HomeMy WebLinkAboutMINUTES - 12191995 - C76 S4A TJr) BOARD OF SUPERVISORS
y
FROM: Mark Finucane, Health Services Director ontra
Costa
DATE: December 7, 1995 County
SUBJECT: Approval for Novation Contract #24-700-35 with
Contra Costa 'Crisis and Suicide Intervention Services
SPECIFIC REQUEST(S) OR RECOMMENDATION(S) & BACKGROUND AND JUSTIFICATION
I. RECOMMENDED ACTION':
Approve and authorize the Health Services Director or his designee
(Lorna Bastian) to execute on behalf of the County, Novation Contract
#24-700-35 with Contra Costa Crisis and Suicide Intervention Services,
for the period from July 1, 1995 through June 30,,. 1996, with a payment
limit of $96, 750, for crisis intervention, suicide prevention, and
mental health rehabilitative services. The Contract includes a six-
month automatic contract extension through December 31, 1996 in the
amount of $48, 375. '
II. FINANCIAL IMPACT:
This Contract is funded in the Health Services Department' s Fiscal
Year 1995-96 Budget (Org. #5942) .
III. REASONS FOR RECOMMENDATIONS/BACKGROUND:
This Contractor provides crisis intervention and suicide prevention
services, including a 24-hour hotline, grief counseling and community
mental health education for residents of Contra Costa County.
Novation Contract #24-700-35 replaces the six-month automatic
extension under the prior Contract through June 30, 1996.
CONTINUED ON ATTACHMENT: YES SIGNATURE:
RECOMMENDATION OF COUNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE
APPROVE OTHER
SIGNATURE(S)
ACTION OF BOARD ON S APPROVED AS RECOMMENDED OTHER
VOTE OF SUPERVISORS
UNANIMOUS (ABSENT ) 1 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
Risk Management Phil Batchelor,Clerk of the Board of
Auditor-Controller Supervisors and County Administrator
Contractor
M3e2/7-03 BY _ ---- DEPUTY
Contra Costa County Number 24-700-35
Standard Form 1/87 STANDARD CONTRACT Fund/Org #_5942
(Purchase of Services) Account #_2320
NOVATION Other #
1. Contract Identification.
Department: Health Services - Mental Health Division
Subject: Crisis intervention, suicide prevention, and mental health rehabilitative
services.
2. Parties. The County of Contra Costa, California (County) , for its Department named
above, and the followingnamed Contractor mutually agree and promise as follows:
Contractor: CONTRA COSTA CRISIS AND SUICIDE INTERVENTION SERVICES
Capacity: Non-profit Corporation Taxpayer ID #Not Applicable
Address: 307 Lennon Lane, Walnut Creek, California 94598
Mailing Address: P.O. Box 4852, Walnut Creek, California 94598
3. Term. The effective date of this Contra s July 1. 1995 , and it terminates
June 30. 1996 unless sooner terminated as p ofi.#,a erein.
4. Payment Limit. County's total payments to Contract er this Contract shall not
exceed9S 6,750. II
5. County's Obligations. County shall make to the Contractor those payments described in
the Payment Provisions attached hereto which are incorporated herein by reference,
subject to all the terms and conditions contained or incorporated herein.
6. Contractor's Obligations: Contractor shall provide those services and carry out that
work described in the Service Plan attached hereto which is incorporated herein by
reference, subject to all the terms and conditions contained or incorporated herein.
7. General and Special Conditions. This Contract is subject to the General Conditions and
Special 'Conditions (if any) attached hereto, which are incorporated herein by
reference.
8. Project. This Contract implements in whole or in part the following described Project,
the application an approval documents of which are incorporated herein by reference:
Current Contra Co 4ftunty Mental Health Services Performance Contract #29-469 with
the State Dep 17 Health, and any modifications or renewals thereof, a
copy of which on file 1 ices of the County's Mental Health Director.
9. Legal Authority. This Contract is entered into under and subject to the following
legal authorities: California Government Code §§ 26227 and 31000.
10. Signatures. These signatures attest the parties' agreement hereto:
COUNTY OF CONTRA COSTA, CALIFORNIA
ATTEST: Phil Batchelor, Clerk of the Board
BOARD OF SUPERVISORS of Supervisors and County Administrator
By By
Chairman/Designee Deputy
CONTRACTOR
By By
(Designate business capacity A) (Designate business capacity B)
)cote to Contractor: For corporations (profit or nonprofit), the contract must be signed by tvo officers. Signature A must be
that of the president or vice-president and Signature B must be that of the secretary or assistant secretary (Civil Code S 1190
and Corporations Code ; 313). All signatures must be acknovledged as set forth on page tvo.
