HomeMy Public PortalAbout2024-09 Approving an agreement with the Florida Agency for Persons with Disabilities to support Village ProgramsRESOLUTION NO. 2024-09
A RESOLUTION OF THE VILLAGE COUNCIL OF THE
VILLAGE OF KEY BISCAYNE, FLORIDA, APPROVING
AN AGREEMENT WITH THE FLORIDA AGENCY FOR
PERSONS WITH DISABILITIES TO SUPPORT VILLAGE
PROGRAMS FOR INDIVIDUALS WITH UNIQUE
ABILITIES; PROVIDING FOR AUTHORIZATION; AND
PROVIDING FOR AN EFFECTIVE DATE.
WHEREAS, the Village of Key Biscayne (the "Village") desires to offer programs for
individuals with unique abilities, including non-contact boxing instruction, interactive music lessons,
sensory-based art instruction, excursions and day trips to local theater performances, and weekend PE
physical fitness classes (the "Programs"); and
WHEREAS, the Florida Agency for Persons with Disabilities ("APD") has approved
funding in the amount of $100,000 for the Village to provide the Programs, as reflected in the APD
Standard Contract attached hereto as Exhibit "A" (the "Agreement"); and
WHEREAS, the Village desires to approve the Agreement and authorize the Village
Manager to enter into the Agreement with APD, in substantially the form attached hereto as Exhibit
"A"; and
WHEREAS, the Village Council finds that this Resolution is in the best interest and
welfare of the residents of the Village.
NOW, THEREFORE, BE IT RESOLVED BY THE VILLAGE COUNCIL OF THE
VILLAGE OF KEY BISCAYNE, FLORIDA, AS FOLLOWS:
Section 1. Recitals. That each of the above-stated recitals are hereby adopted,
confirmed, and incorporated herein.
Section 2. Approval. That the Village Council hereby approves the Agreement, in
substantially the form attached hereto as Exhibit "A."
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Section 3. Authorization. That the Village Council hereby authorizes the Village
Manager to execute the Agreement, in substantially the form attached hereto as Exhibit "A,"
subject to the Village Attorney's approval as to form, content, and legal sufficiency. The Village
Manager is further authorized to execute future renewals and extensions of the Agreement without
further Village Commission approval.
Section 4.
adoption.
Effective Date. That this Resolution shall be effective immediately upon
PASSED and ADOPTED this 13th day of Februa , 2024.
ATTEST:
i9'Jtl.rfcP ko~
VILLAGE CLERK
>
APPROVED AS TO FORM AND LEGAL SUFFICIENCY:
d:«J~
WEISS SEROTA HELFMAN COLE & BIERMAN, P.L.
VILLAGE ATTORNEY
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R e v is e d 0 6 /2 0 2 3
apj
agency for persons with disabilities
Slate of Florida
APD Standard Contract IV11
EXHIBIT A
ICA-321
Contract No. ACZ32
CFDA or CSFA No.«CSFA » Client~ Non-Client 0
FLORIDA AGENCY FOR PERSONS WITH DISABILITIES STANDARD CONTRACT
THIS CONTRACT is entered into between the Florida Agency for Persons with Disabilities, hereinafter referred
to as the "Agency," and Village of Key Biscayne hereinafter referred to as the "Provider." The Agency and
Provider agree as follows:
1. Contract Document
This Contract and its attachments and any exhibits referenced in said attachments, together with any documents
incorporated by reference, contain all the terms and conditions agreed upon by the parties, and such documents
shall collectively constitute and be referred to as the "Contract." Agency forms, policies, and operating
procedures incorporated herein by reference can be obtained from the Contract Manager.
2. Requirements of Section 287.058, Florida Statutes (F.S.)
a. The Provider shall provide units of deliverables that are quantifiable, measurable, and verifiable, as
specified in this Contract. Each deliverable must be directly related to the scope of work and specify a
performance measure. These deliverables must be received and accepted by the Contract Manager
(as defined in Section 51 below) in writing prior to payment, subject to subsequent audit and review and
to the satisfaction of the Agency. The Provider shall also provide required reports, plans, findings, and
drafts, as specified in this Contract.
b. The Provider shall submit bills for fees or other compensation for services or expenses in sufficient
detail for proper pre-audit and post-audit; where itemized payment for travel expenses are permitted in
this Contract, submit bills for any travel expenses in accordance with section 112.061, F.S., or at such
lower rates as may be provided in this Contract.
c. The Provider shall allow public access to all documents, papers, letters, or other public records as
defined in subsection 119.011(12), F.S. and as prescribed by sections 119.07 and 119.0701, F.S.,
made or received by the Provider in conjunction with this Contract except that public records which are
made confidential by law must be protected from disclosure. It is expressly understood that the
Provider's failure to comply with this provision shall constitute an immediate breach of contract for
which the Agency may unilaterally and without prior notice terminate the Contract.
3. Requirements of Sections 215.97 and 215.971, F.S.
In addition to the terms, conditions and provisions of this Contract, the Provider must also comply with this
section if this Contract provides state financial assistance to a Provider or subProvider, as those terms are
defined in section 215.97, F.S., or provides federal financial assistance to a subProvider, as defined by
applicable United States Office of Management and Budget circulars.
a. The provider, and any subcontractors, shall comply with Sections 215.97 and 215.971, F.S., and
maintain sufficient documentation of all expenditures of funds under this Contract.
b. The provider must monitor expenditures by Provider and any subcontractors to ensure compliance with
laws, rules, and regulations applicable to expenditure of State funds.
c. The Provider may expend funds only for allowable costs resulting from obligations incurred during the
specified contract period in Section 4.
d. The Provider must refund to the Agency any balance of unobligated funds which has been advanced or
paid that is not authorized to be retained for direct program costs in a subsequent period.
e. The Provider must refund to the Agency any funds paid in excess of the amount to which the Provider is
entitled under the terms and conditions of this Contract.
Contract #«Contract »
Funds refunded to the Agency from the Provider for failure to perform as required under this Contract may be
expended only in direct support of the program from which the contract originated.
4. Effective and Ending Dates
This Contract shall begin on, January 1, 2024 or on the date on which the Contract has been signed by the
last party required to sign it, whichever is later. It shall end at midnight, local time at Miami, Dade County,
Florida, on June 30, 2024.
5. State of Florida Law
This Contract is executed and entered into in the State of Florida, and all claims, controversies and causes of
action arising out of or relating to this Contract shall be construed, performed and enforced in all respects in
accordance with Florida law , without regard to Florida provisions for conflict of laws that would result in the
application of the laws of a different jurisdiction. Courts of competent jurisdiction in Florida shall have
exclusive jurisdiction in any action regarding this Contract and venue shall be as provided in PUR 1000 (as
defined in Section 31 ).
6. Contract Amount
The Agency shall pay fo r contracted services according to the terms and conditions of this Contract in an
am ount not to exceed $100,000 or the rate schedule, subject to the availability of funds and satisfactory
perform ance of all term s and conditions by the Provider. The State of Florida's performance and obligation
to pay under this Contract is contingent upon an annual appropriation by the Legislature. Any costs or
serv ices paid fo r under any other contract or from any other source are not eligible for payment under this
Contract.
7. Federal Law
a. If this Contract contains federal funds, the Pro vider shall comply with the provisions of federal law and
regulations including, but not lim ited to, 45 Code of Federal Regulations (CFR) Part 75, and other
applicable regulations.
b. If this Contract contains over $150,000 of federal funds, the Provider shall comply with all applicable
standards, orders, or regulations issued under section 306 of the Clean Air Act, as amended (42 United
States Code (U.S.C.) 7401 et seq.), section 508 of the Federal Water Pollution Control Act, as
am ended (33 U.S.C. 1251 et seq.), Executive Order 11738, as amended and where applicable, and
Enviro nm ental Pro tection Agency regulations (40 CFR Chapter 1, subchapter 8). The Provider shall
report any violations of the above to the Agency.
c. No federal funds received in connection with this Contract may be used by the Provider, or agent acting
fo r the Pro vider, or subcontractor to influence legislation or appropriations pending before the Congress
or any State legislature. If this Contract contains federal funding in excess of $100,000, the Provider
must, prior to contract execution, com plete the Certification Regarding Lobbying form, Attachment N/A.
If a Di sclosure of Lobbying Activities form, Standard Form LLL, is required, it may be obtained from the
Contract Manager. All disclosure fo rm s as required by the Certification Regarding Lobbying form must
be com pleted and return ed to the Contract Manager, prior to payment under this Contract.
d. Unauthorized aliens shall not be em ployed by the Provider. The Agency shall consider the employment
of unauthorized aliens a violation of section 274A(a) of the Immigration and Nationality Act (8 U.S.C.
1324a) and section 101 of the Immigration Reform and Control Act of 1986 (8 U.S.C. 1324a). Such
violation shall be cause fo r unilateral term ination without prior notice of this Contract by the Agency.
e. If this Contract contains $10,000 or more of federal funds, the Provider shall comply with Executive
O rder 11246, Equal Em ploym ent Opportunity, as amended by Executive Order 11375 and others, and
as supplem ented in Departm ent of Labor regulation 41 CFR Part 60 and 45 CFR Part 75, if applicable.
f. If this Contract contains federal funds and pro vides services to children up to age 18, the Provider shall
com ply with the Pro -Children Act of 1994 (20 U.S.C. 6081-6084). Failure to comply with the provisions
of the law may result in the im position of a civil monetary penalty of up to $1,000 for each violation or
the im position of an adm inistrative com pliance order on the responsible entity, or both.
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Contract# «Contract »
8. Audits, Inspections, Investigations, Records and Retention, Cooperation with the Inspector General
a. T he P rovide r sha ll establish and m aintain books, records and docum ents (including electronic storage
m ed ia ) suff icie nt to reflect all incom e and expenditures of funds pro vided by the Agency under this
C o ntract.
b. R ete ntio n of all clie nt records, financial records, supporting docum ents, statistical records, and any
other do cum e nts (including electronic storage m edia) pertinent to this Contract shall be m aintained by
the Pro vide r fo r a period of six (6) years after com pletion or term ination of the C ontract or the resolution
of any pe nd ing actio n (i.e ., aud it, legal, etc.), or longer w hen required by law . In the event an audit is
requ ired by this C o ntract, records shall be retained fo r a period of six (6) years after the audit report is
issue d or until resolution of any audit findings or litigation based on the term s and conditions of this
C o ntract, at no add itional cost to the A gency.
c. U po n de m a nd , at no additiona l cost to the Agency, the Pro vider will facilitate the duplication and
transfer of any records or docum ents during the required retention period in Section 8.b.
d. T he se records shall be m ade available at all reasonable tim es fo r inspection, review , copying, or audit
by Fe de ral, State, or othe r personnel duly authorized by the Agency.
e. A t all reaso na b le tim es fo r as long as records are m aintained, persons duly authorized by the Agency
and F ede ral aud itors, pursua nt to 45 C FR Part 75.364, shall be allow ed full access to and the right to
exam ine any of the Provide r's contracts and related records and docum ents, regardless of the fo rm in
w hich kept.
f. A fina ncia l and com plia nce audit shall be pro vided to the Agency as specified in this Contract and in
Attachment I.
g. Pursua nt to section 20.055(5), F.S ., the Pro vider and any subcontractors understand and shall com ply
w ith the ir duty to coo pe rate w ith the A gency's Inspector General in any investigation, audit, inspection,
revie w , or he aring.
h. The P ro vide r agrees to include these afo rem entioned audit and record keeping requirem ents in all
appro ved subco ntracts and/or assignm ents of this C ontract.
i. Pursua nt to Governor's Executive Order 20-44, issued February 20, 2020, if the Pro vider is required
by the Intern a l R evenue C ode to file IR S Form 990 and is nam ed in statute with which the Agency must
fo rm a so le -so urce, public-private agreem ent; or through contract or other agreem ent with the State,
annua lly receives 50% or m ore of its budget from the State or from a com bination of State and Federal
fund s, the Provider shall submit Form CA-48 (Executive C om pensation Attestation Report) to the
A ge ncy ann ua lly, including the m ost recent IR S Form 990, detailing the total com pensation fo r each
m e m b e r of the Pro vide rs executive leadership team .
(1) Total com pensation shall incl ude salary , bonuses, cashed-in leave, cash equivalents, severance
pay, retirem ent benefits, deferred com pensation, real-pro perty gifts, and any other payout.
(2) The Provide r sha ll info rm the A gency of any changes in total executive com pensation during the
pe riod be tw een the filing of A nnual Reports w ithin 60 days of any change taking effect.
(3) A ll com pe nsation reports shall detail the percentage of executive leadership com pensation received
directly fro m all State and/or Federal allocations to the Pro vider.
(4) A nn ua l R e ports shall be in the form approved by the Agency and shall be subm itted to the Agency
C o ntract M a nage r listed in Section 51, or otherw ise so designated, within 180 days fo llow ing the
end of each tax year of the Provider receiving Agency funding.
9. Monitoring by the Agency
T he Provide r sha ll perm it all pe rsons w ho are duly authorized by the Agency to inspect and copy any
re co rds , pa pe rs, do cum ents, facilities, goods and serv ices of the Provider that are relevant to this Contract,
and to interv iew any clie nts, em ployees and subcontractor em ployees of the Pro vider to assure the Agency
of the satisfactory pe rf orm ance of the term s and conditions of this Contract. Follow ing such review , the
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Agency will deliver to the Pro vider a written report of its findings, and may direct the development by the
Provider of a corrective action plan. The Provider hereby agrees to timely correct all deficiencies identified in
the corrective action plan. This pro vision will not limit the Agency's termination rights under Section 39.d.
