HomeMy WebLinkAboutECAT24-15 William AnastasioAGREEMENT FOR PROCUREMENT AND INSTALLATION SERVICES
BETWEEN EAGLE COUNTY AIR TERMINAL CORPORATION
AND
WILLIAM ANASTASIO
THIS AGREEMENT (“Agreement”) is effective as of the ___________________by and between William
Anastasio, an individual (hereinafter “Contractor”), and Eagle County Air Terminal Corporation, a Colorado non-
profit corporation (hereinafter “ECAT”).
RECITALS
WHEREAS, ECAT desires to hire Contractor to install Forbo flooring ECAT has previously procured by following
the installation instructions and specs provided by Forbo in the six pedestrian vestibules at the Eagle County Air
Terminal located at 217 Eldon Wilson Road, Gypsum, Colorado (the “Property”); and
WHEREAS, Contractor is authorized to do business in the State of Colorado and has the time, skill, expertise, and
experience necessary to provide the services as set forth below in paragraph 1 hereof; and
WHEREAS, this Agreement shall govern the relationship between Contractor and ECAT in connection with the
performance of the services.
AGREEMENT
NOW, THEREFORE, in consideration of the foregoing and the following promises Contractor and ECAT agree as
follows:
1. Services or Work. Contractor agrees to diligently provide all services, labor, personnel, and materials
necessary to perform and complete the services or work described in Exhibit A (“Services” or “Work”) which is
attached hereto and incorporated herein by reference. Contractor agrees to follow Forbo Floorings specifications
and installation guidelines to maintain the warranty associated with the Forbo Flooring Contactor has agreed to
install. The Services shall be performed in accordance with the provisions and conditions of this Agreement.
a. Contractor agrees to furnish the Services no later than November 1, 2024 and in accordance with
the schedule established in Exhibit A. If no completion date is specified in Exhibit A, then Contractor agrees to
furnish the Services in a timely and expeditious manner consistent with the applicable standard of care. By signing
below Contractor represents that it has the expertise and personnel necessary to properly and timely perform the
Services.
b. In the event of any conflict or inconsistency between the terms and conditions set forth in Exhibit
A and the terms and conditions set forth in this Agreement, the terms and conditions set forth in this Agreement
shall prevail.
c. ECAT shall have the right to inspect the Services. Inspection and acceptance shall not be
unreasonably delayed or refused.
2. ECAT’s Representative. The Airport’s department’s designee shall be Contractor’s contact with respect to
this Agreement and performance of the Services.
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3. Term of the Agreement. This Agreement shall commence upon the date first written above, and subject to
the provisions of paragraph 11 hereof, shall continue in full force and effect through the 1st day of November, 2024.
4. Extension or Modification. Any amendments or modifications shall be in writing signed by both parties.
No additional services or work performed by Contractor shall be the basis for additional compensation unless and
until Contractor has obtained written authorization and acknowledgement by ECAT for such additional services in
accordance with ECAT’s internal policies. Accordingly, no course of conduct or dealings between the parties, nor
verbal change orders, express or implied acceptance of alterations or additions to the Services, and no claim that
ECAT has been unjustly enriched by any additional services, 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 ECAT for such additional services is not timely executed and issued in strict
accordance with this Agreement, Contractor’s rights with respect to such additional services shall be deemed waived
and such failure shall result in non-payment for such additional services or work performed.
5. Compensation. ECAT shall compensate Contractor for performance of the Services in a sum computed
and payable as set forth in Exhibit A. The compensation for performance of the Services under this Agreement
shall not exceed $2,078.00. Contractor shall not be entitled to bill at overtime and/or double time rates for work
done outside of normal business hours unless specifically authorized in writing by ECAT.
a. Payment will be made for Services satisfactorily performed within thirty (30) days of receipt of a
proper and accurate invoice from Contractor. All invoices shall include detail regarding the hours spent, tasks
performed, who performed each task, and such other detail as ECAT may request.
b. If, at any time during the term or after termination or expiration of this Agreement, ECAT
reasonably determines that any payment made by ECAT to Contractor was improper because the Services for which
payment was made were not provided or performed as set forth in this Agreement, then upon written notice of such
determination and request for reimbursement from ECAT, Contractor shall forthwith return such payment(s) to
ECAT. Upon termination or expiration of this Agreement, unexpended funds advanced by ECAT, if any, shall
forthwith be returned to ECAT.
c. ECAT will not withhold any taxes from monies paid to the Contractor hereunder and Contractor
agrees to be solely responsible for the accurate reporting and payment of any taxes related to payments made
pursuant to the terms of this Agreement.
6. Subcontractors. Contractor acknowledges that ECAT has entered into this Agreement in reliance upon the
particular reputation and expertise of Contractor. Contractor shall not enter into any subcontractor agreements for
the performance of any of the Services or additional services without ECAT’s prior written consent, which may be
withheld in ECAT’s sole discretion. ECAT shall have the right in its reasonable discretion to approve all personnel
assigned to the subject Project during the performance of this Agreement and no personnel to whom ECAT has an
objection, in its reasonable discretion, shall be assigned to the Project. Contractor shall require each subcontractor,
as approved by ECAT 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 ECAT. ECAT 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.
