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Rider to Agreement Between CMB and Gannett Fleming, Inc. 010 tq— d?-12. RIDER TO AGREEMENT BETWEEN CITY OF MIAMI BEACH AND GANNETT FLEMING, INC. FOR PROFESSIONAL ENGINEERING CONSULTING SERVICES FOR THE DESIGN THE NEW WEST AVENUE BRIDGE OVER COLLINS CANAL THIS RIDER is made this t day of 3 vt e , 2015, between Gannett Fleming, Inc., ("Consultant") and City of Miami Beach ("City"). WHEREAS, the project known as Professional Engineering Consulting Services for The Design The New West Avenue Bridge Over Collins Canal (hereinafter referred to as the "Project") is fully funded by a grant of the Florida Department of Transportation (hereinafter referred to as the "Grantor"). WHEREAS, the City and Consultant wish to amend the Agreement, being executed concurrently with this Rider,to assure compliance with the grantor requirements. Now,THEREFORE,the parties agree as follows: 1. This rider is an integral part of the Agreement to which it is attached. 2. All activities and actions relating to the Agreement shall be in full compliance with the terms of the following, which are attached hereto and incorporated by reference: A. Truth in Negotiation Certificate (FDOT Form #375-030-30) B. Conflict of Interest Certification (FDOT Form#375-030-50) C. Certification for Disclosure of Lobbying Activities on Federal-Aide Contracts(FDOT Form#375-030-33) D. Drug free workplace certification (FDOT Form #375-040-18) E. Terms for Federal Aide Contracts(FDOT Form #375-040-84) IN WITNESS WHEREOF,the parties hereto have hereunto caused these presents to be signed in their names by their duly authorized officers and principals, attested by their respective witnesses and City Clerk on the day and year first hereinabove written. Attest / CITY OF B E, f7 -// - / „ // - - RAFAEL E. G'ANADII, CITY CLERK PHILIP LE../ I' Y-'R GANNETT FLEMING, INC. Attes . a -. .t.%Y� Sig . ,re/Secretary AprSignature/President Na/do it t i.Adu anaity-/i/ict- Print Name/Title Print Name/Title APPROVED AS TO FORM & LANGUAGE & FOR EXECUTION rawk et,,v1(____ ,(5 City Attorney Dote STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION 375-030-30 TRUTH IN NEGOTIATION CERTIFICATION PROCUREMENT 05/14 Pursuant to Section 287.055(5)(a), Florida Statutes, for any lump-sum or cost-plus-a-fixed fee professional services contract over the threshold amount provided in Section 287.017, Florida Statutes for. CATEGORY FOUR, the Department of Transportation (Department) requires the Consultant to execute this certificate and include it with the submittal of the Technical Proposal, or as prescribed in the contract advertisement. The Consultant hereby certifies, covenants, and warrants that wage rates and other factual unit costs supporting the compensation for this project's agreement are accurate, complete, and current at the time of contracting. The Consultant further agrees that the original agreement price and any additions thereto shall be adjusted to exclude any significant sums by which the Department determines the agreement price was increased due to inaccurate, incomplete, or noncurrent wage rates and other factual unit costs. All such agreement adjustments shall be made within (1)year following the end of the contract. For purposes of this certificate, the end of the agreement shall be deemed to be the date of final billing or acceptance of the work by the Department,whichever is later. Gannett Fleming, Inc. Name of Con Itant By: oVg` 6/3/2015 Date STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION 375-030-50 CONFLICT OF INTEREST CERTIFICATION PROCUREMENT 01nz PUBLIC OFFICERS/EMPLOYEES I certify that I have no present conflict of interest on the projects identified below, and that I will recuse myself from any capacity of decision making, approval, disapproval, or recommendation of any consultant/contractor/vendor for selection on any contract if I have a conflict of interest or a potential conflict of interest. As set forth in Sections 112.313 and 334.193, Florida Statutes, public officers or employees of an agency may not have any interest, financial or otherwise, direct or indirect; engage in any business transaction or professional activity; or accept any obligation of any kind which is in conflict with the proper conduct of their duties in the public interest. I recognize that State of Florida public officers or employees of an agency are expected to honor the ethical obligations inherent in public service. These obligations go beyond mere legal obligations and demand from the public officer or agency employee a greater sensitivity to his or her conduct, as well as the public's perception of such conduct. State of Florida public officers or employees of an agency