10. Indemnification
a. The Pro vider shall be fully liable fo r the actions of its agents, employees, partners, or subcontractors
and shall fully indem nify , defend, and hold harmless the State and the Agency, and their officers,
agents, and em ployees, from suits, actions, damages, and costs of every name and description,
including attorn eys' fees, arising from or relating to any alleged act or omission by the Provider, its
agents, em ployees, partners, or subcontractors alleged to be caused in whole or in part by Provider, its
agents, em ployees, partners, or subcontractors, provided, however, that the Provider shall not
indem nify for that portion of any loss or damages proximately caused by the negligent act or omission
of the Agency.
b. The Pro vider shall fully indem nify , defend, and hold harmless the State and Agency from any suits,
actions, dam ages, and costs of every name and description, including attorneys' fees, arising from or
relating to violation or infringem ent of a trademark, copyright, patent, trade secret or intellectual
property right, pro vided, however, that the foregoing obligation shall not apply to Agency's misuse or
modification of Pro vider's products or a Agency's operation or use of Provider's products in a manner
not contem plated by the Contract or the purchase order. If any product is the subject of an
infringem ent suit, or in the Provider's opinion is likely to become the subject of such a suit, the Provider
may at its sole expense procure for the Agency the right to continue using the product or to modify it to
becom e non-infringing. If the Pro vider is not reasonably able to modify or otherw ise secure the Agency
the right to continue using the pro duct, the Provider shall, without limiting the Agency's remedies at law
fo r breach or nonperform ance, rem ove the product and refund the Agency the amounts paid in excess
of a reasonable rental for past use. The Agency shall not be liable for any royalties. The Provider's
indem nification fo r violation or infringem ent of a trademark, copyright, patent, trade secret or intellectual
property right shall encom pass all such items used or accessed by the Provider, its officers, agents or
subcontractors in the perform ance of this Contract or delivered to the Agency for the use of the Agency,
its em ployees, agents or contractors.
c. The Provider shall pro tect, defend, and indemnify , including attorn eys' fees and costs, the Agency for
any and all claim s and litigation (including litigation initiated by the Agency) arising from or relating to
Pro vider's claim that a docum ent contains proprietary or trade secret information that is exempt from
disclosure or the scope of the Provider's redaction, as provided for under Section 34.
d. The Provider shall not be liable for any cost, expense, or compromise incurred or made by the Agency
in any legal action without the Pro vider's prior written consent, which shall not be unreasonably
withheld. The Provider's inability to evaluate liability or its evaluation of liability shall not excuse its duty
to defend and indem nify after receipt of notice. Only an adjudication or judgment after the highest
appeal is exhausted finding the Agency negligent shall excuse the Provider of performance under this
provision, in which case the Agency shall have no obligation to reimburse the Provider for the cost of its
defense. If the Provider is an Agency or subdivision of the State, its obligation to indemnify, defend and
hold harm less the Agency shall be to the extent permitted by section 768.28, F.S. or other applicable
law , and without waiving the lim its of sovereign immunity.
e. No pro vision in this Contract shall require the Agency to hold harmless or indemnify the Provider, insure
or assum e liability for the Provider's negligence, waive the Agency's sovereign immunity under the laws
of Florida, or otherw ise im pose liability on the Agency for which it would not otherw ise be responsible.
11. Insurance
Unless the Pro vider is a state Agency or subdivision as defined by subsection 768.28(2), F.S., the Provider
shall maintain continuous adequate liability insurance coverage during the existence of this Contract and
during any renewal(s) and/or extension(s). By execution of this Contract, the Provider accepts full
responsibility for identifying and determining the type(s) and extent of liability insurance necessary to provide
reasonable financial protections for the Pro vider and the clients to be served under this Contract. The limits
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of coverage under each policy maintained by the Provider do not limit the Provider's liability and obligations
under this Contract. Upon the execution of this Contract, the Provider shall furnish the Agency written
verification supporting both the determ ination and existence of such insurance coverage. A current certificate
of insurance, or such other docum entation acceptable to the Agency, evidencing the type and extent of all
insurance obtained pursuant to this Section 11 shall at all times be maintained by the Provider, and the
Provider shall deliver a copy of such proof of insurance and any renewal or replacement thereof to the
Agency. The Pro vider shall cause the Agency to be named as a Certificate Holder under each policy of
liability insurance maintained by the Pro vider pursuant to this Contract, unless the Agency waives in writing
this requirem ent. Such coverage may be pro vided by a self-insurance program established and operating
under the laws of the State of Florida. The Agency reserves the right to require additional insurance as
specified in this Contract.
12. Confidentiality of Information
The Provider shall not use or disclose and shall maintain confidentiality of any information concerning a
Pro vider of serv ices under this Contract for any purpose prohibited by state or federal law or regulations
except with the written consent of a person legally authorized to give that consent or when authorized by law.
13. Public Records (Section 119.0701, F.S.)
a. The Pro vider shall keep and maintain public records required by the Agency to perform the services
specified in this Contract.
b. Upon request fro m the Agency's Custodian of Public Records, the Provider shall provide the Agency
with a copy of the requested records or allow the records to be inspected or copied within a reasonable
tim e at a cost that does not exceed the cost pro vided in Chapter 119, Florida Statutes or as otherwise
pro vided by law .
c. The Pro vider shall ensure that public records that are exempt or confidential and exempt from public
records disclosure requirem ents are not disclosed except as authorized by law for the duration of the
Contract term and following com pletion of the Contract if the Provider does not transfer the records to
the Agency.
d. Upon com pletion of the Contract, the Pro vider shall transfer, at no cost, to the Agency all public records
in possession of the Pro vider or keep and maintain public records required by the Agency to perform
the serv ice. If the Provider transfers all public records to the Agency upon completion of the Contract,
the Provider shall destroy any duplicate public records that are exempt or confidential and exempt from
public records disclosure requirem ents. If the Provider keeps and maintains public records upon
com pletion of the Contract, the Provider shall meet all applicable requirements for retaining public
records. All records stored electronically must be provided to the Agency, upon request from the
Agency's Custodian of Public Records, in a format that is compatible with the information technology
system s of the Agency.
e. A request to inspect or copy public records relating to the Agency Contract must be made directly to the
Agency. If the Agency does not possess the requested records, the Agency shall immediately notify the
Provider of the request, and the Provider must provide the records to the Agency or allow the records to
be inspected or copied within a reasonable tim e.
f. If the Pro vider does not com ply with the Agency's request for records, the Agency shall enforce the
contract provisions in accordance with the Contract.
g. If the Provider fails to pro vide the public records to the Agency within a reasonable time, the Provider
m ay be subject to penalties under section 119.10, F.S.
h. If a civil action is filed against the Provider to compel the production of public records relating to the
Contract, the court shall assess and award against the Provider the reasonable costs of enforcement,
including reasonable attorney fees, if (i) the court determines that the Provider unlawfully refused to
com ply with the public records request within a reasonable time; and (ii) at least 8 business days before
filing the action, the plaintiff provided written notice of the public records request, including a statement
that the Pro vider has not com plied with the request, to the Agency and to the Provider. A Provider who
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complies with a public records request within 8 business days after the notice is sent is not liable for the
reasonable costs of enforcement.
i. If the Provider has questions regarding the application of Chapter 119, F.S.,
to the Provider's duty to provide public records relating to this Contract,
contact the Custodian of Public Records at:
Agency's Public Records Coordination Office
Agency for Persons with Disabilities
4030 Esplanade Way, Suite 335
Tallahassee, FL 32399-0950
(850) 410-1309
publicrecords@apdcares.org
14. Assignments and Subcontracts
a. The Provider shall not assign the responsibility for this Contract to another party without prior written
approval of the Agency, and such approval shall only be granted upon the Agency's sole determination
that such assignment will not adversely affect the public interest or the Agency; however, in no event may
Provider assign or enter into any transaction having the effect of assigning or transferring any right to
receive payment under this Contract which right is not conditioned on full and faithful performance of
Provider's duties hereunder. Any sublicense, assignment, or transfer otherwise occurring without prior
approval of the Agency shall be null and void. The Provider shall not subcontract for any of the work
contemplated under this Contract without prior written approval of the Agency, which shall not be
unreasonably withheld.
b. To the extent permitted by Florida Law, and in compliance with Section 10 of this Contract, the Provider
is responsible for all work performed and for all commodities produced pursuant to this Contract whether
actually furnished by the Provider or its subcontractors. Any subcontracts shall be evidenced by a written
document. The Provider further agrees that the Agency shall not be liable to the subcontractor in any
way or for any reason. The Provider, at its expense, will defend the Agency against such claims.
c. The Provider shall make payments to any subcontractor within seven (7) working days after receipt of full
or partial payments from the Agency in accordance with section 287.0585, F.S., unless otherwise stated
in the Contract between the Provider and subcontractor. Failure to pay within seven (7) working days will
result in a penalty that shall be charged against the Provider and paid by the Provider to the
subcontractor in the amount of one-half of one percent (.005) of the amount due per day from the
expiration of the period allowed for payment. Such penalty shall be in addition to actual payments owed
and shall not exceed fifteen percent (15%) of the outstanding balance due.
d. The State of Florida shall at all times be entitled to assign or transfer, in whole or part, its rights, duties, or
obligations under this Contract to another governmental Agency in the State of Florida, upon giving prior
written notice to the Provider. In the event the State of Florida approves transfer of the Provider's
obligations, the Provider remains responsible for all work performed and all expenses incurred in
connection with this Contract. This Contract shall remain binding upon the successors-in-interest of
either the Provider or the Agency.
e. The Provider shall include, or cause to be included, in all subcontracts (at any tier) the substance of all
clauses contained in this Contract that mention or describe subcontract compliance.
15. Return of Funds
The Provider shall return to the Agency any balance of unobligated funds which has been advanced or paid,
any funds paid in excess of the amount to which the Provider is entitled under the terms and conditions of
this Contract, overpayments due to unearned funds or funds disallowed that were disbursed to the Provider
by the Agency and any interest attributable to such funds pursuant to the terms and conditions of this
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Contract. In the event that the Provider or its independent auditor discovers that an overpayment has been
m ade, the' Pro vider shall repay said overpaym ent im m ediately without prior notification fro m the Agency. In
the event that the Agency first discovers an overpaym ent has been made, the Contract Manager, on behalf
of the Agency, will notify the Pro vider by letter of such findings, Should repayment not be made: (i) within
two (2) business days after discovery by the Pro vider of the overpayment; or (ii) within ten (10) days after the
notification letter is received from the Agency, then the Provider will be charged interest at the lawful rate of
interest on the outstanding balance, Paym ents made for services subsequently determined by the Agency to
not be in full com pliance with the Contract require m ents shall be deemed overpayments. In the event
Provider ow es any am ount to the Agency under this Contract and fails to pay such amount within thirty (30)
days after written dem and, the Agency may deduct such am ount from payments due to Provider from the
A gency pursuant to this Contract.
16. Client Risk Prevention and Incident Reporting
a. If serv ices to clients are provided under this Contract, the Pro vider and any subcontractors shall conduct
incident reporting in the manner prescribed in the Agency's operating procedure APO OP 3-006, Incident
Reporting and Risk Prevention for Clients Living in the Community.
b. The Provider shall im m ediately report any knowledge or reasonable suspicion of abuse, sexual
misconduct, neglect, threatened harm , or exploitation of a child, aged person, or disabled adult to the
Florida A buse Hotline on the statewide toll-free telephone number (1-800-962-2873) (TDD 1-800-453-
5145). As required by Chapters 39, 393, and 415, F,S,, this provision is binding upon the Provider and its
em ployees, subcontractors, assignees, and volunteers.
17. Purchasing
a. A rticles which are the subject of or are required to carry out this Contract shall be purchased from Prison
Rehabilitative Industries and Diversified Enterprises, lnc., (PRIDE) identified under Chapter 946, F.S., in
the sam e manner and under the pro cedures set forth in subsections 946.515(2) and (4), F.S. For
purposes of this Contract, the Pro vider shall be deem ed to be substituted for the Agency insofar as
dealings with PRIDE, This clause is not applicable to subcontractors unless otherw ise required by law.
A n abbreviated list of products/serv ices available fro m PRIDE may be obtained by contacting PRIDE,
(800) 643-8459,
b. The Provider shall pro cure any recycled products or materials, which are the subject of or are required to
carry out this Contract, in accordance with the provisions of sections 403.7065, F.S.
18. Civil Rights Requirements
In accordance with Title VII of the Civil Rights Act of 1964, the Am ericans with Disabilities Act of 1990, or the
Florida Civil Rights Act of 1992, as applicable, the Provider shall not discriminate against any employee (or
applicant fo r em ploym ent) in the perform ance of this Contract because of race, color, religion, sex, national
origin, disability, age, pregnancy, or marital status. Further, the Provider agrees not to discriminate against
any applicant, client, or em ployee in serv ice delivery or benefits in connection with any of its programs and
activities in accordance with 45 CFR Parts 80, 83, 84, 90, and 91, Title VI of the Civil Rights Act of 1964, or
the Florida C ivil Rights Act of 1992, as applicable. Provider agrees that compliance with this section
constitutes a condition of continued receipt of funds under this Contract, and that these requirements shall
apply to all contractors, subcontractors, subgrantees or others with whom it arranges to provide services or
benefits to clients or em ployees in connection with its programs and activities. The Provider, and any
subcontractor, subgrantee, or other Pro vider of federal financial assistance pursuant to this Contract shall
com plete the Civil Rights Com pliance Checklist, APO Form 946, in accordance with 45 CFR Part 80 and 45
C FR Part 84 within sixty (60) calendar days after execution of this Contract, and the Provider shall complete
APO Form 946 on an annual basis thereafter during the term of this Contract. The Civil Rights Compliance
Checklist is not required of Pro viders that have less than fifteen (15) employees, unless they provide direct
client serv ices.
