C.8
APPENDIX C: A GUIDE TO ENERGY AUDITS
Section 4. Subcontractor Disclosure
As of the execution date of this Agreement, the following subcontractors are expected to perform material work
(i.e., greater than 5% of the total work) pursuant to this Agreement:
[subcontractor]
__________________________________________________________________________________
[address]
__________________________________________________________________________________
If, during the term of this Agreement, the Company retains subcontractors to perform material work pursuant to this
Agreement who were not disclosed, the Company shall so notify the Agency in writing.
Section 5. Patent and Copyright Responsibility
The Company agrees that any material or design specied by the Company or supplied by the Company pursuant to this
Agreement shall not knowingly infringe any patent or copyright, and the Company shall be solely responsible for securing any
necessary licenses required for patented or copyrighted material utilized by the Company in the performance of the Energy
Audit and preparation of the Report.
Section 6. Release and Indemnity
The Company agrees to assume all risk of loss and to indemnify and hold the Agency, its ofcers, agents and employees
harmless from and against any and all liabilities, demands, claims, suits, losses, damages, causes of action, nes or judgments,
including costs, attorneys’ and witnesses’ fees, and expenses incident thereto, for injuries to persons (including death) and for
loss of, damage to or destruction of property (including property of the Agency) because of Company’s negligent or intentional
acts or omissions. In the event that any demand or claim is made or suit is commenced against the Agency, the Agency shall
give prompt written notice thereof to Company and Company shall have the right to compromise or defend the same to the
extent of its own interest. Company further agrees to maintain adequate insurance to protect the Agency against such risks.
Company also agrees to indemnify and hold the Agency harmless should any goods or services provided by Company infringe
upon the patent, copyright or trade secret of another. Notwithstanding any provision to the contrary, neither Party shall be
liable to the other Party for any special, incidental, consequential, or punitive damages.
Section 7. Lobbying, Integrity, and Retention of Records
Pursuant to section 216.347 of the Florida Statutes, the Company may not expend any State funds for the purpose of lobbying
the Legislature, the judicial branch, or a state agency. In addition, the Company shall not, in connection with this or any other
agreement with the State, directly or indirectly (1) offer, confer, or agree to confer any pecuniary benet on anyone as consider-
ation for any State ofcer or employee’s decision, opinion, recommendation, vote, other exercise of discretion, or violation of
a known legal duty, or (2) offer, give, or agree to give to anyone any gratuity for the benet of, or at the direction or request of,
any State ofcer or employee. For purposes of clause (2), “gratuity” means any payment of more than nominal monetary value
in the form of cash, travel, entertainment, gifts, meals, lodging, loans, subscriptions, advances, deposits of money, services,
employment, or agreements of any kind. Upon request of the Agency’s Inspector General, or other authorized State ofcial,
the Company shall provide any type of information the Inspector General deems relevant to the Company’s integrity or respon-
sibility. Such information may include, but shall not be limited to, the Company’s business or nancial records, documents, or
les of any type or form that refer to or relate to the Agreement. The Company shall retain such records for the longer of (1)
three years after the expiration of the Agreement or (2) the period required by the General Records Schedules maintained by
the Florida Department of State (available at: http://dlis.dos.state.fl.us/barm/genschedules/gensched.htm). Failure to maintain
the books, records, and supporting documents required by this Section shall establish a presumption in favor of the Agency
for the recovery of any funds paid by the Agency under the Agreement for which adequate books, records, and supporting
documents are not available to support their purported disbursement. The Company agrees to reimburse the State for the
reasonable costs of investigation incurred by the Inspector General or other authorized State ofcial for investigations of the
Company’s compliance with the terms of this or any other agreement between the Company and the State which results in the
suspension or debarment of the Company. Such costs shall include, but shall not be limited to: salaries of investigators, includ-
ing overtime; travel and lodging expenses; and expert witness and documentary fees. The Company shall not be responsible for
any costs of investigations that do not result in the Company’s suspension or debarment.