HomeMy WebLinkAboutMINUTES - 01051993 - 1.57 10 =�
TO: BOARD OF SUPERVISORS 5 7t M�
FROM: Mark Finucane, Health Services Director vill' Contra
By: Elizabeth A. Spooner, Contracts AdministratorCosta
DATE: December 15, 1992 County
SUBJECT: Approval of Novation Contract #24-533-3 with Bi-Bett Corporation for
Alcohol Recovery Services to CONREP clients
SPECIFIC REQUEST(S) OR RECOMMENDATION(S) & BACKGROUND AND JUSTIFICATION
I. RECOMMENDED ACTION:
Approve and authorize the Chair, Board of Supervisors, to execute on behalf of the
County, Novation Contract #24-533-3 with Bi-Bett Corporation in the amount of
$40,797 for the period July 1, 1992 through June 30, 1993 for alcohol recovery
services to CONREP clients. This document includes a six-month automatic extension
from June 30, 1993 through December 31, 1993 in the amount of $20,399.
II. FINANCIAL IMPACT:
This Novation Contract is funded 100% by Standard Agreement #92-72122 with the
State Department of Mental Health (County Contract #29-441-10) , which finances the
County's Conditional Release Program (CONREP) for mentally disordered offenders.
III. REASONS FOR RECOMMENDATIONS/BACKGROUND:
In December, 1991, your Board approved Contract #24-533-2 with Bi-Bett Corporation
for alcohol program services to CONREP clients. Novation Contract #24-533-3
replaces the six-month automatic extension of the prior contract and continues
services to CONREP clients through June 30, 1993.
Under the terms of Novation Contract #24-533-3, this Contractor will be reimbursed
for services provided to CONREP clients referred to the Contractor by the County,
at payment rates established by the State under Standard Agreement #92-72122
(County Contract #29-441-10) .
CM:tz
CONTINUED ON ATTACHMENT: YES SIGNATURE:
RECOMMENDATION OF COUNTY ADMINISTRATOR RECOMME AT ON OF BOARD C MITTEE
APPROVE OTHER
SIGNATURE(S)
ACTION OF BOARD ON APPROVED AS RECOMMENDED OTHER
VOTE OF SUPERVISORS
UNANIMOUS (ABSENT ) I HEREBY CERTIFY THAT THIS IS A TRUE
AYES: NOES: AND CORRECT COPY OF AN ACTION TAKEN
ABSENT: ABSTAIN: AND ENTERED ON THE MINUTES OF THE BOARD
OF SUPERVISORS ON THE DATE SHOWN.
Contact: Patricia Roach (313-6411) _
CC: Health Services (Contracts) ATTESTED l ��R3
Risk Management Phil dd6elor,Clerk of the Board of
Auditor-Controller Supervisors and County Administrator
Contractor
M382/7-e8 BY Q,/nn- .� DEPUTY
,.'Contra Costa County • 5 Number 24-533-3
Standard Form 1/87 STANDARD CONTRACT Fund/Org # 5967
(Purchase of Services) Account # 2320
1. Contract Identification. NOVATION CONTRACT Other #
Department: Health Services - Mental Health Division
Subject: Alcohol Program Services (Recovery Home/Social Rehabilitation Programs -
Diablo Valley Ranch, Frederic Ozanam Center and Gregory Center) for
Conditional Release Program
2. Parties. The County of Contra Costa, California (County) , for its Department named
above, and the following named Contractor mutually agree and promise as follows:
Contractor: BI-BETT CORPORATION
Capacity: Nonprofit California Corporation Taxpayer ID #_ Not ApDlicable
Address: 1260-A Monument Boulevard, Concord, California 94520
3. Term. The effective date of this Contract is July 1. 1992 and it terminates
June 30. 1993 unless sooner terminated as provided herein.
4. Payment Limit. County's total payments to Contractor under this Contract shall not
exceed $40.797.
5. County's Obligations. County shall make to the Contractor those payments described in
the Payment Provisions attached hereto which are incorporated herein by reference,
subject to all the terms and conditions contained or incorporated herein.
6. Contractor's Obligations. Contractor shall provide those services and carry out that
work described in the Service Plan attached hereto which is incorporated herein by
reference, subject to all the terms and conditions contained or incorporated herein.
