HomeMy WebLinkAboutMINUTES - 01181994 - 1.43 `; i • X13
TO: BOARD "OF SUPERVISORS
(�u Contra
FRorA: �Aark Finucane, Health Services Director M
BY: Elizabeth A. Spooner, Contracts Administrator Costa
DATE'- December 20, 1993
County
SUB:JECT: Approval of Novation Contract #24-353-15 with
Center for New Americans
SIPECIFIC REQUESTS) OR RECOMMENDATION(S) & BACKGROUND AND JUSTIFICATION
R:� OMVIENDED ACTION:
Approve and authorize the Chair, Board of Supervisors, to execute on
behalf of the County, Novation Contract #24-353-15 with Cen er for New
Americans, for the period from July 1, 1993 through June '3,,0, 1995,
with a payment limit of $41, 794, for provision of multilingual,mental
health interpretation services. This Novation Contract includes a
six-month automatic contract extension through December 31, 1995, with
a payment limit of $8, 262 .
II. FINANCIAL IMPACT:
This Novation Contract is included in the Health Services Department's
Budget for Fiscal Year 1993-94 and will be included in the
Department's Fiscal Year 1994-95 Budget. Source of funding is
County/Realignment 100%.
III. REASONS FOR RECOMMENDATIONS/BACKGROUND:
This Contractor trains and administers a pool of multilingual mental
health interpreters, who are available upon request to aid County
staff in the provision of mental health services to non-English
speaking immigrants in the central and eastern regions of the County.
These interpreters are also available to mental health staff at
Merrithew Memorial Hospital to assure required advisement of rights to
non-English speaking patients who are involuntarily hospitalized.
Novation Contract #24-353-15 replaces the six-month automatic
extension in the prior contract.
CONTINUED ON ATTACHMENT: YES SIGNATURE
�j�� 0.O'�
RECOMMENDATION OF COUNTY ADMINISTRATOR RECOMMEATI OF BOARD COMMITTEE
APPROVE OTHER
SIGNATURE(S)
ACTION OF BOARD ON q,01 APPROVED AS RECOMMENDED OTHER
VOTE F 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
O
Contact: Lorna Bastian (313-6411) F SUPERVISORS ON THE DATE SHOWN.
CC: Health Services (Contracts) ATTESTED qq
Risk Management Phil helff,Clerk 46the Boars of
Auditor-Controller Supervisors and Ccunty Administrator
Contractor \ D
M38217-83 BY �4 , &4��_,
DEPUTY
Contra Costa County � .�3 Number 24-353-15
Standar Form 1/87 STANDARD. CONTRACT Fund/Org # 5942
(Purchase of Services) Account # 2320
NOVATION CONTRACT Other #
1. Contract Identification.
Department: Health Services - Mental Health Division
Subject: Multilingual Mental Health Interpretation Services
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: CENTER FOR NEW AMERICANS
Capacity: Nonprofit California Corporation Taxpayer ID # Not Applicable
Address: 1135 Lacey Lane, Concord, California 94520
3. Term. The effective date of this Contract is July 1. 1993 and it terminates
June 30. 1995 unless sooner terminated as provided herein.
4. Payment Limit. County's total payments to Contractor under this Contract shall not
exceed , #�i/10 7 9 Y.M-
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,
1
the application and approval documents of which are incorporated herein by reference:
Current Contra Costa County Mental Health Services Performance Contract #29-469 with
the State Department of Mental Health, and any modifications or renewals thereof, a
copy of which on file in the offices of the County's Mental Health Director.
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 0*,,,;hairX&a1y10/1Designee
of Supervisors and .County Administrator
�1 n
By�_... By_ Deputy
CONTRACTOR
By By
sec leTul'y, (gorw C a-r
(Designate usi s capacity A) (Designate business capacity B)
Note to Contractor: For corporations (profit and 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 24-353-15
APPROVALS
RECOMMENDED BY DEPARTMENT FORM APPROVED
c i
By B i
Designee �
APPROVED: COUNTY ADMINISTRATOR
By_. 1
ACKNOWLEDGEMENT
State of California ACKNOWLEDGEMENT (By Corporation,
Partnership, or Individual)
County of
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 representative(s) 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]
J
jarrqueline D. Pigg /Deputy Coun Jerk
Deputy County Clerk
Contra Costa County,CA
-2-
r
Contra Costa County
PAYMENT PROVISIONS
(Cost Basis Contracts)
Number 24-353-15
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 grovided 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]
[ J 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. (1) A one-time-only payment of $1,300 payable upon demand on or after July lst
of each 12-month Fiscal Year Period under this Contract; 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
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.
