ORANGE COUNTY BOARD OF SUPERVISORS
Agenda Revisions and Supplementals Note: This supplemental agenda is updated daily showing items that have been added, continued, deleted or modified. No new supplemental items will be added to the agenda following close of business on Friday.
July 13, 2021
CONSENT
5. Deleted
11. Continued to 7/27/21, 9:30 a.m.
DISCUSSION
28. Revised Title to read: County Executive Office - Approve grant applications/awards submitted by Sheriff-Coroner and District Attorney in 7/13/21 grant report and other actions as recommended; adopt resolution authorizing District Attorney or designee to execute grant award agreement and amendments with California Department of Insurance for Worker’s Compensation Insurance Fraud Program, 7/1/21 - 6/30/22 ($6,196,115); and making California Environmental Quality Act and other findings - All Districts
THE FOLLOWING AGENDA ITEMS HAVE HAD CHANGES TO THEIR RECOMMENDED ACTIONS SINCE RELEASE OF THE AGENDA TO THE PUBLIC:
Item: 28
S u p p l e m e n t a l I t e m (s)
S28A. Social Services Agency - Approve contracts MA-063-21011347 with 22nd Century Technologies Inc., Tryfacta Inc. and Lloyd Staffing Inc. for temporary help services, 8/1/21 - 7/31/24 (aggregate total $3,130,000); renewable for one additonal two-year term; and authorize County Procurement Officer or authorized Deputy to execute contracts - All Districts
S28B. Health Care Agency - Approve contract MA-042-21011772 with Charitable Ventures of Orange County acting through its fiscally sponsored Project Kinship, for enhanced care coordination services for reentry in response to COVID-19, 7/13/21 - 1/31/22 ($1,033,855); and authorize County Procurement Officer or authorized Deputy to exercise cost contingency increase not to exceed 10% under certain conditions and execute contract - All Districts
S28C. Chairman Do - Approve addition of various neighborhood, youth and Chamber of Commerce events for District 1 cities to FY 2021-22 County Events Calendar and make related findings per Government Code Section 26227
SCS3. County Executive Office - CONFERENCE WITH LABOR NEGOTIATOR - Pursuant to Government Code Section 54957.6: Agency Negotiator: Tom Hatch RE: Terms and conditions of employment for non-represented employees
REVISIONS AND SUPPLEMENTALS TO JULY 13, 2021 AGENDA - PAGE 1 OF 2
Document last updated: 7/13/2021 8:03 AM ORANGE COUNTY BOARD OF SUPERVISORS
Agenda Revisions and Supplementals Note: This supplemental agenda is updated daily showing items that have been added, continued, deleted or modified. No new supplemental items will be added to the agenda following close of business on Friday.
SCS4. County Executive Office - PUBLIC EMPLOYEE PERFORMANCE EVALUATION - Pursuant to Government Code Section 54957(b): Title: Executive Director, Office of Independent Review
SCS5. County Counsel - CONFERENCE WITH LEGAL COUNSEL - EXISTING LITIGATION - Pursuant to Government Code Section 54956.9(d)(1): Name of Case: Max Chance, III v. County of Orange Case Number: 30-2021-01188076
SCS6. County Counsel - CONFERENCE WITH LEGAL COUNSEL - ANTICIPATED LITIGATION - SIGNIFICANT EXPOSURE TO LITIGATION pursuant to Government Code section 54956.9(d)(2). Number of Cases: One Case
REVISIONS AND SUPPLEMENTALS TO JULY 13, 2021 AGENDA - PAGE 2 OF 2
Document last updated: 7/13/2021 8:03 AM
Agenda Item AGENDA STAFF REPORT 28 ASR Control 21-000065
MEETING DATE: 07/13/21 LEGAL ENTITY TAKING ACTION: Board of Supervisors BOARD OF SUPERVISORS DISTRICT(S): All Districts SUBMITTING AGENCY/DEPARTMENT: County Executive Office (Approved) DEPARTMENT CONTACT PERSON(S): Peter DeMarco (714) 834-5777 Cynthia Shintaku (714) 834-7086
SUBJECT: Grant Applications/Awards Report
CEO CONCUR COUNTY COUNSEL REVIEW CLERK OF THE BOARD Concur Approved Resolution to Form Discussion 3 Votes Board Majority
Budgeted: N/A Current Year Cost: N/A Annual Cost: N/A
Staffing Impact: No # of Positions: Sole Source: N/A Current Fiscal Year Revenue: N/A Funding Source: N/A County Audit in last 3 years: No
Prior Board Action: N/A RECOMMENDED ACTION(S):
Approve grant applications/awards as proposed and other actions as recommended.
1. Approve Grant Application – Sheriff-Coroner’s Department – FY 2021 Body-Worn Camera Policy and Implementation Program – $2,000,000.
2. Approve Grant Application – Sheriff-Coroner’s Department – FY 2021 Edward Byrne Memorial Justice Assistance Grant (JAG) Formula Program – $427,301.
3. Approve Grant Award and Adopt Resolution – District Attorney’s Office – Workers’ Compensation Insurance Fraud Program – $6,196,115.
4. Receive and File Grant Report.
SUMMARY: See the attached Grants Report.
Page 1
BACKGROUND INFORMATION:
See the attached Grants Report.
FINANCIAL IMPACT:
N/A
STAFFING IMPACT:
N/A
ATTACHMENT(S):
Attachment A -Grants Report Attachment B- DA Workers Compensation Resolution
Page 2 Attachment A
DRAFT County Executive Office/Legislative Affairs
July 13, 2021 Item No: 28
County of Orange Report on Grant Applications/Awards
The Grants Report is a condensed list of grant requests by County Agencies/Departments that allows the Board of Supervisors to discuss and approve grant submittals in one motion at a Board meeting. County policy dictates that the Board of Supervisors must approve all grant applications prior to submittal to the grantor. This applies to grants of all amounts, as well as to new grants and those that have been received by the County for many years as part of an ongoing grant. Receipt of grants $50,000 or less is delegated to the County Executive Officer. Grant awards greater than $50,000 must be presented to the Board of Supervisors for receipt of funds. This report allows for better tracking of county grant requests, the success rate of our grants, and monitoring of County’s grants activities. It also serves to inform Orange County’s Sacramento and Washington, D.C. advocates of County grant activities involving the State or Federal Governments.
On July 13, 2021 the Board of Supervisors will consider the following actions:
RECOMMENDED ACTIONS
Approve grant applications/awards as proposed and other actions as recommended.
ACTION ITEMS:
1. Approve Grant Application – Sheriff-Coroner’s Department – FY 2021 Body-Worn Camera Policy and Implementation Program – $2,000,000.
2. Approve Grant Application – Sheriff-Coroner’s Department – FY 2021 Edward Byrne Memorial Justice Assistance Grant (JAG) Formula Program – $427,301.
3. Approve Grant Award and Adopt Resolution – District Attorney’s Office – Workers’ Compensation Insurance Fraud Program – $6,196,115.
4. Receive and File Grants Report.
If you or your staff have any questions or require additional information on any of the items in this report, please contact Cynthia Shintaku at 714-834-7086 Page 1 of 8 CEO-Legislative Affairs Office Attachment A Grant Authorization eForm
GRANT APPLICATION / GRANT AWARD
Today’s Date: July 3, 2021 Requesting Agency/Department: Sheriff-Coroner Department FY 2021 Body-Worn Camera Policy and Implementation Grant Name and Project Title: Program to Support Law Enforcement Agencies Sponsoring Organization/Grant Source: (If the grant source is not a government entity, please provide a brief U.S. Department of Justice, Office of Justice Programs description of the organization/foundation) Application Amount Requested: $2,000,000 Application Due Date: July 26, 2021 Board Date when Board Approved this N/A Application: Awarded Funding Amount: N/A Notification Date of Funding Award: TBD Is this an Authorized Retroactive Grant Application/Award? No (If yes, attach memo to CEO) Recurrence of Grant New Recurrent Other Explain:
If this is a recurring grant, please list the Applied for $2,000,000 in 2020; no funding amount applied for and awarded in award was received. the past:
Does this grant require CEQA findings? Yes No Other Type Explain: Competitive What Type of Grant is this? Formula program Yes __50%_Match_ No County Match?
How will the County Match be Fulfilled? In-kind expenditure (Please include the specific budget) Will the grant/program create new part or full- time positions? No
Provide a summary and brief background of why Board of Supervisors why Purpose of Grant Funds: should accept this grant application/award, and how the grant will be implemented. The goals of BWC PIP are to support the purchase of body-worn cameras (BWCs) by law enforcement agencies and to ensure that they are implemented as part of a comprehensive body- worn camera program that embodies evidence-based and problem-solving approaches. The Orange County Sheriff’s Department (OCSD) is among the largest in the nation, providing exemplary law enforcement services focused on a collaborative, dedicated, and innovative approach to public safety. In line with the core values of professionalism in the performance of duty and vigilance in safeguarding our community, OCSD is implementing a body worn camera (BWC) program and integrated Digital Evidence Management System (DEMS) in the Fiscal Year 21/22.
If awarded, these funds will assist with the cost of providing network infrastructure to the existing deployment of the Orange County Sheriff’s Department’s body worn cameras. Nine separate OCSD sites require internet bandwidth upgrades for 3,000 gigabytes of video and audio evidence uploaded daily. Grant funds will also be used for training costs of sworn and support personnel.
Page 2 of 8 Grant Authorization e-Form CEO-Legislative Affairs Office Attachment A Grant Authorization eForm
The performance period will start on October 1, 2021 and will end on September 30, 2024.
Sheriff intends to return to the Board to request approval to accept the grant funding if awarded.
Board Resolution Required? Yes No (Please attach document to eForm)
Deputy County Counsel Name: Nicole Sims, Supervising Deputy County Counsel, reviewed the (Please list the Deputy County Counsel that approved the application packet attachments (allocations, special conditions, etc.). Resolution) Recommended Action/Special Instructions (Please specify below) Authorize the Sheriff-Coroner or designee to submit, on behalf of the County of Orange, the FY 2021 Body- Worn Camera Policy and Implementation Program to Support Law Enforcement Agencies, to the U.S. Department of Justice.
List the name and contact information (telephone, e-mail) of the staff person Department Contact: to be contacted for further information. Monique Vansuch, Grants Manager 714.834.3201 [email protected] Financial Administrative Division
Name of the individual attending the Board Meeting: List the name of the individual who will be attending the Board Meeting for this Grant Item: Jeff McMillan, Administrative Manager II 714.834.2343 [email protected]
Page 3 of 8 Grant Authorization e-Form Attachment A CEO-Legislative Affairs Office Grant Authorization eForm
GRANT APPLICATION / GRANT AWARD
Today’s Date: June 9, 2021 Requesting Agency/Department: Sheriff-Coroner Department 2021 Edward Byrne Memorial Justice Assistance Grant Grant Name and Project Title: (JAG) Formula Program Sponsoring Organization/Grant Source: (If the grant source is not a government entity, please provide a brief U.S. Department of Justice, Office of Justice Programs description of the organization/foundation) Application Amount Requested: $427,301 Application Due Date: August 9, 2021 Board Date when Board Approved this Pending Application: Awarded Funding Amount: TBD Notification Date of Funding Award: TBD Is this an Authorized Retroactive Grant Application/Award? No (If yes, attach memo to CEO) Recurrence of Grant New Recurrent Other Explain: 2013: $420,826 2014: $434,569 If this is a recurring grant, please list the 2015: $365,772 2016: $377,708 funding amount applied for and awarded in 2017: $376,349 the past: 2018: $410,195 2019: $401,800 2020: $365,643 Does this grant require CEQA findings? Yes No Other Type Explain: Competitive What Type of Grant is this? Formula program Yes Amount_____ or ______% No County Match?
How will the County Match be Fulfilled? N/A (Please include the specific budget) Will the grant/program create new part or full- time positions? N/A
Provide a summary and brief background of why Board of Supervisors why should accept this Purpose of Grant Funds: grant application/award, and how the grant will be implemented. The JAG program is the leading source of federal justice funding to state and local jurisdictions. The JAG Program provides states, tribes, and local governments with critical funding necessary to support a range of program areas. Each eligible agency will utilize the funds to support projects in furtherance of law enforcement initiatives, including technical assistance, training, personnel, equipment, supplies, contractual support, and information systems for criminal justice. JAG funds will be utilized to support a broad range of activities to prevent and control crime throughout eligible cities within the county.
2021 JAG Goals: In general, the FY 2021 JAG Program is designed to provide units of local government with additional personnel, equipment, supplies, contractual support, training, technical assistance, and information systems for criminal justice. Although the JAG Program provides assistance directly to states, through pass-through (and similar) requirements, the JAG Program also is designed to assist units of local government with respect to their criminal justice needs.
Units of local government may use award funds for broadband deployment and adoption activities as they relate to criminal justice priorities. The Sheriff-Coroner Department (Sheriff) will serve as the County fiscal Page 4 of 8 Grant Authorization e-Form CEO-Legislative Affairs Office Attachment A Grant Authorization eForm
agent and will submit a single application representing the interests of all eligible units of government receiving formula allocations. The Sheriff’s grant management personnel will provide oversight for the grant; grantees and liaise submission of the application and affiliated documents; and quarterly financial and programmatic reports and annual progress reports required for the life of this grant; and annual compliance monitoring reviews.
As the fiscal agent, Sheriff will submit a single application representing the interests of the units of local government that are eligible to receive formula funding allocations. Included in this application are: County of Orange (Sheriff), Anaheim, Buena Park, Costa Mesa, Fullerton, Garden Grove, Huntington Beach, Irvine, Orange, Placentia, Santa Ana and Westminster.
Board Resolution Required? Yes No (Please attach document to eForm) Deputy County Counsel Name: Nicole Sims, Supervising Deputy County Counsel, reviewed the application packet (Please list the Deputy County Counsel that approved the Resolution) attachments (allocations, special conditions, etc.). Recommended Action/Special Instructions (Please specify below) Authorize the Sheriff-Coroner or designee to submit, on behalf of the County of Orange, the 2021 Edward Byrne Memorial Justice Assistant Grant (JAG) Program application and affiliated attachments to the Bureau of Justice Assistance Programs, Department of Justice.
List the name and contact information (telephone, e-mail) of the staff person to be contacted Department Contact: for further information. Luis Ramirez, Grants Manager 714.834.6795 [email protected] Financial Administrative Division
Name of the individual attending the Board Meeting: List the name of the individual who will be attending the Board Meeting for this Grant Item: Karla Lazardis 714-834-6675
Page 5 of 8 Grant Authorization e-Form Attachment A CEO-Legislative Affairs Office Grant Authorization eForm
GRANT APPLICATION / GRANT AWARD
Today’s Date: June 28, 2021 Requesting Agency/Department: District Attorney Grant Name and Project Title: Workers’ Compensation Insurance Fraud Program Sponsoring Organization/Grant Source: (If the grant source is not a government entity, please California Department of Insurance (CDI) provide a brief description of the organization/foundation) Application Amount Requested: $6,531,253 Application Due Date: April 23, 2021 Board Date when Board Approved February 23, 2021 this Application: Awarded Funding Amount: $6,196,115 Notification Date of Funding Award: June 22, 2021 Is this an Authorized Retroactive Grant Application/Award? Yes, please see attached memo. (If yes, attach memo to CEO) Recurrence of Grant New Recurrent Other Explain:
If this is a recurring grant, please list the funding amount applied for and $6,531,253 was applied for, $6,134,866 was awarded for FY 2020-21. awarded in the past:
Does this grant require CEQA Yes No findings? What Type of Grant is this? Competitive Other Type Explain: Yes Amount_____ or ______% No County Match? How will the County Match be Fulfilled? N/A (Please include the specific budget) Will the grant/program create new Not at this time. If needed, we will go through the Quarterly Budget part or full-time positions? Adjustment Request process. Provide a summary and brief background of why Board of Supervisors should accept this grant Purpose of Grant Funds: application/award, and how the grant will be implemented. The grant award is made pursuant to the provisions of California Insurance Code Section 1872.83, and shall be used solely for the purposes of enhanced investigation and prosecution of workers’ compensation insurance fraud cases. This grant will provide continued funding for the vertical prosecution unit consisting of prosecutorial, investigative, and support staff to investigate and prosecute workers’ compensation insurance fraud cases.