7. General and Special Conditions. This Contract is subject to the General Conditions and
Special Conditions (if any) attached hereto, which are incorporated herein by reference.
8. Project. This Contract implements in whole or in part the following described Project,
the application and approval documents of which are incorporated herein by reference:
Contract #92-72122 (County #29-441-10) , and any amendments or revisions thereto, between
the State Department of Mental Health and Contra Costa County for the provision of
mental health services to clients under the State's Conditional Release Program
(CONREP) , a copy of which is on file in the offices of County's Mental Health Division.
9. Legal Authority. This Contract is entered into under and subject to the following legal
authorities: Welfare and Institutions Code, Division 5, Part 2 (Section 5600 et seq. )
(The Bronzan McCorquodale Act) ; California Code of Regulations, Title 9, Subchapter 3,
(Section 523 et seq.) (Community Mental Health Services) and Title 22; and California
Government Code Section 26227.
10. Signatures. These signatures attest the parties' agreement hereto:
COUNTY OF CONTRA COSTA, CALIFORNIA
ATTEST: Phil Batchelor, Clerk of the Board
BOARD OF SUPERVISORS of Supervisors and County Administrator
By By—�
Chairman/Designee Aeputy
CONTRACTOR
By ')�' � By
(Designate)business capacity A) (Designate business capacity B)
Note to Contractor: For corporations (profit or nonprofit), the contract must be signed by tvo officers.
Signature A must be that of the president or vice-president and Signature B must be that of the secretary or
assistant secretary (Civil Code Section 1190 and Corporations Code Section 313). All signatures must be
acimovledged as set forth on page tvo.
Contra Costa County Standard Form 1/87
APPROVALS/ACKNOWLEDGEMENT
Number 24-533-3
APPROVALS
RECO NDED BY DEPARTMENT FORM APPROVED
By By
Designee
APPROVED: COUNTY ADMINISTRATOR
By N%J"� 4/
ACKNOWLEDGEMENT
State of California ACKNOWLEDGEMENT (By Corporation,
Partnership, or Individual)
�
County of ekx� a
The person(s) signing above for Contractor, personally known to me in the
individual or business capacity(ies) stated, or proved to me on the basis of
satisfactory evidence to be the stated individual or the representatives) of the
partnership or corporation named above in the capacity(ies) stated, personally
appeared before me today and acknowledged that he/she/they executed it, and
acknowledged to me that the partnership named above executed it or acknowledged
to me that the corporation named above executed it pursuant to its bylaws or a
resolution of its board of directors.
Dated:
[Notarial Seal]
T, Bertha J. Brown otary Public a uty County Clerk
Comm.#C'58562
NOTARY PUGLIC-CALIFORNIA"
c CONTRA COSTA COUNTY
c r ;;•� My Comm.Eap:res Mar.5,1996
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:Contra Costa County PAYMENT PROVISIONS Standard Form 6/90
(Fee Basis Contracts)
Number 24-533-3
1. Payment Amounts. Subject to the Payment Limit of this Contract and subject to the
following Payment Provisions, County will pay Contractor the following fee as full
compensation for all services, work, expenses or costs provided or incurred by
Contractor:
[Check one alternative only. ]
[ ] a. $ monthly, or
[ ] b. $ per unit, as defined in the Service Plan, or
[ ] c. $ after completion of all obligations and conditions herein.
[R] d. $ 37.95 for each Recovery Home Day unit of service as defined in the
Service Plan, not to exceed a total of 1.075 units of service.
2. Payment Demands. Contractor shall submit written demands. Said demands shall be made
on County Demand Form D-15 and in the manner and form prescribed by County. Contractor
shall submit said demands for payment no later than 30 days from the end of the month
in which the contract services upon which such demand is based were actually rendered.
Upon approval of said payment demands by the head of the County Department for which
this Contract is made, or his designee, County will make payments as specified in
Paragraph 1. (Payment Amounts) above.
3. Penalty for Late Submission. When Contractor fails to submit to County a timely demand
for payment as specified in Paragraph 2. (Payment Demands) above, and as a result of
Contractor's late submission the County is unable to obtain reimbursement from the
State of California or otherwise; to the extent the County's recovery of funding is
prejudiced, County shall not pay Contractor for such services, even though such
services were fully provided.
