Common use of Assignments and Subcontracts Clause in Contracts

Assignments and Subcontracts. 1. Grantee shall not assign, subcontract, or otherwise transfer its rights, duties, or obligations under this Agreement, by operation of law or otherwise, without the prior written consent of DEO, which consent may be withheld in DEO’s sole and absolute discretion. DEO is at all times entitled to assign or transfer its rights, duties, or obligations under this Agreement to another governmental entity in the State of Florida. Any attempted assignment of this Agreement or any of the rights hereunder by ▇▇▇▇▇▇▇ in violation of this provision shall be void ab initio. 2. ▇▇▇▇▇▇▇ agrees to be responsible for all work performed and all expenses incurred in fulfilling the obligations of this Agreement. If in the scope of work or in a separate writing DEO permits Grantee to subcontract all or part of the work contemplated under this Agreement, including entering into subcontracts with vendors for services, it is understood by Grantee that all such subcontract arrangements shall be evidenced by a written document containing all provisions necessary to ensure subcontractor’s compliance with applicable state and federal law, and that Grantee remains fully responsible for all work performed and all expenses incurred in fulfilling the obligations of this Agreement. Grantee further agrees that DEO shall not be liable to the subcontractor for any expenses or liabilities incurred under the subcontract and Grantee shall be solely liable to the subcontractor for all expenses and liabilities incurred under the subcontract. Grantee, at its expense, will defend DEO against such claims. 3. ▇▇▇▇▇▇▇ agrees that all Grantee employees, subcontractors, or agents performing work under the Agreement shall be properly trained technicians who meet or exceed any specified training qualifications. Upon request, Grantee shall furnish a copy of technical certification or other proof of qualification. All Grantee employees, subcontractors, or agents performing work under the Agreement must comply with all DEO security and administrative requirements identified herein. DEO may conduct, and Grantee shall cooperate in, a security background check or otherwise assess any employee, subcontractor, or agent furnished by ▇▇▇▇▇▇▇. DEO may refuse access to, or require replacement of, any of Grantee’s employees, subcontractors, or agents for cause, including, but not limited to, technical or training qualifications, quality of work, change in security status, or non-compliance with DEO’s security or administrative requirements identified herein. Such refusal shall not relieve Grantee of its obligation to perform all work in compliance with the Agreement. DEO may reject and bar from any facility for cause any of Grantee’s employees, subcontractors, or agents. 4. Grantee agrees that the State of Florida shall at all times be entitled to assign or transfer its rights, duties, or obligations under this Agreement to another governmental agency in the State of Florida, upon giving prior written notice to Grantee. In the event the State of Florida approves transfer of ▇▇▇▇▇▇▇’s obligations, ▇▇▇▇▇▇▇ remains responsible for all work performed and all expenses incurred in connection with the Agreement. In addition, this Agreement shall bind the successors, assigns, and legal representatives of Grantee and of any legal entity that succeeds to the obligations of the State of Florida. 5. ▇▇▇▇▇▇▇ agrees to make payments to the subcontractor within seven (7) working days after receipt of full or partial payments from DEO in accordance with s. 287.0585, F.S., unless otherwise stated in the Agreement between Grantee and subcontractor. ▇▇▇▇▇▇▇’s failure to pay its subcontractors within seven (7) working days will result in a penalty charged against ▇▇▇▇▇▇▇ and paid to the subcontractor in the amount of one-half of one percent of the amount due per day from the expiration of the period allowed herein for payment. Such penalty shall be in addition to actual payments owed and shall not exceed fifteen (15) percent of the outstanding balance due. 6. Grantee shall provide a monthly Minority and Service-Disabled Veteran Business Enterprise Report for each invoice period summarizing the participation of certified and non-certified minority and service-disabled veteran subcontractors/material suppliers for that period, and project to date. The report shall include the names, addresses and dollar amount of each certified and non-certified Minority Business Enterprise and Service-Disabled Veteran Enterprise participant and a copy must be forwarded to DEO’s Agreement Manager. The Office of Supplier Diversity at (▇▇▇) ▇▇▇-▇▇▇▇ will assist in furnishing names of qualified minorities. DEO’s Minority Coordinator at (▇▇▇) ▇▇▇-▇▇▇▇ will assist with questions and answers. 7. DEO shall retain the right to reject any of Grantee’s or subcontractor’s employees whose qualifications or performance, in DEO’s judgment, are insufficient.

Assignments and Subcontracts. 1. a. Grantee shall not assign, subcontractsublicense, or otherwise transfer its rights, duties, or obligations under this Agreement, by operation of law or otherwise, without the prior written consent of DEOCommerce, which consent may be withheld in DEO’s sole and absolute discretion. DEO is at all times entitled to assign or transfer its rights, duties, or obligations under this Agreement to another governmental entity in the State of Florida. Any attempted assignment of this Agreement or any of the rights hereunder by ▇▇▇▇▇▇▇ in violation of this provision which b. Grantee shall be void ab initio. 2. ▇▇▇▇▇▇▇ agrees to be responsible for all work performed and all expenses incurred in fulfilling the obligations of this Agreement. If in the scope of work or in a separate writing DEO Commerce permits Grantee to subcontract all or part of the work contemplated under this Agreement, including entering into subcontracts with vendors for services, it is understood by Grantee that shall formalize all such subcontract arrangements shall be evidenced by a written document subcontracts in documents containing all provisions appropriate and necessary to ensure subcontractor’s compliance with this Agreement and applicable state and federal law, and that Grantee remains fully responsible for all work performed and all expenses incurred in fulfilling the obligations of this Agreement. Grantee further agrees that DEO shall not be liable to the subcontractor for any expenses or liabilities incurred under the subcontract and Grantee shall be solely liable to the subcontractor for all expenses and liabilities incurred under the each subcontract. Grantee, at its expense, will defend DEO against such claims. 3. ▇▇▇▇▇▇▇ agrees that all Grantee employees, subcontractors, or agents performing work under the Agreement shall be properly trained technicians who meet or exceed any specified training qualifications. Upon request, Grantee shall furnish a copy of technical certification or other proof of qualification. All Grantee employees, subcontractors, or agents performing work under the Agreement must comply with all DEO security and administrative requirements identified herein. DEO may conduct, and Grantee shall cooperate in, a security background check or otherwise assess any employee, subcontractor, or agent furnished by ▇▇▇▇▇▇▇. DEO may refuse access to, or require replacement of, any of Grantee’s employees, subcontractors, or agents for cause, including, but not limited to, technical or training qualifications, quality of work, change in security status, or non-compliance with DEO’s security or administrative requirements identified herein. Such refusal shall not relieve Grantee of its obligation to perform all work in compliance with the Agreement. DEO may reject and bar from any facility for cause any of Grantee’s employees, subcontractors, or agents. 4. Grantee agrees that the State of Florida shall at all times be entitled to assign or transfer its rights, duties, or obligations under this Agreement to another governmental agency in the State of Florida, upon giving prior written notice to Grantee. In the event If the State of Florida approves transfer of ▇▇▇▇▇▇▇Grantee’s obligations, ▇▇▇▇▇▇▇ remains responsible for all work performed and all expenses incurred in connection with the this Agreement. In additionGrantee, at ▇▇▇▇▇▇▇’s expense, shall defend Commerce against all Grantee’s subcontractors’ claims of expenses or liabilities incurred under subcontracts. c. Grantee shall only use properly trained persons who meet or exceed any specified training qualifications as employees, subcontractors, and agents performing work under this Agreement. Upon request, Grantee shall furnish a copy of technical certification or other proof of qualification. All Grantee’s employees, subcontractors, or agents performing work under this Agreement shall comply with all Commerce security and administrative requirements detailed herein. Commerce may conduct, and Grantee shall cooperate with all security background checks or other assessments of Grantee’s employees, subcontractors, or agents. Commerce may refuse access to or require replacement of any of Grantee’s employees, subcontractors, or agents for cause, including, but not limited to: technical or training qualifications, quality of work, change in security status, or non-compliance with Commerce’s security or administrative requirements. Such refusal shall not relieve Grantee of its obligation to perform all work in compliance with this Agreement. For cause, Commerce may reject and bar any of Grantee’s employees, subcontractors, or agents from any facility. d. This Agreement shall bind the successors, assigns, and legal representatives of Grantee and of any legal entity that succeeds to the obligations of the State of Florida. 5. ▇▇▇▇▇▇▇ agrees to make payments to the subcontractor within seven (7) working days after receipt of full or partial payments from DEO in e. In accordance with s. section 287.0585, F.S., and unless otherwise stated agreed upon in the Agreement writing between Grantee and subcontractor, Grantee shall pay each Grantee’s subcontractor within seven working days of receiving Commerce’s full or partial payments. ▇▇▇▇▇▇▇’s failure to pay its subcontractors within seven (7) working days will comply with the immediately preceding sentence shall result in a penalty charged against ▇▇▇▇▇▇▇ and paid to the subcontractor in the amount of one-one- half of one percent of the amount due per day from the expiration of the period allowed herein for payment. Such penalty shall be in addition to actual payments owed and shall not exceed fifteen (15) 15 percent of the outstanding balance due. 6. f. Grantee shall provide to Commerce a monthly Minority and Service-Disabled Veteran Business Enterprise Report for with each invoice period summarizing the participation of certified and non-certified minority and service-disabled veteran subcontractors/material suppliers for that period, period and the project to date. The This report shall include the names, addresses and compensation dollar amount of each certified and non-certified Minority Business Enterprise and Service-Disabled Veteran Enterprise participant and a copy must shall be forwarded sent to DEOCommerce’s Agreement Manager. The Office of Supplier Diversity at (▇▇▇) ▇▇▇-▇▇▇▇ will assist in furnishing names of is available to provide information re: qualified minorities. DEOCommerce’s Minority Coordinator can be reached at (▇▇▇) ▇▇▇-▇▇▇▇ will assist with questions to answer concerns and answersquestions. 7. DEO g. This Agreement is for the sole benefit of the Parties and their permitted successors and assigns and nothing herein expressed or implied shall retain give or be construed to give any person or entity, other than the right to reject Parties and such permitted successors and assigns, any of Grantee’s legal or subcontractor’s employees whose qualifications or performance, in DEO’s judgment, are insufficientequitable rights hereunder.