19. Independent Capacity of the Contractor
a. In perform ing its obligations under this Contract, the Provider shall at all times be acting in the capacity of
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an independent contractor and not as an officer, employee, or agent of the State of Florida, except where
the Provider is a state Agency. Neither the Provider nor its agents, employees, subcontractors or
assignees shall represent to others that it has the authority to bind the Agency unless specifically
authorized in writing to do so. This Contract does not create any right to state retirement, leave benefits
or any other benefits of state em ployees as a result of performing the duties or obligations of this
Contract.
b. The Pro vider shall take such actions as may be necessary to ensure that each subcontractor of the
Provider will be deem ed to be an independent contractor and will not be considered or permitted to be an
agent, serv ant, joint venturer, or partner of the State of Florida. The Agency will not furnish services or
support (e.g., office space, office supplies, telephone service, secretarial or clerical support) to the
Pro vider, or its subcontractor or assignee, unless specifically agreed to by the Agency in this Contract.
c. All deductions fo r social security, withholding taxes, income taxes, contributions to unemployment
com pensation funds and all necessary insurance for the Provider, the Provider's officers, employees,
agents, subcontractors, or assignees shall be the sole responsibility of the Provider.
20. Sponsorship
As required by section 286.25, F.S., if the Provider is a non-governmental organization and sponsors a
program financed wholly or in part by state funds, including any funds obtained through this Contract, it shall,
in publicizing, advertising, or describing the sponsorship of the program state: "Sponsored by (Provider's
nam e) and the State of Florida, Agency for Persons with Disabilities." If the sponsorship reference is in
written material, the words "State of Florida, Agency for Persons with Disabilities" shall appear in at least the
sam e size letters or type as the nam e of the organization.
21. Publicity
W ithout lim itation, the Provider and its em ployees, agents, and representatives shall not, without prior
A gency written consentin each instance, use in advertising, publicity or any other promotional endeavor any
State mark, the nam e of the State's mark, the name of the State or any State affiliate or any officer or
em ployee of the State, or represent, directly or indirectly, that any product or service provided by the Provider
has been approved or endorsed by the State, or refer to the existence of this Contract in press releases,
advertising or materials distributed to the Pro vider's prospective customers.
22. Final Invoice
The final invoice fo r paym ent shall be subm itted to the Agency no more than 45 days after the Contract ends
or is term inated. If the Provider fails to do so, all rights to payment are forfeited and the Agency will not
honor any requests subm itted after the aforesaid time period. Any payment due under the terms of this
Contract may be withheld until perform ance of services and all reports due from the Provider and necessary
adjustm ents thereto, have been approved by the Agency.
23. Use of Funds for Lobby Prohibited
The Provider shall com ply with the pro visions of sections 11.062 and 216.347, F.S., which prohibit the
expenditure of Contract funds for the purpose of lobbying the Legislature, judicial branch, or a state Agency.
24. Public Entity Crime and Discriminatory Contractors
Pursuant to sections 287.133 and 287.134, F.S., the following restrictions are placed on the ability of persons
convicted of public entity crim es to transact business with the Agency. When a person or affiliate has been
placed on the Convicted Vendor List following a conviction for a public entity crime, or an entity or affiliate
has been placed on the Discrim inatory Vendor List, such person, entity or affiliate may not submit a bid,
pro posal, or reply on a contract to provide any goods or services to a public entity; may not submit a bid,
proposal, or reply on a contract with a public entity for the construction or the repair of a public building or
public work; may not subm it bids, proposals, or replies on leases of real property to a public entity; may not
be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any
public entity; and may not transact business with any public entity; provided, however, that the prohibition on
persons or affiliates placed on the Convicted Vendor List shall be limited to business in excess of the
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Contract# «Contract »
threshold am ount pro vided in section 287.017, F.S., for CATEGORY TWO for a period of thirty-six (36)
m onths fro m the date of being placed on the Convicted Vendor List. Provider warrants that neither it nor any
affiliate is currently on the Convicted Vendor List maintained pursuant to Section 287.133, F.S., on the
Discrim inatory Vendor List maintained pursuant to Section 287.134, F.S., or any similar list maintained by the
State of Florida or the federal govern m ent.
25. Gratuities
The Provider shall not offer to give or give any gift to any Agency employee. As part of the consideration for
this Contract, the parties intend that this provision will survive the Contract for a period of two (2) years. In
addition to any other rem edies available to the Agency, any violation of this provision will result in referral of
the Pro vider's nam e and description of the violation of this term to the Department of Management Services
for the potential inclusion of the Provider's nam e on the Suspended Vendor List for an appropriate period.
The Provider shall ensure that its subcontractors, if any, comply with these provisions.
26. Patents, Copyrights, and Royalties
a. It is agreed that all intellectual property, inventions, discoveries, written or electronically created
materials, including manuals, presentations, films, or other copyrightable materials, arising in relation to
Provider's performance under this Contract, and the performance of all of its officers, agents and
subcontractors in relation to this Contract, are works for hire for the benefit of the Agency, fully
com pensated fo r by the Contract am ount, and that neither the Provider nor any of its officers, agents nor
subcontractors may claim any interest in any intellectual property rights accruing under or in connection
with the perform ance of this Contract. Any intellectual property, inventions, discoveries, written or
electro nically created material or work of authorship produced or developed by Provider shall become the
property of the Agency as part of delivering the required services under this Contract, and the Agency
retains all rights of use associated with this ownership. It is specifically agreed that the Agency shall
have exclusive rights to all data processing software falling within the terms of section 119.084, F.S.,
which arises or is developed in the course of or as a result of work or services performed under this
Contract, or in any way connected herewith. Notwithstanding the foregoing provision, if the Provider is a
university and a mem ber of the State University System of Florida, then section 1004.23, F.S., shall
apply.
b. Except as pro vided in section 10 04.23 F.S., to the extent that the Services provided by Contractor are
generated by Contractor's proprietary software, created prior to the execution of this contract and not
modified using funds fro m this contract, the Agency agrees that it has no claims of ownership, including
copyrights, patents, or other intellectual property rights to Contractor's softw are. If the Contractor uses
such proprietary software to pro vide the services required under this contract, Contactor grants the
Agency a non-exclusive, perpetual right to use the software to access and view the Contractor's work."
c. If the Pro vider uses or delivers to the Agency for its use or the use of its employees, agents or
contractors, any design, device, or materials covered by letters patent, or copyright, it is mutually agreed
and understood that, without exception, the compensation paid pursuant to this Contract includes all
ro yalties or costs arising fro m the use of such design, device, or materials in any way involved in the work
contem plated by this Contract.
d. All applicable subcontracts shall include a provision that the Federal awarding Agency reserves all patent
rights with respect to any discovery or invention that arises or is developed in the course of or under the
subcontract. Notwithstanding the fo regoing provision, if the Provider or one of its subcontractors is a
university and a mem ber of the State University System of Florida, then section 1004.23, F.S., shall
apply, but the Agency shall retain a perpetual, fully-paid, nonexclusive license for its use and the use of
its contractors of any resulting patented, copyrighted or trademarked work products.
27. Construction or Renovation of Facilities Using State Funds
a. A ny state funds pro vided fo r the purchase of or improvements to real property are contingent upon the
Pro vider granting to the state a security interest in the pro perty at least to the amount of the state funds
provided fo r at least five (5) years fro m the date of purchase or the completion of the improvements or as
further required by law . As a condition of receipt of state funding for this purpose, the Provider agrees
9
Contract# «Contract »
that, if it disposes of the property before the Agency's interest is vacated, the Provider shall refund the
proportionate share of the state's initial investment, as adjusted by depreciation.
b. For any contract concerning public construction, upon written notice from the Agency, the Agency may
withhold payment or the release of funds that are subject to a good faith dispute or the subject of a claim
brought pursuant to s. 255.05, F.S., until resolution of the dispute.
28. Information Security Obligations
An appropriately skilled individual shall be identified by the Provider to function as its Data Security Officer.
The Data Security Officer shall act as the liaison to the Agency's Information Security staff and will maintain
an appropriate level of data security for the information the Provider is collecting or using in the performance
of this Contract. An appropriate level of security includes
a. Approving and tracking all Provider employees and authorized subcontractors that request or have
access to any Agency data system or information; and
b. Notifying the Agency within two (2) business days of termination of any employee who possesses
credentials to access the Agency's systems or facilities, which access is controlled by the Agency. (OMS
Rule 60GG-2.003(1)(a)(7), F.A.C.)
The Data Security Officer shall implement security controls equivalent to or exceeding the level of
security required of the Agency to ensure that user access to any Agency data system or information has
been removed from all terminated, separated, and retired Provider employees, or any employees who
have been reassigned to positions where access to data systems and/or information is no longer
authorized. (Section 282.318(4)(h), F.S.)
c. The Provider shall provide the latest Agency security awareness training to its staff and subcontractors
who have access to Agency information. The Provider shall maintain documentation of its affected staffs
and subcontractors' completion of this training. The Provider shall make available to the Agency all
related records and documentation of this training, upon request.
d. All Provider staff and subcontractors who have access to Agency information shall comply with APO OP
14-001, Information Security Incident and Breach Response; and APO Policy 6-0002, Acceptable Use of
Information Technology Resources.
e. The Provider shall employ appropriate administrative, technical, and physical safeguards to protect
against unauthorized releases of any protected health information, personally identifiable information,
and/or or confidential information by ensuring both data and storage devices are adequately encrypted as
prescribed in APO Policy 6-0014, Data Protection and Encryption Policy. If encryption of these devices is
not possible, then the Provider shall assure that unencrypted protected health information, personally
identifiable information, and/or and confidential Agency data are not stored on unencrypted storage
devices. The Provider shall furnish the Agency with satisfactory assurances that the Provider's
subcontractors must comply with these same requirements.
f. Except as otherwise provided for in the Business Associate Agreement, if applicable, the Provider agrees
to notify Information Security Management at APD.ISM@apdcares.org and the Contract Manager
immediately and without delay, but no later than within twenty-four hours following the discovery of any
breach, potential breach, or unauthorized release of protected health information, personally identifiable
information, and/or and confidential Agency data. The Provider shall require the same notification
requirements of all of its subcontractors.
g. Except as otherwise provided for in the Business Associate Agreement, if applicable the Provider shall
comply with the provisions of section 501.171, F .S. In the event of a breach of security of a system
maintained by the Provider, the Provider shall notify the Agency of the breach of security, or reason to
believe a breach has occurred, within 10 days following determination of the breach of security, or reason
to believe a breach has occurred. The Provider shall provide the Agency with all information the Agency
needs to comply with the Agency's notice requirements under section 501.171, F .S. The Provider shall
require the same notification requirements of all subcontractors.
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Contract # «Contract »
29. Health Insurance Portability and Accountability Act (HIPAA)
The Pro vider shall, where applicable, com ply with the Health Insurance Portability and Accountability Act (42
U.S.C . 1320d) as well as all regulations prom ulgated there under 45 CFR Parts 160, 162, and 164. If the
Provider is a Business Associate, as defined in 45 CFR 160.103, the Provider shall execute and comply with
the term s and conditions of the Business Associate Agreem ent attached hereto as Attachment!!!, which_is
incorporated herein by reference as if set fo rth herein. A violation or breach of the terms and conditions of the
Business A ssociate Agreem ent shall constitute a material breach of this Contract.
30. Emergency Preparedness
a. If the tasks to be performed pursuant to this Contract include the physical care or supervision of clients,
the Pro vider shall, within thirty (30) days of the execution of this Contract, submit to the Contract Manager
an em ergency preparedness plan that shall include, but not be limited to, provisions for records
pro tection, altern ative accom m odations fo r clients in substitute care, supplies, and a recovery plan that
will allow the Pro vider to continue functioning in com pliance with the executed Contract in the event of an
actual em ergency.
b. The Agency agrees to respond in writing within thirty (30) days of receipt of the plan acknowledging
receipt of such plan. In the event of an em ergency, the Agency may contact the Provider in order to
assure im plem entation of the Pro vider's em ergency preparedness plan.
c. An updated em ergency preparedness plan shall be submitted by the Provider no later than twelve (12)
m onths follow ing the receipt of an original plan or receipt of an updated plan. The Agency agrees to
respond in writing within thirty (30) days of receipt of the updated plan acknowledging receipt of such
updated plan.
31. PUR (Purchasing) 1000 Form
The PU R 1000 Form dated 10/06, as am ended from tim e to time, is hereby incorporated by reference and
m ade a part hereof as if fully recited herein. Sections 1.d., 2-4, 6, 8-13, 19, 23, 27, 31, and 35 of the PUR
10 00 Form are not applicable to this Contract. Other pro visions of the PUR 1000 Form are clarified, revised
or supplem ented as set forth elsewhere in this Contract. In the event of any conflict betw een the PUR 1000
Form , and any term s or conditions of this Contract, the term s or conditions of this Contract shall take
precedence over the PUR 10 00 Form . Notwithstanding the foregoing, if the conflicting term in the PUR 1000
Form is required by any section of the Florida Statutes, the term in the PUR 1000 Form shall take
precedence.
32. Notification of Legal Action
The Pro vider shall notify the Agency of potential or actual legal actions taken against the Provider related to
serv ices pro vided thro ugh this Contract or that may im pact the Pro vider's ability to deliver the contractual
serv ices, or that may adversely im pact the Agency. The Agency's Contract Manager will be notified within
ten (10 ) calendar days of Provider becom ing aware of such actions or from the day of the legal filing,
whichever com es first.
33. Whistleblower's Act Requirements
In accordance with subsection 112.3187(2), F .S., the Provider and its subcontractors shall not retaliate
against an em ployee fo r reporting violations of law, rule, or regulation that creates substantial and specific
danger to the public's health, safety, or welfare to an appropriate Agency. Furthermore, agencies or
independent contractors shall not retaliate against any person who discloses information to an appropriate
Agency alleging im pro per use of govern m ental office, gross waste of funds, or any other abuse or gross
neglect of duty on the part of an Agency, public officer, or employee. The Provider and any subcontractor
shall info rm its em ployees that they and other persons may file a complaint with the Office of Chief Inspector
G eneral, Agency Inspector G eneral, the Florida Com m ission on Human Relations or the W histle-blower's
Hotline num ber at 1-800-543-5353.