4. Right to Withhold. County has the right to withhold payment to the Contractor when,
in the opinion of the County expressed in writing to the Contractor, (a) the
Contractor's performance, in whole or in part, either has not been carried out or is
insufficiently documented, (b) the Contractor has neglected, failed or refused to
furnish information or to cooperate with any inspection, review or audit of its
program, work or records, or (c) Contractor has failed to sufficiently itemize or
document its demand(s) for payment.
5. Audit Exceptions. Contractor agrees to accept responsibility for receiving, replying
to, and/or complying with any audit exceptions by appropriate County, State or Federal
audit agencies occurring as a result of its performance of this Contract. Contractor
also agrees to pay to the County within 30 days of demand by County the full amount of
the County's obligation, if any, to the State and/or Federal government resulting from
any audit exceptions, to the extent such are attributable to the Contractor's failure
to perform properly any of its obligations under this Contract.
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' Contra: Costa County PAYMENT PROVISIONS Standard Form 6/90
(Fee Basis Contracts)
Number 24-533-3
6. Required Audit. If Contractor is funded by $25,000 or more in federal grant funds in
any fiscal year from any source, Contractor shall provide to County at Contractor's
expense an audit conforming to the requirements set forth in the most current version
of Office of Management and Budget Circular A-133. If Contractor is funded by $25,000
to $100,000 in federal grant funds in any fiscal year from any source, Contractor shall
arrange for conduct of the federally-required audit biennially and shall submit the
audit to County in the time, form, and manner required by the most current version of
Office of Management and Budget Circular A-133 and by County. If Contractor is funded
by $100,000 or more in federal grant funds in any fiscal year from any source,
Contractor shall arrange for the audit to County in the time, form, and manner required
by the most current version of Office of Management and Budget Circular A-133 and by
County. Contractor is solely responsible for arranging for the conduct of the audit,
and for its cost, and County may withhold the estimated cost of the audit or 10 percent
of the contract amount, whichever is larger, or the final payment, from Contractor
until County receives the audit from Contractor.
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SERVICE PIAN
Number 24-533-3
1. Scope of Services. Contractor shall provide a Recovery Home/Social Rehabilitation
program for Conditional Release Program (CONREP) clients. Subject to the restrictions and
requirements of Contractor's State license(s) , Contractor shall admit to its Recovery Home
Program, on a first-come, first-served basis, persons who have substance abuse as a primary
problem, who are ambulatory and can take care of their own personal needs, who have no
serious medical or psychiatric problems, and who are willing to abide by Contractor's
facility rules. Contractor shall make its Admission Policy, which is incorporated herein
by reference, available to the public for inspection.
2. Chargees for Services. Contractor shall not charge any fee to, or claim reimbursement
from, any clients or third party payors for the services provided hereunder, unless directed
to do so by County's Mental Health Director or his/her designee at the time the client is
referred for services. When directed to do so, charges shall approximate estimated actual
cost and shall be commensurate to the income or aid received by the CONREP client during that
month.
3. Service Specifications. During the term of this Contract, Contractor shall provide
substance abuse program services, as follows:
a. Recovery Home Program/Social Rehabilitation Project. Contractor shall operate
Recovery Home Programs at its State-certified residential facilities, as follows:
(1) Diablo Valley Ranch Recovery Home Program shall be designed for male clients
of the CONREP Program between the ages of 18 and 65, whose primary problem is alcoholism and
shall include the following facilities:
(a) Diablo Valley Ranch, 11540 Marsh Creek Road, Clayton, California
(b) Serenity House, 11440 Marsh Creek Road, Clayton, California
(c) Oak Knoll House, 11460 Marsh Creek Road, Clayton, California
(d) Ranch Annex, 106-108 Gregory Lane, Pleasant Hill, California
(2) Frederic Ozanam Center Recovery Home Program shall be designed for female
CONREP clients between the ages of 18 and 65 whose primary problem is alcoholism and shall
include facilities at the following locations:
(a) 2931 Prospect Avenue, Concord, California
(b) 2950 Prospect Avenue, Concord, California
(c) 1390 Santa Clara Street, Concord, California
(d) 1380 Santa Clara Street, Concord, California
(e) 2980 Crawford Street, Concord, California
(3) Gregory Center Recovery Home Program shall be designed for male clients of the
CONREP Program between the ages of 18 and 65, whose primary problem is alcohol and/or other
drug abuse, and shall be located at: 1311 Aberdeen Court, Concord, California 94520.
b. Program Operation. Contractor shall provide the following Recovery Home Program
services for participants:
(1) Room and Board;
(2) Recreational opportunities;
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SERVICE PLAN
Number 24-533-3
(3) Individual recovery planning;
(4) Education regarding alcoholism and recovery;
(5) Contact, as appropriate, with other residents;
(6) Group and/or community meetings; and
(7) Help in developing social skills within the residential setting and larger
community.