Board Resolution Required? Yes No (Please attach document to eForm) Deputy County Counsel Name: (Please list the Deputy County Counsel that approved the James Harman, Deputy County Counsel Resolution) Recommended Action/Special Instructions (Please specify below)
Page 6 of 8 Grant Authorization e-Form CEO-Legislative Affairs Office Attachment A Grant Authorization eForm
1. Authorize the District Attorney or his designee, to sign and execute, on behalf of the County of Orange, the Grant Agreement with the CDI accepting the grant award of $6,196,115 for the Workers’ Compensation Insurance Fraud Program for fiscal year 2021-22. 2. Authorize the District Attorney, or his designee, to execute, on behalf of the County of Orange, any extensions or amendments that reflect the actual grant award but do not materially alter the terms of the grant award. 3. Adopt the Resolution to receive funds for the Workers’ Compensation Insurance Fraud Program.
By Resolution No. 20-104, dated July 28, 2020, the Board authorized the District Attorney to sign and execute the Award to accept State funding to administer the Workers’ Compensation Insurance Fraud Program. The District Attorney has received funding to participate in the State Workers’ Compensation Insurance Fraud Program for the past thirty-one years. Fiscal year 2021-22 will mark as the District Attorney Office's thirty-second year of participation in the Program.
CDI requires the District Attorney to submit a Board Resolution. County Counsel has reviewed and approved the attached sample Board Resolution.
List the name and contact information (telephone, e-mail) of the staff person to be contacted for further Department Contact : information. Glenn Robison (714) 347-8778 [email protected]
Name of the individual attending the Board List the name of the individual who will be attending the Board Meeting for this Grant Item: Meeting: Glenn Robison
Page 7 of 8 Grant Authorization e-Form Attachment B
RESOLUTION OF THE BOARD OF SUPERVISORS OF ORANGE COUNTY, CALIFORNIA
July 13, 2021
WHEREAS, the County of Orange desires to undertake its project designated “The Workers’ Compensation Insurance Fraud Program” to be funded in part from funds made available through California Insurance Code Section 1872.83 and administered by the California Department of Insurance (hereafter referred to as CDI). NOW, THEREFORE, BE IT RESOLVED that this Board does hereby:
1. Find that the proposed project is exempt from CEQA pursuant to 14 C.C.R.
15061(b)(3) because it does not impose a significant effect on the environment.
2. Find that pursuant to Section 711.4 of the California Fish and Game Code, the
proposed project is exempt from the required fees as it has been determined that
no adverse impacts to wildlife resources will result from the project.
3. Authorize the District Attorney, or his designee, to sign and execute, on behalf of the County of Orange, a Grant Award Agreement with CDI for the Workers’ Compensation Insurance Fraud Program, effective from July 1, 2021 through June 30, 2022, in the amount not to exceed $6,196,115. 4. Authorize the District Attorney, or his designee, to execute, on behalf of the County of Orange, any extensions or amendments that reflect the actual grant award amount but do not materially alter the terms of the grant award. 5. Assure that the County of Orange assumes any liability arising out of the County’s performance of this Grant Award Agreement, including civil court actions for damages. The State of California and the California Department of Insurance disclaim responsibility for any such liability. 6. Assure that the County of Orange will not use grant funds to supplant expenditures controlled by the Board of Supervisors.
Resolution No.______, Item No.______Workers’ Compensation Insurance Fraud Program – FY 2021/22 Page 8 of 8
DocuSign Envelope ID: 0373A8F5-D72C-4387-91C5-4AD1142A82B5 Attachment A
SUBORDINATE CONTRACT MA-063-21011347 WITH 22nd CENTURY TECHNOLOGIES INC. FOR TEMPORARY HELP SERVICES
This Subordinate Contract MA-063-21011347 (referred to as “Contract”) is made and entered into upon execution of all necessary signatures between the County of Orange, Social Services Agency (SSA), a political subdivision of the State of California, with a place of business at 500 N. State College Blvd., Suite 100, Orange, CA 92868-1673 (referred to as “County”), and 22nd Century Technologies Inc., having a place of business at 818 W. Seventh Street, #903, Los Angeles, CA 90017 (referred to as “Contractor”), for Temporary Help Services. County and Contractor may be individually referred to as “Party,” or collectively as “Parties.”
ATTACHMENTS This Contract is comprised of this document and the following Attachment, which is incorporated herein by this reference into this Contract:
Attachment I – Regional Cooperative Agreement (RCA) RCA-017-21010020
RECITALS
WHEREAS, the County of Orange, County Procurement Office (CPO) has issued Regional Cooperative Agreement RCA-017-21010020 (referred to as “RCA”) on file with County of Orange, CPO, effective May 25, 2021 through May 24, 2026, for Temporary Help Services (referred to as “Services”) in accordance with the terms and conditions of the RCA between Contractor; and
WHEREAS, County desires to enter into a Contract for the Services per the RCA; and
WHEREAS, Contractor is willing to provide the Services specified in the Scope of this Contract as listed below; and
WHEREAS all terms and conditions, amendments/modifications of the RCA are incorporated herein by this reference into this Contract; and
WHEREAS, County and Contractor agree that this Contract is effective upon mutual agreement of both Parties and County of Orange Board of Supervisor’s approval; and
NOW, THEREFORE, the Parties mutually agree as follows:
ARTICLES
1. Scope of Contract: This Contract specifies the terms and conditions, per RCA incorporated herein, by which County will procure the Services as specified in Attachment I – Regional Cooperative Agreement.
2. Term of Contract: This Contract shall commence on August 1, 2021 and continue through and including July 31, 2024, unless otherwise terminated by the County. This Contract may be renewed thereafter for one additional two-year term upon mutual agreement of both Parties. The County does not have to give a reason if it elects not to renew this Contract.
3. Compensation & Payment: Contractor agrees to provide the Services at the fixed rates specified and set forth in Attachment I – Regional Cooperative Agreement and in accordance with the terms and conditions specified in the RCA. The total cost of this Aggregate Contract shall not exceed $3,130,000; provided, however, that in the event County desires to procure Services in excess of the stated amount, the Parties shall enter into an amendment to this Contract for such additional expenditure.
County of Orange/ Social Services Agency Folder No. C032026-AV Page 1 of 5 Rev 1/27/2020-ey DocuSign Envelope ID: 0373A8F5-D72C-4387-91C5-4AD1142A82B5 Attachment A
SUBORDINATE CONTRACT MA-063-21011347 WITH 22nd CENTURY TECHNOLOGIES INC.
Invoicing: Invoices are to be submitted to: SSA/Procurement Services Attn: Processing Desk (MA) 500 N. State College Blvd., Suite 100 Orange, CA 92868-1673
Payment will be net 30 days after receipt of an invoice in a format acceptable to the County and verified and approved by the agency/department and subject to routine processing requirements. The responsibility for providing an acceptable invoice rests with the contractor.
An acceptable invoice format shall minimally include: A. Contractor’s name and address; B. Invoice number and date; C. Name of County agency/department ordering services/goods; D. Description of services/goods and date ordered; E. Contract MA-063-21011347; F. Total Invoice Amount; G. Contractor’s federal taxpayer’s ID number; and H. Contractor’s remittance address (if different from line A) I. Temporary Help Request Number (THR#)
Contractor has the option of receiving payment directly to their bank account via an Electronic Fund Transfer (EFT) process in lieu of a check payment. Payment made via EFT will also receive Electronic Remittance Advice with the payment details via email. An email address will need to be provided to the County via EFT Authorization Form. To request a form, please contact the DPA.
4. Usage: No guarantee is given by the County to the Contractor regarding usage of this Contract. Usage figures, if provided, are approximate, based upon the last usage. The Contractor agrees to supply services requested, as needed by the County of Orange, at prices listed in the Contract, regardless of quantity requested.
5. Debarment: Contractor shall certify that neither contractor nor its principals are presently debarred, proposed for debarment, declared ineligible or voluntarily excluded from participation in the transaction by any federal department or agency. Where Contractor as the recipient of federal funds, is unable to certify to any of the statements in the certification, Contractor must include an explanation with their bid/proposal. Debarment, pending debarment, declared ineligibility or voluntary exclusion from participation by any federal department or agency may result in the bid/proposal being deemed non-responsible.
6. Notices: Any and all notices, requests demands and other communications contemplated, called for, permitted, or required to be given hereunder shall be in writing, except through the course of the Parties’ project managers’ routine exchange of information and cooperation during the terms of the work and services. Any written communications shall be deemed to have been duly given upon actual in-person delivery, if delivery is by direct hand, or upon delivery on the actual day of receipt or no greater than four calendar days after being mailed by US certified or registered mail, return receipt requested, postage prepaid, whichever occurs first. The date of mailing shall count as the first day. All communications shall be addressed to the appropriate Party at the address stated herein or such other address as the Parties hereto may designate by written notice from time to time in the manner aforesaid.
County of Orange/ Social Services Agency Folder No. C032026-AV Page 2 of 5 Rev 1/27/2020-ey DocuSign Envelope ID: 0373A8F5-D72C-4387-91C5-4AD1142A82B5 Attachment A
SUBORDINATE CONTRACT MA-063-21011347 WITH 22nd CENTURY TECHNOLOGIES INC. FOR COUNTY: COPY TO: County of Orange County Of Orange SSA/Procurement Services SSA/ Human Resources 500 N. State College Blvd., Suite 100 500 N. State College Blvd. Orange, CA 92868-1673 Orange, CA 92868-1673 Attn: Angie Villalpando Attn: Jackie Sanchez Telephone: (714) 541-7768 Telephone: (714) 585-6963 Email: [email protected] Email: [email protected]
FOR CONTRACTOR: 22nd Century Technologies Inc. 818 W. Seventh Street, #903 Los Angeles, CA 90017 Attn: Kulpreet Singh Telephone: (888) 998-7284 Email: [email protected]
- Signature Page follows –
County of Orange/ Social Services Agency Folder No. C032026-AV Page 3 of 5 Rev 1/27/2020-ey DocuSign Envelope ID: 0373A8F5-D72C-4387-91C5-4AD1142A82B5 Attachment A
SUBORDINATE CONTRACT MA-063-21011347 WITH 22nd CENTURY TECHNOLOGIES INC.
SIGNATURE PAGE
The Parties hereto have executed this Contract on the dates shown opposite their respective signatures below.
22ND CENTURY TECHNOLOGIES INC.*
By By Print Kulpreet Singh Print Caroline Beliles Name Name Director of Contracts Title Business Dev. Mgr Title Corporate Officer Corporate Officer 6/24/2021 6/25/2021 Date Date
*If the contracting Party is a corporation, (2) two signatures are required: one (1) signature by the Chairman of the Board, the President or any Vice President; and one (1) signature by the Secretary, any Assistant Secretary, the Chief Financial Officer or any Assistant Treasurer. The signature of one (1) person alone is sufficient to bind a corporation, as long as he or she holds corporate offices in each of the two (2) categories described above. For County purposes, proof of such dual office holding will be satisfied by having the individual sign the document twice, each time indicating his or her office that qualifies under the above described provision. In the alternative, a single corporate signature is acceptable when accompanied by a corporate resolution demonstrating the legal authority of the signator to bind the corporation.
COUNTY OF ORANGE a political subdivision of the State of California
By Print Name Title
Signature Date
COUNTY OF ORANGE COUNTY COUNSEL Approved as to Form: 6/25/2021 By Date Deputy County Counsel
County of Orange/ Social Services Agency Folder No. C032026-AV Page 4 of 5 Rev 1/27/2020-ey DocuSign Envelope ID: 0373A8F5-D72C-4387-91C5-4AD1142A82B5 Attachment A
SUBORDINATE CONTRACT MA-063-21011347 WITH 22nd CENTURY TECHNOLOGIES INC.
ATTACHMENT I
REGIONAL COOPERATIVE AGREEMENT RCA-017-21010020
County of Orange/ Social Services Agency Folder No. C032026-AV Page 5 of 5 Rev 1/27/2020-ey DocuSign Envelope ID: D02F5A84-1B11-43D9-A4BE-2EDD737DFBE1 Attachment B
SUBORDINATE CONTRACT MA-063-21011347 WITH TRYFACTA INC. FOR TEMPORARY HELP SERVICES
This Subordinate Contract MA-063-21011347 (referred to as “Contract”) is made and entered into upon execution of all necessary signatures between the County of Orange, Social Services Agency (SSA), a political subdivision of the State of California, with a place of business at 500 N. State College Blvd., Suite 100, Orange, CA 92868-1673 (referred to as “County”), and Tryfacta Inc., having a place of business at 4637 Chabot Drive, Pleasanton, CA 94588 (referred to as “Contractor”), for Temporary Help Services. County and Contractor may be individually referred to as “Party,” or collectively as “Parties.”
ATTACHMENTS This Contract is comprised of this document and the following Attachment, which is incorporated herein by this reference into this Contract:
Attachment I – Regional Cooperative Agreement (RCA) RCA-017-21010020
RECITALS
WHEREAS, the County of Orange, County Procurement Office (CPO) has issued Regional Cooperative Agreement RCA-017-21010020 (referred to as “RCA”) on file with County of Orange, CPO, effective May 25, 2021 through May 24, 2026, for Temporary Help Services (referred to as “Services”) in accordance with the terms and conditions of the RCA between Contractor; and
WHEREAS, County desires to enter into a Contract for the Services per the RCA; and
WHEREAS, Contractor is willing to provide the Services specified in the Scope of this Contract as listed below; and
WHEREAS all terms and conditions, amendments/modifications of the RCA are incorporated herein by this reference into this Contract; and
WHEREAS, County and Contractor agree that this Contract is effective upon mutual agreement of both Parties and County of Orange Board of Supervisor’s approval; and
NOW, THEREFORE, the Parties mutually agree as follows:
ARTICLES
1. Scope of Contract: This Contract specifies the terms and conditions, per RCA incorporated herein, by which County will procure the Services as specified in Attachment I – Regional Cooperative Agreement.
2. Term of Contract: This Contract shall commence on August 1, 2021 and continue through and including July 31, 2024, unless otherwise terminated by the County. This Contract may be renewed thereafter for one additional two-year term upon mutual agreement of both Parties. The County does not have to give a reason if it elects not to renew this Contract.
3. Compensation & Payment: Contractor agrees to provide the Services at the fixed rates specified and set forth in Attachment I – Regional Cooperative Agreement and in accordance with the terms and conditions specified in the RCA. The total cost of this Aggregate Contract shall not exceed $3,130,000; provided, however, that in the event County desires to procure Services in excess of the stated amount, the Parties shall enter into an amendment to this Contract for such additional expenditure.
County of Orange/ Social Services Agency Folder No. C032026-AV Page 1 of 5 Rev 1/27/2020-ey DocuSign Envelope ID: D02F5A84-1B11-43D9-A4BE-2EDD737DFBE1 Attachment B
SUBORDINATE CONTRACT MA-063-21011347 WITH TRYFACTA INC.
Invoicing: Invoices are to be submitted to: SSA/Procurement Services Attn: Processing Desk (MA) 500 N. State College Blvd., Suite 100 Orange, CA 92868-1673
Payment will be net 30 days after receipt of an invoice in a format acceptable to the County and verified and approved by the agency/department and subject to routine processing requirements. The responsibility for providing an acceptable invoice rests with the contractor.
An acceptable invoice format shall minimally include: A. Contractor’s name and address; B. Invoice number and date; C. Name of County agency/department ordering services/goods; D. Description of services/goods and date ordered; E. Contract MA-063-21011347; F. Total Invoice Amount; G. Contractor’s federal taxpayer’s ID number; and H. Contractor’s remittance address (if different from line A) I. Temporary Help Request Number (THR#)
Contractor has the option of receiving payment directly to their bank account via an Electronic Fund Transfer (EFT) process in lieu of a check payment. Payment made via EFT will also receive Electronic Remittance Advice with the payment details via email. An email address will need to be provided to the County via EFT Authorization Form. To request a form, please contact the DPA.
4. Usage: No guarantee is given by the County to the Contractor regarding usage of this Contract. Usage figures, if provided, are approximate, based upon the last usage. The Contractor agrees to supply services requested, as needed by the County of Orange, at prices listed in the Contract, regardless of quantity requested.
5. Debarment: Contractor shall certify that neither contractor nor its principals are presently debarred, proposed for debarment, declared ineligible or voluntarily excluded from participation in the transaction by any federal department or agency. Where Contractor as the recipient of federal funds, is unable to certify to any of the statements in the certification, Contractor must include an explanation with their bid/proposal. Debarment, pending debarment, declared ineligibility or voluntary exclusion from participation by any federal department or agency may result in the bid/proposal being deemed non-responsible.
