CONTRACT AMENDMENT BETWEEN THE DEPARTMENT OF CORRECTIONS AND STERICYCLE, INC.

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1 AMENDMENT #4 CONTRACT AMENDMENT BETWEEN THE DEPARTMENT OF CORRECTIONS AND STERICYCLE, INC. This is an Amendment to the Contract between the Florida Department of Corrections ( Department ) and Stericycle, Inc. ( Contractor ) to provide Statewide Biomedical Waste Collection, Transportation, Storage and Disposal Services. This Amendment: Renews the Contract for three (3) years pursuant to Section I., B., Contract Renewal, and revises Section I., A., Contract Term. The Department is exercising its renewal option for the final renewal period; Revises Section III., A., Payment; and Adds Section II., E., 6., Utilization of E-Verify. Original contract period: July 2, 2008 through June 30, 2011 Amendment #1: February 18, 2009 through June 30, 2011 Amendment #2: July 1, 2009 through June 30, 2011 Amendment #3: January 13, 2010 through June 30, 2011 In accordance with Section V., Contract Modifications; the following changes are hereby made: 1. Section I., A., Contract Term, is hereby revised to read: This contract began on July 2, 2008, and shall end at midnight on June 30, This contract is in its final renewal period. 2. Section II., E., 6., Utilization of E-Verify, is hereby added: II. E. 6. Utilization of E-Verify As required by State of Florida Executive Order Number 11-02, the Contractor identified in this Contract is required to utilize the U.S. Department of Homeland Security s E- Verify system to verify employment eligibility of: all persons employed during the contract term by the Contractor to perform employment duties within Florida; and all persons (including subcontractors) assigned by the Contractor to perform work pursuant to the Contract with the Department. ( 3. Section III., A., Payment, is hereby revised to read: III. A. Payment This is a fixed price Contract based on a monthly rate. All charges must be billed in arrears in accordance with Section of the Florida Statutes. The Department Page 1 of 3

2 AMENDMENT #4 will compensate the Contractor for services as specified in Section II., Scope of Service, as delineated below: INITIAL TERM Contract Year Biomedical Waste Collection, Transportation, Storage and Disposal Services (Monthly Rate) OPTIONAL RENEWAL YEARS Contract Year Biomedical Waste Collection, Transportation, Storage and Disposal Services (Monthly Rate) Year 1 Year 2 Year 3 July 1, 2009 through June 30, 2010 July 1, 2008 through June 30, 2009 July 1, 2010 through June 30, 2011 $13,000 $13,000 $13,500 Year 4 Year 5 Year 6 July 1, 2012 through June 30, 2013 July 1, 2011 through June 30, 2012 July 1, 2013 through June 30, 2014 $13,000 $14,000 $14,000 The monthly rate for waste collection is inclusive of all costs associated with the collection, pick-up, transportation and disposal of Bio-Medical Waste in accordance with the provision of services as specified in Section II and other terms and conditions of the Contract. There will be no charge for additional pick-ups and emergency pick-ups. REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK Page 2 of 3

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5 AMENDMENT #2 CONTRACT AMENDMENT BETWEEN THE DEPARTMENT OF CORRECTIONS AND STERICYCLE, INC. This is an Amendment to the Contract between the Florida Department of Corrections ( Department ) and Stericycle, Inc. ( Contractor ) to provide Statewide Biomedical Waste Collection, Transportation, Storage and Disposal Services. This amendment: Revises Section II., A., 4., Collection Transport and Documentation; Revises Section II., F., Records and Documentation, #2; Deletes Section II., F., Records and Documentation, #3.; Revises Section III., C., Submission of Invoice(s); and Revises Section III., D., Supporting Documentation for Invoice. Original contract period: July 2, 2008 through June 30, 2011 In accordance with Section V., Contract Modifications; the following changes are hereby made: 1. Section II., A., 4., Collection Transport and Documentation, is hereby revised to read: II. A. 4. Collection Transport and Documentation A ticket/tracking receipt including the date of collection, the institution s location and a written signature of Department staff shall be generated, before the Contractor leaves the institution. Failure to obtain written signature from Department staff will result in non-payment. An exception will be made in the event the Contractor s wait time for a written signature from Department staff exceeds thirty (30) minutes, in which case the Contractor shall note the incident on the ticket/tracking receipt. A copy of the ticket shall be provided to the HSA, and an additional copy shall be submitted with the monthly invoice as per Section III., C., Submission of Invoice(s). In order to expedite pick up of bio-hazardous waste, the Contractor may, upon approval of the Department, install a storage container or other device for storage of bio-hazardous waste outside any correctional facility where such container/device is needed, at the Contractor s expense. 2. Section II., F., Records and Documentation, #2, is hereby revised to read: II. F. Records and Documentation 2. The Contractor shall maintain and provide, upon request, the required certificate of destruction of all waste collected under the Contract to the Contract Manager or designee. Page 1 of 3