7. Insurance. Contractor agrees to provide and maintain at Contractor’s sole cost and expense, the following
insurance coverage with limits of liability not less than those stated below:
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a. Types of Insurance.
i. Workers’ Compensation insurance as required by law.
ii. Auto coverage with limits of liability not less than $1,000,000 each accident combined
bodily injury and property damage liability insurance, including coverage for owned, hired, and non-owned
vehicles.
iii. Commercial General Liability coverage to include premises and operations,
personal/advertising injury, products/completed operations, broad form property damage with limits of liability not
less than $1,000,000 per occurrence and $1,000,000 aggregate limits.
b. Other Requirements.
i. The automobile and commercial general liability coverage shall be endorsed to include
ECAT, its associated or affiliated entities, its successors and assigns, elected officials, employees, agents, and
volunteers as additional insureds. A certificate of insurance consistent with the foregoing requirements is attached
hereto as Exhibit B.
ii. Contractor’s certificates of insurance shall include subcontractors, if any as additional
insureds under its policies or Contractor shall furnish to ECAT separate certificates and endorsements for each
subcontractor.
iii. The insurance provisions of this Agreement shall survive expiration or
termination hereof.
iv. The parties hereto understand and agree that ECAT is relying on, and does
not waive or intend to waive by any provision of this Agreement, the monetary limitations or rights, immunities and
protections provided by the Colorado Governmental Immunity Act, as from time to time amended, or otherwise
available to ECAT, its affiliated entities, successors or assigns, its elected officials, employees, agents and
volunteers.
v. Contractor is not entitled to workers’ compensation benefits except as
provided by the Contractor, nor to unemployment insurance benefits unless unemployment compensation coverage
is provided by Contractor or some other entity. The Contractor is obligated to pay all federal and state income tax
on any moneys paid pursuant to this Agreement.
8. Indemnification. The Contractor shall defend, indemnify, and hold harmless ECAT, and any of its officers,
agents, and employees against any losses, claims, damages, or liabilities for which ECAT 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 by Contractor or any of its subcontractors hereunder; and
Contractor shall reimburse ECAT for reasonable attorney fees and costs, legal, and other expenses incurred by
ECAT 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 ECAT to the extent that ECAT is liable to such
third party for such claims without regard to the involvement of the Contractor. This paragraph shall survive
expiration or termination hereof.
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9. Ownership of Documents. All documents (including electronic files) and materials obtained during,
purchased or prepared in the performance of the Services shall remain the property of ECAT and are to be delivered
to ECAT before final payment is made to Contractor or upon earlier termination of this Agreement.
10. 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 transmitted via e-mail with confirmation of receipt. Either party may change its address for purposes of this
paragraph by giving five (5) days prior written notice of such change to the other party.
EAGLE COUNTY AIR TERMINAL CORPORATION:
ECAT:
Eagle County Regional Airport
Attention: Koltin Howard-Talbott
500 Broadway
Post Office Box 850
Eagle, CO 81631
Telephone: 970-328-3573
E-mail: koltin.howardtalbott@eaglecounty.us
With a copy to:
Eagle County Attorney
500 Broadway
Post Office Box 850
Eagle, Co 81631
Telephone: 970-328-8685
E-mail: atty@eaglecounty.us
CONTRACTOR:
William Anastasio
781 Burning Mountain Ave
New Castle, CO 81647
Telephone: 970-948-3782
Email: anastasiowilliam@yahoo.com
11. Termination. ECAT 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 ECAT with all documents
as defined in paragraph 9 hereof, in such format as ECAT shall direct and shall return all ECAT owned materials
and documents. ECAT shall pay Contractor for Services satisfactorily performed to the date of termination.
12. 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.
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13. 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.
14. Other Contract Requirements and Contractor Representations.
a. Contractor has familiarized itself with the intended purpose and nature and extent of the Services
to be provided hereunder and the Property, 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 Services.
b. Contractor will make, or cause to be made, examinations, investigations, and tests as he deems
necessary for the performance of the Services.
c. To the extent possible, Contractor has correlated the results of such observations, examinations,
investigations, tests, reports, and data with the terms and conditions of this Agreement.
d. To the extent possible, Contractor has given ECAT written notice of all conflicts, errors, or
discrepancies.
e. Contractor shall be responsible for completeness and accuracy of the Services and shall correct, at
its sole expense, all significant errors and omissions in performance of the Services. The fact that the ECAT has
accepted or approved the Services shall not relieve Contractor of any of its responsibilities. Contractor shall
perform the Services in a skillful, professional and competent manner and in accordance with the standard of care,
skill and diligence applicable to contractors performing similar services. Contractor represents and warrants that it
has the expertise and personnel necessary to properly perform the Services and shall comply with the highest
standards of customer service to the public. Contractor shall provide appropriate supervision to its employees to
ensure the Services are performed in accordance with this Agreement. This paragraph shall survive termination of
this Agreement.
f. Within a reasonable time after receipt of written notice, Contractor shall correct at its own
expense, without cost to ECAT, and without interruption to ECAT:
i. Any defects in workmanship which existed prior to or during the period of any guarantee
or warranty provided in this Agreement; and
ii. Any damage to any other Work or property caused by such defects or the repairing of
such defects.
g. Guarantees and warranties shall not be construed to modify or limit any rights or actions ECAT
may otherwise have against Contractor in law or in equity.
h. 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.