Contra Costa County Standard Form(Rev. 1/95)
APPRO V ALS/ACKNOWLEDGMENT
Number 24-700-35
APPROVALS
RECOMMENDED BY DEPARTMENT FORM APPROVED
GO NPT GOUNSEL
By By
Designee -Deputy
APPROVED: COUNTY ADMINISTRATOR
By:
Designee
ACKNOWLEDGMENT
STATE OF CALIFORNIA )
ss.
COUNTY OF CONTRA COSTA )
On , before me,
(insert name and title of the officer), personally appeared
personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose
name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same
in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or
the entity upon behalf of which the person(s) acted, executed the instrument.
WITNESS MY HAND AND OFFICIAL SEAL.
(Seal)
Signature
ACKNOWLEDGMENT(by Corpomtion,Partwnl p,or I dividml)
(Civil Code¢1189)
Contra Costa County
PAYMENT PROVISIONS
(Cost Basis Contracts)
Number 24-700-35
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. Subiect 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. (1) A one-time-only payment of $12, 094 payable upon demand on
or after July 1, 1995; 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 Jprinciples for determining and allocating the
allowable costs of providing the services; and any standards
set forth in the Service Plan for determining the allocability
of selected items of costs of providing the services.
Initials:
Contractor County Dept.
1
Contra Costa County
PAYMENT PROVISIONS
(Cost Basis Contracts)
Number 24-700-35
[ ] Federal Management Circular A-87, including any
amendments to the circular published in the Federal
Register by ORB is to be used for determining allowable
costs of activities conducted by state and local
governmental agencies.
[ ] ORB Circular A-122 , including any amendments to the
Circular published in the Federal Register by ORB is to
be used for determining allowable costs of activities
conducted by nonprofit organizations (other than
government agencies, educational institutions, and
hospitals) .
[ ] 41 CAR Subpart 1-15.2 shall be used for profit organiza-
tions "other than hospitals.
[ ] ORB Circular No. A-21, including any amendments to the
Circular published in the Federal Register by ORB 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.
[%] 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 CAR Part 674, § 674 . 402 and any amendments
thereto; and California Department of Aging Title V Operations
Handbook, 1987, § 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 specified 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 County Dept.
2
Contra Costa County
PAYMENT PROVISIONS
(Cost Basis Contracts)
Number 24-700-35
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. 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 7 . (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
Initials:
Contractor County Dept.
3
Contra Costa County
PAYMENT PROVISIONS
(Cost Basis Contracts)
Number 24-700-35
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 ORB 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 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,'" the allocability 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.
Initials:
Contractor County Dept.
4
BUDGET OF ESTIMATED PROGRAM EXPENDITURES
(Short-Doyle Medi-Cal Programs)
Fiscal Year 1995-96
Number 24-700-35
I. MEDI-CAL. PROGRAM
A. GROSS OPERATIONAL BUDGET
Crisis Intervention
Suicide Prevention
& Mental Health
1. COST REIMBURSEMENT CATEGORIES Rehabilitative Services
a. PERSONNEL SALARIES & BENEFITS $148, 069
b. OPERATIONAL COSTS (Direct Costs) $ 65, 335
c. INDIRECT COSTS (SUBTOTAL AMOUNT) $ 25, 608
2 . TOTAL GROSS ALLOWABLE PROGRAM COST $239, 012
B. LESS PROJECTED NON-COUNTY PROGRAM REVENUE <$142 , 262>
C. NET ALLOWABLE FISCAL YEAR COST
(Fiscal Year Payment Limit) $ 96,750
Second line supervisors and above and administrative staff who have
no direct client service responsibilities; administrative staff who
also have direct service responsibilities are to have their salaries
split in proportion to the estimated time spent on direct service and
on administrative activities.
II. OTHER BUDGET PROVISIONS
A. CHANGES IN COST CATEGORY AMOUNTS. Subject to the Total Fiscal Year
Payment Limit for each Fiscal Year period under this Contract, and
subject to State:guidelines, each cost category Subtotal Amount set
forth above:
1. May vary up to 15% in any fiscal year without approval by
County; and
2 . May be changed in excess of 15% in any fiscal year period
provided, however, that Contractor has obtained written
authorization from the Department's Mental Health Division
Director before implementing any such budget changes.
Initials•
Contractor County Dept.