6 AMENDMENT #2 3. Section II., F., Records and Documentation, #3, is hereby deleted in its entirety. 4. Section III., C., Submission of Invoice(s), is hereby revised to read: III. C. Submission of Invoice(s) The Contractor agrees to request compensation on a monthly basis through submission to the Department of a single monthly invoice, properly completed and submitted electronically to the Department s Contract Manager, within twenty (20) days following the end of the month for which payment is being requested. The Contractor s invoice shall include the Contractor s name, mailing address, and tax ID number/fein as well as the Contract number and date of invoice period. Every invoice must be accompanied by the appropriate supporting documentation as indicated in Section III., D., Supporting Documentation for Invoice. Invoices will be reviewed and approved by the Contract Manager and then forwarded to the appropriate Financial Services Office for processing of payment. 5. Section III., D., Supporting Documentation for Invoice, is hereby revised to read: III. D. Supporting Documentation for Invoice Invoices must be submitted in detail sufficient for a proper preaudit and postaudit thereof. Invoices will only be approved after receipt of the required invoice supporting documentation. Supporting documentation for the single monthly invoice includes copies of the ticket/tracking receipt including the date of pick-up and the institutional location, signed by department staff at the institution. Upon request by the Department, the Contractor will supply a Certificate of Destruction. Any monthly invoice not including required supporting documentation for invoice approval may be denied for payment until such time as all pickups can be verified. REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK Page 2 of 3

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8 AMENDMENT #1 CONTRACT AMENDMENT BETWEEN THE DEPARTMENT OF CORRECTIONS AND STERICYCLE, INC. This is an Amendment to the Contract between the Florida Department of Corrections ( Department ) and Stericycle, Inc. ( Contractor ) to provide Statewide Biomedical Waste Collection, Transportation, Storage and Disposal Services. This Contract was formerly between the Department and Biomedical Waste Solutions, Inc. as Contractor. On November 1,2008, Biomedical Waste Solutions, Inc. granted, bargained, sold, assigned, transferred and set over unto Stericycle, Inc., its successor, and assigns all money now due or thereafter to become due Biomedical Waste Solutions, Inc. under Contract C2513, dated July 2, 2008, between Biomedical Waste Solutions, Inc. and the Department of Corrections, by execution of a purchase agreement. By execution of this Amendment, the Department hereby accepts assignment. Whereas, Stericycle, Inc. has accepted said assignment of the Contract and agrees to faithfully perform all obligations and assume all responsibilities to be performed by Biomedical Waste Solutions, Inc. under the Contract, according to its terms and conditions. Whereas, this amendment: changes the identity and FEID number of the Contractor; revises Section III., A., Payment; revises Section III., D., Supporting Documentation for Invoice; revises Section IV., E., Official Payee; and revises Section IV., C., Contractor s Representative. Original contract period: July 2,2008 through June 30,2011 Therefore, in consideration of the mutual benefits to be derived herefrom, and in accordance with Section V., CONTRACT MODIFICATION, the Department and the Contractor hereby agree to amend the Contract as follows: 1. In accordance with Section VII., M., Assignment, the Department consents to the assignment between Biomedical Waste Solutions, Inc. and Stericycle, Inc. Stericycle, Inc. is hereafter substituted throughout the contract as Contractor as if so originally named. 2. The Contractor s FEID number shall be Section III., A., Payment, is hereby revised to read: III. A. Payment This is a fixed price Contract based on a monthly rate. All charges must be billed in arrears in accordance with Section of the Florida Statutes. The Department will compensate the Contractor for services as specified in Section II., Scope of Service, as delineated below: Page 1 of 3

9 AMENDMENT #1 INITIAL TERM Contract Year Biomedical Waste Collection, Transportation, Storage and Disposal Services (Monthly Rate) OPTIONAL RENEWAL YEARS Contract Year Biomedical Waste Collection, Transportation, Storage and Disposal Services (Monthly Rate) Year 1 Year 2 Year 3 July 1, 2009 through June 30, 2010 July 1, 2008 through June 30, 2009 July 1, 2010 through June 30, 2011 $13,000 $13,000 $13,500 Year 4 Year 5 Year 6 July 1, 2012 through June 30, 2013 July 1, 2011 through June 30, 2012 July 1, 2013 through June 30, 2014 $13,500 $14,500 $14,500 The monthly rate for waste collection is inclusive of all costs associated with the collection, pick-up, transportation and disposal of Bio-Medical Waste in accordance with the provision of services as specified in Section II and other terms and conditions of the Contract. There will be no charge for additional pick-ups and emergency pick-ups. 4. Section III., D., Supporting Documentation for Invoice, is hereby revised to read: III., D., Supporting Documentation for Invoice Invoices must be submitted in detail sufficient for a proper preaudit and postaudit thereof. Invoices will only be approved after receipt of the required invoice supporting documentation. Supporting documentation for the single monthly invoice includes copies of the ticket/tracking receipt including the date and time of pick-up and the institutional location, signed by department staff at the institution. Upon request by the Department, the Contractor will supply a Certificate of Destruction. Any monthly invoice not including required supporting documentation for invoice approval may be denied for payment until such time as all pickups can be verified. 5. Section III., E., Official Payee, is hereby revised to read: III., E., Official Payee The name and address of the official payee to whom payment shall be made is as follows: Stericycle, Inc. P.O. Box Louisville, Kentucky Page 2 of 3

