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HomeMy WebLinkAboutC24-220 Phoenix Industries LTDAGREEMENT FOR CONSTRUCTION BETWEEN EAGLE COUNTY, COLORADO AND PHOENIX INDUSTRIES LTD THIS AGREEMENT (“Agreement”) is effective as of the ______________, by and between PHOENIX INDUSTRIES LTD (hereinafter “Contractor” or “Consultant”) and Eagle County, Colorado, a body corporate and politic (hereinafter “Owner”). RECITALS WHEREAS, Eagle County solicited an Invitation for Bid for AIP Project No. 3-08-0020-069-2023 dated January 29, 2024, for certain improvements to the Eagle County Regional Airport, including, but not limited to, Taxiway B Embankment & Drainage Improvements - Phase II (the “Project’), which complied with Federal guidelines for the Project using state and/or federal grant dollars (the “Solicitation”). A copy of the Solicitation is attached hereto as Exhibit A and incorporated herein by this reference; and WHEREAS, Contractor submitted a bid on February 27, 2024 (the “Proposal,” a copy of which is attached hereto as Exhibit B and incorporated herein by this reference) and was chosen as the successful respondent to the Invitation for Bid for the Project; and WHEREAS, Owner desires to contract with Contractor for the construction of the Project, and Contractor is authorized to do business in the State of Colorado and has the time, skill, expertise, and experience necessary to provide the construction and/or materials as set forth below in Section 1 hereof; and WHEREAS, this Agreement shall govern the relationship between Contractor and Owner in connection with the procurement of materials and the construction of the Project. AGREEMENT NOW, THEREFORE, in consideration of the foregoing and the following promises Contractor and Owner agree as follows: 1. Services. Contractor agrees to furnish labor and procure the materials, equipment, and products needed to perform all the work necessary to complete the Project as described in Exhibit B which is attached hereto and incorporated herein by reference (the “Services” or the “Work”). The Services shall be provided in accordance with the provisions and conditions of this Agreement. a. The Contractor agrees to commence work within ten (10) calendar days after the receipt of a Notice to Proceed, and shall complete the Work within the Contract Time as defined and as set forth in the Contract Documents. Extensions of the Contract Time may only be permitted by written execution of a formal modification to this Agreement as approved by the Owner. DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 5/7/2024 2 b. This Agreement shall include “Contract Documents” as the same as defined in Paragraph 10-16, and 10-67 in Section 10 of the General Provisions of the Solicitation and consisting of the Plans, Invitation for Bid, Instruction to Bidders, all issued Addenda, Proposal, Statement of Qualifications, Anticipated Sub-Contracts, Form of Proposal Guaranty, Notice of Award, Contract Agreement, Supply Bond, Notice to Proceed, Notice of Contractor’s Settlement, Wage Rates, General Provisions, Special Provisions, Construction Safety and Phasing Plan, Technical Specifications, attached appendices and all documents incorporated by reference. Said “Contract Documents” are made a part of the Agreement as if set out at length herein. The Contract Documents may only be altered, amended, or repealed by written amendment as outlined by Section 4 of this Agreement. The intent of the Contract Documents is to include all items, components and services necessary for the construction of the Project. The Contract Documents are complementary, and what is required by any one shall be as binding as if required by all. Words and abbreviations which have well known technical or trade meanings are used in the Contract Documents in accordance with such recognized meanings. If there is a conflict between terms in this Agreement and the Contract Documents, the Contract Documents shall control. c. Owner shall have the right to inspect all Work per Section 50 of the Contract Documents. Inspection and acceptance shall not be unreasonably delayed or refused. d. LIQUIDATED DAMAGES. Owner and Contractor recognize that time is of the essence with regard to the performance of Services under this Agreement and that Owner expects Contractor to complete the Work within the Contract Time. Owner and Contractor also recognize the delays, expense, and difficulties involved in proving a legal or arbitration preceding the actual loss suffered by Owner if the Work is not complete within the Contract Time. Accordingly, instead of requiring such proof, Owner and Contractor agree that as liquidated damages (but not as a penalty) for delay beyond the Completion Date, Contractor shall pay Owner two thousand five hundred dollars ($2,500.00) for each day that expires after the Completion Date until the Work is complete. Further, liquidated damages described in Division 4, Section 80-08 and Division 5, Special Provisions Part C, Item 18 of the Contract Documents, also apply to this Project. 2. Owner’s Representative. The Eagle County’s designee per Section 9 of this Agreement shall be Contractor’s contact with respect to this Agreement. 3. Term of the Agreement. This Agreement shall commence upon the date first written above, and subject to the provisions of Section 10 hereof, shall continue in full force and effect through completion of the Work outlined in Section 1a of this Agreement. 4. Extension or Modification. Any amendments or modifications to this Agreement or the Contract Documents shall be in writing signed by both parties. Accordingly, no course of conduct or dealings between the parties, nor verbal change orders, express or implied acceptance of alterations or additions to the construction, and no claim that Owner has been unjustly enriched by any construction, whether or not there is in fact any such unjust enrichment, shall be the basis of any increase in the compensation payable hereunder. In the event that written authorization and acknowledgment by Owner for such additional Work is not timely executed DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 3 and issued in strict accordance with this Agreement, Contractor’s rights with respect to such additional Work shall be deemed waived and such failure shall result in non-payment for such additional Work. 5. Compensation. Owner shall compensate Contractor for the Work in accordance with the Contract Documents in a sum computed and payable as set forth in Exhibit B. The compensation for the Work under this Agreement shall not exceed $ 983,046.52 (the “Contract Price”). a. Partial payment on account of the Contract Price will be made for Work performed by Contractor and accepted by Owner within thirty (30) days of receipt of a proper and accurate invoice from Contractor. 