34. Proprietary or Trade Secret Information
a. Unless exem pted by law , all public records are subject to public inspection and copying under Florida's
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Contract# «Contract »
Public Records Law, Chapter 119, F.S. Any claim by Provider of proprietary or trade secret confidentiality
for any inform ation contained in Pro vider's documents (reports, deliverables or work papers, etc., in
paper or electronic form ) subm itted in connection with this Contract will be waived, unless the claimed
confidential info rm ation is subm itted in accordance with Section 34.b. below.
b. In accordance with Section 215.985(14), F.S., this Contract, is subject to inclusion in the web-based
system called the Florida Accountability Contract Tracking System (FACTS). A copy of this Contract, any
am endm ents, renewals, and extensions thereof, and any associated procurement documents, are
subject to posting in FACTS and made available to the public. Any claim by Provider that the Contract or
pro curem ent docum ents contain "confidential" or "exempt" material will be waived at the time of execution
of this Contract, unless the claim ed confidential information is submitted in accordance with Section 34.c.
below.
c. The Provider must clearly label any portion of the documents, data, or records submitted that it considers
exem pt fro m public inspection or disclosure pursuant to Florida's Public Records Law as confidential,
exem pt, proprietary or trade secret. The labeling will include a justification citing specific statutes and
facts that authorize exem ption of the inform ation from public disclosure. If different exemptions are
claim ed to be applicable to different portions of the pro tected information, the Provider shall include
info rm ation correlating the nature of the claims to the particular protected information. The Provider is
deem ed to have released the Agency from liability for disclosure of confidential, exempt, proprietary, or
trade secret info rm ation if Provide fails to comply with this subsection at the time the Contract is
executed.
d. The Agency, when required to com ply with a public records request including documents submitted by
the Pro vider, may require the Pro vider to expeditiously submit redacted copies of documents marked as
confidential, exem pt, proprietary , or trade secret in accordance with Section 34.c. above. Accompanying
the subm ission shall be an updated version of the justification under Section 34.c. above, correlated
specifically to redacted inform ation, either confirming that the statutory and factual basis originally
asserted rem ain unchanged or indicating any changes affecting the basis for the asserted exemption
from public inspection or disclosure. The redacted copy must exclude or obliterate only those exact
portions that are claim ed to be proprietary or trade secret. If the Provider fails to promptly submit a
redacted copy, the Agency is authorized to produce the records sought without any redaction of
pro prietary or trade secret inform ation.
e. The Pro vider shall be responsible for defending its claim that each and every portion of the redactions of
confidential, pro prietary , or trade secret inform ation are exempt from inspection and copying under
Florida's Public Records Law.
35. Contract Payment
a. Pursuant to section 215.4 22, F.S., the Agency has five (5) working days to inspect and approve goods
and serv ices, unless the bid specifications, purchase order, or this Contract specify otherw ise. With the
exception of paym ents to health care Pro viders for hospital, medical, or other health care services, if
paym ent is not available within forty (40) days, measured from the latter of the date a properly completed
invoice is received by the Agency or the goods or services are received, inspected, and approved, a
separate interest penalty set by the Chief Financial Officer pursuant to section 55.03, F.S., will be due
and payable in addition to the invoice am ount. Payments to health care Providers for hospital, medical,
or other health care serv ices, shall be made not more than thirty-five (35) days from the date eligibility for
paym ent is determ ined. Financial penalties will be calculated at the daily interest rate of .03333%.
Invoice paym ent requirem ents do not start until a properly completed invoice is provided to the Agency.
Interest penalties less than one (1) dollar will not be paid unless the Provider requests payment.
Paym ent shall be made only upon acceptance by the Agency, but shall remain subject to subsequent
audit or review to confirm Contract compliance and/or to the Return of Funds provision of Section 15 of
this contract.
b. For any contract pertaining to construction, the Agency must pay the remaining balance of the contract
within twenty (20) business days after receipt of a completed invoice.
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Contract# «Contract »
3 6 . V e n d o r O m b u d s m a n
A Vendor O m budsm an has been established within the Department of Financial Services. The duties of this
office are fo und in section 215.4 22(7), F.S., which include disseminating information relative to prompt
paym ent by the State and to assisting vendors in receiving their paym ents in a timely manner from a state
A gency. The Vendor O m budsm an may be contacted at (850) 413-5516 or (800) 342-2762, the State of
Florida C hief Financial O fficer's Hotline.
37. Notice
Any notice that is required under this Contract shall be in writing, and sent by U.S. Postal Service or any
expedited delivery serv ice that provides verification of delivery or by hand delivery. Said notice shall be sent
to the representative of the Pro vider responsible for administration of the program, to the designated address
contained in this Contract.
38. Financial Consequences for Provider's Failure to Perform or Failure to Comply with Requirement for
Corrective Actions
a. Corrective action plans and/or financial consequences must be required for noncompliance,
nonperform ance, unacceptable performance, or failure to meet the minimum level of service or
perform ance under this Contract. Financial consequences must be imposed for failures to timely
im plem ent or to make acceptable progress on such corrective action plans.
b. Financial consequences must include, but are not limited to, the financial consequences set forth in
subsections c, d, and e below .
c. The increm ents of financial consequences that shall apply must be based upon the severity of the
noncom pliance, nonperformance, or unacceptable perform ance that generated the need for a corrective
action plan. The financial consequences shall not exceed ten percent (10 %) of the total Contract
paym ents during the period in which the corrective action plan has not been implemented or in which
acceptable pro gress toward im plem entation has not been made. Noncompliance that is determined to
have a direct effect on client health and safety shall result in the imposition of a ten percent (10%)
financial consequence of the total Contract paym ents during the period in which the corrective action plan
has not been im plem ented or in which acceptable pro gress toward implementation has not been made.
d. Noncom pliance involving the pro vision of service not having a direct effect on client health and safety
must result in the im position of a five percent (5%) financial consequence. Noncompliance as a result of
unacceptable performance of adm inistrative tasks must result in the imposition of a two percent (2%)
financial consequence.
e. The deadline for paym ent shall be as stated in the notification imposing the financial consequences. In
the event of nonpaym ent, the Agency may deduct the amount of the financial consequences from
invoices subm itted by the Pro vider.
f. A ny paym ent made in reliance on the Pro vider's evidence of performance, which evidence is
subsequently determined to be erroneous, will be immediately due as an overpayment in accordance
with Section 15 above, titled "Return of Funds" to the extent of such error.
g. If this C ontract is funded with federal assistance, this provision can be excluded from the Contract only if
financial consequences are pro hibited by the federal Agency awarding the funds.
39. Termination
a. This C ontract may be term inated by either party without cause upon no less than thirty (30) calendar
days notice in writing to the other party unless a sooner time is mutually agreed upon in writing. Said
notice shall be delivered by U.S. Postal Service or any expedited delivery service that provides
verification of delivery or by hand delivery to the Contract Manager or the representative of the Provider
responsible fo r adm inistration of the pro gram . The Provider shall not furnish any product after it receives
the written notice of term ination, except as necessary to complete the continued portion of the Contract, if
any. The Provider shall be com pensated for any work satisfactorily completed up to and including the
date of term ination, but shall not be entitled to recover any cancellation charges or lost profits.
13
Contract# «Contract »
b . In the event funds for paym ent pursuant to this Contract becom e unavailable, the Agency may terminate
this Contract upon no less than twenty-four (24) hours notice in writing to the Provider. Said notice shall
be sent by U.S . Postal Serv ice or any expedited delivery serv ice that provides verification of delivery.
The Agency shall be the final authority as to the availability and adequacy of funds. In the event of
termination of this Contract, the Pro vider will be com pensated fo r any work satisfactorily completed prior
to the effective date of the term ination.
c. In the event the Pro vider fails to fully com ply with the term s and conditions of this Contract, the Agency
m ay term inate the Contract upon no less than twenty-four (24) hours (excluding Saturday, Sunday, and
Holidays) notice in writing to the Provider after Pro vider's failure to fully cure such noncompliance within
the tim e specified in a written notice of noncom pliance issued by the Agency specify ing the nature of the
noncom pliance and the actions required to cure such noncom pliance. In addition, the Agency may, if
applicable, em ploy the default provisions in Rule 60A-1.006(3), Florida Adm inistrative Code (F.A.C.), but
is not required to do so in order to term inate the Contract. The Agency's failure to demand performance
of any provision of this Contract shall not be deem ed a waiver of such performance. The Agency's
waiver of any one breach of any provision of this Contract shall not be deem ed to be a waiver of any
other breach and neither event shall be construed to be a modification of the term s and conditions of this
Contract. The pro visions herein do not lim it the Agency's right to rem edies at law or in equity.
d. Failure to have perform ed any contractual obligations under any other contract with the Agency in a
m anner satisfactory to the Agency will be a sufficient cause fo r term ination. To be term inated as a
Provider under this pro vision, the Pro vider must have: (i) previously failed to satisfactorily perform in a
contract with the Agency, been notified by the Agency of the unsatisfactory perform ance, and failed to
correct the unsatisfactory perform ance to the satisfaction of the Agency; or (ii) had a contract terminated
by the Agency for cause. Term ination pursuant to this Section 39.d., shall be upon no less than twenty
four (24) hours notice in writing to the Provider (excluding Saturday, Sunday, and State Holidays).
40. Renegotiations or Modifications
M odifications of pro visions of this Contract shall be valid only when they have been reduced to writing and
duly signed by both parties during the term of the Contract. The rate of paym ent and the total dollar amount
m ay be adjusted retro actively to reflect price level increases and changes in the rate of payment when these
have been established through the appro priations pro cess and subsequently identified in the Agency's
operating budget. If the serv ices pro vided under this Contract are the sam e type of service that is offered
under the Developm ental Disabilities Hom e and Com m unity Based W aiver Services (HCBS) and the
established rates are adjusted, the rates of serv ices under this Contract may be modified to be in alignment
with the adjustm ent, which Provider shall not unr easonably withhold consent to such modification.
41. Dispute Resolution
A ny dispute concern ing perform ance of the Contract or paym ent hereunder shall be decided by the Agency's
Contract M anager, who shall reduce the decision to writing and provide a copy to the Provider. The decision
shall be final and conclusive unless within tw enty-one (21) calendar days fro m the date of receipt of the
Contract M anager's decision, the Pro vider delivers to the Contract Manager a petition for altern ative dispute
resolution. A fter receipt of a petition fo r altern ative dispute resolution the Agency and the Provider shall
attem pt to am icably resolve the dispute through negotiations. Tim ely delivery of a petition for alternative
dispute resolution and com pletion of the negotiation pro cess shall be a condition precedent to any legal
action by the Provider concern ing this Contract. After tim ely delivery of a petition for altern ative dispute
resolution, the parties may em ploy any dispute resolution procedures described in the Attachment I or other
attachm ent, or mutually agree to an altern ative binding or nonbinding dispute resolution process, the terms of
which shall be reduced to writing and executed by both parties. Com pletion of such agreed pro cess shall be
deem ed to satisfy the requirem ent fo r com pletion of the negotiation process. This provision shall not limit the
parties' rights of term ination under Section 39.d. above.
42. Background Screening
a. The Provider shall ensure that all Provider's staff, and Provider's subcontractor's staff, meet Level Two
Background Screening requirem ents in accordance with section 393.0655 and Chapter 435, F.S., as a
14
C ontra ct# «Contract »
condition of em ployment and continued em ploym ent. The screening includes fingerprinting for statewide
crim inal history records checks through the Departm ent of Law Enforcement, national criminal history
records checks through the Federal Bureau of Investigation, and local criminal records checks through
local law enfo rcem ent agencies. The Provider must subm it to the Contract Manager, a signed affidavit,
attesting that all current em ployees have been screened and cleared. An updated affidavit must be sent
to the C ontract M anager annually. Docum entation of background screening shall be maintained in the
em ployee's personnel file. The Pro vider shall be responsible for ensuring Provider's subcontractor's
com pliance with this section.
b. Li censed physicians, nurses, or other professionals licensed and regulated by the Department of Health
are not subject to background screening pursuant to s. 393.0655, F.S., if they are providing a service that
is within their scope of licensed practice.
c. Hum an resource personnel who have been fingerprinted or screened pursuant to Chapters 393, 394,
397, 402, and 409, F.S., and teachers and non-instructional personnel who have been fingerprinted
pursuant to Chapter 10 12, F.S. who have not been unemployed fo r more than ninety (90) days and who
under the penalty of perjury attest to the com pletion of the fingerprinting or screening and to compliance
with the pro visions of the applicable Florida Statute(s) and the standards for good moral character shall
not be required to be re-fingerprinted or rescreened in order to comply with any caretaker screening or
fingerprinting requirem ents.
d. Every em ployee or volunteer of the Provider, or em ployee or volunteer of Provider's subcontractor, who
provides direct serv ices, manages or supervises a residential facility or comprehensive transitional
education program , or has access to a clients living areas, funds, or personal pro perty, must attest,
subject to penalty of perjury , to meeting the requirem ents for qualify ing for employment and agree to
info rm the em ployer im m ediately if arrested fo r any of the disqualify ing offenses while employed.
Annually each Provider must subm it to the Agency, under penalty of perjury, a current signed affidavit
attesting to com pliance with the pro visions of these background screening requirements.
43. Renewals
This Contract may be renewed, unless specifically stated otherw ise in the Attachment I, for a term not to
exceed three (3) years or for the term of the original Contract, whichever is longer. Such renewal shall be
m ade by mutual agreem ent and shall be contingent upon satisfactory performance evaluations as
determ ined by the Agency. Contracts procured by an exceptional purchase pursuant to Section 287.057
(3)(a) or (3)(c), F.S., may not be renewed. Any renewal shall be subject to the availability of funds and any
costs fo r renewing the contract shall not be charged. Any renewal must be in writing and is subject to the
sam e term s and conditions as set forth in the initial Contract and any written amendments signed by the
parties.