1
BUDGET OF ESTIMATED PROGRAM EXPENDITURES
(Short-Doyle Medi-Cal Programs)
Fiscal Year 1995-96
Number 24-700-35
B. NET PROGRAM BUDGET SUMMARY.
1. NON-MEDI-CAL PROGRAM
Total Fiscal Year Payment Limits -0-
2 . MEDI-CAL PROGRAM
a. Max. Short-Doyle Reimbursement (MSR) $ 76,500
b. Base Fed. °Medi-Cal Reimbursement*
(Federal Financial Participation (FFP) :
50% Share) $ 20 , 000
c. Total Fiscal Year Payment Limits $ 96,750
3 . TOTAL CONTRACT PAYMENT LIMIT $ 96,750
* Contractor shall be responsible to generate this amount in MediCal
FFP Revenue (50% of the total Medi-Cal billing) . In the event that
FFP received is less than this amount, the Contract Payment Limit
will be reduced by the difference between this amount and the
actual FFP amount received.
C. PROGRAM BUDGET CHANGES. Subject to the Total Contract 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 1 of each fiscal year period under this
Contract from County' s Mental Health Division Director in
accordance with Paragraph E. (Budget Report) below, before
implementing any such budget changes.
D. 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.
E. BUDGET REPORT. No later than April 30th of each fiscal year period
under this Contract, Contractor shall deliver a written Budget
Report, in the" form and manner required by County, to the
Department' s Health Services Director or his/her designee.
Contractor shall include in its Budget Report a complete copy of
any revision of the Budget of Estimated Program Expenditures, an
explanation of any program budget and/or revenue changes, and a
request for written authorization to implement any of the changes.
Initials:
Contractor County Dept.
2
SERVICE PLAN
Number 24-700-35
1. Scope of Services. During the term of this Contract,
Contractor shall provide crisis and suicide intervention
services for Contra Costa County residents and mental health
rehabilitative services for seriously and persistently
mentally impaired individuals residing in Contra Costa County.
Contractor's program shall be carried out as set forth in the
Work Plan which is incorporated herein by reference, a copy of
which is on file in the office of the County's Mental Health
Director and a copy of which County has furnished to
Contractor. Contractor shall make its admission and service
delivery policies, which are incorporated herein by reference,
available to the public for inspection.
2 . Charges for Services. If otherwise lawful, Contractor may
charge clients, or other persons responsible for clients, for
services rendered; such charges shall approximate estimated
actual cost and shall be subject to the following legal
authorities: Welfare and Institutions Code, Division 5, Part
2, §§ 5717 and 5718 et seq. (The Bronzan McCorquodale Act) ;
and California Code of Regulations, Title 9, Subchapter 3 , §
524 , et seq. (Community Mental Health Services) . Contractor
shall utilize the guidelines and procedures established by the
State and County for determining client fees and payment
liability, including but not limited to the "Uniform Method
for Determining Ability to Pay" (UMDAP) and said Revenue
Development Policies and Procedures Manual, as issued by the
State Department of Mental Health.
3 . Reports.
a. Progress Reports. Contractor shall submit to County's
Health Services Director, or his designee, regular
written progress reports, data collection reports and
expenditure reports, in the time, form and manner
required by County.
b. Final Report. Contractor shall submit on or before
August 15, 1996, to County' s Health Services Director, or
his designee, a written Final Activity Report which shall
include, but not be limited to, an evaluation of the
quantity, quality, and impact of the work undertaken in
conducting services provided under this Contract.
Initials:
Contractor County Dept.
SPECIAL CONDITIONS
Number 24-700-35
1. Novation. The parties having entered into a prior Contract #24-700-34 for the period
from July 1, 1994 through June 30, 1995 (which contained provision for an automatic.
six-month contract extension through December 31, 1995) , County and Contractor hereby
agree to substitute this Contract for the aforesaid six-month automatic contract
extension. Effective July 1, 1995, all contract rights and obligations of the parties
will be governed by this Contract #24-700-35.
2. Cost Report and Settlement. Payment Provisions Paragraph 7. (Cost Report and
Settlement) is hereby deleted and replaced with a new paragraph to read as follows:
11
7. Cost Report and Settlement. 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.
"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, 1996, the term of this
Contract shall be automatically extended through December 31, 1996. 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 $48,375 (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.
Initials:
Contractor County Dept.
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SPECIAL CONDITIONS
Number 24-700-35
b. County shall pay Contractor a one-time-only payment of $12,094 payable upon
demand on or after July 1, 1996, and thereafter monthly payments in accordance
with Payment Provisions Paragraph l.d. , subject to the six-month Payment Limit
specified above.
C. Contractor shall continue to provide services as set forth in the Service Plan,
subject to any amendments thereto; all service units (set forth in the Service
Plan 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 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.
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.
Initials:
Contractor County Dept.
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SPECIAL CONDITIONS
Number 24-700-35
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.
