HomeMy WebLinkAboutMINUTES - 12191995 - C82 TO: BOARD OF SUPERVISORS '
COn ra
FROM: Mark Finucane, Health Services Director
Costa
DATE. December 7, 1995 County
SUBJECT:
Approval of Novation Contract #24-533-8 with Bi-Rett Corporation
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
#24-533-8 with Bi-Bett Corporation, for the period from July 1, 1995
through June 30, 1996, with a payment limit of $75, 400, for alcohol
recovery services to CONREP clients. This document includes a six-
month automatic contract extension through December 31, 1996, in the
amount of $37, 700.
II. FINANCIAL IMPACT:
This Novation Contract is funded 100% by Standard Agreement #95-75005
with the State Department of Mental Health (County Contract #29-441-
15) , which finances the County's Conditional Release Program (CONREP)
for mentally disordered offenders.
III. REASONS FOR RECOMMENDATIONS/BACKGROUND:
On December 13 , 1994, the Board of Supervisors approved Contract #24-
533-7 with Bi-Bett Corporation to provide alcohol program services to
CONREP clients during Fiscal Year 1994-95.
Novation Contract #24-533-8 replaces the six-month automatic extension
under the prior contract and continues services to CONREP clients
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 19 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
OF SUPERVISORS ON THE DATE SHOWN.
Contact: Lorna Bastian (313-6411)
CC: Health Services (Contracts) ATTESTED S2 P
Risk Management Phil Batchelor,Clerk Cf the goard of
Auditor-Controller Supervisors and CGunty Administrator _
Contractor
M382/7-e8 BY DEPUTY
Contra Costa County STANDARD_CONTRACT Number 24-533-8
Standard Form 1/87 (Purchase of Services) Fund/Org # 5967
NOVATION Account # 2320
1. Contract Identification.
Department: Health Services - Mental Health Division
Subject: Alcohol Program Services (Recovery Home/Social Rehabilitation Programs -
Diablo Valley Ranch, Frederic Ozanam Center and Gregory Center) for the
Conditional Release Program
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: BI-BETT CORPORATION
Capacity: Non-profit California corporationpayer ID #Not applicable
Address: 1040 Oak Grove Road, Suite 105, Concord, 4� 94520
Mailing Address: P. 0. Box 5487, Concord, California 9452 4
3. Term. The effective date of this Contract is July 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 $75,400.
5. County's Obligations. County shall make to the Contractor those payments described in
the Payment Provisions attached hereto which are incorporated herein by reference,
subject to all the terms and conditions contained or incorporated herein.
6. Contractor's Obligations. Contractor shall provide those services and carry out that
work described in the Service Plan attached hereto which is incorporated herein by
reference, subject to all the terms and conditions contained or incorporated herein.
7. General and Special Conditions. This Contract is subject to the General Conditions and
Special Conditions (if any) attached hereto, which are incorporated herein by
reference.
8. Proiect. This Contract implements in whole or in part the following described Project,
the application and approval documents of which are incorporated herein by reference:
Contract #95-75005 (County #29-441-15) , and any amendments or revisions thereto,
between the State Department of Mental Health and Contra Costa County for the provision
of mental health services to clients under the State's Conditional Release Program
(CONREP) , a copy of whic is on file in the offices of County's Mental Health Division.
9. Legal Authority. Thi t entered into under and subject to the following
legal authorities: Welfare s�tutions Code, Division 5, Part 2 (§ 5600 et seq. )
The Bronzan McCor uodale Act) ; California Code of Regulations, Title 9, Subchapter 3,
( q g
(§ 523 et seq. ) (Community Mental Health Services) and Title 22; and 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)
Note to Contractor: For corporations (profit or nonprofit), the contract must be signed by two officers. Signature A must be
that of the president or vice-president and Signature B must be that of the secretary or assistant secretary (Civil Code 1 1190
and Corporations Code 6 313). All signatures must be acknowledged as set forth on page two.
4
Contra Costa County Standard Form(Rev. 1/95)
APPROVALS/ACKNOWLEDGMENT
Number 24-533-8
APPROVALS
RECOMMENDED BY DEPARTMENT FORM APPROVED
COUNTY !`l1UNSET
By By
Designee -Depot
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 ft Corporation, Partnership,o WividuW)
(Civil Cede§1189)
Contra' Costa County PAYMENT PROVISIONS Standard Form 6/90
(Fee Basis Contracts)
Number 24-533-8
1. Payment Amounts. Subject to the Payment Limit of this Contract and
subject to the following Payment Provisions, County will pay
Contractor the following fee as full compensation for all services,
work, expenses or costs provided or incurred by Contractor:
[Check one alternative only. ]
[ ] a. $ monthly;
[ ] b. $ per unit, as defined in the Service Plan;
[ ] c. $ after completion of all obligations and conditions
herein; or
[X] d. $ 37.70 for each Recovery Home Day unit of service as
defined in the Service Plan, not to exceed a total
of 2, 000 units of service.