C. Special Provision. Contractor shall establish two (2) patient beds at its Diablo
Valley Ranch facility specifically identified for CONREP patients. If fewer than two (2)
CONREP clients are being served at any given point in time, Contractor is free to utilize
this/these bed(s) for other patients; however, when a new CONREP referral is received,
Contractor shall take immediate steps to make the CONREP bed(s) available for said new
referral.
4. Mandated Reporting Requirements. Contractor shall comply with requirements and
procedures established by State, County, and Federal governments for reporting of child
abuse, dependent adult, elder abuse and sexual abuse. In addition, Contractor shall develop
and maintain policies and procedures to assure compliance with the above referenced reporting
requirements and shall provide County with evidence that all of Contractor's staff are
trained with regard to these policies and procedures.
5. Service Unit Definition. A unit of service, for payment purposes, shall be defined as
the provision of recovery home services as described above for one eligible CONREP client in
one residential day; i.e. , any portion of a single 24-hour day ending at 12:00 midnight
during which a client receives services within a residential setting provided by Contractor
under its Recovery Home Program.
6. Program Objectives and Performance Evaluation. Contractor shall provide the above
program services so as to achieve the service program objectives set forth in the
Department's Contract Performance Plan for this Contract which is on file in the Department's
Mental Health Division and which is incorporated herein by reference. Contractor's
performance under this Contract shall be evaluated by County on the basis of:
a. The degree to which each specified service program objective was actually
achieved, and
b. The total number of service units that were actually provided by Contractor
hereunder.
7. Performance Reports. Contractor shall prepare and submit to County such periodic
performance progress reports as may be required by County's Health Services Department
Director or his designee. No later than August 1, 1993, or 60 days following the termination
of this Contract, whichever comes first, Contractor shall prepare and submit to County an
Annual Contract Performance Report, in the form and manner prescribed by County's Department
Director, or his designee.
8. Clearances for Physicians and Clinical Psychologists. Prior to hiring as an employee
(or otherwise procuring the services of or contracting with) any physician or licensed
psychologist to provide services under this Contract, Contractor shall make a formal inquiry
to -the California State Board of Medical Quality Assurance (BMQA) pursuant to Section 805.5
of the California Business and Professions Code in order to determine whether or not that
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SERVICE PIAN
Number 24-533-3
person has been denied staff privileges, has been removed from a medical staff, or has had
his or her staff privileges or license restricted, suspended, or revoked, as provided by
Section 805 of the Business and Professions Code.
Contractor shall make such inquiry regarding any physician or licensed psychologist who is
currently employed by or under contract with Contractor, if Contractor has not yet made such
inquiry. Should Contractor obtain an adverse report from BMQA regarding any physician or
psychologist and should Contractor still desire to employ or contract with such person to
provide services under this Contract, Contractor shall so notify County's Mental Health
Director in writing within 15 working days subsequent to obtaining an adverse report on such
a person and at least 15 working days prior to allowing such a person who is newly employed
or retained to start work.
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SPECIAL CONDITIONS
Number: 24-533-3
1. Novation. The parties having entered into a prior Contract # 24-533-2 for the
period from July 1, 1991 through June 30, 1992 (which contained provision for an automatic
six-month Contract extension for the period from July 1, 1992 through December 31, 1992) ,
County and Contractor hereby agree to substitute this Contract #24-533-3 for the aforesaid
six-month automatic Contract extension. Effective July 1, 1992, all Contract rights and
obligations of the parties will be governed by this Contract #24-533-3.
2. Cost Report. No later than August 15, 1993 or forty-five (45) days following the
termination of this Contract, whichever comes first, Contractor shall submit to County a cost
report in the form required by County, showing the allowable costs that have actually been
incurred by Contractor under this Contract. The cost report is required for information
only and shall not be used by County to adjust payments made to Contractor during the term
of this Contract.