Assignments and Subcontracts. 1. Grantee shall not assign, subcontract, or otherwise transfer its rights, duties, or obligations under Contractor agrees to neither assign the responsibility for this Agreement, by operation of law or otherwise, without the prior written consent of DEO, which consent may be withheld in DEO’s sole and absolute discretion. DEO is at all times entitled to assign or transfer its rights, duties, or obligations under this Agreement Contract to another governmental entity in the State of Florida. Any attempted assignment of this Agreement or party nor subcontract for any of the rights hereunder by ▇▇▇▇▇▇▇ in violation of work contemplated under this provision shall be void ab initio.Contract without prior written 2. ▇▇▇▇▇▇▇ Contractor agrees to be responsible for all work performed and all expenses incurred in fulfilling with the obligations of this Agreementproject. If in the scope of work or in a separate writing DEO permits Grantee Contractor to subcontract all or part of the work contemplated under this AgreementContract, including entering into subcontracts with vendors for servicesservices and commodities, it is understood by Grantee Contractor that all such subcontract arrangements shall be evidenced by a written document containing all provisions necessary subject to ensure subcontractor’s compliance with prior review and comment by DEO. Such review of the written subcontract document by DEO will be limited to a determination of whether or not subcontracting is permissible and the inclusion of applicable state terms and federal law, and that Grantee remains fully responsible for all work performed and all expenses incurred in fulfilling the obligations conditions of this AgreementContract. Grantee Contractor further agrees that DEO shall not be liable to the subcontractor for any expenses or liabilities incurred under the subcontract and Grantee Contractor shall be solely liable to the subcontractor for all expenses and liabilities incurred under the subcontract. GranteeContractor, at its expense, will defend DEO against such claims. 3. ▇▇▇▇▇▇▇ Contractor agrees that all Grantee Contractor employees, subcontractors, or agents performing work under the Agreement Contract shall be properly trained technicians who meet or exceed any specified training qualifications. Upon request, Grantee Contractor shall furnish a copy of technical certification or other proof of qualification. All Grantee employees, subcontractors, or agents performing work under the Agreement Contract must comply with all DEO security and administrative requirements identified hereinof DEO and shall have all current licenses and permits required for all of the particular work for which they were hired by the Contractor. DEO may conduct, and Grantee Contractor shall cooperate in, a security background check or otherwise assess any employee, subcontractor, or agent furnished by ▇▇▇▇▇▇▇Contractor. DEO may refuse access to, or require replacement of, any of Grantee’s employees, subcontractors, or agents personnel for cause, including, but not limited to, technical or training qualifications, quality of work, change in security status, or non-compliance with DEO’s security or administrative requirements identified hereinother requirements. Such refusal shall not relieve Grantee Contractor of its obligation to perform all work in compliance with the AgreementContract. DEO may reject and bar from any facility for cause any of GranteeContractor’s employees, subcontractors, or agents. 4. Grantee Contractor agrees that the State of Florida shall at all times be entitled to assign or transfer its rights, duties, or obligations under this Agreement Contract to another governmental agency in the State of Florida, upon giving prior written notice to GranteeContractor. In the event the State of Florida approves transfer of ▇▇▇▇▇▇▇Contractor’s obligations, ▇▇▇▇▇▇▇ Contractor remains responsible for all work performed and all expenses incurred in connection with the AgreementContract. In addition, this Agreement Contract shall bind the successors, assigns, and legal representatives of Grantee Contractor and of any legal entity that succeeds to the obligations of the State of Florida. 5. ▇▇▇▇▇▇▇ Contractor agrees to make payments to the subcontractor within seven (7) working days after receipt of full or partial payments from DEO in accordance with s. section 287.0585, F.S., unless otherwise stated in the Agreement Contract between Grantee Contractor and subcontractor. ▇▇▇▇▇▇▇Contractor’s failure to pay its subcontractors within seven (7) working days will result in a penalty charged against ▇▇▇▇▇▇▇ Contractor and paid to the subcontractor in the amount of one-half of one (1) percent of the amount due per day from the expiration of the period allowed herein for payment. Such penalty shall be in addition to actual payments owed and shall not exceed fifteen (15) percent of the outstanding balance due. 6. Grantee Contractor agrees that DEO may undertake or award supplemental contracts for work related to the Contract. Contractor and its subcontractors shall cooperate with such other contractors and DEO in all such cases. 7. Contractor shall provide a monthly Minority and Service-Disabled Veteran Business Enterprise Report for each invoice period summarizing the participation of certified and non-certified minority and service-service- disabled veteran subcontractors/material suppliers for that periodthe current month, and project to date. The report shall include the names, addresses and dollar amount of each certified and non-certified Minority Business Enterprise and Service-Disabled Veteran Enterprise participant and a copy must be forwarded to DEO’s Agreement Contract Manager. The Office of Supplier Diversity at (▇▇▇) ▇▇▇-▇▇▇▇ will assist in furnishing names of qualified minorities. The DEO’s Minority Coordinator at (▇▇▇) ▇▇▇-▇▇▇▇ will assist with questions and answers. 78. DEO shall retain the right to reject any of GranteeContractor’s or subcontractor’s employees whose qualifications or performance, in DEO’s judgment, are insufficient.whose

Assignments and Subcontracts. 1. Grantee shall not assign, subcontract, or otherwise transfer its rights, duties, or obligations under this Agreement, by operation of law or otherwise, without the prior written consent of DEO, which consent may be withheld in DEO’s sole and absolute discretion. DEO is at all times entitled to assign or transfer its rights, duties, or obligations under this Agreement to another governmental entity in the State of Florida. Any attempted assignment of this Agreement or any of the rights hereunder by ▇▇▇▇▇▇▇ Grantee in violation of this provision shall be void ab initio. 2. ▇▇▇▇▇▇▇ Grantee agrees to be responsible for all work performed and all expenses incurred in fulfilling the obligations of this Agreement. If in the scope of work or in a separate writing DEO permits Grantee to subcontract all or part of the work contemplated under this Agreement, including entering into subcontracts with vendors for services, it is understood by Grantee that all such subcontract arrangements shall be evidenced by a written document containing all provisions necessary to ensure subcontractor’s compliance with applicable state and federal law, and that Grantee remains fully responsible for all work performed and all expenses incurred in fulfilling the obligations of this Agreement. Grantee further agrees that DEO shall not be liable to the subcontractor for any expenses or liabilities incurred under the subcontract and Grantee shall be solely liable to the subcontractor for all expenses and liabilities incurred under the subcontract. Grantee, at its expense, will defend DEO against such claims.the 3. ▇▇▇▇▇▇▇ Grantee agrees that all Grantee employees, subcontractors, or agents performing work under the Agreement shall be properly trained technicians who meet or exceed any specified training qualifications. Upon request, Grantee shall furnish a copy of technical certification or other proof of qualification. All Grantee employees, subcontractors, or agents performing work under the Agreement must comply with all DEO security and administrative requirements identified herein. DEO may conduct, and Grantee shall cooperate in, a security background check or otherwise assess any employee, subcontractor, or agent furnished by ▇▇▇▇▇▇▇Grantee. DEO may refuse access to, or require replacement of, any of Grantee’s employees, subcontractors, or agents for cause, including, but not limited to, technical or training qualifications, quality of work, change in security status, or non-compliance with DEO’s security or administrative requirements identified herein. Such refusal shall not relieve Grantee of its obligation to perform all work in compliance with the Agreement. DEO may reject and bar from any facility for cause any of Grantee’s employees, subcontractors, or agents. 4. Grantee agrees that the State of Florida shall at all times be entitled to assign or transfer its rights, duties, or obligations under this Agreement to another governmental agency in the State of Florida, upon giving prior written notice to Grantee. In the event the State of Florida approves transfer of ▇▇▇▇▇▇▇Grantee’s obligations, ▇▇▇▇▇▇▇ Grantee remains responsible for all work performed and all expenses incurred in connection with the Agreement. In addition, this Agreement shall bind the successors, assigns, and legal representatives of Grantee and of any legal entity that succeeds to the obligations of the State of Florida. 5. ▇▇▇▇▇▇▇ Grantee agrees to make payments to the subcontractor within seven (7) working days after receipt of full or partial payments from DEO in accordance with s. section 287.0585, F.S., unless otherwise stated in the Agreement between Grantee and subcontractor. ▇▇▇▇▇▇▇Grantee’s failure to pay its subcontractors within seven (7) working days will result in a penalty charged against ▇▇▇▇▇▇▇ Grantee and paid to the subcontractor in the amount of one-half of one (1) percent of the amount due per day from the expiration of the period allowed herein for payment. Such penalty shall be in addition to actual payments owed and shall not exceed fifteen (15) percent of the outstanding balance due. 6. Grantee shall provide a monthly Minority and Service-Disabled Veteran Business Enterprise Report for each invoice period summarizing the participation of certified and non-certified minority and service-disabled veteran subcontractors/material suppliers for that period, and project to date. The report shall include the names, addresses and dollar amount of each certified and non-certified Minority Business Enterprise and Service-Disabled Veteran Enterprise participant and a copy must be forwarded to DEO’s Agreement Manager. The Office of Supplier Diversity at (▇▇▇) ▇▇▇-▇▇▇▇ will assist in furnishing names of qualified minorities. DEO’s Minority Coordinator at (▇▇▇) ▇▇▇-▇▇▇▇ will assist with questions and answers.qualified 7. DEO shall retain the right to reject any of Grantee’s or subcontractor’s employees whose qualifications or performance, in DEO’s judgment, are insufficient.