2 . Payment Demands. Contractor shall submit written demands. Said
demands shall be made on County Demand Form D-15 and in the manner
and form prescribed by County. Contractor shall submit said
demands for payment no later than 30 days from the end of the month
in which the contract services upon which such demand is based were
actually rendered. Upon approval of said payment demands by the
head of the County Department for which this Contract is made, or
his designee, County will make payments as specified in Paragraph
1. (Payment Amounts) above.
3 . Penalty for Late Submission. When Contractor fails to submit to
County a timely demand for payment as specified in Paragraph 2 .
(Payment Demands) above, and as a result of Contractor's late
submission the County is unable to obtain reimbursement from the
State of California or otherwise; to the extent the County's
recovery of funding is prejudiced, County shall not pay Contractor
for such services, even though such services were fully provided.
4. Right to Withhold. County has the right to withhold payment to the
Contractor when, in the opinion of the County expressed in writing
to the Contractor, (a) the Contractor's performance, in whole or in
part, either has not been carried out or is insufficiently
documented, (b) the Contractor has neglected, failed or refused to
furnish information or to cooperate with any inspection, review or
audit of its program, work or records, or (c) Contractor has failed
to sufficiently itemize or document its demand(s) for payment.
5. Audit Exceptions. Contractor agrees to accept responsibility for
receiving, replying to, and/or complying with any audit exceptions
by appropriate County, State or Federal audit agencies occurring as
a result of its performance of this Contract. Contractor also
agrees to pay to the County within 30 days of demand by County the
Initials:
Contractor County Dept.
1
Contra Costa County PAYMENT PROVISIONS Standard Form 6/90
(Fee Basis Contracts)
Number 24-533-8
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.
6. Required Audit. If Contractor is funded by $25, 000 or more in
federal grant funds in any fiscal year from any source, Contractor
shall provide to County at Contractor's expense an audit conforming
to the requirements set forth in the most current version of Office
of Management and Budget Circular A-133 . If Contractor is funded
by $25, 000 to $100, 000 in federal grant funds in any fiscal year
from any source, Contractor shall arrange for conduct of the
federally-required audit biennially and shall submit the audit to
County in the time, form, - and manner required by the most current
version of Office of Management and Budget Circular A-133 and by
County. If Contractor is funded by $100, 000 or more in federal
grant funds in any fiscal year from any source, Contractor shall
arrange for the 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.
Initials:
Contractor County Dept.
2
SERVICE PLAN
Number 24-533-8
1. Scope of Services. Contractor shall provide a Recovery
Home/Social Rehabilitation program for Conditional Release Program
(CONREP) clients. Subject to the restrictions and requirements of
Contractor's State license(s) , Contractor shall admit to its
Recovery Home Program, on a first-come, first-served basis, persons
who have substance abuse as a primary problem, who are ambulatory
and can take care of their own personal needs, who have no serious
medical or psychiatric problems, and who are willing to abide by
Contractor's facility rules. Contractor shall make its Admission
Policy, which is incorporated herein by reference, available to the
public for inspection.
2 . Charges for Services. Contractor shall not charge any fee to, or .
claim reimbursement from, any clients or third party payors for the.
services provided hereunder, unless directed to do so by County's
Mental Health Director or his/her designee at the time the client
is referred for services. When directed to do so, charges shall
approximate estimated actual cost and shall be commensurate to the
income or aid received by the CONREP client during that month.
3 . Service Specifications. During the term of this Contract,
Contractor shall provide substance abuse program services, as
follows:
a. Recovery Home Program/Social Rehabilitation Project.
Contractor shall operate Recovery Home Programs at its State-
certified residential facilities, as follows:
(1) Diablo Valley Ranch Recovery Home Program shall be
designed for male clients of the CONREP Program between
the ages of 18 and 65, whose primary problem is
alcoholism and shall include the following facilities:
(a) Diablo Valley Ranch, 11540 Marsh Creek Road,
Clayton, California
(b) Serenity House, 11440 Marsh Creek Road, Clayton,
California
(c) Oak Knoll House, 11460 Marsh Creek Road, Clayton,
California
(d) Ranch Annex, 106-108 Gregory Lane, Pleasant Hill,
California
(2) Frederic ozanam Center Recovery Home Program shall be
designed for female CONREP clients between the ages of 18
and 65 whose primary problem is alcoholism and shall
include facilities at the following locations:
(a) 2931 Prospect Avenue, Concord, California
(b) 2950 Prospect Avenue, Concord, California
Initials:
Contractor County Dept.
