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Agenda 06/23/2015 Item #16F116/23/2015 16. F.11. EXECUTIVE SUMMARY Recommendation to approve a Second Amendment to the Grant Agreement with the State of Florida Department of Economic Opportunity for funding assistance for the County's Soft Landing Business Accelerator Project to extend the due dates of the remaining deliverables for a period of one year. OBJECTIVE: To obtain Board approval of the Second Amendment to the Grant Agreement with the State of Florida Department of Economic Opportunity, extending the Agreement into the State's next fiscal year, in order to accommodate the completion of deliverables for the County's Soft Landing Business Accelerator Project. CONSIDERATIONS: On September 10, 2013, Agenda Item 1 l.C., the BCC approved the Office of Business & Economic Development's FY14 Business Plan including a goal of developing a Business Accelerator program. Policy direction from the November 26, 2013 and December 10, 2013 BCC meetings culminated in the May 13, 2014 approval of the Collier County Innovation Accelerator Business Plan including authorizing its implementation. A critical component of the accelerator development process was obtaining a $2,500,000 State of Florida Collier County Soft Landing Accelerator Grant (Grant) to develop a soft landing accelerator network focused on entrepreneurship and growing technology based companies that create quality jobs. The Agreement with the State of Florida was approved by the BCC on November 18, 2014, Agenda item 11 B. The First Amendment to the Agreement was approved by the Board on April 28, 2015, Agenda item 16.F.3. The First Amendment revised the Project schedule with adjustments reflecting the circumstances and occurrences since initial formulation of the Agreement with minor modifications to certain deliverables. The original DEO Grant Agreement approval process was protracted as result of implementation of new state grant policy requirements, and updated construction completion estimates for the Eastern Commercial Culinary Kitchen in Immokalee. This delay prompted the County to propose both these adjustments to the DEO Project schedules and also to seek an extension of the legislative funding appropriations into the State Fiscal Year 2016. Neither modification will change the overall funding available from the State, but will extend the time to expend project funding and helps insure the long term sustainability of the Project. The Second Amendment to the Agreement proposes to extend the due dates of the remaining deliverables for a period of one year while the duration of the 5 year Agreement remains intact and unchanged. This Amendment of the Agreement is contingent upon a proposed extension of the Grant appropriation by the legislature and the appropriation's approval by the governor. DEO staff has proposed this Amendment and will route it for final signature after execution by the County. FISCAL IMPACT:. The Collier County Soft Landing Accelerator Program is a multi -year commitment supported by grant monies, county and private contributions and program revenue. The current Collier County Soft Landing Accelerator Program budget totals $2,790,929 and is funded through a $2,500,000 State Accelerator Grant and a $291,000 County contribution. The Accelerator project budget is provided in County Manager Grant Funds 713/714 and Economic Development Fund (007) under project 33388. Packet Page -2530- r... 6/23/2015 16. F.11. GROWTH MANAGEMENT IMPACT: This request is consistent with Objective 3 of the Economic Element of the Collier County Growth Management Plan which states: "Collier County will support programs which are designed to promote and encourage the recruitment of new industry as well as the expansion and retention of existing industries in order to diversify the County's economic base." LEGAL CONSID_RRATIONS: This item is approved for form and legality and requires a majority vote for•Board approval. - JAB BECOMMENDATION: Recommendation to approve a Second Amendment to the Grant Agreement with the State of Florida Department of Economic Opportunity for funding assistance for the County's Soft Landing Business Accelerator Project. Prepared by: Bruce Register, Director, Office of Business and Economic Development Attachments: 1) Second Amendment Grant Agreement, 2) First Amendment to Grant Agreement, and 3) Original DEO Agreement. Packet Page -2531- 6/23/2015 16. F.11. COLLIER COUNTY Board of County Commissioners Item Number: 16.16.F.16.F.11. Item Summary: Recommendation to approve a Second Amendment to the Grant Agreement with the State of Florida Department of Economic Opportunity for funding assistance for the County's Soft Landing Business Accelerator Project to extend the due dates of the remaining deliverables for a period of one year. Meeting Date: 6/23/2015 Prepared By Name: JenniferLeslie Title: Administrative Assistant, Office of Business & Economic Development 6/15/2015 1:43:23 PM Submitted by Title: Division Director - Business & Econ Dev, Office of Business & Economic Development Name: RegisterBruce 6/15/2015 1:43:25 PM Approved By Name: Joshua Thomas Title: Grants Support Specialist, Grants Management Office Date: 6/15/2015 2:06:46 PM Name: BelpedioJennifer Title: Assistant County Attorney, CAO General Services Date: 6/17/2015 4:12:49 PM Name: KlatzkowJeff Title: County Attorney, Date: 6/17/2015 4:19:50 PM Name: StanleyTherese Title: Manager - Grants Compliance, Grants Management Office Date: 6/17/2015 4:26:42 PM Packet Page -2532- 6/23/2015 16.F.11. Name: OchsLeo Title: County Manager, County Managers Office Date: 6/17/2015 4:43:26 PM Packet Page -2533- 6/23/2015 16.F.11. AGREEMENT # SL007 AMENDMENT NUMBER TWO TO GRANT AGREEMENT BETWEEN THE DEPARTMENT OF ECONOMIC OPPORTUNITY AND COLLIER COUNTY On November 24, 2014, the State of Florida, Department of Economic Opportunity ( "DEO "), and Collier County ( "Grantee "), entered into Grant Agreement SL007 ( "Agreement ") for two million five hundred thousand dollars ($2,500,000.00). WHEREAS, Section II.A of the Agreement provides that any amendment to the Agreement shall be in writing and executed by the Parties thereto; and WHEREAS, the Parties wish to amend the Agreement as set forth herein; NOW THEREFORE, in consideration of the mutual covenants and obligations set forth herein, the receipt and sufficiency of which are hereby acknowledged, the Parties agree to amend the Agreement as amended, as follows: In the event that monies appropriated by Florida's Legislature in Fiscal Year 2014/2015 are re- appropriated to Grantee in Fiscal Year 2015/2016 for fulfillment of the purposes expressed in the Agreement, as determined by DEO in its sole discretion, to the extent allowable by law all calendar dates explicitly set forth in the Agreement that constitute the Agreement's term, deadlines, and requirements, shall be automatically extended by one year, except as explicitly set forth below. Periods of time (e.g. 24 hours, 90 days, 3 years, etc.) are not intended to be, nor shall they be construed to be, extended by this Amendment, except to the extent that those periods are reliant upon calendar dates that were otherwise extended by this Amendment. Additionally, requirements that are due periodically (e.g. annually, monthly, weekly, etc.) are not intended to be, nor shall they be construed to be, extended by this Amendment, except to the extent that those periods are reliant upon calendar dates that were otherwise extended by this Amendment. 2. Notwithstanding paragraph 1 above, the dates of the following requirements of the Agreement shall not be extended by this Amendment, and shall remain the same as originally agreed: a. The Agreement period, pursuant to Section I.C. b. Dates set forth in Sections 2.f. through 2.h. of Attachment 1, Scope of Work. c. Any dates set by law, or required for any audit purposes. d. The date July 1, 2014 in Section 2.e. of Attachment 1, Scope of Work. This Amendment may be executed in counterparts, any one of which need not contain the signature(s) of more than one party, but all of such counterparts taken together shall constitute one and the same agreement. 4. Section I.F.1, within the "Governing Laws" section of the Agreement, is hereby incorporated by reference as if fully restated herein. 5. AD other terms and conditions of the Agreement remain in effect. Page 1 of 2 G Packet Page -2534- 6/23/2015 16.F.11. IN WITNESS HEREOF, by signature below, the Parties agree to abide by the terms, conditions, and provisions of Agreement SL007, as amended. The Effective Date of this Amendment shag be the earlier of the date last executed or June 29, 2015. COLLIER COUNTY DEPARTMENT OF ECONOMIC OPPORTUNITY By By Signature Tim Nance Title Chairman, Board of Countuy Title Commissioners Date Date ATTEST: DWIGHT E. BROCK, Clark By: Signature Cissy Proctor Chief of Staff Approved as to form and legal sufficiency, subject only to frill and proper execution by the Parties. OFFICE OF GENERAL COUNSEL DEPARTMENT OF ECONOMIC OPPORTUNITY By: Approved Date: Page 2 of 2 Approved as to form and legality AssistIM County Attorney `s Packet Page -2535- 0 6/23/2015 16. F.11. AGREEMENT# SI.00I7 AMENDMENT NUMBER ONE TO GRANT AGREEMENT BETWEEN THE DEPARTMENT OF ECONOMIC OPPORTUNITY AND COLDER COUNTY On November 24, 2014, the State of Florida, Department of Economic Opportunity ( "DEO "), and Collier County ( "Grantee "), entered into a Grant Agreement for two million five hundred thousand dollars ($2,500,000.00). The State funds provided under the Agreement will be used in Fiscal Year ( "FY") 2014/2415 in consideration for Grantee's provision of services as set forth by the terms and conditions of the Agreement. WHEREAS, Section ILA of the Agreement provides that any amendment to the Agreement shall be in writing and executed by the Parties thereto; and WHEREAS, Grantee is unable to meet the original deliverable deadlines due to circumstances beyond its control with respect to the facilities leasing processes and the securing of qualified employees; and WHEREAS, Grantee submitted an amendment request in writing to DEO on February 25, 2015; and WHEREAS, the Parties wish to amend the Agreement as set forth herein; NOW THEREFORE, in consideration of the mutual covenants and obligations set forth herein, the receipt and sufficiency of which are hereby acknowledged, the Parties agree to amend the Agreement as follows: 1. Attachment 1 to the Agreement, "Scope of Work," is hereby deleted and replaced with the attached Attachment 1, "Scope of Work." 2, All other terms and conditions remain in effect. 3. Section I.F.1, within the "Governing Laws" section of the Agreement, is hereby incorporated by reference as if fully restated herein. [Remainder of page intentionally left blank.] _.:...; Page 1 of 14 Packet Page -2536- 6/23/2015 16.F.11. IN WITNESS HEREOF, by signature below, the Parties agree to abide by the terms, conditions, and provisions of Agreement SL007, as amended. The Effective Date of this Amendment is February 25, 2015. COLLIER COUNTY DEPARTMENT OF'E6QNOMIC OPPORTUNITY BY By Signature Signature Tim Nance Cissy Proctor Title Chairman, Board of County Title Chief of Staff Commissioners Date I15 >pproved as to farm and legality Date1 Approved as to form and legal sufficiency, subject =-` only to full and proper execution by the Parties. Assistant Cou ' Attorney � �� �. OFFICE Of GENERAL COUNSEL DEP4RTME r MIC OPPORTUNITY ATTEST, ei T E. BR Ci *rk �j lar-an'S By: Approved Date: //-.5— Page 2 of 14 Packet Page -2537- Attachment 1 SCOPE OF WORK Collier County Soft Landing Accelerator 6/23/2015 16. F.11. 1. Project Description: This project is for the establishment of a soft - landing Accelerator Network (initially consisting of two Collier County accelerators, one of which is located in Western Collier County that will provide expertise to assist burgeoning international and domestic businesses with budgeting, business plan development, formulation of marketing plans and strategies, venture funding, and distribution logistics; and the other an agribusiness - focused culinary food accelerator located in Eastern Collier County equipped with commercial kitchen equipment, food product development and testing equipment, cold food storage, and loading docks, meeting all FDA, USDA and state applicable requirements). The Accelerator Network will also provide accelerator services to any facility in the Southwest Florida Regional Five County (Collier, Lee, Charlotte, Glades, Hendry) area, where a contract or memorandum of understanding (MOU) for incubator /accelerator services has been executed, constituting Network Managed Activity. The purpose of this project is to: recruit companies into Florida that create high value employment opportunities; attract foreign direct investment; improve export opportunities for Florida companies; and build new futures for citizens who desire to stay in the region and build their own businesses. In order to establish these two accelerators, the State appropriation will be used for specialized start-up staffing, and for the leasing and improvements of the two facilities that will house the accelerators. The leased space for the soft - landing accelerator for foreign business start-up is anticipated to be up to 9,100 square feet and requires the purchase and installation of enterprise software, hardware, licenses, IT networking equipment, global conferencing equipment and furnishings. The leased space for the culinary food accelerator is anticipated to be approximately 5,000 -6,000 square feet, and requires remodeling, commercial equipment, cold food storage, fire safety, air filtration, air conditioning, code approval and furnishings. Collier County Soft Landing Accelerator funding provided by the State of Florida, Department of Economic Opportunity ( "DEO "), will be utilized for operating salaries, payroll taxes, benefits, and other payroll- related costs, facility leases, insurance, maintenance and repair, utilities, computers, servers, other computer and telecommunication equipment, printers, copiers, scanners, software, conference equipment, IT/Web /Communication costs and services, travel, conferences, dues, subscriptions, staff development (not certifications), bank charges, background checks, drug screening, safety inspections, operating licenses and permits, office supplies, shipping, printing, publishing, professional fees and expenses (legal, accounting, auditing, mentoring, and marketing), planning, design, engineering, multi - functional office furniture and fixtures, modular work and quiet areas, food product development and testing equipment, culinary and related equipment, fixtures, systems and installation, other equipment as needed and leasehold improvements, other reasonable operating costs required for program implementation and operations. Collier County intends for this project to create a financially self - sustaining program. This project is funded through: Line Item # 2256A Collier County Soft Landing Accelerator $2,500,000 SEED Page 3 of 14 Packet Page -2538- 6/23/2015 16. F.11. 2. Grantee Responsibilities: Grantee will ensure the lease of two facilities where the accelerators will be located. Grantee will send updated status reports with payment requests based on documentation supporting the need for an advance and subsequently documented soft and hard openings of the two facilities (including payroll, leasing, purchasing engineering services, permits and construction) that has occurred between July 1, 2014 and September 30, 2015, as further described herein. Grantee will: a. Be the Fiscal Agent for this Project but intends to subcontract with Economic Incubators, Inc., to serve as the Project's Administrative Entity. Grantee represents that its contractor has or will be selected in accordance with Florida law. Grantee further represents that the services of its contractor are essential to the project, and are only available if advance payment is made to the contractor. DEO does not prohibit advancement of funds by Grantee to Grantee's contractor under those conditions. 1. Costs not allowed under this Agreement include, but are not limited to, any administrative fee for Economic Incubators, Inc. 2. Grantee may temporarily invest advanced funds, but any interest income earned on such funds shall elther be returned to DEO or applied against DEO's obligation to pay under this Agreement. b. Implement all construction plans described in this agreement and provide documentation specifying the remodeling/retrofitting, permitting and fees required for each location selected, and a list of the necessary IT, office /culinary equipment and furniture for each location, as detailed in each Deliverable in Section 4. Grantee must submit a cost analysis and supporting documentation evidencing to DEO's satisfaction that any proposed leasehold improvements are allowable, reasonable, and necessary, prior to beginning work on such leasehold improvements or requesting any payment for such leasehold improvements. c. Recruit, hire, and maintain staff for functions aligned with Accelerator position descriptions, which identify the unique characteristic and requirements of staff positions, as detailed in each Deliverable in Section 4. Anticipated staff include an Executive Director who will oversee both locations, a Regional Global Soft - Landing Specialist, who will serve both locations, a Web Developer /Social Media Marketing, who will serve both locations, a Director for Immokalee & Facility Compliance, a Maintenance & Equipment Specialist, a Naples Administrative Manager, and interns. d. Ensure an effective advertising campaign, which relies on search engine optimization, internet search analytics, print, and public relations components. e. Provide invoice packages that include a cover letter signed by Bruce Register, Grantee Representative, certifying that the costs being claimed for the project: L Are specifically for this project. ii. Are for one or more of the Deliverables detailed in the Section 4 Deliverables. In addition, the final invoice package shall include documentation that the costs claimed were incurred and paid between July 1, 2014 and June 30, 2015, or were partially incurred from July 1, 2015 to September 30, 2015, that progress had begun on such costs Page 4 of 14 Packet Page -2539- 6/23/2015 16. F.11. by June 30, 2015, and identify any funds the Grantee has which are unencumbered or unobligated and need to be returned to the state. Documentation of payment shall include: 1. Copies of the cancelled checks specific to the project, or copies of checks and the corresponding bank statements; Z. The projected vs. actual budget spreadsheet; 3. Before and after photographs of the work site; and 4. A final itemized invoice for any costs still outstanding that are above the amount of funds already provided to the Grantee. The Grantee will submit quarterly and annual reports for each of the five (5) years following the execution of the Agreement, in determination of progress toward deiiverables regarding compliance with the terms of this Agreement. Such reports will provide updates on: i. The number and types of companies recruited to Florida that have created high value employment opportunities; ii. The amount of foreign direct investment generated by the project, iii. The amount and types of export opportunities realized by Florida Companies; iv. The number of entrepreneurs that stay in the region and build their own businesses as a direct result of accelerator activities; and v. Progress made towards completion of the return of benefits described in Exhibit A to this Scope of Work. g. If Grantee has not provided at least $241,000 in cash match toward this project by January 31, 2017, in fulfillment of the match requirement for FY 2014/2015, Grantee shall return to the State of Florida an amount equal to the deficient cash match amount (e.g., Grantee cash match as of June 30, 2017 equals $41,000: $241,000 - $41,000 = $200,000. Therefore, Grantee would owe the State of Florida a refund of $200,000). Any such refund due to the State of Florida shall be submitted on or before August 31, 2018. h. The Grantee understands and agrees that it will be required to return to the State of Florida all funds received pursuant to this Agreement, less any financial consequences imposed, if the project does not result in a positive return of benefits to the people of Florida (See Exhibit A to this Scope of Work). Criteria for determining a Positive Return of Benefits on State Funds are: Creation of 208 "Job Year Equivalents" as measured by one year of full time employment for one job, eligibility defined as accelerator staff, accelerator tenant employees or documented graduates of the Accelerator Network, employment in Florida. See attached Exhibit B — Positive Return of Benefits on State Funds, which constitutes an IMPLAN projection of taxes for five years. Certification in the form of a written representation and warranty, signed by an officer of the Collier County Soft Landing Accelerator and Accelerator Affiliated Entity (which is a tenant or graduate or spinoff of the Accelerator Network or any Network Managed Activity *), which identifies the number of jobs and corresponding "Job Year Equivalents" represented on any of the following: Florida UCT 6 Form, IRS Form 1099, IRS Schedule K -1 (Form 1120S or Form Page 5 of 14 Packet Page -2540- 6/23/2015 16.F.11. 