6. Notices: Any and all notices, requests demands and other communications contemplated, called for, permitted, or required to be given hereunder shall be in writing, except through the course of the Parties’ project managers’ routine exchange of information and cooperation during the terms of the work and services. Any written communications shall be deemed to have been duly given upon actual in-person delivery, if delivery is by direct hand, or upon delivery on the actual day of receipt or no greater than four calendar days after being mailed by US certified or registered mail, return receipt requested, postage prepaid, whichever occurs first. The date of mailing shall count as the first day. All communications shall be addressed to the appropriate Party at the address stated herein or such other address as the Parties hereto may designate by written notice from time to time in the manner aforesaid.
County of Orange/ Social Services Agency Folder No. C032026-AV Page 2 of 5 Rev 1/27/2020-ey DocuSign Envelope ID: D02F5A84-1B11-43D9-A4BE-2EDD737DFBE1 Attachment B
SUBORDINATE CONTRACT MA-063-21011347 WITH TRYFACTA INC. FOR COUNTY: COPY TO: County of Orange County Of Orange SSA/Procurement Services SSA/ Human Resources 500 N. State College Blvd., Suite 100 500 N. State College Blvd. Orange, CA 92868-1673 Orange, CA 92868-1673 Attn: Angie Villalpando Attn: Jackie Sanchez Telephone: (714) 541-7768 Telephone: (714) 585-6963 Email: [email protected] Email: [email protected]
FOR CONTRACTOR: Tryfacta Inc. 4637 Chabot Drive Pleasanton, CA 94588 Attn: [email protected] Telephone: (925) 640-3641 Email: [email protected]
- Signature Page follows –
County of Orange/ Social Services Agency Folder No. C032026-AV Page 3 of 5 Rev 1/27/2020-ey DocuSign Envelope ID: D02F5A84-1B11-43D9-A4BE-2EDD737DFBE1 Attachment B
SUBORDINATE CONTRACT MA-063-21011347 WITH TRYFACTA INC.
SIGNATURE PAGE
The Parties hereto have executed this Contract on the dates shown opposite their respective signatures below.
TRYFACTA INC.*
By By Print Ratika Tyagi Print Adesh Tyagi Name Name CEO Title Title President 6/24/2021 Corporate Officer 6/24/2021 Corporate Officer Date Date
*If the contracting Party is a corporation, (2) two signatures are required: one (1) signature by the Chairman of the Board, the President or any Vice President; and one (1) signature by the Secretary, any Assistant Secretary, the Chief Financial Officer or any Assistant Treasurer. The signature of one (1) person alone is sufficient to bind a corporation, as long as he or she holds corporate offices in each of the two (2) categories described above. For County purposes, proof of such dual office holding will be satisfied by having the individual sign the document twice, each time indicating his or her office that qualifies under the above described provision. In the alternative, a single corporate signature is acceptable when accompanied by a corporate resolution demonstrating the legal authority of the signator to bind the corporation.
COUNTY OF ORANGE a political subdivision of the State of California
By Print Name Title
Signature Date
COUNTY OF ORANGE COUNTY COUNSEL Approved as to Form: 6/25/2021 By Date Deputy County Counsel
County of Orange/ Social Services Agency Folder No. C032026-AV Page 4 of 5 Rev 1/27/2020-ey DocuSign Envelope ID: D02F5A84-1B11-43D9-A4BE-2EDD737DFBE1 Attachment B
SUBORDINATE CONTRACT MA-063-21011347 WITH TRYFACTA INC.
ATTACHMENT I
REGIONAL COOPERATIVE AGREEMENT RCA-017-21010020
County of Orange/ Social Services Agency Folder No. C032026-AV Page 5 of 5 Rev 1/27/2020-ey
DocuSign Envelope ID: 81B8E4E3-722A-4607-948F-B0FE0F67AB19 Attachment C
SUBORDINATE CONTRACT MA-063-21011347 WITH LLOYD STAFFING INC. FOR TEMPORARY HELP SERVICES
This Subordinate Contract MA-063-21011347 (referred to as “Contract”) is made and entered into upon execution of all necessary signatures between the County of Orange, Social Services Agency (SSA), a political subdivision of the State of California, with a place of business at 500 N. State College Blvd., Suite 100, Orange, CA 92868-1673 (referred to as “County”), and Lloyd Staffing Inc., having a place of business at 18000 Studebaker Rd., Cerritos, CA 90703 (referred to as “Contractor”), for Temporary Help Services. County and Contractor may be individually referred to as “Party,” or collectively as “Parties.”
ATTACHMENTS This Contract is comprised of this document and the following Attachment, which is incorporated herein by this reference into this Contract:
Attachment I – Regional Cooperative Agreement (RCA) RCA-017-21010020
RECITALS
WHEREAS, the County of Orange, County Procurement Office (CPO) has issued Regional Cooperative Agreement RCA-017-21010020 (referred to as “RCA”) on file with County of Orange, CPO, effective May 25, 2021 through May 24, 2026, for Temporary Help Services (referred to as “Services”) in accordance with the terms and conditions of the RCA between Contractor; and
WHEREAS, County desires to enter into a Contract for the Services per the RCA; and
WHEREAS, Contractor is willing to provide the Services specified in the Scope of this Contract as listed below; and
WHEREAS all terms and conditions, amendments/modifications of the RCA are incorporated herein by this reference into this Contract; and
WHEREAS, County and Contractor agree that this Contract is effective upon mutual agreement of both Parties and County of Orange Board of Supervisor’s approval; and
NOW, THEREFORE, the Parties mutually agree as follows:
ARTICLES
1. Scope of Contract: This Contract specifies the terms and conditions, per RCA incorporated herein, by which County will procure the Services as specified in Attachment I – Regional Cooperative Agreement.
2. Term of Contract: This Contract shall commence on August 1, 2021 and continue through and including July 31, 2024, unless otherwise terminated by the County. This Contract may be renewed thereafter for one additional two-year term upon mutual agreement of both Parties. The County does not have to give a reason if it elects not to renew this Contract.
3. Compensation & Payment: Contractor agrees to provide the Services at the fixed rates specified and set forth in Attachment I – Regional Cooperative Agreement and in accordance with the terms and conditions specified in the RCA. The total cost of this Aggregate Contract shall not exceed $3,130,000; provided, however, that in the event County desires to procure Services in excess of the stated amount, the Parties shall enter into an amendment to this Contract for such additional expenditure.
County of Orange/ Social Services Agency Folder No. C032026-AV Page 1 of 5 Rev 1/27/2020-ey DocuSign Envelope ID: 81B8E4E3-722A-4607-948F-B0FE0F67AB19 Attachment C
SUBORDINATE CONTRACT MA-063-21011347 WITH LLOYD STAFFING INC.
Invoicing: Invoices are to be submitted to: SSA/Procurement Services Attn: Processing Desk (MA) 500 N. State College Blvd., Suite 100 Orange, CA 92868-1673
Payment will be net 30 days after receipt of an invoice in a format acceptable to the County and verified and approved by the agency/department and subject to routine processing requirements. The responsibility for providing an acceptable invoice rests with the contractor.
An acceptable invoice format shall minimally include: A. Contractor’s name and address; B. Invoice number and date; C. Name of County agency/department ordering services/goods; D. Description of services/goods and date ordered; E. Contract MA-063-21011347; F. Total Invoice Amount; G. Contractor’s federal taxpayer’s ID number; and H. Contractor’s remittance address (if different from line A) I. Temporary Help Request Number (THR#)
Contractor has the option of receiving payment directly to their bank account via an Electronic Fund Transfer (EFT) process in lieu of a check payment. Payment made via EFT will also receive Electronic Remittance Advice with the payment details via email. An email address will need to be provided to the County via EFT Authorization Form. To request a form, please contact the DPA.
4. Usage: No guarantee is given by the County to the Contractor regarding usage of this Contract. Usage figures, if provided, are approximate, based upon the last usage. The Contractor agrees to supply services requested, as needed by the County of Orange, at prices listed in the Contract, regardless of quantity requested.
5. Debarment: Contractor shall certify that neither contractor nor its principals are presently debarred, proposed for debarment, declared ineligible or voluntarily excluded from participation in the transaction by any federal department or agency. Where Contractor as the recipient of federal funds, is unable to certify to any of the statements in the certification, Contractor must include an explanation with their bid/proposal. Debarment, pending debarment, declared ineligibility or voluntary exclusion from participation by any federal department or agency may result in the bid/proposal being deemed non-responsible.
6. Notices: Any and all notices, requests demands and other communications contemplated, called for, permitted, or required to be given hereunder shall be in writing, except through the course of the Parties’ project managers’ routine exchange of information and cooperation during the terms of the work and services. Any written communications shall be deemed to have been duly given upon actual in-person delivery, if delivery is by direct hand, or upon delivery on the actual day of receipt or no greater than four calendar days after being mailed by US certified or registered mail, return receipt requested, postage prepaid, whichever occurs first. The date of mailing shall count as the first day. All communications shall be addressed to the appropriate Party at the address stated herein or such other address as the Parties hereto may designate by written notice from time to time in the manner aforesaid.
County of Orange/ Social Services Agency Folder No. C032026-AV Page 2 of 5 Rev 1/27/2020-ey DocuSign Envelope ID: 81B8E4E3-722A-4607-948F-B0FE0F67AB19 Attachment C
SUBORDINATE CONTRACT MA-063-21011347 WITH LLOYD STAFFING INC. FOR COUNTY: COPY TO: County of Orange County Of Orange SSA/Procurement Services SSA/ Human Resources 500 N. State College Blvd., Suite 100 500 N. State College Blvd. Orange, CA 92868-1673 Orange, CA 92868-1673 Attn: Angie Villalpando Attn: Jackie Sanchez Telephone: (714) 541-7768 Telephone: (714) 585-6963 Email: [email protected] Email: [email protected]
FOR CONTRACTOR: Lloyd Staffing Inc. 18000 Studebaker Rd. Cerritos, CA 90703 Attn: Lourdes Santana Telephone: (562) 254-2775 Email: [email protected]
- Signature Page follows –
County of Orange/ Social Services Agency Folder No. C032026-AV Page 3 of 5 Rev 1/27/2020-ey DocuSign Envelope ID: 81B8E4E3-722A-4607-948F-B0FE0F67AB19 Attachment C
SUBORDINATE CONTRACT MA-063-21011347 WITH LLOYD STAFFING INC.
SIGNATURE PAGE
The Parties hereto have executed this Contract on the dates shown opposite their respective signatures below.
LLOYD STAFFING INC.*
By By Print Luly Santana Print Susan King Name Name President CFO Title Title 6/24/2021 Corporate Officer 6/25/2021 Corporate Officer Date Date
*If the contracting Party is a corporation, (2) two signatures are required: one (1) signature by the Chairman of the Board, the President or any Vice President; and one (1) signature by the Secretary, any Assistant Secretary, the Chief Financial Officer or any Assistant Treasurer. The signature of one (1) person alone is sufficient to bind a corporation, as long as he or she holds corporate offices in each of the two (2) categories described above. For County purposes, proof of such dual office holding will be satisfied by having the individual sign the document twice, each time indicating his or her office that qualifies under the above described provision. In the alternative, a single corporate signature is acceptable when accompanied by a corporate resolution demonstrating the legal authority of the signator to bind the corporation.
COUNTY OF ORANGE a political subdivision of the State of California
By Print Name Title
Signature Date
COUNTY OF ORANGE COUNTY COUNSEL Approved as to Form: 6/25/2021 By Date Deputy County Counsel
County of Orange/ Social Services Agency Folder No. C032026-AV Page 4 of 5 Rev 1/27/2020-ey DocuSign Envelope ID: 81B8E4E3-722A-4607-948F-B0FE0F67AB19 Attachment C
SUBORDINATE CONTRACT MA-063-21011347 WITH LLOYD STAFFING INC.
ATTACHMENT I
REGIONAL COOPERATIVE AGREEMENT RCA-017-21010020
County of Orange/ Social Services Agency Folder No. C032026-AV Page 5 of 5 Rev 1/27/2020-ey Attachment D Contract Summary Form
22nd Century Technologies Inc. SUMMARY OF SIGNIFICANT CHANGES N/A SUBCONTRACTORS This Contract does not currently include subcontractors or pass through to other providers. This Contract, due to the nature of the services, could require the addition of subcontractors. In order to add subcontractor(s) to the Contract, Contractor must seek express consent from SSA. Should the addition of a subcontractor impact the scope of work and/or Contract amount, SSA will bring the item back to the Board of Supervisors for approval.
CONTRACT OPERATING EXPENSES The Contract aggregate maximum obligation amount of $3,130,000.
COUNTY OF ORANGE REGULAR HOURLY JOB DESCRIPTION – CATEGORY A CLASSIFICATION BILLING RATE Customer Service Representatives provide customer service in a call center setting. This includes greeting customers, establishing a rapport, projecting a professional tone, answering questions, and addressing complaints, recording notes on the computer system for each call, and completing other work as Customer Service assigned. The Customer Service Representative (CSR) is the first line of contact $19.35 Representative with customers. Skills and behaviors possessed by successful CSRs include professionalism, punctuality, competent listening skills, and caller needs assessment. In addition, a CSR must possess the ability to clearly communicate complex issues, understand what issues have a sense of urgency to them, and must be capable of kindness, patience, and empathy. Positions in this class are characterized by primary responsibility for production keyboard entry of data from a wide variety of source documents. Incumbents are expected to apply considerable knowledge of complex coding systems to Data Entry Specialist $18.06 independently extract and code data for entry. This class is distinguished from the Data Entry Technician class by the greater complexity of data extraction and coding and a greater emphasis on high speed data entry. To perform information processing duties which combine text editing, advanced Information Processing entry and file maintenance functions; to use a keyboard to create or format a variety of documents, reports and files; to understand and use a variety of $18.06 Specialist automated equipment and software programs for complex information entry, inquiry, manipulation and generation; and to do other work as required. Under general supervision, to produce a variety of difficult and complex materials requiring the application of advanced keyboarding and correction Information Processing skills; and to do other work as required. Positions in this class are characterized $19.35 Technician by primary responsibility for typing or word processing a variety of important and complex documents by applying advanced keyboarding skill and subject matter knowledge in the production of finished products.
Page 1 of 12 Attachment D
Performs a variety of technical duties emphasizing customer support for desktop Information computer systems and related equipment; serves as a first-level responder for computer hardware/software issues; troubleshoots and repairs system problems Technology Systems $25.80 and provides technical assistance to customers; monitors, installs, configures Technician II and upgrades hardware, software and peripherals; and performs other related duties as assigned. Under supervision, to perform a variety of moderately difficult office tasks; and to do other work as required. This is the journey level office services class. Positions are characterized by office duties which require proficiency in a variety of general office skills and in the simple operation of standard and Office Assistant automated office equipment. Assignments may be composed of tasks $20.00 concentrating in a particular skill area or may include a full range of duties associated with this class. Incumbents in this class work without close supervision within a framework of established procedures and are expected to perform duties with only occasional instruction or assistance. Under general supervision, to perform difficult and responsible office work in a specialized assignment; and to do other work as required. Positions in this class are characterized by the performance of specialized and responsible office duties requiring extensive related experience, thorough knowledge of the methods and procedures applicable to the assignment, and the exercise of Office Specialist considerable discretion and responsible decision-making in performing work. $19.35 Incumbents in this class perform tasks which include the application and explanation of complex policies, regulations and guidelines where interpretation and independent judgment are required. Some assignments may also require the integration of technical knowledge with advance interpersonal and communication skills. Under general supervision provide secretarial and office services for one or more officials; to assist superiors by assuming a variety of administrative detail and non-routine work; to screen and answer telephone calls and correspondence; and to do other work as required. This class differs from classes in the office Secretary I services series by its direct support of and confidential role to one or more $19.35 individuals serving in an administrative, professional, or technical capacity. This frequently includes learning of specialized subject matter, delegation of specific responsibilities and a confidential working relationship with the individual(s) supported. Under direction provide secretarial and office services to one or more members of top management; to assist superiors by assuming a variety of administrative detail and non-routine work; to screen and answer telephone calls and correspondence; and to do other work as required. This class differs from the Secretary II Secretary I class by direct support of and a confidential role to one or more top $20.64 level managers. Because of the level of the manager, work performed, and contracts are likely to be more difficult and sensitive than secretaries to lower level managers. This class is appropriate only where substantial delegation of authority has been made to the Secretary. Under general direction, to serve as secretary to members of Executive Management, relieving them of administrative and office services details; to perform complex and highly responsible clerical work; to interpret policy and
administrative regulations; and to do other work as required. The Secretary III Secretary III $21.93 class is distinguished from other clerical and secretarial classes by being restricted to positions that are assigned full secretarial duties for Agency/Department heads or other members of management with the widest latitude for independent action.