Assignments and Subcontracts. 1. Grantee shall not assign, subcontract, or otherwise transfer its rights, duties, or obligations agrees to neither assign the responsibility for this Agreement to another party nor subcontract for any of the work contemplated under this Agreement, by operation or amend any such assignment or subcontract, without prior written approval of law DEO. Any sublicense, assignment, or otherwise, transfer occurring without the prior written consent approval of DEO, which consent may be withheld in DEO’s sole and absolute discretion. DEO is at all times entitled to assign or transfer its rights, duties, or obligations under this Agreement to another governmental entity in the State of Florida. Any attempted assignment of this Agreement or any of the rights hereunder by ▇▇▇▇▇▇▇ in violation of this provision shall be void ab initionull and void. 2. ▇▇▇▇▇▇▇ Grantee agrees to be responsible for all work performed and all expenses incurred in fulfilling the obligations of this Agreement. If in the scope of work or in a separate writing DEO permits Grantee to subcontract all or part of the work contemplated under this Agreement, including entering into subcontracts with vendors for services, it is understood by Grantee that all such subcontract arrangements shall be evidenced by a written document containing all provisions necessary to ensure subcontractor’s compliance with applicable state and federal law, and that Grantee remains fully responsible for all work performed and all expenses incurred in fulfilling the obligations of this Agreement. Grantee further agrees that DEO shall not be liable to the subcontractor for any expenses or liabilities incurred under the subcontract and Grantee shall be solely liable to the subcontractor for all expenses and liabilities incurred under the subcontract. Grantee, at its expense, will defend DEO against such claims. 3. ▇▇▇▇▇▇▇ Grantee agrees that all Grantee employees, subcontractors, or agents performing work under the Agreement shall be properly trained technicians who meet or exceed any specified training qualifications. Upon request, Grantee shall furnish a copy of technical certification or other proof of qualification. All Grantee employees, subcontractors, or agents performing work under the Agreement must comply with all DEO security and administrative requirements identified herein. DEO may conduct, and Grantee shall cooperate in, a security background check or otherwise assess any employee, subcontractor, or agent furnished by ▇▇▇▇▇▇▇Grantee. DEO may refuse access to, or require replacement of, any of Grantee’s employees, subcontractors, or agents for cause, including, but not limited to, technical or training qualifications, quality of work, change in security status, or non-compliance with DEO’s security or administrative requirements identified herein. Such refusal shall not relieve Grantee of its obligation to perform all work in compliance with the Agreement. DEO may reject and bar from any facility for cause any of Grantee’s employees, subcontractors, or agents.training 4. Grantee agrees that the State of Florida shall at all times be entitled to assign or transfer its rights, duties, or obligations under this Agreement to another governmental agency in the State of Florida, upon giving prior written notice to Grantee. In the event the State of Florida approves transfer of ▇▇▇▇▇▇▇Grantee’s obligations, ▇▇▇▇▇▇▇ Grantee remains responsible for all work performed and all expenses incurred in connection with the Agreement. In addition, this Agreement shall bind the successors, assigns, and legal representatives of Grantee and of any legal entity that succeeds to the obligations of the State of Florida. 5. ▇▇▇▇▇▇▇ Grantee agrees to make payments to the subcontractor within seven (7) working days after receipt of full or partial payments from DEO in accordance with s. section 287.0585, F.S., unless otherwise stated in the Agreement between Grantee and subcontractor. ▇▇▇▇▇▇▇Grantee’s failure to pay its subcontractors within seven (7) working days will result in a penalty charged against ▇▇▇▇▇▇▇ Grantee and paid to the subcontractor in the amount of one-half of one (1) percent of the amount due per day from the expiration of the period allowed herein for payment. Such penalty shall be in addition to actual payments owed and shall not exceed fifteen (15) percent of the outstanding balance due. 6. Grantee shall provide a monthly Minority and Service-Disabled Veteran Business Enterprise Report for each invoice period summarizing the participation of certified and non-certified minority and service-disabled veteran subcontractors/material suppliers for that period, and project to date. The report shall include the names, addresses and dollar amount of each certified and non-certified Minority Business Enterprise and Service-Disabled Veteran Enterprise participant and a copy must be forwarded to DEO’s Agreement Manager. The Office of Supplier Diversity at (▇▇▇) ▇▇▇-▇▇▇▇ will assist in furnishing names of qualified minorities. DEO’s Minority Coordinator at (▇▇▇) ▇▇▇-▇▇▇▇ will assist with questions and answers. 7. DEO shall retain the right to reject any of Grantee’s or subcontractor’s employees whose qualifications or performance, in DEO’s judgment, are insufficient.

Assignments and Subcontracts. 1. Grantee shall not assign, subcontract, or otherwise transfer its rights, duties, or obligations under this Agreement, by operation of law or otherwise, without the prior written consent of DEOCommerce, which consent may be withheld in DEOCommerce’s sole and absolute discretion. DEO Commerce is at all times entitled to assign or transfer its rights, duties, or obligations under this Agreement to another governmental entity in the State of Florida. Any attempted assignment of this Agreement or any of the rights hereunder by ▇▇▇▇▇▇▇ in violation of this provision shall be void ab initio. 2. ▇▇▇▇▇▇▇ agrees to be responsible for all work performed and all expenses incurred in fulfilling the obligations of this Agreement. If in the scope of work or in a separate writing DEO Commerce permits Grantee to subcontract all or part of the work contemplated under this Agreement, including entering into subcontracts with vendors for services, it is understood by Grantee that all such subcontract arrangements shall be evidenced by a written document containing all provisions necessary to ensure subcontractor’s compliance with applicable state and federal law, and that Grantee remains fully responsible for all work performed and all expenses incurred in fulfilling the obligations of this Agreement. Grantee ▇▇▇▇▇▇▇ further agrees that DEO Commerce shall not be liable to the subcontractor for any expenses or liabilities incurred under the subcontract and Grantee shall be solely liable to the subcontractor for all expenses and liabilities incurred under the subcontract. Grantee, at its expense, will defend DEO against such claims.incurred 3. ▇▇▇▇▇▇▇ agrees that all Grantee employees, subcontractors, or agents performing work under the Agreement shall be properly trained technicians who meet or exceed any specified training qualifications. Upon request, Grantee shall furnish a copy of technical certification or other proof of qualification. All Grantee employees, subcontractors, or agents performing work under the Agreement must comply with all DEO Commerce security and administrative requirements identified herein. DEO Commerce may conduct, and Grantee shall cooperate in, a security background check or otherwise assess any employee, subcontractor, or agent furnished by ▇▇▇▇▇▇▇Grantee. DEO Commerce may refuse access to, or require replacement of, any of Grantee’s employees, subcontractors, or agents for cause, including, but not limited to, technical or training qualifications, quality of work, change in security status, or non-non- compliance with DEOCommerce’s security or administrative requirements identified herein. Such refusal shall not relieve Grantee of its obligation to perform all work in compliance with the Agreement. DEO Commerce may reject and bar from any facility for cause any of Grantee’s employees, subcontractors, or agents. 4. Grantee agrees that the State of Florida shall at all times be entitled to assign or transfer its rights, duties, or obligations under this Agreement to another governmental agency in the State of Florida, upon giving prior written notice to Grantee. In the event the State of Florida approves transfer of ▇▇▇▇▇▇▇’s obligations, ▇▇▇▇▇▇▇ remains responsible for all work performed and all expenses incurred in connection with the Agreement. In addition, this Agreement shall bind the successors, assigns, and legal representatives of Grantee and of any legal entity that succeeds to the obligations of the State of Florida. 5. ▇▇▇▇▇▇▇ agrees to make payments to the subcontractor within seven (7) working days after receipt of full or partial payments from DEO Commerce in accordance with s. 287.0585, F.S., unless otherwise stated in the Agreement between Grantee and subcontractor. ▇▇▇▇▇▇▇’s failure to pay its subcontractors within seven (7) working days will result in a penalty charged against ▇▇▇▇▇▇▇ and paid to the subcontractor in the amount of one-half of one percent of the amount due per day from the expiration of the period allowed herein for payment. Such penalty shall be in addition to actual payments owed and shall not exceed fifteen (15) percent of the outstanding balance due. 6. Grantee shall provide a monthly Minority and Service-Disabled Veteran Business Enterprise Report for each invoice period summarizing the participation of certified and non-certified minority and service-disabled veteran subcontractors/material suppliers for that period, and project to date. The report shall include the names, addresses and dollar amount of each certified and non-certified Minority Business Enterprise and Service-Disabled Veteran Enterprise participant and a copy must be forwarded to DEOCommerce’s Agreement Manager. The Office of Supplier Diversity at (▇▇▇) ▇▇▇-▇▇▇▇ will assist in furnishing names of qualified minorities. DEOCommerce’s Minority Coordinator at (▇▇▇) ▇▇▇-▇▇▇▇ will assist with questions and answers. 7. DEO Commerce shall retain the right to reject any of Grantee’s or subcontractor’s employees whose qualifications or performance, in DEOCommerce’s judgment, are insufficient.