1065). The certification may also identify Florida -based jobs arising from joint venture partners or participants of the Accelerator Affiliated Entity; OR ii. Demonstration of $12,500,000 of cumulative private sector capital expenditures or venture investment resulting from an Accelerator Affiliated Entity. A purchase qualifies as a capital expenditure if it has all of the following: a) the Accelerator Affiliate Entity owns or controls the asset which has a measurable future economic value; b) has an estimated useful life of greater than a minimum of 12 months; c) the item is not used for the resale directly to Accelerator Affiliated Entity's customers; and d) the item is not purchased for inventory to be used in production of the Accelerator Affiliated Entity's products. A capital expenditure is considered an asset of the Accelerator Affiliated Entity and it is, therefore, capitalized in the financial records. The following may be submitted as documentation to support capital expenditures: Internal Revenue Service (IRS) Form 4562; and /or Certification in the form of a written representation and warranty, signed by an officer of the Accelerator Affiliated Entity, identifying and verifying the capitalized expenditures showing up on their balance sheet. *Network Managed Activity means that the Accelerator Network will also provide accelerator services to any facility in the SWFL Regional Five County (Collier, Lee, Charlotte, Glades, Hendry) area, where a contract or memorandum of understanding (MOU) for incubator /accelerator services has been executed, constituting Network Managed Activity, 3. OEQ's Responsibilities: a) Monitor the ongoing activities of the Collier County Soft Landing Accelerator Program via phone calls, desk reviews of the documentation submitted for payment requests, and site visits as needed. b) Perform contract management responsibilities pursuant to the Agreement. c) Review the Grantee's invoices, described herein, and process them on a timely basis. d) Maintain paper or electronic copies of all documents submitted pursuant to Sections 4 and 5 to the extent required by law. e) Reply to reasonable inquiries from the County. f) Following the initial advance payment of $495,000.00 for operations and facilities retrofitting and commencement, DEO will only submit the fixed -price payment requests upon satisfactory documentation of completion of the deliverables for each time period described below in # 4. [Remainder of page intentionally left blank.] Page 6 of 14 Packet Page -2541- 6/23/2015 16. F.11. oehverabies: urantee agrees to proviae ine rouowmg 5erv1ces: Advance Payment Request (see Exhibit 3 to the Scope of Work): Due Date within 24 hours of Execution of the Agreement. Advance Payment Request: Request for advance payment to begin implementation of the work plan. Anticipated first 90 days cash requirements: $495,000.00 in start- up expenditures. Advance is for implementation of the Business Plan for Collier County Innovation Accelerators, as approved by the Collier County Board of County Commissioners on May 13, 2014. Work Plan: Begin site selection process for West and East Accelerator space. Review opportunities that will enhance program success. Negotiation of leases, remodeling plan approval and review of necessary state and local approvals and permits. Creation of Accelerator position descriptions-which identify the unique characteristics and requirements of staff positions. The consultant for the initial pilot will create participation documents and meet with potential clients to present the Application for Accelerator Participation, the standards for participation in the Accelerator, the Accelerator Participation Agreement, which memorializes relationships in a contractual relationship. An application review and approval committee will be established. The consultant will perform web development, and initiate marketing and fund - raising. Grantee will negotiate and contract with an Administrative Entity; Administrative Entity will begin procurement process for operations. Minimum Performance Standards In addition to the Minimum Level of Performance outlined in S.A., Grantee will submit the below documentation as confirmation that Deliverable 1 is complete within 24 hours following DEO's execution of the Agreement. At a minimum the following must be completed and backup documentation submitted in order to evidence satisfaction of the deliverable. Submittal of invoice for Advance Funding to begin implementation of Work Plan, detailed in the adjacent column. Page 7 of 14 Packet Page -2542- Total Financial Consequences In addition to Grantee returning any unobligated funds from the advance with the final invoice, failure to meet specified time criteria results in a fifty dollar ($50.00) per day financial consequence to Grantee. 6/23/2015 16. F.11. Deliverables 1— 7: Due Date as of March 31, 2015 Deliverables Minimum Performance Standards Financial Consequences 1. Site selection for West and 1. Eastern & Western Collier Failure to complete and submit East CollierCounty County Accelerator site plans. all Deliverables by March 31, as Accelerator space, review evidenced by the absence of and approval. any of the Minimum Performance Standard documentation shown for 2. Enter into lease agreement 2. Executed Western Collier for Western Collier County County Accelerator Lease Deliverables 1— 7, will result in Accelerator. Agreement. a fifty dollar ($50.00) per day financial consequence, which shall be deducted from the 3. Eastern Collier C o u n t 3. Contract or purchase order for A cc e lerator (Immokalee) design services: furnishings, Fixed Price payment for procurement of equipment, leasehold Deliverables 1- 7. design contractor: improvements, and design furnishings, equipment, and plan. leasehold improvements. Grantee must submit a cost analysis and supporting documentation evidencing to DEO's satisfaction that any proposed leasehold improvements are allowable, reasonable, and necessary, prior to beginning work on such leasehold improvements or requesting payment for Deliverables 1— 7. 4. Western Collier County 4. Public notices, press releases, Accelerator (Naples) and documentation of pilot. leasehold interest. 5. Western Collier County S. Successful Recruitment of Accelerator staff Administration Entity and acquisition of Director, hiring of Director and Administrative Assistant, Administrative Assistant (2 and intern (2 FTE and 1 FTE FTEs; plus 1 FTE Intern), as Intern). indicated by accepted letter of offer from supervisor. Page 8 of 14 Packet Page -2543- 6/23/2015 16. F.11. 6. Western Collier County '6. Statements, participant Use Minimum Performance Standards Accelerator pilot launch and Agreements, public notices 8. Notice to proceed or construction Accelerator services and press release permits or architectural drawings operational. documenting the soft - opening of improvements. Contractor 2015, as evidenced by the at transitional site of the purchase order for furnishings absence of any of the Minimum Western Collier County and equipment for Western Performance Standard . Accelerator. Statements, Collier County Accelerators. documentation shown for orders or invoices Deliverables 8 —12, will result in documenting procurement for a fifty dollar ($50.00) per day Accelerator services. 7. Review and selection of 7. Approved Administrative Administrative Entity and Entity Agreement. documentation evidencing approval of contract. Fixed Price payment for to DSO's satisfaction that Total $245,000 Deliverable 8 —12: Due Date as of June 30, 2015 Deliverables Minimum Performance Standards Financial Consequences 8. Commence Western Collier 8. Notice to proceed or construction Failure to complete and submit County Accelerator permits or architectural drawings all Deliverables by June 30, Construction and Western of improvements. Contractor 2015, as evidenced by the Collier County purchase order for furnishings absence of any of the Minimum Accelerator and equipment for Western Performance Standard . procurement of Collier County Accelerators. documentation shown for furnishings and equipment. Deliverables 8 —12, will result in a fifty dollar ($50.00) per day Grantee must submit a cost financial consequence, which analysis and supporting shall be deducted from the documentation evidencing Fixed Price payment for to DSO's satisfaction that Deliverables 8 -12. any proposed leasehold improvements are allowable, reasonable, and necessary, prior to beginning work on such leasehold improvements or requesting any payment for Deliverables 8 - 12. 9. Completion of Permit Ready 9. Statement or invoice for Construction Drawings for Permit Ready Construction Eastern Collier County Drawings for Eastern Collier Accelerator. County Accelerator and copies or electronic files of those documents. Page 9 of 14 Packet Page -2544- 6/23/2015 16.F.11. 10. Proceed with Eastern 10. Documentaion of job Minimum Performance Standards and Collier County full -time advertisement or of letter of Due Date. equivalent recruitment offer from supervisor. 13. Public notices and press process for a Director of Accelerator Ground release documenting the Ground Facilities & Compliance, a Breaking. Fulfillment of Breaking of the Eastern Collier Maintenance Specialist, and procurement of furnishings County Accelerator. Contract or an Intern. and equipment. Enter into Purchase Order for furnishings 11. Hire Web Design Developer 11. Hiring of Web Design & Social Media Marketing Developer & Social Media Eastern Collier County and 1.5 FTE Interns (2.5 Marketer and Interns Accelerator. ETE)• evidenced by accepted letter of offer from supervisor. (2.5 14. Obtain Building Permit and 14. Building Permit and FTE) construction contract for Eastern 12. Hire Regional Global Soft 12. Hiring of Regional Global Landing Specialist (1 FTE) or Soft Landing Specialist, Accelerator contractors equivalent to a evidenced by accepted letter FTE. of offer from supervisor or Total contractor's. equivalent to the FTE evidenced by a contract. (1 FTE or contractor) Total $500,000 Deliverables 13 —14: Due Date as of August 15, 2015 Deliverables Minimum Performance Standards and Financial Consequences Due Date. 13. Eastern Collier County 13. Public notices and press Failure to complete and Accelerator Ground release documenting the Ground submit all Deliverables by Breaking. Fulfillment of Breaking of the Eastern Collier August 15, 2015, as procurement of furnishings County Accelerator. Contract or evidenced by the absence and equipment. Enter into Purchase Order for furnishings of any of the Minimum lease agreement for and equipment. Eastern Collier Performance Standard Eastern Collier County County Accelerator lease documentation shown for Accelerator. agreement. Deliverables 13 —14, will result in a fifty dollar ($50.00) per day financial 14. Obtain Building Permit and 14. Building Permit and construction contract(s) for construction contract for Eastern consequence, which shall E a s t e r n Collier County Collier County Accelerator. be deducted from the Fixed Accelerator Price payment for Deliverables 13 - 14. Total $660,000 Page 10 of 14 Packet Page -2545- 6/23/2015 16. F.11. Deliverables 15 —19: Due Date no later than September 30, 2015 with all invoices submitted no later than September, 15, 2015. Deliverables Minimum Performance Standards Financial Consequences 15. Site Preparation 15. Certificate of occupancy, Subject to the discretion of Construction and Grand- public notices and press release DEO, in the event Opening of Eastern Collier documenting the Grand Opening consideration of Grantee's County Accelerator. of the Eastern Collier County explanation for any failure (Immokalee) Accelerator. to meet specified time criteria be unaccepted, the failure shall result in a $5,000 financial consequence per Deliverable. 16. Western Collier County 16. Public notices, marketing, and Accelerator Grand Opening press release materials documenting and complete leasehold the Grand Opening of the Western improvements. Collier County Accelerator and contract or purchase order leasehold improvements. 17. Complete recruitment of 1 17. Recruitment of 1 FTE Eastern FTE Eastern Collier County Collier County Accelerator Intern Accelerator Intern. as evidenced by an accepted letter of offer from supervisor . 18. Complete recruitment of 18. Hiring of Eastern Collier the Eastern Collier County County Accelerator Director of Accelerator Director of Facilities & Compliance as Facilities & Compliance. (1 evidenced by letter of offer from FTE) supervisor. (1 FTE) 19. Complete recruitment of 19. Hiring of Eastern Collier the Eastern Collier County County Accelerator Maintenance Accelerator Maintenance Specialist as evidenced by Specialist. (1 FTE) accepted letter of offer from supervisor or supervisor and employee signed time sheets for all personnel. (1 FTE) Total $600,000 S. Invoice Submittal and Payment Schedule: All invoices shall denote the Deliverables being claimed and the relevant time period for those Deliverables. The invoice for the Advance shall include a summary of what the Advance Funding is being requested for, and the invoices for the remainder for the Deliverables shall include a summary of the accomplishments for the Deliverables claimed on that invoice, for the relevant time period. However, the final invoice for payment must be received by DEO by September 15, 2015. Page 11 of 14 Packet Page -2546- 6/23/2015 16. F.11. The following documents shad be submitted with the invoice: A. Advance Payment: Minimum Level of Performance i. A cover letter signed by Collier County Project Representative Bruce Register certifying that the Advance Funding is specifically to implement the Collier County Accelerator Business Plan (as explained in the Work Plan Deliverable under Section 4. of this Agreement) that was approved by the Collier County Commission on May 13, 2014; and ii. A projected budget spreadsheet. B. Deliverables 1 - 7: Minimum Level of Performance (in addition to the documents submitted with the itemized invoice): L A cover letter signed by Grantee Representative Bruce Register, including the date of completion, certifying that the deliverables being claimed in the invoice package are specifically for the project represented to the state in the budget appropriation, including a certified statement for the project that all Deliverables being claimed for the relevant time period were completed as specified in the Minimum Performance Standards column of Deliverables 1- 7 under Section 4. of this Agreement; and ii. Before and after photographs of the work sites. C. Deliverables 8 -12: Minimum Level of Performance (in addition to the documents submitted with the itemized invoice): L A cover letter signed by Grantee Representative Bruce Register, including the date of completion, certifying that the deliverables being claimed in the invoice package are specifically for the project represented to the state in the budget appropriation, including a certified statement for the project that all Deliverables being claimed for the relevant time period were completed as specified in the Minimum Performance Standards column of Deliverables 8 -12 under Section 4. of this Agreement; and ii. Before and after photographs of the work sites. D. Deliverables 13 - 14: Minimum Level of Performance (in addition to the documents submitted with the itemized invoice): 1. A cover letter signed by Grantee Representative Bruce Register, including the date of completion, certifying that the deliverables being claimed in the invoice package are specifically for the project represented to the state in the budget appropriation, including a certified statement for the project that all Deliverables being claimed for the relevant time period were completed as specified in the Minimum Performance Standards column of Deliverables 13 -14 under Section 4. of this Agreement; and ii. Before and after photographs of the work sites. E. Deliverables 15 - 19: Minimum Level of Performance (in addition to the documents submitted with the itemized invoice): i. A cover letter signed by Collier County Representative Bruce Register certifying that the deliverables being claimed in the invoice package are specifically for the project represented to the state in the budget appropriation, including a certified statement for the project that Deliverables 15 — 19 were completed as specified in the Minimum Performance Standards column of the relevant time frame under Section 4. of this Agreement; ii. The projected budget vs. actual budgetspreadsheet; iii. Before and after photographs of the work sites; Page 12 of 14 Packet Page -2547- 6/23/2015 16. F.11. iv. Copies of the cancelled checks specific to the project or copies of checks and the corresponding bank statements; v. A final itemized invoice for any costs still outstanding that are above the amount of funds already provided to the Grantee; and vi. A spreadsheet that clearly shows the names of all personnel that were paid by this project, the amount of hours each person claimed against this project and the total amount they were paid for work on this project. This spreadsheet shall be supported by signed and approved time sheets for all hours claimed against this project, whether an FTE or a contractor. In order for costs to be allowable, DEO must be able to time the names of all personnel back to an accepted letter of offer or a contract, whichever is applicable. The State may require any other information from Grantee that the State deems necessary to verify that the services have been rendered under the Agreement. All documentation necessary to support payment requests must be submitted with Grantee's invoice for DEO's review. 6. Final Reconciliation: DEO agrees to disburse funds under this Agreement in accordance with the above. The amounts specified do not establish the value of the particular deliverables. In accordance with Section I.F.11, Funding Requirements of section 215.971, F.S., of this Agreement, Grantee's entitlement to retain funds paid by DEO is dependent upon the amount of allowable costs incurred and expended by Grantee in carrying out the Project. 7. Financial Consequences for Failure to Timely and Satisfactorily Perform: Failure to complete all deliverables in accordance with the requirements of this Agreement, and in particular, as specified above in Section 4, Deliverables, will result in assessment by DEO of the specified financial consequences. If the Parties agree to a corrective action plan, the plan shall specify the applicable financial consequences to be applied after the effective date of the corrective action plan. This provision for financial consequences shall in no manner affect DEO's right to terminate the Agreement as provided elsewhere in DEO's Core Agreement. S. Notification of Instances of Fraud: Instances of Grantee operational fraud or criminal activities shall be reported to DEO's Agreement Manager within twenty -four (24) chronological hours. 