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HomeMy WebLinkAboutMINUTES - 02151994 - 1.58 TO: BOARD OF SUPERVISORS M� FROM: Mark Finucane, Health Services Director Contra By: Elizabeth A. Spooner, Contracts AdministratorCosta DATE: January 20, .1994 *0 County SUBJECT: Approval of Standard Contract #23-172-1 with Joyce White Associates SPECIFIC REQUEST(S) OR RECOMMENDATION(S) & BACKGROUND AND JUSTIFICATION ' I. RECOMMENDED ACTION: Approve and authorize the Health Services Director to execute on behalf of 'the County, Standard Contract #23-172-1 with Joyce White Associates, for the period from January 1, 1994 through December 31, 1994 , with a payment limit of $50, 000, for consultation and technical assistance in East and West County with regard to the Department's Medi-Cal Managed Care Program, Violence Prevention Programs, community organization and program development, and other special projects as assigned by the Health Services Director. II. FINANCIAL IMPACT: This Contract is included in the Health Services Department's FY 1993- 94 budget, and is Medi-Cal revenue offset. III. REASONS FOR RECOMMENDATIONS/BACKGROUND: In July 1993 , the County Administrator approved, and the Purchasing Agent executed, Short Form Service Contract #23-172 with Joyce White Associates to provide consultation, technical assistance, specialized instruction and training for Medi-Cal eligible residents of West County with regard to HealthFirst. Approval of Standard Contract #23-172-1 will allow the Contractor to continue providing community outreach services for the Health Services Director through calendar year 1994 . 0 CONTINUED ON ATTACHMENT: YES SIGNATURE: �• -ko�� RECOMMENDATION OF COUNTY ADMINISTRATOR RECOMM DA ION OF BOARD OMMITTEE APPROVE OTHER SIGNATURES) ACTION OF BOARD ON _-` _•^ R IJ-&"A K�^�qq APPROVED AS RECOMMENDED OTHER VOTE OF SUPERVISORS .�L 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: Mark Finucane (370-5003) CC: Health Services (Contracts) ATTESTED Risk Management Phil Batchelor,Clerk @ 80 of Auditor-Controller Suvervisors and CountyAdministratgr Contractor M982/7-88 BY - DEPUTY I 'Contra Costa County Number 23-172-1 Standard Form 1/87 STANDARD CONTRACT _ Q Fund/Org # 6549 (Purchase of Services; V Account # 2822 Other # 1. Contract Identification. Department: Health Services (Office of the Director/Finance) Subject: Consultation and technical assistance in East and West County with regard to the Department's Medi-Cal Managed Care Program; Violence Prevention Programs; community organization and development; and other special projects as assigned by the Health Services Director 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: JOYCE WHITE ASSOCIATES Capacity: Sole proprietor Taxpayer ID # 68-0295633 Address: 648. South 15th Street, Richmond, California 94804 3. Term. The effective date of this Contract is January 1. 1994 and it terminates December 31. 1994 unless sooner terminated as provided herein. 4. Payment Limit. County's total payments to Contractor under this Contract shall not exceed5$ 0,000. 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. Proiect. This Contract implements in whole or in part the following described Project, the application and approval documents of which are incorporated herein by reference: Not applicable 9. Legal Authority. This Contract is entered into under and subject to the following legal authorities: California Government Code Sections 26227 and 31000. 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 Deputy CONTRACTOR By �JQ By Sole proprietor (Designate business capacity A) (Designate business capacity B) Note to Contractors: For corporations (profit or nonprofit), the contract oust be signed by two 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 aclmovledged as set forth on page tvo. +i Contra Costa County Standard Form 1/87 APPROVALS/ACKNOWLEDGEMENT Number 23-172-1 APPROVALS RECOMMENDED BY DEpikTMENT FORM APPROVED By Designee APPROVED: COUNTY ADMINISTRATOR By ACKNOWLEDGEMENT State of California ACKNOWLEDGEMENT (By Corporation, Partnership, or Individual) County of _ 6 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 acknowledgedto 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: SCLrs u-a r..t .`2 S_ [Notarial Seal] El -,?h6-th A,. :Spooner /Deputy ounty Clerk G�e;.