HomeMy WebLinkAboutMINUTES - 01041994 - 1.52 -� I . S .
io: I BOARD OF SUPERVISORS
FROM: (� }
Mark Finucane� Health Services Director Ontra
By: Elizabeth A. Spooner, Contracts Administratlio Costa
DATE: December 9, 1993 County
SUBJECT: Approval of Novation Contract #24-623-3 with Tri-County Women's
Recovery Services
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 #24-623-3 with Tri-County
Women's Recovery Services, for the period from July 1, 1993 through
June 30, 1994, in the amount of $115,463, to provide transitional
residential services and child enrichment services to drug dependent
women and their children in West County. This contract includes a
six-month automatic contract extension through December 31, 1994, in
the amount of $57, 731.
II. FINANCIAL IMPACT:
This Contract is funded 90% by State funds (Perinatal Treatment
Expansion Allocation) and 10% by a required County match.
III. REASONS FOR RECOMMENDATIONS/BACKGROUND:
On December 15, 1992 , the Board of Supervisors approved Novation
Contract #24-623-1 (as amended by Contract Amendment Agreement #24-
623-2) for provision of transitional residential services and child
enrichment services to drug dependent women who are post-partum or
parenting and have completed primary residential drug treatment.
Novation Contract #24-623-2 replaces the automatic extension under the
prior contract and continues the Contractor's services through June
30, 1994 .
CONTINUED ON ATTACHMENT: YES SIGNATUR
RECOMMENDATION OF COUNTY ADMINISTRATOR RECOMM DAT N OF BOARD C MMITTEE
APPROVE OTHER
SIGNATURE(S)
ACTION OF BOARD ON January 4, 1994 APPROVED AS RECOMMENDED AA OTHER
VOTE OF SUPERVISORS
XX UNANIMOUS (ABSENT v - ) 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: Chuck Deutschman (313-6350)
CC: Health Services (Contracts) ATTESTED
January 4, 1994
Risk Management Phil Batchelor,Clerk of the Board of
Auditor-Controller Supervisors and County Administrator
Contractor
M38e/7-e3 BY �`��. ��` DEPUTY
Contra Costa County Number 24-623-3
' Stari'ard Form 1/87 STANDARD `CONTRACT Fund/Org # 5939
(Purchase of Services) Account # •2320
NOVATION
1. Contract Identification.
Department: Health Services - Substance Abuse Division
Subject: Perinatal Treatment Expansion Services for Women -
Transitional Living for Women and Children
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: TRI-COUNTY WOMEN'S RECOVERY SERVICES
Capacity: Nonprofit California Corporation Taxpayer ID #Not Applicable
Address: 1901 Church Lane, San Pablo, California 94806
3. Term. The effective date of this Contract is July 1. 1993 and it
terminates June 30, 1994 unless sooner terminated as provided herein.
4. Payment Limit. County's total payments to Contractor under this Contract shall not
exceed $115,463.
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:
Current Contra Costa County Annual Substance Abuse Plan and Program Budget and any
modifications or revisions thereof, and the Perinatal Treatment Expansion Funds (PTEF)
Project, as approved by the State Department of Alcohol and Drug Programs, copies of
which are on file in the administrative offices of the Substance Abuse Division.
9. Legal Authority. This Contract is entered into under and subject to the following
legal authorities: 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 S»pervisors and. County Administrator
By ��R By_ AV-
Chairman/Designee � Deputy
CONTRACTOR
?ralp,eJT, . Da-�q �rtc9
(Designate business capacity A) (Designate business capacity B)
Note to Contractor: For corporations (profit or nonprofit), the contract must 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 acknowledged as set forth on page two.
Contra Costa County Standard Form 1/87
APPROVALS/ACKNOWLEDGEMENT
Number 24-623-3
APPROVALS
RECOMMENDED Y DEPARTMENT FORM APPROVED
By. 0, BY
Designee
AP OVE COUNTY ADMINISTRATOR
5 By
ACKNOWLEDGEMENT
State of California ACKNOWLEDGEMENT (By Corporation,
Partnership, or Individual)
County o l�'"
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]
Jacqueline D. pig9 No ar /Deputy County C
Deputy County Clerk
Contra Costa County, CA
-2-
Contra Costa County
PAYMENT PROVISIONS
(Cost Basis Contracts)
Number 24-623-3
1. Payment Basis. Subject to the Payment Limit, payments to the Contractor for all
services provided for County under this Contract shall only be for costs that are
allowable costs that are actually incurred 'in the performance of Contractor's
obligations under this Contract.