10% retainage shall be held until final acceptance of the Work pursuant to the Contract Documents. All invoices shall include detail regarding the construction and such other detail as Owner may request. Final payment shall be made in accordance with Section 90 of the Contract Documents. b. If, at any time during the term or after termination or expiration of this Agreement, Owner reasonably determines that any payment made by Owner to Contractor was improper because the construction for which payment was made was not provided as set forth in this Agreement, then upon written notice of such determination and request for reimbursement from Owner, Contractor shall forthwith return such payment(s) to Owner. Upon termination or expiration of this Agreement, unexpended funds advanced by Owner, if any, shall forthwith be returned to Owner. c. Notwithstanding anything to the contrary in the Contract Documents the Contractor hereby acknowledges and agrees that Owner’s performance under the contract is subject to receipt of funds from the FAA and further is subject to annual appropriation by Owner in accordance with a budget adopted by Eagle County Board of County Commissioners in compliance with the provisions of Article 25, Title 30 of the Colorado Revised Statutes, the Local Government Budget Law (C.R.S. 29-1-101 et. seq.) and the TABOR Amendment (Colorado Constitution Article X, Sec. 20). Owner may issue multiple Notice(s) to Proceed in incremental stages as funding becomes available. d. Federal Grant Contract: The Parties acknowledge that Owner is a recipient of a grant awarded by the United States Department of Transportation, Federal Aviation Administration (“FAA”), which will be used to fund, in part, the Work. The Contractor is subject to the Buy American Preference, Foreign Trade Restrictions, Government-Wide Debarment and Suspension, Government-Wide Requirements for Drug-Free Workplace and the Federal Provisions included in Part A of the Special Provisions contained in the Contract Documents. 6. Insurance. The Contractor shall pay for and maintain during the life of this Agreement adequate Workmen's Compensation, Public Liability and Property Damage Insurance. The Contractor is charged with the responsibility for adequate and proper coverage for all his subcontract operations. Contractor shall furnish to the Owner satisfactory proof of carriage of the insurance required. Public Liability Insurance shall be in the amount of not less than $2,000,000.00 for injuries, including accidental death, to any one person, nor less than $2,000,000.00 on account DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 4 of any one accident. Property Damage Insurance shall be carried in an amount not less than $2,000,000.00. Such Liability Insurance shall include completed operation coverage. a. Contractor shall maintain the foregoing coverage in effect until the Work is completed and accepted by the Owner and all applicable statutes of limitations have run. b. All policies must contain an endorsement affording an unqualified thirty (30) days’ notice of cancellation of coverage. c. All policies must be written by insurance companies whose rating in the most recent Best’s rating guide is not less than A-(VII). d. Certificates of Insurance with the required endorsements evidencing the coverage and naming the Owner as Additional Insured must be delivered to Owner prior to commencement of any work under this Agreement. Notwithstanding any other provision hereof, the Contractor shall provide Owner with a complete copy of any policy of insurance required hereunder within five (5) business days of a written request from Owner, and hereby authorizes the Contractor’s brokers, without further notice to or authorization by the Contractor, to immediately comply with any written request of Owner for a complete copy of any policy required hereunder. e. The general liability insurance policy shall be endorsed as follows: i. Designated construction project general aggregate limit endorsement, ISO GC 2503 or equivalent; ii. Automatic Additional Insured Endorsement, Owners, Lessees or Contractors, ISO Form 2038 or equivalent; iii. Additional Insured – Completed Operations Owners, Lessees or Contractors Endorsement, ISO CG 2037 or equivalent. iv. The Completed Operations coverage must be kept in effect for up to the statue of repose after project completion. f. Contractor’s certificates of insurance shall include subcontractors, if any as additional insureds under its policies or Contractor shall furnish to Owner separate certificates and endorsements for each subcontractor. g. The insurance provisions of this Agreement shall survive expiration or termination hereof. h. A certificate of insurance consistent with the foregoing requirements shall be included in the Contract Documents and attached hereto as Exhibit C. 7. Indemnification. The Contractor shall indemnify, defend and hold harmless Owner, and any of its officers, agents and employees against any losses, claims, damages or liabilities for which Owner may become subject to insofar as any such losses, claims, damages or liabilities arise out of, directly or indirectly, this Agreement, or are based upon any performance or nonperformance DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 5 by Contractor or any of its subcontractors hereunder; and Contractor shall reimburse Owner for reasonable attorney fees and costs, legal and other expenses incurred by Owner in connection with investigating or defending any such loss, claim, damage, liability or action. This indemnification shall not apply to claims by third parties against the Owner to the extent that Owner is liable to such third party for such claims without regard to the involvement of the Contractor. This Section shall survive expiration or termination hereof. 8. Documents. All documents (including electronic files) and materials obtained during, purchased or prepared in the performance of the Services shall remain the property of the Owner and are to be delivered to Owner before final payment is made to Contractor or upon earlier termination of this Agreement. Contractor shall additionally provide copies of any instruction or operations manuals and shall further provide copies of any manufacturer’s warranties associated with the construction as required by the Contract Documents. 