Assignments and Subcontracts. 1. Grantee shall not assign, subcontract, or otherwise transfer its rights, duties, or obligations agrees to neither assign the responsibility for this Agreement to another party nor subcontract for any of the work contemplated under this Agreement, by operation or amend any such assignment or subcontract, without prior written approval of law DEO. Any sublicense, assignment, or otherwise, transfer occurring without the prior written consent approval of DEO, which consent may be withheld in DEO’s sole and absolute discretion. DEO is at all times entitled to assign or transfer its rights, duties, or obligations under this Agreement to another governmental entity in the State of Florida. Any attempted assignment of this Agreement or any of the rights hereunder by ▇▇▇▇▇▇▇ in violation of this provision shall be void ab initionull and void. 2. ▇▇▇▇▇▇▇ Grantee agrees to be responsible for all work performed and all expenses incurred in fulfilling the obligations of this Agreement. If in the scope of work or in a separate writing DEO permits Grantee to subcontract all or part of the work contemplated under this Agreement, including entering into subcontracts with vendors for services, it is understood by Grantee that all such subcontract arrangements shall be evidenced by a written document containing all provisions necessary to ensure subcontractor’s compliance with applicable state and federal law, and that Grantee remains fully responsible for all work performed and all expenses incurred in fulfilling the obligations of this Agreement. Grantee further agrees that DEO shall not be liable to the subcontractor for any expenses or liabilities incurred under the subcontract and Grantee shall be solely liable to the subcontractor for all expenses and liabilities incurred under the subcontract. Grantee, at its expense, will defend DEO against such claims. 3. ▇▇▇▇▇▇▇ If the Project is procured pursuant to Chapter 255, F.S., for construction services and at the time of the competitive solicitation of the Project fifty percent (50%) or more of the cost of the Project is to be paid from state-appropriated funds, then Grantee must comply with the requirements of sections 255.0991 and 255.0992, F.S. 4. Grantee agrees that all Grantee employees, subcontractors, or agents performing work under the Agreement shall be properly trained technicians who meet or exceed any specified training qualifications. Upon request, Grantee shall furnish a copy of technical certification or other proof of qualification. All Grantee employees, subcontractors, or agents performing work under the Agreement must comply with all DEO security and administrative requirements identified herein. DEO may conduct, and Grantee shall cooperate in, a security background check or otherwise assess any employee, subcontractor, or agent furnished by ▇▇▇▇▇▇▇Grantee. DEO may refuse access to, or require replacement of, any of Grantee’s employees, subcontractors, or agents for cause, including, but not limited to, technical or training qualifications, quality of work, change in security status, or non-compliance with DEO’s security or administrative requirements identified herein. Such refusal shall not relieve Grantee of its obligation to perform all work in compliance with the Agreement. DEO may reject and bar from any facility for cause any of Grantee’s employees, subcontractors, or agents. 45. Grantee agrees that the State of Florida shall at all times be entitled to assign or transfer its rights, duties, or obligations under this Agreement to another governmental agency in the State of Florida, upon giving prior written notice to Grantee. In the event the State of Florida approves transfer of ▇▇▇▇▇▇▇Grantee’s obligations, ▇▇▇▇▇▇▇ Grantee remains responsible for all work performed and all expenses incurred in connection with the Agreement. In addition, this Agreement shall bind the successors, assigns, and legal representatives of Grantee and of any legal entity that succeeds to the obligations of the State of Florida. 56. ▇▇▇▇▇▇▇ Grantee agrees to make payments to the subcontractor within seven (7) working days after receipt of full or partial payments from DEO in accordance with s. section 287.0585, F.S., unless otherwise stated in the Agreement between Grantee and subcontractor. ▇▇▇▇▇▇▇Grantee’s failure to pay its subcontractors within seven (7) working days will result in a penalty charged against ▇▇▇▇▇▇▇ Grantee and paid to the subcontractor in the amount of one-half of one (1) percent of the amount due per day from the expiration of the period allowed herein for payment. Such penalty shall be in addition to actual payments owed and shall not exceed fifteen (15) percent of the outstanding balance due. 67. Grantee shall provide a monthly Minority and Service-Disabled Veteran Business Enterprise Report for each invoice period summarizing the participation of certified and non-certified minority and service-disabled veteran subcontractors/material suppliers for that period, and project Project to date. The report shall include the names, addresses and dollar amount of each certified and non-certified Minority Business Enterprise and Service-Disabled Veteran Enterprise participant and a copy must be forwarded to DEO’s Agreement Manager. The Office of Supplier Diversity at (▇▇▇) ▇▇▇-▇▇▇▇ will assist in furnishing names of qualified minorities. DEO’s Minority Coordinator at (▇▇▇) ▇▇▇-▇▇▇▇ will assist with questions and answers. 78. DEO shall retain the right to reject any of Grantee’s or subcontractor’s employees whose qualifications or performance, in DEO’s judgment, are insufficient.

Assignments and Subcontracts. 1. Grantee shall not assign, subcontract, or otherwise transfer its rights, duties, or obligations under this Agreement, by operation of law or otherwise, without the prior written consent of DEO, which consent may be withheld in DEO’s sole and absolute discretion. DEO is at all times entitled to assign or transfer its rights, duties, or obligations under this Agreement to another governmental entity in the State of Florida. Any attempted assignment of this Agreement or any of the rights hereunder by ▇▇▇▇▇▇▇ Grantee in violation of this provision shall be void ab initio. 2. ▇▇▇▇▇▇▇ Grantee agrees to be responsible for all work performed and all expenses incurred in fulfilling the obligations of this Agreement. If in the scope of work or in a separate writing DEO permits Grantee to subcontract all or part of the work contemplated under this Agreement, including entering into subcontracts with vendors for services, it is understood by Grantee that all such subcontract arrangements shall be evidenced by a written document containing all provisions necessary to ensure subcontractor’s compliance with applicable state and federal law, and that Grantee remains fully responsible for all work performed and all expenses incurred in fulfilling the obligations of this Agreement. Grantee further agrees that DEO shall not be liable to the subcontractor for any expenses or liabilities incurred under the subcontract and Grantee shall be solely liable to the subcontractor for all expenses and liabilities incurred under the subcontract. Grantee, at its expense, will defend DEO against such claims. 3. ▇▇▇▇▇▇▇ Grantee agrees that all Grantee employees, subcontractors, or agents performing work under the Agreement shall be properly trained technicians who meet or exceed any specified training qualifications. Upon request, Grantee shall furnish a copy of technical certification or other proof of qualification. All Grantee employees, subcontractors, or agents performing work under the Agreement must comply with all DEO security and administrative requirements identified herein. DEO may conduct, and Grantee shall cooperate in, a security background check or otherwise assess any employee, subcontractor, or agent furnished by ▇▇▇▇▇▇▇Grantee. DEO may refuse access to, or require replacement of, any of Grantee’s employees, subcontractors, or agents for cause, including, but not limited to, technical or training qualifications, quality of work, change in security status, or non-compliance with DEO’s security or administrative requirements identified herein. Such refusal shall not relieve Grantee of its obligation to perform all work in compliance with the Agreement. DEO may reject and bar from any facility for cause any of Grantee’s employees, subcontractors, or agents. 4. Grantee agrees that the State of Florida shall at all times be entitled to assign or transfer its rights, duties, or obligations under this Agreement to another governmental agency in the State of Florida, upon giving prior written notice to Grantee. In the event the State of Florida approves transfer of ▇▇▇▇▇▇▇Grantee’s obligations, ▇▇▇▇▇▇▇ Grantee remains responsible for all work performed and all expenses incurred in connection with the Agreement. In addition, this Agreement shall bind the successors, assigns, and legal representatives of Grantee and of any legal entity that succeeds to the obligations of the State of Florida. 5. ▇▇▇▇▇▇▇ Grantee agrees to make payments to the subcontractor within seven (7) working days after receipt of full or partial payments from DEO in accordance with s. section 287.0585, F.S., unless otherwise stated in the Agreement between Grantee and subcontractor. ▇▇▇▇▇▇▇Grantee’s failure to pay its subcontractors within seven (7) working days will result in a penalty charged against ▇▇▇▇▇▇▇ Grantee and paid to the subcontractor in the amount of one-half of one (1) percent of the amount due per day from the expiration of the period allowed herein for payment. Such penalty shall be in addition to actual payments owed and shall not exceed fifteen (15) percent of the outstanding balance due. 6. Grantee shall provide a monthly Minority and Service-Disabled Veteran Business Enterprise Report for each invoice period summarizing the participation of certified and non-certified minority and service-disabled veteran subcontractors/material suppliers for that period, and project to date. The report shall include the names, addresses and dollar amount of each certified and non-certified Minority Business Enterprise and Service-Disabled Veteran Enterprise participant and a copy must be forwarded to DEO’s Agreement Manager. The Office of Supplier Diversity at (▇▇▇) ▇▇▇-▇▇▇▇ will assist in furnishing names of qualified minorities. DEO’s Minority Coordinator at (▇▇▇) ▇▇▇-▇▇▇▇ will assist with questions and answers. 7. DEO shall retain the right to reject any of Grantee’s or subcontractor’s employees whose qualifications or performance, in DEO’s judgment, are insufficient.