In accordance with Payment Provisions Paragraph 4. (Right to Withhold) , County may withhold
up to 100% of any Contract payment which is due and payable to Contractor during the month
of September hereunder, or of any Contract payment which is due and payable to Contractor for
the final month of the Contract if the Contract is terminated, pending submission of the
required cost report. Upon receipt of said cost report, in a form and manner acceptable to
the Health Services Director or his designee, County shall release to Contractor any payment
amount which has been withheld by County.
3. Automatic Contract Extension. Notwithstanding Paragraph 3. (Term) of this
Contract, unless this Contract is terminated by either party pursuant to Paragraph 5.
(Termination) of the General Conditions prior to June 30, 1993, the term of this Contract
shall be automatically extended from..June 30, 1993, through December 31, 1993. During its
extended term, this contract is nevertheless subject to all the terms and conditions
applicable during its initial term, including but not limited to General Conditions Paragraph
5 (Termination) , except as to payment for services rendered during the extended term. The
purpose of this automatic six-month extension is to allow for continuation of services as
specified in this Contract, to avoid interruption of payment to Contractor, and to allow
County time in which to complete a novation or renewal contract for Contractor and County
Board of Supervisors approval. As to any such six-month extension:
a. The Contract Payment Limit, specified in Paragraph 4. (Payment Limit) of
this Contract, is increased by $20.399 (the six-month Payment Limit) and County's total
payments to Contractor for said six-month extension shall not exceed this six-month Payment
Limit, subject, nevertheless, to the aforesaid novation or renewal contract.
b. County shall pay Contractor in accordance with the Payment Provisions set
forth in Payment Provisions l.d. , subject to the six-month Payment Limit specified above.
C. Contractor shall continue to provide services as set forth in the Service
Plan, subject to any amendments thereto; all service units set forth in the Service Plan
shall be prorated for the six-month period.
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SPECIAL CONDITIONS
Number: 24-533-3
d. In addition to the cost report specified above in Paragraph 2. of these
Special Conditions, Contractor shall also submit to County, not later than 60 days following
termination of this Contract as extended, an extension veriod cost report covering the period
of this six-month extension. The cost report is required for information only and shall not
be used by County to adjust payments made to Contractor during the term of this Contract.
e. This six-month contract extension shall be subject to any further agreement
(novation) which Contractor and County may enter into covering the provision of services
during the contract period immediately following the contract period specified in Paragraph
3. (Term) , in accordance with Contra Costa County's current revision of the project specified
in Paragraph 8. (Project) .
4. Third-Party Payment Liability. Contractor shall be solely responsible for any
payments due from Contractor to third parties or for any liabilities, obligations, or
commitments of Contractor arising from Contractor's performance of this Contract,including,
but not limited, to any payments that Contractor may owe to contractors or other suppliers
for goods and services received by Contractor in the operating, equipping, altering,
remodeling, renovating, or repairing of Contractor's program and facilities established under
this Contract. In no event shall County be responsible for any payments due from Contractor
to third parties or for any liabilities, obligations, or commitments of Contractor arising
from Contractor's performance of this Contract.
5. Professional Liability Insurance Requirements. The provision of professional
liability insurance coverage by Contractoris optional at Contractor's sole discretion
subject to General Conditions Paragraph 18. (Indemnification) .
6. Endorsements. Contractor shall not in its capacity as a contractor with Contra
Costa County publicly endorse or oppose the use of any particular brand name or commercial
product without the prior approval of the Board of Supervisors. In its County contractor
capacity, Contractor shall not publicly attribute qualities or lack of qualities to a
particular brand name or commercial product in the absence of a well-established and widely-
accepted scientific basis for such claims or without the prior approval of the Board of
Supervisors. In its County contractor capacity, Contractor shall not participate or appear
in any commercially-produced advertisements designed to promote a particular brand name or
commercial product, even if Contractor is not publicly endorsing a product, as long as the
Contractor's presence in the advertisement can reasonably be interpreted as an endorsement
of the product by or on behalf of Contra Costa County. Notwithstanding the foregoing,
Contractor may express its views on products to other contractors, the Board of Supervisors,
County officers, or others who may be authorized by the Board of Supervisors or by law to
receive such views.