44. Mandatory Reporting
The Provider and its subcontractors must com ply with and inform their employees of the following mandatory
reporting requirem ents. Each em ployee, assignee and volunteer of the Provider, and of any subcontractor,
providing serv ices in connection with this Contract who has any knowledge or reasonable suspicion of a
critical or reportable incident shall report such incident as follows:
a. Reportable incidents that may involve the abuse, sexual misconduct, neglect, threatened harm, or
exploitation of a client; or may have an im m ediate or impending impact on the health or safety of a client
shall be im m ediately reported to the Florida Abuse Hotline on the statewide toll-free telephone number
(1-800-962-2873) (TDD 1-800-453-5145). The Pro vider shall then notify the Contract Manager
im m ediately and without delay, but no later than one (1) business day, of the reported incident(s) to the
Florida A buse Hotline.
b. O ther reportable incidents shall be reported to the Agency's Contract Manager immediately and without
delay, but no later than one (1) business day following the discovery of the incident. A critical or
reportable incident is defined in APO O perating Pro cedure 3-0006, Incident Reporting for Clients Living in
the Com m unity, and APO O perating Procedure 7-004, Suspected Misconduct and Dishonesty.
15
Contract# «Contract »
4 5 . P r o p e rt y
a . The w ord "pro perty" as used in this Section means equipment, fixtures, and other tangible personal
pro perty of a nonconsum able and nonexpendable nature, the value or cost of which is $1,000 or more
and the norm al expected life of which is one (1) year or more, and hardback-covered bound books that
are circulated to students or the general public, the value or cost of which is $25 or more, hardback
covered bound books, the value or cost of which is $250 or more, and personal computers, lap top
com puters or other sim ilar electronic devices. Each item of property for which it is practicable to identify
by marking shall be marked in the manner required by the Auditor General. Each custodian shall
m aintain an adequate record of property in his or her custody, which record shall contain such
inform ation as shall be required by the Auditor General. Once each year, on July 1 or as soon thereafter
as is practicable, and whenever there is a change of custodian, each custodian shall take an inventory of
property in his or her custody. The inventory shall be compared with the property record, and all
discrepancies shall be traced and reconciled. All publicly supported libraries shall be exempt from
m arking hardback-covered bound books, as required by this Section. The catalog and inventory control
records maintained by each publicly supported library shall constitute the property record of hardback
covered bound books with a value or cost of $25 or more included in each publicly supported library
collection and shall serv e as a perpetual inventory in lieu of an annual physical inventory. All books
identified by these records as missing shall be traced and reconciled, and the library inventory shall be
adjusted accordingly.
b. W hen state property will be assigned to a Provider for use in performance of a contract, the title for that
pro perty or vehicle shall be im m ediately transferred to the Provider where it shall remain until this
Contract is term inated or until other disposition instructions are furnished by the Contract Manager.
W hen property is transferred to the Provider, the Agency shall pay for the title transfer. The Provider's
responsibility starts when the fully accounted for property or vehicle is assigned to and accepted by the
Provider. Business arrangem ents made between the Provider and its subcontractors shall not permit the
transfer of title of state property to subcontractors. W hile such business arrangements may provide for
subcontractor participation in the use and maintenance of the property under the Provider control, the
Agency shall hold the Provider solely responsible for the use and condition of said property. Provider
inventories shall be conducted in accordance with Agency requirements.
c. If any property is purchased by the Provider with funds provided by this Contract, the Provider shall
inventory all nonexpendable property including all computers. A copy of which shall be submitted to the
Agency along with the expenditure report for the period in which it was purchased. At least annually the
Provider shall subm it a com plete inventory of all such property to the Agency whether new purchases
have been made or not.
d. The inventory shall include, at a minim um, the identification number; year and/or model,: a description of
the pro perty, its use and condition; current location; the name of the property custodian; class code (use
state standard codes for capital assets); if a gro up, record the number and description of the components
making up the gro up; nam e, make, or manufacturer; serial number(s), if any, and if an automobile, the
Vehicle Identification Num ber (VIN) and certificate number; acquisition date; original acquisition cost;
funding source; and, information needed to calculate the federal and/or state share of its cost.
e. The Contract Manager must pro vide disposition instructions to the Provider prior to the end of the
Contract period. The Pro vider cannot dispose of any property that reverts to the Agency without the
Contract Manager's prior appro val. The Provider shall furnish a closeout inventory no later than 30 days
befo re the com pletion or term ination of this Contract. The closeout inventory shall include all
nonexpendable pro perty including all com puters purchased by the Provider. The closeout inventory shall
contain, at a minim um , the sam e information required by the annual inventory.
f. The Pro vider hereby agrees that all inventories required by this Contract shall be current and accurate
and reflect the date of the inventory. If the original acquisition cost of a property item is not available at
the tim e of inventory , an estim ated value shall be agreed upon by both the Provider and the Agency and
shall be used in place of the original acquisition cost.
g. Title (ownership) to and possession of all pro perty purchased by the Provider pursuant to this Contract
16
Contract# «Contract »
shall be vested in the Agency upon com pletion or term ination of this Contract. During the term of this
Contract, the Provider is responsible fo r insuring all property purchased by or transferred to the Provider
is pro perly maintained and is in good working order. The Provider hereby agrees to pay the cost of
transferring title to and possession of any property fo r which ownership is evidenced by a certificate of
title. The Pro vider shall be responsible for repaying to the Agency the replacement cost of any property
inventoried and not transferred to the Agency upon com pletion or termination of this Contract. W hen
property transfers fro m the Pro vider to the Agency, the Pro vider shall be responsible for paying for the
title transfer.
h. A ny warranties fo r pro perty purchased by the Provider pursuant to this Contract shall be transferrable
and vested in the Agency upon com pletion or term ination of this Contract. The Provider hereby agrees to
pay the cost of transferring warranties of any property fo r which ownership is evidenced by a certificate of
title. W hen property transfers from the Pro vider to the Agency, the Provider shall be responsible for
paying fo r the warranty transfer.
i. If the Provider replaces or disposes of property purchased by the Provider pursuant to this Contract, the
Pro vider is required to provide accurate and com plete inform ation pertaining to replacement or
disposition of the pro perty as required on the Provider's annual inventory.
j. The Pro vider hereby agrees to indem nify the Agency against any claim or loss arising out of the
operation of any motor vehicle purchased by or transferred to the Provider pursuant to this Contract.
k. A fo rm al contract am endm ent is required prior to the purchase of any property item not specifically listed
in the approved budget.
46. Verification of Employment Status (E-Verify)
Pursuant to Chapter 448, F.S., the Provider and its subcontractors shall utilize the U.S. Department of
Hom eland Security's E-Verify system to verify the em ploym ent of all new employees hired by the Provider
during the C ontract term . The Provider shall include in related subcontracts a requirement that
subcontractors perform ing work or pro viding serv ices pursuant to this contract utilize the E-Verify system to
verify em ploym ent of all new em ployees hired by the subcontractor during the Contract term. Information on
registration for and use of the E-Verify program can be obtained via the Internet at the Department oi
Hom eland Security W eb site: http://www.dhs.gov/E-Verify . Evidence of the use of the E-Verify system shall
be maintained in the em ployee's personnel file.
47. MyFloridaMarketPlace Registration
To com ply w ith Rule 60A-1.033, F.A.C., each Provider doing business with the State of Florida for the sale of
com m odities or contractual serv ices as defined in section 287 .012, F .S., shall register in the
M yFloridaM arketPlace system , unless exem pted under Rule 60A-1.033(3), F.A.C. Information about the
registration process is available, and registration may be completed, at the MyFloridaMarketPlace website
(link under Business on the State portal at www.m yflorida.com ).
48. MyFloridaMarketPlace Transaction Fee
The State of Florida, thro ugh the Departm ent of Managem ent Services, has instituted MyFloridaMarketPlace,
a statew ide ePro curem ent System . Pursuant to subsection 287.057(22), F.S., all payments shall be
assessed a transaction fee of one percent (1.0%), which the Provider shall pay to the State unless exempt
pursuant. to 60A -1.031, F.A.C . For paym ents within the State accounting system (FLAIR or its successor),
the Transaction Fee shall, when possible, be autom atically deducted from payments to the Provider. If
autom atic deduction is not possible, the Provider shall pay the Transaction Fee pursuant to Rule 60A-
1.031 (2), F.A.C . By subm ission of these reports and corresponding payments, Provider certifies their
correctness. A ll such reports and paym ents shall be subject to audit by the State or its designee.
The Provider shall receive a credit of any transaction fee paid by the Provider for the purchase of any item(s)
if such item (s) are return ed to the Pro vider through no fault, act, or omission of the Provider. A Transaction
Fee is non-refundable when an item is rejected or return ed, or declined, due to the Provider's failure to
perform or com ply with specifications or requirem ents of the agreement.
17
Contract# «Contract »
Failure to co m ply w ith these requirem ents shall constitute grounds for declaring the Provider in default and
recove ring procurem ent costs from the Provider in addition to all outstanding fees. VENDORS DELINQUENT
IN PAYING TRANSACTION FEES MAY BE EXCLUDED FROM CONDUCTING FUTURE BUSINESS
WITH THE STATE.
49. Scrutinized Companies
If this C o ntract is valued at $1,000,000 (total C ontract value) or m ore, awarded, extended, or renewed on or
after July 1, 2011, the Pro vider agrees to refrain from any of the prohibited business activities with the
G overn m e nts of S udan and Iran as described in section 215.4 73, F.S. If this Contract is valued at
$1,0 0 0 ,0 00 (total C ontract value) or m ore, aw arded, extended, or renewed on or after July 1, 2012, the
Provide r also agrees to not engage in business operations in Cuba or Syria as described in section 287.135,
F.S . If this C ontract is valued at $1,000,000 (total Contract value) or more, awarded, extended, or renewed
on or after O ctober 1, 20 16, the Pro vider also agrees to refrain fro m the boycott of Israel as described in
sectio n 215.4 725, F.S . Pursuant to section 287.135, F.S ., the Agency may im m ediately term inate this
C o ntract fo r cause if the Provider is fo und to have subm itted a false certification required under Section
28 7 .135(5), F.S ., or the Provider is placed on the Scrutinized Com panies that Boycott Israel List, or is
engage d in the boycott of Israel as described in section 215.4 725, F.S, or is placed on the Scrutinized
C o m pa nie s w ith A ctivities in Sudan Li st or the Scrutinized Com panies with Activities in the Iran Petroleum
Ene rgy S ector List or engage d in business operations in Cuba or Syria during the term of the Contract. If this
C o ntract is valued at $1,000,000 (total C ontract value) or m ore, in execution of this Contract, Provider
certifie s that it is not listed on either the Scrutinized C om panies with Activities in Sudan List, the Scrutinized
C o m pa nie s w ith A ctivitie s in the Iran Petro leum Energy Sector Li st, is not participating in a boycott of Israel,
and ha s no t engaged in business operations in C uba or Syria.
50. Transportation Disadvantaged
T he P ro vide r agrees to com ply w ith the pro visions of Chapter 427, F.S., Part I, Transportation Serv ices, and
C ha pter 41-2 , F.A .C ., C om m ission fo r the Transportation Disadvantaged, if public funds pro vided under this
contract w ould be used to transport clients.
51. Official Payee and Representatives (Names, Addresses, Telephone Numbers, E-mail addresses):
a. The P ro vide r nam e , as show n on page 1 of
this C o ntract, and m ailing address of the
off icial payee to w hom the paym ent shall be
m ade is:
Village of Key Biscayne
c. The nam e, mailing address, telephone num ber,
and e-m ail address of the Contract Manager fo r
the Agency for this Contract is:
Isaac Williams
Attn: Finance Department
88 W McIntyre Street, Suite 210
4030 Esplanade Way, Suuite 280J
Tallahassee, Florida 32399-0950
Key Biscayne, FL 33149 (850) 922-9367
Isaac.williams@apdcares.org
b. The na m e of the contact person and street
add ress w here fina ncial and adm inistrative
records are m aintained is:
Benjamin Nussbaum, Chief Financial Officer
88 W McIntyre Street, Suite 210
Key Biscayne, FL 33149
(305) 365-8919
bnussbaum@keybiscayne.fl.gov
d. The nam e, m ailing address, telephone num ber,
and e-m ail address of the representative of the
Pro vider responsible for adm inistration of the
program under this Contract is:
Todd Hofferberth, Director of Parks, Recreation
and Open Spaces
1 0 Village Green Way, Suite 21 0
Key Biscayne, FL 33149
(305) 365-8947
thofferberth@keybiscayne.fl.gov
U p o n cha nge of representative inform ation (nam es, addresses, telephone num bers or e-m ail addresses) by
eithe r party, notice sha ll be pro vided in w riting to the other party and the notification attached to the originals of
18
Contract# «Contract »
this C o ntract.
52. All Terms and Conditions Included
T h is C o ntract and its Att achm ents, I, 11, and Ill and any exhibits referenced in said attachm ents, together with
any docum e nts inco rpo rated by reference, contain all the term s and conditions agreed upon by the parties.
T he re are no provisio ns, term s, cond itions, or obligations other than those contained herein, and this Contract
sha ll supe rsede all previous com m unications, representations, or agreem ents, either verbal or written between
the pa rt ie s. Pro vid e r sha ll com ply w ith all applicable federal, state, and local laws and regulations. If any term or
pro visio n of this C o ntract is legally determ ined unlawful or unenforceable, the rem ainder of the Contract shall
re m a in in full fo rce and effect and such term or provision shall be stricken. In the event of a conflict between the
pro visio ns of the do cum e nts, the do cum ents shall be interpreted in the following order of precedence:
a. Attachment I and other attachm ents, if any;
b. A ny do cum e nts incorporated into any attachm ent by reference;
c. T he Sta nda rd C o ntract; and
d. A ny do cum e nts incorporated in the Standard C ontract by reference.
By signing this Contract, the parties acknowledge that they have read and agree to the entire Contract,
as described in Section 52 above.
IN WITNESS THEREOF, the part ie s he reto have caused this 50 page Contract to be executed by their
un d e rsigne d off icia ls as duly autho rized.
