer, the Offeror certifies that with respect to this solicitation and
any resultant contract, the Offeror—
1. is not owned or controlled by one or more citizens of a foreign country included
in the list of countries that discriminate against U.S. firms as published by the
Office of the United States Trade Representative (USTR);
2. has not knowingly entered into any contract or subcontract for this project with a
person that is a citizen or national of a foreign country included on the list of
countries that discriminate against U.S. firms as published by the USTR; and
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.
3. has not entered into any subcontract for any product to be used on the Federal
project that is produced in a foreign country included on the list of countries that
discriminate against U.S. firms published by the USTR.
This certification concerns a matter within the jurisdiction of an agency of the United
States of America and the making of a false, fictitious, or fraudulent certification may
render the maker subject to prosecution under Title 18 USC Section 1001.
The Offeror/Contractor must provide immediate written notice to the Owner if the
Offeror/Contractor learns that its certification or that of a subcontractor was erroneous
when submitted or has become erroneous by reason of changed circumstances. The
Contractor must require subcontractors provide immediate written notice to the Con-
tractor if at any time it learns that its certification was erroneous by reason of changed
circumstances.
Unless the restrictions of this clause are waived by the Secretary of Transportation in
accordance with 49 CFR 30.17, no contract shall be awarded to an Offeror or subcon-
tractor:
1. who is owned or controlled by one or more citizens or nationals of a for-
eign country included on the list of countries that discriminate against U.S.
firms published by the USTR or,
2. whose subcontractors are owned or controlled by one or more citizens or
nationals of a foreign country on such USTR list or
3. who incorporates in the public works project any product of a foreign coun-
try on such USTR list.
Nothing contained in the foregoing shall be construed to require establishment of a
system of records in order to render, in good faith, the certification required by this
provision. The knowledge and information of a contractor is not required to exceed
that which is normally possessed by a prudent person in the ordinary course of busi-
ness dealings.
The Offeror agrees that, if awarded a contract resulting from this solicitation, it will
incorporate this provision for certification without modification in all lower tier subcon-
tracts. The Contractor may rely on the certification of a prospective subcontractor that it
is not a firm from a foreign country included on the list of countries that discriminate
against U.S. firms as published by USTR, unless the Offeror has knowledge that the
certification is erroneous.
This certification is a material representation of fact upon which reliance was placed
when making an award. If it is later determined that the Contractor or subcontractor
knowingly rendered an erroneous certification, the Federal Aviation Administration
(FAA) may direct through the Owner cancellation of the contract or subcontract for
default at no cost to the Owner or the FAA.
VETERAN'S PREFERENCE
In the employment of labor(excluding executive, administrative, and supervisory posi-
tions), the Contractor and all sub-tier contractors must give preference to covered
Page 12 of 13
veterans as defined within Title 49 United States Code Section 47112. Covered veter-
ans include Vietnam-era veterans, Persian Gulf veterans, Afghanistan-Iraq war veterans,
disabled veterans, and small business concerns (as defined by 15 USC 632) owned and
controlled by disabled veterans. This preference only applies when there are covered
veterans readily available and qualified to perform the work to which the employment
relates
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