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11 CONTRACT BETWEEN THE DEPARTMENT OF CORRECTIONS AND BIOMEDICAL WASTE SOLUTIONS, INC. This Contract is between the Florida Department of Corrections ("Department") and Biomedical Waster Solutions, Inc. ("Contractor") which are the parties hereto. WITNESSETH Whereas, the Department is responsible for the inmates and for the operation of, and supervisory and protective care, custody and control of, all buildings, grounds, property and matters connected with the correctional system in accordance with Section , Florida Statutes; Whereas, it is necessary that budget resources be allocated effectively; Whereas, this Contract is entered into pursuant to ITB# 07-DC-7946 authorized pursuant to Section (1)(a), Florida Statutes; and Whereas, the Contractor is a qualified and willing participant with the Department to provide Statewide Biomedical Waste Collection, Transportation, Storage and Disposal Services. Therefore, in consideration of the mutual benefits to be derived hereby, the Department and the Contractor do hereby agree as follows: I. CONTRACT TERM AND RENEWAL A. Contract Term This Contract shall begin on July 1, 2008, or the date on which it is signed by both parties, whichever is later, and shall end at midnight on June 30, In the event this Contract is signed by the parties on different dates, the latter date shall control. This Contract is in its initial term. B. Contract Renewal The Department has the option to renew this Contract for one (1) additional three (3) year period(s) after the initial Contract period upon the same terms and conditions contained herein and at the renewal prices indicated in Section III, Compensation. Exercise of the renewal option is at the Department s sole discretion and shall be conditioned, at a minimum, on the Contractor s performance of this Contract and subject to the availability of funds. The Department, if it desires to exercise its renewal option, will provide written notice to the Contractor no later than thirty (30) days prior to the Contract expiration date. The renewal term shall be considered separate and shall require exercise of the renewal option should the Department choose to renew this Contract. Page 1 of 35

12 II. SCOPE OF SERVICE A. General Description of Services 1. Collection and Removal The Contractor will be required to provide containers approved by the Florida Department of Health (DOH) in accordance with Chapter 64E-16 Florida Administrative Code, and shall collect, remove and dispose of all bio-medical waste, including medical and dental waste, from all Department-operated facilities. All services performed shall be in compliance with Chapter 64-E16, Florida Administrative Code and shall utilize Department of Transportation compliant reusable containers. 2. Initial Pick-up Schedule/Approved Pick-up Schedule. The frequency of scheduled collection depends upon the volume of waste generated by the serviced site. At a minimum, collection of bio-medical waste shall occur at each site every twenty-eight (28) days depending on the volume generated by each institution, however, some institutions shall require weekly or bi-weekly collection. The Department s Institutional Health Services Administrator (HSA) at each institution shall determine the frequency with which pick-ups shall occur at each institution depending on the size of the container required (container to be provided by the Contractor) and the volume of waste generated. Initial pickups at each institution shall occur in accordance with the current waste collection schedule on Attachment #1, (Bio-Medical Waste Pick-Up Schedule and Average Pounds per Month Information Sheet) unless otherwise requested and authorized by the Institutional HSA. A minimum of ten (10) days prior to the Contract start date, the successful Contractor shall make contact with each Institutional Health Services Administrator (HSA) (See Attachment #2 for Health Service Administrator s names and contact numbers) to develop a mutually agreed upon schedule for collection which shall include the day and time-frame (e.g., between 8:00 a.m. and 11:00 a.m. ) for collection as well as the frequency of required pick-ups. The schedule shall be agreed to in writing ( sufficient) by each HSA at each institution. When developing the schedule for pickups, the Contractor and HSA shall also agree to the size and number of containers required for pickup in accordance with Section II., A., 5. Upon finalization of each institutional schedule, a summary schedule of pick-ups for all Department facilities statewide shall be provided to the Contract Manager or designee. Once approved in writing by the Contract Manager or designee, this will become the Approved Pick-up Schedule. The Department reserves the right to adjust the Approved Pick-up schedule during the term of this Contract as needed. Such changes to the Approved Pick-up Schedule shall be made in accordance with Section II., A., 3. The Contractor shall not charge and the Department will not pay for trip charges in instances in which the Contractor goes to a Department location but does not remove any waste materials. Whenever possible, the Department will notify the Contractor in advance if a pick-up is not necessary on the day it is scheduled. The Department s Contract Manager or his/her designee shall be responsible for maintaining the official approved Pick-up Schedule for the Department. Page 2 of 35

