HomeMy WebLinkAboutMINUTES - 12191995 - C78 s N-4,
To: BOARD OF SUPERVISORS .7
FROM: Mark Finucane, Health Services Director Contra
Costa
DATE: December 7, 1995 County
SUBJECT: Approval of Novation Contract #24-353-17 with
Center for New Americans
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
#24-353-17 with Center for New Americans, for the period from July 1,
1995 through June 30, 1996, with a payment limit of $20,900, for
provision of multilingual mental health interpretation services. This
Novation Contract includes a six-month automatic contract extension
through December 31, 1996, in the amount of $10,450.
II. FINANCIAL IMPACT:
This Novation Contract is included in the Health Services Department's
Budget for Fiscal Year 1995-96. Source of funding is County /
Realignment.
III. REASONS FOR RECOMMENDATIONSIBACKGROUND:
On January 18, 1994, the Board of Supervisors approved Novation
Contract #24-353-15 (as amended by Contract Amendment Agreement #24-
353-16) with the Center for New Americans. 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 #24-353-17 replaces the six-month automatic
extension in the prior contract.
CONTINUED ON ATTACHMENT: YES SIGNATURE:
RECOMMENDATION OF COUNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE
APPROVE OTHER
SIGNATURE(S)
ACTION OF BOARD ON IS APPROVED AS RECOMMENDED OTHER
VOTE OF SUPERVISORS
UNANIMOUS (ABSENT ) I HEREBY CERTIFY THAT THIS IS A TRUE
AYES: NOES: AND CORRECT COPY OF AN ACTION TAKEN
ABSENT: ABSTAIN: AND ENTERED ON THE MINUTES OF THE BOARD
OF SUPERVISORS ON THE DATE SHOWN.
Contact: Lorna Bastian (313-6411)
CC: Health Services (Contracts) ATTESTEDD.���e.. (R /
Risk Management Phil Batchelor,Clerk of the Ward of
Auditor-Controller Suve.rcisors and County Administrator
Contractor
M302/7-83 BY DEPUTY
Contra Costa County Number 24-353-17
'Standard 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: Non-profit Corporation Taxpayer ID # Not Applicable
Address: 1776 Ygnacio Valley Road, Suite 105, Walnut Creek, California 94598
3. Term. The effective date of this Contract is Jud 1. 1995 , and it terminates
June 30. 1996 unless sooner terminated as provided herein.
4. Payment Limit. County's total payments to Contractor under this Contract shall not
exceed $20,900.
5. County's Obligations. Coun PAl make to the Contractor those payments described in
the Payment Provisions hereto which are incorporated herein by reference,
subject to all the telo conditions contained or incorporated herein.
6. Contractor's Obligat 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-Condition s. This Contract is subject to the General Conditions and
Special Conditions (if any) attached hereto, which are incorporated herein by
reference.
8. Proiect. This Contract implements in whole or in part the following described Project,
the application and approval documents of which are incorporated herein by reference:
Current Contra Costa County 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.
0%Legal Authority. This Contract is entered
on -
9. der and subject to the following
legal authorities: Welfare and InstitutioDivision 5, Part 2, § 5600 et seq.
(The Bronzan-McCorquodale Act) ; Califor Regulations, Title 9, Subchapter 3,
§ 523 et seq. (Community Mental Hea ervices) , and Title 22; and California
Government Code § 26227.
10. Signatures. These signatures attest the parties' agreement hereto:
COUNTY OF CONTRA COSTA, CALIFORNIA
ATTEST: Phil Batchelor, Clerk of the Board
BOARD OF SUPERVISORS of Supervisors and County Administrator
By By
ChalEm /Designee Deputy
CONTRACTOR
By By
(Designate business capacity A) (Designate business capacity B)
Note to Contractor: For corporations (profit and 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 S 313). All signatures must be acknovledged as set forth on page two.