are expected to safeguard their ability to make objective, fair, and impartial decisions, and therefore may not accept benefits of any sort under circumstances in which it could be inferred by a reasonable observer that the benefit was intended to influence a pending or future decision of theirs, or to reward a past decision. Public officers or employees of an agency should avoid any conduct(whether in the context of business, financial, or social relationships)which might undermine the public trust, whether or not that conduct is unethical or lends itself to the appearance of ethical impropriety. I realize that violation of the above mentioned statutes would be punishable in accordance with Section 112.317 or Section 334.193, Florida Statutes, and could result in disciplinary action. Project Description(s): }- oc b I Ll - S A ?roc j G,� c n P o, r P P t,n CO J '2 r C.ES `1-a Des ' n -1"- Ne.(0 Wes 1n,LQ Err sl e Ouse r (oifiQs (4na J Financial Project Number(s): c O j 1 Q I The undersigned individual hereby attests that he/she has no conflicts of interest related to the procurement(s) identified above, or the entities evaluated or selected for the project(s). Printed Names Signatures Date p-o/ic wA SIG 0, / /W"= STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION 375-030-50 CONFLICT OF INTEREST CERTIFICATION PROCUREMENT 01/12 FOR CONSULTANT/CONTRACTOR I certify that I have no present conflict of interest, that I have no knowledge of any conflict of interest that my firm may have, and that I will recuse myself from any capacity of decision making, approval, disapproval, or recommendation on any contract if I have a conflict of interest or a potential conflict of interest. Consultants/Contractors are expected to safeguard their ability to make objective, fair, and impartial decisions when performing work for the Department, and therefore may not accept benefits of any sort under circumstances in which it could be inferred by a reasonable observer that the benefit was intended to influence a pending or future decision of theirs, or to reward a past decision. Consultants performing work for the Department should avoid any conduct(whether in the context of business, financial, or social relationships)which might undermine the public trust, whether or not that conduct is unethical or lends itself to the appearance of ethical impropriety. I realize that violation of the above mentioned standards could result in the termination of my work for the Department. Contract No./Project Description(s): AIQ pR p J 1 - I I S S Pr-,5-cn S�i D nQ i Er, r nt-C r S l� in � r✓ (GeS 8 e � i 1,1 Orsf ice 0. r e1C e Ove r CB IM s (6 n Financial Project Number(s): ( 0 '7 10 — Each undersigned individual hereby attests that he/she has no conflicts of interest related to the contract(s) identified above. Printed Names Signatures Date /t)Cc/do 00424/0- 1:Z b/v/1 c STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION 375-030-33 CERTIFICATION FOR DISCLOSURE OF LOBBYING ACTIVITIES PROCUREMENT 10/01 ON FEDERAL-AID CONTRACTS (Compliance with 49CFR, Section 20.100 (b)) The prospective participant certifies, by signing this certification, that to the best of his or her knowledge and belief: (1) No federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of.Congress in connection with the awarding of any federal contract, the making of any federal grant, the making of any federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any federal contract, grant, loan, or cooperative agreement. (2) If any funds other than federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure of Lobbying Activities", in accordance with its instructions. (Standard Form-LLL can be obtained from the Florida Department of Transportation's Professional Services Administrator or Procurement Office.) This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. The prospective participant also agrees by submitting his or her proposal that he or she shall require that the language of this certification be included in all lower tier subcontracts, which exceed $100,000 and that all such subrecipients shall certify and disclose accordingly. Name of Consultant: Gannett Fleming, Inc. By: William M. Stout, PE, FACEC Date: 6/4/2015 Authorized Signature: 0/2c-ea i2 �'/� 2 �y// Title: Chairman and CEO STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION 375-040-18 DRUG-FREE WORKPLACE PROGRAM CERTIFICATION PROCUREMENT 08/12 287.087 Preference to businesses with drug-free workplace programs. --Whenever two or more bids, proposals, or replies that are equal with respect to price, quality, and service are received by the state or by any political subdivision for the procurement of commodities or contractual services, a bid, proposal, or