2. Payment Amounts. Subject to later adjustments in total payments as provided below and
subject to the Payment Limit of this Contract, County will pay Contractor 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. An amount equal to Contractor's allowable costs that are actually incurred
each month, but subject to the "Budget of Estimated Program Expenditures"
included in the Service Plan.
[X] d. Subject to later adjustments in total payments in accordance with the
provisions for Cost Report and Settlement, Audits, and Audit Exceptions
set forth in the Payment Provisions, and subject to the Payment Limit of
this Contract. County will pay Contractor:
(1) A one-time-only payment of $14,000 payable upon demand on or after
July 1, 1993; and
(2) Monthly payments in an amount equal to Contractor's net allowable
contract costs which have actually been incurred and/or paid by
Contractor each month (i.e. , reimbursement in arrears for actual
expenditures) , computed in accordance with and subject to the
attached Budget of Estimated Program Expenditures which is
incorporated .herein by reference. For allowable contract costs
which are actually incurred in a given month, but for which invoices
are not on hand, Contractor shall include estimates of such costs in
its payment Demand (Form D-15) for said month, and Contractor shall
increase or decrease each subsequent month's Demand to adjust for
any resulting over- or under-payments, subject to the Contract
Payment Limit.
3. Allowable Costs. Contractor's allowable costs are only those which are determined in
accordance with:
[Check applicable alternative]
[ ] a. Department of Health and Human Services Administration of Grants Federal
Regulations Title 45 Part 74 including any amendments thereto and the
applicable Subpart listed hereunder; and other documents specified in the
Service Plan regarding principles for determining and allocating the
allowable costs of providing the services; and any standards set forth in
Initials:
Contractor County Dept.
1
Contra Costa County
PAYMENT PROVISIONS
(Cost Basis Contracts)
Number 24-623-3
the Service Plan for determining the allowability of selected items of
costs of providing the services.
[ ] Federal Management Circular A-87, including any amendments to
the circular published in the Federal Register by OMB is to be used
for determining allowable costs of activities conducted by state and
local governmental agencies.
[ ] OMB Circular A-122, including any amendments to the Circular
published in the Federal Register by OMB is to be used for
determining allowable costs of activities conducted by nonprofit
organizations (other than government agencies, educational
institutions, and hospitals) .
[ ] 41 CFR Subpart 1-15.2 shall be used for profit organizations other
than hospitals.
[ ] OMB Circular No. A-21, including any amendments to the Circular
published in the Federal Register by OMB shall be the principles to
be used for determining allowable costs by educational institutions
(other than for-profit institutions) .
[ ] Appendix E Subpart Q Section 74.173 shall be used for determining
costs of research, development work, and other activities for
determining allowable costs.
[X] b., Such State regulations and documents as are set forth in this Contract
regarding accounting guidelines, including standards for determining
allowable or non-allowable costs.
[ ] C. Part IV Department of Labor, Employment and Training administration, 20
CFR Part 674, Section 674.402 and any amendments thereto; and California
Department of Aging Title V Operations Handbook, 1987, Section 505.4 and
any amendments thereto.
4. 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 2. (Payment Amounts) above.
5. Penalty for Late Submission. When Contractor fails to submit to County a timely demand
for payment as specificed in Paragraph 4. (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
nitials:Contractor County Dept.
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Contra Costa County
PAYMENT PROVISIONS
(Cost Basis Contracts)
Number 24-623-3
6. 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.
7. Cost Report and Settlement. No later than forty-five (45) days following . the
termination of this Contract, 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. If said cost report shows that the allowable costs
that have actually been incurred by Contractor under this Contract exceed the payments
made by County, subject nevertheless to the payment limit of this Contract, County will
remit any such excess amount to Contractor, provided that the payments made, together
with any such excess amount, may not exceed the contract payment limit. If said cost
report shows that the payments made by County exceed the allowable costs that have
actually been incurred by Contractor under this Contract, Contractor shall remit any
such excess amount to County.
8. Annual Audit. Contractor shall provide County with an annual audit by a Certified
Public Accountant or Public Accountant, verifying the cost reports submitted under the
Payment Provisions of this Contract. Said audit shall be performed in accordance with
generally. accepted audit standards, including the State's Audit Assistance Guide,
Federal OMB Circular A-110 which applies to nonprofit organizations, and the "Standards
for Audit of Governmental Organizations, Programs, Activities, and Functions" (issued
by the U,S. Comptroller General, 1972, 54 pp. ) . Payment Provisions Paragraph 8.
(Audits) notwithstanding, Contractor shall submit a separate annual fiscal year audit
covering each fiscal year period ending on June 30th under this Contract. Contractor
shall submit each such annual audit to County no later than 120 days following the end
of each fiscal year period hereunder.