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Contra Costa County Standard Form 1/87
GENERAL CONDITIONS
(Purchase of Services)
1. Compliance with Law. Contractor shall be subject to and comply with all Federal,
State and local laws and regulations applicable with respect to its performance under this
Contract, including but not limited to, licensing, employment and purchasing practices; and
wages, hours and conditions of employment, including nondiscrimination.
2. Inspection. Contractor's performance, place of business and records pertaining to
this Contract are subject to monitoring, inspection, review and audit by authorized
representatives of the County, the State of California, and the United States Government.
3. Records. Contractor shall keep and make available for inspection and copying by
authorized representatives of the County, the State of California, and the United States
Government, the Contractor's regular business records and such additional records pertaining
to this Contract as may be required by the County.
a. Retention of Records. The Contractor shall retain all documents pertaining
to this Contract for five years from the date of submission of Contractor's final payment
demand or final Cost Report; for any further period that is required by law; and until all
Federal/State audits are complete and exceptions resolved for this contract's funding period.
Upon request, Contractor shall make these records available to authorized representatives
of the County, the State of California, and the United States Government.
b. Access to Books and Records of Contractor. Subcontractor. Pursuant to
Section 1861(v)(1) of the Social Security Act, and any regulations promulgated thereunder,
Contractor shall, upon written request and until the expiration of four years after the
furnishing of services pursuant to this Contract, make available to the Secretary of Health
and Human Services or to the Comptroller General, or any of their duly authorized
representatives, this Contract and books, documents, and records of Contractor that are
necessary to certify the nature and extent of all costs and charges hereunder.
Further, if Contractor carries out any of the duties of this Contract through a subcontract
with a value or cost of $10,000 or more over a twelve-month period, such subcontract shall
contain a clause to the effect that upon written request and until the expiration of four
years after the furnishing of services pursuant to such subcontract, the subcontractor shall
make available, to the County, to the Secretary or to the Comptroller General, or any of
their duly authorized representatives, the subcontract and books, documents, and records of
the subcontractor that are necessary to verify the nature and extent of all costs and charges
thereunder.
This special condition is in addition to any and all other terms regarding the maintenance
or retention of records under this Contract and is binding on the heirs, successors, assigns
and representatives of Contractor.
4. Reporting. Requirements. Pursuant to Government Code Section 7550, Contractor
shall include in all documents or written reports completed and submitted to County in
accordance with this Contract, a separate section listing the numbers and dollar amounts of
all contracts and subcontracts relating to the preparation of each such document or written
report. This section shall apply only if the payment limit under this Contract exceeds
$5,000.
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Contra Costa County Standard Form 1/87
GENERAL CONDITIONS
(Purchase of Services)
5. Termination.
a. Written Notice. This Contract may be terminated by either party, at their
sole discretion, upon thirty-day advance written notice thereof to the other, and may be
cancelled immediately by written mutual consent.
b. Failure to Perform. The County, upon written notice to Contractor, may
immediately terminate this Contract should the Contractor fail to perform properly any of
its obligations hereunder. In the event of such termination, the County may proceed with
the work in any reasonable manner it chooses. The cost to the County of completing
Contractor's performance shall be deducted from any sum due the Contractor under this
Contract, without prejudice to the County's rights otherwise to recover its damages.
C. Cessation of Funding. Notwithstanding Paragraph 5.a. above, in the event
that Federal, State, or other non-County funding for this Contract ceases, this Contract is
terminated without notice.
6. Entire Agreement. This Contract contains all the terms and conditions agreed upon
by the parties. Except as expressly provided herein, no other understanding, oral or
otherwise, regarding the subject matter of this Contract shall be deemed to exist or to bind
any of the parties hereto.
7. Further Specifications for Operating Procedures. Detailed specifications of
operating procedures and budgets required by this Contract, including but not limited to,
monitoring, evaluating, auditing, billing, or regulatory changes, may be developed and set
forth in a written Informal Agreement between the Contractor and the County. Such Informal
Agreements shall be designated as such and shall not be amendments to this Contract except
to the extent that they further detail or clarify that which is already required hereunder.
Such Informal Agreements may not enlarge in any manner the scope of this Contract, including
any sums of money to be paid the Contractor as provided herein. Informal Agreements may be
approved and signed by the head of the County Department for which this Contract is made or
his designee.