VILLAGE OF KEY BISCAYNE FLORIDA AGENCY FOR PERSONS WITH
DISABILITIES
SIGNATURE:
NAME: Steven C. Williamson
SIGNATURE:
NAME: Taylor N. Hatch
TITLE: Village Manager TITLE: Director
DATE: DATE:
FEDERAL EID# (or SSN, if applicable): 36-4918089 Provider Fiscal Year Ending Date: 09/30
19
Contract# «Contract »
Revised 03/18
ATTACHMENT I (SPECIAL APPROPRIATION)
A. SERVICES TO BE PROVIDED
1. Definition of Terms
a. Contract Terms
Contract terms used in this document can be found in the Agency for Persons with
Disabilities (Agency or APO) Glossary of Contract Terms, which is incorporated herein by
reference and can be obtained from the Agency's Contract Manager.
b. Service Specific Terms
1) Client - Any person determined eligible by the Agency for services under Chapter 393,
Florida Statutes (F.S.).
2) Developmental Disability - A disorder or syndrome that is attributable to intellectual
disability, cerebral palsy, autism, spina bifida, Down syndrome, Phelan-McDermid
syndrome, or Prader-Willi syndrome; that manifests before the age of 18; and that
constitutes a substantial handicap that can reasonably be expected to continue
indefinitely.
3) Intellectual Disability - Significantly subaverage general intellectual functioning existing
concurrently with deficits in adaptive behavior which manifests before the age of 18 and
can reasonably be expected to continue indefinitely. For the purposes of this definition, the
term:
a) "Adaptive behavior" means the effectiveness or degree with which an individual
meets the standards of personal independence and social responsibility
expected of his or her age, cultural group, and community.
b) "Significantly subaverage general intellectual functioning" means performance
that is two or more standard deviations from the mean score on a standardized
intelligence test specified in the rules of the Agency.
4) Support Plan - An individualized plan of supports and services developed, implemented,
and revised in accordance with section 393.0651, F.S.
2. General Description
a. Scope of Work
The Provider shall provide the services as defined in Exhibit A, Schedule of Rates and
Services, for eligible clients with intellectual and/or developmental disabilities in Florida.
These services are expected to be in effect for the dates stated in the Standard Contract,
Section 4, Effective and Ending Dates.
b. Authority
The Agency is authorized to enter into this Contract under the authority found in sections
20.197 and Chapter 393, Florida Statutes (F.S.); and Laws of Florida, Chapter 2023-239,
General Appropriations Act, Line 240.
c. Major Service Goals
To increase community integration for individuals with intellectual and/or developmental
disabilities, which will enable such individuals to achieve their greatest potential for
20
Contract #«Contract »
independent and productive living and prevent unnecessary institutional placement.
3. Clients to Be Served
a. General Description
The population receiving services funded by this Contract are individuals with developmental
and/or intellectual disabilities residing in the Southern Region.
b. Client Eligibility/Determination
1) The Provider shall confirm client eligibility and retains sole responsibility for determining
which clients are served under this Contract in accordance with the terms and conditions
of this Contract.
2) If the Provider has knowledge of any circumstances affecting the eligibility of any person
authorized to receive services under this Contract, the Provider shall notify the Contract
Manager immediately. In the event of a dispute regarding client eligibility or service
determination, the Agency shall have exclusive authority to make the final decision.
c. Contract Lim its
The services provided under this Contract are limited to the availability of funds. The State of
Florida's performance and obligation to pay under this contract is contingent upon an annual
appropriation by the Legislature.
B. MANNER OF SERVICE PROVISION
1. Deliverables
Units of services are defined in Exhibit A, Schedule of Rates and Services.
2. Service Tasks
The Provider shall complete one or more of the following tasks during the term of this Contract.
a. Task List
The Provider shall provide the services listed in Exhibit A, Schedule of Rates and Services, in
accordance with the terms and conditions of this Contract.
b. Task Limits
The Provider is limited to receiving payment only for the tasks specified and performed in
accordance with its proposal and this Contract, unless there is expressed written consent
from the Agency for expansion. Such consent can only be authorized by a formal contract
amendment. The Provider's proposal and any subsequent updates are incorporated herein
by reference and maintained in the Contract Manager's file.
3. Staffing Requirements
a. Staffing Levels
1) The Provider shall maintain an adequate and qualified administrative staff, qualified
management staff, support staff and organizational structure to satisfactorily meet the
Contract terms, conditions and deliverables, in accordance with the proposed budget
submitted by the Provider which is incorporated herein by reference and maintained in the
Contract Manager's file.
2) Staff selected by the Provider to conduct work identified in this Contract and the tasks for
21
Contra ct# «Contract »
which they shall be responsible shall be identified to the Agency in writing, and such staff
shall be accessible to the Agency upon request.
3) In the event the Agency determines the Provider's staffing levels are not adequate to
successfully accomplish contract deliverables, the Agency shall advise the Provider in
writing and the Provider shall have thirty (30) calendar days to remedy the identified
staffing deficiencies.
b. Pro fe ssio nal Q ualifi catio ns
1) The provider shall determine the qualifications of staff as they relate to this Contract, and
shall ensure staff meet the specified qualifications.
2 ) The Provider shall ensure staff meets the professional qualifications and employment
screening requirements specified in Chapters 393 and 435, F.S. The cost of background
screen(s) shall be borne by the Provider.
3) If any of the Provider's staff are required to be licensed or certified in their fields to provide
services, the Provider shall ensure they are licensed or certified at all times in accordance
with applicable federal and state laws and rules.
4 ) The Provider shall maintain documentation of staff's professional qualifications, which
shall be made available to the Agency upon request.
c . Sta ff in g C han g es
1) The Provider shall maintain its staffing pattern in accordance with the proposed budget
submitted by the Provider. In the event the staffing pattern changes, the Provider shall
notify the Contract Manager in writing within three (3) business days of the change.
2 ) The Provider shall notify the Contract Manager within two (2) business days of any
changes in Executive Management, such as the Executive Director or equivalent and the
Chief Financial Officer.
d. S u b c o ntra cto rs
This Contract allows the Provider to subcontract for the provision of all services under this
Contract, subject to the provisions of Section 14 of the Standard Contract. Written requests
by the Provider to subcontract for the provision of services under this Contract shall be
routed through the Contract Manager for Agency approval. The Provider cannot subcontract
with an employee of the Agency to provide services pursuant to this Contract.
4 . S e rv ice an d E q u ip m ent Delivery Location
a . S e rv ice D elivery Lo catio n
Services shall be provided at the following community-based site(s) throughout the
«Service Region» Region.
Address 10 Village Green Way, Suite 210, and Various Locations
City, State, Zip Village of Key Biscayne, FL 33149
b . S e rv ice T im es
22
Contract# «Contract »
The Provider shall render services at the following times mutually agreed to by the Provider,
clients served, and those providing approved contracted services.
Monday Tuesday Wednesday Thursday Friday Saturday Sunday
8am-5pm, 8am-5pm, 8am-5pm, 8am-5pm, 8am-5pm, 8am-5pm, 8am-5pm,
Various Various Various Various Various, Various Various
Times Times Times Times Various Times Times
Times
c. Changes in Location
The Provider shall notify the Contract Manager in writing a minimum of five (5) business days
prior to changing the location of administrative services that will affect the Agency's ability to
contact the Provider by telephone, email or facsimile transmission. Notice should specify the
address of the location and telephone number where the Provider may be reached.
d. Equipment
1) The Provider shall be responsible for supplying all equipment necessary to perform,
conduct and complete the terms and conditions of this Contract.
2) The Provider shall utilize its own vehicles for contract-related travel.
C. PERFORMANCE SPECIFICATIONS
1. Performance Measures
a. 100% of clients who receive services through this Contract shall not be abused, neglected or
exploited by the Provider, staff employed by the Provider, subcontractors contracted by the
Provider, or volunteers provided by the Provider, while receiving services under this Contract.
For the purposes of this section, the terms "abuse", "neglect" and "exploitation are the same
as those defined within Chapters 39 and 415, F.S .
• 85% of clients participating in the Village of Key Biscayne program shall exhibit improvement
in physical activity, natural movement, nutrition, and overall health and mental health as
evidenced by attendance logs, monthly progress reports, and/or comprehensive assessment
summaries during the term of the contract.
.85% of clients that participate in the Village of Key Biscayne enriched cultural experience
shall demonstrate an increase in knowledge, skills, and abilities related to the arts and,
cultural/history related activities as evidenced by attendance logs, monthly progress reports,
and/or comprehensive assessment summaries during the term of the contract.
2. Performance Measure Specifications
a. The outcome measurement contained in Section C.1.a., is a percent.
1) The numerator is the number of clients not abused, neglected or exploited while receiving
services under this Contract, from the Provider, staff employed by the Provider,
subcontractors contracted by the Provider, or volunteers provided by the Provider.
2) The denominator is the total number of clients receiving services under this Contract.
b. The outcome measurement contained in Section C.1.b., is a percent.
1) The numerator is the number of program participants that exhibit a documented
improvement in physical activity, natural movement, nutrition, and overall health and
23
Contract# «Contract »
mental health during the term of the contract. .
• The denominator is the total number of program participants participating in the Special
Needs Program Support program during the term of the Contract.
c. The outcome measurement contained in Section C.1.c., is a percent.
.The numerator is the number of program participants that demonstrate an increase in
knowledge, skills, and abilities related to the arts and cultural/history related activities
during the term of the contract.
2) The denominator is the total number of program participants enrolled in the Village of Key
Biscayne Special Needs Program Support program during the term of the Contract.
3. Performance Compliance
Where this Contract requires the generation of deliverables or reports to the Agency, mere
receipt by the Agency shall not be construed to mean or imply acceptance of those deliverables
or reports. It is specifically intended by the Agency that acceptance of required deliverables or
reports constitute a separate act. The Agency reserves the right to reject reports as incomplete,
inadequate or unacceptable according to the parameters set forth in this Contract. The Agency
retains the option to set forth a timeframe to allow the Provider to remedy and correct the
objections noted by the Agency. If the Provider has not corrected and remedied any deficiencies
and inadequacies to the Agency's satisfaction within the additional timeframe, the Agency must
assess financial consequences as set forth in Section 38 of the Standard Contract or declare
this Contract to be in default.
D. RECORDS AND DOCUMENTATION
1. The Provider shall maintain records in whatever reasonable format required by the Agency at
the Provider's expense. Data files shall be provided in a format readable by the Agency.
2. The Provider shall maintain records and documentation as specified in this Contract to ensure
an audit trail documenting service delivery is maintained.
3. The Provider shall maintain a separate, organized, individualized, and secure file to include
applicable reporting forms, progress reports and all other required elements.
4 . The Provider shall maintain copies of all invoices submitted to the Agency.
5 . All records and documentation shall be made available to the Agency at any time, if requested.
6. The Provider shall insure its subcontractors maintain records and documentation of applicable
reporting forms, progress reports and all other required elements.
E. REPORTS
All required reports and/or plans shall be in a format approved by the Agency and received by the
15th day of each month following the reporting period as outlined below in the Contract. If the dates
fall on an established State holiday or weekend, such reports shall be due the next business day. If
a natural disaster occurs, such reports shall be due when Agency administrative services are
restored. The Provider must request prior approval, in writing, to submit required reports and/or
plans after the due dates.
The Provider shall submit all reports and/or plans to the Contract Manager as indicated on Section
24
Contract# «Contract »
51 of the Standard Contract.
Quarter Period Due Date
Quarter 1 July 1 - September 30 October 15
Quarter 2 October 1 - December 31 January 15
Quarter 3 January 1 - March 31 April 15
Quarter 4 April 1 - June 30 July 15
All monthly reports shall be submitted by the 15th day of each month following
the month of service delivery.
1. Quarterly Performance Specification Report: This report is a summary of all performance
measures listed in Section C.1., Performance Measures. The report shall contain the
numerator, denominator and percentage achieved. If the Provider is not on target with a
performance measure, the report shall include reasons why, if known, and a plan of action to
improve performance.
2. Monthly Employee Time Record: This report shall include the employee's name, dates of
service for the month, start time, end time, total hours for each day, and total hours for the
month. The time record shall be signed by the employee and the employee's supervisor
attesting to the hours worked during the month. A report shall be furnished for each Provider
staff that provides time-related units of service under this Contract.
3. Monthly Project Progress Report: The Provider shall submit a summary of activities
accomplished during the month for this project to the Contract Manager by the 15th of each
month, following the month of service delivery. This monthly report shall also include a summary
of services provided for each client served during that month.
4. Quarterly Expenditure Report: This report shall document total expenditures for each quarter.
The Provider shall provide the original budgeted amount for each category item as listed in the
approved budget, expenditures during the Contract period and the remaining balance. The
funding source for this Contract has been determined to be state financial assistance; therefore,
the Provider shall account for all funds disbursed.
5. Quarterly Return on Investment Report: This report shall contain the following
information:
a. The number of clients served during the quarter.
b. The number of clients with documented improvements in Physical Activity, Natural
Movement, Nutrition, and Overall Health and Mental Health.
c. The number of clients with Enriched Cultutal Experiences including Arts, Cultural, and History
related experiences.
F. PROVIDER RESPONSIBILITIES
1. Provider Unique Activities
The Provider shall notify the Contract Manager in writing a minimum of thirty (30) calendar days
before any proposed change, sale, transfer, or ownership. Clients shall be given the opportunity
to receive services from the new owner, purchaser, or transferee, or to select another Agency
approved provider.
2. Coordination with Other Providers/Entities
The Provider shall cooperate with other persons or agencies providing services to clients in
25
Contract# «Contract »
order to provide a coordinated and cost-effective array of services. However, the failure of other
agencies/providers or entities does not alleviate the Provider from any accountability for tasks or
services the Provider is obligated to perform pursuant to this Contract.
G. AGENCY RESPONSIBILITIES
1. Agency Obligations
a. The Contract Manager shall conduct ongoing monitoring of the activities, progress and status
of deliverables under this Contract.
b. The Contract Manager shall provide technical assistance, and policy and standard
interpretations as determined necessary by the Agency.
