HomeMy WebLinkAboutMINUTES - 06062006 - C.41 TO; Board of Supervisors Contra
Costa
FROM: Linda Dippel, Director = _
County
DATE: May 23, 2006 °� 'f
SUBJECT: Print N Mail Contract 1
SPECIFIC REQUEST(S)OR RECOMMENDATIONS&BACKGROUND AND JUSTIFICATION
RECOMMENDATIONS:
APPROVE and AUTHORIZE the Child Support Services Director, or designee, to execute a contract with Print
N Mail, Inc. in the amount of $140,000 to provide specialized mailing services for the period July 1, 2006
through June 30, 2007.
FINANCIAL IMPACT:
None. The cost of this contract is budgeted within the State's allocation to Child Support Services. There will
be no impact on the General Fund.
REASONS FOR RECOMMENDATIONS/BACKGROUND:
The Department of Child Support Services is empowered to enter into contracts with private organizations, as
necessary, to carry out the responsibilities imposed by the State plan for securing support for children and
families.
The Department wishes to continue to contract with Print and Mail Inc. to provide automated mailing services
as well as website and report services at a level not available through the County General Services Print and
Mail Division without considerable additional programming expense. We anticipate that the State DCSS will
take over these mailing functions in the summer of 2007 making short-term expensive upgrades to our internal
systems not cost-effective.
CONSEQUENCES OF NEGATIVE ACTION:
Failure to approve this request would restrict the Department of Child Support Services' ability to collect child
support for the children of Contra Costa County.
CONTINUED ON ATTACHMENT: YES SIGNATURE:
✓ RECOMMENDATION OF COUNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE
[/APPROVE OTHER
SIGNATURE(S): —
ACTION OF BO N APPROVED AS RECOMMENDED 1 OTHER_
VOTE OF SUPERVISORS
I HEREBY CERTIFY THAT THIS IS A TRUE
UNANIMOUS(ABSENT ) AND CORRECT COPY OF AN ACTION TAKEN
AYES: NOES: AND ENTERED ON THE MINUTES OF THE BOARD
ABSENT: _ABSTAIN: OF SUPERVISORSS `lE DATE SHOWN.
ATTESTED 6
Contact: Linda Dippel,Director,DCSS(3-4455) JOHN CULLEN,CLE 'OF THE BOARD OF
cc: Auditor-Controller SUPERVISORS AND COUNTY ADMINISTRATOR
DOSS, ttn:David Kincaid
CAO-Justice,Attn:Jennifer Deadman
BY �` DEPUTY
Contra Costa County STANDARD CONTRACT Number 47893
Standard Form L-1 (Purchase of Services - Long Form) Fund/Org# 1780
Revised 2002 Account #
2310
Other #
1. Contract Identification.
Department: Child Support Services
Subject: Specialized Mailing 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: Print N Mail, Inc. (dba PNMit)
Capacity: Specialized Mailing Services
Address: 3108 Jenny Lind Road, Fort Smith, AR 72901
3. Term. The effective date of this Contract is iuly 1, 2006. It terminates on Lune 30, 2007 unless sooner
terminated as provided herein.
4. Payment Limit. County's total payments to Contractor under this Contract shall not exceed
$ 140,000.00.
5. County's Obligations. County shall make to the Contractor those payments described in the Payment
Provisions attached hereto which are incorporated herein by reference,subject to all the terms and conditions
contained or incorporated herein.
6. Contractor's Obligations. Contractor shall provide those services and carry out that work described in the .
Service Plan attached hereto which is incorporated herein by reference,subject to all the terms and conditions
contained or incorporated herein.
7. General and Special Conditions. This Contract is subject to the General Conditions and Special Conditions
(if any) attached hereto, which are incorporated herein by reference.