9. 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 federally-required audit annually and shall submit the
audit to the 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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Contractor County Dept.
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Contra Costa County
PAYMENT PROVISIONS
(Cost Basis Contracts)
Number 24-623-3
10. 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.
11. State Cost Regulations. Pursuant to Paragraph 3. (Allowable Costs) of the Payment
Provisions, and subject to the attached Budget of Estimated Program Expenditures, the
allowability of Contractor's costs which have actually been incurred under this
Contract shall be determined in accordance with applicable State regulations,
including, but not limited to, the Alcohol and Drug Services Reporting System Manual
for County Alcohol Programs and Drug Programs as issued by the State Department of
Alcohol and Drug Programs. Allowable costs shall not include remodeling and/or
equipment purchases as to any item which has a useful life in excess of three years
and/or a value in excess of $500 (or as otherwise may be authorized by the State) ,
except that part of such costs which can reasonably be charged to depreciation.
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BUDGET OF ESTIMATED PROGRAM EXPENDITURES
Fiscal Year 1993-94
Number: 24-623-3
A.GROSS OPERATIONAL BUDGET.
1. COST CATEGORIES
a. PERSONNEL SALARIES & BENEFITS (Direct Costs)
(1) Direct Services Staff Salaries $ 71,138
(2) FICA/Social Security 5,442
(3) Unemployment Insurance 711
(4) Health Insurance 1,401
(5) Workers Compensation Insurance 6,840
(6) SUBTOTAL AMOUNT $ 85,532
b. OPERATIONAL COSTS (Direct Costs)
(1) Space (Rent/Lease) $ 20,760
(2) Utilities (Water, PG&E, Etc. ) 3,000
(3) Telephone 1,000
(4) Maintenance/Minor Facility Repair 500
(5) Liability Insurance 1,035
(6) Furniture 500
(7) Equipment & Supplies 500
(8) Facility/Household Supplies 500
(10) Transportation Expense 500
(12) Personal Needs 500
(13) Food 1,000
(15) Staff Development & Conferences 500
(17) Program Support Materials 800
(18) Office Supplies 500
(20) Printing & Copying 455
(22) Professional Services/Consulting 200
(26) SUBTOTAL AMOUNT $ 32,250
c. INDIRECT COSTS (SUBTOTAL AMOUNT) $ 17,681
2. TOTAL GROSS ALLOWABLE PROGRAM COST $135,463
B. LESS PROJECTED NON-COUNTY PROGRAM REVENUE
(To be collected and provided by Contractor)
1. Client Fees and Insurance $ -0-
2. Donations -0-
3. TOTAL PROJECTED NON-COUNTY PROGRAM REVENUES ($ 20.000)
C. NET ALLOWABLE FISCAL YEAR COST $115,463
(Contract Year Payment Limit)
D. CHANGES IN COST CATEGORY AMOUNTS. Subject to the Total Contract Payment Limit and to State
guidelines, each cost category Subtotal Amount set forth in Section A.I. above:
1. May vary in each program by up to 10% in any fiscal year without approval by County; and
2. May be changed in each program in excess of 10% in any fiscal year provided, however,
that Contractor has obtainedrp for written authorization April 30, 1994, from the
Department's Substance Abuse Division Director before implementing any such budget
changes.
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Con actor County Dept.
BUDGET OF ESTIMATED PROGRAM EXPENDITURES
Fiscal Year 1993-94
Number: 24-623-3
E. PROGRAM BUDGET CHANGES. Subject to the Fiscal Year Contract Payment Limit and subject to
State guidelines, Contractor may make changes in the total amounts set forth above for the
Total Gross Allowable Program Cost and the Total Projected Non-County Revenue, provided,
however, that Contractor has obtained written authorization prior to April 30th of the Fiscal
Year period under this Contract from the Department's Substance Abuse Division Director in
accordance with Paragraph G. (Budget Report) , below, before implementing any such budget
changes.
F. AGENCY PROGRAM BUDGET. Contractor shall submit to County, for informational purposes upon
request, its total Corporation budget including: all program budgets, all revenue sources
and projected revenue amounts, all cost allocations, and line item breakdown of budget
categories to include salary levels listed by job classification as well as detailing of
operational and administrative expenses by cost center and listing numbers of staff positions
by job classification.
G. BUDGET REPORT. No later than April 29, 1994, Contractor shall deliver a written Budget
Report to the Department's Substance Abuse Division Director stating whether or not the
budgeted amounts set forth in the Budget of Estimated Program Expenditures for the Total
Gross Allowable Program Cost and the Total Projected Non-County Program Revenue for the
fiscal year period hereunder accurately reflect the actual cost for the service program.