Assignments and Subcontracts. 1. Grantee shall not assign, subcontract, or otherwise transfer its rights, duties, or obligations under this Agreement, by operation of law or otherwise, without the prior written consent of DEO, which consent may be withheld in DEO’s sole and absolute discretion. DEO is at all times entitled to assign or transfer its rights, duties, or obligations under this Agreement to another governmental entity in the State of Florida. Any attempted assignment of this Agreement or any of the rights hereunder by ▇▇▇▇▇▇▇ in violation of this provision shall be void ab initio.obligations 2. ▇▇▇▇▇▇▇ Grantee agrees to be responsible for all work performed and all expenses incurred in fulfilling the obligations of this Agreement. If in the scope of work or in a separate writing DEO permits Grantee to subcontract all or part of the work contemplated under this Agreement, including entering into subcontracts with vendors for services, it is understood by Grantee that all such subcontract arrangements shall be evidenced by a written document containing all provisions necessary to ensure subcontractor’s compliance with applicable state and federal law, and that Grantee remains fully responsible for all work performed and all expenses incurred in fulfilling the obligations of this Agreement. Grantee further agrees that DEO shall not be liable to the subcontractor for any expenses or liabilities incurred under the subcontract and Grantee shall be solely liable to the subcontractor for all expenses and liabilities incurred under the subcontract. Grantee, at its expense, will defend DEO against such claims. 3. ▇▇▇▇▇▇▇ Grantee agrees that all Grantee employees, subcontractors, or agents performing work under the Agreement shall be properly trained technicians who meet or exceed any specified training qualifications. Upon request, Grantee shall furnish a copy of technical certification or other proof of qualification. All Grantee employees, subcontractors, or agents performing work under the Agreement must comply with all DEO security and administrative requirements identified herein. DEO may conduct, and Grantee shall cooperate in, a security background check or otherwise assess any employee, subcontractor, or agent furnished by ▇▇▇▇▇▇▇Grantee. DEO may refuse access to, or require replacement of, any of Grantee’s employees, subcontractors, or agents for cause, including, but not limited to, technical or training qualifications, quality of work, change in security status, or non-compliance with DEO’s security or administrative requirements identified herein. Such refusal shall not relieve Grantee of its obligation to perform all work in compliance with the Agreement. DEO may reject and bar from any facility for cause any of Grantee’s employees, subcontractors, or agents. 4. Grantee agrees that the State of Florida shall at all times be entitled to assign or transfer its rights, duties, or obligations under this Agreement to another governmental agency in the State of Florida, upon giving prior written notice to Grantee. In the event the State of Florida approves transfer of ▇▇▇▇▇▇▇Grantee’s obligations, ▇▇▇▇▇▇▇ Grantee remains responsible for all work performed and all expenses incurred in connection with the Agreement. In addition, this Agreement shall bind the successors, assigns, and legal representatives of Grantee and of any legal entity that succeeds to the obligations of the State of Florida. 5. ▇▇▇▇▇▇▇ Grantee agrees to make payments to the subcontractor within seven (7) working days after receipt of full or partial payments from DEO in accordance with s. section 287.0585, F.S., unless otherwise stated in the Agreement agreement between Grantee and subcontractor. ▇▇▇▇▇▇▇Unless otherwise stated in the agreement between Grantee and subcontractor, Grantee’s failure to pay its subcontractors within seven (7) working days will result in a penalty charged against ▇▇▇▇▇▇▇ Grantee and paid to the subcontractor in the amount of one-half of one (1) percent of the amount due per day from the expiration of the period allowed herein for payment. Such penalty shall be in addition to actual payments owed and shall not exceed fifteen (15) percent of the outstanding balance due. 6. Grantee shall provide a monthly Minority and Service-Disabled Veteran Business Enterprise Report for each invoice period summarizing the participation of certified and non-certified minority and service-disabled veteran subcontractors/material suppliers for that period, and project to date. The report shall include the names, addresses and dollar amount of each certified and non-certified Minority Business Enterprise and Service-Disabled Veteran Enterprise participant and a copy must be forwarded to DEO’s Agreement Manager. The Office of Supplier Diversity at (▇▇▇) ▇▇▇-▇▇▇▇ will assist in furnishing names of qualified minorities. DEO’s Minority Coordinator at (▇▇▇) ▇▇▇-▇▇▇▇ will assist with questions and answers.and 7. DEO shall retain the right to reject any of Grantee’s or subcontractor’s employees whose qualifications or performance, in DEO’s judgment, are insufficient.

Assignments and Subcontracts. 1. Grantee shall not assign, subcontract, or otherwise transfer its rights, duties, or obligations under this Agreement, by operation of law or otherwise, without the prior written consent of DEOCommerce, which consent may be withheld in DEOCommerce’s sole and absolute discretion. DEO Commerce is at all times entitled to assign or transfer its rights, duties, or obligations under this Agreement to another governmental entity in the State of Florida. Any attempted assignment of this Agreement or any of the rights hereunder by ▇▇▇▇▇▇▇ in violation of this provision shall be void ab initio. 2. ▇▇▇▇▇▇▇ agrees to be responsible for all work performed and all expenses incurred in fulfilling the obligations of this Agreement. If in the scope of work or in a separate writing DEO Commerce permits Grantee to subcontract all or part of the work contemplated under this Agreement, including entering into subcontracts with vendors for services, it is understood by Grantee that all such subcontract arrangements shall be evidenced by a written document containing all provisions necessary to ensure subcontractor’s compliance with applicable state and federal law, and that Grantee remains fully responsible for all work performed and all expenses incurred in fulfilling the obligations of this Agreement. Grantee ▇▇▇▇▇▇▇ further agrees that DEO Commerce shall not be liable to the subcontractor for any expenses or liabilities incurred under the subcontract and Grantee shall be solely liable to the subcontractor for all expenses and liabilities incurred under the subcontract. Grantee, at its expense, will defend DEO Commerce against such claims. 3. ▇▇▇▇▇▇▇ Grantee agrees that all Grantee employees, subcontractors, or agents performing work under the Agreement shall be properly trained technicians who meet or exceed any specified training qualifications. Upon request, Grantee shall furnish a copy of technical certification or other proof of qualification. All Grantee employees, subcontractors, or agents performing work under the Agreement must comply with all DEO Commerce security and administrative requirements identified herein. DEO Commerce may conduct, and Grantee shall cooperate in, a security background check or otherwise assess any employee, subcontractor, or agent furnished by ▇▇▇▇▇▇▇Grantee. DEO Commerce may refuse access to, or require replacement of, any of Grantee’s employees, subcontractors, or agents for cause, including, but not limited to, technical or training qualifications, quality of work, change in security status, or non-compliance with DEOCommerce’s security or administrative requirements identified herein. Such refusal shall not relieve Grantee of its obligation to perform all work in compliance with the Agreement. DEO Commerce may reject and bar from any facility for cause any of Grantee’s employees, subcontractors, or agents. 4. Grantee agrees that the State of Florida shall at all times be entitled to assign or transfer its rights, duties, or obligations under this Agreement to another governmental agency in the State of Florida, upon giving prior written notice to Grantee. In the event the State of Florida approves transfer of ▇▇▇▇▇▇▇’s obligations, ▇▇▇▇▇▇▇ remains responsible for all work performed and all expenses incurred in connection with the Agreement. In addition, this Agreement shall bind the successors, assigns, and legal representatives of Grantee and of any legal entity that succeeds to the obligations of the State of Florida. 5. ▇▇▇▇▇▇▇ agrees to make payments to the subcontractor within seven (7) working days after receipt of full or partial payments from DEO Commerce in accordance with s. 287.0585, F.S., unless otherwise stated in the Agreement between Grantee and subcontractor. ▇▇▇▇▇▇▇’s failure to pay its subcontractors within seven (7) working days will result in a penalty charged against ▇▇▇▇▇▇▇ and paid to the subcontractor in the amount of one-half of one percent of the amount due per day from the expiration of the period allowed herein for payment. Such penalty shall be in addition to actual payments owed and shall not exceed fifteen (15) percent of the outstanding balance due. 6. Grantee shall provide a monthly Minority and Service-Disabled Veteran Business Enterprise Report for each invoice period summarizing the participation of certified and non-certified minority and service-disabled veteran subcontractors/material suppliers for that period, and project to date. The report shall include the names, addresses and dollar amount of each certified and non-certified Minority Business Enterprise and Service-Disabled Veteran Enterprise participant and a copy must be forwarded to DEO’s Agreement Manager. The Office of Supplier Diversity at (▇▇▇) ▇▇▇-▇▇▇▇ will assist in furnishing names of qualified minorities. DEO’s Minority Coordinator at (▇▇▇) ▇▇▇-▇▇▇▇ will assist with questions and answers.certified 7. DEO Commerce shall retain the right to reject any of Grantee’s or subcontractor’s employees whose qualifications or performance, in DEOCommerce’s judgment, are insufficient.