13 3. Changes to Approved Pick-up Schedules/Additional pick-ups The Department reserves the right to change the Approved Pick-up Schedule as deemed necessary by the institutional Health Service Administrators by letter. Such changes will not require a contract amendment. Additional pick-ups may be scheduled for any of the following reasons: a. Emergency The Contractor shall provide emergency pick-up services within twenty-four (24) hours of receipt of written request from the Contract Manager or his/her designee ( notification acceptable). A valid working phone number and a Contractor s representative s name shall be provided to the Contract Manager or designee for this purpose within ten (10) days of receipt of this Contract. b. Security Concerns Institutions are, at times, subject to lock-down for various security reasons. During a lock-down, access into and out of the institution or facility may be restricted. In addition, the Department may need to have a pick-up temporarily or permanently rescheduled for other security reasons. The Contract Manager or designee will notify the Contractor in writing of any pick-up changes made necessary due to security concerns. In the event of lock-down, the Department will endeavor to provide the Contractor with as much notice as possible, under the circumstances, if a scheduled pick-up cannot be made and needs to be rescheduled. For other temporary or permanent changes, the Contractor and Contract Manager or designee will coordinate such changes to ensure that they are made as quickly as possible. c. Institutional Need In the event changes are required to be made to the Initial Pickup Schedule due to changes in institutional utilization (either increasing or decreasing the frequency of pick-ups), the Department s Contract Manager, or the Institutional Health Services Administrator (with copy of written change provided to the Contract Manager), shall notify the Contractor of such changes in writing at least five working days in advance of the change required in the pick-up schedule. 4. Collection Transport and Documentation A ticket/tracking receipt including the date and time of collection, the institution s location and a written signature of Department staff shall be generated, before the Contractor leaves the institution. Failure to obtain written signature from Department staff will result in non-payment. An exception will be made in the event the Contractor s wait time for a written signature from Department staff exceeds thirty (30) minutes, in which case the Contractor shall note the incident on the ticket/tracking receipt. A copy of the ticket shall be provided to the HSA, and an additional copy shall be submitted with the monthly invoice as per Section III., C., Submission of Invoice(s). The ticket copy that must be submitted with each monthly invoice shall bear a Certificate of Disposal stamp in order for the invoice to be approved for payment. Failure to obtain the stamp on a ticket will result in non-payment. Page 3 of 35

14 In order to expedite pick up of bio-hazardous waste, the Contractor may, upon approval of the Department, install a storage container or other device for storage of biohazardous waste outside any correctional facility where such container/device is needed, at the Contractor s expense. 5. Bio-Medical Waste Containers The Contractor shall provide a specified container at a specified location at each institution, as determined by the HSA. All containers for storage shall meet the requirements of Rule 64E (2)(a), FAC, and Rule 64E (2)(b), FAC. The Department will be responsible for the provision of sharps containers at each institution. Upon each collection, the Contractor shall replace the container with an identical clean, sterilized container, which includes a new (installed) red plastic liner. Only 1.5 mil (or greater thickness) red plastic liner bags shall be utilized. The Contractor shall provide red plastic liners for each applicable container. Initially the Contractor shall pick-up all bio-medical waste utilizing the current container at each location. After initial pick-up, the HSA shall designate the size and number of containers to be utilized at each institution, based on the size containers available for use by the Contractor. The Institutional Health Services Administrator shall have final approval as to the container size to be utilized at each institution. If any of the institutions requires a different-sized container after the initial container sizes are established, the Contractor will be notified by the Institutional HSA of the need for change to containers. The Contractor shall deliver the new container(s) in coordination with the requesting institution s first scheduled pick-up after the Contractor has been notified by the HSA of the need for a different-sized container. 6. Addition and Deletion of Sites and Service Delivery at Sites There are currently fifty-nine (59) major correctional institutions, five (5) privatelyoperated and fifty-four (54) state-operated institutions throughout the State. The sites/locations to be included under this Contract include all facilities as indicated in Attachment #1, Bio-Medical Waste Pick-Up Schedule and Average Pounds per Month Information Sheet. Privately operated institutions will not be serviced under this Contract. Based on the unique operational needs of the correctional system and/or available funding, the Department retains the right to add or to delete any locations from service provided under this Contract as described herein, or container size requirements at any location upon written notification by the Department to the Contractor. Changes to scheduled pick-ups shall be accomplished as set forth in Section II., A., 3. Additions, deletions or changes as contemplated under this section may be accomplished by letter, or other written notification and do not require a formal contract amendment. The Health Services Administrator (HSA) at each institutional site will provide official notice of changes to container sizes in writing ( sufficient) to the Contractor. The Contract Manager or his/her designee will provide official notice of additions and deletions of locations, in writing to the Contractor. Page 4 of 35

15 The Department will endeavor to provide the Contractor thirty (30) days written notice of additions or deletions of sites to be serviced. When a new Department facility is opened by the Department, the Department will determine (in consultation with the Contractor) an implementation schedule at that location to ensure service as soon as practical at the new site. All sites added and all agreed-upon pick-up times for such sites shall be reflected on the approved Pick-up Schedule maintained by the Contract Manager or his/her designee. 7. Additional Required Services a. The Contractor shall provide storage for the decontamination of the waste collected from the Department until final disposition in accordance with state law. b. The Contractor shall be responsible for the final treatment and disposal of all waste collected. c. The Contractor shall be responsible for the transportation of all waste collected from the Department to the treatment/disposal facility. B. Rules, Regulations and Governance 1. The Contractor shall provide all services in accordance with all applicable federal and state laws, rules and regulations, and Department of Corrections rules and procedures. All such laws, rules and regulations, current and/or as revised, are incorporated herein by reference and made a part of this Contract. The Contractor and the Department shall work cooperatively to ensure service delivery in complete compliance with all such rules and regulations. 2. The Contractor shall ensure that all Contractor s staff providing services under this Contract complies with prevailing ethical and professional standards, and the rules, procedures and regulations noted above. 3. Should any of the above laws, standards, rules or regulations, Department procedures, or directives change during the course of this procurement or resultant Contract term, the updated version will take precedence. 4. The Contractor may enter into written subcontract(s) for performance of certain of its functions under the Contract. No subcontract, which the Contractor enters into with respect to performance of any of its functions under the Contract, shall in any way relieve the Contractor of any responsibility for the performance of its duties. The Contractor shall ensure that all subcontractor agreements are prior approved by the Department s Contract Manager and contain provisions requiring the subcontractor to comply with all applicable terms and conditions of this Contract. 5. The Contractor agrees to make any modifications required in order to meet or comply with changes necessitated by operation of law or due to changes in practice standards or regulations or change in the Department s mission. 6. Any changes in the Scope of Service required to ensure continued compliance with State or Federal laws, statutes or regulations or Department policy will be made in accordance with Section VII., DD., Scope Changes After Contract Execution. Page 5 of 35