9. Grantee's Responsibilities upon Termination: If DEO issues a Notice of Termination to Grantee, except as otherwise specified by DEO in that notice, the Grantee shall: a. Stop work under this Agreement on the date and to the extent specified in the notice. b. Complete performance of such part of the work as shall not have been terminated by DEO. c. Take such action as may be necessary, or as DEO may specify, to protect and preserve any property which is in the possession of Grantee and in which DEO has or may acquire an interest. d. Upon the effective date of termination of this Agreement, Grantee shall transfer, assign, and make available to the DEO all property and materials belonging to DEO. No extra compensation will be paid to Grantee for its services in connection with such transfer or assignment. Page 13 of 14 Packet Page -2548- 6/23/2015 16.F.11. 10. Non - Discrimination: Grantee shall not discriminate unlawfully against any individual employed in the performance of this Agreement because of race, religion, color, sex, physical handicap unrelated to such person's ability to engage in this work, national origin, ancestry, or age. Grantee shall provide a harassment -free workplace, with any allegation of harassment to be given priority attention and action. 11. Equipment Disposition: a. Pursuant to Section I.Q.7 of this Agreement ( "Nonexpendable Property"), upon termination of the Agreement period, Grantee is authorized to retain ownership of any nonexpendable property purchased under this Agreement; however, Grantee hereby grants to DEO a right of first refusal in all such property, and prior to disposition of any such property during its depreciable life, in accordance with the depreciation schedule in use by Grantee, Grantee shall provide written notice of any such planned disposition and await DEO's response prior to disposing of the property. "Disposition" as used herein, shall include, but is not limited to, Grantee no longer using the nonexpendable property for the uses defined herein, the sale, exchange, transfer, trade -in, or disposal of any such nonexpendable property, or closure of Grantee's operations. DEO, in its sole discretion, may require Grantee to refund to DEO the fair market value of the nonexpendable property, taking into consideration the fair value depreciation of the property, rather than taking possession of the nonexpendable property. b. To the extent that any improvements are made to leased real property, in whole or in part, from funding provided under this Agreement, the said real property must be used for the purposes provided in this Agreement for at least 5 years from June 30, 2015. If within five (5) years of June 30, 2015 Grantee will no longer use the said real property for the purposes provided in this Agreement, Grantee shall notify DEO in writing of the circumstances that will result in the non- authorized use upon learning of it, but no later than thirty (30) days prior to the non - authorized use occurring. In such event, DEO shall have the right, within Its sole discretion, to demand reimbursement of part or all of the funding provided to Grantee under this Agreement for such improvements to real property. - End of Attachment I (Scope of Work) Page 14 of 14 Packet Page -2549- 6/23/2015 16. F.11. Agreement # SL007 GRANT' AGREEMENT STATE OF FLORIDA DEPARTMENT OF ECONOMIC OPPORTUNITY THIS GRANT AGREEMENT ( "Agreement") is made and entered into by and between the State of Florida, Department of Economic Opportunity ( "DEO "), and Collier County, a political subdivision of the State of Florida ( "Grantee "). DEO and Grantee are sometimes referred to herein individually as a "Party" and collectively as "the Parties." I. GRANTEE AGREES: A. Attachment 1, Scope of Work: Grantee agrees to provide the goods and /or services in accordance with the conditions and criteria specified herein, and in Attachment 1, Scope of Work. B. Type of Agreement: This Agreement is a fixed price agreement. C. Agreement Period: This Agreement shall take effect upon the date on which the last Party signs. The term of this Agreement begins on July 1, 2014 and ends on June 30, 2019. Notwithstanding the term of the Agreement, all work for which Grantee may invoice under this Agreement must be begun by no later than June 30, 2015 and completed on or before September 30, 2015. DEO shall not be obligated to pay for costs incurred by Grantee related to this Agreement prior to its beginning date or after its ending date. Grantee acknowledges that while no extension of this Agreement is contemplated, if an extension is necessary due to events beyond the control of Grantee, any consideration of an extension will be subject to the availability of funds and further conditioned upon Grantee's satisfactory performance of all duties and obligations hereunder, as determined by DEC. D. Agreement Payment: This Agreement shall not exceed $2,500,000 which shall be paid by DEC in consideration for Grantee's provision of services as set forth by the terms and conditions of this Agreement. The State of Florida and DEO's performance and obligation to pay under this Agreement is contingent upon an annual appropriation by the Legislature. DEO shall be the final authority as to the availability of funds for this Agreement, and as to what constitutes an "annual appropriation" of funds to complete this Agreement. If such funds are not appropriated or available for the Agreement purpose, such event will not constitute a default on DEO or the State. DEO agrees to notify Grantee in writing at the earliest possible time if funds are not appropriated or available. The cost for services rendered under any other Agreement or to be paid from any other source is not eligible for reimbursement under this Agreement. Version date: 07/01/2014 (State Subrecipient General Appropriations Act Directives Template) Packet Page -2550- , 6/23/2015 16. F.11. E. Requirements of paragraphs (a) — (i) of subsection 287.058(1), Florida Statutes (F.S.): 1. Grantee shall submit bills for fees or other compensation for services or expenses in sufficient detail for a proper pre -audit and post -audit thereof. 2. If travel expenses are authorized, Grantee shall submit bills for such travel expenses and shall be reimbursed only in accordance with section 112.061, F.S. 3. Grantee shall allow public access to all documents, papers, letters or other materials made or received by Grantee in conjunction with this Agreement, unless the records are exempt from section 24(a) of Article 1 of the State Constitution and section 119.07(1), F.S. It is expressly understood that DEO may unilaterally cancel this Agreement for Grantee's refusal to comply with this provision. 4. Grantee shall perform all tasks contained in Attachment 1, Scope of Work 5. Receipt by Grantee of DEO's written acceptance of the units of deliverables specified herein is a condition precedent to payment under this Agreement and is contingent upon Grantee's compliance with the specified performance measure (i.e., each deliverable .must satisfy at least the minimum acceptable level of service specified in the Scope of Work and DEO shall apply the applicable criteria stated in the Scope of Work to determine satisfactory completion of each deliverable). 6. Grantee shall comply with the criteria and final date by which such criteria must be met for completion of this Agreement. 7. Renewal: This Agreement may not be renewed. S. If Grantee fails to perform in accordance with the Agreement, DEO shall apply the financial consequences specified herein. 4. Unless otherwise agreed in writing, intellectual property rights to preexisting property will remain with Grantee; whereas, intellectual property rights to all property created or otherwise developed by Grantee specifically for DEO will be owned by the State of Florida through DEO. Proceeds derived from the sale, licensing, marketing or other authorization related to any such DEO- controlled intellectual property right shall be handled in the manner specified by applicable state statute. F. Governing Laws of the State of Florida: Grantee agrees that this Agreement is executed and entered into in the State of Florida, and shall be construed, performed, and enforced in all respects in accordance with the laws, rules, and regulations of the State of Florida. Each Party shall perform its obligations herein in accordance with the terms and conditions of the Agreement. Without limiting the provisions of Section II.D., Dispute Resolution, the exclusive venue of any legal or equitable action that arises out of or relates to the Agreement shall be the appropriate state court in Leon County, Florida; in any such action, the Parties waive any right to jury trial. Version date: 07/01/2014 (State Subrecipient General Appropriations Act Directives Template) 3� Packet Page - 2551 -..� 6/23/2015 16.F.11. 2. Grantee agrees that it is in compliance with the rules for e- procurement. as directed by Rule 60A- 1.030, F.A.C. and that if applicable, will maintain eligibility for this Agreement through the MyFloridaMarketplace.com system. 3. DEO shall ensure compliance with section 11.062, F.S., and section 216.347, F.S. Grantee shall not, in connection with this or any other agreement with the State, directly or Indirectly: (1) offer, confer, or agree to confer any pecuniary benefit on anyone as consideration for any State officer or employee's decision, opinion, recommendation, vote, other exercise of discretion, or violation of a known legal duty; or (2) offer, give, or agree to give to anyone any gratuity for the benefit of, or at the direction or request of, any State officer or employee. For purposes of clause (2), "gratuity" means any payment of more than nominal monetary value in the form of cash, travel, entertainment, gifts, meals, lodging, loans, subscriptions, advances, deposits of money, services, employment, or contracts of any kind. Upon request of DEO's Inspector General, or other authorized State official, Grantee shall provide any type of information the Inspector General deems relevant to Grantee's integrity or responsibility. Such information may include, but shall not be limited to, Grantee's business or financial records, documents, or files of any type or farm that refer to or relate to this Agreement. Grantee shall retain such records in accordance with the record retention requirements of Part V of Attachment 2, Audit Requirements. 4. Grantee agrees to reimburse the State for the reasonable costs of investigation incurred by the Inspector General or other authorized State official for investigations of Grantee's compliance with the terms of this or any other agreement between Grantee and the State which results in the suspension or debarment of Grantee. Such costs shall include, but shall not be limited to: salaries of investigators, including overtime; travel and lodging expenses; and expert witness and documentary fees. Grantee shall not be responsible for any costs of investigations that do not result in Grantee's suspension or debarment. 5. Public Entity Crime: Pursuant to section 287.133(2)(a), F.S., a person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a bid, proposal, or reply on an agreement to provide any goods or services to a public entity; may not submit a bid, proposal, or reply on an agreement with a public entity for the construction or repair of a public building or public work; may not submit bids, proposals, or replies on leases of real property to a public entity; may not be awarded or perform work as a Grantee, supplier, subcontractor or consultant under an agreement: with any public entity and may not transact business with any public entity in excess of the threshold amount provided In section 287.017, F.S., for Category Two for a period of thirty- six (36) months from the date of being placed on the convicted vendor list. 6. Advertising: Subject to chapter 119, F.S., Grantee shall not publicly disseminate any information concerning this Agreement without prior written approval from DEO, Including, but not limited to mentioning this Agreement in a press release or other promotional material, identifying DEO or the State as a reference, or otherwise linking Grantee's name and either a description of the Agreement or the name of DEO or the State in any material published, either in print or electronically, to any entity that Is not a Party to this Agreement, except potential or actual authorized distributors, dealers, reseliers, or service representatives. 3 Version date: 07/01/2014 (State Subrecipient General Appropriations Act Directives Template) Packet Page -2552- 6/23/2015 16. F.11. 7. Sponsorship: As required by section 286.25, F.S., if Grantee is a nongovernmental organization which sponsors a program financed wholly or in part by state funds, including any funds obtained through this Agreement, it shall, in publicizing, advertising, or describing the sponsorship of the program, state: "Sponsored by (Grantee's name) and the State of Florida, Department of Economic Opportunity." If the sponsorship reference is in written material, the words "State of Florida, Department of Economic Opportunity" shall appear in the same size letters or type as the name of the organization. 8. Mandatory Disclosure Requirements: a. Conflict of Interest: This Agreement is subject to chapter 112, F.S. Grantee shall disclose the name of any officer, director, employee, or other agent who is also an employee of the State. Grantee shall also disclose the name of any State employee who owns, directly or indirectly, more than a five percent (5%) interest in Grantee or its affiliates. b. Convicted Vendors: Grantee shall disclose to DEO if they are on the convicted vendor list. A person or affiliate placed on the convicted vendor list following a conviction for a public entity crime is prohibited from doing any of the activities listed in Section I.F.1.e. above for a period of thirty —six (36) months from the date of being placed on the convicted vendor list. c. Vendors on Scrutinized Companies Lists: If this Agreement is in the amount of $1 million or more, in executing this Agreement, Grantee certifies that it is not listed on either the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, created pursuant to section 215.473, F.S. 1) Pursuant to section 287.135(5), F.S., DEO may immediately terminate this Agreement for cause If Grantee is found to have submitted a false certification or if Grantee is placed on the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List during the term of the Agreement. 2) If DEO determines that Grantee has submitted a false certification, DEO will provide written notice to Grantee. Unless Grantee demonstrates in writing, within ninety (90) days of receipt of the notice, that DEO's determination of false certification was made in error, DEO shall bring a civil action against Grantee. If DEO's determination is upheld, a civil penalty equal to the greater of $2 million or twice the amount of this Agreement shall be imposed on Grantee, and Grantee will be ineligible to bid on any Agreement with an agency or local governmental entity for three (3) years after the date of DEO's determination of false certification by the Grantee. 3) In the event that federal law ceases to authorize the states to adopt and enforce the contracting prohibition identified herein, this provision shall be null and void. d. Discriminatory Vendors: Grantee shall disclose to DEO if they appear on the discriminatory vendor list. An entity or affiliate placed on the discriminatory vendor list pursuant to section 287.134, F.S. may not: Version date: 07/01/2014 (State Subrecipient General Appropriations Act Directives Template) Packet Page -2553- 6/23/2015 16.F. 11. 1) Submit a bid on an agreement to provide any goods or services to a public entity; 2) Submit a bid on an agreement with a public entity for the construction or repair of a public building or public work; 3) Submit bids on leases of real property to a public entity; or 4) Be awarded or perform work as a Grantee, supplier, sub - Grantee, or consultant under an agreement with any public entity; or transact business with any public entity. 9. Abuse, Neglect, and Exploitation Incident Reporting: In compliance with sections 39.201 and 415.1034, F.S., an employee of Grantee who knows or has reasonable cause to suspect that a child, aged person, or disabled adult is or has been abused, neglected, or exploited shall immediately report such knowledge or suspicion to the Florida Abuse Hotline by calling 1- 800- 96ABUSE, or via the web reporting option at htto: //www.dcf.state.fl.us /abuse /report/, or via fax at 1- 800 - 914 -0004. 10. Information Release: a. DEO does not endorse any Grantee, commodity, or service. No public disclosure or news release pertaining to this Agreement shall be made without the prior written approval of DEO. Grantee -is prohibited from using Agreement information, sales values /volumes and /or DEO customers in sales brochures or other promotions, including press releases, unless prior written approval is obtained from DEO. b. Grantee acknowledges that DEO is subject to the provisions of chapter 119, F.S., relating to public records and that reports, invoices, and other documents Grantee submits to DEO under this Agreement may constitute public .records under Florida Statutes. Grantee shall cooperate with DEO regarding DEO's efforts to comply with the requirements of chapter 119, F.S. c. If Grantee submits records to DEO that are confidential and exempt from public disclosure as trade secrets or proprietary confidential business information, such records should be identified as such by Grantee prior to submittal to DEO. Fallure to identify the legal basis for each exemption from the requirements of chapter 119, F.S., prior to submittal of the record to DEO serves as Grantee's waiver of a claim of exemption. d. Grantee shall allow public access to all records made or received by Grantee in conjunction with this Agreement, unless the records are exempt from section 24(a) of Article I of the State Constitution and section 119.07(1), F.S. In accordance with chapter 119 F.S., Grantee shall be responsible for responding to all public records requests per the cost structure provided for records made or received by Grantee in conjunction with this Agreement. Version date: 07/01/2014 (State Subrecipient General Appropriations Act Directives Template) v Packet Page -2554- 6/23/2015 16. F.11. e. Grantee must notify DEO, both by e-mail and first class mail, within one (1) business day from receipt of all request(s) for public records, as a public record is defined in section 119.011, F.S. Notice of public records requests received by the Grantee shall be e- mailed to PRRequest0deo.mvflorida.com and mailed to: Public Records Coordinator Department of Economic Opportunity 107 East Madison Street Tallahassee, Florida 32399 Office: (850) 245 -7140 Grantee shall notify DEO verbally within twenty -four (24) chronological hours and in writing within seventy -two (72) chronological hours if any data in Grantee's possession related to this Agreement is subpoenaed or improperly used, copied, or removed (except in the ordinary course of business) by anyone except an authorized representative of DEO. Grantee shall cooperate with DIED in taking all steps as DEO deems advisable to prevent misuse, regain possession, and /or otherwise protect the State's rights and the data subject's privacy. 