9. Notice. Any notice required by this Agreement shall be deemed properly delivered when (i) personally delivered, or (ii) when mailed in the United States mail, first class postage prepaid, or (iii) when delivered by FedEx or other comparable courier service, charges prepaid, to the parties at their respective addresses listed below, or (iv) when sent via facsimile so long as the sending party can provide facsimile machine or other confirmation showing the date, time and receiving facsimile number for the transmission, or (v) when transmitted via e-mail with confirmation of receipt. Either party may change its address for purposes of this Section by giving five (5) days prior written notice of such change to the other party. OWNER: Eagle County, Colorado Attention: Josh Miller 500 Broadway Post Office Box 850 Eagle, CO 81631 Telephone: 970-328-3532 Facsimile: 970-328-8899 E-mail: Josh.Miller@eaglecounty.us With a copy to: Eagle County Attorney 500 Broadway Post Office Box 850 Eagle, CO 81631 Telephone: 970-38-8685 E-Mail: atty@eaglecounty.us CONTRACTOR: PHOENIX INDUSTRIES LTD 1338 Grand Ave #294 Glenwood Springs, CO 81601 Telephone: 970-618-4065 E-mail: Roy@pi-ltd.us DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 6 ENGINEER: Woolpert, Inc. 720 S. Colorado Blvd., Ste 1200-S Glendale, CO 80246 Telephone: (303) 524-3030 Facsimile: (303) 524-3031 E-Mail: Matt.Gilbreath@woolpert.com 10. Termination. Owner may terminate this Agreement, in whole or in part, at any time and for any reason, with or without cause, and without penalty therefor with seven (7) calendar days’ prior written notice to the Contractor. Upon termination of this Agreement, Contractor shall immediately provide Owner with all documents as defined in Section 8 hereof, in such format as Owner shall direct and shall return all Owner owned materials and documents in the possession of Contractor, if any. Owner shall pay Contractor for construction satisfactorily inspected and accepted to the date of termination. 11. Venue, Jurisdiction and Applicable Law. Any and all claims, disputes or controversies related to this Agreement, or breach thereof, shall be litigated in the District Court for Eagle County, Colorado, which shall be the sole and exclusive forum for such litigation. This Agreement shall be construed and interpreted under and shall be governed by the laws of the State of Colorado. 12. Execution by Counterparts; Electronic Signatures. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same instrument. The parties approve the use of electronic signatures for execution of this Agreement. Only the following two forms of electronic signatures shall be permitted to bind the parties to this Agreement: (i) Electronic or facsimile delivery of a fully executed copy of the signature page; (ii) the image of the signature of an authorized signer inserted onto PDF format documents. All documents must be properly notarized, if applicable. All use of electronic signatures shall be governed by the Uniform Electronic Transactions Act, C.R.S. 24- 71.3-101 to 121. 13. Subordination. This Agreement is subject and subordinate to the provisions of any agreements heretofore or hereafter made between the County and the United States, relative to the operation or maintenance of the Airport, or to the expenditure of federal funds for the improvement or development of the Airport, including the expenditure of federal funds for the development of the Airport in accordance with the provisions of the Federal Aviation Act of 1958, the Federal Aid to Airport Act, the Airport and Airway Development Act of 1970 and the Airport and Airway Improvement Act of 1982, as such acts have been amended or replaced from time-to- time. 14. Security. Contractor shall cause its subcontractors, agents and employees to comply with any and all existing and future security regulations or Security Plan adopted by Eagle County pursuant to Part 1542, Federal Air Regulations of the Federal Aviation Administration, as it may be amended from time to time. 15. Other Contract Requirements and Contractor Representations. DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 7 a. Contractor has familiarized itself with the intended purpose and use of the Work to be provided hereunder, the intended use of such Work by Owner, and with all local conditions, federal, state and local laws, ordinances, rules and regulations that in any manner affect cost, progress, or performance of the Work. b. Contractor will make, or cause to be made, examinations, investigations, and tests as he deems necessary for the performance of this Agreement. c. Contractor shall be responsible for the completeness and accuracy of the Work and shall correct, at its sole expense, all significant errors and omissions in performance of the Work. The fact that the Owner has accepted or approved the Work shall not relieve Contractor of any of its responsibilities. Contractor represents and warrants that it has the expertise and personnel necessary to properly perform the terms of this Agreement. Contractor shall provide appropriate supervision to its employees to ensure the performance in accordance with this Agreement. Contractor will perform the Work in a skillful, professional and competent manner and in accordance with the standard of care applicable to Contractors supplying similar construction. d. Contractor warrants merchantability and fitness of the Work for its intended use and purpose. e. In addition to other warranties in the Contract Documents, Contractor hereby represents and warrants that the all materials and equipment incorporated in and made a part of the Work shall be new as of the date of installation and construction and guarantees all Work against defects for a period of one (1) year from the date the Work is accepted by Owner, or such longer period as may be provided by the law or as otherwise agreed to by the parties. f. All guarantees and warranties of construction furnished to Contractor by any contractor or supplier are for the benefit of Owner. If any Contractor or supplier of any construction furnishes a guarantee or warrantee for a period longer than one (1) year, then Contractor’s guarantee or warrantee shall extend for a like period as to such construction as more completely detailed in the Contract Documents. g. Contractor warrants that title to all construction shall pass to Owner either by incorporation into the Owner facility or upon receipt by Contractor of payment from Owner (whichever occurs first) free and clear of all liens, claims, security interests or encumbrances. Contractor further warrants that Contractor (or any other person performing Work) constructed the project free and clear of all liens, claims, security interests or encumbrances. Notwithstanding the foregoing, Contractor assumes all risk of loss with respect to the construction until Owner has inspected and approved the same. h. Within a reasonable time after receipt of written notice, Contractor shall correct at its own expense, without cost to Owner, and without interruption to Owner: i. Any defects in the Work which existed prior to or during the period of any guarantee or warranty provided in this Agreement. Such correction shall be considered DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 