8. Modifications and Amendments.
a. General Amendments. This Contract may be modified or amended by a written
document executed by the Contractor and the Contra Costa County Board of Supervisors or,
after Board approval, by its designee, subject to any required State or Federal approval.
b. ' Administrative Amendments. Subject to the Payment Limit, the Payment
Provisions and the Service Plan may be amended by a written administrative amendment executed
by the Contractor and the County Administrator or his designee, subject to any required State
or Federal approval, provided that such administrative amendments may not materially change
the Payment Provisions or the Service Plan.
9. Disvutes. Disagreements between the County and Contractor concerning the meaning,
requirements, or performance of this Contract shall be subject to final determination in
writing by the head of the County Department for which this Contract is made or his designee
or in accordance with the applicable procedures (if any) required by the State or Federal
Government.
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Contra Costa County Standard Form 1/87
GENERAL CONDITIONS
(Purchase of Services)
10. Choice of Law and Personal Jurisdiction.
a. This Contract is made in Contra Costa County and shall be governed and
construed in accordance with the laws of the State of California.
b. Any action relating to this Contract shall be instituted and prosecuted in
the courts of Contra Costa County, State of California.
11. Conformance with Federal and State Regulations and Laws. Should Federal or State
regulations or laws touching upon the subject of this Contract be adopted or revised during
the term hereof, this Contract shall be deemed amended to assure conformance with such
Federal or State requirements.
12. No Waiver by County. Subject to Paragraph 9. (Disputes) of these General
Conditions, inspections or approvals, or statements by any officer, agent or employee of the
County indicating the Contractor's performance or any part thereof complies with the
requirements of this Contract, or acceptance of the whole or any part of said performance,
or payments therefor, or any combination of these acts, shall not relieve the Contractor's
obligation to fulfill this Contract as prescribed; nor shall the County be thereby estopped
from bringing any action for damages or enforcement arising from any failure to comply with
any of the terms and conditions of this Contract.
13. Subcontract and Assignment. This Contract binds the heirs, successors, assigns
and representatives of Contractor. The Contractor shall not enter into subcontracts for any
work contemplated under this Contract and shall not assign this Contract or monies due or
to become due, without the prior written consent of the County Administrator or his designee,
subject to any required State or Federal approval.
14. Independent Contractor Status. This Contract is by and between two independent
contractors and is not intended to and shall not be construed to create the relationship
between the parties of agent, servant, employee, partnership, joint venture or association.
15. Conflicts of Interest. Contractor, its officers, partners, associates, agents,
and employees, shall not make, participate in making, or in any way attempt to use the
position afforded them by this Contract to influence any governmental decision in which he
or she knows or has reason to know that he or she has a financial interest under California
Government Code Sections 87100, et seq. , or otherwise.
16. Confidentiality. Contractor agrees to comply and to require its officers,
partners, associates, agents and employees to comply with all applicable State or Federal
statutes or regulations respecting confidentiality, including but not limited to, the
identity of persons served under this Contract, their records, or services provided them,
and assures that:
a. All applications and records concerning any individual made or kept by
Contractor or any public officer or agency in connection with the administration of or
relating to services provided under this Contract will be confidential, and will not be open
to examination for any purpose not directly connected with the administration of such
service.
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Contra Costa County Standard Form 1/87
GENERAL CONDITIONS
(Purchase of Services)
b. No person will publish or disclose or permit or cause to be published or
disclosed, any list of persons receiving services, except as may be required in the
administration of such service. Contractor agrees to inform all employees, agents and
partners of the above provisions, and that any person knowingly and intentionally disclosing
such information other than as authorized by law may be guilty of a misdemeanor.
17. Nondiscriminatory Services. Contractor agrees that all goods and services under
this Contract shall be available to all qualified persons regardless of age, sex, race,
religion, color, national origin, or ethnic background, or handicap, and that none shall be
used, in whole or in part, for religious worship or instruction.