Page 2 of 12 Attachment D
COUNTY OF ORANGE REGULAR HOURLY JOB DESCRIPTION – CATEGORY B CLASSIFICATION BILL RATE Under supervision, to perform a variety of accounting duties related to the maintenance and review of fiscal, financial, and statistical records. Accounting Assistants are assigned a variety of duties and responsibilities in the receipt and Accounting Assistant II processing of accounting data including recording, classifying, reviewing, and $39.67 summarizing data for use at a higher level. Assignments may include responsibility for some general office support duties, but the primary focus of the position must be on the financial/accounting duties. Under supervision, to clean assigned areas in and around buildings. Sweeps, scrubs and mops floors; strips, waxes and buffs floors, using heavy floor care machines; washes windows, walls and lavatories; collects and empties trash Custodian $16.77 receptacles including many large, heavy cans; dusts furniture, woodwork, fixtures and equipment and replenishes sanitary supplies; and may keep simple records relating to areas cleaned and custodial supplies. Under supervision, to perform routine, less technical work involving the cleaning and sterilizing of laboratory glassware and equipment; and to do Laboratory Aid $19.35 other work as required. Incumbents in this class may work under unpleasant conditions subject to noise, heat, noxious odors and moisture. Under supervision, to perform a variety of paraprofessional laboratory work related to the performance of standardized bacteriological, physical and chemical tests; to maintain and monitor the performance of laboratory
equipment; to assist in the preparation of specimens for examination; and to do Laboratory Assistant $20.64 related work as required. Laboratory Assistants are generally assigned to the various sections of the Public Health laboratory on a rotational basis. Depending on the area of assignment, Laboratory Assistants may assist licensed laboratory personnel in testing, or may independently conduct tests not requiring a license. Under general supervision, performs unskilled and manual labor tasks, using common tools and operating light equipment, to maintain and safely operate a County landfill. Landfill Laborer performs site maintenance tasks such as using Landfill Laborer $18.06 hand tools and operating small engine-powered equipment to perform routine manual laboring tasks, landfill maintenance activities, site custodial projects, composting and other duties as assigned. Under supervision, performs routine unskilled and semiskilled carpentry, masonry, plumbing, irrigation, and grounds maintenance activities. Park Maintenance Worker I is responsible for area inspections, infrastructure repairs, equipment inspections, and maintenance within an assigned public facility. Park Maintenance Positions in this class are distinguished from Park Maintenance Worker II by the $16.77 Worker I performance of unskilled and semiskilled maintenance and repair of park/zoo facilities, grounds, and equipment for an operations group. Cleans, stocks, and maintains restrooms. Cleans and maintains park amenities and shelter areas including debris removal, pressure washing, raking, concrete patching, and touch- up painting. Under general supervision, performs unskilled and manual labor tasks in the repair, construction and maintenance of road, flood control and other public Public Works works facilities. Performs routine unskilled heavy manual labor work as a member of a public works maintenance, construction, or cleanup crew; uses $18.06 Maintenance Worker I hand tools for grading; hoes and cuts/trims vegetation and weeds; installs signs; removes trash and debris from ditches, culverts, drains, firebreaks, road rights- of-way and flood control channels.
Page 3 of 12 Attachment D
Performs a variety of analytically related duties in support of one or more agency/department programs. positions have a full range of analytical duties including problem identification, information gathering, analysis, development of alternative resolutions and final recommendations. These activities may be performed through interpersonal action and verbal discussions or through formal Staff Assistant written reports or a combination of both. There are two levels in this series, Staff $27.09 Assistant and Staff Specialist, which are differentiated by the percentage of analytical activities, complexity of analysis, nature of contacts required, independence in which these factors are exercised and the verbal and written communication skills required. Staff Assistant requires between 40%-60% problem solving/analysis work. Performs a variety of analytically related duties in support of one or more agency/department programs. positions have a full range of analytical duties including problem identification, information gathering, analysis, development of alternative resolutions and final recommendations. These activities may be performed through interpersonal action and verbal discussions or through formal Staff Specialist written reports or a combination of both. There are two levels in this series, Staff $30.96 Assistant and Staff Specialist, which are differentiated by the percentage of analytical activities, complexity of analysis, nature of contacts required, independence in which these factors are exercised and the verbal and written communication skills required. Staff Specialist requires 60% or more problem solving/analysis work. Under general supervision, to receive, store and issue a variety of office supplies, forms and equipment; to maintain records of items received and issued; and to do other work as required. Positions in this class are typically in charge of a Stock Clerk small storeroom stocking a variety of supplies and independently perform a $19.35 combination of manual and office services work in receiving, storing and issuing supplies. Some of the work performed by positions in this class may require substantial physical effort. Under general supervision, to perform a combination of manual and clerical duties; to drive a light automotive vehicle to transport passengers and to pick up and deliver office supplies and other materials; to load and unload items from $20.64 Utility Worker – Driver trucks; and to move furniture and equipment. Perform a combination of clerical and manual work, including lifting and carrying; positions assigned primarily as drivers operate a light vehicle and may do considerable lifting in loading and unloading it. Under supervision perform heavy labor in loading and unloading trucks; drive a truck to pick up and deliver supplies and other items for County agencies/departments; to learn to apply standardized supply practices and procedures, to fill orders from standard stock items and to enter stock into Warehouse Worker I inventory records; and to do other work as required. Positions are primarily $20.64 assigned driving responsibilities in the delivery of supplies to various agencies/departments. In addition, positions perform the more routine supply activities associated with warehouse work and have an opportunity to learn the County supply system.
Page 4 of 12 Attachment D
Contract Summary Form
Tryfacta Inc.
SUMMARY OF SIGNIFICANT CHANGES N/A SUBCONTRACTORS This Contract does not currently include subcontractors or pass through to other providers. This Contract, due to the nature of the services, could require the addition of subcontractors. In order to add subcontractor(s) to the Contract, Contractor must seek express consent from SSA. Should the addition of a subcontractor impact the scope of work and/or Contract amount, SSA will bring the item back to the Board of Supervisors for approval.
CONTRACT OPERATING EXPENSES The Contract aggregate maximum obligation amount of $3,130,000.
COUNTY OF ORANGE REGULAR HOURLY JOB DESCRIPTION – CATEGORY A CLASSIFICATION BILLING RATE Customer Service Representatives provide customer service in a call center setting. This includes greeting customers, establishing a rapport, projecting a professional tone, answering questions, and addressing complaints, recording notes on the computer system for each call, and completing other work as Customer Service assigned. The Customer Service Representative (CSR) is the first line of contact $19.40 Representative with customers. Skills and behaviors possessed by successful CSRs include professionalism, punctuality, competent listening skills, and caller needs assessment. In addition, a CSR must possess the ability to clearly communicate complex issues, understand what issues have a sense of urgency to them, and must be capable of kindness, patience, and empathy. Positions in this class are characterized by primary responsibility for production keyboard entry of data from a wide variety of source documents. Incumbents are expected to apply considerable knowledge of complex coding systems to Data Entry Specialist $19.40 independently extract and code data for entry. This class is distinguished from the Data Entry Technician class by the greater complexity of data extraction and coding and a greater emphasis on high speed data entry. To perform information processing duties which combine text editing, advanced Information Processing entry and file maintenance functions; to use a keyboard to create or format a variety of documents, reports and files; to understand and use a variety of $20.06 Specialist automated equipment and software programs for complex information entry, inquiry, manipulation and generation; and to do other work as required. Under general supervision, to produce a variety of difficult and complex materials requiring the application of advanced keyboarding and correction Information Processing skills; and to do other work as required. Positions in this class are characterized $19.40 Technician by primary responsibility for typing or word processing a variety of important and complex documents by applying advanced keyboarding skill and subject matter knowledge in the production of finished products.
Page 5 of 12 Attachment D
Performs a variety of technical duties emphasizing customer support for desktop Information computer systems and related equipment; serves as a first-level responder for computer hardware/software issues; troubleshoots and repairs system problems Technology Systems $21.70 and provides technical assistance to customers; monitors, installs, configures Technician II and upgrades hardware, software and peripherals; and performs other related duties as assigned. Under supervision, to perform a variety of moderately difficult office tasks; and to do other work as required. This is the journey level office services class. Positions are characterized by office duties which require proficiency in a variety of general office skills and in the simple operation of standard and Office Assistant automated office equipment. Assignments may be composed of tasks $19.78 concentrating in a particular skill area or may include a full range of duties associated with this class. Incumbents in this class work without close supervision within a framework of established procedures and are expected to perform duties with only occasional instruction or assistance. Under general supervision, to perform difficult and responsible office work in a specialized assignment; and to do other work as required. Positions in this class are characterized by the performance of specialized and responsible office duties requiring extensive related experience, thorough knowledge of the methods and procedures applicable to the assignment, and the exercise of Office Specialist considerable discretion and responsible decision-making in performing work. $20.27 Incumbents in this class perform tasks which include the application and explanation of complex policies, regulations and guidelines where interpretation and independent judgment are required. Some assignments may also require the integration of technical knowledge with advance interpersonal and communication skills. Under general supervision provide secretarial and office services for one or more officials; to assist superiors by assuming a variety of administrative detail and non-routine work; to screen and answer telephone calls and correspondence; and to do other work as required. This class differs from classes in the office Secretary I services series by its direct support of and confidential role to one or more $21.28 individuals serving in an administrative, professional, or technical capacity. This frequently includes learning of specialized subject matter, delegation of specific responsibilities and a confidential working relationship with the individual(s) supported. Under direction provide secretarial and office services to one or more members of top management; to assist superiors by assuming a variety of administrative detail and non-routine work; to screen and answer telephone calls and correspondence; and to do other work as required. This class differs from the Secretary II Secretary I class by direct support of and a confidential role to one or more top $22.26 level managers. Because of the level of the manager, work performed, and contracts are likely to be more difficult and sensitive than secretaries to lower level managers. This class is appropriate only where substantial delegation of authority has been made to the Secretary. Under general direction, to serve as secretary to members of Executive Management, relieving them of administrative and office services details; to perform complex and highly responsible clerical work; to interpret policy and
administrative regulations; and to do other work as required. The Secretary III Secretary III $26.72 class is distinguished from other clerical and secretarial classes by being restricted to positions that are assigned full secretarial duties for Agency/Department heads or other members of management with the widest latitude for independent action.
Page 6 of 12 Attachment D
COUNTY OF ORANGE REGULAR HOURLY JOB DESCRIPTION – CATEGORY B CLASSIFICATION BILL RATE Under supervision, to perform a variety of accounting duties related to the maintenance and review of fiscal, financial, and statistical records. Accounting Assistants are assigned a variety of duties and responsibilities in the receipt and Accounting Assistant II processing of accounting data including recording, classifying, reviewing, and $30.27 summarizing data for use at a higher level. Assignments may include responsibility for some general office support duties, but the primary focus of the position must be on the financial/accounting duties. Under supervision, to clean assigned areas in and around buildings. Sweeps, scrubs and mops floors; strips, waxes and buffs floors, using heavy floor care machines; washes windows, walls and lavatories; collects and empties trash Custodian $21.07 receptacles including many large, heavy cans; dusts furniture, woodwork, fixtures and equipment and replenishes sanitary supplies; and may keep simple records relating to areas cleaned and custodial supplies. Under supervision, to perform routine, less technical work involving the cleaning and sterilizing of laboratory glassware and equipment; and to do Laboratory Aid $19.69 other work as required. Incumbents in this class may work under unpleasant conditions subject to noise, heat, noxious odors and moisture. Under supervision, to perform a variety of paraprofessional laboratory work related to the performance of standardized bacteriological, physical and chemical tests; to maintain and monitor the performance of laboratory
equipment; to assist in the preparation of specimens for examination; and to do Laboratory Assistant $30.37 related work as required. Laboratory Assistants are generally assigned to the various sections of the Public Health laboratory on a rotational basis. Depending on the area of assignment, Laboratory Assistants may assist licensed laboratory personnel in testing, or may independently conduct tests not requiring a license. Under general supervision, performs unskilled and manual labor tasks, using common tools and operating light equipment, to maintain and safely operate a County landfill. Landfill Laborer performs site maintenance tasks such as using Landfill Laborer $21.06 hand tools and operating small engine-powered equipment to perform routine manual laboring tasks, landfill maintenance activities, site custodial projects, composting and other duties as assigned. Under supervision, performs routine unskilled and semiskilled carpentry, masonry, plumbing, irrigation, and grounds maintenance activities. Park Maintenance Worker I is responsible for area inspections, infrastructure repairs, equipment inspections, and maintenance within an assigned public facility. Park Maintenance Positions in this class are distinguished from Park Maintenance Worker II by the $22.95 Worker I performance of unskilled and semiskilled maintenance and repair of park/zoo facilities, grounds, and equipment for an operations group. Cleans, stocks, and maintains restrooms. Cleans and maintains park amenities and shelter areas including debris removal, pressure washing, raking, concrete patching, and touch- up painting. Under general supervision, performs unskilled and manual labor tasks in the repair, construction and maintenance of road, flood control and other public Public Works works facilities. Performs routine unskilled heavy manual labor work as a member of a public works maintenance, construction, or cleanup crew; uses $22.95 Maintenance Worker I hand tools for grading; hoes and cuts/trims vegetation and weeds; installs signs; removes trash and debris from ditches, culverts, drains, firebreaks, road rights- of-way and flood control channels.
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Performs a variety of analytically related duties in support of one or more agency/department programs. positions have a full range of analytical duties including problem identification, information gathering, analysis, development of alternative resolutions and final recommendations. These activities may be performed through interpersonal action and verbal discussions or through formal Staff Assistant written reports or a combination of both. There are two levels in this series, Staff $19.78 Assistant and Staff Specialist, which are differentiated by the percentage of analytical activities, complexity of analysis, nature of contacts required, independence in which these factors are exercised and the verbal and written communication skills required. Staff Assistant requires between 40%-60% problem solving/analysis work. Performs a variety of analytically related duties in support of one or more agency/department programs. positions have a full range of analytical duties including problem identification, information gathering, analysis, development of alternative resolutions and final recommendations. These activities may be performed through interpersonal action and verbal discussions or through formal Staff Specialist written reports or a combination of both. There are two levels in this series, Staff $30.99 Assistant and Staff Specialist, which are differentiated by the percentage of analytical activities, complexity of analysis, nature of contacts required, independence in which these factors are exercised and the verbal and written communication skills required. Staff Specialist requires 60% or more problem solving/analysis work. Under general supervision, to receive, store and issue a variety of office supplies, forms and equipment; to maintain records of items received and issued; and to do other work as required. Positions in this class are typically in charge of a Stock Clerk small storeroom stocking a variety of supplies and independently perform a $19.30 combination of manual and office services work in receiving, storing and issuing supplies. Some of the work performed by positions in this class may require substantial physical effort. Under general supervision, to perform a combination of manual and clerical duties; to drive a light automotive vehicle to transport passengers and to pick up and deliver office supplies and other materials; to load and unload items from $21.42 Utility Worker – Driver trucks; and to move furniture and equipment. Perform a combination of clerical and manual work, including lifting and carrying; positions assigned primarily as drivers operate a light vehicle and may do considerable lifting in loading and unloading it. Under supervision perform heavy labor in loading and unloading trucks; drive a truck to pick up and deliver supplies and other items for County agencies/departments; to learn to apply standardized supply practices and procedures, to fill orders from standard stock items and to enter stock into Warehouse Worker I inventory records; and to do other work as required. Positions are primarily $21.26 assigned driving responsibilities in the delivery of supplies to various agencies/departments. In addition, positions perform the more routine supply activities associated with warehouse work and have an opportunity to learn the County supply system.
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Contract Summary Form
Lloyd Staffing Inc. SUMMARY OF SIGNIFICANT CHANGES N/A SUBCONTRACTORS This Contract does not currently include subcontractors or pass through to other providers. This Contract, due to the nature of the services, could require the addition of subcontractors. In order to add subcontractor(s) to the Contract, Contractor must seek express consent from SSA. Should the addition of a subcontractor impact the scope of work and/or Contract amount, SSA will bring the item back to the Board of Supervisors for approval.