8. Project. This Contract implements in whole or in part the following described Project, the application and
approval documents of which are incorporated herein by reference:
N/A
L-1 (Page 1 of 2)
Contra Costa County STANDARD CONTRACT Number 47893
Standard Form L-1 (Purchase of Services - Long Form)
Revised 2002
9. Leal Authority. This Contract is entered into under and subject to the following legal authorities:
Government Code Sections 26227 and 31000.
10. Signatures. These signatures attest the parties' agreement hereto:
COUNTY OF CONTRA COSTA, CALIFORNIA
BOARD OSUPERVISORS A T: Clerk of the Board of Supervisors
By By
Chairman/Designee De
CONTRACTOR
Name of business entity Name of business entity
By
(Signature of individual or officer) By
(Signature of individual or officer)
(Print name and title A, if applicable)
(Print name and title B, if applicable)
Note to Contractor: For Corporations (profit or nonprofit), the contract must be signed by two officers. Signature A must be that of the
president or vice-president and Signature B must be that of the secretary or assistant secretary(Civil Code Section 1190 and Corporations
Code Section 313). All signatures must be acknowledged as set forth on Form L-2.
L-1 (Page 2 of 2)
Contra Costa County APPROVALS/ACKNOWLEDGMENT Number 47893
Standard Form L-2 (Purchase of Services - Long Form)
Revised 2002
APPROVALS
RECOMMENDED BY DEPARTMENT FORM APPROVED
COUNTY COUNSEL
By: By:
Designee DepCty
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
ACKKOWUDG\ ENT(by Corporation,Partnership,or Individual)
(civil Code§l l89)
L-2 ( Page 1 of 1)
Contra.Costa County PAYMENT PROVISIONS Number 47893
Standard Form P-1 (Fee Basis Contracts - Long and Short Form)
Revised 2002
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.]
Fla. $ mo nthly, or
❑ b. $ per unit, as defined in the Service Plan, o r
❑ c. $ after co mpletion of all obligations and conditions herein.
® d. Other: $0.48 per unit, as defined in attached Exhibit B of Service Plan.
2. Payment Demands. Contractor shall submit written demands for payment on County Demand Form D-15 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 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. If County is unable to obtain reimbursement from the State of California as a result
of Contractor's failure to submit to County a timely demand for payment as specified in Paragraph 2. (Payment
Demands) above, County shall not pay Contractor for such services to the extent County's recovery of funding is
prejudiced by the delay even though such services were fully provided.
4. Right to Withhold. County has the right to withhold payment to Contractor when, in the opinion of County
expressed in writing to Contractor, (a) Contractor's performance, in whole or in part,either has not been carried
out or is insufficiently documented, (b) 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 resulting from its performance of this
Contract. Within 30 days of demand, Contractor shall pay County the full amount of County's obligation,if any,
to the state and/or federal government resulting from any audit exceptions, to the extent such are attributable to
Contractor's failure to perform properly any of its obligations under this Contract.
Initials:
Contractor County Dept.
Form P-1 (Page 1 of 1)
Contract No. 47893
SERVICE PLAN
Contractor agrees to provide services and abide by the terms and provisions as described in the
attachments: Exhibit A, Scope of Service; Exhibit B, Special Services for Outside Vending for
Mailing; and Exhibit C, e-Pay Provisions to the Special Services for Outside Vending for
Mailing.
Contractor County
Contract No. 47893
SPECIAL CONDITIONS
Paragraph 2 "Payment Demands"of the Payment Provisions is deleted in its entirety. Contractor
will submit monthly invoices to the Department for work performed based upon the Contractor
rates outlined in attached Service Plan, Exhibit B. Contractor shall submit said invoices no later
than 30 days from the end of the month in which the contract services were rendered. Payment
shall be made to the Contractor by the County in the manner and form prescribed by the County.
Contractor County
Contract No. 47893
EXHIBIT A
PrintNMail, Inc.
Dba PNMit.