11. Funding Requirements of Section 215.971(1), F.S.: a. Grantee and its subcontractors may only expend funding under this Agreement for allowable costs resulting from obligations incurred during the Agreement period. b. Grantee shall refund to DEO any balance of unobligated funds which has been advanced or paid to Grantee. c. Grantee shall refund to DEO all funds paid in excess of the amount to which Grantee or its subcontractors are entitled under the terms and conditions of the Agreement. G. Grantee Payments: 1. Grantee will provide DEO's Agreement Manager invoices in accordance with the requirements of the State of Florida Guide for State Expenditures (http:J /www.myfloridacfo com /aadir/refergnce wide/) with detail sufficient for a proper pre -audit and post -audit thereof. Invoices must also comply with the following: a. Invoices must be legible and must clearly reflect the goods /services that were provided in accordance with the terms of the Agreement for the invoice period. Payment does not become due under the Agreement until the invoiced deliverables) and any required report(s) are approved and accepted by DEO. b. Invoices must contain the Grantee's name, address, federal employer identification number or other applicable Grantee identification number, the Agreement number, the invoice number, and the invoice period. DEO or the State may require any additional information from Grantee that DEO or the State deems necessary to process an invoice. c. Invoices must be submitted in accordance with the time requirements specified in the Scope of Work. Version date: 07/01/2014 (State Subrecipient General Appropriations Act Directives Template) Packet Page -2555- _ _. 00D 6/23/2015 16. F.11. 2. At DSO's or the State's option, Grantee may be required to invoice electronically pursuant to guidelines of the Department of Management Services. Current guidelines require that Grantee supply electronic invoices In lieu of paper -based invoices for those transactions processed through the system. Electronic invoices shall be submitted to DEO's Agreement Manager through the Arlba Supplier Network (ASN) in one of the following mechanisms — EDI 810, cXML, or web -based invoice entry within the ASN. 3. Payment shall be made in accordance with sections 215.422 and 287.0585, F.S., which govern time limits for payment of invoices. Section 215.422, FS., provides that agencies have five (5) working days to inspect and approve goods and services unless the solicitation documents or the Agreement Scope of Work specify otherwise. DEO has twenty (20) days to deliver a request for payment (voucher) to the Department of Financial Services. The twenty (20) days are measured from the latter of the date the invoice is received or the goods or services are received, inspected and approved. The Scope of Work may specify conditions for retainage. Invoices returned to a Grantee due to preparation errors will result in a delay of payment. Invoice payment requirements do not start until a properly completed invoice is provided to DEO. DEO is responsible for all payments under the Agreement. 4. Section 55.03(1), F.S., identifies the process applicable to the determination of the rate of interest payable on judgments and decrees, and pursuant to section 215.422(3)(b), F.S., this same process applies to the determination of the rate of interest applicable to late payments to vendors for goods and services purchased by the State and for contracts which do not specify a rate of interest. The applicable rate of interest is published at: http:// www. mvfioridacto .comLaadirlinterest.htm H. Final Invoice: Grantee shall submit the final invoice for payment to DEO no later than September 15, 2015. if Grantee fails to do so, all rights to payment are forfeited and DEO will not honor any requests submitted after this time period. I. Return or Recoupment of Funds: 1. Grantee shall return to DEO any overpayments due to unearned funds or funds disallowed pursuant to the terms of this Agreement that were disbursed to Grantee by DEO. In the event that Grantee or Its independent auditor discovers that overpayment has been made, Grantee shall repay said overpayment within forty (40) calendar days without prior notification from DEO. In the event that DEO first discovers an overpayment has been made, DEO will notify Grantee by letter. Should repayment not be made in a timely manner, DEO shall be entitled to charge interest at the lawful rate of interest on the outstanding bi lance beginning forty (40) calendar days after the date of notification or discovery. Refunds should be sent to DSO's Agreement Manager, and made payable to the "Department of Economic Opportunity." 2. If authorized and approved (Attachment 4 — Approved Advance Funding Letter), Grantee may be provided an advance as part of this Agreement. 7 Version date: 07/01/2014 (State Subrecipient General Appropriations Act Directives Template) Packet Page -2556- 6/23/2015 16.F.11. Notwithstanding the damages limitations of Section II.F., if Grantee's non - compliance with any provision of the Agreement results in additional cost or monetary loss to DEO or the State of Florida, DEO can recoup that cost or loss from monies owed to Grantee under this Agreement or any other Agreement between Grantee and any State entity. In the event that the discovery of this cost or loss arises when no monies are available under this Agreement or any other Agreement between Grantee and any State entity, Grantee will repay such cost or loss in full to DEO within thirty (30) days of the date of notice of the amount owed, unless the Department agrees, in writing, to an alternative timeframe. J. Vendor Ombudsman: A Vendor Ombudsman has been established within the Department of Financial Services. The duties of this individual include acting as an advocate for vendors who may be experiencing problems in obtaining timely payment(s) from a state agency. The Vendor Ombudsman may be contacted at (850) 413 -5516 or by calling the Chief Financial Officer's Hotline, (800) 342 -2762. K. Audits and Records: 1. Representatives of DEO, the Chief Financial Officer of the State of Florida, the Auditor General of the State of Florida, the Florida Office of Program Policy Analysis and Government Accountability or representatives of the federal government and their duly authorized representatives shall have access to any of Grantee's books, documents, papers, and records, including electronic storage media, as they may relate to this Agreement, for the purposes of conducting audits or examinations or making excerpts or transcriptions. 2. Grantee shall maintain books, records, and documents in accordance with generally accepted accounting procedures and practices which sufficiently and property reflect all expenditures of funds provided by DEO under this Agreement. 3. Grantee will provide a financial and compliance audit to DEO, if applicable, and ensure that all related party transactions are disclosed to the auditor. 4. Grantee shall retain all Grantee records, financial records, supporting documents, statistical records, and any other documents (including . electronic storage media) pertinent to this Agreement in accordance with the record retention requirements of Part V of Attachment 2, Audit Requirements. Grantee shall cooperate with DEO to facilitate the duplication and transfer of such records or documents upon request of DEO. S. Grantee shall transfer, at no cost to DEO, all public records upon completion or termination of this Agreement, and destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. All electronic records shall be provided to DEO in a DEO- compatible format. 6. Grantee shall include the aforementioned audit and record keeping requirements in all approved subreciplent subcontracts and assignments. 7. Within sixty (60) days of the close of Grantee's fiscal year, on an annual basis, Grantee shall electronically submit a completed Audit Compliance Certification (a version of this certification is attached hereto as Attachment 3) to audrtPdeo.mvflorida cam. Grantee's 8 Version date: 07/01/2014 (State Subrecipient General Appropriations Act Directives Template) V -- Packet Page - 2557 - - °` 6/23/2015 16. F.11. timely submittal of one completed Audit Compliance Certification for each applicable fiscal year will fulfill this requirement within all agreements (e.g., contracts, grants, memorandums of understanding, memorandums of agreement, economic incentive award agreements, etc.) between DEO and Grantee. L. Employment Eligibility Verification 1. Executive Order 11 -116, signed May 27, 2011, by the Governor of Florida, requires DEO contracts in excess of nominal value to expressly require Grantee to: a. Utilize the U.S. Department of Homeland Security's E- Verify system to verify( the employment eligibility of all new employees hired by Grantee during the Agreement term; and, b. Include in all subcontracts under this Agreement, the requirement that subcontractors performing work or providing services pursuant to this Agreement utilize the E- Verify system to verify the employment eligibility of all new employees hired by the subcontractor during the term of the subcontract. 2. E- Verify is an Internet -based system that allows an employer, using information reported on an employee's Form 1 -9, Employment Eligibility Verification, to determine the eligibility of all new employees hired to work in the United States after the effective date of the required Memorandum of Understanding (MOU); the responsibilities and elections of federal contractors, however, may vary, as stated in Article II.D.l.c. of the MOU. There is no charge to employers to use E- Verify. The Department of Homeland Security's E- Verify system can be found at: htto:/ twww .dhs.jzoy„(filelproerams /g_c, 1185221E78150.shtm 3. If Grantee does not have an E- Verify MOU in effect, Grantee must enroll in the E- Verify system prior to hiring any new employee after the effective date of this Agreement. M. Duty of Continuing Disclosure of Legal Proceedings: 1. Prior to execution of this Agreement, Grantee must disclose all prior or on -going civil or criminal litigation, investigations, arbitration or administrative proceedings (Proceedings) involving Grantee (and each subcontractor) in a written statement to DEO's Agreement Manager. Thereafter, Grantee has a continuing duty to promptly disclose all Proceedings upon occurrence. 2. This duty of disclosure applies to Grantee's or subcontractor's officers and directors when any Proceeding relates to the officer or director's business or financial activities. Details of settlements that are prevented from disclosure by the terms of the settlement may be annotated as such. 3. Grantee shall promptly notify DEO's Agreement Manager of any Proceeding relating to or affecting the Grantee's or subcontractor's business. If the existence of such Proceeding causes the State concern that the Grantee's ability or willingness to perform the Agreement 9 Version date: 07/01/2014 (State Subrecipient General Appropriations Act Directives Template) Packet Page -2558- 6/23/2015 16. F.11. is jeopardized, Grantee shall be required to provide DEO's Agreement Manager all reasonable assurances requested by DEO to demonstrate that: Grantee will be able to perform the Agreement in accordance with its terms and conditions; and, b. Grantee and /or its employees, agents, or subcontractor(s) have not and will not engage in conduct in performing services for DEO which is similar in nature to the conduct alleged in such Proceeding. N. Assignments and Subcontracts: 1. Grantee agrees to neither assign the responsibility for this Agreement to another party nor subcontract for any of the work contemplated under this Agreement without prior written approval of DEO. Any sublicense, assignment, or transfer occurring without the prior approval of DEO, shall be null and void. 2. Grantee agrees to be responsible for all work performed and all expenses incurred In fulfilling the obligations of this Agreement. If DEO permits Grantee to subcontract all or part of the work contemplated under this Agreement, including entering into subcontracts with vendors for services and commodities, it Is understood by Grantee that all such subcontract arrangements shall be evidenced by a written document subject to prior review and comment by DEO. Such review of the written subcontract document by DEO will be limited to a determination of whether or not subcontracting is permissible and the inclusion of applicable terms and conditions of this Agreement. Grantee further agrees that DEO shall not be liable to the subcontractor for any expenses or liabilities incurred under the subcontract and Grantee shall be solely liable to the subcontractor for all expenses and liabilities incurred under the subcontract. Grantee, at its expense, will defend DEO against such claims. 3. Grantee agrees that all Grantee employees, subcontractors, or agents performing work under the Agreement shall be properly trained technicians who meet or exceed any specified training qualifications. Upon request, Grantee shall furnish a copy of technical certification or other proof of qualification. All employees, subcontractors, or agents performing work under the Agreement must comply with all security and administrative requirements of DEO. DEO may conduct, and Grantee shall cooperate in, a security background check or otherwise assess any employee, subcontractor, or agent furnished by Grantee. DEO may refuse access to, or require replacement of, any personnel for cause, including, but not limited to, technical or training qualifications, quality of work, change in security status, or non- compliance with DEO's security or other requirements. Such refusal shall not relieve Grantee of its obligation to perform all work in compliance with the Agreement. DEO may.reject and bar from any facility for cause any of Grantee's employees, subcontractors, or agents. 4. Grantee agrees that the State of Florida shall at all times be entitled to assign or transfer its rights, duties, or obligations under this Agreement to another governmental agency in the State of Florida, upon giving prior written notice to Grantee. In the event the State of Florida approves transfer of Grantee's obligations, Grantee remains responsible for all work performed and all expenses incurred in connection with the Agreement. In addition, this 10 Version date: 07/01/2014 (State Subrecipient General Appropriations Act Directives Template) _._ ..... _. Packet Page -2559- 6/23/2015 16. F.11. Agreement shall bind the successors, assigns, and legal representatives of Grantee and of any legal entity that succeeds to the obligations of the State of Florida. 5. Grantee agrees to make payments to the subcontractor within seven (7) working days after receipt of full or partial payments from DEO in accordance with section 287.0585, F.S., unless otherwise stated in the Agreement between Grantee and subcontractor. Grantee's failure to pay its subcontractors within seven (7) working days will result in a penalty charged against Grantee and paid to the subcontractor In the amount of one -half of one (1) percent of the amount due per day from the expiration of the period allowed herein for payment. Such penalty shall be in addition to actual payments owed and shall not exceed fifteen (15) percent of the outstanding balance due. 6. Grantee shall provide a monthly Minority and Service- Disabled Veteran Business Enterprise Report summarizing the participation of certified and non - certified minority and se!rvice- disabled veteran subcontractors /material suppliers for the current month, and project to date. The report shall include the names, addresses and dollar amount of each certified and non - certified Minority Business Enterprise and Service - Disabled Veteran Enterprise participant and a copy must be forwarded to DEO's Agreement Manager. The Office of Supplier Diversity at (850) 487 -0915 will assist in furnishing names of qualified minorities. DEO's Minority Coordinator at (850) 245 -7260 will assist with questions and answers. 7. DEO shall retain the right to reject any of Grantee's or subcontractor's employees whose qualifications or performance, in DEO's judgment, are insufficient. O. Purchasing: 1. Prison Rehabilitative industries and Diversified Enterprises, Inc. (PRIDE): in accordance with section 946.515(6), F. S., if a product or service required for the performance of this Agreement is certified by or is available from PRIDE and has been approved in accordance with section 946.515(2), F. S., the following statement applies: It is expressly understood and agreed that any articles which are the subject of, or required to carry out, this Agreement shall be purchased from the corporation identified under chapter 946, F. S., in the same manner and under the same procedures set forth in section 946.515(2) and (4), F. S.; and for purposes of this Agreement the person, firm or other business entity carrying out the provisions of this Agreement shall be deemed to be substituted for this agency insofar as dealings with such corporation are concerned. The above clause is not applicable to subcontractors unless otherwise required by law. Additional information about PRIDE and the 'products it offers is available at http: ll www. p r i d e-e n to r p r ises. o rg. Z. Products Available from the Blind or Other Handicapped (RESPECT): In accordance with section 413.036(3), F.S., if a product or service required for the performance of this Agreement Is on the procurement list established pursuant to section 413.035(2), F.S., the following statement applies: 11 Version date: 07/01/2014 (State Subrecipient General Appropriations Act Directives Template) Packet Page -2560- tY`'; 6/23/2015 16. F.11. It is expressly understood and agreed that any articles that are the subject of, or required to carry out, this Agreement shall be purchased from a nonprofit agency for the blind or for the severely handicapped that is qualified pursuant to chapter 413, F.S., in the same manner and under the same procedures set forth in section 413.036(1) and (2), F. S.; and for purposes of this Agreement, the person, firm or other business entity carrying out the provisions of this Agreement shall be deemed to be substituted for the state agency insofar as dealings with such qualified nonprofit agency are concerned. Additional information about the designated nonprofit agency and the products it offers is available at htto:Hwww.resoectofflorida.ore, 3. Grantee agrees to procure any recycled products or materials which are the subject of or are required to carry out this Agreement in accordance with section 403.7065, F.S. P. MyFloridaMarketPlace Transaction Fee: disbursements of State financial assistance to a recipient are exempt from this Transaction Fee pursuant to Rule 60A- 1.032(l)(i), F.A.C. Q. Nonexpendable Property: 1. For the requirements of this Section of the Agreement, "nonexpendable property" is the same as "property" as defined in section 273.02, F.S., (equipment, fixtures, and other tangible personal property of a non - consumable and nonexpendable nature, with a value or cost of $1,000 or more, and a normal expected life of one year or more; hardback- covered bound books that are circulated to students or the general public, with a value or cost of $25 or more; and hardback- covered bound books, with a value or cost of $250 or more). 2. All nonexpendable property, purchased under this Agreement, shall be listed on the property records of Grantee. Grantee shall inventory annually and maintain accounting records for all nonexpendable property purchased and submit an inventory report to DEO with the final expenditure report. The records shall include, at a minimum, the following Information: property tag identification number, description of the item(s), physical location, name, make or manufacturer, year, and /or model, manufacturer's serial number(s), date of acquisitlon, and the current condition of the item. 3. At no time shall Grantee dispose of nonexpendable property purchased under this Agreement for these services without the written permission of and in accordance with instructions from DEO. 4. Immediately upon discovery, Grantee shall notify DEO, in writing, of any property loss with the date and reason(s) for the loss. S. Grantee shall be responsible for the correct use of all nonexpendable property furnished under this Agreement. 