Contra Costa County Standard Form(Rev. 1/95)
APPROVALS/ACKNOWLEDGMENT
Number 24-353-17
APPROVALS
RECOMMENDED BY DEPARTMENT FORM APPROVED
COUNTY GO NSE
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 Cotpowim, Par mmWp,m WWW-1)
(Civil Cale 11189)
Contra Costa County PAYMENT PROVISIONS
(Cost Basis Contracts) Number 24-353-17
1. Payment Basis. Subject to the Payment Limit, payments to the
Contractor for all services provided for County under this Contract
shall only be for costs that are allowable costs that are actually
incurred in the performance of Contractor's obligations under this
Contract.
2 . Payment Amounts. Subject to later adjustments in total payments as
provided below and subject to the Payment Limit of this Contract,
County will pay Contractor as full compensation for all services,
work, expenses or costs provided or incurred by Contractor:
[Check one alternative only]
[ ] a. $ monthly;
[ ] b. $ per unit, as defined in the Service Plan;
[ ]
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; or
[X] d. (1) A one-time-only payment of $1,300 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 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
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Contra Costa County PAYMENT PROVISIONS
(Cost Basis Contracts) Number 24-353-17
Register by OMB is to be used for determining
allowable costs of activities conducted by state and
local governmental agencies.
[ ] OMB Circular A-122, including any amendments to the
Circular published in the Federal Register by OMB is
to be used for determining allowable costs of
activities conducted by nonprofit organizations (other
than government agencies, educational institutions,
and hospitals) .
[ ] 41 CFR Subpart 1-15. 2 shall be used for profit
organizations other than hospitals.
[ ] OMB Circular No. A-21, including any amendments to the
Circular published in the Federal Register by OMB
shall be the principles to be used for determining
allowable costs by educational institutions (other
than for-profit institutions) .
[ ] Appendix E Subpart Q § 74 . 173 shall be used for
determining costs of research, development work, and
other activities for determining allowable costs.
[X] b. Such State regulations and documents as are set forth in
this Contract regarding accounting guidelines, including
standards for determining allowable or non-allowable costs.
[ ] c. Part IV Department of Labor, Employment and Training
administration, 20 CFR Part 674, § 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.
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)
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Contra Costa County PAYMENT PROVISIONS
(Cost Basis Contracts) Number 24-353-17
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 Revort and Settlement. No later than sixty (60) 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
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Contra Costa County PAYMENT PROVISIONS
(Cost Basis Contracts) Number 24-353-17
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
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 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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BUDGET OF ESTIMATED PROGRAM EXPENDITURES
Number 24-353-17
A. GROSS OPERATIONAL BUDGET FISCAL YEAR 1995-96
1. COST REIMBURSEMENT CATEGORIES
a. PERSONNEL SALARIES & BENEFITS
(1) Direct Service Staff Salaries $16, 350
(2) Administrative Staff Salaries* 3 , 161
(3) Unemployment Insurance -0-
(4) FICA -0-
(5) Pension -0-
(6) Health Insurance -0-
(7) Workers Compensation Insurance -0-
(8) SUBTOTAL AMOUNT $19,511
b. OPERATIONAL COSTS (Direct Costs)
(1) Space (Rent/Lease/Utilities) $ -0-
(2) Meeting and Household Expenses -0-
(3) Phone 225
(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 $ 1,389
C. INDIRECT COSTS (SUBTOTAL AMOUNT) -0-
2 . TOTAL GROSS ALLOWABLE PROGRAM COST $20,900
B. LESS PROJECTED NON-COUNTY PROGRAM REVENUES
(To be collected and provided by Contractor)
1. Client Fees and Insurance -0-
2 . Grants and Subventions -0-
3 . Donations -0-
4 . TOTAL PROJECTED NON-COUNTY PROGRAMS REVENUES ($ -0-1
C. NET ALLOWABLE FISCAL YEAR COST $201900
(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
responsibilities are to have their salaries split in proportion to the estimated time
spent on direct service and on administrative activities.
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BUDGET OF ESTIMATED PROGRAM EXPENDITURES
Number 24-353-17
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 1st 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. 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 Total 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 24-353-17
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
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Service Plan
Number 24-353-17
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.
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 300 to 350 units of service 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 the 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 the fiscal year ending
June 30th under this Contract.