Scope of Service
Step 1 Receive your file via the Internet. The file is zipped with a password. This
provides the encryption necessary for security and confidentiality. The file is then
attached to an email and sent to us. We also provide an FTP capability via our
website.
Step 2 PNMit is alerted by the arrival of the file and begins the job of processing the file.
We send an email back to you indicating successful receipt of your information.
Step 3 Job includes:
• CASSing the file (coding accuracy support system).
• Add the correct zip code including the+4+2 coding.
• Add the bar coding needed for USPS scanning.
• Reformat the data received to the approved format or form layout
• Laser print the result of the job.
• Fold, insert and seal the mailpiece.
• Deliver the finished mail trays to the USPS
• We provide a web site for retrieval of the following items:
• A coding accuracy report that is input to you for correcting addresses that did not
code properly according to the USPS.
• Postage report that discloses to you the exact number of pieces and what the
postage distribution was for the mailing.
• The postage used report is also a delivery verification to the USPS.
• Reports are stored on a month-to-month basis for your review or to print.
The above process is done on each file. We do not co-mingle your mail until it reaches the tray
for delivery. This means that we can provide information to you individually.
We do not charge for setup. We will make changes to your form or layout as is necessary
without a charge.
Contract No. 47893
EXHIBIT A- PAGE 2
Every mailing we do is guaranteed to be 100% automation compliant. Often this is confused
with pre-sort first class. Automation compliance means that your mailpiece meets a strict
specification outlined by the USPS. The result of automation compliance is your mail arrives to
its destination in many cases within 48 hours of when it gets to the USPS.
It is our goal to have every job to the USPS within 24-48 hours from receipt of the file. The
lower cost and overall speed of this process makes your mail delivery painless. You are able to
do more with less because we remove the burden of handling the output and preparing the mail.
You also don't have an inventory of paper and envelopes to manage.
Contractor �ountyy
Contract No. 47893
EXHIBIT B
Special Services for Outside Vending for Mailing
► Services: Pursuant to the Contract, Contractor shall provide to County services with
respect to producing, folding, stuffing, and mailing Department of Child Support
Services's (DCSS)monthly Barnes Notices,Billing Statements or other forms as
requested. Mailing shall be done twice monthly or as specified by DCSS.
Contractor agrees to receive a diskette of certain names and addresses plus certain other
information, either on diskette or in written form, to be specified by DCSS. This
information will arrive by delivery service determined by DCSS. The information
possessed by DCSS may also, at the discretion of DCSS, be sent as data files via modem
or the Internet to Contractor. These services shall commence at a date to be determined
by the County and Contractor upon the acceptance and approval of the contract.
► Compensation: County shall pay to the Contractor as compensation in full for all services
performed by Contractor pursuant to this Contract as follows:
Piece Rate:
Letters or Statements up to one ounce: $0.48
Letters or Statements over one ounce: $0.63
Postcards: $0.28
Inserts: $0.02
Full-page Inserts $0.04
Piece Rate Inludes:
Printing/Folding/Inserting/Delivery
#10 Envelope (out-going envelope)
#09 Envelope (response envelope)
Postage First Class, Automation Compliant, CASS Certified
Other:
Foreign Postage: Reimburse as needed
Special Return Items: Shipping &Handling (at DCSS request only)
Terms: Due and payable within 30 days after receipt of invoice.
The total monthly fee may differ due to fluctuation of the DCSS caseload. Rate is subject
to adjustment only if the USPS declares a postage rate increase.
Contract No. 47893
EXHIBIT B - PAGE 2
► Confidential Information: Contractor acknowledges that it may gain access to confidential
data and information by reason of this Contract, and Contractor further acknowledges that
irreparable harm to DCSS can be occasioned by disclosure of that data and information.
Therefore, Contractor warrants that it shall treat all data, information sensitive forms,
records and documents as confidential and proprietary data. Contractor shall not use said
data, information or records except for DCSS purposes.