8 complete when the applicable defect has been corrected by the affected equipment or parts being restored to the Contract Documents and the other requirements of this Agreement, and in compliance with applicable laws; and ii. Any damage to any property caused by such defects or the repairing of such defects. i. Guarantees and warranties shall not be construed to modify or limit any rights or actions Owner may otherwise have against Contractor in law or in equity. j. Contractor agrees to work in an expeditious manner, within the sound exercise of its judgment and professional standards, in the performance of this Agreement. Time is of the essence with respect to this Agreement. k. This Agreement constitutes an agreement for performance by Contractor as an independent Contractor and not as an employee of Owner. Nothing contained in this Agreement shall be deemed to create a relationship of employer-employee, master-servant, partnership, joint venture or any other relationship between Owner and Contractor except that of independent Contractor. Contractor shall have no authority to bind Owner. l. Contractor represents and warrants that at all times in the performance of the Agreement, Contractor shall comply with any and all applicable federal, state, and local laws, codes, rules and regulations ordinances, and all rules and regulations adopted by the County for the management, operation and control of the Airport, either promulgated by Eagle County on its own initiative or in compliance with regulations or actions of the Federal Aviation Administration or other authorized federal agency including the Transportation Security Administration. Contractor additionally agrees to comply with the Federal Assurances attached hereto as Exhibit D and incorporated herein by this reference. m. Contractor represents and warrants that all times in the performance of the Agreement, Contractor shall comply with all applicable federal, state and local environmental rules, regulations, statutes, laws or orders (collectively “Environmental Regulations”), including but not limited to Environmental Requirements regarding the storage, use and disposal of hazardous materials or special wastes to the environment. Contractor shall acquire all necessary federal, state, and local environmental permits and comply with all applicable federal and state environmental permit requirements. For purposes of this Agreement, hazardous materials shall mean any flammable, explosive or radioactive material, petroleum products, or any substance defined as or included within the definition of "hazardous substance," "hazardous waste," "hazardous materials" or "toxic substances" under any applicable federal, state or local law or regulation. Contractor hereby specifically agrees to indemnify and hold County harmless from and against any and all claims, losses, liability, remedial action requirements, enforcement actions of any kind, or costs and expenses, including attorney fees, incurred in connection with or arising from the presence of any hazardous materials or release of any hazardous materials in connection with the performance of this Agreement, or any activity undertaken on Airport property in connection with cleanup, handling, treatment, transport or disposal of any hazardous materials relating to Contractor’s performance of this Agreement. DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 9 n. The Contract Documents contain the entire agreement between the parties with respect to the subject matter hereof and supersedes all other agreements or understanding between the parties with respect thereto. o. Contractor shall not assign any portion of this Agreement without the prior written consent of the Owner with the exception of any firms listed in the “Subcontractor/Supplier List” as submitted with the original bid proposal. Any attempt to assign this Agreement without such consent shall be void. p. Contractor acknowledges that Owner has entered into this Agreement in reliance upon the particular reputation and expertise of Contractor. Owner shall have the right in its reasonable discretion to approve all personnel assigned to the Project during the performance of this Agreement and no personnel to whom Owner has an objection, in its reasonable discretion, shall be assigned to the Project. Contractor shall require each subcontractor, as approved by Owner and to the extent of the Services to be performed by the subcontractor, to be bound to Contractor by the terms of this Agreement, and to assume toward Contractor all the obligations and responsibilities which Contractor, by this Agreement, assumes toward Owner. Owner shall have the right (but not the obligation) to enforce the provisions of this Agreement against any subcontractor hired by Contractor and Contractor shall cooperate in such process. The Contractor shall be responsible for the acts and omissions of its agents, employees and subcontractors. q. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective permitted assigns and successors in interest. Enforcement of this Agreement and all rights and obligations hereunder are reserved solely for the parties, and not to any third party. r. No failure or delay by either party in the exercise of any right hereunder shall constitute a waiver thereof. No waiver of any breach shall be deemed a waiver of any preceding or succeeding breach. s. The invalidity, illegality or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision hereof. t. The signatories to this Agreement aver to their knowledge no employee of the Owner has any personal or beneficial interest whatsoever in the construction described in this Agreement. The Contractor has no beneficial interest, direct or indirect, that would conflict in any manner or degree with the performance of the Agreement and Contractor shall not employ any person having such known interests. IN WITNESS WHEREOF, the parties have executed this Agreement the day and year first set forth above. DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 10 COUNTY OF EAGLE, STATE OF COLORADO, By and Through Its BOARD OF COUNTY COMMISSIONERS By: ______________________________ Matt Scherr, chair Attest: By: ___________________________ Regina O’Brien, Clerk to the Board CONTRACTOR: By:__________________ ______________ Print Name: _________________ ________ Title: ____________________ __________ DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 Pre Roy Thomson 11 EXHIBIT A Invitation for Bid for AIP Project No. 3-08-0020-069-2023 dated January 29, 2024 DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 INVITATION FOR BIDS Eagle County Regional Airport Gypsum, Colorado AIP Project No. 3-08-0020-069-2023 Sealed bids, subject to the conditions contained herein, for improvements to the Eagle County Regional