CONTRACT OPERATING EXPENSES The Contract aggregate maximum obligation amount of $3,130,000.
COUNTY OF ORANGE REGULAR HOURLY JOB DESCRIPTION – CATEGORY A CLASSIFICATION BILLING RATE Customer Service Representatives provide customer service in a call center setting. This includes greeting customers, establishing a rapport, projecting a professional tone, answering questions, and addressing complaints, recording notes on the computer system for each call, and completing other work as Customer Service assigned. The Customer Service Representative (CSR) is the first line of contact $20.40 Representative with customers. Skills and behaviors possessed by successful CSRs include professionalism, punctuality, competent listening skills, and caller needs assessment. In addition, a CSR must possess the ability to clearly communicate complex issues, understand what issues have a sense of urgency to them, and must be capable of kindness, patience, and empathy. Positions in this class are characterized by primary responsibility for production keyboard entry of data from a wide variety of source documents. Incumbents are expected to apply considerable knowledge of complex coding systems to Data Entry Specialist $20.40 independently extract and code data for entry. This class is distinguished from the Data Entry Technician class by the greater complexity of data extraction and coding and a greater emphasis on high speed data entry. To perform information processing duties which combine text editing, advanced Information Processing entry and file maintenance functions; to use a keyboard to create or format a variety of documents, reports and files; to understand and use a variety of $20.94 Specialist automated equipment and software programs for complex information entry, inquiry, manipulation and generation; and to do other work as required. Under general supervision, to produce a variety of difficult and complex materials requiring the application of advanced keyboarding and correction Information Processing skills; and to do other work as required. Positions in this class are characterized $20.40 Technician by primary responsibility for typing or word processing a variety of important and complex documents by applying advanced keyboarding skill and subject matter knowledge in the production of finished products.
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Performs a variety of technical duties emphasizing customer support for desktop Information computer systems and related equipment; serves as a first-level responder for computer hardware/software issues; troubleshoots and repairs system problems Technology Systems $33.60 and provides technical assistance to customers; monitors, installs, configures Technician II and upgrades hardware, software and peripherals; and performs other related duties as assigned. Under supervision, to perform a variety of moderately difficult office tasks; and to do other work as required. This is the journey level office services class. Positions are characterized by office duties which require proficiency in a variety of general office skills and in the simple operation of standard and Office Assistant automated office equipment. Assignments may be composed of tasks $20.65 concentrating in a particular skill area or may include a full range of duties associated with this class. Incumbents in this class work without close supervision within a framework of established procedures and are expected to perform duties with only occasional instruction or assistance. Under general supervision, to perform difficult and responsible office work in a specialized assignment; and to do other work as required. Positions in this class are characterized by the performance of specialized and responsible office duties requiring extensive related experience, thorough knowledge of the methods and procedures applicable to the assignment, and the exercise of Office Specialist considerable discretion and responsible decision-making in performing work. $21.04 Incumbents in this class perform tasks which include the application and explanation of complex policies, regulations and guidelines where interpretation and independent judgment are required. Some assignments may also require the integration of technical knowledge with advance interpersonal and communication skills. Under general supervision provide secretarial and office services for one or more officials; to assist superiors by assuming a variety of administrative detail and non-routine work; to screen and answer telephone calls and correspondence; and to do other work as required. This class differs from classes in the office Secretary I services series by its direct support of and confidential role to one or more $21.35 individuals serving in an administrative, professional, or technical capacity. This frequently includes learning of specialized subject matter, delegation of specific responsibilities and a confidential working relationship with the individual(s) supported. Under direction provide secretarial and office services to one or more members of top management; to assist superiors by assuming a variety of administrative detail and non-routine work; to screen and answer telephone calls and correspondence; and to do other work as required. This class differs from the Secretary II Secretary I class by direct support of and a confidential role to one or more top $21.86 level managers. Because of the level of the manager, work performed, and contracts are likely to be more difficult and sensitive than secretaries to lower level managers. This class is appropriate only where substantial delegation of authority has been made to the Secretary. Under general direction, to serve as secretary to members of Executive Management, relieving them of administrative and office services details; to perform complex and highly responsible clerical work; to interpret policy and
administrative regulations; and to do other work as required. The Secretary III Secretary III $22.42 class is distinguished from other clerical and secretarial classes by being restricted to positions that are assigned full secretarial duties for Agency/Department heads or other members of management with the widest latitude for independent action.
Page 10 of 12 Attachment D
COUNTY OF ORANGE REGULAR HOURLY JOB DESCRIPTION – CATEGORY B CLASSIFICATION BILL RATE Under supervision, to perform a variety of accounting duties related to the maintenance and review of fiscal, financial, and statistical records. Accounting Assistants are assigned a variety of duties and responsibilities in the receipt and Accounting Assistant II processing of accounting data including recording, classifying, reviewing, and $32.10 summarizing data for use at a higher level. Assignments may include responsibility for some general office support duties, but the primary focus of the position must be on the financial/accounting duties. Under supervision, to clean assigned areas in and around buildings. Sweeps, scrubs and mops floors; strips, waxes and buffs floors, using heavy floor care machines; washes windows, walls and lavatories; collects and empties trash Custodian NO receptacles including many large, heavy cans; dusts furniture, woodwork, fixtures and equipment and replenishes sanitary supplies; and may keep simple BID records relating to areas cleaned and custodial supplies. Under supervision, to perform routine, less technical work involving the cleaning and sterilizing of laboratory glassware and equipment; and to do Laboratory Aid NO other work as required. Incumbents in this class may work under unpleasant conditions subject to noise, heat, noxious odors and moisture. BID Under supervision, to perform a variety of paraprofessional laboratory work related to the performance of standardized bacteriological, physical and chemical tests; to maintain and monitor the performance of laboratory
equipment; to assist in the preparation of specimens for examination; and to do Laboratory Assistant NO related work as required. Laboratory Assistants are generally assigned to the various sections of the Public Health laboratory on a rotational basis. Depending BID on the area of assignment, Laboratory Assistants may assist licensed laboratory personnel in testing, or may independently conduct tests not requiring a license. Under general supervision, performs unskilled and manual labor tasks, using common tools and operating light equipment, to maintain and safely operate a County landfill. Landfill Laborer performs site maintenance tasks such as using Landfill Laborer NO hand tools and operating small engine-powered equipment to perform routine manual laboring tasks, landfill maintenance activities, site custodial projects, BID composting and other duties as assigned. Under supervision, performs routine unskilled and semiskilled carpentry, masonry, plumbing, irrigation, and grounds maintenance activities. Park Maintenance Worker I is responsible for area inspections, infrastructure repairs, equipment inspections, and maintenance within an assigned public facility. Park Maintenance Positions in this class are distinguished from Park Maintenance Worker II by the NO Worker I performance of unskilled and semiskilled maintenance and repair of park/zoo BID facilities, grounds, and equipment for an operations group. Cleans, stocks, and maintains restrooms. Cleans and maintains park amenities and shelter areas including debris removal, pressure washing, raking, concrete patching, and touch- up painting. Under general supervision, performs unskilled and manual labor tasks in the repair, construction and maintenance of road, flood control and other public Public Works works facilities. Performs routine unskilled heavy manual labor work as a member of a public works maintenance, construction, or cleanup crew; uses NO Maintenance Worker I hand tools for grading; hoes and cuts/trims vegetation and weeds; installs signs; BID removes trash and debris from ditches, culverts, drains, firebreaks, road rights- of-way and flood control channels.
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Performs a variety of analytically related duties in support of one or more agency/department programs. positions have a full range of analytical duties including problem identification, information gathering, analysis, development of alternative resolutions and final recommendations. These activities may be performed through interpersonal action and verbal discussions or through formal Staff Assistant written reports or a combination of both. There are two levels in this series, Staff NO Assistant and Staff Specialist, which are differentiated by the percentage of BID analytical activities, complexity of analysis, nature of contacts required, independence in which these factors are exercised and the verbal and written communication skills required. Staff Assistant requires between 40%-60% problem solving/analysis work. Performs a variety of analytically related duties in support of one or more agency/department programs. positions have a full range of analytical duties including problem identification, information gathering, analysis, development of alternative resolutions and final recommendations. These activities may be performed through interpersonal action and verbal discussions or through formal Staff Specialist written reports or a combination of both. There are two levels in this series, Staff NO Assistant and Staff Specialist, which are differentiated by the percentage of BID analytical activities, complexity of analysis, nature of contacts required, independence in which these factors are exercised and the verbal and written communication skills required. Staff Specialist requires 60% or more problem solving/analysis work. Under general supervision, to receive, store and issue a variety of office supplies, forms and equipment; to maintain records of items received and issued; and to do other work as required. Positions in this class are typically in charge of a Stock Clerk small storeroom stocking a variety of supplies and independently perform a NO combination of manual and office services work in receiving, storing and issuing BID supplies. Some of the work performed by positions in this class may require substantial physical effort. Under general supervision, to perform a combination of manual and clerical duties; to drive a light automotive vehicle to transport passengers and to pick up and deliver office supplies and other materials; to load and unload items from NO Utility Worker – Driver trucks; and to move furniture and equipment. Perform a combination of clerical BID and manual work, including lifting and carrying; positions assigned primarily as drivers operate a light vehicle and may do considerable lifting in loading and unloading it. Under supervision perform heavy labor in loading and unloading trucks; drive a truck to pick up and deliver supplies and other items for County agencies/departments; to learn to apply standardized supply practices and procedures, to fill orders from standard stock items and to enter stock into Warehouse Worker I inventory records; and to do other work as required. Positions are primarily NO assigned driving responsibilities in the delivery of supplies to various BID agencies/departments. In addition, positions perform the more routine supply activities associated with warehouse work and have an opportunity to learn the County supply system.
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Attachment A
1 CONTRACT FOR PROVISION OF 2 ENHANCED CARE COORDINATION SERVICES FOR REENTRY DURING COVID 3 BETWEEN 4 COUNTY OF ORANGE 5 AND 6 CHARITABLE VENTURES OF ORANGE COUNTY 7 JULY 13, 2021 THROUGH JANUARY 31, 2022 8 9 THIS CONTRACT entered into this 13th day of July 2021 (effective date), is by and between the 10 COUNTY OF ORANGE, a political subdivision of State of California (COUNTY), and CHARITABLE 11 VENTUES OF ORANGE COUNTY, a California nonprofit corporation acting through its fiscally 12 sponsored PROJECT KINSHIP (CONTRACTOR). COUNTY and CONTRACTOR may sometimes be 13 referred to herein individually as “Party” or collectively as “Parties.” This Contract shall be 14 administered by the Director of the COUNTY’s Health Care Agency or an authorized designee 15 (“ADMINISTRATOR”). 16 17 W I T N E S S E T H: 18 WHEREAS, on February 26, 2020, the County declared a Local Emergency, and the County’s 19 Health Officer declared a Local Health Emergency in response to COVID-19 emergency and outbreak, 20 as necessary for the preservation of public health and safety; and 21 WHEREAS, on March 4, 2020, Governor Gavin Newsom declared a State of Emergency in the 22 State of California concerning the COVID-19 emergency and outbreak; and 23 WHEREAS, on March 12, 2020, Governor Gavin Newsom issued Executive Order N-25-20, 24 ordering all California residents to heed any orders and guidance of State and local public health 25 officials, including but not limited to imposition of social distancing measures, to control the spread of 26 COVID-19; and 27 WHEREAS, on March 18, 2020, the President of the United States proclaimed a national 28 emergency concerning the COVID-19 outbreak; and 29 WHEREAS, on March 22, 2020, the President of United States declared a major disaster exists in 30 the State of California and ordered Federal assistant to supplement State and local recovery efforts in the 31 areas affected by the COVID-19 pandemic; and 32 WHEREAS, the Department of Homeland Security (DHS), Federal Emergency Management 33 Agency (FEMA) has issued the Public Assistance Program and Policy Guide, Version 4 (Guide) that 34 provides guidance on the availability of federal funding to states and local governments during 35 emergencies pursuant to Section 502 of the Robert T. Stafford Disaster Relief and Emergency 36 Assistance Act (Stafford Act); and 37 //
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1 WHEREAS, the Guide identifies the services/commodities described herein as an eligible cost 2 during emergencies; and 3 WHEREAS, COUNTY in need of the services/commodities described herein in order to support its 4 efforts to respond to the COVID-19 pandemic in a manner consistent with the above declarations and 5 authorities, and any continuing executive orders and declarations as part of the on-going emergencies; 6 and 7 WHEREAS, the Guide identifies the services/commodities described herein as an eligible cost 8 during emergencies; and 9 WHEREAS, Section 601(a) and 601(d) of the Social Security Act, as added by Section 5001 of the 10 Coronavirus Aid, Relief, and Economic Security Act (CARES Act), provides that payments from the 11 CARES Act funds may be used to cover certain costs that are necessary expenditures with respect to the 12 COVID-19 emergency; and 13 WHEREAS, County is in need of the services/commodities described herein in order to support its 14 efforts to respond to the COVID-19 pandemic in a manner consistent with the above declarations and 15 authorities, including the CARES Act, and any continuing executive orders and declarations as part of 16 the on-going emergencies; and 17 WHEREAS, COUNTY wishes to contract with CONTRACTOR for the provision of Coordinated 18 Case Management Reentry Services described herein to individuals released from Orange County jails; 19 and 20 WHEREAS, CONTRACTOR is agreeable to the rendering of such services on the terms and 21 conditions hereinafter set forth: 22 NOW, THEREFORE, in consideration of the mutual benefits and promises contained herein, 23 COUNTY and CONTRACTOR do hereby agree as follows: 24 WHEREAS, COUNTY wishes to contract with CONTRACTOR for the provision of Coordinated 25 Case Management Reentry Services described herein to individuals released from Orange County jails ; 26 and 27 WHEREAS, CONTRACTOR is agreeable to the rendering of such services on the terms and 28 conditions hereinafter set forth: 29 NOW, THEREFORE, in consideration of the mutual benefits and promises contained herein, 30 COUNTY and CONTRACTOR do hereby agree as follows: 31 // 32 // 33 // 34 // 35 // 36 // 37 //
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1 TABLE OF CONTENTS 2 3 PARAGRAPH PAGE 4 Title Page ...... 1 5 Table of Contents ...... 2 6 Referenced Contract Provisions ...... 4 7 I. Acronyms ...... 5 8 II. Alteration of Terms ...... 7 9 III. Assignment of Debts ...... 7 10 IV. Compliance ...... 7 11 V. Confidentiality ...... 10 12 VI. Conflict of Interest ...... 10 13 VII. Corrective Action Plan ...... 10 14 VIII. Cost Report ...... 11 15 IX. Debarment and Suspension Certification ...... 13 16 X. Delegation, Assignment and Subcontracts ...... 13 17 XI. Dispute Resolution ...... 15 18 XII. Employee Eligibility Verification ...... 16 19 XIII. Equipment ...... 16 20 XIV. Facilities, Payments and Services ...... 17 21 XV. Indemnification and Insurance ...... 18 22 XVI. Inspections and Audits ...... 22 23 XVII. Licenses and Laws ...... 23 24 XVIII. Literature, Advertisements and Social Media ...... 24 25 XIX. Maximum Obligation ...... 24 26 XX. Minimum Wage Laws ...... 24 27 XXI. Nondiscrimination ...... 25 28 XXII. Notices ...... 27 29 XXIII. Notification of Death ...... 28 30 XXIV. Notification of Public Events and Meetings ...... 28 31 XXV. Participant’s Rights ...... 29 32 XXVI. Payment Card Compliance ...... 29 33 XXVII. Records Management and Maintenance ...... 29 34 XXVIII. Research and Publication ...... 31 35 XXIX. Revenue ...... 31 36 XXX. Severability ...... 31 37 XXXI. Special Provisions ...... 31
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1 TABLE OF CONTENTS 2 3 PARAGRAPH PAGE 4 XXXII. Status of Contractor ...... 32 5 XXXIII. Term ...... 33 6 XXXIV. Termination...... 33 7 XXXV. Third Party Beneficiary ...... 35 8 XXXVI. Waiver of Default or Breach ...... 35 9 Signature Page ...... 36 10 11 EXHIBIT A 12 I. Common Terms and Definitions ...... 1 13 II. Budget ...... 10 14 III. Payments ...... 11 15 IV. Reports ...... 12 16 V. Services ...... 14 17 VI. Staffing ...... 14 18 19 EXHIBIT B 20 I. Personal Information Privacy and Security Contract ...... 1 21 22 EXHIBIT C 23 I. Certification Regarding Anti-Lobbying ...... 1 24 // 25 // 26 // 27 // 28 // 29 // 30 // 31 // 32 // 33 // 34 // 35 // 36 // 37 //
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1 REFERENCED CONTRACT PROVISIONS 2 3 Term: July 13, 2021 through January 31, 2022 4 5 Maximum Obligation: $ 1,033,855 6 7 Basis for Reimbursement: Actual Cost 8 9 Payment Method: Monthly in Arrears 10 11 CONTRACTOR DUNS Number: 02-208-4889 12 13 CONTRACTOR TAX ID Number: 20-8756660 14 15 Notices to COUNTY and CONTRACTOR: 16 17 COUNTY: County of Orange 18 Health Care Agency 19 Contract Services 20 405 West 5th Street, Suite 600 21 Santa Ana, CA 92701-4637 22 23 CONTRACTOR: Charitable Ventures of Orange County 24 1505 E. 17th Street, Suite 101 25 Santa Ana, CA 92705 26 Ted Kim, Chief Operating Officer 27 [email protected] 28 // 29 // 30 // 31 // 32 // 33 // 34 // 35 // 36 // 37 //