16 C. Communications 1. Contract communications will be in three forms: routine, informal and formal. For the purposes of the Contract, the following definitions shall apply: a. Routine: All normal written communications generated by either party relating to service delivery. Routine communications must be acknowledged or answered within thirty (30) calendar days of receipt. b. Informal: Special written communications deemed necessary based upon either contract compliance or quality of service issues. Must be acknowledged or responded to within fifteen (15) calendar days of receipt. c. Formal: Same as informal but more limited in nature and usually reserved for significant issues such as Breach of Contract, failure to provide satisfactory performance, imposition of liquidated damages, or contract termination. Formal communications shall also include requests for changes in the scope of the Contract and billing adjustments. Must be acknowledged upon receipt and responded to within seven (7) days of receipt. 2. The Contractor shall respond to Informal and Formal communications in writing, transmitted by facsimile and/or , with follow-up by hard copy mail. 3. A date/numbering system shall be utilized for tracking of Formal and Informal communications. 4. The only personnel authorized to use Formal Contract communications are the Department s Director of Health Services-Administration, Contract Manager, Contract Administrator, and the Contractor s CEO or Contractor s Representative. Designees or other persons authorized to utilize Formal Contract communications must be agreed upon by both parties and identified in writing within ten (10) days of execution of the Contract. Notification of any subsequent changes must be provided in writing prior to issuance of any Formal communication from the changed designee or authorized representative. 5. In addition to the personnel named under Formal Contract communications, personnel authorized to use Informal Contract communications include any other persons so designated in writing by the parties. 6. In addition to the Contract communications noted in Section II., C., if there is an urgent administrative problem, the Department shall make contact with the Contractor and the Contractor shall orally respond to the Contract Manager within two (2) hours. If a nonurgent administrative problem occurs, the Department will make contact with the Contractor and the Contractor shall orally respond to the Contract Manager within forty eight (48) hours. The Contractor or Contractor s designee at each facility shall respond to inquiries from the Department by providing all information or records that the Department deems necessary to respond to inquiries, complaints, or grievances from or about inmates within three (3) working days of receipt of the request. The Contract Manager shall be copied on all such correspondence. Page 6 of 35

17 D. Implementation Plan and Transition Date Schedule 1. Prior to service start date, an Implementation Plan shall be provided by the Contractor. The plan shall provide for a seamless transition with minimal interruption to the provision of Biomedical Waste Collection, Transportation, Storage and Disposal Services at all Department s institutions. The Implementation plan shall reflect a service start date for each institution included in this Contract and must be approved by the Department. 2. The Contractor shall commence provision of Biomedical Waste Collection, Transportation, Storage and Disposal Services at all Department s institutions consistent with the approved Implementation Plan and Transition Date Schedule, however, this date shall be no later than June 7, The Contractor shall assume one hundred percent (100%) responsibility for the Biomedical Waste Collection, Transportation, Storage and Disposal Services at all designated institutions no later than 12:01 a.m., July 7, E. General Contractor Requirements In delivering all services described herein, the Contractor shall meet the following requirements: 1. Administrative Functions All administrative functions, e.g., support staff, office space and all related office equipment shall be provided by the Contractor. 2. Contractor Staff Requirements a. The Contractor shall ensure that all individual operators are currently licensed and that such licenses are and remain in good standing and that Contractor s staff meets the requirements for continued licensure, including continuing education, if applicable. Contractor is responsible for all fees and costs related thereto. Contractor shall also be responsible for payment of all operating fees and all other charges related to service delivery. b. The Contractor shall provide competent personnel capable of working in a satisfactory manner with the Department and within the Department s institutions and facilities. The Contractor s staff shall be fully trained and certified or licensed, as applicable, to perform the services described herein. c. The Contractor s staff shall adhere to all requirements as stated in Section II., E., 2., Contractor s Staff Requirements. d. The Contractor shall immediately notify the Contract Manager of the arrest of any person performing services under this Contract, regardless of the charges. Contractor agrees to remove such person from further work under the contract. e. The Contractor shall not employ any individual to provide services at any institution or facility who is under supervision or jurisdiction of any parole, probation or correctional authority. Persons under any such supervision may work for other Page 7 of 35