Assignments and Subcontracts. 1. Grantee shall not assign, subcontract, or otherwise transfer its rights, duties, or obligations under this Agreement, by operation of law or otherwise, without the prior written consent of DEO, which consent may be withheld in DEO’s sole and absolute discretion. DEO is at all times entitled to assign or transfer its rights, duties, or obligations under this Agreement to another governmental entity in the State of Florida. Any attempted assignment of this Agreement or any of the rights hereunder by ▇▇▇▇▇▇▇ in violation of this provision shall be void ab initio. 2. ▇▇▇▇▇▇▇ agrees to be responsible for all work performed and all expenses incurred in fulfilling the obligations of this Agreement. If in the scope of work or in a separate writing DEO permits Grantee to subcontract all or part of the work contemplated under this Agreement, including entering into subcontracts with vendors for services, it is understood by Grantee that all such subcontract arrangements shall be evidenced by a written document containing all provisions necessary to ensure subcontractor’s compliance with applicable state and federal law, and that Grantee remains fully responsible for all work performed and all expenses incurred in fulfilling the obligations of this Agreement. Grantee further agrees that DEO shall not be liable to the subcontractor for any expenses or liabilities incurred under the subcontract and Grantee shall be solely liable to the subcontractor for all expenses and liabilities incurred under the subcontract. Grantee, at its expense, will defend DEO against such claims. 3. ▇▇▇▇▇▇▇ Grantee agrees that all Grantee employees, subcontractors, or agents performing work under the Agreement shall be properly trained technicians who meet or exceed any specified training qualifications. Upon request, Grantee shall furnish a copy of technical certification or other proof of qualification. All Grantee employees, subcontractors, or agents performing work under the Agreement must comply with all DEO security and administrative requirements identified herein. DEO may conduct, and Grantee shall cooperate in, a security background check or otherwise assess any employee, subcontractor, or agent furnished by ▇▇▇▇▇▇▇. DEO may refuse access to, or require replacement of, any of Grantee’s employees, subcontractors, or agents for cause, including, but not limited to, technical or training qualifications, quality of work, change in security status, or non-compliance with DEO’s security or administrative requirements identified herein. Such refusal shall not relieve Grantee of its obligation to perform all work in compliance with the Agreement. DEO may reject and bar from any facility for cause any of Grantee’s employees, subcontractors, or agents.relieve 4. Grantee agrees that the State of Florida shall at all times be entitled to assign or transfer its rights, duties, or obligations under this Agreement to another governmental agency in the State of Florida, upon giving prior written notice to Grantee. In the event the State of Florida approves transfer of ▇▇▇▇▇▇▇’s obligations, ▇▇▇▇▇▇▇ remains responsible for all work performed and all expenses incurred in connection with the Agreement. In addition, this Agreement shall bind the successors, assigns, and legal representatives of Grantee and of any legal entity that succeeds to the obligations of the State of Florida. 5. ▇▇▇▇▇▇▇ agrees to make payments to the subcontractor within seven (7) working days after receipt of full or partial payments from DEO in accordance with s. 287.0585, F.S., unless otherwise stated in the Agreement between Grantee and subcontractor. ▇▇▇▇▇▇▇’s failure to pay its subcontractors within seven (7) working days will result in a penalty charged against ▇▇▇▇▇▇▇ and paid to the subcontractor in the amount of one-half of one percent of the amount due per day from the expiration of the period allowed herein for payment. Such penalty shall be in addition to actual payments owed and shall not exceed fifteen (15) percent of the outstanding balance due. 6. Grantee shall provide a monthly Minority and Service-Disabled Veteran Business Enterprise Report for each invoice period summarizing the participation of certified and non-certified minority and service-disabled veteran subcontractors/material suppliers for that period, and project to date. The report shall include the names, addresses and dollar amount of each certified and non-certified Minority Business Enterprise and Service-Disabled Veteran Enterprise participant and a copy must be forwarded to DEO’s Agreement Manager. The Office of Supplier Diversity at (▇▇▇) ▇▇▇-▇▇▇▇ will assist in furnishing names of qualified minorities. DEO▇▇▇’s Minority Coordinator at (▇▇▇) ▇▇▇-▇▇▇▇ will assist with questions and answers. 7. DEO shall retain the right to reject any of Grantee’s or subcontractor’s employees whose qualifications or performance, in DEO▇▇▇’s judgment, are insufficient.

Assignments and Subcontracts. 1. Grantee shall not assignContractor agrees to neither assign the responsibility for this Contract to another party nor subcontract for any of the work contemplated under this Contract, or amend any such assignment or subcontract, or otherwise transfer its rightswithout prior written approval of Commerce. Any sublicense, dutiesassignment, or obligations under this Agreement, by operation of law or otherwise, transfer occurring without the prior written consent approval of DEOCommerce, which consent may be withheld in DEO’s sole and absolute discretion. DEO is at all times entitled to assign or transfer its rights, duties, or obligations under this Agreement to another governmental entity in the State of Florida. Any attempted assignment of this Agreement or any of the rights hereunder by ▇▇▇▇▇▇▇ in violation of this provision shall be void ab initionull and void. 2. ▇▇▇▇▇▇▇ Contractor agrees to be responsible for all work performed and all expenses incurred in fulfilling the obligations of this AgreementContract. If in the scope of work or in a separate writing DEO Commerce permits Grantee Contractor to subcontract all or part of the work contemplated under this AgreementContract, including entering into subcontracts with vendors for servicesservices and commodities, it is understood by Grantee Contractor that all such subcontract arrangements shall be evidenced by a written document containing all provisions necessary to ensure subcontractor’s compliance with applicable state and federal law, and that Grantee remains fully responsible for all work performed and all expenses incurred in fulfilling the obligations of this Agreement. Grantee Contractor further agrees that DEO Commerce shall not be liable to the subcontractor for any expenses or liabilities incurred under the subcontract and Grantee Contractor shall be solely liable to the subcontractor for all expenses and liabilities incurred under the subcontract. GranteeContractor, at its expense, will defend DEO Commerce against such claims. 3. ▇▇▇▇▇▇▇ Contractor agrees that all Grantee Contractor employees, subcontractors, or agents performing work under the Agreement Contract shall be properly trained technicians who meet or exceed any specified training qualifications. Upon request, Grantee Contractor shall furnish a copy of technical certification or other proof of qualification. All Grantee employees, subcontractors, or agents performing work under the Agreement Contract must comply with all DEO Commerce security and administrative requirements identified herein. DEO Commerce may conduct, and Grantee Contractor shall cooperate in, a security background check or otherwise assess any employee, subcontractor, or agent furnished by ▇▇▇▇▇▇▇Contractor. DEO Commerce may refuse access to, or require replacement of, any of GranteeContractor’s employees, subcontractors, or agents for cause, including, but not limited to, technical or training qualifications, quality of work, change in security status, or non-compliance with DEO’s security or administrative requirements identified herein. Such refusal shall not relieve Grantee of its obligation to perform all work in compliance with the Agreement. DEO may reject and bar from any facility for cause any of Grantee’s employees, subcontractors, or agents.or 4. Grantee Contractor agrees that the State of Florida shall at all times be entitled to assign or transfer its rights, duties, or obligations under this Agreement Contract to another governmental agency in the State of Florida, upon giving prior written notice to GranteeContractor. In the event the State of Florida approves transfer of ▇▇▇▇▇▇▇Contractor’s obligations, ▇▇▇▇▇▇▇ Contractor remains responsible for all work performed and all expenses incurred in connection with the AgreementContract. In addition, this Agreement Contract shall bind the successors, assigns, and legal representatives of Grantee Contractor and of any legal entity that succeeds to the obligations of the State of Florida. 5. ▇▇▇▇▇▇▇ Contractor agrees to make payments to the subcontractor within seven (7) working days after receipt of full or partial payments from DEO Commerce in accordance with s. section 287.0585, F.S., unless otherwise stated in the Agreement Contract between Grantee Contractor and subcontractor. ▇▇▇▇▇▇▇Contractor’s failure to pay its subcontractors within seven (7) working days will result in a penalty charged against ▇▇▇▇▇▇▇ Contractor and paid to the subcontractor in the amount of one-half of one (1) percent of the amount due per day from the expiration of the period allowed herein for payment. Such penalty shall be in addition to actual payments owed and shall not exceed fifteen (15) percent of the outstanding balance due. 6. Grantee Contractor agrees that Commerce may undertake or award supplemental contracts for work related to the Contract. Contractor and its subcontractors shall cooperate with such other contractors and Commerce in all such cases. 7. Contractor shall provide a monthly Minority and Service-Disabled Veteran Business Enterprise Report for each invoice period summarizing the participation of certified and non-certified minority and service-disabled veteran subcontractors/material suppliers for that period, and project to date. The report shall include the names, addresses and dollar amount of each certified and non-certified Minority Business Enterprise and Service-Disabled Veteran Enterprise participant and a copy must be forwarded to DEOCommerce’s Agreement Contract Manager. The Office of Supplier Diversity at (▇▇▇) ▇▇▇-▇▇▇▇ will assist in furnishing names of qualified minorities. DEOCommerce’s Minority Coordinator at (▇▇▇) ▇▇▇-▇▇▇▇ will assist with questions and answers. 78. DEO Commerce shall retain the right to reject any of GranteeContractor’s or subcontractor’s employees whose qualifications or performance, in DEOCommerce’s judgment, are insufficient.