If any of these program budget amounts need to be changed, Contractor shall include in its
Budget Report a complete copy of the revised Budget of Estimated Program Expenditures, an
explanation of the program budget and revenue changes, and a request for prior written
authorization to implement the changes in accordance with Paragraph E. (Program Budget
Changes) , above, subject to Special Conditions Paragraph 2. (Cost Report and Settlement) .
Initials:
2 Contractor County Dept.
SERVICE PLAN
Number 24-623-3
1. Scope of Services. Contractor shall operate and administer (a) the Child Enrichment
Modality at The Rectory for at least six children, and (b) a Transitional Living Facility for
at least six alcohol or drug dependent women and six children. Subject to the restrictions
and requirements of Contractor's facility license, Contractor shall admit eligible persons
for services who, in Contractor's judgement, have alcohol and drug dependency as a primary
problem, are ambulatory and can take care of their own personal needs, have no serious
medical or psychiatric problems, and are willing to abide by Contractor's facility rules.
Contractor shall admit such persons on a first-come, first-served basis, subject to the
priority of services to pregnant, post-partum and parenting women and children (ages birth -
12 years old) in Contra Costa County's Perinatal Treatment Expansion Fund Plan. Contractor
shall make its admissions policy, which is incorporated herein by reference, available to the
public for inspection.
2. Charges for Services. Contractor's charges for services, if allowable, to clients, or
to other persons responsible for clients, shall approximate estimated actual cost.
3. Service Specifications. During the term of this Contract, Contractor shall provide
the following services for eligible clients hereunder:
a. Child Enrichment Care Modality at The Rectory:
(1) Parenting skills education and counseling;
(2) Children's counseling services;
(3) Child development services;
(4) Family re-unification components within the. framework of a women's
recovery home;
(5) Coordinated play activities for children; and
(6) Appropriate community resource liaison, information and referral services
for women/children.
b. Transitional Living Facility for Women and Children:
(1) Room and Board;
(2) Individual and group recovery planning;
(3) Alcohol and drug recovery education;
(4) Recreational activity planning;
(5) Job search referral;
(6) Group and/or community recovery meetings;
(7) Referral to educational and support activities on women's issues and
parenting issues;
(8) Coordinated play activities for children;
(9) Off-site child care;
(10) Assistance to mothers in obtaining/coordinating child care;
(11) Referral for training/counseling in parenting skills;
(12) Assistance in developing social skills;
(13) Education and referral services regarding HIV infection;
'(14) Education and referral services regarding Tuberculosis infection (Clients
denied admission based on capacity shall be referred to another provider
of TB services. ) ; and
(15) Outreach activities to inform and encourage clients in need of drug abuse
treatment services to undergo such treatment.
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Contractor County Dept.
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SERVICE PLAN
Number 24-623-3
Contractor shall keep complete written records, in the form and manner required by County,
of HIV/AIDS/TB educational efforts, referral sources, number of clients referred, and
Outreach activities.
4. Service Units. Contractor shall provide for County 4,380 transitional service units
and 2.190 child enrichment service units, subject to sufficient referrals by County.
5. Service Unit Definition.
a. A unit of transitional service, for reporting purposes, shall be defined as the
provision of recovery services for one mother/child dyad in one residential day (called a
"transitional bed-day") ; i.e. , any portion of a single 24-hour day ending at 12:00 midnight
during which a client receives the Transitional Recovery Home Program services described
above. An exception is that a pregnant women is equated with a dyad. Other exceptions can
be approved by County.
,b. A child enrichment unit of service, for reporting purposes, shall be defined as
the provision of services (as set forth in Paragraph 3. (Service Specifications) ,
Subparagraph a. [Child Enrichment Care Modality] , above, to one child (and/or parent) during
any portion of a single 24 hour day, ending at midnight, during which the parent client
receives Recovery Home or Transitional Home services as described above.
6. Program Obiectives and Performance Evaluation. Contractor shall provide the above
program services so as to achieve the service program objectives set forth in the County's
Contract Performance Plan for this Contract which is on file in the Department's Alcohol and
Substance Abuse Division offices 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 .31, 1994, 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. Administrative Meetings. Contractor shall attend regular administrative meetings as
required by County's Substance Abuse Division Director or his designee.