► Security Compliance: Contractor agrees that it and its personnel shall at all times comply
with all security standards, practices, and procedures which Contra Costa County
mandates. Contractor further agrees that it and its personnel shall at all times comply
with all Federal, State and local laws and regulations respecting confidentiality of records
and data which come into Contractor's possession, or to which Contractor gains access,
under this contract. Contractor shall take all necessary and appropriate measures to
assure that its personnel comply with the requirements of this section.
► Non-Assignment of Contract: Inasmuch as this Contract is intended to secure the
specialized services of Contractor, no interest herein may be assigned, transferred, or
delegated without the County's prior written consent and any such assignment, transfer,
or delegation without prior written approval shall, in County's discretion,be considered
null and void.
► Covenant: This Contract has been executed and delivered in the State of California, and
the validity, enforceability, and interpretation of any of the clauses of this Contract shall
be determined and governed by the laws of the State of California. All duties and
obligations of the parties created hereunder are performable in Contra Costa County and
that may be brought or arise in connection with this Contract.
► Withholding for Non-Resident Contractor: Pursuant to California Franchise Tax Board
Regulations, if Contractor is a non-resident independent Contractor it may be subject to
withholding of California State Income Tax at source if the total yearly payments made
under this Contract exceed $1,500.00. Said withholding is seven percent (7%) of the
gross amount in excess of$1,500.00.
► Warranty of Contractor: Contractor warrants that it, and each of its personnel, where
necessary, are properly certified and licensed under the laws and regulations of the State
of California to provide the special services agreed to.
► Records: Contractor shall keep complete and accurate records for the services performed
pursuant to this Contract and shall make such records available to County upon request.
Contractor agrees to assure the confidentiality of any records, which are required by law
to be so maintained.
Contract No. 47893
EXHIBIT B - PAGE 3
► Notice: Any notices required to be given pursuant to the terms and provisions herein shall
be in writing and shall be sent by First Class Mail to:
County: Contra Costa County
Department of Child Support Services
50 Douglas Drive, Suite 100
Martinez, CA 94553
Contractor: Print N Mail, Inc.
3108 Jenny Lind Road
Fort Smith, Arkansas 72901
Contractor q!,ty
Contract No. 47893
EXHIBIT C
1) PNMit agrees to provide to County an unlimited use of a component called"ePay." ePay
will provide the County and its customers with the internet capability to securely access
Child Support monthly statement information, to review and print that information,
and/or to make a child support payment.
The website provides several customer service benefits as well:
a) Customers can contact the County via email with a question regarding their
statement.
b) Customers can request the statement via email instead of via the Post Office
saving the County all costs associated with mailing the statement.
C) County and customers have the ability to review any previous month's statements.
d) County can accept a credit card or debit card payment at the front window or over
the phone.
e) County has available to them each customers email address as additional
information provided by the customers.
2) PNMit and County understand that the internet availability of the Child Support monthly
statement information will correspond in time to no later than the receipt of the Child
Support statement by the customer via the U. S. Postal System.
3) PNMit accepts full and complete responsibility, and all benefits and liabilities arising
thereunder, for all costs associated with the merchant account used to clear electronic
child support payments made by a County customer on ePay for their child support
account at the County.
4) PNMit accepts full and complete responsibility, and all benefits and liabilities arising
thereunder, for all maintenance costs associated with the website used for ePay. The
website is not a product or creation of the County and the County shall have no
responsibility for the website whatsoever.
5) PNMit accepts full and complete responsibility, and all benefits and liabilities arising
thereunder, for all costs associated with loading the monthly statement information
received by the County into the ePay database. PNMit shall have no responsibility for the
accuracy of the data received by the County.
Contract No. 47893
EXHIBIT C - PAGE 2
6) PNMit shall pay any child support payment monies received from a County customer by
ePay to the County by the next business day. Monies are considered received when the
nightly process scheduled to run finds a payment transaction in the database for the
County. A payment transaction cannot appear unless a successful electronic clearing of
the credit card or debit card occurs. Timing of the nightly process will be based on the
most productive hour determined by the transaction activity.