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. Professional Liability Insurance Requirements. The provision of professional liability
insurance coverage by Contractor is optional at Contractor's sole discretion subject
to General Conditions Paragraph 18. (Indemnification) .
8. Endorsements. Contractor shall not in its capacity as a contractor with Contra Costa
County publicly endorse or oppose the use of any particular brand name or commercial
product without the prior approval of the Board of Supervisors. In its County
contractor capacity, Contractor shall not publicly attribute qualities or lack of
qualities to a particular brand name or commercial product in the absence of a well-
established and widely-accepted scientific basis for such claims or without the prior
approval of the Board of Supervisors. In its County contractor capacity, Contractor
shall not participate or appear in any commercially-produced advertisements designed
to promote a particular brand name or commercial product, even if Contractor is not
publicly endorsing a product, as long as the Contractor's presence in the advertisement
can reasonably be interpreted as an endorsement of the product by or on behalf of
Contra Costa County. Notwithstanding the foregoing, Contractor may express its views
on products to other contractors, the Board of Supervisors, County officers, or others
who may be authorized by the Board of Supervisors or by law to receive such views.
Initials:
Contractor County Dept.
3
Contra Costa County Standard Form IJ87
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.
Z. Inspection. Contractor's performance, place of business and records pertaining to this Contract
are subject to monitoring, inspection, review and audit by authorized representatives of the County, the
State of California, and the United States Government.
3. Records. Contractor shall keep and make available for inspection and copying by authorized
representatives of the County, the State of California, and the United States Government, the
Contractor's regular business records and such additional records pertaining to this Contract as may be
required by the County.
a. Retention of Records. The Contractor shall retain all documents pertaining to this Contract
for five years from the date of submission of Contractor's final payment demand or final Cost Report;
for any further period that is required by law; and until all Federal/State audits are complete and
exceptions resolved for this contract's funding period. Upon request, Contractor shall make these records
available to authorized representatives of the County, the State of California, and the United States
Government.
b. Access to Books and Records of Contractor. Subcontractor. Pursuant to Section 1861(v)(1)
of the Social Security Act, and any regulations promulgated thereunder, Contractor shall, upon written
request and until the expiration of four years after the furnishing of services pursuant to this Contract,
make available to the Secretary of Health and Human Services or to the Comptroller General, or any of
their duly authorized representatives, this Contract and books, documents, and records of Contractor
that are necessary to certify the nature and extent of all costs and charges hereunder.
Further, if Contractor carries out any of the duties of this Contract through a subcontract with a value
or cost of $10,000 or more over a twelve-month period, such subcontract shall contain a clause to the
effect that upon written request and until the expiration of four years after the furnishing of services
pursuant to such subcontract, the subcontractor shall make available, to the County, to the Secretary or
to the Comptroller General, or any of their duly authorized representatives, the subcontract and books,
documents, and records of the subcontractor that are necessary to verify the nature and extent of all costs
and charges thereunder.
This special condition is in addition to any and all other terms regarding the maintenance or retention
of records under this Contract and is binding on the heirs, successors, assigns and representatives of
Contractor.
4. Reporting Requirements. Pursuant to Government Code Section 7550, Contractor shall include
in all documents or written reports completed and submitted to County in accordance with this Contract,
a separate section listing the numbers and dollar amounts of all contracts and subcontracts relating to
the preparation of each such document or written report. This section shall apply only if the payment
limit under this Contract exceeds $5,000.
1
Contra Costa County Standard Form 1/87
GENERAL CONDITIONS
(Purchase of Services)
S. 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 Countv. 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.
S. Modifications and Amendments.
a. General Amendments. This Contract may be modified or amended by a written document
executed by the Contractor and the Contra Costa County Board of Supervisors or, after Board approval,
by its designee, subject to any required State or Federal approval.
b. Administrative Amendments. Subject to the Payment Limit, the Payment Provisions and
the Service Plan may be amended by a written administrative amendment executed by the Contractor
and the County Administrator or his designee, subject to any required State or Federal approval,
provided that such administrative amendments may not materially change the Payment Provisions or the
Service Plan.
9. Disputes. Disagreements between—the- County and Contractor concerning the meaning,
requirements, or performance of this Contract shall be subject to final determination in writing by the
head of the County Department for which this Contract is made or his designee or in accordance with
the applicable procedures (if any) required by the State or Federal Government.
2
Cohtra 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 shah 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 sett., 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 examinatidn 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 histruction.
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. Liabilitv Insurance. The Contractor shall provide comprehensive liability insurance,
including coverage for owned and non-owned automobiles, with a minimum combined single limit
coverage of$ 00,000 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' ComMnsation. 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 certificates) of
insurance.
4
Contra Costa County Standard Form 1187
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