Assignments and Subcontracts. 1. Grantee shall not assign, subcontract, or otherwise transfer its rights, duties, or obligations under this Agreement, by operation of law or otherwise, without the prior written consent of DEOCommerce, which consent may be withheld in DEOCommerce’s sole and absolute discretion. DEO Commerce is at all times entitled to assign or transfer its rights, duties, or obligations under this Agreement to another governmental entity in the State of Florida. Any attempted assignment of this Agreement or any of the rights hereunder by ▇▇▇▇▇▇▇ in violation of this provision shall be void ab initio. 2. ▇▇▇▇▇▇▇ agrees to be responsible for all work performed and all expenses incurred in fulfilling the obligations of this Agreement. If in the scope of work or in a separate writing DEO Commerce permits Grantee to subcontract all or part of the work contemplated under this Agreement, including entering into subcontracts with vendors for services, it is understood by Grantee that all such subcontract arrangements shall be evidenced by a written document containing all provisions necessary to ensure subcontractor’s compliance with applicable state and federal law, and that Grantee remains fully responsible for all work performed and all expenses incurred in fulfilling the obligations of this Agreement. Grantee further agrees that DEO shall not be liable to the subcontractor for any expenses or liabilities incurred under the subcontract and Grantee shall be solely liable to the subcontractor for all expenses and liabilities incurred under the subcontract. Grantee, at its expense, will defend DEO against such claims. 3. ▇▇▇▇▇▇▇ further agrees that 3. Grantee agrees that all Grantee employees, subcontractors, or agents performing work under the Agreement shall be properly trained technicians who meet or exceed any specified training qualifications. Upon request, Grantee shall furnish a copy of technical certification or other proof of qualification. All Grantee employees, subcontractors, or agents performing work under the Agreement must comply with all DEO Commerce security and administrative requirements identified herein. DEO Commerce may conduct, and Grantee shall cooperate in, a security background check or otherwise assess any employee, subcontractor, or agent furnished by ▇▇▇▇▇▇▇Grantee. DEO Commerce may refuse access to, or require replacement of, any of Grantee’s employees, subcontractors, or agents for cause, including, but not limited to, technical or training qualifications, quality of work, change in security status, or non-non- compliance with DEOCommerce’s security or administrative requirements identified herein. Such refusal shall not relieve Grantee of its obligation to perform all work in compliance with the Agreement. DEO Commerce may reject and bar from any facility for cause any of Grantee’s employees, subcontractors, or agents. 4. Grantee agrees that the State of Florida shall at all times be entitled to assign or transfer its rights, duties, or obligations under this Agreement to another governmental agency in the State of Florida, upon giving prior written notice to Grantee. In the event the State of Florida approves transfer of ▇▇▇▇▇▇▇’s obligations, ▇▇▇▇▇▇▇ remains responsible for all work performed and all expenses incurred in connection with the Agreement. In addition, this Agreement shall bind the successors, assigns, and legal representatives of Grantee and of any legal entity that succeeds to the obligations of the State of Florida. 5. ▇▇▇▇▇▇▇ agrees to make payments to the subcontractor within seven (7) working days after receipt of full or partial payments from DEO Commerce in accordance with s. 287.0585, F.S., unless otherwise stated in the Agreement between Grantee and subcontractor. ▇▇▇▇▇▇▇’s failure to pay its subcontractors within seven (7) working days will result in a penalty charged against ▇▇▇▇▇▇▇ and paid to the subcontractor in the amount of one-half of one percent of the amount due per day from the expiration of the period allowed herein for payment. Such penalty shall be in addition to actual payments owed and shall not exceed fifteen (15) percent of the outstanding balance due. 6. Grantee shall provide a monthly Minority and Service-Disabled Veteran Business Enterprise Report for each invoice period summarizing the participation of certified and non-certified minority and service-disabled veteran subcontractors/material suppliers for that period, and project to date. The report shall include the names, addresses and dollar amount of each certified and non-certified Minority Business Enterprise and Service-Disabled Veteran Enterprise participant and a copy must be forwarded to DEOCommerce’s Agreement Manager. The Office of Supplier Diversity at (▇▇▇) ▇▇▇-▇▇▇▇ will assist in furnishing names of qualified minorities. DEOCommerce’s Minority Coordinator at (▇▇▇) ▇▇▇-▇▇▇▇ will assist with questions and answers. 7. DEO Commerce shall retain the right to reject any of Grantee’s or subcontractor’s employees whose qualifications or performance, in DEOCommerce’s judgment, are insufficient.

Assignments and Subcontracts. 1. Grantee shall not assignContractor agrees to neither assign the responsibility for this Contract to another party nor subcontract for any of the work contemplated under this Contract, or amend any such assignment or subcontract, or otherwise transfer its rightswithout prior written approval of DEO. Any sublicense, dutiesassignment, or obligations under this Agreement, by operation of law or otherwise, transfer occurring without the prior written consent approval of DEO, which consent may be withheld in DEO’s sole and absolute discretion. DEO is at all times entitled to assign or transfer its rights, duties, or obligations under this Agreement to another governmental entity in the State of Florida. Any attempted assignment of this Agreement or any of the rights hereunder by ▇▇▇▇▇▇▇ in violation of this provision shall be void ab initionull and void. 2. ▇▇▇▇▇▇▇ Contractor agrees to be responsible for all work performed and all expenses incurred in fulfilling the obligations of this AgreementContract. If in the scope of work or in a separate writing DEO permits Grantee Contractor to subcontract all or part of the work contemplated under this AgreementContract, including entering into subcontracts with vendors for servicesservices and commodities, it is understood by Grantee Contractor that all such subcontract arrangements shall be evidenced by a written document containing all provisions necessary to ensure subcontractor’s compliance with applicable state and federal law, and that Grantee remains fully responsible for all work performed and all expenses incurred in fulfilling the obligations of this Agreement. Grantee Contractor further agrees that DEO shall not be liable to the subcontractor for any expenses or liabilities incurred under the subcontract and Grantee Contractor shall be solely liable to the subcontractor for all expenses and liabilities incurred under the subcontract. GranteeContractor, at its expense, will defend DEO against such claims. 3. ▇▇▇▇▇▇▇ Contractor agrees that all Grantee Contractor employees, subcontractors, or agents performing work under the Agreement Contract shall be properly trained technicians who meet or exceed any specified training qualifications. Upon request, Grantee Contractor shall furnish a copy of technical certification or other proof of qualification. All Grantee employees, subcontractors, or agents performing work under the Agreement Contract must comply with all DEO security and administrative requirements identified herein. DEO may conduct, and Grantee Contractor shall cooperate in, a security background check or otherwise assess any employee, subcontractor, or agent furnished by ▇▇▇▇▇▇▇Contractor. DEO may refuse access to, or require replacement of, any of GranteeContractor’s employees, subcontractors, or agents for cause, including, but not limited to, technical or training qualifications, quality of work, change in security status, or non-compliance with DEO’s security or administrative requirements identified herein. Such refusal shall not relieve Grantee Contractor of its obligation to perform all work in compliance with the AgreementContract. DEO may reject and bar from any facility for cause any of GranteeContractor’s employees, subcontractors, or agents. 4. Grantee agrees that the State of Florida shall at all times be entitled to assign or transfer its rights, duties, or obligations under this Agreement to another governmental agency in the State of Florida, upon giving prior written notice to Grantee. In the event the State of Florida approves transfer of ▇▇▇▇▇▇▇’s obligations, ▇▇▇▇▇▇▇ remains responsible for all work performed and all expenses incurred in connection with the Agreement. In addition, this Agreement shall bind the successors, assigns, and legal representatives of Grantee and of any legal entity that succeeds to the obligations of the State of Florida. 5. ▇▇▇▇▇▇▇ agrees to make payments to the subcontractor within seven (7) working days after receipt of full or partial payments from DEO in accordance with s. 287.0585, F.S., unless otherwise stated in the Agreement between Grantee and subcontractor. ▇▇▇▇▇▇▇’s failure to pay its subcontractors within seven (7) working days will result in a penalty charged against ▇▇▇▇▇▇▇ and paid to the subcontractor in the amount of one-half of one percent of the amount due per day from the expiration of the period allowed herein for payment. Such penalty shall be in addition to actual payments owed and shall not exceed fifteen (15) percent of the outstanding balance due. 6. Grantee shall provide a monthly Minority and Service-Disabled Veteran Business Enterprise Report for each invoice period summarizing the participation of certified and non-certified minority and service-disabled veteran subcontractors/material suppliers for that period, and project to date. The report shall include the names, addresses and dollar amount of each certified and non-certified Minority Business Enterprise and Service-Disabled Veteran Enterprise participant and a copy must be forwarded to DEO’s Agreement Manager. The Office of Supplier Diversity at (▇▇▇) ▇▇▇-▇▇▇▇ will assist in furnishing names of qualified minorities. DEO’s Minority Coordinator at (▇▇▇) ▇▇▇-▇▇▇▇ will assist with questions and answers. 7. DEO shall retain the right to reject any of Grantee’s or subcontractor’s employees whose qualifications or performance, in DEO’s judgment, are insufficient.