reply received from a business that certifies that it has implemented a drug-free workplace program shall be given preference in the award process. In order to have a drug- free workplace program, a business shall: (1) Publish a statement notifying employees that the unlawful manufacture, distribution, dispensing, possession, or use of a controlled substance is prohibited in the workplace and specifying the actions that will be taken against employees for violations of such prohibition. (2) Inform employees about the dangers of drug abuse in the workplace, the business's policy of maintaining a drug-free workplace, any available drug counseling, rehabilitation, and employee assistance programs, and the penalties that may be imposed upon employees for drug abuse violations. (3) Give each employee engaged in providing the commodities or contractual services that are under bid a copy of the statement specified in subsection (1). (4) In the statement specified in subsection (1), notify the employees that, as a condition of working on the commodities or contractual services that are under bid, the employee will abide by the terms of the statement and will notify the employer of any conviction of, or plea of guilty or nolo contendere to, any violation of Chapter 893 or of any controlled substance law of the United States or any state, for a violation occurring in the workplace no later than 5 days after such conviction. (5) Impose a sanction on, or require the satisfactory participation in a drug abuse assistance or rehabilitation program if such is available in the employee's community by, any employee who is so convicted. (6) Make a good faith effort to continue to maintain a drug-free workplace through implementation of this section. Does the individual responding to this solicitation certify that their firm has implemented a drug-free workplace program in accordance with the provision of Section 287.087, Florida Statutes, as stated above? J YES 1=1 NO NAME OF BUSINESS: ‘t t C. LOCAL AGENCY PROGRAM FEDERAL-AID TERMS 375-040-84 For PROFESSIONAL SERVICES CONTRACTS PROGRAM MANAGEMENT 04/15 Page 1 of 3 TERMS FOR FEDERAL AID CONTRACTS(APPENDIX I): The following terms apply to all contracts in which it is indicated that the services involve the expenditure of federal funds: A. It is understood and agreed that all rights of the Local Agency relating to inspection, review, approval, patents, copyrights, and audit of the work,tracing, plans, specifications, maps, data, and cost records relating to this Agreement shall also be reserved and held by authorized representatives of the United States of America. B. It is understood and agreed that, in order to permit federal participation, no supplemental agreement of any nature may be entered into by the parties hereto with regard to the work to be performed hereunder without the approval of the U.S. Department of Transportation, anything to the contrary in this Agreement not withstanding. C. Compliance with Regulations: The Consultant shall comply with the Regulations: relative to nondiscrimination in Federally-assisted programs of the U.S. Department of Transportation Title 49, Code of Federal Regulations, Part 21, as they may be amended from time to time,(hereinafter referred to as the Regulations),which are herein incorporated by reference and made a part of this Agreement. D. Nondiscrimination: The Consultant,with regard to the work performed during the contract, shall not discriminate on the basis of race, color,national origin, sex,age, disability, religion or family status in the selection and retention of subcontractors, including procurements of material and leases of equipment. The Consultant shall not participate either directly or indirectly in the discrimination prohibited by Section 21.5 of the Regulations,including employment practices when the contract covers a program set forth in Appendix B of the Regulations. E. Solicitations for Subcontracts, Including Procurements of Materials and Equipment: In all solicitations made by the Consultant, either by competitive bidding or negotiation for work to be performed under a subcontract, including procurements of materials and leases of equipment, each potential subcontractor or supplier shall be notified by the Consultant of the Consultant's obligations under this contract and the Regulations relative to nondiscrimination on the basis of race,color, national origin,sex, age,disability, religion or family status. F. Information and Reports: The Consultant will provide all information and reports required by the Regulations,or directives issued pursuant thereto, and shall permit access to its books, records,accounts,other sources of information, and its facilities as may