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i. This Agreement constitutes an agreement for performance of the Services by Contractor as an
independent contractor and not as an employee of ECAT. 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 ECAT and Contractor except that of independent contractor. Contractor shall have no authority to bind
ECAT.
j. Contractor represents and warrants that at all times in the performance of the Services, Contractor
shall comply with any and all applicable laws, codes, rules and regulations, including, but not limited to, all Airport
Rules and Regulations, as amended from time to time; all applicable federal, state and local laws, ordinances,
resolutions and all rules and regulations adopted by ECAT or Eagle County for the management, operation
and control of the Airport, either promulgated by the ECAT or the County on their 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 C and incorporated herein by this reference.
k. Contractor in conducting any activity on Airport property shall comply with all applicable local,
state or federal environmental rules, regulations, statutes, laws or orders (collectively “Environmental Regulations”),
including but not limited to Environmental Regulations 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 in the
performance of services under this Agreement.
l. This Agreement contains 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.
m. Contractor shall not assign any portion of this Agreement without the prior written consent of the
ECAT. Any attempt to assign this Agreement without such consent shall be void.
n. 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.
o. 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.
p. The invalidity, illegality, or unenforceability of any provision of this Agreement shall not affect
the validity or enforceability of any other provision hereof.
q. The signatories to this Agreement aver to their knowledge, no employee of ECAT has any
personal or beneficial interest whatsoever in the Services or Property 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
Services and Contractor shall not employ any person having such known interests.
15. Protection of Airport.
a. Contractor shall not construct, erect or install any structure or equipment determined by the FAA
pursuant to FAR Part 77 to constitute an obstruction or hazard to air navigation. Contractor acknowledges that an
obstruction or hazard may be found based on the height of structures and also based on, for example and without
limitation, aeronautical effects on air traffic control radar, direction finders, air traffic control line-of-sight visibility,
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and physical or electromagnetic effects on air navigation, communication facilities, and other surveillance systems.
Contractor shall comply with any conditions, limitation, supplemental notice requirements, and marking and lighting
recommendations issued by the FAA pursuant to FAR Part 77.
b. Contractor by accepting this Agreement expressly agrees for itself, its successors, and assigns that
its services performed under this Agreement will not in any manner interfere with the landing and taking off of
aircraft from the Airport or otherwise constitute a hazard. In the event the aforesaid covenant is breached, ECAT and
the County reserve the right to cause the abatement of such interference at the expense of the Contractor.
16. Subordination.
a. 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.
b. This Agreement and all the provisions hereof shall be subject to whatever right the United States
Government now has or in the future may have or require affecting the control, operation, regulation, and taking
over of the Airport.
c. This Agreement is subordinate to any bond ordinance, indenture or covenant made by ECAT with
respect to the Airport prior to or during the term hereof and, in the event of a conflict, the requirements of the
ordinance, indenture or covenant shall control.
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IN WITNESS WHEREOF, the parties have executed this Agreement the day and year first set forth above.
EAGLE COUNTY AIR TERMINAL CORPORATION
By: ___________________________
David Reid, Director of Aviation
CONTRACTOR:
By:_____________________
Name:__________________
Title: ___________________
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Owner
William Anastasio
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EXHIBIT A
SCOPE OF SERVICES, EQUIPMENT, SCHEDULE, FEES
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Eagle Airport Forbo Job Estimate
As requested here is the job statement for the Eagle Airport Vestibules,
The following pricing statement:
Statement Terms: Contract
Eagle County Airport (Att
Wally) 81631 Eagle
Colorado
In account with
William Anastasio, 781
Burning Mountain Ave,
New Castle, Colorado
Description: 1245sf
Install Forbo @ $1.00sf $1,245.00
Remove Old @ $0.20sf $249.00
8 Bags Ardex (patch) $30.00per $240.00
Float From Title @ $2.00lf $344.00
Total
Amount: $2,078.00
We appreciate the opportunity to work with you on this, and look forward to discussing this at
your earliest convenience. Thank you for supporting local business.
Sincerely,
William Anastasio
(970) 948-3782
anastasiowilliam@yahoo.com
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EXHIBIT B
INSURANCE CERTIFICATES
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EXHIBIT C
CIVIL RIGHTS AND 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 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);
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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 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,
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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.
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