Initials: A- YAtfl�
C&itractor County Dept.
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Contra Costa County
PAYMENT PROVISIONS
(Cost Basis Contracts)
Number 24-353-15
[ ] 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.
[R] b. Such State regulations and documents as are set forth in the Service Plan
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.
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.
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Contra Costa County
PAYMENT PROVISIONS
(Cost Basis Contracts)
Number 24-353-15
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. Audits. The records of the Contractor may be audited by the County, state, or United
States government, in addition to any certified cost report or audit required by the
Service Plan. Any certified cost report or audit required by the Service Plan shall be
submitted to County by Contractor within such period of time as may be expressed by
applicable State or Federal regulations, policies or contracts, but in no event later
than 18 months from the termination date of this Contract. If such audit(s) show that
the payments made by County exceed the allowable costs that have actually been incurred
by Contractor under this Contract, including any adjustments made pursuant to Paragraph
7. (Cost Report and Settlement) , then Contractor shall pay to County within 30 days of
demand by County any such excess amount. If such audit(s) show that the allowable
costs that have actually been incurred by Contractor under this Contract exceed the
payments made by County, including any adjustments made pursuant to Paragraph 6. (Cost
Report and Settlement) , then County agrees to pay to Contractor any such excess amount,
provided that the payments made, together with any such excess payment, may not exceed
the contract payment limit.
9. A-133 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.
10. A-110 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 Federal OMB Circular A-110 which applies
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C46tractor County Dept.
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Contra Costa County
PAYMENT PROVISIONS
(Cost Basis Contracts)
Number 24-353-15
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 period audit covering each fiscal year period ending
on June 30th under this Contract. Contractor shall submit such annual audit to County
no later than 120 days following the end of each 12-month fiscal year period hereunder.
11. Audit Exceptions. In addition to its obligations under Paragraph 8. (Audits) ,
Paragraph 9. (A-133 Audit) , and Paragraph 10 (A-110) above, 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.
12. State Cost Regulations. Pursuant to Paragraph 3. (Allowable Costs) of the Payment
Provisions, and subject to the attached Budget of Estimated Program Expenditures which
is incorporated herein by reference, 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 Cost Reporting/Data
Collection Manual, Chapter II (Accounting Standards and Guidelines) , including Short-
Doyle Allowable/Unallowable Costs, as issued by the State Department of Mental Health.
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 $300 (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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C tractor County Dept.
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BUDGET OF ESTIMATED PROGRAM EXPENDITURES
Number 24-353-15
A. GROSS OPERATIONAL BUDGET TWELVE-MONTH FISCAL YEAR PERIOD
1. COST REIMBURSEMENT CATEGORIES
a. PERSONNEL SALARIES & BENEFITS
(1) Direct Service Staff Salaries $16,350
(2) Administrative Staff Salaries* 3,179
(3) Unemployment Insurance -0-
(4) FICA -0-
(5) Pension -0-
(6) Health Insurance -0-
(7) Workers Compensation Insurance -0-
(8) SUBTOTAL AMOUNT $19,529
b. OPERATIONAL COSTS (Direct Costs)
(1) Space (Rent/Lease/Utilities) $ -0-
(2) Meeting and Household Expenses -0-
(3) Phone 222
(4) Supplies -0-
(5) Equipment Purchase -0-
(6) Outside Services/Consultation -0-
(7) Insurance 1,053
(8) Staff Travel -0-
(9) Membership Dues -0-
(10) Training/Education -0-
(11) Advertising -0-
(12) Copying/Printing/Postage 111
(13) Repair/Maintenance -0-
(14) Depreciation -0-
(15) Audit -0-
(16) SUBTOTAL AMOUNT $ 1,386
C. INDIRECT COSTS (SUBTOTAL AMOUNT) -0-
2. TOTAL GROSS ALLOWABLE PROGRAM COST 20 897
B. LESS PROJECTED NON-COUNTY PROGRAM REVENUES
(To be collected and provided by Contractor)
1. Client Fees and Insurance -0-
2. Grants and Subventions -0-
3. Donations -0-
4. TOTAL PROJECTED NON-COUNTY PROGRAMS REVENUES
C. NET ALLOWABLE FISCAL YEAR COST 20 897
(Fiscal Year Payment Limit)
* Second line supervisors and above and administrative staff who have no direct client
service responsibilities; administrative staff who also have direct service
Initials:
1 ontractor County Dept.