Airport, Gypsum, Colorado, AIP Project No. 3-08-0020-069-2023 will be received by the Eagle County Regional Airport, Airport Administrations Office, Gypsum, Colorado, 81637, until Tuesday, February 27, 2024, at 10:00 A.M., and then publicly opened and read aloud. The work involved will include the following: Schedule I - Taxiway B Embankment & Drainage Improvements - Phase II The approximate quantities of major bid items involved in the proposed work are: P-151a Clearing and Grubbing AC 7 P-152a Embankment (Stockpiles within the Airport Perimeter Fence) CY 20,000 P-152b Embankment (Stockpiles outside the Airport Perimeter Fence) CY 10,000 D-701a Install 24-Inch RCP, Class V LF 515 D-701b Install 36-Inch FES, Class V EA 870 D-751a Install Storm Inlet (Type I) EA 2 D-751b Install Storm Manhole EA 1 T-901a Seeding with Hydromulch AC 7 Construction for this project is expected to take 45 working day(s). Contract Documents. The complete set of Specifications and Contract Documents can be downloaded from Quest Construction Data Network (QuestCDN) at www.questcdn.com and/or https://woolpert.com/markets/aviation by selecting the “Project Bids” header and inputting Quest Project #8946711 on the project search page beginning on January 29, 2024. Interested parties may view the bid documents at no cost prior to deciding to become a plan holder and bidding on the project. To be considered a plan holder, register with www.questcdn.com for a free Regular membership and download the bid documents in digital form at a cost of twenty-two dollars ($22.00). Downloading the documents and becoming a plan holder is required to bid as plan holder’s receive automatic notice of addendum(s) for this project and bid updates. It is the bidder’s responsibility to review the site for addendums and changes before s ubmitting their proposal. This includes review for environmental changes. Environmental change s during construction could take up to four weeks for approval. Contact QuestCDN Customer Support at 952-233-1632 or info@QuestCDN.com for assistance in membership registration and downloading digital bidding documents. Pre-Bid Conference. The pre-bid conference for this project will be held on February 13, 2024 at 10:00 A.M., in the Eagle County Regional Airport SRE Facility, Conference Room at the Eagle County DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 Regional Airport, 0221 Eldon Wilson Road, Gypsum, Colorado, 81637. All bidders are required to examine the site to become familiar with all site conditions prior to submitting their bid. Bid Conditions. The bidder is required to provide all information as required within the Contract Documents. The bidder is required to bid on all items of every schedule or as otherwise detailed in the Instructions to Bidders. Bids may be held by Eagle County, Colorado (“Eagle County” or “Owner”) for a period not to exceed 120 calendar days from the date of the bid opening for the purpose of evaluating bids prior to award of contract. Eagle County reserves the right, in its sole discretion, to accept or reject any and all bids, to waive any informality or technicality in any bid, to negotiate contract terms with a bidder, to disregard all non-conforming, non-responsive or conditional bids and to postpone the award of the contract for a period not exceeding 120 calendar days after bid opening. All questions regarding the bid are to be directed to Matt Gilbreath, P.E. with Jviation, Inc., 720 South Colorado Blvd., Suite 1200-S, Glendale, Colorado, 80246, (720) 544-6522, Fax: (303) 524-3031, or email Matt.Gilbreath@woolpert.com. Bid Bond. Guarantee will be required with each bid as a certified check on a solvent bank or a Bid Bond in the amount of five (5) % of the total amount of the bid, made payable to the Eagle County, Colorado. Performance & Payment Bond. The successful bidder will be required to furnish separate performance and payment bonds each in an amount equal to 100% of the contract price. Airport and Airway Improvement Act of 1982 as Amended. In accordance with the Davis-Bacon Act, as amended, the Contractor will be required to comply with the wage and labor requirements and to pay minimum wages in accordance with the schedule of wage rates established by the United States Department of Labor. Equal Employment Opportunity and Affirmative Action Requirement. The proposed contract is under and subject to 41 CFR Part 60-4 and Executive Order 11246 of September 24, 1965, as amended, and to the equal opportunity clause and the Standard Federal Equal Employment Opportunity Construction Contract specifications including the goals and timetables for minority and female participation. Title VI Solicitation Notice: Eagle County, in accordance with the provisions of Title VI of the Civil Rights Act of 1964 (78 Stat. 252, 42 USC §§ 2000d to 2000d-4) and the Regulations, hereby notifies all bidders or offerors that it will affirmatively ensure that for any contract entered into pursuant to this advertisement disadvantaged business enterprises will be afforded full and fair opportunity to submit bids in response to this invitation and no businesses will be discriminated against on the grounds of race, color, national origin (including limited English proficiency), creed, sex (including sexual orientation and gender identity), age, or disability in consideration for an award. DBE Requirement. Required if Federal funds exceed $250,000 DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 Bid Information Submitted as a matter of responsiveness: The Owner’s award of this contract is conditioned upon Bidder or Offeror satisfying the good faith effort requirements of 49 CFR §26.53. As a condition of responsiveness, the Bidder or Offeror must submit the following information with its proposal on the forms provided herein: (1) The names and addresses of Disadvantaged Business Enterprise (DBE) firms that will participate in the contract; (2) A description of the work that each DBE firm will perform; (3) The dollar amount of the participation of each DBE firm listed under (1) (4) Written statement from Bidder or Offeror that attests their commitment to use the DBE firm(s) listed under (1) to meet the Owner’s project goal; and (5) Written confirmation from each listed DBE firm that it is participating in the contract in the kind and amount of work provided in the prime contractor's commitment; and (6) If Bidder or Offeror cannot meet the advertised project DBE goal, evidence of good faith efforts undertaken by the Bidder or Offeror as described in appendix A to 49 CFR part 26. The documentation of good faith efforts must include copies of each DBE and non-DBE subcontractor quote submitted to the bidder when a non-DBE subcontractor was selected over a DBE for work on the contract. The bidder shall make good faith