be determined by the Local Agency, Florida Department of Transportation, Federal Highway Administration, Federal Transit Administration, Federal Aviation Administration, and/or Federal Motor Carrier Safety Administration to be pertinent to ascertain compliance with such Regulations, orders and instructions. Where any information required of the Consultant is in the exclusive possession of another who fails or refuses to furnish this information, the Consultant shall so certify to the Local Agency, Florida Department of Transportation, Federal Highway Administration, Federal Transit Administration, Federal Aviation Administration, and/or the Federal Motor Carrier Safety Administration as appropriate,and shall set forth what efforts it has made to obtain the information. G. Sanctions for Noncompliance: In the event of the Consultant's noncompliance with the nondiscrimination provisions of this contract, the Local Agency shall impose such contract sanctions as it or the Florida Department of Transportation, Federal Transit Administration, Federal Aviation Administration, and/or Federal Motor Carrier Safety Administration may determine to be appropriate, including, but not limited to, 1. withholding of payments to the Consultant under the contract until the Consultant complies and/or 2. cancellation,termination or suspension of the contract, in whole or in part. H. Incorporation or Provisions: The Consultant will include the provisions of Paragraph C through I in every subcontract, including procurements of materials and leases of equipment unless exempt by the Regulations, order, or instructions issued pursuant thereto. The Consultant shall take such action with respect to any subcontract or procurement as the Local Agency, Florida Department of Transportation, Federal Highway Administration, Federal Transit Administration, Federal Aviation Administration, and/or the Federal Motor Carrier Safety Administration may direct as a means of enforcing such provisions, including sanctions for noncompliance. In the event a Consultant becomes involved in, or is threatened with, litigation with a subconsultant or supplier as a result of such direction, the Consultant may request the Local Agency to enter into such litigation to protect the interests of the Local Agency, and,in addition, the Consultant may request the United States to enter into such litigation to protect the interests of the United States. I. Compliance with Nondiscrimination Statutes and Authorities:Title VI of the Civil Rights Act of 1964(42 U.S.C. §2000d et seq., 78 stat. 252), (prohibits discrimination on the basis of race,color, national origin); and 49 CFR Part 21;The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 U.S.C. § 4601), (prohibits unfair treatment LOCAL AGENCY PROGRAM FEDERAL-AID TERMS 375-040-84 For PROFESSIONAL SERVICES CONTRACTS PROGRAM MANAGEMENT 04/15 Page 2 of 3 of persons displaced or whose property has been acquired because of Federal or Federal-aid programs and projects); Federal-Aid Highway Act of 1973, (23 U.S.C. § 324 et seq.), (prohibits discrimination on the basis of sex); Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. § 794 et seq.), as amended, (prohibits discrimination on the basis of disability); - and 49 CFR-Part-27; The-Age-Discrimination-Act--of--1975,--as-amended, (42-U.S.C.--§-610-1---et--seq.),--(prohibits discrimination on the basis of age); Airport and Airway Improvement Act of 1982, (49 USC § 471, Section 47123), as amended, (prohibits discrimination based on race, creed, color, national origin, or sex); The Civil Rights Restoration Act of 1987, (PL 100-209), (Broadened the scope, coverage and applicability of Title VI of the Civil Rights Act of 1964, The Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms "programs or activities"to include all of the programs or activities of the Federal-aid recipients, sub-recipients and contractors, whether such programs or activities are Federally funded or not); Titles II and III of the Americans with Disabilities Act,which prohibit discrimination on the basis of disability in the operation of public entities, public and private transportation systems, places of public accommodation, and certain testing entities (42 U.S.C. §§ 12131 -- 12189) as implemented by Department of Transportation regulations at 49 C.F.R. parts 37 and 38; The Federal Aviation Administration's Non-discrimination statute (49 U.S.C. § 47123) (prohibits discrimination on the basis of race, color, national origin, and sex); Executive Order 12898, Federal Actions to Address Environmental Justice in Minority Populations and Low-Income Populations, which ensures non-discrimination against minority populations by discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental effects on minority and low-income populations; Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes discrimination because of limited English proficiency (LEP). To ensure compliance with Title VI, you must take reasonable steps to ensure that LEP persons have meaningful access to your programs (70 Fed. Reg. at 74087 to 74100); Title IX of the Education Amendments of 1972, as amended, which prohibits you from discriminating because of sex in education programs or activities(20 U.S.C. 1681 et seq). J. Interest of Members of Congress: No member of or delegate to the Congress of the United States will be admitted to any share or part of this contract or to any benefit arising therefrom. K. Interest of Public Officials: No member,officer,or employee of the public body or of a local public body during his tenure or for one year thereafter shall have any interest,direct or indirect, in this contract or the proceeds thereof. For purposes of this provision, public body shall include municipalities and other political subdivisions of States; and public corporations, boards, and commissions established under the laws of any State. L. Participation by Disadvantaged Business Enterprises: The Consultant shall agree to abide by the following statement from 49 CFR 26.13(b). This statements shall be included in all subsequent agreements between the Consultant and any subconsultant or contractor. The Consultant,sub recipient or subcontractor shall not discriminate on the basis of race, color, national origin, or sex in the performance of this contract. The contractor shall carry out applicable requirements of 49 CFR Part 26 in the award and administration of DOT-assisted contracts. Failure by the Consultant to carry out these requirements is a material breach of this contract,which may result in termination of this contract or other such remedy as the recipient deems appropriate: M. It is mutually understood and agreed that the willful falsification, distortion or misrepresentation with respect to any facts related to the project(s) described in this Agreement is a violation of the Federal Law. Accordingly, United States Code,Title 18, Section 1020, is hereby incorporated by reference and made a part of this Agreement. N. It is understood and agreed that if the Consultant at any time learns that the certification it provided the Local Agency in compliance with 49 CFR, Section 26.51,was erroneous when submitted or has become erroneous by reason of changed circumstances,the Consultant shall provide immediate written notice to the Local Agency. It is further agreed that the clause titled "Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion-Lower Tier Covered Transaction"as set forth in 49 CFR, Section 29.510,shall be included by the Consultant in all lower tier covered transactions and in all aforementioned federal regulation. O. The Local Agency hereby certifies that neither the consultant nor the consultant's representative has been required by the Local Agency, directly or indirectly as an express or implied condition in connection with obtaining or carrying out this contract, to 1. employ or retain,or agree to employ or retain,any firm or person,or 2. pay, or agree to pay,to any firm, person, or organization, any fee, contribution, donation, or consideration of any kind; The Local Agency further acknowledges that this agreement will be furnished to a federal agency, in connection with this contract involving participation of Federal-Aid funds, and is subject to applicable State and Federal Laws, LOCAL AGENCY PROGRAM FEDERAL-AID TERMS 375-040-84 For PROFESSIONAL SERVICES CONTRACTS PROGRAM MANAGEMENT 04115 Page 3 of 3 both criminal and civil. P. The Consultant hereby certifies that it has not: 1. employed or retained for a commission, percentage,brokerage, contingent fee, or other consideration, any firm or person (other than a bona fide employee working solely for the above contractor)to solicit or secure this contract; 2. agreed,as an express or implied condition for obtaining this contract,to employ or retain the services of any firm or person in connection with carrying out this contract;or 3. paid,or agreed to pay,to any firm, organization or person(other than a bona fide employee working solely for the above contractor)any fee contribution,donation, or consideration of any kind for, or in connection with, procuring or carrying out the contract. The consultant further acknowledges that this agreement will be furnished to the Local Agency,the State of Florida Department of Transportation and a federal agency in connection with this contract involving participation of Federal-Aid funds, and is subject to applicable State and Federal Laws, both criminal and civil.