BUDGET OF ESTIMATED PROGRAM EXPENDITURES
Number 24-353-15
D. CHANGES IN COST CATEGORY AMOUNTS. Subject to each Fiscal Year Payment Limit and to
State Guidelines, each cost category Subtotal Amount set forth in Section A.1. above:
1. May vary by up to 15% without approval by County; and
2. May be changed in excess of 15% in any fiscal year provided, however, that
Contractor has obtained written authorization prior to May lst of that Fiscal
Year from the Department's Mental Health Director or his/her designee before
implementing any such budget changes.
E. PROGRAM BUDGET CHANGES. Subject to each Fiscal Year 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 Program Revenue,
provided, however, that Contractor has obtained written authorization prior to May 1st
of that Fiscal Year period under this Contract from the Department's Mental Health
Director or his/her designee in accordance with Paragraph H. (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. TWO-YEAR CONTRACT CONDITIONS.
1. This Contract covers two fiscal year periods as follows:
FISCAL YEAR
PAYMENT LIMITS
a. FY 1993-94 (July 1, 1993 - June 30, 1994) $ 16,524
b. FY 1994-95 ' (July 1, 1994 - June 30, 1995) $ 16.524
TOTAL CONTRACT PAYMENT LIMIT $ 33.048
2. SEPARATE FISCAL YEAR PAYMENT LIMITS. Adjustments in County's total payments to
Contractor, in; accordance with the Payment Provisions and Paragraph 3. (Cost
Report and Settlement) of the Special Conditions, shall be limited to each 12-
month Fiscal Year Payment Limit set forth above; funds budgeted above for one
fiscal year period may not be transferred to or expended under the other fiscal
year period.
H. BUDGET REPORT. No later than April 28th of each fiscal year period under this
Contract, Contractor shall deliver a written Budget Report to the Department's Mental
Health Director or his/her designee stating whether or not the budgeted amounts set
forth in this Budget' of Estimated Program Expenditures for the Ttoal Gross Allowable
Program Cost and the Total Projected Non-County Program Revenue for the respective
fiscal year period hereunder accurately reflect the actual cost for the service
program. If any of these program budget amounts needs 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) set forth in this Budget of Estimated Program Expenditures,
subject to Payment Provisions Paragraph 7. (Cost Report and Settlement) .
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SERVICE PLAN
Number 24-353-15
1. Scope of Service. Contractor shall train and administer a pool of multilingual mental
health interpreters, who shall be available upon County's request to aid County staff in the
provision of mental health services to non-English speaking immigrants in the central and
eastern regions of the County. Contractor's interpreters shall also be available to mental
health staff at Merrithew Memorial Hospital to assure the required advisement of patients'
rights to non-English speaking patients who are involuntarily hospitalized. Contractor shall
maintain on file a program plan and description of its operations and shall make its
admission and service delivery policies, which are incorporated herein by reference,
available to the public for inspection.
2. Charges for Services. Contractor shall not charge clients, or other persons
responsible for clients, for any services rendered under this Contract.
3. Service Specifications. During the term of this Contract, Contractor shall provide
multilingual mental health interpretation services on a first-come, first-served basis, for
all persons who are referred to Contractor, subject to Contractor's staffing and budget
limitations. Contractor's activities shall include, but may not be limited to the following:
a. Contractor shall recruit, screen, select and hire qualified individuals to serve
as interpreters. These individuals shall be fluent in English and at least one other
language, including, but not limited to, the following languages: Farsi, Vietnamese,
Tagalog, Korean, Cantonese, .Mandarin, Polish and Thai and Laotian dialects. These individuals
shall preferably have an education in the field of health services, knowledge of counseling
and psychotherapy and previous experience in interpretation.
b. Contractor shall provide training to be completed by all interpreters prior to
providing service under this Contract. The training program shall include topics such as:
health related vocabulary; .confidentiality and therapeutic relationships; mental health law
regarding patients' rights and problems; and barriers to effective interpretation in the
provision of cross-cultural mental health services.
C. Contractor shall provide mental health interpretation services as requested by
County's Mental Health staff in the following programs: Inpatient Services, Crisis and
Screening Unit, the Adult Detention Center M-Module, and Outpatient Clinics in West, Central,
and East County.
d. Contractor shall insure that priority for interpretation services is provided in
those cases in which patient rights would be jeopardized without such services. These cases
will ordinarily occur in the following programs: Inpatient Services, Crisis and Screening
Unit and the Adult Detention Center M-Module in Martinez.
e. Contractor shall keep the Mental Health program staff, specified above, informed
about the availability of mental health interpretation services, the languages available, and
the procedures of obtaining the services.
f. Contractor shall receive requests from County Mental Health staff for services;
contact, instruct and dispatch appropriate interpreters; and arrange for payment to
interpreters for services provided. Contractor shall monitor and supervise interpreters and
shall keep appropriate records.