efforts, as defined in Appendix A of 49 CFR Part 26, Regulations of the Office of the Secretary of Transportation, to subcontract 3.62 % of the dollar value of the prime contract to small business concerns owned and controlled by socially and economically disadvantaged individuals (DBE). In the event that the bidder for this solicitation qualifies as a DBE, the contract goal shall be deemed to have been met. Individuals who are rebuttably presumed to be socially and economically disadvantaged include, women, Black Americans, Hispanic Americans, Native Americans, Asian-Pacific Americans, and Asian-Indian Americans. The apparent successful bidder will be required to submit information concerning the DBE's that will participate in this contract. The information will include the name and address of each DBE, a description of the work to be performed by each named firm, and the dollar value of the contract. If the bidder fails to achieve the contract goal stated herein, it will be required to provide documentation demonstrating that it made good faith efforts in attempting to do so. A bid that fails to meet these requirements will be considered non-responsive. Those firms currently certified as DBE's by the Colorado Department of Transportation are eligible to participate as DBE's on this contract. A list of these firms can be obtained from the State, the consulting engineer, or the Sponsor. FAA Buy American Preference The Contractor certifies that its bid/offer is in compliance with 49 USC § 50101, BABA and other related Made in America Laws,1 U.S. statutes, guidance, and FAA policies, which provide that Federal 1 Per Executive Order 14005 “Made in America Laws” means all statutes, regulations, rules, and Executive Orders relating to federal financial assistance awards or federal procurement, including those that refer to “Buy America” or DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 funds may not be obligated unless all iron, steel and manufactured goods used in AIP funded projects are produced in the United States, unless the Federal Aviation Administration has issued a waiver for the product; the product is listed as an Excepted Article, Material Or Supply in Federal Acquisition Regulation subpart 25.108; or is included in the FAA Nationwide Buy American Waivers Issued list. The bidder or offeror must complete and submit the certification of compliance with FAA’s Buy American Preference, BABA and Made in America laws included herein with their bid or offer. The Airport Sponsor/Owner will reject as nonresponsive any bid or offer that does not include a completed certification of compliance with FAA’s Buy American Preference and BABA. The bidder or offeror certifies that all constructions materials, defined to mean an article, material, or supply other than an item of primarily iron or steel; a manufactured product; cement and cementitious materials; aggregates such as stone, sand, or gravel; or aggregate binding agents or additives that are or consist primarily of: non-ferrous metals; plastic and polymer-based products (including polyvinylchloride, composite building materials, and polymers used in fiber optic cables); glass (including optic glass); lumber; or drywall used in the project are manufactured in the U.S. Trade Restriction Certification By submission of an offer, the Offeror certifies that with respect to this solicitation and any resultant contract, the Offeror – 1) is not owned or controlled by one or more citizens of a foreign country included in the list of countries that discriminate against U.S. firms as published by the Office of the United States Trade Representative (USTR); 2) has not knowingly entered into any contract or subcontract for this project with a person that is a citizen or national of a foreign country included on the list of countries that discriminate against U.S. firms as published by the USTR; and 3) has not entered into any subcontract for any product to be used on the Federal project that is produced in a foreign country included on the list of countries that discriminate against U.S. firms published by the USTR. This certification concerns a matter within the jurisdiction of an agency of the United States of America and the making of a false, fictitious, or fraudulent certification may render the maker subject to prosecution under Title 18 USC § 1001. The Offeror/Contractor must provide immediate written notice to the Owner if the Offeror/Contractor learns that its certification or that of a subcontractor was erroneous when submitted or has become erroneous by reason of changed circumstances. The Contractor must require subcontractors provide immediate written notice to the Contractor if at any time it learns that its certification was erroneous by reason of changed circumstances. “Buy American,” that require, or provide a preference for, the purchase or acquisition of goods, products, or materials produced in the United States, including iron, steel, and manufactured products offered in the United States. DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 Unless the restrictions of this clause are waived by the Secretary of Transportation in accordance with 49 CFR § 30.17, no contract shall be awarded to an Offeror or subcontractor: 1) who is owned or controlled by one or more citizens or nationals of a foreign country included on the list of countries that discriminate against U.S. firms published by the USTR; or 2) whose subcontractors are owned or controlled by one or more citizens or nationals of a foreign country on such USTR list; or 3) who incorporates in the public works project any product of a foreign country on such USTR list. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render, in good faith, the certification required by this provision. The knowledge and information of a contractor is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. The Offeror agrees that, if awarded a contract resulting from this solicitation, it will incorporate this provision for certification without modification in all lower tier subcontracts. The Contractor may rely on the certification of a prospective subcontractor that it is not a firm from a foreign country included on the list of countries that discriminate against U.S. firms as published by USTR, unless the Offeror has knowledge that the certification is erroneous. This certification is a material representation of fact upon which reliance was placed when making an award. If it is later determined that the Contractor or subcontractor knowingly rendered an erroneous certification, the Federal Aviation Administration (FAA) may direct through the Owner cancellation of the contract or subcontract for default at no cost to the Owner or the FAA. Notice Of The Requirement For Affirmative Action To Ensure Equal Employment Opportunity 1. The Offeror’s or Bidder’s attention is called to the “Equal Opportunity Clause” and the “Standard Federal Equal Employment Opportunity Construction Contract Specifications” set forth herein. 