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1 I. ACRONYMS 2 The following standard definitions are for reference purposes only and may or may not apply in 3 their entirety throughout this Contract: 4 A. ARRA American Recovery and Reinvestment Act of 2009 5 B. CalWORKs California Work Opportunity and Responsibility for Kids 6 C. CAP Corrective Action Plan 7 D. CCC California Civil Code 8 E. CCR California Code of Regulations 9 F. CES Coordinated Entry System 10 G. CFR Code of Federal Regulations 11 H. CHPP COUNTY HIPAA Policies and Procedures 12 I. COC Continuum of Care 13 J. COI Certificate of Insurance 14 K. CPA Certified Public Accountant 15 L. DRS Designated Record Set 16 M. EEOC Equal Employment Opportunity Commission 17 N. EOC Equal Opportunity Clause 18 O. FFS Fee For Service 19 P. FSC Family Solutions Collaborative 20 Q. FTE Full Time Equivalent 21 R. GAAP Generally Accepted Accounting Principles 22 S. HCA County of Orange Health Care Agency 23 T. HIPAA Health Insurance Portability and Accountability Act of 1996, Public 24 Law 104-191 25 U. HSC California Health and Safety Code 26 V. HUD U.S. Department of Housing and Urban Development 27 W. MH Mental Health 28 X. MHSA Mental Health Services Act 29 Y. OCR Federal Office for Civil Rights 30 Z. OIG Federal Office of Inspector General 31 AA. OMB Federal Office of Management and Budget 32 AB. OPM Federal Office of Personnel Management 33 AC. P&P Policy and Procedure 34 AD. PA DSS Payment Application Data Security Standard 35 AE. PC California Penal Code 36 AF. PCI DSS Payment Card Industry Data Security Standards 37 AG. PHI Protected Health Information
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1 AH. PII Personally Identifiable Information 2 AI. PRA California Public Records Act 3 AJ. PSC Professional Services Contract System 4 AK. SIR Self-Insured Retention 5 AL. SMA Statewide Maximum Allowable (rate) 6 AM. SOW Scope of Work 7 AN. UOS Units of Service 8 AO. USC United States Code 9 AP. WIC Women, Infants and Children 10 11 II. ALTERATION OF TERMS 12 A. This Contract, together with Exhibits A, B, and C attached hereto and incorporated herein by 13 this reference, fully express the complete understanding of COUNTY and CONTRACTOR with respect 14 to the services and obligations under this Contract. 15 B. Unless otherwise expressly stated in this Contract, no addition to, or alteration of the terms of 16 this Contract or any Exhibits thereof, whether written or verbal, made by the Parties, their officers, 17 employees or agents shall be valid unless made in the form of a written amendment to this Contract, 18 which has been formally approved and executed by both Parties. 19 20 III. ASSIGNMENT OF DEBTS 21 Unless this Contract is followed without interruption by another Contract between the Parties hereto 22 for the same services and substantially the same scope, at the termination of this Contract, 23 CONTRACTOR shall assign to COUNTY any debts owed to CONTRACTOR by or on behalf of 24 persons receiving services pursuant to this Contract. CONTRACTOR shall immediately notify by mail 25 each of the relevant Parties, specifying the date of assignment, the County of Orange as assignee, and 26 the address to which payments are to be sent. Payments received by CONTRACTOR from or on behalf 27 of said persons, shall be immediately given to COUNTY. 28 29 IV. COMPLIANCE 30 A. COMPLIANCE PROGRAM - ADMINISTRATOR has established certain policies and 31 procedures regarding a Compliance Program and Code of Conduct, and offers Annual Provider 32 Trainings (together, “Compliance Program”) for the purpose of ensuring adherence to all rules and 33 regulations related to federal and state and employment programs. 34 // 35 // 36 // 37 //
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1 1. ADMINISTRATOR shall provide CONTRACTOR a copy of the policies and procedures 2 relating to ADMINISTRATOR’s Compliance Program for CONTRACTOR to implement and comply 3 with in relation to Covered Individuals performing services under this Contract. 4 2. CONTRACTOR has the option to develop and provide, or make available to, 5 ADMINISTRATOR copies of its own Compliance Program policies and procedures. 6 CONTRACTOR’s Compliance Program policies and procedures shall be verified by 7 ADMINISTRATOR’s Compliance Department to ensure they include all required elements of the 8 ADMINISTRATOR’s Compliance Program as described in this Compliance Paragraph to this Contract 9 prior to implementation. These elements include: 10 a. Designation of a Compliance Officer and/or compliance staff. 11 b. Written standards, policies and/or procedures. 12 c. Compliance related training and/or education program and proof of completion. 13 d. Communication methods for reporting concerns to the Compliance Officer. 14 e. Methodology for conducting internal monitoring and auditing. 15 f. Methodology for detecting and correcting offenses. 16 g. Methodology/Procedure for enforcing disciplinary standards. 17 3. If CONTRACTOR does not provide, or make available to ADMINISTRATOR, copies of 18 its own Compliance Program policies and procedures, CONTRACTOR shall comply with 19 ADMINISTRATOR’s Compliance Program in performing the services hereunder, and shall submit to 20 the ADMINISTRATOR within thirty (30) calendar days of execution of this Contract a signed 21 acknowledgement that CONTRACTOR will internally comply with ADMINISTRATOR’s Compliance 22 Program. CONTRACTOR shall have as many Covered Individuals as it determines necessary, 23 complete ADMINISTRATOR’s annual compliance training to ensure proper compliance. 24 4. If CONTRACTOR elects to have its own Compliance Program, then CONTRACTOR shall 25 submit, or make available to ADMINISTRATOR copies of that Compliance Program policies and 26 procedures within thirty (30) calendar days of execution of this Contract. ADMINISTRATOR’s 27 Compliance Officer, or designee, shall review said documents within a reasonable time, which shall not 28 exceed forty-five (45) calendar days, and determine if CONTRACTOR’s proposed Compliance 29 Program contains all required elements to the ADMINISTRATOR’s satisfaction as consistent with the 30 HCA’s Compliance Program. ADMINISTRATOR shall inform CONTRACTOR of any missing 31 required elements and CONTRACTOR shall revise its Compliance Program to meet 32 ADMINISTRATOR’s required elements within thirty (30) calendar days after ADMINISTRATOR’s 33 Compliance Officer’s determination and resubmit the same to ADMINISTRATOR for review. 34 5. Upon written confirmation from ADMINISTRATOR’s Compliance Officer that the 35 CONTRACTOR’s Compliance Program contains all required elements, CONTRACTOR shall ensure 36 that all Covered Individuals relative to this Contract are made aware of CONTRACTOR’s Compliance 37 Program and contact information for the ADMINISTRATOR’s Compliance Program.
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1 B. GENERAL COMPLIANCE TRAINING - ADMINISTRATOR shall make General 2 Compliance Training available to Covered Individuals. 3 1. CONTRACTORS that have acknowledged that they will comply with 4 ADMINISTRATOR’s Compliance Program shall use their best efforts to encourage completion by all 5 Covered Individuals; provided, however, that at a minimum CONTRACTOR shall assign at least one 6 (1) designated representative to complete ADMINISTRATOR’s General Compliance Training when 7 offered. 8 2. Such training will be made available to Covered Individuals within thirty (30) calendar 9 days of employment or engagement. 10 3. Such training will be made available to each Covered Individual annually. 11 4. ADMINISTRATOR will track training completion while CONTRACTOR shall provide 12 copies of training certification upon request. 13 5. Each Covered Individual attending a group training shall certify, in writing, attendance at 14 compliance training. ADMINISTRATOR shall provide instruction on group training completion while 15 CONTRACTOR shall retain the training certifications. Upon written request by ADMINISTRATOR, 16 CONTRACTOR shall provide copies of the certifications. 17 C. SPECIALIZED PROVIDER TRAINING – ADMINISTRATOR shall make Specialized 18 Provider Training, where appropriate, available to Covered Individuals. 19 1. CONTRACTOR shall ensure completion of Specialized Provider Training by all Covered 20 Individuals relative to this Contract. This includes compliance with federal and state regulations and 21 procedures or instructions otherwise communicated by regulatory agencies. 22 2. Such training will be made available to Covered Individuals within thirty (30) calendar 23 days of employment or engagement. 24 3. Such training will be made available to each Covered Individual annually. 25 4. ADMINISTRATOR will track online completion of training while CONTRACTOR shall 26 provide copies of the certifications upon request. 27 5. Each Covered Individual attending a group training shall certify, in writing, attendance at 28 compliance training. ADMINISTRATOR shall provide instructions on completing the training in a 29 group setting while CONTRACTOR shall retain the certifications. Upon written request by 30 ADMINISTRATOR, CONTRACTOR shall provide copies of the certifications. 31 D. Failure to comply with the obligations stated in this Compliance Paragraph shall constitute a 32 breach of the Contract on the part of CONTRACTOR and be grounds for COUNTY to terminate the 33 Contract. 34 // 35 // 36 // 37 //
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1 V. CONFIDENTIALITY 2 A. CONTRACTOR shall maintain the confidentiality of all records, including billings and any 3 audio and/or video recordings, in accordance with all applicable federal, state and county codes and 4 regulations, as they now exist or may hereafter be amended or changed. 5 1. CONTRACTOR acknowledges and agrees that all persons served pursuant to this Contract 6 are Participants of Coordinated Case Management Reentry Services, and therefore it may be necessary 7 for authorized staff of ADMINISTRATOR to audit Participants files, or to exchange information 8 regarding specific Participants with COUNTY or other providers of related services contracting with 9 COUNTY. 10 2. CONTRACTOR acknowledges and agrees that it shall be responsible for obtaining written 11 consents for the release of information from all persons served by CONTRACTOR pursuant to this 12 Contract. 13 3. In the event of a collaborative service agreement between Coordinated Case Management 14 Reentry Services providers, CONTRACTOR acknowledges and agrees that it is responsible for 15 obtaining releases of information, from the collaborative agency, for Participants receiving services 16 through the collaborative agreement. 17 B. Prior to providing any services pursuant to this Contract, all members of the Board of Directors 18 or its designee or authorized agent, employees, consultants, subcontractors, volunteers and interns of the 19 CONTRACTOR shall agree, in writing, with CONTRACTOR to maintain the confidentiality of any and 20 all information and records which may be obtained in the course of providing such services. This 21 Contract shall specify that it is effective irrespective of all subsequent resignations or terminations of 22 CONTRACTOR members of the Board of Directors or its designee or authorized agent, employees, 23 consultants, subcontractors, volunteers and interns. 24 25 VI. CONFLICT OF INTEREST 26 CONTRACTOR shall exercise reasonable care and diligence to prevent any actions or conditions 27 that could result in a conflict with COUNTY interests. This obligation shall also apply to 28 CONTRACTOR’s employees, agents, subcontractors, consultants, volunteers and interns associated 29 with the provision of services provided under this Contract. CONTRACTOR’s efforts shall include, but 30 not be limited to, establishing rules and procedures preventing its employees, agents, subcontractors, 31 consultants, volunteers and interns from providing or offering gifts, entertainment, payments, loans or 32 other considerations which could be deemed to influence or appear to influence COUNTY staff or 33 elected officers in the performance of their duties. 34 35 VII. CORRECTIVE ACTION PLAN 36 A. CONTRACTOR shall be responsible for meeting all programmatic and administrative 37 contracted objectives and requirements as indicated in this Contract. CONTRACTOR shall be subject
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1 to the issuance of a CAP for the failure to perform to the level of contracted objectives, continuing to not 2 meet goals and expectations, and/or for non-compliance. If CAPs are not completed within an 3 acceptable timeframe as determined by ADMINISTRATOR notice, ADMINISTRATOR reserves the 4 right to reduce and/or withhold payments until such time as the CAP is resolved to the satisfaction of the 5 ADMINISTRATOR. Failure to resolve the CAP to ADMINISTRATOR’s satisfaction will constitute a 6 material breach and be grounds for termination of this Contract. 7 8 VIII. COST REPORT 9 A. CONTRACTOR shall submit a Cost Report to County no later than sixty (60) calendar days 10 following termination of this Contract. CONTRACTOR shall prepare the Cost Report in accordance 11 with all applicable federal, state and COUNTY requirements, GAAP and the Special Provisions 12 Paragraph of this Contract. CONTRACTOR shall allocate direct and indirect costs to and between 13 programs, cost centers, services, and funding sources in accordance with such requirements and 14 consistent with prudent business practice, which costs and allocations shall be supported by source 15 documentation maintained by CONTRACTOR, and available at any time to ADMINISTRATOR upon 16 reasonable notice. 17 1. If CONTRACTOR fails to submit an accurate and complete Cost Report within the time 18 period specified above, ADMINISTRATOR shall have sole discretion to impose one or both of the 19 following: 20 a. CONTRACTOR may be assessed a late penalty of five-hundred dollars ($500) for each 21 business day after the above specified due date that the accurate and complete Cost Report is not 22 submitted. Imposition of the late penalty shall be at the sole discretion of the ADMINISTRATOR. The 23 late penalty shall be assessed separately on each outstanding Cost Report due COUNTY by 24 CONTRACTOR. 25 b. ADMINISTRATOR may withhold or delay any or all payments due CONTRACTOR 26 pursuant to any or all agreements between COUNTY and CONTRACTOR until such time that the 27 accurate and complete Cost Report is delivered to ADMINISTRATOR. 28 2. CONTRACTOR may request, in advance and in writing, an extension of the due date of the 29 Cost Report setting forth good cause for justification of the request. Approval of such requests shall be 30 at the sole discretion of ADMINISTRATOR and shall not be unreasonably denied. 31 3. In the event that CONTRACTOR does not submit an accurate and complete Cost Report 32 within one hundred and eighty (180) calendar days following the termination of this Contract, and 33 CONTRACTOR has not entered into a subsequent or new Contract for any other services with 34 COUNTY, then all amounts paid to CONTRACTOR by COUNTY during the term of the Contract shall 35 be immediately reimbursed to COUNTY. 36 // 37 //
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1 B. The Cost Report shall be the final financial and statistical report submitted by CONTRACTOR 2 to COUNTY, and shall serve as the basis for final settlement to CONTRACTOR. CONTRACTOR 3 shall document that costs are reasonable and allowable and directly or indirectly related to the services 4 to be provided hereunder. The Cost Report shall be the final financial record for subsequent audits, if 5 any. 6 C. Final settlement shall be based upon the actual and reimbursable costs for services hereunder, 7 less applicable revenues and any late penalty, not to exceed COUNTY’s Maximum Obligation as set 8 forth in the Referenced Contract Provisions of this Contract. CONTRACTOR shall not claim 9 expenditures to COUNTY which are not reimbursable pursuant to applicable federal, state and 10 COUNTY laws, regulations and requirements. Any payment made by COUNTY to CONTRACTOR, 11 which is subsequently determined to have been for an unreimbursable expenditure or service, shall be 12 repaid by CONTRACTOR to COUNTY in cash, or other authorized form of payment, within thirty (30) 13 calendar days of submission of the Cost Report or COUNTY may elect to reduce any amount owed 14 CONTRACTOR by an amount not to exceed the reimbursement due COUNTY. 15 D. If the Cost Report indicates the actual and reimbursable costs of services provided pursuant to 16 this Contract, less applicable revenues and late penalty, are lower than the aggregate of interim monthly 17 payments to CONTRACTOR, CONTRACTOR shall remit the difference to COUNTY. Such 18 reimbursement shall be made, in cash, or other authorized form of payment, with the submission of the 19 Cost Report. If such reimbursement is not made by CONTRACTOR within thirty (30) calendar days 20 after submission of the Cost Report, COUNTY may, in addition to any other remedies, reduce any 21 amount owed CONTRACTOR by an amount not to exceed the reimbursement due COUNTY. 22 E. If the Cost Report indicates the actual and reimbursable costs of services provided pursuant to 23 this Contract, less applicable revenues and late penalty, are higher than the aggregate of interim monthly 24 payments to CONTRACTOR, COUNTY shall pay CONTRACTOR the difference, provided such 25 payment does not exceed the Maximum Obligation of COUNTY. 26 F. All Cost Reports shall contain the following attestation, which may be typed directly on or 27 attached to the Cost Report: 28 29 "I HEREBY CERTIFY that I have executed the accompanying Cost Report and 30 supporting documentation prepared by for the cost report period 31 beginning and ending and that, to the best of my 32 knowledge and belief, costs reimbursed through this Contract are reasonable and 33 allowable and directly or indirectly related to the services provided and that this Cost 34 Report is a true, correct, and complete statement from the books and records of 35 (provider name) in accordance with applicable instructions, except as noted. I also 36 hereby certify that I have the authority to execute the accompanying Cost Report. 37
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1 Signed 2 Name 3 Title 4 Date " 5 6 IX. DEBARMENT AND SUSPENSION CERTIFICATION 7 A. CONTRACTOR certifies that it and its principals: 8 1. Are not presently debarred, suspended, proposed for debarment, declared ineligible, or 9 voluntarily excluded, or placed on any such lists, by any federal department or agency. 10 2. Have not within a three-year period preceding this Contract been convicted of or had a civil 11 judgment rendered against them for commission of fraud or a criminal offense in connection with 12 obtaining, attempting to obtain, or performing a public (federal, state, or local) transaction or contract 13 under a public transaction; violation of federal or state antitrust statutes or commission of 14 embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or 15 receiving stolen property. 16 3. Are not presently indicted for or otherwise criminally or civilly charged by a federal, state, 17 or local governmental entity with commission of any of the offenses enumerated in Subparagraph A.2. 18 above. 19 4. Have not within a three-year period preceding this Contract had one or more public 20 transactions (federal, state, or local) terminated for cause or default. 21 5. Shall not knowingly enter into any lower tier covered transaction with a person who is 22 proposed for debarment under federal regulations (i.e., 48 CFR Part 9, Subpart 9.4), debarred, 23 suspended, declared ineligible, or voluntarily excluded from participation in such transaction unless 24 authorized by the State of California. 25 6. Shall include without modification, the clause titled “Certification Regarding Debarment, 26 Suspension, Ineligibility, and Voluntary Exclusion Lower Tier Covered Transaction,” (i.e., transactions 27 with sub-grantees and/or contractors) and in all solicitations for lower tier covered transactions in 28 accordance with 2 CFR Part 376. 29 B. The terms and definitions of this paragraph have the meanings set out in the Definitions and 30 Coverage sections of the rules implementing 51 F.R. 6370. 31 32 X. DELEGATION, ASSIGNMENT AND SUBCONTRACTS 33 A. CONTRACTOR may not delegate the obligations hereunder, either in whole or in part, without 34 prior written consent of COUNTY. CONTRACTOR shall provide written notification of 35 CONTRACTOR’s intent to delegate the obligations hereunder, either in whole or part, to 36 ADMINISTRATOR not less than sixty (60) calendar days prior to the effective date of the delegation. 37 Any attempted delegation in derogation of this paragraph shall be void.