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SPECIAL CONDITIONS
Number 24-353-17
1. Novation. The parties having entered into a prior Contract #24-353-15
(as amended by Contract Amendment Agreements #24-353-16) for the period
from July 1, 1993 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
#24-353-17 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 #24-353-17.
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, 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
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SPECIAL CONDITIONS
Number 24-353-17
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 $10,450 (the six-month
Payment Limit) and County' s total payments to Contractor for said
six-month extension shall not exceed this six-month Payment Limit,
subject, nevertheless, to the aforesaid novation or renewal
contract.
b. County shall pay Contractor a one-time-only payment of $1,300
payable upon demand on or after July 1, 1996, 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) .
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
Initials:
2 Contractor County Dept.
SPECIAL CONDITIONS
Number 24-353-17
Management Circular FMC 74-7 (Attachment N) , a Federal General Services
Administration publication dated September 13 , 1974 ; references
contained therein to the federal government, federal agencies or
"grantor" shall be construed to mean "County" and references to
"grantee" shall be construed to mean "Contractor. " Upon termination of
this Contract, or as otherwise may be prescribed by County, Contractor
shall account for and transfer to County all remaining expendable and
nonexpendable property (including supplies and equipment) loaned by
County for use by Contractor or acquired with Contract funds (excluding
items which are not fully depreciated or which are purchased with
outside non-County revenues) in accordance with Federal or State
regulations and/or guidelines prescribed by County, and County shall
retain full ownership of all such property.
5. Protection of Property and Equipment. Throughout the term of this
Contract, and any modification or extension thereof, Contractor shall:
a. Cooperate with County in tagging and appropriately identifying all
program property and equipment loaned by County for use by
Contractor or acquired with Contract funds.
b. Establish a property management control system to ensure adequate
safeguards to prevent loss, theft, or damage to property, and
maintain all equipment in good working repair at all times.
C. Investigate, fully document, and immediately report to appropriate
police agencies and/or County any loss, theft, or damage to
property and equipment. Contractor 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.
Initials:
3 Contractor County Dept.
SPECIAL CONDITIONS
Number 24-353-17
7 . Payment Adjustments 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.
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:
4 Contractor County Dept.
Contra Costa County Standard Form 1/87
GENERAL CONDITIONS
(Purchase of Services)
1. Compliance with Law. Contractor shall be subject to and comply with all Federal, State and local
laws and regulations applicable with respect to its performance under this Contract, including but not
limited to, licensing, employment and purchasing practices; and wages, hours and conditions of
employment, including nondiscrimination.
2. Inspection. Contractor's performance, place of business and records pertaining to this Contract
are subject to monitoring, inspection, review and audit by authorized representatives of the County, the
State of California, and the United States Government.
3. Records. Contractor shall keep and make available for inspection and copying by authorized
representatives of the County, the State of California, and the United States Government, the
Contractor's regular business records and such additional records pertaining to this Contract as may be
required by the County.
a. Retention of Records. The Contractor shall retain all documents pertaining to this Contract
for five years from the date of submission of Contractor's final payment demand or final Cost Report;
for any further period that is required by law; and until all Federal/State audits are complete and
exceptions resolved for this contract's funding period. Upon request, Contractor shall make these records
available to authorized representatives of the County, the State of California, and the United States
Government.
b. Access to Books and Records of Contractor. Subcontractor. Pursuant to Section 1861(v)(1)
of the Social Security Act, and any regulations promulgated thereunder, Contractor shall, upon written
request and until the expiration of four years after the furnishing of services pursuant to this Contract,
make available to the Secretary of Health and Human Services or to the Comptroller General, or any of
their duly authorized representatives, this Contract and books, documents, and records of Contractor
that are necessary to certify the nature and extent of all costs and charges hereunder.
Further, if Contractor carries out any of the duties of this Contract through a subcontract with a value
or cost of $10,000 or more over a twelve-month period, such subcontract shall contain a clause to the
effect that upon written request and until the expiration of four years after the furnishing of services
pursuant to such subcontract, the subcontractor shall make available, to the County, to the Secretary or
to the Comptroller General, or any of their duly authorized representatives, the subcontract and books,
documents, and records of the subcontractor that are necessary to verify the nature and extent of 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 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