2. The goals and timetables for minority and female participation, expressed in percentage terms for the Contractor’s aggregate workforce in each trade on all construction work in the covered area, are as follows: Timetables Goals for minority participation for each trade: 10.2 % Goals for female participation in each trade: 6.9% These goals are applicable to all of the Contractor’s construction work (whether or not it is Federal or federally assisted) performed in the covered area. If the Contractor performs construction work in a geographical area located outside of the covered area, it shall apply the goals established for such geographical area where the work is actually performed. With regard to this second area, the DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 Contractor also is subject to the goals for both its federally involved and nonfederally involved construction. The Contractor’s compliance with the Executive Order and the regulations in 41 CFR Part 60-4 shall be based on its implementation of the Equal Opportunity Clause, specific affirmative action obligations required by the specifications set forth in 41 CFR 60-4.3(a) and its efforts to meet the goals. The hours of minority and female employment and training must be substantially uniform throughout the length of the contract, and in each trade, and the Contractor shall make a good faith effort to employ minorities and women evenly on each of its projects. The transfer of minority or female employees or trainees from Contractor to Contractor or from project to project for the sole purpose of meeting the Contractor’s goals shall be a violation of the contract, the Executive Order and the regulations in 41 CFR Part 60-4. Compliance with the goals will be measured against the total work hours performed. 3. The Contractor shall provide written notification to the Director of the Office of Federal Contract Compliance Programs (OFCCP) within 10 working days of award of any construction subcontract in excess of $10,000 at any tier for construction work under the contract resulting from this solicitation. The notification shall list the name, address, and telephone number of the subcontractor; employer identification number of the subcontractor; estimated dollar amount of the subcontract; estimated starting and completion dates of the subcontract; and the geographical area in which the subcontract is to be performed. 4. As used in this notice and in the contract resulting from this solicitation, the “covered area” is Colorado, Eagle County, Town of Gypsum. Federal Fair Labor Standards Act (Federal Minimum Wage) All contracts and subcontracts that result from this solicitation incorporate by reference the provisions of 29 CFR part 201, et seq, the Federal Fair Labor Standards Act (FLSA), with the same force and effect as if given in full text. The FLSA sets minimum wage, overtime pay, recordkeeping, and child labor standards for full and part-time workers. The Contractor has full responsibility to monitor compliance to the referenced statute or regulation. The Contractor must address any claims or disputes that arise from this requirement directly with the U.S. Department of Labor – Wage and Hour Division. Certification of Offeror/Bidder Regarding Debarment By submitting a bid/proposal under this solicitation, the bidder or offeror certifies that neither it nor its principals are presently debarred or suspended by any Federal department or agency from participation in this transaction. Other Federal Provisions Award of contract is also subject to the following Federal Provisions: • Trade Restriction Certification DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 • Lobbying Federal Employees • Recovered Materials • Government-wide Requirements for Drug-free Workplace • Other Federal Provisions included in Part A of the Special Provisions Eagle County, Colorado Gypsum, Colorado DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 12 EXHIBIT B Contractor’s Proposal dated February 27, 2024 DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 13 EXHIBIT C Insurance Certificate DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 ANY PROPRIETOR/PARTNER/EXECUTIVEOFFICER/MEMBER EXCLUDED? INSR ADDL SUBRLTR INSD WVD PRODUCER CONTACTNAME: FAXPHONE(A/C, No):(A/C, No, Ext): E-MAILADDRESS: INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : POLICY NUMBER POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY) (MM/DD/YYYY) AUTOMOBILE LIABILITY UMBRELLA LIAB EXCESS LIAB WORKERS COMPENSATIONAND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) AUTHORIZED REPRESENTATIVE EACH OCCURRENCE $ DAMAGE TO RENTEDCLAIMS-MADE OCCUR $PREMISES (Ea occurrence) MED EXP (Any one person)$ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ PRO-POLICY LOC PRODUCTS - COMP/OP AGGJECT OTHER:$ COMBINED SINGLE LIMIT $(Ea accident) ANY AUTO BODILY INJURY (Per person)$ OWNED SCHEDULED BODILY INJURY (Per accident)$AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $AUTOS ONLY AUTOS ONLY (Per accident) $ OCCUR EACH OCCURRENCE CLAIMS-MADE AGGREGATE $ DED RETENTION $ PER OTH-STATUTE ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE $ If yes, describe under E.L. DISEASE - POLICY LIMITDESCRIPTION OF OPERATIONS below INSURER(S) AFFORDING COVERAGE NAIC # COMMERCIAL GENERAL LIABILITY Y / N N / A (Mandatory in NH) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: CERTIFICATE HOLDER CANCELLATION © 1988-2015 ACORD CORPORATION. All rights reserved.ACORD 25 (2016/03) CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) $ $ $ $ $ The ACORD name and logo are registered marks of ACORD 4/16/2024 (970) 384-8212 10677 Phoenix Industries, LLC 1338 Grand Ave #294 Glenwood Springs, CO 81601 41190 A 1,000,000 X ENP0267035/EBA0267035 3/22/2024 3/22/2025 500,000 10,000 1,000,000 2,000,000 2,000,000 1,000,000A ENP0267035/EBA0267035 3/22/2024 3/22/2025 1,000,000A ENP0267035/EBA0267035 3/22/2024 3/22/2025 1,000,000 0 B 4172506 4/1/2024 4/1/2025 1,000,000Y1,000,000 1,000,000 C Leased/Rented Equip 7900285410004 7/28/2023 Limit 50,000 Job 3-08-0020-069-2023 Project: Eagle County Regional Airport - Taxiway B Embankment & Drainage Improvements - Phase II Certificate Holder is included as Additional Insured with respect to General Liability, including Ongoing and Completed Operations coverage, if required by written contract. Eagle County, Colorado PO Box 850 Eagle, CO 81631 PHOEIND-01 BRANDYH Mountain West Insurance - Glenwood201 Centennial St 4th FloorGlenwood Springs, CO 81601 Brandy Held brandyh@mtnwst.com Cincinnati Insurance Company Pinnacol Assurance International Marine UW 1 XX 7/28/2024 