6. A formal Agreement amendment is required prior to the purchase of any item of nonexpendable property not specifically listed in the approved Agreement budget. 12 Version date: 07/01/2014 (State Subrecipient General Appropriations Act Directives Template) Packet Page -2561- 6/23/2015 16. F.11. 7. Title (ownership) to all nonexpendable property acquired with funds from this Agreement shall be vested in DEO and said property shall be transferred to DEO upon completion or termination of the Agreement unless otherwise authorized in writing by DEO. R. information Resource Acquisition: Grantee shall obtain prior written approval from the appropriate DEO approving authority before purchasing any Information Technology Resource (ITR) or conducting any activity that will impact DEO's electronic information technology equipment or software, as both terms are defined in DEO Policy Number 5.01, in any way. ITR includes computer hardware, software, networks, devices, connections, applications, and data. S. Insurance: During the Agreement, including the initial Agreement term, renewal(s), and extensions, Grantee, at its sole expense, shall maintain Insurance coverage of such types and with such terms and limits as may be reasonably associated with the Agreement. Providing and maintaining adequate insurance coverage is a material obligation of Grantee, and failure to maintain such coverage may void the Agreement. The limits of coverage under each policy maintained by Grantee shall not be interpreted as limiting Grantee's liability and obligations under the Agreement. All insurance policies shall be through insurers licensed and authorized to write policies in Florida. Upon execution of this Agreement, Grantee shall provide DEO written verification of the existence and amount for each type of applicable insurance coverage. Within thirty (30) days of the effective date of the Agreement, Grantee shall furnish DEO proof of applicable insurance coverage by standard ACORD form certificates of insurance. In the event that any applicable coverage is cancelled by the insurer for any reason, Grantee shall immediately notify DEO of such cancellation and shall obtain adequate replacement coverage conforming to the requirements herein and provide proof of such replacement coverage within fifteen (15) business days after the cancellation of coverage. DEO shall be exempt from, and in no way liable for, any sums of money representing a deductible in any insurance policy. The payment of such deductible shall be the sole responsibility of Grantee providing such insurance. The following types of insurance are required. 1. Grantee's Commercial General Liability Insurance: By execution of this Agreement, unless Grantee is a state agency or subdivision as defined by section 758.28(2), F.S., Grantee shall provide adequate commercial general liability insurance coverage and hold such liability insurance at all times during this.Agreement. A self - insurance program established and operating under the laws of the State of Florida may provide such coverage. 2. Workers' Compensation and Employer's Liability insurance: Grantee, at all times during the Agreement, at its sole expense, shall provide commercial insurance of such a type and with such terms and limits as may be reasonably associated 13 Version date: 07/01/2014 (State Subrecipient General Appropriations Act Directives Template) Packet Page -2562- 6/23/2015 16. F.11. with the Agreement, which, as a minimum, shall be: workers' compensation and employer's liability insurance in accordance with chapter 440, F.S., with minimum employer's liability limits of $100,000 per accident, $100,000 per person, and $500,000 policy aggregate. Such policy shall cover all employees engaged in any Agreement work. 3. Otherinsurance: During the Agreement term, Grantee shall maintain any other insurance as required in Attachment 1, Scope of Work. T. Confidentiality and Safeguarding information: 1. Each Party may have access to confidential information made available by the other. The provisions of the Florida Public Records Act, Chapter 114, F.S., and other applicable state and federal laws will govern disclosure of any confidential information received by the State of Florida. 2. Grantee must implement procedures to ensure the protection and confidentiality of all data, files, and records involved with this Agreement. 3. Except as necessary to fulfill the terms of this Agreement and with the permission of DEO, Grantee shall not divulge to third parties any confidential Information obtained by Grantee or its agents, distributors, resellers, subcontractors, officers, or employees in the course of performing Agreement work, including, but not limited to, security procedures, business operations information, or commercial proprietary information in the possession of the State or DEO. 4. Grantee agrees not to use or disclose any information concerning a recipient of services under this Agreement for any purpose not in conformity with state and federal law or regulations except upon written consent of the recipient, or his responsible parent or guardian when authorized by law, if applicable. S. if Grantee has access to either DEO's network or any DEO applications, or both, in order to fulfill Grantee's obligations under this Agreement, Grantee agrees to abide by all applicable DEO Information Technology Security procedures and policies. Grantee (including its employees, sub - contractors, agents, or any other individuals to whom Grantee exposes confidential information obtained under this Agreement), shall not store, or allow to be stored, any confidential information on any portable storage media (e.g., laptops, thumb drives, hard drives, etc.) or peripheral device with the capacity to hold information. Failure to strictly comply with this provision shall constitute a breach of Agreement. 6. Grantee shall notify DEO in writing of any disclosure of unsecured confidential information of DEO by Grantee, its employees, agents, or representatives which is not in compliance with the terms of this Agreement (of which it becomes aware). Grantee also shall report to DEO any Security Incidents of which it becomes aware, including those incidents reported to Grantee by its sub - contractors or agents. For purposes of this Agreement, "Security incident" means the attempted or successful unauthorized access, use, disclosure, modification, or destruction of DEO information in Grantee's possession or electronic Interference with DEO operations; however, random attempts at access shall not be 14 Version date: 07/01/2014 (State Subrecipient General Appropriations Act Directives Template) Packet Page -2563- 6/23/2015 16. F.11. considered a security incident. Grantee shall make a report to DEO not more than seven (7) business days after Grantee learns of such use or disclosure. Grantee's report shall identify, to the extent known: (1) the nature of the unauthorized use or disclosure, (ii) the confidential information used or disclosed, (iii) who made the unauthorized use or received the unauthorized disclosure, (iv) what Grantee has- done or shall do to mitigate any deleterious effect of the unauthorized use or disclosure, and (v) what corrective action Grantee has taken or shall take to prevent future similar unauthorized use or disclosure. Grantee shall provide such other information, including a written report, as reasonably requested by DEO's Information Security Manager, 7. In the event of a breach of security concerning confidential personal information involved with this Agreement, Grantee shall comply with section 501.171, F.S., as applicable. When notification to affected persons is required under this section of the statute, Grantee shall provide that notification, but only after receipt of DEO's approval of the contents lDf the notice. Defined statutorily, and for purposes of this Agreement, "breach of security" or "breach" means the unauthorized access of data in electronic form containing personal data. Good faith acquisition of personal information by an employee or agent of the Grantee is not a breach, provided the information is not used for a purpose unrelated to the Grantee's obligations under this Agreement or is not subject to further unauthorized use. U. Warranty of Ability to Perform: Grantee warrants that, to the best of its knowledge, there is no pending or threatened action, proceeding, or investigation, or any other legal or financial condition, that would in any way prohibit, restrain, or diminish Grantee's ability to satisfy its Agreement obligations. Grantee warrants that neither it nor any affiliate is currently on the convicted vendor list maintained pursuant to section 287.133, F.S., or on any similar list maintained by any other state iDr the federal government. Grantee shall immediately notify DEO in writing if its ability to perform is compromised in any manner during the term of the Agreement. V. Patents, Copyrights, and Royalties: 1. Pursuant to section 286.421, F.S., If any discovery or invention arises or Is developed In the course or as a result of work or services performed with funds from this Agreement, Grantee shall refer the discovery or Invention to DEO who will refer it to the Department of State to determine whether patent protection will be sought in the name of the State of Florida. Any and all patent rights accruing under or in connection with the performance of the Agreement are hereby reserved to the State of Florida. The rights to any invention resulting from this Agreement that is for the performance of experimental, developmental, or research work are governed by 37 CFR Part 401 and any of its implementing regulations as applicable. All data, both electronic and hard copies, created or received by Grantee during the Agreement are the property of DEO and must be surrendered to DEO upon expiration, termination, or cancellation of this Agreement at no cost to DEO. 2. Where activities supported by this Agreement produce original writings, sound recordings, pictorial reproductions, drawings or other graphic representations and works of any similar nature, DEO has the right to use, duplicate, and disclose such materials in whole or in part, in any manner, for any purpose whatsoever and to allow others acting on behalf of DEO to do so. In the event that any books, manuals, films, websites, web elements, electronic 15 Version date: 07/01/2014 (State Subrecipient General Appropriations Act Directives Template) Packet Page -2564- 6/23/2015 16. F.11. information, or other copyrightable materials are produced Grantee shall notify DEO. Any and all copyrights accruing under or in connection with the performance funded by this Agreement are hereby reserved to the State of Florida. 3. In accordance with the provisions of section 1004.23, F.S., a State University is authorized in its own name to perform all things necessary to secure letters of patent, copyrights, and trademarks on any works it produces. Any action taken by the university in securing or exploiting such trademarks, copyrights, or patents shall, within thirty (30) days, be reported in writing by the president of the university to the Department of State in accordance with section 1004.23(6), F.S. W. Independent Contractor Status: In Grantee's performance of its duties and responsibilities under this Agreement, it is mutually understood and agreed that Grantee is at all times acting and performing as an independent Contractor. DEO shall neither have nor exercise any control or direction over the methods by which Grantee shall perform its work and functions other than as provided herein. Nothing in this Agreement is intended to or shall be deemed to constitute a partnership or joint venture between the Parties. I. Except where Grantee is a state agency, Grantee, its officers, agents, employees, subcontractors, or assignees, in performance of this Agreement shall act in the capacity of an independent Contractor and not as an officer, employee, or agent of the State of Florida. Nor shall Grantee represent to others that, as Grantee, it has the authority to bind DEO unless specifically authorized to do so. 2. Except where Grantee is a state agency, neither Grantee, nor its officers, agents, employees, subcontractors, or assignees are entitled to state retirement or state leave benefits, or to any other compensation of state employment as a result of performing the duties and obligations of this Agreement. 3. Grantee agrees to take such actions as may be necessary to ensure that each subcontractor will be deemed to be an independent Grantee and will not be considered or permitted to be an agent, servant, joint venturer, or partner of the State of Florida. 4. Unless justified by Grantee, and agreed to by DEO in Attachment 1, Scope of Work, DEO will not furnish services of support (e.g., office space, office supplies, telephone service, secretarial, or clerical support) to Grantee or Its subcontractor or assignee. S. DEO shall not be responsible for withholding taxes with respect to Grantee's compensation hereunder. Grantee shall have no claim against DEO for vacation pay, sick leave, retirement benefits, social security, workers' compensation, health or disability benefits, reemployment assistance benefits, or employee benefits of any kind. Grantee shall ensure that its employees, subcontractors, and other agents, receive benefits and necessary insurance (health, workers' compensation, reemployment assistance benefits) from an employer other than the State of Florida. 6. Grantee, at all times during the Agreement, must comply with the reporting and Reemployment Assistance contribution payment requirements of chapter 443, F.S. 16 Version date: 07/01/2014 (State Subrecipient General Appropriations Act Directives Template) Packet Page - 2565 -' 6/23/2015 16. F.11. X. Electronic Funds Transfer: Grantee agrees to enroll in Electronic Funds Transfer (EFT), offered by the State's Chief Financial Officer within thirty (30) days of the date the last Party has signed this Agreement. Copies of the Authorization form and a sample blank enrollment letter can be found on the vendor instruction page at: htto• / /www.fldfs.com /aadir /direct deposit web/Vendors.htm Questions should be directed to the EFT Section at (650) 413 -5517. Once enrolled, invoice payments will be made by EFT. 11. GRANTEE AND DEO AGREE: A. Renegotiation or Modification: The Parties agree to renegotiate this Agreement if federal and /or state revisions of any applicable laws or regulations make changes to this Agreement necessary. In addition to changes necessitated by law, DEO may at any time, with written notice to Grantee, make changes within the general scope of this Agreement. Such changes may include modification of the requirements, changes to processing procedures, or other changes as decided by DEO. Any investigation necessary to determine the impact of the change shall be the responsibility of Grantee. Modifications of provisions of this Agreement shall only be valid when they have been reduced to writing and duly signed and dated by all Parties. B. Time Is of the Essence: Time is of the essence regarding the performance obligations set forth in this Agreement. Any additional deadlines for performance for Grantee's obligation to timely provide deliverables under this Agreement including but not limited to timely submittal of reports, are contained in Attachment 1, Scope of Work. C. Termination: 1. Termination Due to the Lack of Funds: In the event funds to finance this Agreement become unavailable or if federal or stall: funds upon which this Agreement is dependent are withdrawn or redirected, DEO may terminate this Agreement upon no less than twenty -four (24) hour notice in writing to Grantee. Said notice shall be delivered by certified mail, return receipt requested or in person with proof of delivery. DEO shall be the final authority as to the availability of funds and will not reallocate funds earmarked for this Agreement to another program thus causing "lack of funds." in the event of termination of this Agreement under this provision, Grantee will be compensated for any work satisfactorily completed prior to notification of termination. 2. Termination for Cause: 17 Version date: 07/01/2014 (State Subrecipient General Appropriations Act Directives Template) Packet Page -2566- 6/23/2015 16. F.11. DEO may terminate the Agreement if Grantee fails to: (1) deliver the services within the time specified in the Agreement or any extension; (2) maintain adequate progress, thus endangering performance of the Agreement; (3) honor any term of the Agreement; or (4) abide by any statutory, regulatory, or licensing requirement. Rule 60A- 1.006(3), F.A.C., governs the procedure and consequences of default. Grantee shall continue to perform any work not terminated. The rights and remedies of DEO in this clause are in addition to any other rights and remedies provided by law or under the Agreement. Grantee shall not be entitled to recover any cancellation charges or lost profits. 3. Termination for Convenience: DEO, by written notice to Grantee, may terminate this Agreement In whole or in part when DEO determines in its sole discretion that it is in the State's interest to do so. Grantee shall not furnish any product after it receives the notice of termination, except as necessary to complete the continued portion of the Agreement, if any. Grantee shall not be entitled to recover any cancellation charges or lost profits. D. Dispute Resolution: Unless otherwise stated in Attachment 1, Scope of Work, disputes concerning the performance of the Agreement shall be decided by DEO, who shall reduce the decision to writing and serve a copy on Grantee. The decision shall be final and conclusive unless within twenty -one (21) days from the date of receipt, Grantee files with DEO a petition for administrative hearing. DEO's decision on the petition shall be final, subject to Grantee's right to review pursuant to chapter 120, F.S. Exhaustion of administrative remedies is an absolute condition precedent to Grantee's ability to pursue any other farm of dispute resolution; provided however, that the Parties may employ the alternative dispute resolution procedures outlined in chapter 120, F.S. E. Indemnification (NOTE: If Grantee is a state agency or subdivision, as defined in section 768.28(2), F.S., pursuant to section 768.28(19), F.S., neither Party Indemnifies nor insures the other Party for the other Party's negligence): 1. Grantee shall be fully liable for the actions of its agents, employees, partners, or subcontractors and shall fully indemnify, defend, and hold harmless the State and DEO, and their officers, agents, and employees, from suits, actions, damages, and costs of every name and description, including attorneys' fees, arising from or relating to personal injury and damage to real or personal tangible property alleged to be caused in whole or in part by Grantee, its agents, employees, partners, or subcontractors, provided, however, that Grantee shall not indemnify for that portion of any loss or damages proximately caused by the negligent act or omission of the State or DEO. 2. Further, Grantee shall fully indemnify, defend, and hold harmless the State and DEO from any suits, actions, damages, and costs of every name and description, including attorneys' fees, arising from or relating to violation or infringement of a trademark, copyright, patent, trade secret or intellectual property right, provided, however, that the foregoing obligation shall not apply to DEO's misuse or modification of Grantee's products or DEO's operation or use of Grantee's products in a manner not contemplated by the Agreement or the purchase order. If any product is the subject of an Infringement suit, or in Grantee's opinion is likely to become the subject of such a suit, Grantee may at its sole expense procure for DEO the 18 Version date: 07/01/2014 (State Subrecipient General Appropriations Act Directives Template) Packet Page -2567- 6/23/2015 16. F.11. right to continue using the product or to modify it to become non - infringing. If Grantee is not reasonably able to modify or otherwise secure DEO the right to continue using the product, Grantee shall remove the product and refund DEO the amounts paid in excess of a reasonable rental for past use. DEO shall not be liable for any royalties. 