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SERVICE PLAN
Number 24-353-15
g. Contractor shall arrange for the provision of interpretation services within
twenty-four hours of receiving a request from County's Mental Health program staff specified
in Paragraph 3.d. , and within seventy-two hours of a request from the outpatient clinic
staff. Translation services may be provided on weekends, but arrangements in- response to
requests for future services will not ordinarily be provided on weekends and holidays.
h. County's Mental Health staff shall attempt to anticipate needs and to make
arrangements for interpretation services as far in advance as is practicable.
i. County's Mental Health programs specified above in Paragraph 3.c. shall each
designate two staff members to serve as contact persons who will be available to provide
liaison functions for Contractor's interpreter services.
4. Units of Service. A unit of service, for reporting purposes, shall be defined as the
provision of mental health interpretation services for one hour. Contractor will provide 135
to 350 units of service during each 12-month fiscal year period under this Contract.
5. Program Objectives and Performance Evaluation. Contractor shall provide its 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 administrative offices
of the Department's Substance Abuse and Mental Health Divisions 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.
6. 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 31st following the end of each fiscal year
period under this Contract, or 60 days following the termination of this Contract, whichever
comes first, Contractor shall prepare and submit to County an Annual Performance Report, in
the form and manner prescribed by County's Department Director, or his designee, covering
each 12-month fiscal year period ending June 30th under this Contract.
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SPECIAL CONDITIONS
Number 24-353-15
1. Novation. The parties having entered into a prior Contract #24-353-10 (as amended by
Contract Amendment Agreements #24-353-11, #24-353-13 and #24-353-14 and Administrative
Amendment Agreement #24-353-12) for the period from July 1, 1991 through June 30, 1993 (which
contained provision for an automatic six-month contract extension for the period from July
1, 1991 through December 31, 1993) , County and Contractor hereby agree to substitute this
Contract #24-353-15 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
#24-353-15.
2. Cost Report and Settlement. Payment Provisions Paragraph 7. (Cost Report and
Settlement) is hereby modified in its entirety to read as follows:
"a. Due Date and Procedure. 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, 1995, the term of this Contract shall be
automatically extended from June 30, 1995 through December 31, 1995. 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 $8,262 (the six-month Payment Limit) and County's total payments
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SPECIAL CONDITIONS
Number 24-353-15
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 a one-time-only payment of $1,300 payable upon demand
on or after July 1, 1995, and thereafter, monthly payments in accordance with Payment
Provisions as set forth in Payment Provisions Paragraph 2.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) .
3. Ownership and Disposition of Property and Equipment. Equipment and capital expenditure
items with a purchase price of 100 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 100 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.
4. 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.
Initials:
retractor County Dept.
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SPECIAL CONDITIONS
Number 24-353-15
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
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.
5. 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.
6. Payment Adiustments for Unauthorized Expenditures.
a. If any funds are expended by Contractor in violation of the terms of this
Contract (including all applicable statutes, regulations, guidelines, bulletins, and
circulars) , or if County determines that any payment amounts received by Contractor are for
unallowable costs, County may deduct the amount of such unauthorized or illegal expenditures
or unallowable costs from payments otherwise payable to Contractor in order to recover any
amount expended for such unauthorized purposes in the current or in the four preceding fiscal
years. No such-action taken by County shall entitle Contractor to reduce program operations
or salaries, wages, fringe; benefits, or services for any program participant, or client,
including Contractor's staff, or to expend less during the effective term of this Contract
than those amounts specified in the Budget of Estimated Program Expenditures included in the
Service Plan. Any such 'reduction in expenditures may be deemed sufficient cause for
termination of this Contract. Within thirty (30) days of request by County, Contractor shall
reimburse County for any payments made for expenditures which are in violation of this
Contract.
b. Contractor shall indemnify County fully and completely for any repayment of funds
made by the County to the State or Federal governments after it has been determined that such
repayment is required from the County due to the unauthorized or illegal expenditures by
Contractor. The State or Federal government's determination as to the necessity for any such
repayment shall be conclusive as between County and Contractor.
Initials:
ntractor County Dept.
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1 SPECIAL CONDITIONS
Number 24-353-15
10. 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:
tractor County Dept.
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Contra Costa County Standard Form 1/87
GENERAL CONDI'T'IONS
(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. 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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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 Rights in Data. Contractor shall not publish or transfer any materials produced
or resifiting 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