18 elements of the Contractor s company that are independent of the services provided under the contract. f. The Contractor may sub-contract any portion of the contract in accordance with Section VII., L., upon prior written notification to the Contract Manager; however, Contractor shall ensure that any subcontractor complies with the requirements of this section and with all applicable terms and conditions of the Contract. 3. Conduct and Safety Requirements When providing services to the inmate population or in a correctional setting, the Contractor s staff shall adhere to the standards of conduct prescribed in Chapter , Florida Administrative Code, and as prescribed in the Department s personnel policy and procedure guidelines, particularly rules of conduct, employee uniform and clothing requirements (as applicable), security procedures, and any other applicable rules, regulations, policies and procedures of the Department. The Contractor s staff shall be subject to and shall comply with all security regulations and procedures of the Department and the institution. Violation of regulations may result in the employee or individual being denied access to the institution. In this event, the Contractor shall provide alternate personnel to supply services described herein, subject to Department approval. By execution of this Contract, the Contractor acknowledges and accepts, for itself and any of its agents, that all or some of the services to be provided under this Contract shall be provided in a correctional setting with direct and/or indirect contact with the inmate population and that there are inherent risks associated therewith. In addition, the Contractor shall ensure that all staff adheres to the following requirements: a. The Contractor s staff shall not display favoritism to, or preferential treatment of, one inmate or group of inmates over another. b. The Contractor s staff shall not deal with any inmate except in a relationship that supports services under this Contract. Specifically, staff members must never accept for themselves or any member of their family, any personal (tangible or intangible) gift, favor, or service from an inmate or an inmate s family or close associate, no matter how trivial the gift or service may seem. The Contractor shall report to the Contract Manager any violations or attempted violation of these restrictions. In addition, no staff member shall give any gifts, favors or services to inmates, their family or close associates. c. The Contractor s staff shall not enter into any business relationship with inmates or their families (example selling, buying or trading personal property), or personally employ them in any capacity. d. The Contractor s staff shall not have outside contact (other than incidental contact) with an inmate being served or their family or close associates, except for those activities that are to be rendered under the Contract. e. The Contractor s staff shall not engage in any conduct which is criminal in nature or which would bring discredit upon the Contractor or the State. In providing services Page 8 of 35

19 pursuant to this Contract, the Contractor shall ensure that its employees avoid both misconduct and the appearance of misconduct. f. At no time shall the Contractor or Contractor s staff, while delivering services under this Contract, wear clothing that resembles or could reasonably be mistaken for an inmate s uniform or any correctional officer s uniform or that bears the logo or other identifying words or symbol of any law enforcement or correctional department or agency. g. Any violation or attempted violation of the restrictions referred to in this section regarding employee conduct shall be reported by phone and in writing to the Contract Manager or their designee, including proposed action to be taken by the Contractor. Any failure to report a violation or take appropriate disciplinary action against the offending party or parties shall subject the Contractor to appropriate action, up to and including termination of this Contract. h. The Contractor shall report any incident described above, or requiring investigation by the Contractor, in writing, to the Contract Manager or their designee within twenty four (24) hours, of the Contractor s knowledge of the incident. 4. Staff Levels and Qualifications a. The Contractor shall provide an adequate level of staffing for provision of the services outlined herein and shall ensure that staff providing services is highly trained and qualified. Additionally, the contractor shall liaise with and maintain a good working relationship with the judiciary, criminal justice system, DC staff, and the community if required to support the Contract. b. The Contractor shall NOT provide individuals possessing temporary work visas to fill positions under this scope of service. c. All contractor/subcontractor staff providing services under the Contract shall have the ability to understand and speak English to allow for effective communication between Contractor staff and Department staff and inmates. 5. Background/Criminal Record Checks a. The Contractor s staff assigned to this Contract shall be subject, at the Department s discretion and expense, to a Florida Department of Law Enforcement (FDLE) Florida Crime Information Center/National Crime Information Center (FCIC/NCIC) background/criminal records check. This background check will be conducted by the Department and may occur or re-occur at any time during the Contract period. The Department has full discretion to require the Contractor to disqualify, prevent, or remove any staff from any work under the Contract. The Department is under no obligation to inform the Contractor of the records check findings or the criteria for disqualification or removal. In order to carry out this records check, the Contractor shall provide, upon request, the following data for any individual Contractor or subcontractor s staff assigned to the Contract: Full Name, Race, Gender, Date of Birth, Social Security Number, Driver s License Number and State of Issue. If requested, the Contractor s staff shall submit to fingerprinting by the Department of Corrections for submission to the Federal Bureau of Investigation (FBI). The Page 9 of 35