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1 B. CONTRACTOR agrees that if there is an assignment of this Contract by CONTRACTOR, as 2 defined below, prior to completion of this Contract, and COUNTY agrees to such assignment, the new 3 owners shall be required under the terms of sale or such other instruments of transfer for the assignment 4 to assume CONTRACTOR’s duties and obligations contained in this Contract and complete them to the 5 satisfaction of COUNTY. CONTRACTOR may not assign the rights hereunder, either in whole or in 6 part, without the prior written consent of COUNTY. CONTRACTOR shall provide written notification 7 of CONTRACTOR’s intent to assign the obligations hereunder, either in whole or part, to 8 ADMINISTRATOR not less than sixty (60) calendar days prior to the effective date of the assignment. 9 COUNTY reserves the right to immediately terminate the Contract in the event COUNTY determines, 10 in its sole discretion, that the assignee is not qualified or is otherwise unacceptable to COUNTY for the 11 provision of services under the Contract. Any attempted assignment in derogation of this subparagraph 12 shall be void. 13 1. Nonprofit Entity Assignment. If CONTRACTOR is a nonprofit organization, any change 14 from a nonprofit corporation to any other corporate structure of CONTRACTOR, including a change in 15 more than fifty percent (50%) of the composition of the Board of Directors within a two (2) month 16 period of time, shall be deemed an assignment for purposes of this paragraph, unless CONTRACTOR is 17 transitioning from a community clinic/health center to a Federally Qualified Health Center and has been 18 so designated by the Federal Government. 19 2. For-Profit Entity Assignment. If CONTRACTOR is a for-profit organization, any change in 20 the business structure, including but not limited to, the sale or transfer of more than ten percent (10%) of 21 the assets or stocks of CONTRACTOR, change to another corporate structure, including a change to a 22 sole proprietorship, or a change in fifty percent (50%) or more of Board of Directors or any governing 23 body of CONTRACTOR at one time shall be deemed an assignment pursuant to this paragraph. 24 3. Governmental Entity Assignment. If CONTRACTOR is a governmental organization, any 25 change to another structure, including a change in more than fifty percent (50%) of the composition of 26 its governing body (i.e. Board of Supervisors, City Council, School Board) within a two (2) month 27 period of time, shall be deemed an assignment for purposes of this paragraph. 28 4. Whether CONTRACTOR is a nonprofit, for-profit, or a governmental organization, 29 CONTRACTOR shall provide written notification within thirty (30) calendar days to 30 ADMINISTRATOR when there is change of less than fifty percent (50%) of Board of Directors or any 31 governing body of CONTRACTOR at one time. 32 C.CONTRACTOR’s obligations undertaken pursuant to this Contract may be carried out 33 by means of subcontracts, provided such subcontractors are approved in advance by 34 ADMINISTRATOR, meet the requirements of this Contract as they relate to the service or activity 35 under subcontract, include any provisions that ADMINISTRATOR may require, and are authorized in 36 writing by ADMINISTRATOR prior to the beginning of service delivery. 37 //
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1 1. After approval of the subcontractor, ADMINISTRATOR may revoke the approval of the 2 subcontractor upon five (5) calendar days’ written notice to CONTRACTOR if the subcontractor 3 subsequently fails to meet the requirements of this Contract or any provisions that ADMINISTRATOR 4 has required. ADMINISTRATOR may disallow subcontractor expenses reported by CONTRACTOR. 5 2. No subcontract shall terminate or alter the responsibilities of CONTRACTOR to COUNTY 6 pursuant to this Contract. 7 3. ADMINISTRATOR may disallow, from payments otherwise due CONTRACTOR, 8 amounts claimed for subcontracts not approved in accordance with this paragraph. 9 4. This provision shall not be applicable to service agreements usually and customarily 10 entered into by CONTRACTOR to obtain or arrange for supplies, technical support, and professional 11 services provided by consultants. 12 D. CONTRACTOR shall notify COUNTY in writing of any change in the CONTRACTOR’s 13 status with respect to a mere name change. CONTRACTOR is also obligated to notify COUNTY in 14 writing if the CONTRACTOR becomes a party to any litigation against COUNTY, or a party to 15 litigation that may reasonably affect the CONTRACTOR’s performance under the Contract, as well as 16 any potential conflicts of interest between CONTRACTOR and County that may arise prior to or during 17 the period of Contract performance. 18 19 XI. DISPUTE RESOLUTION 20 A. The Parties shall deal in good faith and attempt to resolve potential disputes informally. If the 21 dispute concerning a question of fact arising under the terms of this Contract is not disposed of in a 22 reasonable period of time by the CONTRACTOR and the ADMINISTRATOR, such matter shall be 23 brought to the attention of the County Purchasing Agent by way of the following process: 24 1. CONTRACTOR shall submit to the County Purchasing Agent a written demand for a final 25 decision regarding the disposition of any dispute between the Parties arising under, related to, or 26 involving this Contract. 27 2. CONTRACTOR’s written demand shall be fully supported by factual information, and 28 shall include with the demand a written statement signed by an authorized representative indicating that 29 the demand is made in good faith, that the supporting data are accurate and complete. If such demand 30 involves a cost adjustment to the Contract, CONTRACTOR’s written statement shall state that the 31 amount requested accurately reflects the Contract adjustment for which CONTRACTOR believes 32 COUNTY is liable. 33 B. Pending the final resolution of any dispute arising under, related to, or involving this Contract, 34 CONTRACTOR agrees to proceed diligently with the performance of services secured via this Contract, 35 including the provision of services. CONTRACTOR’s failure to proceed diligently shall constitute a 36 material breach and be grounds for termination of this Contract. 37 //
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1 C. Any final decision of COUNTY shall be expressly identified as such, shall be in writing, and 2 shall be signed by the County Purchasing Agency or deputy. If COUNTY fails to render a decision 3 within ninety (90) calendar days after receipt of CONTRACTOR’s demand, it shall be deemed a final 4 decision adverse to CONTRACTOR’s contentions. 5 D. This Contract has been negotiated and executed in the State of California and shall be governed 6 by and construed under the laws of the State of California. In the event of any legal action to enforce or 7 interpret this Contract, the sole and exclusive venue shall be a court of competent jurisdiction located in 8 Orange County, California, and the Parties hereto agree to and do hereby submit to the jurisdiction of 9 such court, notwithstanding Code of Civil Procedure Section 394. Furthermore, the Parties specifically 10 agree to waive any and all rights to request that an action be transferred for adjudication to another 11 county. 12 13 XII. EMPLOYEE ELIGIBILITY VERIFICATION 14 CONTRACTOR attests that it shall fully comply with all federal and state statutes and regulations 15 regarding the employment of aliens and others and to ensure that employees, subcontractors, and 16 consultants performing work under this Contract meet the citizenship or alien status requirements set 17 forth in federal statutes and regulations. CONTRACTOR shall obtain, from all employees, 18 subcontractors, and consultants performing work hereunder, all verification and other documentation of 19 employment eligibility status required by federal or state statutes and regulations including, but not 20 limited to, the Immigration Reform and Control Act of 1986, 8 USC §1324 et seq., as they currently 21 exist and as they may be hereafter amended. CONTRACTOR shall retain all such documentation for all 22 covered employees, subcontractors, and consultants for the period prescribed by the law. 23 24 XIII. EQUIPMENT 25 A. Unless otherwise specified in writing by ADMINISTRATOR, Equipment is defined as all 26 property of a Relatively Permanent nature with significant value, purchased in whole or in part by 27 ADMINISTRATOR to assist in performing the services described in this Contract. “Relatively 28 Permanent” is defined as having a useful life of one (1) year or longer. Equipment which costs $5,000 29 or over, including freight charges, sales taxes, and other taxes, and installation costs are defined as 30 Capital Assets. Equipment which costs between $600 and $5,000, including freight charges, sales taxes 31 and other taxes, and installation costs, or electronic equipment that costs less than $600 but may contain 32 PHI or PII, are defined as Controlled Equipment. Controlled Equipment includes, but is not limited to 33 phones, tablets, audio/visual equipment, computer equipment, and lab equipment. The cost of 34 Equipment purchased, in whole or in part, with funds paid pursuant to this Contract shall be depreciated 35 according to GAAP. 36 B. CONTRACTOR shall obtain ADMINISTRATOR’s written approval prior to purchase of any 37 Equipment with funds paid pursuant to this Contract. Upon delivery of Equipment, CONTRACTOR
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1 shall forward to ADMINISTRATOR, copies of the purchase order, receipt, and other supporting 2 documentation, which includes delivery date, unit price, tax, shipping and serial numbers. 3 CONTRACTOR shall request an applicable asset tag for said Equipment and shall include each 4 purchased asset in an Equipment inventory. 5 C. Upon ADMINISTRATOR’s prior written approval, CONTRACTOR may expense to 6 COUNTY the cost of the approved Equipment purchased by CONTRACTOR. To “expense,” in 7 relation to Equipment, means to charge the proportionate cost of Equipment in the fiscal year in which it 8 is purchased. Title of expensed Equipment shall be vested with COUNTY. 9 D. CONTRACTOR shall maintain an inventory of all Equipment purchased in whole or in part 10 with funds paid through this Contract, including date of purchase, purchase price, serial number, model 11 and type of Equipment. Such inventory shall be available for review by ADMINISTRATOR, and shall 12 include the original purchase date and price, useful life, and balance of depreciated Equipment cost, if 13 any. 14 E. CONTRACTOR shall cooperate with ADMINISTRATOR in conducting periodic physical 15 inventories of all Equipment. Upon demand by ADMINISTRATOR, CONTRACTOR shall return any 16 or all Equipment to COUNTY. 17 F. CONTRACTOR must report any loss or theft of Equipment in accordance with the procedure 18 approved by ADMINISTRATOR and the Notices Paragraph of this Contract. In addition, 19 CONTRACTOR must complete and submit to ADMINISTRATOR a notification form when items of 20 Equipment are moved from one location to another or returned to COUNTY as surplus. 21 G. Unless this Contract is followed without interruption by another Contract between the Parties 22 for substantially the same type and scope of services, at the termination of this Contract for any cause, 23 CONTRACTOR shall return to COUNTY all Equipment purchased with funds paid through this 24 Contract. 25 H. CONTRACTOR shall maintain and administer a sound business program for ensuring the 26 proper use, maintenance, repair, protection, insurance, and preservation of COUNTY Equipment. 27 28 XIV. FACILITIES, PAYMENTS AND SERVICES 29 A. CONTRACTOR agrees to provide the services, staffing, facilities, and supplies in accordance 30 with this Contract. COUNTY shall compensate, and authorize, when applicable, said services. 31 CONTRACTOR shall operate continuously throughout the term of this Contract with at least the 32 minimum number and type of staff which meet applicable federal and state requirements, and which are 33 necessary for the provision of the services hereunder. Service disruptions must be reported to COUNTY 34 immediately and be approved in writing by the ADMINISTRATOR 35 B. In the event that CONTRACTOR is unable to provide the services, staffing, facilities, or 36 supplies as required, ADMINISTRATOR may, at its sole discretion, reduce the Maximum Obligation. 37 //
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1 The reduction to the Maximum Obligation shall be in an amount proportionate to the number of days in 2 which CONTRACTOR was determined to be unable to provide services, staffing, facilities or supplies. 3 4 XV. INDEMNIFICATION AND INSURANCE 5 A. CONTRACTOR agrees to indemnify, defend with counsel approved in writing by COUNTY, 6 and hold COUNTY, its elected and appointed officials, officers, employees, agents and those special 7 districts and agencies for which COUNTY’s Board of Supervisors acts as the governing Board 8 (“COUNTY INDEMNITEES”) harmless from any claims, demands or liability of any kind or nature, 9 including but not limited to personal injury or property damage, arising from or related to the services, 10 products or other performance provided by CONTRACTOR pursuant to this Contract. If judgment is 11 entered against CONTRACTOR and COUNTY by a court of competent jurisdiction because of the 12 concurrent active negligence of COUNTY or COUNTY INDEMNITEES, CONTRACTOR and 13 COUNTY agree that liability will be apportioned as determined by the court. Neither Party shall 14 request a jury apportionment. 15 B. Prior to the provision of services under this Contract, CONTRACTOR agrees to purchase all 16 required insurance at CONTRACTOR’s expense, including all endorsements required herein, necessary 17 to satisfy COUNTY that the insurance provisions of this Contract have been complied with. 18 CONTRACTOR agrees to keep such insurance coverage, Certificates of Insurance, and endorsements 19 on deposit with COUNTY during the entire term of this Contract. In addition, all subcontractors 20 performing work on behalf of CONTRACTOR pursuant to this Contract shall obtain insurance subject 21 to the same terms and conditions as set forth herein for CONTRACTOR. 22 C. CONTRACTOR shall ensure that all subcontractors performing work on behalf of 23 CONTRACTOR pursuant to this Contract shall be covered under CONTRACTOR’s insurance as an 24 Additional Insured or maintain insurance subject to the same terms and conditions as set forth herein for 25 CONTRACTOR. CONTRACTOR shall not allow subcontractors to work if subcontractors have less 26 than the level of coverage required by COUNTY from CONTRACTOR under this Contract. It is the 27 obligation of CONTRACTOR to provide notice of the insurance requirements to every subcontractor 28 and to receive proof of insurance prior to allowing any subcontractor to begin work. Such proof of 29 insurance must be maintained by CONTRACTOR through the entirety of this Contract for inspection by 30 COUNTY representative(s) at any reasonable time. 31 D. All SIRs shall be clearly stated on the COI. Any SIR in an amount in excess of fifty thousand 32 dollars ($50,000) shall specifically be approved by the CEO/Office of Risk Management upon review of 33 CONTRACTOR’s current audited financial report. If CONTRACTOR’s SIR is approved, 34 CONTRACTOR, in addition to, and without limitation of, any other indemnity provision(s) in this 35 Contract, agrees to all of the following: 36 1. In addition to the duty to indemnify and hold the COUNTY harmless against any and all 37 liability, claim, demand or suit resulting from CONTRACTOR’s, its agents, employee’s or