1
SERVICE PLAN
Number 24-533-8
(c) 1390 Santa Clara Street, Concord, California
(d) 1380 Santa Clara Street, Concord, California
(e) 2980 Crawford Street, Concord, California
(3) Gregory Center Recovery Home Program shall be designed
for male clients of the CONREP Program between the ages
of 18 and 65, whose primary problem is alcohol and/or
other drug abuse, and shall be located at: 1311 Aberdeen
Court, Concord, California 94520.
b. Program Operation. Contractor shall provide the following
Recovery Home Program services for participants:
(1) Room and Board;
(2) Recreational opportunities;
(3) Individual recovery planning;
(4) Education regarding alcoholism .and recovery;
(5) Contact, as appropriate, with other residents;
(6) Group and/or community meetings; and
(7) Help in developing social skills within the residential
setting and larger community.
C. Special Provision. Contractor shall establish two (2) patient
beds at its Diablo Valley Ranch facility specifically
identified for CONREP patients. If fewer than two (2) CONREP
clients are being served at any given point in time,
Contractor is free to utilize this/these bed(s) for other
patients; however, when a new CONREP referral is received,
Contractor shall take immediate steps to make the CONREP
bed(s) available for said new referral.
4. Mandated Reporting Requirements. Contractor shall comply with
. requirements and procedures established by State, County, and
Federal governments for reporting of child abuse, dependent adult,
elder abuse and sexual abuse. In addition, Contractor shall
develop and maintain policies and procedures to assure compliance
with the above referenced reporting requirements and shall provide
County with evidence that all of Contractor's staff are trained
with regard to these policies and procedures.
5. Service Unit Definition. A unit of service, for payment purposes,
shall be defined as the provision of recovery home services as
described above for one eligible CONREP client in one residential
day; i.e. , any portion of a single 24-hour day ending at 12 :00
midnight during which a client receives services within a
residential setting provided by Contractor under its Recovery Home
Program.
Initials:
Contractor County Dept.
2
SERVICE PLAN
Number 24-533-8
6. Program Objectives and Performance Evaluation. Contractor shall
provide the above 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
Department's Mental Health Division 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.
7. Performance Reports. Contractor shall prepare and submit to County
such periodic performance progress reports as may be required by
County' s Health Services Department Director or his designee. No
later than August 1, 1996, or 60 days following the termination of
this Contract, whichever comes first, Contractor shall prepare and
submit to County an Annual Contract Performance Report, in the form
and manner prescribed by County's Department Director, or his
designee.
8 . Clearances for Physicians and clinical Psychologists. Prior to
hiring as an employee (or otherwise procuring the services of or
contracting with) any physician or licensed psychologist to provide
services under this Contract, Contractor shall make a formal
inquiry to the California State Board of Medical Quality Assurance
(BMQA) pursuant to § 805. 5 of the California Business and
Professions Code in order to determine whether or not that person
has been denied staff privileges, has been removed from a medical
staff, or has had his or her staff privileges or license
restricted, suspended, or revoked, as provided by § 805 of the
Business and Professions Code.
Contractor shall make such inquiry regarding any physician or
licensed psychologist who is currently employed by or under
contract with Contractor, if Contractor has not yet made such
inquiry. Should Contractor obtain an adverse report from BMQA
regarding any physician or psychologist and should Contractor still
desire to employ or contract with such person to provide services
under this Contract, Contractor shall so notify County' s Mental
Health Director in writing within 15 working days subsequent to
obtaining an adverse report on such a person and at least 15
working days prior to allowing such a person who is newly employed
or retained to start work.
Initials:
Contractor County Dept.
3
SPECIAL CONDITIONS
Number: 24-533-8
1. Novation. The parties having entered into a prior Contract # 24-533-7 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 #24-533-8 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 #24-533-8.
2. Cost Report. No later than August 31, 1996 or sixty (60) days following the
termination of this Contract, whichever comes first, 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. The cost report is required
for information only and shall not be used by County to adjust payments made to
Contractor during the term of this Contract.
In accordance with Payment Provisions Paragraph 4. (Right to Withhold) , County may
withhold up to 100% of any Contract payment which is due and payable to Contractor
during the month of September 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 required cost report. 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 $37,700 (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 in accordance with the Payment Provisions set forth
in Payment Provisions Paragraph 1. (Payment Amounts) , subparagraph d. , subject
to the six-month Payment Limit specified above.
Initials:
Contractor County Dept.
1
SPECIAL CONDITIONS
Number: 24-533-8
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 shall be prorated for the six-month period.
d. In addition to the cost report specified above in Paragraph 2. of these Special
Conditions, Contractor shall also submit to County, not later than 60 days
following termination of this Contract as extended, an extension period cost
report covering the period of this six-month extension. The cost report is
required for information only and shall not be used by County to adjust payments
made to Contractor during the term of this Contract.