�ty Co:.'nty Cier6; . Contra Costa Coun , CA -2- Contra Costa County Standard Form 6/90 PAYMENT PROVISIONS (Fee Basis Contracts) Number 23-172-1 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. (1) $30.00 per hour, not to exceed 1.500 hours of service, or a total payment of $45,000; and (2) In addition, County will pay Contractor an amount not to exceed $5,000, payable as follows: (a) County will reimburse Contractor as follows: i) for miscellaneous expenses actually incurred in the provision of services hereunder during the term of this Contract; ii) at the rate of 28 cents per mile for the use of a private automobile required in the provision of services hereunder; and iii) for conference registration and travel on behalf of the County, approved in advance by the Health Services Director or his designee; and (b) County will advance to .Contractor, upon demand, with the prior joint approval of the Health Services Director and the appropriate Health Services program manager, funds for provision of supplies, including but not limited to food; for space rental; and for other miscellaneous expenses which Contractor must advance to carry out its community outreach services under this Contract. 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. Initials: Contractor County Dept. 1 • f Contra Costa County Standard Form 6/90 PAYMENT PROVISIONS (Fee Basis Contracts) Number 23-172-1 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. 9 Initials: f Contractor County Dept. 2 SERVICE PLAN Number ' 23-172-1 1. Service Specifications. During the term of this Contract, Contractor shall provide consultation and technical assistance to the Health Services Director or his designees) with regard to community organizing and outreach in East and West County. In providing services hereunder, Contractor shall work under the direction of the Health Services Director, and Contractor's activities shall include, but may not be limited to the following: a. Participation in the implementation of the Department's Medi-Cal Managed Care Program; b. Assistance with the Department's Violence Prevention Programs; C. Community organizing and and program development; and d. Additional assignments to special projects, such as the Department's Perinatal and Substance Abuse Programs, as requested by the Health Services Director. 2 . Performance Reports. Contractor shall prepare and submit to County periodic performance progress reports in the time, form and manner required by County's Health Services Department Director or his designee. No later than August 31, 1994, or 60 days following the termination of this Contract, whichever comes first, Contractor shall prepare and submit to County a Final Contract Performance Report, in the form 'and manner prescribed by County's Department Director, or his designee. 3 . Service Program Administration and Fiscal Management. Contractor shall administer the service program covered by this Contract as a separate organizational, administrative, and fiscal activity and shall keep this program separate and distinct from other activities. Contractor shall establish and maintain a fiscal management system of cost. center accounts so that funds provided by this Contract will not be co-mingled with or used in Contractor's other activities which are not covered by this Contract. Initials•' •Contractor County Dept. SPECIAL CONDITIONS Number 23-172-1 1. Insurance. Paragraph 19. (Insurance) , subparagraph a. (Liability .Insurance) is hereby deleted and replaced with the following new subparagraph: "a. Automobile Insurance. During the entire term of this Contract. and any extension or modification thereof, Contractor shall keep in - effect a policy or policies of motor vehicle liability insurance naming the County and its officers and employees as additional insureds, for any use Contractor makes of a private automobile in the performance of this Contract, as required by State law and in amounts not less than: (1) $100, 000 for personal injury to, or death of one person; (2) $300, 000 for injury to, or death of, two or more persons, per occurrence; and (3) $ 50, 000 for property damage. " 2. 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. Initials: ` Contractor County Dept. r 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. 1 s Contra Costa County Standard Form 1/87 GENERAL CONDMONS (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 Agreemenn. 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. Farther 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. Disputes. 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. 2 i 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 Ree-ulations 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. 3 Contra Costa County Standard Form 1/87 GENERAL CONDMONS (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. 'Nondiscriminatoi 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 persons) 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 claimor.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[nsurance. 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 not be 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. 4 Contra Costa County Standard Form 1/87 GENERAL CONDITIONS (Purchase of Services) 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. 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 of 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 RIahts 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.