3. Grantee's obligations under the preceding two paragraphs with respect to any legal action are contingent upon the State or DEO giving Grantee (1) written notice of any action or threatened action, (2) the opportunity to take over and settle or defend any such action at Grantee's sole expense, and (3) assistance in defending the action at Grantee's sole expense. Grantee shall not be liable for any cost, expense, or compromise incurred or made by the State or DEO in any legal action without Grantee's prior written consent, which shall not be unreasonably withheld. F. Limitation of Liability: For all claims against Grantee under this Agreement, and regardless of the basis on which the claim is made, Grantee's liability under this Agreement for direct damages shall be limited to the greater of $100,000 or the dollar amount of this Agreement. This limitation shall not apply to claims arising under the Indemnity paragraphs contained in this Agreement. Unless otherwise specifically enumerated in the Agreement or in the purchase order, no Party shall be liable to another for special, indirect, punitive, or consequential damages, including lost data or records (unless the Agreement or purchase order requires Grantee to back -up data or records), even if the Party has been advised that such damages are possible. No Party shall be liable for lost profits, lost revenue, or lost institutional operating savings. The State and DEO may, in addition to other remedies available to them at law or equity and upon notice to Grantee, retain such monies from amounts due Grantee as may be necessary to satisfy any claim for damages, penalties, costs and the like asserted by or against them. The State may set off any liability or other obligation of Grantee or its affiliates to the State against any payments due Grantee under any Agreement with the State. G. Force Majeure and Notice of Delay from Force Majeure: Neither Party shall be liable to the other for any delay or failure to perform under this Agreement if such delay or failure is neither the fault nor the negligence of the Party or its employees or agents and the delay is due directly to acts of God, wars, acts of public enemies, strikes, fires, floods, or other similar cause wholly beyond the Party's control, or for any of the foregoing that affects subcontractors or suppliers if no alternate source of supply is available. However, in the event of delay from the foregoing causes, the Party shall take all reasonable measures to mitigate any and all resulting delay or disruption in the Party's performance obligation under this Agreement. If the delay is excusable under this paragraph, the delay will not result in any additional charge or cost under the Agreement to either Party. In the ease of any delay Grantee believes is excusable under this paragraph, Grantee shall notify DEO in writing of the delay or potential delay and describe the cause of the delay either: (1) within ten (10) calendar days after the cause that creates or will create the delay first arose, If Grantee could reasonably foresee that a delay could occur as a result; or (2) within five (5) calendar days after the date Grantee first had reason to believe that a delay could result, if the delay is not reasonably foreseeable. THE FOREGOING SHALL CONSTITUTE GRANTEE'S SOLE REMEDY OR EXCUSE WITH RESPECT TO DELAY. Providing notice in strict accordance with this paragraph Is a 19 Version date: 07/01/2014 (State Subrecipient General Appropriations Act Directives Template) Packet Page -2568- 6/23/2015 16. F.11. condition precedent to such remedy. DEO, in its sole discretion, will determine if the delay is excusable under this paragraph and will notify Grantee of its decision in writing. No claim for damages, other than for an extension of time, shall be asserted against DEO. Grantee shall not be entitled to an increase in the Agreement price or payment of any kind from DEO for direct, indirect, consequential, impact, or other costs, expenses or damages, including but not limited to costs of acceleration or inefficiency arising because of delay, disruption, interference, or hindrance from any cause whatsoever. If performance is suspended or delayed, in whole or in part, due to any of the causes described in this paragraph, after the causes have ceased to exist, Grantee shall perform at no increased cost, unless DEO determines, in its sole discretion, that the delay will significantly impair the value of the Agreement to DEO or the State, in which case, DEO may do any or all of the following: (1) accept allocated performance or deliveries from Grantee, provided that Grantee grants preferential treatment to DEO with respect to products or services subjected to allocation; (2) purchase from other sources (without recourse to and by Grantee for the related costs and expenses) to replace all or part of the products or services that are the subject of the delay, which purchases may be deducted from the Agreement quantity; or (3) terminate the Agreement in whole or in part. H. Severability: If any provision, in whole or in part, of this Agreement is held to be void or unenforceable by a court of competent jurisdiction, that provision shall be enforced only to the extent that it is not in violation of law or is not otherwise unenforceable, and all other provisions remain in full force and effect. I. Authority of Grantee's Signatory: Upon execution, Grantee shall return the executed copies of this Agreement in accordance with the instructions provided by DEO along with documentation ensuring that the below signatory has authority to bind Grantee to this Agreement as of the date of execution. Documentation may be in the form of a legal opinion from the Grantee's attorney, or other reliable documentation demonstrating such authority, and is hereby incorporated by reference. DEO may, at its discretion, request additional documentation related to the below signatory's authority to bind Grantee to this Agreement. J. Execution in Counterparts: This Agreement may be executed in counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument. K. Contact Information for Grantee and DEO Contacts: Y 1tArX�1q Grantee's Agreement Manager: Grantee's Payee: 8 Board of County Commissioners of Collier County Bruce Register 3299 Tamiami Trail East 2660 N. Horseshoe Dr., Suite 105 Naples, Florida 34112 -5 49 Naples, Florida 34104 239 - 252 -8358 239 - 252 -8358 239 - 252 -6550 239- 252 -6550 Bruce Register @CollierGov.net t 'cR,4 ( ftcV -CA CbtI CIr—rK .0 vin 20 Version date: 07/01/2014 (State Subrecipient General Appropriations Act Directives Template) � r (�_ 0-' Packet Page - 2569 - 6/23/2015 16. F.11. DEO's Agreement Manager: Elizabeth E. Walker 107 East Madison Street Tallahassee, Florida, 32301 850- 717 -8980 850 - 414 -1734 Elizabeth .Walker @deo.myflorida.com In the event that any Party designates a different Agreement Manager after the execution of this Agreement, the Party will provide written notice of the name, address, zip code, telephone and fax numbers, and email address of the newest Agreement Manager to all other Parties. A designation of a new Agreement Manager shall not require a formal amendment to the Agreement. L. Execution: I have read the above Agreement and the attachments and exhibits thereto and understand each section and paragraph. IN WITNESS THEREOF, and in consideration of the mutual covenants set forth above and in the attachments hereto, the Parties have caused to be executed this 45 page Agreement by their undersigned officials duly authorized. By Title Tom Henning Chairman, Board of County Commissioners Date 4 4 11 t DEPARTMENT OF ECONOMIC OPPORTUNITY By Title LL E��xeccutii/vjje Dirre^� /cttoor Date Approved As to Form and Legal Sufficiency, Subject Only To Full and Proper Execution by the Parties OFFICE OF GENERAL COUNSEL DEPARTMENT OF ECONOMIC OPPORTUNITY i ie o alrmarl s�""�`�' sionattlre, Only. �,, . Approved as t©'f atYd -1g14tity App= roved Date: �,t T Assistant C ty Attorney 21 Version date: 07/01/2014 (State Subrecipient General Appropriations Act Directives Template) Packet Page -2570- Attachment 1 SCOPE OF WORK Collier County Soft Landing Accelerator 6/23/2015 16. F.11. 1. Project Description: This project is for the establishment of a'soft- landing Accelerator Network (initially consisting of two Collier County Accelerators one located in Western Collier County that will provide expertise to assist burgeoning international and domestic businesses with budgeting, business plan development, formulation of marketing plans and strategies, venture funding, and distribution logistics; and an agribusiness focused culinary food accelerator located in Eastern Collier County equipped with commercial kitchen equipment, food product development and testing equipment, cold food storage, and loading docks, meeting all FDA, USDA and state applicable requirements). The Accelerator Network will also provide accelerator services to any facility in the Southwest Florida Regional Five County (Collier, Lee, Charlotte, Glades, Hendry) area, where a contract or memorandum of understanding (MOU) for incubator /accelerator services has been executed, constituting Network Managed Activity. The purpose of this project is to: recruit companies into Florida that create high value employment opportunities; attract foreign direct investment; improve export opportunities for Florida Companies; and build new futures for citizens who desire to stay in the region and build their own businesses. In order to establish these two accelerators, the State appropriation will be used for specialized start-up staffing; and for the leasing and improvements of the two facilities that will house the accelerators. The leased space for the soft - landing accelerator for foreign business start-up is anticipated to be 4,000 — 6,000 square feet and requires the purchase and installation of enterprise software, hardware, licenses, IT networking equipment, Global conferencing equipment and furnishings. The leased space for the culinary food accelerator is anticipated to be approximately 5,000 -6,000 square feet, and requires remodeling, commercial equipment, cold food storage, fire safety, air filtration, air conditioning, code approval and furnishings. Collier County Soft Landing Accelerator funding provided by the State of Florida, Department of Economic Opportunity ( "DEO ") will be utilized for operating salaries, payroll taxes, benefits, and other payroll related costs, facility leases, insurance, maintenance and repair, utilities, computers, servers, other computer and telecommunication equipment, printers, copiers, scanners, software, conference equipment, IT /Web /Communication costs and services, travel, conferences, dues, subscriptions, staff development (not certifications), bank charges, background checks,' drug screening, safety inspections, operating licenses and permits, office supplies, shipping, printing, publishing, professional fees and expenses (legal, accounting, auditing, mentoring, and marketing), planning, design, engineering, multi- functional office furniture and fixtures, modular work and quiet areas, food product development and testing equipment, culinary and related equipment, fixtures, systems and installation, other equipment as needed and leasehold improvements, other reasonable operating costs required for program implementation and operations. Collier County intends for this project to create a financially self - sustaining program. This project is funded through: Line item # 2256A Collier County Soft Landing Accelerator $2,500,000 SEED 22 Version date: 07/01/2014 (State Subrecipient General Appropriations Act Directives Template) Packet Page - 2571 - 6/23,12015 16.F. 11. 2. Grantee Responsibilities: Grantee will ensure the lease of two facilities where the accelerators will be located, and will provide $241,000 toward the costs of the start-up activities through September 2015. Grantee will send updated status reports with payment requests based on documentation supporting the need for an advance and subsequently documented soft and hard openings of the two facilities (including payroll, leasing, purchasing engineering services, permits and construction) that has occurred between July 1, 2014 and September 30, 21015, as further described herein. Grantee will: Be the Fiscal Agent for this Project but Intends to subcontract with Economic Incubators, Inc., to serve as the Project's Administrative Entity. Grantee represents that its contractor has or will be selected in accordance with Florida law. Grantee further represents that the services of its contractor are essential to the project, and are only available if advance payment is made to the contractor. DEO does not prohibit advancement of funds by Grantee to Grantee's contractor under those conditions. 1. Costs not allowed under this agreement include but are not limited to any administrative fee for Economic Incubators, Inc. 2. Grantee may temporarily invest advanced funds, but any interest income earned on such funds shall either be returned to DEO or applied against DEO's obligation to pay under this Agreement. b. Implement all construction plans described in this agreement and provide documentation specifying the remodeling /retrofitting, permitting and fees required for each location selected and a list of the necessary IT, office /culinary equipment anti furniture for each location, as detailed In each Deliverable in Section 4. Grantee must submit a cost analysis and supporting documentation evidencing to DEO's satisfaction that any proposed leasehold improvements are allowable, reasonable, and necessary, prior to beginning work on such leasehold improvements or requesting any payment for such leasehold improvements. c. Recruit and hire staff for functions aligned with Accelerator position descriptions which identify the unique characteristic and requirements of staff positions, as detailed in each Deliverable in Section 4. Anticipated are an Executive Director who will oversee both locations, a Regional Global Soft- Landing Specialist, who will serve both locations, a Web Developer /Social Media Marketing, who will serve both locations, a Director for Immokalee & Facility Compliance, a Maintenance & Equipment Specialist, a Naples Administrative Manager, and interns. d. Ensure an effective advertising campaign, which relies on search engine optimization, internet search analytics, print, and public relations components. e. Provide invoice packages that Include a cover letter signed by Bruce Register, Grantee Representative, certifying that the costs being claimed for the project: 1. Are specifically for this project. ii. Are for one or more of the tasks detailed in the Section 4 Deliverables. In addition, the final invoice package shall include documentation that the., costs 23 Version date: 07/01/2014 (State Subrecipient General Appropriations Act Directives Template) Packet Page -2572- 6/23/2015 16. F.11. claimed were incurred and paid between July 1, 2014 and June 30, 2015, or were partially incurred from July 1, 2015 to September 30, 2015, and progress had begun on such costs by June 30, 2015, and identify any funds the Grantee has which are unencumbered or unobligated and need to be returned to the state. Documentation of payment shall include: 1. Copies of the cancelled checks specific to the oroiect. or conies of checks and the corresponding bank statements; 2. The projected vs. actual budget spreadsheet; 3. Before and after photographs of the work site; 4. A final itemized invoice for any costs still outstanding that are above the amount of funds already provided to the Grantee. The Grantee will submit quarterly and annual reports for each of the five (5) years following the execution of the agreement, in determination of progress toward deliverables regarding compliance with the terms of this Agreement. Such reports will provide updates on: I. the number and types of companies recruited to Florida that have created high value employment opportunities; ii. the amount of foreign direct investment generated by the project; iii. the amount and types of export opportunities realized by Florida Companies; and Iv. the number of entrepreneurs that stay in the region and build their own businesses as a direct result of accelerator activities. v. progress made towards completion of the return of benefits described in Exhibit A to this Scope of Work. g. The Grantee understands and agrees that it will be required to return to the State of Florida all funds received pursuant to this agreement, less any financial consequences imposed, if the project does not result in a positive return of benefits to the people of Florida (See Exhibit A to this Scope of Work). Criteria for determining a Positive Return of Benefits on State Funds: I. Creation of 208 'Job Year Equivalents" as measured by one year of full time employment for one job, eligibility defined as accelerator staff, accelerator tenant employees or documented graduates of the Accelerator Network, employment in Florida. See attached Exhibit B — Positive Return of Benefits on State Funds, which constitutes an IMPLAN projection of taxes for five years. Certification in the form of a written representation and warranty, signed by an officer of the Collier County Soft Landing Accelerator and Accelerator Affiliated Entity (which is a tenant or graduate or spinoff of the Accelerator Network or any Network Managed Activity *) which identifies the number of jobs and corresponding "Job Year Equivalents" represented on any of the following: Florida UCT 6 Form, IRS Form 1099, IRS Schedule K-1 (Form 11205 or Form 1065). The certification may also identify Florida based jobs arising from joint venture partners or participants of the Accelerator Affiliated Entity (which is a tenant or graduate or spinoff of the Accelerator Network or any Network Managed Activity*); OR ii. Demonstration of $12,500,000 of cumulative private sector capital expenditures or venture investment resulting from an Accelerator affiliated entity (which is a tenant or graduate or spinoff of the Accelerator Network). A purchase qualifies 24 Version date: 07/01/2014 (State Subreciplent General Appropriations Act Directives Template) Packet Page -2573- _._._... - 6/212015 16. F.11. as a capital expenditure if It has all of the following: a) the Accelerator Affiliate (which is a tenant or graduate or spinoff of Accelerator Network or any Network Managed Activity *) owns or controls the asset which has a measurable future economic value, b) has an estimated useful life of greater than a minimum of 12 months, c) the item is not used for the resale directly to Accelerator Affiliated Entity's customers, and d) the item is not purchased for inventory to be used in production of the Accelerator Affiliated Entity's products. A capital expenditure is considered an asset of the Accelerator Affiliated Entity (which is a tenant or graduate or spinoff of the Accelerator Network or any Network Managed Activity *) and it is, therefore, capitalized in the financial records. The following may be submitted as documentation to support capital expenditures: Internal Revenue Service (IRS) Form 4562; and /or Certification in the form of a written representation and warranty, signed by an officer of the Accelerator Affiliated Entity, identifying and verifying the capitalized expenditures showing up on their balance sheet. *Network Managed Activity means that the Accelerator Network will also provide accelerator services to any facility in the SWFL Regional Five County (Collier, Lee, Charlotte, Glades, Hendry) area, where a contract or memorandum of understanding (MOU) for incubator /accelerator services has been executed, constituting Network Managed Activity. 