2. Agency Determinations
a. The Agency reserves the exclusive right to make any and all determinations which it deems
necessary to protect the best interests of the State of Florida and the health, safety, and
welfare of the clients who are served by the Agency either directly or through any one of its
Providers.
b. The Agency has exclusive authority to determine the availability of funds, authorize and issue
payment for services billed under this Contract, and to determine the satisfactory
performance of the Provider in carrying out tasks and completing deliverables specified in
this Contract through the review or inspection of reports and deliverables submitted by the
Provider and through Agency monitoring.
c. Final authority in all disputes related to this Contract rests solely with the Agency. The
Agency agrees to make reasonable efforts to consult with the Provider and amicably resolve
all disputes prior to such final determination.
d. The Agency reserves the right to remove clients without notice upon allegations of abuse,
neglect or exploitation by the Provider, staff employed by the Provider, subcontractors
contracted by the Provider, or volunteers provided by the Provider, while such clients are
receiving these services. Confirmed cases of abuse, neglect or exploitation while receiving
services from the Provider, staff employed by the Provider, subcontractors contracted by the
Provider, or volunteers provided by the Provider, are grounds for termination of this Contract
in accordance with applicable laws, rules, regulations, and the terms and conditions of this
Contract.
3. Monitoring Requirements
The Provider shall be monitored in accordance with Agency requirements, as applicable.
H. METHOD OF PAYMENT
1. Payment Clause
This is a fixed price contract. The Agency shall pay the Provider for the delivery of service
units at the rates specified in Exhibit A, Schedule of Rates and Services, in accordance with the
satisfactory completion of all terms and conditions of this Contract, for a total amount not to
exceed the amount specified in the Standard Contract. The State of Florida's performance and
obligation to pay under this contract is contingent upon an annual appropriation by the
Legislature. The Agency's obligation to pay under this Contract is subject to the availability of
26
Contract# «Contract »
funds.
2. Advance Payments
The Provider may request a one-time advance of no more than 25% of the total budget amount
of this Contract. If the Provider receives an advance, the advanced funds may be temporarily
invested by the Provider in an insured interest-bearing account, in accordance with section
216.181(16)(b), F.S. Interest earned on advanced funds shall be returned to the Agency or
applied against the amount of this Contract owed by the Agency.
3. Budget Modifications
a. Changes to line items within or among budget categories in the approved Line Item Budget
and Budget Narrative that are individually or cumulatively equal to or less than 10% of the
original or amended line item may be modified without a formal budget amendment, only if all
of the following conditions are met:
1) Such modifications shall be initiated by a written request from the Provider's
representative responsible for administration of the program specified in the Standard
Contract, Section 51, to the Contract Manager. Justification shall include detailed
information supporting the need for modification and the new proposed Line Item Budget
and Budget Narrative.
2) Written approval must be obtained from the Contract Manager prior to making any
changes to the line items, which approval shall not unreasonably be delayed or withheld.
Such modifications cannot be made retroactive to a date prior to obtaining the Contract
Manager's written approval.
3) Modifications cannot increase the total amount of this Contract; and there must be other
line items within or among the budget categories from which funds can be shifted without
affecting the scope of work.
b. Changes to line items within or among budget categories in the approved Line Item Budget
and Budget Narrative that are individually or cumulatively greater than 10% of the original or
amended line item shall require a formal budget amendment prior to modification.
1) Such modifications shall be initiated by a written request from the Provider's
representative responsible for administration of the program to the Contract Manager,
which shall include justification supporting the need for modification and the new
proposed Line Item Budget and Budget Narrative.
2) Such modifications cannot be made retroactive to a date prior to the execution date of the
formal budget amendment, which approval shall not unreasonably be delayed or withheld.
4. Invoice Requirements and Documentation
a. The Provider shall request payment on a monthly basis through the submission of a properly
completed Request for Payment/Invoice within fifteen (15) calendar days following the month
of service delivery. Payment cycles shall be from the first (1st) through the end of each
month, unless specified otherwise in this Contract.
b. The Request for Payment/Invoice shall include, at a minimum, the following information:
1) Provider's Name;
2) Contract Number;
3) Vendor Identification Number (Federal Tax Identification Number);
27
Contract# «Contract »
4 ) Invoice Number;
5) Inclusive dates (for the month) of services covered by the invoice;
6) Types of services, number of units, and price per unit;
7) A listing of all invoiced costs to be accompanied by copies of supporting documentation
and actual receipts, if applicable to this Contract;
8) Invoice Total;
9) The date on which the invoice was submitted to the Agency;
1 O)Required reports or a concise, meaningful description of services rendered, with sufficient
detail to enable the Agency to evaluate services rendered and costs; and
11 )A certification statement signed by the Provider's contract administrator or authorized
representative that reads, "I certify that the invoice is complete and all costs and fees
claimed for payment are accurate and were performed in furtherance of this Contract
Between Village of Key Biscayne and the Florida Agency for Persons with
Disabilities.
c. The invoice shall be on the Provider's letterhead and contain a signature from an appropriate
officer or authorized individual (with a Signature Authority Letter, if applicable).
d. The Provider must maintain records documenting the total number of clients and names of
clients (or unique identifiers, excluding social security numbers) to whom services were
provided and the dates the services were provided so that an audit trail documenting service
provision can be maintained.
e. If applicable, the Provider shall submit to the Contract Manager all supporting documentation
required for reimbursement of services rendered as stated in this Contract. This
documentation shall accompany the monthly invoice.
5. Financial Consequences
The financial consequences as defined in Exhibit A, Schedule of Rates and Services, shall apply
to this Contract.
6. MyFloridaMarketPlace Transaction Fee
This Contract is exempt from the MyFloridaMarketPlace Transaction Fee in accordance with
Rule 60A-1.031 (3)(d), F.A.C.
I. LIST OF EXHIBITS
1. Exhibit A, Schedule of Rates and Services
2. Exhibit B, Executive Compensation Attestation Report
28
Contract# «Contract »
EXHIBIT A: RATES AND SERVICES
PROVIDER NAME: Village of Key Biscayne
PROGRA M TITLE: Special Needs Program Support
FISCAL YEAR: 2023-2024
Pre- Monthly 3 1 $ 8,333 N/A $ 8,333.00
Operational (Up to 3
months
Operational Monthly 50 10 $ 187.50 $ 187.50 $ 1,875.00
Non-Contact
Boxing
Instruction
and Trainin
Interactive Monthly 20 4 $ 468.75 $ 468.75 $ 1,875.00
Music
Sessions
Sensory- Monthly 20 4 $ 468.75 $ 468.75 $ 1,875.00
based Art
Instruction
Special Monthly 25 5 $ 375.00 $ 375.00 $ 1,875.00
Needs Drop
Off Cam s
Weekend Monthly 25 5 $ 375.00 $ 375.00 $ 1,875.00
P .E. Physical
Fitness and
Sports
Trainin
2 Monthly 25 5 $ 375.00 $ 375.00 $ 1,875.00
Community
Events
Attend 1 Monthly 25 5 $ 375.00 $ 375.00 $ 1,875.00
Showings
Area Stage
Com an
Attendance Monthly 25 5 $ 375.00 $ 375.00 $ 1,875.00
to 2
Sensory-
Friendly Film
Experience
Showings at
AMC
Theaters
29
Contract #«Contract »
Minimum Performance Level (e.g., Performance Metrics):
A . Pre-Operational Services: The Provider must complete the pre-operational phase, which includes
staffing recruitment and purchasing equipment and supplies, within the first three (3) months after
contract execution. If the Provider has completed staffing recruitment and purchased the necessary
equipment and supplies the Provider shall begin Operational service as specified in section B. (see
below) and shall bill at the pre-operational unit rate within the first three months after contract
execution.
1) Staffing Recruitement - The Provider shall recruit, hire, and maintain the following staff to
implement and manage the project as evidenced by employee timesheets submitted with the
monthly invoice:
• Program Manager
2) Equipment and supplies - Purchase equipment and supplies necessary for program operations
approved by the Contract Manager and evidenced by inventory logs and purchase receipts
submitted with the monthly invoice.
A . Operational Services: Operational tasks shall run concurrently or after completion of the Pre
Operational tasks.
1) The provider shall provide a minimum of ten (10) hours of Non-Contact Boxing Instruction
and Training to a minimum of ten (10) eligible program participants, per month, at the
mutually agreed upon location (see Attachment I, section B.4.a) and during the mutually
agreed upon hours of service (see Attachment I, section B.4.b).
2) The provider shall provide a minimum of six (6) hours of Interactive Music Sessions to a
minimum of four (4) eligible program participants, per month, at the mutually agreed upon
location (see Attachment I, section B.4.a) and during the mutually agreed upon hours of
service (see Attachment I, section B.4.b).
3) The provider shall provide a minimum of twelve (12) hours of Sensory-based Art
Instruction to a minimum of four (4) eligible program participants, per month, at the mutually
agreed upon location (see Attachment I, section B.4.a) and during the mutually agreed upon
hours of service (see Attachment I, section B.4.b).
4) The provider shall provide a minimum of six (6) hours of Special Needs Drop Off Camps to
a minimum of five (5) eligible program participants, per month, at the mutually agreed upon
location (see Attachment I, section B.4.a) and during the mutually agreed upon hours of
service (see Attachment I, section B.4.b).
5) The provider shall provide a minimum of two (2) hours of Weekend P.E. Physical Fitness
and Sports Training Sessions to a minimum of five (5) eligible program participants, per
month, at the mutually agreed upon location (see Attachment I, section B.4.a) and during the
mutually agreed upon hours of service (see Attachment I, section B.4.b).
6) The provider shall provide a minimum of two (2) hours of Community Events to a minimum
of five (5) eligible program participants, per month, at the mutually agreed upon location (see
30
Contract# «Contract »
Attachment I, section B.4.a) and during the mutually agreed upon hours of service (see
Attachment I, section B.4.b).
7) The provider shall provide a minimum of four (4) hours of 1 Showing of Area Stage
Company Inclusion Theater Productions to a minimum of five (5) eligible program
participants, per month, at the mutually agreed upon location (see Attachment I, section
B.4.a) and during the mutually agreed upon hours of service (see Attachment I, section
B.4.b).
8) The provider shall provide a minimum of four (4) hours of 2 Sensory-Friendly Film
Experience Shows at AMC Theaters to a minimum of five (5) eligible program participants,
per month, at the mutually agreed upon location (see Attachment I, section B.4.a) and during
the mutually agreed upon hours of service (see Attachment I, section B.4.b).
I Operational Services must evidence activity and service utilizing the following:
• Monthly Project Progress Report (see Attachment I, C.E.1)
• Monthly Employee Timesheet Report (see Attachment I, C.E.2
• Quarterly Expenditure Report (see Attachment I, C.E.3)
• Quarterly Return on Investment Report (see Attachment I, C.E.4)
• Logs (sign in sheets, case notes, progress reports, etc.)
Financial Consequences:
Pre-operational
1) At the end of the month after the Pre-Operational period has ended a financial consequence equal to the
monthly pre-operational unit amount of $8,333.00 will be assessed when evidence of Staffing/Recruitment
and/or Equipment and Supplies activities (per operational services section) cannot be validated by reports,
time sheets, itemized receipts, and inventory logs.
Operational
1) If the Provider fails to provide a minimum of 10 hours of Non-Contact Boxing Instruction and
Training services to a minimum of ten (10) eligible program participants, per month, at the
mutually agreed upon location (see Attachment I, section B.4.a) and during the mutually agreed
upon hours of service (see Attachment I, section B.4.b), the provider will be accessed a financial
consequence of $187.50 per unserved participant, during the reporting period.
2) If the Provider fails to provide a minimum of 6 hours of Interactive Music Sessions to a minimum
of four (4) eligible program participants, per month, at the mutually agreed upon location (see
Attachment I, section B.4.a) and during the mutually agreed upon hours of service (see Attachment
I, section B.4.b), the provider will be accessed a financial consequence of $468.75 per unserved
participant, during the reporting period.
3) If the Provider fails to provide a minimum of 12 hours of Sensory-based Art Instruction to a
minimum of fo ur (4) eligible program participants, per month, at the mutually agreed upon location
(see Attachment I, section B.4.a) and during the mutually agreed upon hours of service (see
Attachment I, section B.4.b), the provider will be accessed a financial consequence of $468.75 per
unserved participant, during the reporting period.
31
Contract# «Contract »
4 ) If the Provider fails to provide a minimum of 6 hours of S pecial N eeds Drop O ff Cam ps to a
minimum of fo u r (4) eligible program participants, per month, at the mutually agreed upon location
(see Attachment I, section B.4.a) and during the mutually agreed upon hours of service (see
Attachment I, section B.4.b), the provider will be accessed a financial consequence of $375.00 per
unserved participant, during the reporting period.
5 ) If the Provider fails to provide a minimum of 2 hours of W eekend P.E . Physical Fitness and
S p o rt s T ra in in g to a minimum of five (5) eligible program participants, per month, at the mutually
agreed upon location (see Attachment I, section B.4.a) and during the mutually agreed upon hours
of service (see Attachment I, section B.4.b), the provider will be accessed a financial consequence
of $3 7 5.00 per unserved participant, during the reporting period.
6 ) If the Provider fails to provide a minimum of 2 hours of Com m unity Events to a minimum of five (5)
eligible program participants, per month, at the mutually agreed upon location (see Attachment I,
section B.4.a) and during the mutually agreed upon hours of service (see Attachment I, section
B.4.b), the provider will be accessed a financial consequence of $375.00 per unserved participant,
during the reporting period.
7 ) If the Provider fails to provide a minimum of 4 hours of 1 S how ing of A rea Stage Com pany
In clu s io n T hea ter P ro d u c tio ns to a minimum of five (5) eligible program participants, per month,
at the mutually agreed upon location (see Attachment I, section B.4.a) and during the mutually
agreed upon hours of service (see Attachment I, section B.4.b), the provider will be accessed a
financial consequence of $375.00 per unserved participant, during the reporting period.