7) All child support data associated with payment transactions shall be kept available for
review by the County at any time via the internet. ePay shall handle all child support
transactions specified herein in accordance with generally accepted accounting principles.
8) PNMit warrants the data presented via the Internet to be precise, accurate and secure.
9) PNMit shall maintain the ePay website to insure that at all times, all County child support
data provided for use in the services agreed to herein shall remain strictly confidential.
PNMit agrees to comply, to the best of its ability,with any and all legal and state statutes
and regulations in the State of California to maintain that confidentiality, barring criminal
acts by others. In this regard, PNMit shall develop and institute a log-in process whereby
only a county customer with specific personal information can access his or her own child
support data.
Contractor n y
Contra Costa County GENERAL CONDITIONS
Standard Form L-5 (Purchase of Services - Long Form)
Revised 2002
1. Compliance with Law. Contractor shall be subject to and comply with all applicable federal, state and local laws and
regulations 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. 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 County, the Secretary of Health and
Human Services, or the Comptroller General, or any of their duly authorized representatives, this Contract and books,
documents,and records of Contractor 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 costof$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, the Secretary, the Comptroller General, or any of their duly authorized representatives, the
subcontract and books,documents,and records of the subcontractor 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 Countyin accordancewith 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.
5. Termination and Cancellation.
L-5 (Page 1 of 6)
a.. Written Notice. This Contract may be terminated by either party, in its 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. County, upon written notice to Contractor,may immediately terminate this Contract should
Contractor fail to perform properly any of its obligations hereunder. In the event of such termination,County may proceed
with the work in any reasonable manner it chooses. The cost to County of completing Contractor's performance shall be
deducted from any sum due Contractor under this Contract,without prejudice to County's rights to recover 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 termsand 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,maybe developed and
set forth in a written Informal Agreement between Contractor and County. 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. Informal Agreements may not enlarge in any manner the scope of this Contract,including any sums of money to be
paid Contractor as provided herein. Informal Agreements maybe approved and signed by the head of the county department for
which this Contract is made or its designee.
8. Modifications and Amendments.
a. General Amendments. This Contract may be modified or amended by a written document executed by 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 Contractor and the County Administrator(or designee),
subject to any required state or federal approval,provided that such administrative amendment may not materially change
the Payment Provisions or the Service Plan.
9. Disputes. Disagreements between Countyand Contractor concerning the meaning,requirements,or performance of this
Contract shall be subject to final written determination 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.
10. Choice of Law and Personal Jurisdiction.
a. This Con tract 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.
L-5 (Page 2 of 6)
Contra Costa County GENERAL CONDITIONS
Standard Form L-5 (Purchase of Services - Long Form)
Revised 2002
11. Conformance with Federal and S tate 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 County indicating 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 Contractor's obligation to fulfill this Contractas prescribed;nor shall the Countybe
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. Prior
written consent of the County Administrator or his designee,subject to any required state or federal approval,is required before
the Contractor may enter into subcontracts for any work contemplated under this Contract,or before the Contractor may assign
this Contract or monies due or to become due,by operation of law or otherwise.
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
they know or have reason to know they have a financial interest under California Government Code Sections 87100,et seq.,or
otherwise.
16. Confidentiali . 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 Contractwill be confidential,and will not
be open to examination for any purpose not directly connected with the administration of such service.
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 in ten tio nally 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
L-5 (Page 3 of 6)
Initials:
C;nntrnrtnr r`�>>�+••n��.
Contra.Costa County GENERAL CONDITIONS
Standard Form L-5 (Purchase of Services - Long Form)
Revised 2002
qualified persons regardless of age,sex,race,religion,color,national origin,ethnic background,disability,or sexual orientation,
and that none shall be used, in whole or in part, for religious worship or instruction.