3. DEO's Responsibilities: a) Monitor the ongoing activities of the Collier County Soft Landing Accelerator Program via phone calls, quarterly desk reviews of the documentation submitted for payment requests, and site visits as needed. b) Perform contract management responsibilities pursuant to the Agreement. c) Review the Grantee's invoices described herein, and process them on a timely basis. d) Maintain paper or electronic copies of all documents submitted pursuant to sections 4 and 5 to the extent required by law. e) Reply to reasonable inquiries from the County. f) Following the initial advance payment of $495,000.00 for Operations and facilities retrofitting and commencement, DEC will only submit the quarterly fixed-price payment requests upon satisfactory documentation of completion of the deliverables described below in # 4. Remainder of page intentionally left blank. 25 Version date: 07/01/2014 (State Subrecipient General Appropriations Act Directives Template) Packet Page -2574- 6/23/2015 16. F.11. 4. ueuveraDies: L3rantee agrees to prowae the ronowing services as specitted in Ueliveraoles 1— 5: Deliverable 1- Advance Payment Request (see Exhibit 3 to the Scope of Work): Due Date within 24 hours of Execution of the Aereement. Advance Payment Request Request for advance payment to begin Implementation of the work plan. Anticipated first 90 days cash requirements, $495,000.00 in start-up expenditures. Advance is for implementation of the Business Plan for Collier County Innovation Accelerators, as approved by the Collier County Board of County Commissioners on May 13, 2014. Work Plan: Begin site selection process for West and East Accelerator space. Review opportunities that will enhance program success. Negotiation of leases, remodeling plan approval and review of necessary state and local approvals and permits. Creation of Accelerator position descriptions which Identify the unique characteristics and requirements of staff positions. The consultant for the initial pilot will create participation documents and meet with potential clients to present the Application for Accelerator Participation, the standards for participation in the Accelerator, the Accelerator Participation Agreement, which memorializes relationships in a contractual relationship. An application review and approval committee will be established. The consultant will perform web development, and initiate marketing and fund - raising. Grantee will negotiate and contract with an Administrative Entity; Administrative Entity will begin procurement process for aoerations. Minimum Performance Standards In addition to the Minimum Level of Performance outlined in S.A., Grantee will submit the below documentation as confirmation that Deliverable 1 Is complete within 24 hours following DEO's execution of the agreement. At a minimum the following must be completed and backup documentation submitted In order to evidence satisfaction of the deliverable. Submittal of invoice for Advance Funding to begin implementation of Work Plan, detailed In the adjacent column. Financial Consequences In addition to Grantee returning any unobligated funds from the advance with the final invoice, failure to meet specified time criteria results in a fifty dollar ($50.00) per day financial consequence to Grantee. I Total 1 $495,0001 26 Version date: 07/01/2014 (State Subrecipient General Appropriations Act Directives Template) Packet Page - 2575- .._ ...... _ .... ___:. -. 6/23/2015 16. F.11. CY Deliverable 2— Due Date as of j9nu9Fy45; -263 c? 7 p 1 E, Tasks Minimum Performance Standards _ Financial Consequences In addition to the Minimum level of Performance outlined in 5.B., Grantee will (, submit the below documentation as �(� 0 confirmation that the corresponding 11 livera 1 Is complete on or before D15. Incomplete Tasks are �G subject to the Financial Consequence(s) 0'' defined for Deliverable 2. 1. Site selection for West and 1. Eastern & Western Collier Failure t ompiet and submit all East Collier County Accelerator County Accelerator leases and/or Tasks by � as evidenced space, review and approval. site plans, by the absence of a ny of the Minimum Performance Standard documentation shown for Tasks 1 2. Western Collier County 2. Contract or purchase order for Accelerator furnishings, equipment, and _ 7 Will result in a fifty dollar procurement of leasehold improvements of 0) per day financial furnishings, equipment, and Western Collier County consequence, consequence, whicFi shall be leasehold improvements. Accelerators, deducted from the Fixed Price Grantee must submit a cost payment for Deliverable 2. analysis and supporting documentation evidencing to DEO's satisfaction that any proposed leasehold improvements are allowable, reasonable, and necessary, prior to beginning work on such leasehold improvements or requesting any payment for this Deliverable 2. 3. Eastern Collier C o u n t y 3. Contract or purchase order for A c c e lerator (Immokalee) design services; furnishings, procurement of design equipment, leasehold contractor.' furnishings, 101k improvements, and design plan. equipment, and leasehold "V i improvements. Grantee must submit a cost analysis and supporting documentation evidencing to DEO's satisfaction that any proposed leasehold } improvements are allowable, i reasonable, and necessary, j prior to beginning work on such leasehold improvements i or requesting payment for this P Deliverable 2. 27 Version date: 07/01/2014 (State Subrecipient General Appropriations Act Directives Template) Packet Page -2576- 6/23/2015 16. F.11. 4. Western Collier County 4. Public notices, press releases, and Accelerator (Naples) documentation of leasehold 1 P i 10 t• interest. S. Western Collier County 5. Successful Recruitment of Accelerator staff Administration Entity and hiring acquisition of Director, of Director and Administrative Administrative Assistant, and Assistant (2 FTEs; plus 1 Part- intern (2 FTE and 1 Part-time time Intern), as indicated by Intern). accepted letter of offer from supervisor or time sheets signed by the supervisor. 6. Western Collier County 7. Statements, participant Use Accelerator pilot launch and Agreements, public notices and Accelerator services press release documenting the operational. soft- opening at transitional site of the Western Collier County Accelerator. Statements, orders or invoices documenting procurement for Accelerator services. 7. Review and selection of 7. Approved Administrative Entity Administrative Entity and Agreement. approval of contract. Total $495,000 28 Version slate: 07/01/2014 (State Subrecipient General Appropriations Act Directives Template) Packet Page -2577- ....... 6/23/2015 16. F.11. Deliverable 3 — Due Date as ofWOW S, 2015 Tasks Minimum Performance Standards Financial Consequences In addition to the Minimum Level of r erformance outlined in S.C., Grantee will U`- submit the below documentation as confirmation that the corresponding il�0 Deliverab� complete on or before 15, Incomplete Tasks are subject to the Financial Consequence(s) defined for Deliverable 3. 8. Western Collier County 8. Public notices, marketing, and Failure to plete and submit all Accelerator Construction and press release materials Tasks by$ 15, as evidenced by Grand Opening. documenting the Grand Opening the absence of any of the Minimum of the Western Collier County Performance Standard Accelerator. documentation shown for Tasks 8 — 12, will result In a fifty dollar ($50.00) per day financial consequence, which shall be 9. Completion of Permit Ready 9. Statement or invoice for Permit Construction Drawings for Ready Construction Drawings for deducted from the Fixed Price Eastern Collier County Eastern Collier County payment for Deliverable 3. Accelerator. Accelerator and copies or electronic files of those documents. 10. Maintain existing staff (2 FTE 10. Maintain existing Staff Positions and 1 Part -time Intern). as evidenced by submitted timesheets signed by supervisor identifying costs directly attributable to the project. 11. Hire Web Design Developer & 11. Hiring of Web Design Developer Social Media Marketing (1 & Social Media Marketer FTE). evidenced by letter of offer from supervisor or signed time sheets. (1 FTE) 12. Hire Director, Regional Global 12. Hiring of Director, Regional Soft Landing Specialist (1 FTE). Global Soft Landing Specialist, evidenced by letter of offer from supervisor or signed time sheets. (1 FTE) Total $585,D00 29 Version date: 07/01/2014 (State Subrecipient General Appropriations Act Directives Template) Packet Page -2578- �0- 6/23/2015 16. F.11. i41. Q...LT Deliverable 4 Deliverables — Due Date as of 3W1-t-15, 2015 Tasks Minimum performance Standards and Due Financial Consequences Date. In addition to the Minimum Level of Performance outlined in S.D., Grantee will submit the below documentation as d=am confirmation that the corresponding Deli e�r� le 4 is complete on or before 3niy t� , �1ip 15, Incomplete Tasks are subject to the Financial Consequence(s) defined for Deliverable 4. 13. Eastern Collier County 13. Public notices and press release Failure to complete nd �- Accelerator Ground Breaking ot+u� prockr- ,me, -- of- documenting the Ground Breaking of submit all Tasks by�115, as %ntSw�"s'd. efv { the Eastern Collier County Accelerator. Cwtirpx,+ or evidenced by the absence of t<r far - �urr�:5tn.� C, ray $ any of the Minimum Performance r Standard documentation shown for Tasks 13 —18, will result in a 14. Obtain Building Permit and 14. Building Permit and construction construction contracts) for contract for Eastern Collier County fifty dollar ($50.00) per day Eastern Collier County Accelerator. financial consequence, which Accelerator shall be deducted from the Fixed Price payment for Deliverable 4. 15. Recruit 1 part-time Eastern 15. Recruitment of 1 part -time Eastern Collier County Accelerator Collier County Accelerator intern as intern. evidenced by letter of offer from supervisor or signed time sheets. 16. Hire Eastern Collier County 16. Hiring of Eastern Collier County Accelerator Director of Accelerator Director of Facilities & Facilities & Compliance. (1 FTE) ' Compliance as evidenced by letter of offer from supervisor or signed time sheets. (1 FTE) 17. Hire Eastern Collier County 17. Hiring of Eastern Collier County Accelerator Maintenance Accelerator Maintenance Specialist Specialist. (1 FTE) as evidenced by letter of offer from supervisor or signed time sheets. (1 FTE) 18. Maintain existing staff (4 FTE 18. Maintain existing Staff Positions as and 1 Part -time Intern). evidenced by submitted timesheets signed by supervisor identifying costs directly attributable to the project. (4 FTE and 1 Part-time Intern). Total $760,000 30 Version date: 07/01/2014 (State Subrecipient General Appropriations Act Directives Template) Packet Page - 2579 -- 6/23/2015 16. F.11. Deliverable 5 — Due Date no later than September 30, 2015 with all invoices submitted no later than September, 15, 2015. Tasks Minimum Performance Standards Financial Consequences In addition to the Minimum Level of Performance outlined in 5.E., Grantee will submit the below documentation as confirmation that Deliverable 5 is complete no later than September 30, 2015, with all invoices submitted on or before September 15, 2015. 19. Site Preparation, 19. Certificate of occupancy, public Subject to the discretion of Construction and, Grand- notices and press release DEO, in the event Opening of Eastern Collier documenting the Grand Opening of consideration of Grantee's County Accelerator. the Eastern Collier County explanation for any failure to (Immokalee) Accelerator. meet specified time criteria be unaccepted, the failure shall result in a $5,000 financial consequence per 20. Maintain existing staff (6 FTE 20. Employee hire data Including signed and 2 Part -time Intern). time sheets. (6 FTE and 2 Part -time task. Intem). Total $165,000 5. Invoice Submittal and Payment Schedule: DEO agrees to disburse funds under this Agreement in accordance with the following schedule in the amount identified per deliverable in Section-4 above. The deliverable amount specified does not establish the value of the deliverable. in accordance with Section I.F.11, Funding Requirements of section 215.971, F.S., of this Agreement, Grantee's entitlement to retain funds paid by DEO is dependent upon the amount of allowable costs incurred and expended by Grantee in carrying out the Project. Grantee shall provide up to one (1) invoice per month, In addition to the invoice for advance funding, for all services rendered during the applicable period of time. All invoices shall denote the cost being claimed and the time period for which those costs are being claimed. The invoice for Quarter 1 shall include a summary of what the Advance Funding is being requested for, and the invoices for quarters 2 — 5 shall include a summary of the accomplishments for the deliverables claimed on that invoice. However, the final invoice for payment must be received by DEO by September 15, 2015. The following documents shall be submitted with the invoice: A. Deliverable 1: Minimum Level of Performance 31 Version date: 07/01/2014 (State Subrecipient General Appropriations Act Directives Template) Packet Page -2580- 6/23/2015 16. F.11. I. A cover letter signed by Collier County Project Representative Bruce Register certifying that the Advance Funding is specifically to Implement the Collier County Accelerator Business Plan (as explained in the Work Plan Deliverable under Section 4. of this Agreement) that was approved by the Collier County Commission on May 13, 2014; and II. A projected budget spreadsheet: B. Deliverable 2: Minimum Level of Performance (in addition to the documents submitted with the itemized invoice): A cover letter signed by Grantee Representative Bruce Register, including the date of completion, certifying that the cost being claimed in the invoice package are specifically for the project represented to the state in the budget appropriation, including a certified statement for the project that all Deliverables being claimed for the Quarter were completed as specified in the Minimum Performance Standards column of Deliverable 2 under Section 4., of this agreement; and Before and after photographs of the work sites. C. Deliverable 3: Minimum Level of Performance (in addition to the documents submitted with the itemized invoice): I. A cover letter signed by Grantee Representative Bruce Register, including the date of completion, certifying that the cost being claimed In the invoice package are specifically for the project represented to the state in the budget appropriation, including a certified statement for the project that all Deliverables being claimed for the quarter were completed as specified in the Minimum Performance Standards column of Deliverable 3 under Section 4. of this agreement; and II.Before and after photographs of the work sites. D. Deliverable 4: Minimum Level of Performance (in addition to the documents submitted with the itemized Invoice): I. A cover letter signed by Grantee Representative Bruce Register, including the date of completion, certifying that the cost being claimed in the invoice package are specifically for the project represented to the state in the budget appropriation, including a certified statement for the project that all Deliverables being claimed for the Quarter were completed as specified in the Minimum Performance Standards column of Deliverable 3 under Section 4., of this agreement. ; and 11. Before and after photographs of the work sites. E. Deliverable 5: Minimum Level of Performance (in addition to the documents submitted with the itemized invoice): A cover letter signed by Collier County Representative Bruce Register certifying that the cost being claimed in the invoice package are specifically for the project represented to the state in the budget appropriation, Including a certified statement for the project that Deliverable 5 has been completed as specified in the Minimum Performance Standards column of Deliverable 5 under Section 4. of this agreement; and 32 Version date: 07/01/2014 (State Subrecipient General Appropriations Act Directives Template) Packet Page -2581- 6/23/2015 16. F.11. II. The projected budget vs. actual budget spreadsheet; and ill. Before and after photographs of the work sites. - IV. Copies of the cancelled checks specific to the project or copies of checks and the corresponding bank statements; V. A final itemized invoice for any costs still outstanding that are above the amount of funds already provided to the Grantee. The State may require any other information from Grantee that the State deems necessary to verify that the services have been rendered under the Agreement. All documentation necessary to support payment requests must be submitted with Grantee's Invoice for DEO's review. 6. Financial Consequences for Failure to Timely and Satisfactorily Perform: Failure to complete all deliverables in accordance with the requirements of this Agreement, and in particular, as specified above in Section 4, Deliverables, will result in assessment by DEO of the specified financial consequences. If the Parties agree to a corrective action plan, the plan shall specify the applicable financial consequences to be applied after the effective date of the corrective action plan. This provision for financial consequences shall in no manner affect DEO's right to terminate the Agreement as provided elsewhere in DEO's Core Agreement. Notification of Instances of Fraud: Instances of Grantee operational fraud or criminal activities shall be reported to DEC's Agreement Manager within twenty -four (24) chronological hours. 8. Grantee's Responsibilities upon Termination: If DEO issues a Notice of Termination to Grantee, except as otherwise specified by DEO in that notice, the Grantee shall: a. Stop work under this Agreement on the date and to the extent specified In the notice. b. Complete performance of such part of the work as shall not have been terminated by DEO. c. Take such action as may be necessary, or as DEO may specify, to protect and preserve any property which is in the possession of Grantee and in which DEO has or may acquire an interest. d. Upon the effective date of termination of this Agreement, Grantee shall transfer, assign, and make available to the DEO all property and materials belonging to DEO. No extra compensation will be paid to Grantee for its services in connection with such transfer or assignment. 9. Non - Discrimination: Grantee shall not discriminate unlawfully against any individual employed in the performance of this Agreement because of race, religion, color, sex, physical handicap unrelated to such person's ability to engage in this work, national origin, ancestry, or age. Grantee shall provide a harassment -free workplace, with any allegation of harassment to be given priority attention and action. 33 Version date: 07/01/2014 (State Subrecipient General Appropriations Act Directives Template) Packet Page -2582- 6/23/2015 16. F.11. 