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. 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.
5. 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) .
6. 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.
2
Contra Costa County Standard Form 1187
GENERAL CONDITIONS
(Purchase of Services)
1. Compliance with Law. Contractor shall be subject to and comply with all Federal, State and local
laws and regulations applicable with respect to its performance under this Contract, including but not
limited to, licensing, employment and purchasing practices; and wages, hours and conditions of
employment, including nondiscrimination.
2. Inspection. Contractor's performance, place of business and records pertaining to this Contract
are subject to monitoring, inspection, review and audit by authorized representatives of the County, the
State of California, and the United States Government.
3. Records. Contractor shall keep and make available for inspection and copying by authorized
representatives of the County, the State of California, and the United States Government, the
Contractor's regular business records and such additional records pertaining to this Contract as may be
required by the County.
a. Retention of Records. The Contractor shall retain all documents pertaining to this Contract
for five years from the date of submission of Contractor's final payment demand or final Cost Report;
for any further period that is required by law; and until all Federal/State audits are complete and
exceptions resolved for this contract's funding period. Upon request, Contractor shall make these records
available to authorized representatives of the County, the State of California, and the United States
Government.
b. Access to Books and Records of Contractor, Subcontractor. Pursuant to Section 1861(v)(1)
of the Social Security Act, and any regulations promulgated thereunder, Contractor shall, upon written
request and until the expiration of four years after the furnishing of services pursuant to this Contract,
make available to the Secretary of Health and Human Services or to the Comptroller General, or any of
their duly authorized representatives, this Contract and books, documents, and records of Contractor
that are necessary to certify the nature and extent of all costs and charges hereunder.
Further, if Contractor carries out any of the duties of this Contract through a subcontract with a value
or cost of $10,000 or more over a twelve-month period, such subcontract shall contain a clause to the
effect that upon written request and until the expiration of four years after the furnishing of services
pursuant to such subcontract, the subcontractor shall make available, to the County, to the Secretary or
to the Comptroller General, or any of their duly authorized representatives, the subcontract and books,
documents, and records of the subcontractor that are necessary to verify the nature and extent of all costs
and charges thereunder.
This special condition is in addition to any and all other terms regarding the maintenance or retention
of records under this Contract and is binding on the heirs, successors, assigns and representatives of
Contractor.
4. Reporting Requirements. Pursuant to Government Code Section 7550, Contractor shall include
in all documents or written reports completed and submitted to County in accordance with this Contract,
a separate section listing the numbers and dollar amounts of all contracts and subcontracts relating to
the preparation of each such document or written report. This section shall apply only if the payment
limit under this Contract exceeds $5,000.
1
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.
2
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 Reaulations and Laws. Should Federal or State regulations
or laws touching upon the subject of this Contract be adopted or revised during the term hereof, this
Contract shall be deemed amended to assure conformance with such Federal or State requirements.
12. No Waiver by County. Subject to Paragraph 9. (Disputes) of these General Conditions,inspections
or approvals, or statements by any officer, agent or employee of the County indicating the Contractor's
performance or any part thereof complies with the requirements of this Contract, or acceptance of the
whole or any part of said performance, or payments therefor, or any combination of these acts, shall not
relieve the Contractor's obligation to fulfill this Contract as prescribed; nor shall the County be thereby
estopped from bringing any action for damages or enforcement arising from any failure to comply with
any of the terms and conditions of this Contract.
13. Subcontract and Assignment. This Contract binds the heirs, successors, assigns and
representatives of Contractor. The Contractor shall not enter into subcontracts for any work
contemplated under this Contract and shall not assign this Contract or monies due or to become due,
without the prior written consent of the County Administrator or his designee, subject to any required
State or Federal approval.
14. Independent Contractor Status. This Contract is by and between two independent contractors and
is not intended to and shall not be construed to create the relationship between the parties of agent,
servant, employee, partnership, joint venture or association.
15. Conflicts of Interest. Contractor, its officers, partners, associates, agents, and employees, shall
not make, participate in making, or in any way attempt to use the position afforded them by this
Contract to influence any governmental decision in which he or she knows or has reason to know that
he or she has a financial interest under California Government Code Sections 87100, et seq., or
otherwise.
16. Confidentiality. Contractor agrees to comply and to require its officers, partners, associates,
agents and employees to comply with all applicable State or Federal statutes or regulations respecting
confidentiality, including but not limited to, the identity of persons served under this Contract, their
records, or services provided them, and assures that:
a. All applications and records concerning any individual made or kept by Contractor or any
public officer or agency in connection with the administration of or relating to services provided under
this Contract will be confidential, and will not be open to examination for any purpose not directly
connected with the administration of such service.
3
Contra Costa County Standard Form 1/87
GENERAL 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. Inmirance. 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$ 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' 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(les) 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 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.
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