X X X X X X X X DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 14 EXHIBIT D Civil Rights Non-Discrimination 1. In all its activities within the scope of its airport program, Consultant agrees to comply with pertinent statutes, Executive Orders and such rules as identified in Title VI List of Pertinent Nondiscrimination Acts and Authorities to ensure that no person shall, on the grounds of race, color, national origin (including limited English proficiency), creed, sex (including sexual orientation and gender identity), age, or disability be excluded from participating in any activity conducted with or benefiting from Federal assistance. If Consultant transfers its obligation to another, the transferee is obligated in the same manner as Consultant. This provision obligates Consultant for the period during which the property is used or possessed by Consultant and Eagle County (the “Airport”) remains obligated to the FAA. This provision is in addition to that required by Title VI of the Civil Rights Act of 1964. 2. During the performance of this Agreement, Consultant for itself, its assignees, and successors in interest, agrees to comply with the following non-discrimination statutes and authorities: a. 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); b. 49 CFR part 21 (Non-discrimination in Federally-assisted programs of the Department of Transportation – Effectuation of Title VI of the Civil Rights Act of 1964); c. The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, 42 U.S.C. § 4601 (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal-aid programs and projects); d. Section 504 of the Rehabilitation Act of 1973 (29 U.S.C. § 794 et seq.) as amended (prohibiting discrimination on the basis of disability), and 49 CFR Part 27 (Nondiscrimination on the Basis of Disability in Programs or Activities Receiving Federal Financial Assistance); e. The Age Discrimination Act of 1975, as amended (42 U.S.C. § 6101 et seq.) (prohibits discrimination on the basis of age); f. Airport and Airway Improvement Act of 1982 (49 U.S.C. § 47123), as amended (prohibits discrimination based on race, creed, color, national origin, or sex); g. The Civil Rights Restoration Act of 1987 (PL 100-259) (broadening 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 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); h. Titles II and III of the Americans with Disabilities Act of 1990 (42 USC § 12101, et seq) (prohibits discrimination on the basis of disability in the operation of public entities, public and private transportation systems, places of public accommodation, and certain testing DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 15 entities) as implementing by U.S. Department of Transportation Regulations at 49 CFR Parts 37 and 38; i. The Federal Aviation Administration’s Nondiscrimination statute (49 USC § 47123) (prohibits discrimination on the basis of race, color, national origin, and sex); j. 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; k. 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 proficient (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 (2005)]; and l. Title IX of the Education Amendments of 1972, as amended, which prohibits you from discriminating because of sex in education programs or activities (20 USC § 1681 et seq.). 3. During the performance of this Agreement, Consultant, for itself, its assignees, and successors in interest, agrees as follows: a. Compliance with Regulations: Consultant will comply with the Title VI List of Pertinent Nondiscrimination Acts and Authorities, as they may be amended from time to time, which are herein incorporated by reference and made a part of this Agreement. b. Nondiscrimination: Consultant, with regard to the work performed by it during the Agreement, will not discriminate on the grounds of race, color, national origin (including limited English proficiency), creed, sex (including sexual orientation and gender identity), age, or disability in the selection and retention of subcontractors, including procurements of materials and leases of equipment. Consultant will not participate directly or indirectly in the discrimination prohibited by the Nondiscrimination Acts and Authorities, including employment practices when the contract covers any activity, project, or program set forth in Appendix B of 49 CFR part 21. c. Solicitations for Subcontracts, including Procurements of Materials and Equipment: In all solicitations, either by competitive bidding or negotiation made by Consultant for work to be performed under a subcontract, including procurements of materials, or leases of equipment, each potential subcontractor or supplier will be notified by Consultant of contractor’s obligations under this Agreement and the Nondiscrimination Acts and Authorities. d. Information and Reports: Consultant will provide all information and reports required by the Acts, the Regulations, and directives issued pursuant thereto and will permit access to its books, records, accounts, other sources of information, and its facilities as may be determined by the County or the FAA to be pertinent to ascertain compliance with such Nondiscrimination Acts and Authorities and instructions. Where any information required of a contractor is in the exclusive possession of another who fails or refuses to furnish the DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 16 information, Consultant will so certify to the County or the FAA, as appropriate, and will set forth what efforts it has made to obtain the information. e. Sanctions for Noncompliance: In the event of Consultant’s noncompliance with the non- discrimination provisions of this Agreement, the County will impose such contract sanctions as it or the FAA may determine to be appropriate, including, but not limited to, cancelling, terminating, or suspending this Agreement, in whole or in part. f. Incorporation of Provisions: Consultant will include the provisions of this subsection in every contract, including procurements of materials and leases of equipment, unless exempt by the Acts, the Regulations, and directives issued pursuant hereto. Consultant will take action with respect to any subcontract or procurement as the County or the FAA may direct as a means of enforcing such provisions including sanctions for noncompliance. Provided, that if Consultant becomes involved in, or is threatened with litigation by a subcontractor, or supplier because of such direction, Consultant may request the County to enter into any litigation to protect the interests of the County. In addition, Consultant may request the United States to enter into the litigation to protect the interests of the United States. DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7 17 DocuSign Envelope ID: EE6A93D0-C011-4575-A4DA-6464E7D1F2E7