10. Equipment Disposition: a. Pursuant to Section I.Q.7 of this Agreement (" Nonexpendable Property"), upon termination of the Agreement period, Grantee is authorized to retain ownership of any nonexpendable property purchased under this Agreement; however, Grantee hereby grants to DEO a right of first refusal in all such property, and prior to disposition of any such property during its depreciable life, in accordance with the depreciation schedule in use- by Grantee, Grantee shall provide written notice of any such planned disposition and await DEC's response prior to disposing of the property. "Disposition" as used herein, shall include, but Is not limited to, Grantee no longer using the nonexpendable property for the uses defined herein, the sale, exchange, transfer, trade -in, or disposal of any such nonexpendable property, or closure of Grantee's operations. DEC, in its sole discretion, may require Grantee to refund to DEC the fair market value of the nonexpendable property, taking into consideration the fair value depreciation of the property, rather than taking possession of the nonexpendable property. b. To the extent that any improvements are made to leased real property, in whole or in part, from funding provided under this Agreement, the said real property must be used for the purposes provided in this Agreement for at least 5 years from June 30, 2015. If within five (5) years of June 30, 2015 Grantee will no longer use the said real property for the purposes provided in this Agreement, Grantee shall notify DEC in writing of the circumstances that will result in the non - authorized use upon learning of it, but no later than thirty (30) days prior to the non - authorized use occurring. In such event, DEC shall have the right, within its sole discretion, to demand reimbursement of part or all of the funding provided to Grantee under this Agreement for such improvements to real property. - End of Attachment 1 (Scope of Work) - 34 Version date: 07/01/2014 (State Subrecipient General Appropriations Act Directives Template) Packet Page - 2583 -. J1 Exhibit A — Positive Return of Benefits Vetter Off1w of to +COUI* Mwelow tree► E. Oft, Jr. 1o1RTs�inctwt6�f, sullrmi•i�i,.�ril++a��atl�Il May 14, 2414 11w Hwa mble Rkk Sect BMW" Off" Of9w Gova"Or PL as The Opw TaElWlusx0. FL 32399.Oi l Ra: C411a Cam Soft -ice Acockmdw o C.�y...,,, 6/23/2015 16. F.11. rMtPw2%k" no suft ZAgislsbms b" P OPOaad tO f0d 04 Comm CKMW So�darn *g Ammar at a Ind of $"1.,5t1O M in dw 2014 -2DIS &W ym bu*L Thb left confi= owc nPM=WMdWdw COMM Con ty SotwLwM6g A0O1 armor will bring s poWtaree �o an Fiaaiws bm"t ea «�f11 OCt ti! 4fUc*QPv"m ofjiw d* Pa+wm d p=oPt hs oftbe CaDia " CmdY BMd of COWY Co MINilonm ('ft Bowd"I if tbn Qmw ws of 1 ...38.E n in 1s or bw sole dart 1110 Ptgwt bsi na Mad wlli not tmk in 1m �oprj�, p veli a ofbomfib to ddw PUa of FIOd& On go aft* Of U^ M, don do DMO sW qVmpdaft w I asJt to lbo Soft ofF1od& ft $243MMO app opdood for the Ptojaat_ 35 Version date: 07/01/2014 (State Subrecipient General Appropriations Act Directives Template) Packet Page -2584- 6/23/2015 16. F.11. Exhibit B — Positive Return of Benefits on State Funds i R i s 36 Version date: 07/01/2014 (State Subrecipient General Appropriations Act Directives Template) Packet Page - 2585 -- NE # 9 B 6 = e k t f ,$S E f E t a ��'� ��•� C 4 b g� 3 r r_ R i x i f g i R i s 36 Version date: 07/01/2014 (State Subrecipient General Appropriations Act Directives Template) Packet Page - 2585 -- E e E F It 6/23/2015 16.F.11. r � C C E E E Hill gwvwI file" 1W p V E E Its 5 p y f gg gg pp �� C fill IL r 14 s t g -Nw fill! of 37 Version date: 07/01/2014 (State Subrecipient General Appropriations Act Directives Template) Packet Page -2586- 6/23/2015 16. F.11. Attachment 2 AUDIT REQUIREMENTS The administration of resources awarded by DEO to the recipient may be subject to audits and /or monitoring by DEO as described in this section. MONITORING In addition to reviews of audits conducted in accordance with OMB Circular A -133 and Section 215.97, F.S., as revised (see "AUDITS" below), monitoring procedures may include, but not be limited to, on -site visits by DEO staff, limited scope audits as defined by OMB Circular A -133, as revised, and /or other procedures. By entering into this agreement, the recipient agrees to comply and cooperate with any monitoring procedures /processes deemed appropriate by DEO. In the event DEO determines that a limited scope audit of the recipient is appropriate, the recipient agrees to comply with any additional instructions provided by DEO staff to the recipient regarding such audit. The recipient further agrees to comply and cooperate with any inspections, reviews, investigations, or audits deemed necessary by the Chief Financial Officer (CFO) or Auditor General. AUDITS PART 1: FEDERALLY FUNDED This part is applicable if the recipient is a State or local government or a non - profit organization as defined in OMB Circular A -133, as revised. 1. In the event that the recipient expends $300,000 ($500,000 for fiscal years ending after December 31, 2003) or more in Federal awards in its fiscal year, the recipient must have a single or program - specific audit conducted in accordance with the provisions of OMB Circular A -133, as revised. EXHIBIT 1 to this agreement indicates Federal resources awarded through DEO by this agreement. In determining the Federal awards expended in its fiscal year, the recipient shall consider all sources of Federal awards, including Federal resources received from DEO. The determination of amounts of Federal awards expended should be in accordance with the guidelines established by OMB Circular A -133, as revised. An audit of the recipient conducted by the Auditor General in accordance with the provisions of OMB Circular A -133, as revised, will meet the requirements of this part. 2. In connection with the audit requirements addressed in Part 1, paragraph 1, the recipient shall fulfill the requirements relative to auditee 'responsibilities as provided in Subpart C of OMB Circular A -133, as revised. 3. If the recipient expends less tha n $300,000 ($500,000 for fiscal years ending after December 31, 2003) in Federal awards in its fiscal year, an audit conducted in accordance with the provisions of OMB Circular A -133, as revised, is not required. In the event that the recipient expends less than $300,000 ($500,000 for fiscal years ending after December 31, 2003) in Federal awards in its f'''iscal year and elects to have an audit conducted in accordance with the provisions of OMB Circular A -133, as revised, the cost of the audit must be paid from non - Federal resources (i.e., 38 Version date: 07/01/2014 (State Subrecipient General Appropriations Act Directives Template) Packet Page -2587- 6/23/2015 16. F.11. the cost of such an audit must be paid from the recipient resources obtained from other than Federal entities). 4. Although the audit provisions of OMB Circular A -133 ordinarily do not apply to for - profit sub recipients, in the case of Federal funding provided by the U.S. Department of Health and Human Services, Circular A -133 does apply. See 45 C.F.R. 74.26 for further details. 5. A web site that provides links to several Federal Single Audit Act resources can be found at: http://harvester.census.izov/sar./sainfo.html PART II: STATE FUNDED This part is applicable if the recipient is a non -state entity as defined by Section 215.97(2), Florida Statutes. 1. In the event that the recipient expends a total amount of state financial assistance equal to or in excess of $500,000 in any fiscal year of such recipient (for fiscal years ending September 30, 2004 or thereafter), the recipient must have a State single or project - specific audit for such fiscal year 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. EXHIBIT 1 to this agreement indicates state financial assistance awarded through DEO by this agreement. In determining the state financial assistance expended in its fiscal year, the recipient shall consider all sources of state financial assistance, including state financial assistance received from DEO, other state agencies, and other non -state entities. State financial assistance does not include Federal direct or pass - through awards and resources received by a nonstate entity for Federal program matching requirements. 2. In connection with the audit requirements addressed in Part II, paragraph 1, the recipient 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 (local governmental entities) or 10.650 (nonprofit and for -profit organizations), Rules of the Auditor General. If the recipient expends less than $500,000 in state financial assistance in its fiscal year (for fiscal years ending September 30, 2004 or thereafter), an audit conducted in accordance with the provisions of Section 215.97, Florida Statutes, is not required, in the event that the recipient expends less than $500,000 in state financial assistance in its fiscal year and elects to have an audit conducted in accordance with the provisions of Section 215.97, Florida Statues, the cost of the audit must be paid from the nonstate entity's resources (i.e., the cost of such an audit must be paid from the recipient's resources obtained from other than State entities). 4. Additional information regarding the Florida Single Audit Act can be found at: htto://www.mvflorida.com/fsaa/statutes.htmi. PART III: OTHER AUDIT REQUIREMENTS (NOTE: This part would be used to specify any additional audit requirements imposed by the State awarding entity that are solely a matter of that State awarding entity's policy (i.e., the 39 Version date: 07/01/2014 (State Subrecipient General Appropriations Act Directives Template) Packet Page -2588- 6/23/2015 16. F.11. audit is not required by Federal or State laws and is not in conflict with other Federal or State audit requirements). Pursuant to Section 215,97(8), Florida Statutes, State agencies may conduct or arrange for audits of state financial assistance that are in addition to audits conducted in accordance with Section 215.97, Florida Statutes. In such an event, the State awarding agency must arrange for funding the full cost of such additional audits.) N/A PART IV: REPORT SUBMISSION 1. Copies of reporting packages for audits conducted in accordance with OMB Circular A -133, as revised, and required by Part I of this agreement shall be submitted, when required by Section .320 (d), OMB Circular A -133, as revised, by or on behalf of the recipient directly to each of the following: A. DEO at each of the following addresses: Electronic copies (preferred): Audit@deo.mvflorida corn or Paper (hard copy): Department Economic Opportunity MSC # 130, Caldwell Building 107 East Madison Street Tallahassee, Fl. 32399 -4126 B. The Federal Audit Clearinghouse designated in OMB Circular A -133, as revised (the number of copies required by Sections .320 (d)(1) and (2), OMB Circular A -133, as revised, should be submitted to the Federal Audit Clearinghouse), at the following address: http: / /harvester.census eov /far /collect /ddeindex htrnl C. Other Federal agencies and pass- through entities in accordance with Sections .320 (e) and (f) OMB Circular A-133, as revised. ' Pursuant to Section .320 (f), OMB Circular A -133, as revised, the recipient shall submit a copy of the reporting package described in Section .320 (c), OMB Circular A-133, as revised, and any management letter issued by the auditor, to DEO at each of the following addresses: Electronic copies (preferred): Audit(@deo.mvflorida.com or Paper (hard copy): Department Economic Opportunity MSC # 130, Caldwell Building 107 East Madison Street Tallahassee, Fl. 32399 -4126 40 Version date: 07/01/2014 (State Subrecipient General Appropriations Act Directives Template) Packet Page -2589- - -J 6/23/2015 16. F.11. 3. Copies of financial reporting packages required by PART II of this agreement shall be submitted by or on behalf of the recipient directly to each of the following: A. DEO at each of the following addresses: Electronic copies (preferred): Audit@ deo.myfiodda.com or Paper (hard copy): Department Economic Opportunity MSC # 130, Caldwell Building 107 East Madison Street Tallahassee, Fl. 32399-4126 B. The Auditor General's Office at the following address: Auditor General Local Government Audits /342 Claude Pepper Building, Room 401 111 West Madison Street Tallahassee, FL 32399 -1450 Email Address: flaudeen localaoyWaud.state.fl.us Copies of reports or the management letter required by Part III of this agreement shall be submitted by or on behalf of the recipient directly to: A. DEO at each of the following addresses: N/A Any reports, management letter, or other information required to be submitted to DEO pursuant to this agreement shall be submitted timely in accordance with OMB Circular A -133, Florida Statutes, and Chapters 10.550 (local governmental entities) or 10.650 (nonprofit and for - profit organizations), Rules of the Auditor General, as applicable. 6. Recipients, when submitting financial reporting packages to DEO for audits done in accordance with OMB Circular A -133 or Chapters 10.550 (local governmental entities) or 10.650 (non - profit and for - profit organizations), Rules of the Auditor General, should indicate the date that the reporting package was delivered to the recipient in correspondence accompanying the reporting package. PART V: RECORD RETENTION 1. The recipient shall retain sufficient records demonstrating its compliance with the terms of this agreement for a period of five (5) years from the date the audit report is issued, or five (5) state fiscal years after all reporting requirements are satisfied and final payments have been received, whichever period is longer, and shall allow DEO, or its designee, CFO, or Auditor General access to such records upon request. In addition, if any litigation, claim, negotiation, audit, or other action involving the records has been started prior to the expiration of the controlling period as 41 Version date: 07/01/2014 (State Subrecipient General Appropriations Act Directives Template) Packet Page -2590- 6/23/2015 16.F.11. identified above, the records shall be retained until completion of the action and resolution of all issues which arise from it, or until the end of the controlling period as identified above, whichever is longer. The recipient shall ensure that audit working papers are made available to DEO, or its designee, CFO, or Auditor General upon request for a period of five (5) years from the date the audit report is issued, unless extended in writing by DEO. - End of Attachment 2 — 42 Version date: 07/01/2014 (State Subrecipient General Appropriations Act Directives Template) _..__._aA Packet Page - 2591 - �,. 6/23/2015 16. F.11. EXHIBIT —1 to Attachment 2 FEDERAL RESOURCES AWARDED TO THE RECIPIENT PURSUANT TO THIS AGREEMENT CONSIST OF THE FOLLOWING: N/A Federal Program (list Federal agency, Catalog of Federal Domestic Assistance title and number) - $ (amount) N/A COMPLIANCE REQUIREMENTS APPLICABLE TO THE FEDERAL RESOURCES AWARDED PURSUANT TO THIS AGREEMENT ARE AS FOLLOWS: N/A STATE RESOURCES AWARDED TO THE RECIPIENT PURSUANT TO THIS AGREEMENT CONSIST OF THE FOLLOWING: MATCHING RESOURCES FOR FEDERAL PROGRAMS: N/A SUBJECT TO SECTION 215.47 FLORIDA STATUTES: State Project (list State awarding agency, Catalog of State Financial Assistance title and number) $ (amount) Department of Economic Opportunity; Local Economic Development Projects, #40.012; $2,500,000 SEED COMPLIANCE REQUIREMENTS APPLICABLE TO STATE RESOURCES AWARDED PURSUANT TO THIS AGREEMENT ARE AS FOLLOWS: As required in Agreement SL007 NOTE: Section .400(d) of OMB CircularA -133, as revised, and Section 215.97(5), Florida Statutes, require that the information about Federal Programs and State Projects included in Exhibit 1 be provided to the recipient. 43 Version date: 07/01/2014 (State Subrecipient General Appropriations Act Directives Template) Packet Page -2592- 6/23/2015 16. F.11. Grantee Name: FEIN: ATTACHMENT 3 Audit Compliance Certification Grantee's Fiscal Year: Contact Person Name and Phone Number: Contact Person Email Address: 1. Did Grantee expend state financial assistance, during its fiscal year, that it received under any agreement (e.g., agreement, grant, memorandum of agreement, memorandum of understanding, economic incentive award agreement, etc.) between Grantee and the Department of Economic Opportunity (DEO)? Yes No If the above answer is yes, also answer the following before proceeding to Item 2: Did Grantee expend $500,000 or more of state financial assistance (from DEO and all other sources of state financial assistance combined) during its fiscal year? Yes No If yes, Grantee certifies that it will timely comply with all applicable state single or project- specific audit requirements of section 215.97, Florida Statutes, and the applicable rules of the Department of Financial Services and the Auditor General. 2. Did Grantee expend federal awards, during its fiscal year that it received under any agreement (e.g., agreement, grant, memorandum of agreement, memorandum of understanding, economic incentive award agreement, etc.) between Grantee and DEO? Yes No If the above answer is yes, also answer the following before proceeding to execution of this certification: Did Grantee expend $500,000 or more in federal awards (from DEO and all other sources of federal awards combined) during its fiscal year? Yes No If yes, Grantee certifies that it will timely comply with all applicable single or program - specific audit requirements of OMB Circular A -133, as revised. By signing below, I certify, on behalf of Grantee, that the above representations for items 1 and 2 are true and correct. Signature of Authorized Representative Printed Name of Authorized Representative Date Title of Authorized Representative 44 Version date: 07/01/2014 (State Subrecipient General Appropriations Act Directives Template) _._....,.. Packet Page -2593- 6/23/2015 16. F.11. ATTACHMENT 4 Letter from DECI to Mark Merry, dated September 19, 2014 Rick Soott Jesse Pimuecio GOVERNOR VAMUTWIXRECTOR Ft 1DF 6 vivP tT wgrrr MOHOWO OPPORWNrrY Mr. Mark Merry Bureau of Auditing Department of Flnemial Services 200 East Gaines Street Tallahassee, Florida 32399.0300 Dar Mr. Merry: • a . *, .:.f •�w Vag .jl .. � � ! Pursuant to Una Item 2256A, Collier County was awarded $2,500,000 to establish the two accelerators that are described in `A Business Plan for Colifer County innovation AccelemWrs," that was pieaented to the Executive Office of the Governor to support this project Establishment of the two facilities will require an advance of funds due to the large up -front costs associated with mmadeling or retrofAtlng each of the facitities to accommodate Its spedF'ituceleretar, as well as the coats to stand -up each of the programs (administrative costs, utilities, rr, bullding and equipment leases, office furniture and supplies, legal fees, M), once the locations are determined. with this letter, we are requesting autiwrtiatlon to issue an advance of $495,a0D to Colger County for the costs associated with stte- selection, remodeling and start -up of this project, In keeping with the Reference Guide for State Expenditures (p. I3), which says that advance payments may be made under a. 115.422(24), F.S., and Rule 69"0420(3), Florida Administrative code, if approved in advance by the Bureau of Auditing If the goods or services are essential to the operation► and are available only if advance payment Is made. As required under Section 215.971, Florida Statutes, DEO will Include a provision specifying that any balance of unobligated funds that am advanced or paid must be refunded to the state agency, and the grant manager will reconcile and verify all funds received against all funds expended during the grant agreement period end produce a final reconciliation report. Thefinal report will identify any funds paid In excess of the expenditures Incurred bythe recipient. Copies of the business plan noted above and the specific line Item Appropriation are attechad for your Information. If you have any questions, plena feel free to contact Beth Walker at 850.71741980 or via e-mail at 8izabeth ,Walker*deo.mynaride.o3m. Sin° fly, Dean Into Chief Financial officer Florida Department of Ewncmk Oppwtun4 I Caidveil auIlding I IN E Maduan Street I Ibliatrarsee. FL 92399 SSLRA.2US 185 24&7105 I A90.92L32235ac ]IOeo�Rt,ols I wfYSt4tvxlttrJ t1'r9[£ii1Ft' 1 An peal rrpwartunity aMWV er /FMsrSm. Atidlary aide and =vim an *"WA& upon requnt to indMduals with OOMhues. AV voke ldephnne numbertan Oft dawn mW may be madW by parsom smog TV/rb0 egwpmwn via the Fiodda Relay Sconce at 7%L 45 Version date: 07/01/2014 (State Subrecipient General Appropriations Act Directives Template) Packet Page -2594-