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SPECIAL CONDITIONS
Number 24-623-3
1. Novation. The parties having entered into a prior Contract # 24-623-1 (as
amended by Contract Amendment Agreement #24-623-2) for the period from July 1, 1992 through
June 30, 1993 (which contained provision for an automatic six-month Contract extension for
the period from July 1, 1993 through December 31, 1993) , County and Contractor hereby agree
to substitute this Contract #24-623-3 for the aforesaid six-month automatic Contract
extension. Effective July 1, 1993, all Contract rights and obligations of the parties will
be governed by this Contract #24-623-3.
2. Cost Report and Settlement. Paragraph 7. (Cost Report and Settlement) of the
Payment Provisions is hereby modified in its entirety to read as follows:
"a. Due Date and Procedures. Contractor shall submit to County no later than
sixty (60) days following the end of each fiscal year period under this Contract,
a cost report in the form and manner required by County, showing the allowable
costs that have actually been incurred by Contractor under this Contract. If
said cost report shows that the allowable costs that have actually been incurred
by Contractor under this Contract exceed the payments made by County, County will
remit any such excess amount to Contractor, provided that the payments made,
together with any such excess amount, may not exceed the net contract payment
limit. If said cost report shows that the payments made by County exceed the
allowable costs that have actually been incurred by Contractor under this
Contract, Contractor shall remit any such excess amount to County within thirty
(30) days of notification by County.
b. Penalty for Late Submission of Cost Report. County may withhold up to 100%
of any Contract payment which is due and payable to Contractor during the period
from September through December following the end of each fiscal year period
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 fiscal year cost report specified above. 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; 1994, the term of this Contract
shall be automatically extended from June 30, 1994 through December 31, 1994. 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 $57,731 (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.
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1 Contractor County Dept.
SPECIAL CONDITIONS
Number 24-623-3
b. County shall pay Contractor a payment of $9,625 payable upon demand on or after
July 1, 1994, and thereafter, monthly payments in accordance with Payment Provisions
Paragraph 2. (Payment Amounts) , subparagraph 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 and/or
Special Conditions) and line item budget amounts (set forth in the Budget of Estimated
Program Expenditures) shall be prorated for the six-month period.
d. In addition to the cost report specified in Paragraph 7. (Cost Report and
Settlement)- of the Payment Provisions, as amended by these Special Conditions, Contractor
shall also submit to County, no later than 60 days following termination of this Contract as
extended, an extension period cost report covering the period of this six-month extension.
County and Contractor shall follow the cost report and settlement procedures specified in
above-referenced Paragraph 7. (Cost Report and Settlement) of the Payment Provisions,
subject to the six-month Payment Limit specified above for the contract extension period.
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. Ownership and Disposition of Property and Equipment. Equipment and capital
expenditure items with a purchase price of 500 or more and a useful life of at least one
year shall be defined as nonexpendable property. Items with a purchase price of less than
500 or a useful life of less than one year shall be defined as expendable property. Subject
to these definitions, the acquisition, utilization, and disposition of expendable and
nonexpendable property shall be determined in accordance with the principles and statements
set forth in Federal Management Circular FMC 74-7 (Attachment N) , a Federal General Services
Administration publication dated September 13, 1974; references contained therein to the
federal government, federal agencies or "grantor"' shall be construed to mean "County" and
references to "grantee" shall be construed to mean "Contractor. " Upon termination of this
Contract, or as otherwise may be prescribed by County, Contractor shall account for and
transfer to County all remaining expendable and nonexpendable property (including supplies
and equipment) loaned by County for use by Contractor or acquired with Contract funds
(excluding items which are not fully depreciated or which are purchased with outside non-
County revenues) in accordance with Federal or State regulations and/or guidelines prescribed
by County, and County shall retain full ownership of all such property.
5. Protection of Property and Equipment. Throughout the term of this Contract, and
any modification or extension thereof, Contractor shall:
a. Cooperate with County in tagging and appropriately identifying all program
property and equipment loaned by County for use by Contractor or acquired with Contract
funds.
b. Establish a property management control system to ensure adequate
safeguards to prevent loss, theft, or damage to property, and maintain all equipment in good
working repair at all times.
C. Investigate, fully document, and immediately report to appropriate police
agencies and/or County any loss, theft, or damage to property and equipment. Contractor
Initials
2 Contractor County Dept.
SPECIAL CONDITIONS
Number 24-623-3
shall repair or replace all such items within 60 days with items of comparable quality and
value.
d. Maintain accurate records of all equipment and other such property loaned
by County for use by Contractor or acquired with Contract funds, including property
description, identification numbers, acquisition date and cost, source, location, use,
condition and disposition.
6. 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.
7. 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 _
3 Contractor County Dept.
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 allcosts
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. 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.
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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 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.
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Con..tra 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 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.
5