Assignments and Subcontracts. 1. Grantee shall not assign, subcontract, or otherwise transfer its rights, duties, or obligations under Contractor agrees to neither assign the responsibility for this Agreement, by operation of law or otherwise, without the prior written consent of DEO, which consent may be withheld in DEO’s sole and absolute discretion. DEO is at all times entitled to assign or transfer its rights, duties, or obligations under this Agreement Contract to another governmental entity in the State of Florida. Any attempted assignment of this Agreement or party nor subcontract for any of the rights hereunder by ▇▇▇▇▇▇▇ in violation of work contemplated under this provision shall be void ab initio.Contract, or amend any such 2. ▇▇▇▇▇▇▇ Contractor agrees to be responsible for all work performed and all expenses incurred in fulfilling the obligations of this AgreementContract. If in the scope of work or in a separate writing DEO permits Grantee Contractor to subcontract all or part of the work contemplated under this AgreementContract, including entering into subcontracts with vendors for servicesservices and commodities, it is understood by Grantee Contractor that all such subcontract arrangements shall be evidenced by a written document containing all provisions necessary to ensure subcontractor’s compliance with applicable state and federal law, and that Grantee remains fully responsible for all work performed and all expenses incurred in fulfilling the obligations of this Agreement. Grantee Contractor further agrees that DEO shall not be liable to the subcontractor for any expenses or liabilities incurred under the subcontract and Grantee Contractor shall be solely liable to the subcontractor for all expenses and liabilities incurred under the subcontract. GranteeContractor, at its expense, will defend DEO against such claims. 3. ▇▇▇▇▇▇▇ Contractor agrees that all Grantee Contractor employees, subcontractors, or agents performing work under the Agreement Contract shall be properly trained technicians who meet or exceed any specified training qualifications. Upon request, Grantee Contractor shall furnish a copy of technical certification or other proof of qualification. All Grantee employees, subcontractors, or agents performing work under the Agreement Contract must comply with all DEO security and administrative requirements identified herein. DEO may conduct, and Grantee Contractor shall cooperate in, a security background check or otherwise assess any employee, subcontractor, or agent furnished by ▇▇▇▇▇▇▇Contractor. DEO may refuse access to, or require replacement of, any of GranteeContractor’s employees, subcontractors, or agents for cause, including, but not limited to, technical or training qualifications, quality of work, change in security status, or non-compliance with DEO’s security or administrative requirements identified herein. Such refusal shall not relieve Grantee Contractor of its obligation to perform all work in compliance with the AgreementContract. DEO may reject and bar from any facility for cause any of GranteeContractor’s employees, subcontractors, or agents. 4. Grantee Contractor agrees that the State of Florida shall at all times be entitled to assign or transfer its rights, duties, or obligations under this Agreement Contract to another governmental agency in the State of Florida, upon giving prior written notice to GranteeContractor. In the event the State of Florida approves transfer of ▇▇▇▇▇▇▇Contractor’s obligations, ▇▇▇▇▇▇▇ Contractor remains responsible for all work performed and all expenses incurred in connection with the AgreementContract. In addition, this Agreement Contract shall bind the successors, assigns, and legal representatives of Grantee Contractor and of any legal entity that succeeds to the obligations of the State of Florida. 5. ▇▇▇▇▇▇▇ Contractor agrees to make payments to the subcontractor within seven (7) working days after receipt of full or partial payments from DEO in accordance with s. section 287.0585, F.S., unless otherwise stated in the Agreement Contract between Grantee Contractor and subcontractor. ▇▇▇▇▇▇▇Contractor’s failure to pay its subcontractors within seven (7) working days will result in a penalty charged against ▇▇▇▇▇▇▇ Contractor and paid to the subcontractor in the amount of one-half of one (1) percent of the amount due per day from the expiration of the period allowed herein for payment. Such penalty shall be in addition to actual payments owed and shall not exceed fifteen (15) percent of the outstanding balance due. 6. Grantee Contractor agrees that DEO may undertake or award supplemental contracts for work related to the Contract. Contractor and its subcontractors shall cooperate with such other contractors and DEO in all such cases. 7. Contractor shall provide a monthly Minority and Service-Disabled Veteran Business Enterprise Report for each invoice period summarizing the participation of certified and non-certified minority and service-disabled veteran subcontractors/material suppliers for that period, and project to date. The report shall include the names, addresses and dollar amount of each certified and non-certified Minority Business Enterprise and Service-Disabled Veteran Enterprise participant and a copy must be forwarded to DEO’s Agreement Contract Manager. The Office of Supplier Diversity at (▇▇▇) ▇▇▇-▇▇▇▇ will assist in furnishing names of qualified minorities. DEO▇▇▇’s Minority Coordinator at (▇▇▇) ▇▇▇-▇▇▇▇ will assist with questions and answers. 78. DEO shall retain the right to reject any of GranteeContractor’s or subcontractor’s employees whose qualifications or performance, in DEO’s judgment, are insufficient.whose

Assignments and Subcontracts. 1. Grantee shall not assign, subcontract, or otherwise transfer its rights, duties, or obligations under this Agreement, by operation of law or otherwise, without the prior written consent of DEO, which consent may be withheld in DEO’s sole and absolute discretion. DEO is at all times entitled to assign or transfer its rights, duties, or obligations under this Agreement to another governmental entity in the State of Florida. Any attempted assignment of this Agreement or any of the rights hereunder by ▇▇▇▇▇▇▇ in violation of this provision shall be void ab initio. 2. ▇▇▇▇▇▇▇ agrees to be responsible for all work performed and all expenses incurred in fulfilling the obligations of this Agreement. If in the scope of work or in a separate writing DEO permits Grantee to subcontract all or part of the work contemplated under this Agreement, including entering into subcontracts with vendors for services, it is understood by Grantee that all such subcontract arrangements shall be evidenced by a written document containing all provisions necessary to ensure subcontractor’s compliance with applicable state and federal law, and that Grantee remains fully responsible for all work performed and all expenses incurred in fulfilling the obligations of this Agreement. Grantee further agrees that DEO shall not be liable to the subcontractor for any expenses or liabilities incurred under the subcontract and Grantee shall be solely liable to the subcontractor for all expenses and liabilities incurred under the subcontract. Grantee, at its expense, will defend DEO against such claims. 3. ▇▇▇▇▇▇▇ Grantee agrees that all Grantee employees, subcontractors, or agents performing work under the Agreement shall be properly trained technicians who meet or exceed any specified training qualifications. Upon request, Grantee shall furnish a copy of technical certification or other proof of qualification. All Grantee employees, subcontractors, or agents performing work under the Agreement must comply with all DEO security and administrative requirements identified herein. DEO may conduct, and Grantee shall cooperate in, a security background check or otherwise assess any employee, subcontractor, or agent furnished by ▇▇▇▇▇▇▇. DEO may refuse access to, or require replacement of, any of Grantee’s employees, subcontractors, or agents for cause, including, but not limited to, technical or training qualifications, quality of work, change in security status, or non-compliance with DEO’s security or administrative requirements identified herein. Such refusal shall not relieve Grantee of its obligation to perform all work in compliance with the Agreement. DEO may reject and bar from any facility for cause any of Grantee’s employees, subcontractors, or agents. 4. Grantee agrees that the State of Florida shall at all times be entitled to assign or transfer its rights, duties, or obligations under this Agreement to another governmental agency in the State of Florida, upon giving prior written notice to Grantee. In the event the State of Florida approves transfer of ▇▇▇▇▇▇▇’s obligations, ▇▇▇▇▇▇▇ remains responsible for all work performed and all expenses incurred in connection with the Agreement. In addition, this Agreement shall bind the successors, assigns, and legal representatives of Grantee and of any legal entity that succeeds to the obligations of the State of Florida. 5. ▇▇▇▇▇▇▇ agrees to make payments to the subcontractor within seven (7) working days after receipt of full or partial payments from DEO in accordance with s. 287.0585, F.S., unless otherwise stated in the Agreement between Grantee and subcontractor. ▇▇▇▇▇▇▇’s failure to pay its subcontractors within seven (7) working days will result in a penalty charged against ▇▇▇▇▇▇▇ and paid to the subcontractor in the amount of one-half of one percent of the amount due per day from the expiration of the period allowed herein for payment. Such penalty shall be in addition to actual payments owed and shall not exceed fifteen (15) percent of the outstanding balance due. 6. Grantee shall provide a monthly Minority and Service-Disabled Veteran Business Enterprise Report for each invoice period summarizing the participation of certified and non-certified minority and service-disabled veteran subcontractors/material suppliers for that period, and project to date. The report shall include the names, addresses and dollar amount of each certified and non-certified Minority Business Enterprise and Service-Disabled Veteran Enterprise participant and a copy must be forwarded to DEO’s Agreement Manager. The Office of Supplier Diversity at (▇▇▇) ▇▇▇-▇▇▇▇ will assist in furnishing names of qualified minorities. DEO▇▇▇’s Minority Coordinator at (▇▇▇) ▇▇▇-▇▇▇▇ will assist with questions and answers. 7. DEO shall retain the right to reject any of Grantee’s or subcontractor’s employees whose qualifications or performance, in DEO▇▇▇’s judgment, are insufficient.