8 ) If the Provider fails to provide a minimum of 6 hours of Interactive M usic Sessions to a minimum
of fo u r (4) eligible program participants, per month, at the mutually agreed upon location (see
Attachment I, section B.4.a) and during the mutually agreed upon hours of service (see Attachment
I, section B.4.b), the provider will be accessed a financial consequence of $375.00 per unserved
participant, during the reporting period.
9 ) If the Provider fails to provide a minimum of 4 hours of 2 Sensory -Friendly Film Experience
S h o w s at A M C T h e a te rs to a minimum of five (5) eligible program participants, per month, at the
mutually agreed upon location (see Attachment I, section B.4.a) and during the mutually agreed
upon hours of service (see Attachment I, section B.4.b), the provider will be accessed a financial
consequence of $3 75.00 per unserved participant, during the reporting period.
10 )In a d d iti o n to the fo reg o in g , the A g ency m ust im plem ent financial consequences in
a c c o rda n c e w ith Pag e 12, S ectio n 38 of the S tandard Contract and section 287.058(1)(h),
F .S ., if the P ro vid er do es no t perf o rm in accordance w ith the term s and conditions
11 )If th e P rovid er fails to s u b m it the Q uart erly RO I Report during the reporting period, the
P rov id er's m o n thly in vo ice fo llo w in g the reporting period shall be reduced by one (1)
p erc e nt, per in sta nce, per day.
N o te s:
• The Provider shall submit Monthly Project Progress Reports including a summary of services and
activities accomplished during the reporting period of this Contract.
• The Agency's review of the Provider's supporting documentation shall determine compliance and
minimum level of service or performance under this Contract.
32
Contract# «Contract »
CA-48
EXHIBIT 8: EXECUTIVE ORDER #20-44
ANNUAL REPORT ATTESTATION
Instructions: Pursuant to Governor's Executive Order 20-44, issued February 20, 2020, vendors
that enter into a contract with the Agency for Persons with Disabilities (Agency) must complete
Form CA-48 annually by May 1 of each year. Providers in a contract with the Agency must
complete Sections 1 and 2 of this form, and Section 3 if required. All references to entity or
contract(s) in Sections 2 and 3 shall refer to the Entity and Contract(s) identified in Section 1. Upon
completion submit this form to assigned Agency Contract Manager.
Section 1: Attestation
A s an "A utho rized Re prese ntative" I attest to m y authority to m ake binding representations on behalf of the entity listed below . All
info rm atio n co ntained in this do cum ent is accurate and true as presented to the best of the below -listed entity's know ledge. I also
und e rsta n d tha t pursuant to section 287 .135, Florida statutes, the subm ission of a false certification may be subject to civil penalties,
attorn e y's fee s, and/or costs.
Entity Name
Agency Contract Number(s) UEI Number
Printed Name of Authorized Person
Signature of Authorized Person Date
Section 2: Qualifying Questions
1) D id one or m o re of the contract(s) result from the Entity being nam ed in federal law or Florida Statutes (substantive or
ap p ro p riatio n) as the required recip ient of a single source, public-private agreem ent?
D Yes ! No
2) O ve r the pa st fiscal year, did the Entity receive 50% or m ore of its budget fro m either the State of Florida or fro m a com bination of
State an d Fe d e ra l funds?
D Yes ! No
3) D uring the preceding fiscal year, did the Entity: (a) receive m ore than $25 m illion in total federal funding, (b) the federal funds so
rece ive d acco un ted fo r m o re tha n 80 % of the Pro vider's annual gro ss revenue, and (c) w as the com pensation of top five executives
fo r the preced in g fiscal year not availa ble publicly?
D Yes ! No
If the an sw e r to any questio n in this section is Y es, you m ust pro ceed to and com plete Section 3. Ot herw ise, subm it this fo rm to your
re le van t D e p a rt m ent C ontract M a nage r.
33
Contract# «Contract »
CA-48
Section 3: Annual Executive Compensation Report
Attach the latest copy of the Entity's most recent IRS Form 990 and complete the following. If the IRS 990
form is unavailable for the last fiscal year, please explain why:
List the Entity's current directors, board members, chief executive officer, chief financial officer, chief
operating officer, and any other person performing equivalent functions by their title, the person's
total annual compensation, and the percentage of compensation from state (FL%) or federal (Fed%)
allocations. If any executive compensation changes prior to the next annual report, the Entity must
submit an updated version of this report incorporating those changes. Total annual compensation
includes salary, bonuses, cashed-in- leave, cash equivalents, paid personal leave, severance pay,
retirement benefits, deferred compensation, real- property gifts, and any other payout [see also 17
CFR 229.402(c)(2)]. Include the percentage of the total compensation directly from the state or
federal allocations to the contracted entity.
Name Title Total Annual FL% Fed% FL and
Compensation Fed%
(Total)
34
Contract# «Contract »
If any of the above-listed persons also receive compensation from organizations that: (a)
created or were created by the Entity; (b) that were created by any of the above-listed
persons whose compensation therefrom also derives from state or federal allocations; or
(c) contract with the Entity, then identify the organization(s), their relationship with the
Entity or the above listed person, and that person's annual compensation from each such
organization, and the percentage of that compensation from state (FL%) or federal (Fed
% ) allocations.
Organization Relationship Total Annual FL% Fed%
with Entity Compensation
.
35
Contract #«Contract »
CA-3
Revised 07/2017
ATTACHMENT II (FINANCIAL AND COMPLIANCE AUDIT)
The administration of resources awarded by the Agency for Persons with Disabilities to the Provider may be
subject to audits and/or monitoring by the Agency as described in this attachment.
MONITORING
In addition to reviews of audits conducted in accordance with 0MB Circular A-133 and Section 215.97, Florida
Statutes, the Agency for Persons with Disabilities (APO) or other State agencies may monitor or conduct
oversight reviews to evaluate compliance with the contract, management and programmatic requirements. Such
monitoring or other oversight procedures may include, but not be limited to, on-site visits by APO and/or other
State agencies' staff, limited scope audits as defined by 0MB Circular A-133, as revised or other procedures.
By entering into this contract, the Provider agrees to comply and cooperate with any monitoring procedures
deemed appropriate by APO and/or other State agencies. In the event that APO and/or another State Agency
determines that a limited scope audit of the Provider is appropriate, the Provider agrees to comply with any
additional instructions provided by APO and/or other State agencies regarding such audit. The Provider further
agrees to comply and cooperate with any inspections, reviews, investigations, or audits deemed necessary by
the APO Inspector General, the state's Chief Financial Officer or the Auditor General.
AUDITS
PART I: FEDERAL REQUIREMENTS
This part is applicable if the Provider is a State or local government or a non-profit organization as defined in
0MB Circular A-133, as revised.
1. In the event that the Provider expends $750,000 or more in Federal awards during its fiscal year, the
Provider must have a single or program-specific audit conducted in accordance with the provisions of
0MB Circular A-133, as revised. In determining the Federal awards expended during its fiscal year, the
Provider shall consider all sources of Federal awards, including Federal resources received from APO,
Federal government (direct), other state agencies, and other non-state entities. The determination of
amounts of Federal awards expended should be in accordance with the guidelines established by 0MB
Circular A-133, as revised. An audit of the Provider conducted by the Auditor General in accordance with
the provisions of 0MB Circular A-133, as revised, will meet the requirements of this part. In connection
with the above audit requirements the Provider shall fulfill the requirements relative to auditee
responsibilities as provided in Subpart C of OM B Circular A-133, as revised.
The schedule of expenditures should disclose the expenditures by contract number for each contract with
APO in effect during the audit period. The financial statements should disclose whether or not the
matching requirement was met for each applicable contract. All questioned costs and liabilities due APO
shall be fully disclosed in the audit report package with reference to the specific contract number.
2. If the Provider expends less than $750,000 in Federal awards in its fiscal year, an audit conducted in
accordance with the provisions of 0MB Circular A-133, as revised, is not required. In the event the
Provider expends less than $750,000 in Federal awards during its fiscal year, the Provider agrees to
provide certification to APD's Contract Administration and its Contract Manager that a single audit was
not required. In the event that the Provider expends less than $750,000 in Federal awards in its fiscal
year and elects to have an audit conducted in accordance with the provisions of 0MB Circular A-133, as
revised, the cost of the audit must be paid from non-Federal resources (i.e., the cost of such an audit
must be paid from Provider resources obtained from other than Federal entities).
3. The 0MB Circular A-133 and compliance supplement are available at the following address:
http://www.whitehouse.gov/omb/circulars/
36
Contract #«Contract »
PART II: STATE REQUIREMENTS
This part is applicable if the Provider.is a nonstate entity as defined by Section 215.97(2), Florida Statutes.
1; In the event the Provider expends $750,000 or more in state financial assistance during its fiscal year,
. the Provider must have a State single or project-specific audit conducted in accordance with Section
· 215:97, Florida Statutes; applicable rules of the Department of Financial Services; and Chapters 10.550
•· (local governmental entities), or 10.650 (nonprofit and for-profit organizations), Rules of the Auditor
General. In determining the state financial assistance expended during its fiscal year, the Provider shall
· consider all sources of state-financial assistance, including state financial assistance received from APO,
other state agencies, and dther nonstate entities. State financial assistance does not include Federal
direct or pass-through awards-and resources received by a nonstate entity for Federalproqrarn matching
requirements.
· In connection with the audit..requirements addressed in the preceding paragraph, the Provider shall
ensure that the audit complies with the requirements of Section 215.97(8), Florida Statutes. This
includes submission of a financial reporting package as defined by Section 215.97(2); Florida Statutes,
and Chapters 10.550 or 10.650, Rules of the Auditor General.
The schedule of expenditures should disclose the expenditures by contract number for each contract with
APO in effect during the audit period. The financial statements should disclose whether or not the
matching requirement was met for each applicable contract. All questioned costs and-liabilities due APO
shall be fully disclosed in the audit report package with reference to the specific contract number.
2. If the Provider expends less. than $750,000 in state financial assistance in its fiscal year, an audit
conducted in accordance wfth:the provisions of Section 215.97, Florida Statutes, is netrequired. In the
event the Provider expends tess than $750,000 in state financial assistance during -its fiscal year, the
Provider agrees to provide certification to APD's Contract Administration and its Contract Manager that a
single audit was not requiredc In the event that the Provider expends less than $750,000·in state financial
assistance in its fiscal year-end elects to have an audit conducted in accordance with- the provisions of
Section 215.97, Florida Statutes, the cost of the audit must be paid from the nonstate· entity's resources
(i.e., the cost of such an audftmust be paid from the Provider's resources obtained from other than State
entities).
3. The State Projects Compliance Supplement is available at the following address:
bttps://apps.fldfs.com/fsaa/compliance.aspx
PART Ill: REPORT SUBMISSION
Any reports, management letters, oro the r information required to be submitted to APO pursuant to this contract
shall be submitted within 180 days rafter the end of the Provider's fiscal year or within 30 days Of the Provider's
receipt of the audit report; whichever-occurs first, directly to each of the following unless otherwise required by
Florida Statutes:
A. The Contract Manager for-this contract at the email address specified in the Standard Contract.
B. The Agency for Personsw rth Disabilities Contract Administration at the following email address:
apdJsaa@apdcar:es.org ..
- C. Reporting packages for.audits conducted in accordance with 0MB Circular A-133, as revised, and
required by Part i of this Attachment shall be submitted, when required by §_.320(d), 0MB Circular
A-133, as revised, by or on behalf of the Provider directly to the Federal Audit Clearinghouse using
· the Federal Audit Clearinghouse's Internet Data Entry System at:
http://harvester.census.ga.v/fac/collect/ddeindex.html and other Federal agencies and pass-through
entities in accordance with §_.320(e) and (f), 0MB Circular A-133, as revised.
0 .. - Copies of reporting packages required by Part II of this agreement shall be submitted by or on behalf
of the Provider directly to the following address:
37
Contract# «Contract »
A u d it o r G e n e r a l
L o c a l G o v e rn m e n t A u d it s /3 4 2
C la u d e P e p p e r B u il d in g , R o o m 4 0 1
1 1 1 W e s t M a d is o n S t r e e t
T a ll a h a s s e e , F lo r id a 3 2 3 9 9 -1 4 5 0
E m a il a d d r e s s : fl a u d g e n lo c a lg o v t @ a u d .s ta te .f l.u s
:':3V()
,i rtes:
Providers, when submitting audit report packages to Agencies for audits d9he in accordance With 0MB Cirtular' ·:: ::n.ti
A-133 or Chapters 10.550 (local governmental entities) or 10.650 (nonprofit or for-profit orqarilzations), Rules of :~,,r~ '.1
~.
the Auditor General, should include, when available, correspondence frorp the auditor indicatinq the date the.: \J1
,,~
1
audit report package was delivered to them. When such correspondence is. not available, the date that the audit · ·· · . .1,'
report package was delivered by the auditor to the Provider must be indidted in correspondence submitted to ,Jt~ a,\
the Agency in accordance with Chapter 10.558(3) or Chapter 10.657(2), Rules of the Auditor General.
PART V: RECORD RETENTION . · .. -:.t C(
a: .. ,' . l.-j
The Provider shall retain sufficient records demonstrating its compliance wlththe terms 9f this agreement for a
period of six (6) years from the date the audit report is issued, and shall 'allow APO 'or its desiqnee, Chief
Financial Officer or Auditor General access to such records upon request. 1:J'he Provider-shall ensure that audit
working papers are made available to APO, or its designee, Chief Financial Officer, 'or Auditor General upon
request for a period of three years from the date the audit report is issued, unless extended in writing by APO.
PART VI: EXHIBITS
Exhibit A: Post Award Notice
Exhibit B: Provider Determination
. ,ci:t
·,,·J
'.: ... /,
(_\ '
,, ~-• .. 2. '.
(_,' • J ', · / :.-1:.:CI b\
- ·1·~_;.;.~ ~' '.·:-/YJitinfJ p
. ·-"'_,;irJ. •::~J' .iltLO'"'.J.!
38
Contract# «Contract »