18. Indemnification. Contractor shall defend,indemnify,save,and hold harmless Countyand 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 Contractor or its agents,servants, employees or subcontractors hereunder,save and except claims or
litigation arising through thesole negligence or sole willful misconductof County or its officers or employees. Contractor will
reimburse County for any expenditures,including reasonable attorneys'fees,County may make by reason of the matters that are
the subject of this indemnification,and,if requested by County,will defend any claims or litigation to which this indemnification
provision applies at the sole cost and expense of Contractor.
19. Insurance. During the entire term of this Contract and any extension or modification thereof,Contractor shall keep in effect
insurance policies meeting the following insurance requirements unless otherwise expressed in the Special Conditions:
a. Liability Insurance. For all contracts where the total payment limit of the contract is$500,000 or less,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 destrucion of property,including the loss of use thereof,arising from
each occurrence. Such insurance shall be endorsed to include Countyand 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
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 Contractor's insurance
policy or policies. For all contracts where the total payment limit is above$500,000,the aforementioned insurance coverage
to be provided by Contractor shall have a minimum combined single limit coverage of$1,000,000,and Contractor shall be
required to provide Countywith a copy of the endorsementmaking the County an additional insured on all general liability,
worker's compensation,and, if applicable,all professional liability insurance policies as required herein no later than the
effective: date of this Contract.
b. Workers' Compensation. 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.
d. Additional Insurance Provisions. The insurance policies provided by Contractorshall include a provision for thirty
(30) days written notice to County before cancellation or material change of the above specified coverage.
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C'nntrartnr 0--4—T-
Contra Costa County GENERAL CONDITIONS
Standard Form L-5 (Purchase of Services - Long Form)
Revised 2002
20. Notices. All notices provided for by this Contract shall be in writing and maybe delivered by deposit in the United States
mail, postage prepaid. Notices to County shall be addressed to the head of the county department for which this Contract is
made. Notices to 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 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 or
termination of this Contract,and waives all rights or claims to notice or hearing respectingany failure to continue purchasingall
or any such services from Contractor.
23. Possessory Interest. If this Contract results in Contractor having possession of,claim 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
placementof 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 maybe subject to the payment of property taxes levied
on such interest. Contractor agrees that this provision complies with the notice requirements of Revenue 8c 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 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, County reserves the right to copyright, and Contractor agrees not to copyright, such material. If the material is
copyrighted,Countyreserves 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.
26. 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
endorsinga product,as longas the Contractor's presence in the advertisement can reasonablybe interpreted a an endorsement of
L-5 (Page 5 of 6)
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Contractor
Contra Costa County GENERAL CONDITIONS
Standard Form L-5 (Purchase of Services - Long Form)
Revised 2002
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.
27. Required Audit. (A) If Contractor is funded by$300,000 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. (B) If Contractor is funded by less than$300,000 in federal grant
funds in any fiscal year from any source,but such grant imposes specific audit requirements;Contractor shall provide to County
an audit conforming to those requirements. (C)If Contractor is funded by less than$300,000 in federal grant funds in any fiscal
year from any source,Contractor is exempt from federal audit requirements for that year,however,Contractor's records must be
available for and an audit maybe required by,appropriate officials of the federal awarding agency,the General Accounting Office
(GAO), the pass-through entity and/or the County. If any such audit is required,Contractor shall provide County with such
audit. With respect to the audits specified in (A), (B) and (C) above, Contractor is solely responsible for arranging for the
conduct of the audit,and for its cost. County may withhold the estimated cost of the auditor 10 percent of the contract amount,
whichever is larger,or the final payment,from Contractor until County receives the audit from Contractor.
28. Authorization. Contractor,or the representative(s) signing this Contract on behalf of Contractor,represents and warrants
that it has full power and authority to enter into this Contract and perform the obligations herein.
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