20 Contractor shall not consider new employees to be on permanent status until a favorable report is received by the Department from the FBI. b. The Contractor shall ensure that the Contract Manager or designee is provided the information needed to have the NCIC/FCIC background check conducted prior to any new Contractor staff being hired or assigned to work under the Contract. The Contractor shall not employ any individual or assign any individual to work under the Contract, who has not had an NCIC/FCIC background check conducted. c. The Contractor shall not permit any individual to provide services under this Contract who is under supervision or jurisdiction of any parole, probation or correctional authority. Persons under any such supervision may work for other elements of the Contractor s agency that are independent of the contracted services. d. No person who has been barred from any Department institution or other facility shall provide services under this Contract. e. Department employees terminated at any time by the Department for cause may not be employed or provide services under the Contract. f. No person who has previously been employed by the Department may be assigned to provide services pursuant to this Contract without the prior written approval of the Department s Contract Manager. F. Records and Documentation At or prior to its first pick-up, the Contractor shall provide copies of its Department of Health Regulation Bio-Hazardous Waste Transporter and Storage Licenses to the Contract Manager and to the Institutional Health Service Administrator at each serviced institution. 1. The Contractor shall maintain and provide the required records and documentation of all waste collected under the Contract to the Contract Manager or designee on a monthly basis. 2. The Contractor shall maintain and provide the required certificate of destruction of all waste collected under the Contract to the Contract Manager or designee on a monthly basis. 3. The Contractor shall maintain and provide all required Regulated Waste Manifest documentation in a monthly summary report to the Contract Manager or designee. This report shall be included with the monthly invoice. G. Department s Responsibilities The Department s personnel will make every effort to confirm each scheduled pick-up in a timely manner, however, the Contractor is hereby notified that Department security protocol could cause some delay in doing so. Contractor agrees that the Department will not be liable for any resultant delay. Page 10 of 35

21 H. Contractor Performance The Department desires to contract with a provider who clearly demonstrates its willingness to be held accountable for its performance in successfully delivering Statewide Biomedical Waste Collection, Transportation, Storage and Disposal services under the Contract. Therefore, the Department has developed the following Performance Outcomes, Measures, and Standards and Other Contract Requirements categories which shall be used to determine Contractor s level of compliance with contract terms and conditions. By execution of this Contract, the Contractor hereby acknowledges and agrees its performance under the Contract shall meet the standards set forth below. A description of each of the Performance Measure categories is described below: 1. Performance Outcomes, Measures, and Standards Listed below are the key Performance Outcomes, Measures, and Standards, deemed most crucial to the success of the overall desired service delivery. The Contractor shall ensure that the stated performance outcome and standard (level of achievement) are met. Performance shall be measured per institution as indicated, beginning the second month after which service has been fully implemented. Service delivery completed during the first month of service shall not be considered in determining compliance with this section. a. Outcome: All scheduled bio-medical waste pick-ups shall be timely completed in accordance with the Approved Pick-up Schedule. Standard: The Department will monitor the times of pick-up of bio-medical waste at each institutional site on a quarterly basis as compared to the times/days on the Pick-up Schedule that was in effect during the quarter reviewed. Measure: Ninety-percent (90%) of all pick-ups from all institutions reviewed during the quarter shall be completed in accordance with the approved Pick-up Schedule. b. Outcome: All emergency bio-medical waste pick-ups arranged in accordance with the Contract, shall be timely completed. Standard: The Department will monitor all emergency pick-up of bio-medical waste at each applicable institutional site on a quarterly basis. Measure: One hundred percent (100%) of all emergency pick-ups from all institutions where emergency pick-ups occurred that were reviewed during the quarter shall be timely completed. 2. Other Contract Requirements Listed below are Other Contract Requirements crucial to the success of the overall desired service delivery that will be monitored for contract compliance in accordance with Section II., I., 2., Monitoring for Other Contract Requirements. Other contract requirements include, but are not limited to, the following: Page 11 of 35

22 a. Compliance with Terms and Conditions of the Contract, not including those indicated in Section II., H., 1., above; and b. Invoicing and supporting documentation. I. Monitoring Methodology The Department may utilize any or all of the following monitoring methodologies in monitoring the Contractor s performance under the Contract and in determining compliance with contract terms and conditions: site visits (announced and/or unannounced); desk review of records related to service delivery maintained at Department facilities serviced by the Contract (shall include any documents and databases pertaining to the contract and may be based on all documents and data or a sampling of same whether random or statistical); on-site review of records maintained at Contractor s business location, if applicable; interviews with Contractor and/or Department staff; review of grievances filed by inmates regarding Contractor s service delivery; and review of monitoring, audits, investigations, reviews, evaluations, or other actions by external agencies (e.g., Correctional Medical Authority, American Correctional Association, Department of Health, etc.). A Contract Monitoring tool will be developed by the Department s Office of Health Services in accordance with the requirements in the resultant contract. The monitoring tool will be utilized in review of Contractor s performance. To further assist in the contract monitoring process, the Department has established a Contractor s Self-Certification of Compliance checklist, which will be incorporated as an attachment to the Contract Monitoring tool to be developed. The Self-Certification of Compliance will be retained in the Contract Manager s file and the official Contract file. The Contractor shall complete the Self-Certification of Compliance checklist within thirty (30) days of execution of this Contract and forward the original to the Contract Manager. All documents referenced in the Self-Certification of Compliance checklist shall be maintained by the Contractor and copies shall be provided to the Department upon request, within three (3) business days. 1. Monitoring for Performance Outcomes, Measures, and Standards The Department s Contract Manager and/or designee will monitor the Contractor's service delivery semi-annually to determine if the Contractor has achieved the required level of performance for each month of the 6-month period monitored for each Performance Outcome, Measure, and Standard identified in Section II., H., 1. Performance shall be measured as specified beginning the second month after services have been implemented. If the Department determines that Contractor has failed a Performance Outcome and Standard, the Contractor will be sent a formal contract communication in accordance with Section II., C. Note: The Contractor shall correct all identified non-compliant service delivery related to failure to meet the Performance Outcomes and Standards identified in Section II., H., 1., however, this shall not negate the fact that a performance outcome and standard has not been met and that liquidated damages will be imposed. Page 12 of 35