18. Indemnification. The Contractor shall defend, indemnify, save, and hold harmless
the County and its officers and employees from any and all claims, costs and liability for
any damages, sickness, death, or injury to person(s) or property, including without
limitation all consequential damages, from any cause whatsoever arising directly or
indirectly from or connected with the operations or services of the Contractor or its agents,
servants, employees or subcontractors hereunder, save and except claims or litigation arising
through the sole negligence or sole willful misconduct of the County or its officers or
employees. Contractor will reimburse the County for any expenditures, including reasonable
attorneys' fees, the County may make by reason of the matters that are the subject of this
indemnification, and if requested by the County will defend any claims or litigation to
which this indemnification provision applies at the sole cost and expense of the Contractor.
19. Insurance. During the entire term of this Contract and any extension or
modification thereof, the Contractor shall keep in effect insurance policies meeting the
following insurance requirements unless otherwise expressed in the Special Conditions:
a. Liability Insurance. The Contractor shall provide comprehensive liability
insurance, including coverage for owned and non-owned automobiles, with a minimum combined
single limit coverage of $500,000 for all damages, including consequential damages, due to
bodily injury, sickness or disease, or death to any person or damage to or destruction of
property, including the loss of use thereof, arising from each occurrence. Such insurance
shall be endorsed to include the County and its officers and employees as additional insureds
as to all services performed by Contractor under this agreement. Said policies shall
constitute primary insurance as to the County, the State and Federal Governments, and their
officers, agents, and employees, so that other insurance policies held by them or their self-
insurance program(s) shall notbe required to contribute to any loss covered under the
Contractor's insurance policy or policies.
b. Workers' Compensation. The Contractor shall provide workers' compensation
insurance coverage for its employees.
C. Certificate of Insurance. The Contractor shall provide the County with (a)
certificate(s) of insurance evidencing liability and worker's compensation insurance as
required herein no later than the effective date of this Contract. If the Contractor should
renew the insurance policy(ies) or acquire either a new insurance policy(ies) or amend the
coverage afforded through an endorsement to the policy at any time during the term of this
Contract, then Contractor shall provide (a) current certificate(s) of insurance.
d. Additional Insurance Provisions. The insurance policies provided by the
Contractor shall include a provision for thirty (30) days written notice to County before
cancellation or material changes of the above specified coverage.
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Contra Costa County Standard Form 1/87
GENERAL CONDITIONS
(Purchase of Services)
20. Notices. All notices provided for by this Contract shall be in writing and may
be delivered by deposit in the United States mail, postage prepaid. Notices to the County
shall be addressed to the head of the County Department for which this Contract is made.
Notices to the Contractor shall be addressed to the Contractor's address designated herein.
The effective date of notice shall be the date of deposit in the mails or of other delivery,
except that the effective date of notice to the County shall be the date of receipt by the
head of the County Department for which this Contract is made.
21. Primacy of General Conditions. Except for Special Conditions which expressly
supersede General Conditions, the Special Conditions (if any) and Service Plan do not limit
any term of the General Conditions.
22. Nonrenewal. Contractor understands and agrees that there is no representation,
implication, or understanding that the services provided by Contractor under this Contract
will be purchased by County under a new contract following expiration or termination of this
Contract, and waives all rights or claims to notice or hearing respecting any failure to
continue purchase of all or any such services from Contractor.
23. Possessory Interest. If this Contract results in the Contractor having possession
of, claim to or right to the possession of land or improvements, but does not vest ownership
of the land or improvements in the same person, or if this Contract results in the placement
of taxable improvements on tax exempt land (Revenue & Taxation Code Section 107) , such
interest or improvements may represent a possessory interest subject to property tax, and
Contractor may be subject to the payment of property taxes levied on such interest.
Contractor agrees that this provision complies with the notice requirements of Revenue &
Taxation Code Section 107.6, and waives all rights to further notice or to damages under that
or any comparable statute.
24. No Third-Party Beneficiaries. Notwithstanding mutual recognition that services
under this Contract may provide some aid or assistance to members of the County's population,
it is not the intention of either the County or Contractor that such individuals occupy the
position of intended third-party beneficiaries of the obligations assumed by either party
to this Contract.
25. Copyrights and Rights in Data. Contractor shall not publish or transfer any
materials produced or resulting from activities supported by this agreement without the
express written consent of the County Administrator. If any material is subject to
copyright, the County reserves the right to copyright such and the Contractor agrees not to
copyright such material. If the material is copyrighted, the County reserves a royalty-
free, nonexclusive, and irrevocable license to reproduce, publish, and use such materials,
in whole or in part, and to authorize others to do so.
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