23 The Department will allow the Contractor a three-month grace period during which damages for failure to meet any of the Performance Outcomes, Measures, and Standards will not be imposed. 2. Monitoring for Other Contract Requirements Monitoring for Other Contract Requirements, identified in Section II., H., 2., shall be conducted as determined necessary but no less than semi-annually. The monitoring tool will be utilized in review of Contractor s performance. The Department s Contract Manager or designee will provide an oral exit report at termination of the monitoring visits, if any, and/or a written monitoring report to the Contractor within three weeks of the monitoring. Non-compliance issues identified by the Contract Manager or designee will be identified in detail to provide opportunity for correction, where feasible. Within ten (10) calendar days of receipt of the Department s monitoring report (which may be transmitted by ), the Contractor shall provide a formal Corrective Action Plan (CAP) to the Contract Manager ( acceptable) in response to all noted deficiencies to include responsible individuals and required time frames for achieving compliance. Such time frames for compliance shall not exceed thirty (30) calendar days, from the date of receipt of the monitoring report by the Contractor, unless specifically agreed upon in writing by the Department. CAPs that do not contain all information required shall be rejected by the Department in writing ( acceptable). The Contractor shall have five (5) calendar days from the receipt of the written rejection to submit a revised CAP. This will not increase the time for compliance, and correction of the noted deficiencies. Failure to timely submit the CAP may result in determination of breach of Contract and termination of services. The Contract Manager, Contract Monitoring Team or other designated Department staff may conduct follow-up monitoring reviews at any time to determine compliance based upon the submitted CAP. The Department reserves the right for any Department staff to make scheduled or unscheduled, announced or unannounced monitoring visits. During follow-up monitoring, any noted failure by the Contractor to correct deficiencies for Other Contract Requirement violations identified in the monitoring report within the time frame specified in the CAP may result in determination of breach of Contract and termination of services. 3. Repeated Instances Repeated instances of failure to meet either the Performance Outcomes, Measures, and Standards or Other Contract Requirements or to correct deficiencies may, in addition to doubling of liquidated damages, result in determination of Breach of Contract, and/or termination of the Contract in accordance with Section VI., Termination. J. Performance Guarantee The Contractor shall furnish the Department with a Performance Guarantee in the amount of one hundred thousand dollars ($100,000.00) that shall be in effect yearly for a time frame equal to the term of the Contract. The form of the guarantee shall be a bond, cashier s Page 13 of 35

24 check, or money order made payable to the Department. The guarantee shall be furnished to the Contract Manager within thirty (30) days after execution of the Contract. No payments shall be made to the Contractor until the guarantee is in place and approved by the Department in writing. Upon renewal of the Contract, the Contractor shall provide proof that the performance guarantee has been renewed for the term of the Contract renewal. Based upon Contractor performance after the initial year of the Contract, the Department may, at the Department s sole discretion, reduce the amount of the bond for any single year of the Contract or for the remaining contract period, including the renewal. K. Liquidated Damages By execution of this Contract, the Contractor expressly agrees to the imposition of liquidated damages, in addition to all other remedies available to the Department by law. The Department s Contract Manager will provide written notice to the Contractor s Representative of all liquidated damages assessed accompanied by detail sufficient for justification of assessment. The Contractor shall forward a cashier s check or money order to the Contract Manager, payable to the Department in the appropriate amount, within ten (10) days of receipt of a written notice of demand for damages due, or in the alternative, the Contractor may issue a credit in the amount of the liquidated damages due on the next monthly invoice following imposition of damages. Documentation of the amount of damages imposed shall be included with the invoice, if issuing credit. 1. Liquidated Damages for Failure to meet Performance Outcomes and Standards The Contractor hereby acknowledges and agrees that its performance under the Contract shall meet the Performance Outcomes, Measures, and Standards set forth in Section II., H., 1. If the Contractor fails to meet these Performance Outcomes, Measures, and Standards, the Department will impose Liquidated Damages as indicated below: For failure to comply with Section II., H., 1., (a), $ per day per institutional site for every day a regularly scheduled pick-up is not timely completed. For failure to comply with Section II., H., 1., (b), $ per each 4-hour block of time per institutional site past the time that the emergency pick-up is required to be made. Two (2) or more failures to meet performance outcomes and standards within each monitoring period will result in liquidated damages being doubled. 2. Liquidated Damages for Failure to Meet Other Contract Requirements The Contractor hereby acknowledges and agrees that its performance under the Contract shall meet Other Contract Requirements set forth in Section II., H., 2. As indicated in Section II., I., 2., the Department shall conduct monitoring as necessary, but no less than semiannually, to ensure that the Contractor is complying with all other terms and conditions of the Contract not included in Section II., H., 1. Contractor shall address all noted deficiencies in a Corrective Action Plan setting forth a timeline for correction. If the Contractor fails to timely correct deficiencies in accordance with a Corrective Action Plan, Liquidated Damages in the amount of $ per day per deficiency not Page 14 of 35