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1 subcontractor’s performance of this Contract, CONTRACTOR shall defend the COUNTY at its sole 2 cost and expense with counsel approved by Board of Supervisors against same; and 3 2. CONTRACTOR’s duty to defend, as stated above, shall be absolute and irrespective of any 4 duty to indemnify or hold harmless; and 5 3. The provisions of California Civil Code Section 2860 shall apply to any and all actions to 6 which the duty to defend stated above applies, and the CONTRACTOR’s SIR provision shall be 7 interpreted as though the CONTRACTOR was an insurer and the COUNTY was the insured. 8 E. If CONTRACTOR fails to maintain insurance acceptable to the COUNTY for the full term of 9 this Contract, the COUNTY may terminate this Contract. 10 F. QUALIFIED INSURER 11 1. The policy or policies of insurance must be issued by an insurer with a minimum rating of 12 A- (Secure A.M. Best's Rating) and VIII (Financial Size Category as determined by the most current 13 edition of the Best's Key Rating Guide/Property-Casualty/United States or ambest.com). It is preferred, 14 but not mandatory, that the insurer be licensed to do business in the state of California (California 15 Admitted Carrier). 16 2. If the insurance carrier does not have an A.M. Best Rating of A-/VIII, the CEO/Office of 17 Risk Management retains the right to approve or reject a carrier after a review of the company's 18 performance and financial ratings. 19 G. The policy or policies of insurance maintained by CONTRACTOR shall provide the minimum 20 limits and coverage as set forth below: 21 22 Coverage Minimum Limits 23 Commercial General Liability $1,000,000 per occurrence 24 $2,000,000 aggregate 25 26 Automobile Liability including coverage $1,000,000 per occurrence 27 for owned, non-owned and hired vehicles 28 (4 passengers or less) 29 30 Workers’ Compensation Statutory 31 32 Employers’ Liability Insurance $1,000,000 per occurrence 33 Network Security & Privacy Liability $1,000,000 per claims made 34 35 Employee Dishonesty $1,000,000 per occurrence 36 // 37 //
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1 H. REQUIRED COVERAGE FORMS 2 1. The Commercial General Liability coverage shall be written on ISO form CG 00 01, or a 3 substitute form providing liability coverage at least as broad. 4 2. The Business Automobile Liability coverage shall be written on ISO form CA 00 01, 5 CA 00 05, CA 00 12, CA 00 20, or a substitute form providing coverage at least as broad. 6 I. REQUIRED ENDORSEMENTS 7 1. The Commercial General Liability policy shall contain the following endorsements, which 8 shall accompany the COI: 9 a. An Additional Insured endorsement using ISO form CG 20 26 04 13 or a form at least 10 as broad naming the County of Orange, its elected and appointed officials, officers, agents and 11 employees as Additional Insureds, or provide blanket coverage, which will state AS REQUIRED BY 12 WRITTEN CONTRACT. 13 b. A primary non-contributing endorsement using ISO form CG 20 01 04 13, or a form at 14 least as broad evidencing that the CONTRACTOR’s insurance is primary and any insurance or self- 15 insurance maintained by the County of Orange shall be excess and non-contributing. 16 2. The Network Security and Privacy Liability policy shall contain the following 17 endorsements which shall accompany the Certificate of Insurance: 18 a. An Additional Insured endorsement naming the County of Orange, its elected and 19 appointed officials, officers, agents and employees as Additional Insureds for its vicarious liability. 20 b. A primary and non-contributing endorsement evidencing that the CONTRACTOR’s 21 insurance is primary and any insurance or self-insurance maintained by the County of Orange shall be 22 excess and non-contributing. 23 J. The Workers’ Compensation policy shall contain a waiver of subrogation endorsement waiving 24 all rights of subrogation against the County of Orange, its elected and appointed officials, 25 officers, agents and employees, or provide blanket coverage, which will state AS REQUIRED BY 26 WRITTEN CONTRACT. 27 K. All insurance policies required by this Contract shall waive all rights of subrogation against the 28 County of Orange, its elected and appointed officials, officers, agents and employees when acting within 29 the scope of their appointment or employment. 30 L. The County of Orange shall be the loss payee on the Employee Dishonesty coverage. A Loss 31 Payee endorsement evidencing that the County of Orange is a Loss Payee shall accompany the 32 Certificate of Insurance. 33 M. CONTRACTOR shall notify COUNTY in writing within thirty (30) business days of any policy 34 cancellation and within ten (10) business days for non-payment of premium and provide a copy of the 35 cancellation notice to COUNTY. Failure to provide written notice of cancellation shall constitute a 36 breach of CONTRACTOR’s obligation hereunder and ground for COUNTY to suspend or terminate 37 this Contract.
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1 N. If CONTRACTOR’s Network Security & Privacy Liability is a “Claims Made” policy, 2 CONTRACTOR shall agree to maintain coverage for two (2) years following the completion of the 3 Contract. 4 O. The Commercial General Liability policy shall contain a “severability of interests” clause also 5 known as a “separation of insureds” clause (standard in the ISO CG 0001 policy). 6 P. Insurance certificates should be forwarded to COUNTY at the address specified in the 7 Referenced Contract Provisions of this Contract. 8 Q. If the CONTRACTOR fails to provide the insurance certificates and endorsements within seven 9 (7) days of notification by CEO/Purchasing or the agency/department purchasing division, the Contract 10 may be terminated by County without penalty. 11 R. COUNTY expressly retains the right to require CONTRACTOR to increase or decrease 12 insurance of any of the above insurance types throughout the term of this Contract. Any increase or 13 decrease in insurance will be as deemed by County of Orange Risk Manager as appropriate to 14 adequately protect COUNTY. 15 S. COUNTY shall notify CONTRACTOR in writing of changes in the insurance requirements. If 16 CONTRACTOR does not deposit copies of acceptable Certificate of Insurance and endorsements with 17 COUNTY incorporating such changes within thirty (30) calendar days of receipt of such notice, this 18 Contract may be in breach without further notice to CONTRACTOR, and COUNTY shall be entitled to 19 all legal remedies. 20 T. The procuring of such required policy or policies of insurance shall not be construed to limit 21 CONTRACTOR’s liability hereunder nor to fulfill the indemnification provisions and requirements of 22 this Contract, nor act in any way to reduce the policy coverage and limits available from the insurer. 23 U. SUBMISSION OF INSURANCE DOCUMENTS 24 1. The COI and endorsements shall be provided to COUNTY as follows: 25 a. Prior to the start date of this Contract. 26 b. No later than the expiration date for each policy. 27 c. Within thirty (30) calendar days upon receipt of written notice by COUNTY regarding 28 changes to any of the insurance requirements as set forth in the Coverage Subparagraph above. 29 2. The COI and endorsements shall be provided to the COUNTY at the address as specified in 30 the Referenced Contract Provisions of this Contract. 31 3. If CONTRACTOR fails to submit the COI and endorsements that meet the insurance 32 provisions stipulated in this Contract by the above specified due dates, ADMINISTRATOR shall have 33 sole discretion to impose one or both of the following: 34 a. ADMINISTRATOR may withhold or delay any or all payments due CONTRACTOR 35 pursuant to any and all Contracts between COUNTY and CONTRACTOR until such time that the 36 required COI and endorsements that meet the insurance provisions stipulated in this Contract are 37 submitted to ADMINISTRATOR.
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1 b. CONTRACTOR may be assessed a penalty of one hundred dollars ($100) for each late 2 COI or endorsement for each business day, pursuant to any and all Contracts between COUNTY and 3 CONTRACTOR, until such time that the required COI and endorsements that meet the insurance 4 provisions stipulated in this Contract are submitted to ADMINISTRATOR. 5 c. If CONTRACTOR is assessed a late penalty, the amount shall be deducted from 6 CONTRACTOR’s monthly invoice. 7 4. In no cases shall assurances by CONTRACTOR, its employees, agents, including any 8 insurance agent, be construed as adequate evidence of insurance. COUNTY will only accept valid COIs 9 and endorsements, or in the interim, an insurance binder as adequate evidence of insurance coverage. 10 11 XVI. INSPECTIONS AND AUDITS 12 A. ADMINISTRATOR, any authorized representative of COUNTY, any authorized representative 13 of the State of California, the Comptroller General of the United States, or any other of their authorized 14 representatives, shall to the extent permissible under applicable law have access to any books, 15 documents, and records, including but not limited to, financial statements, general ledgers, relevant 16 accounting systems, and Participant records, of CONTRACTOR that are directly pertinent to this 17 Contract, for the purpose of responding to a beneficiary complaint or conducting an audit, review, 18 evaluation, or examination, or making transcripts during the periods of retention set forth in the Records 19 Management and Maintenance Paragraph of this Contract. Such persons may at all reasonable times 20 inspect or otherwise evaluate the services provided pursuant to this Contract, and the premises in which 21 they are provided. 22 B. CONTRACTOR shall actively participate and cooperate with any person specified in 23 Subparagraph A. above in any evaluation or monitoring of the services provided pursuant to this 24 Contract, and shall provide the above–mentioned persons adequate office space to conduct such 25 evaluation or monitoring. 26 C. AUDIT RESPONSE 27 1. Following an audit report, in the event of non–compliance with applicable laws and 28 regulations governing funds provided through this Contract, COUNTY may terminate this Contract as 29 provided for in the Termination Paragraph or direct CONTRACTOR to immediately implement 30 appropriate corrective action. A CAP shall be submitted to ADMINISTRATOR in writing within thirty 31 (30) calendar days after receiving notice from ADMINISTRATOR. 32 2. If the audit reveals that money is payable from one Party to the other, that is, 33 reimbursement by CONTRACTOR to COUNTY, or payment of sums due from COUNTY to 34 CONTRACTOR, said funds shall be due and payable from one Party to the other within sixty (60) 35 calendar days of receipt of the audit results. If reimbursement is due from CONTRACTOR to 36 COUNTY, and such reimbursement is not received within said sixty (60) calendar days, COUNTY may, 37 //
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1 in addition to any other remedies provided by law, reduce any amount owed CONTRACTOR by an 2 amount not to exceed the reimbursement due COUNTY. 3 D. CONTRACTOR shall retain a licensed certified public accountant, who will prepare and file 4 with ADMINISTRATOR, an annual, independent, organization-wide audit of related expenditures as 5 may be required during the term of this Contract. 6 E. CONTRACTOR shall forward to ADMINISTRATOR a copy of any audit report within 7 fourteen (14) calendar days of receipt. Such audit shall include, but not be limited to, management, 8 financial, programmatic or any other type of audit of CONTRACTOR’s operations, whether or not the 9 cost of such operation or audit is reimbursed in whole or in part through this Contract. 10 11 XVII. LICENSES AND LAWS 12 A. CONTRACTOR, its officers, agents, employees, affiliates, and subcontractors shall, throughout 13 the term of this Contract, maintain all necessary licenses, permits, approvals, certificates, accreditations, 14 waivers, and exemptions necessary for the provision of the services hereunder and required by the laws, 15 regulations and requirements of the United States, the State of California, COUNTY, and all other 16 applicable governmental agencies. CONTRACTOR shall notify ADMINISTRATOR immediately and 17 in writing of its inability to obtain or maintain, irrespective of the pendency of any hearings or appeals, 18 permits, licenses, approvals, certificates, accreditations, waivers and exemptions. Said inability shall be 19 cause for termination of this Contract. 20 B. CONTRACTOR shall comply with all applicable governmental laws, regulations, and 21 requirements as they exist now or may be hereafter amended or changed. The applicable provisions of 22 laws, regulations, and requirements for the provision of services under this Contract shall include, but 23 not be limited to, the following: 24 1. ARRA of 2009. 25 2. Trafficking Victims Protection Act of 2000. 26 3. PC, §§11164-11174.3, Child Abuse and Neglect Reporting Act. 27 4. CCR, Title 9, Rehabilitative and Developmental Services. 28 5. CCR, Title 17, Public Health. 29 6. CCR, Title 22, Social Security. 30 7. CFR, Title 42, Public Health. 31 8. CFR, Title 45, Public Welfare. 32 9. USC Title 42. Public Health and Welfare. 33 10. 42 USC §12101 et seq., Americans with Disabilities Act of 1990. 34 11. 42 USC §1857, et seq., Clean Air Act. 35 12. 33 USC 84, §308 and §§1251 et seq., the Federal Water Pollution Control Act. 36 13. 31 USC 7501.70, Federal Single Audit Act of 1984. 37 14. McKinney-Vento Homeless Assistance Act
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1 15. 31 USC 7501 – 7507, as well as its implementing regulations under 2 CFR Part 200, 2 Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal 3 Awards. 4 5 XVIII. LITERATURE, ADVERTISEMENTS AND SOCIAL MEDIA 6 A. Any written information or literature, including educational or promotional materials, 7 distributed by CONTRACTOR to any person or organization for purposes directly or indirectly related 8 to this Contract must be approved at least thirty (30) business days in advance and in writing by 9 ADMINISTRATOR before distribution. For the purposes of this Contract, distribution of written 10 materials shall include, but not be limited to, pamphlets, brochures, flyers, newspaper or magazine ads, 11 and electronic media such as the Internet. 12 B. Any advertisement through radio, television broadcast, or the Internet, for educational or 13 promotional purposes, made by CONTRACTOR for purposes directly or indirectly related to this 14 Contract must be approved in advance at least thirty (30) business days and in writing by 15 ADMINISTRATOR. 16 C. If CONTRACTOR uses social media (such as Facebook, Twitter, YouTube or other publicly 17 available social media sites) in support of the services described within this Contract, CONTRACTOR 18 shall develop social media policies and procedures and have them available to ADMINISTRATOR 19 upon reasonable notice. CONTRACTOR shall inform ADMINISTRATOR of all forms of social media 20 used to either directly or indirectly support the services described within this Contract. CONTRACTOR 21 shall comply with COUNTY Social Media Use Policy and Procedures as they pertain to any social 22 media developed in support of the services described within this Contract. CONTRACTOR shall also 23 include any required funding statement information on social media when required by 24 ADMINISTRATOR. 25 D. Any information as described in Subparagraphs A. and B. above shall not imply endorsement 26 by COUNTY, unless ADMINISTRATOR consents thereto in writing. 27 28 XIX. MAXIMUM OBLIGATION 29 A. The Maximum Obligation of COUNTY for services provided in accordance with this Contract 30 is as specified in the Referenced Contract Provisions of this Contract. 31 B. ADMINISTRATOR may amend the Maximum Obligation by an amount not to exceed ten 32 percent (10%) of funding for this Agreement. 33 34 XX. MINIMUM WAGE LAWS 35 A. Pursuant to the United States of America Fair Labor Standards Act of 1938, as amended, and 36 State of California Labor Code, §1178.5, CONTRACTOR shall pay no less than the greater of the 37 federal or California Minimum Wage to all its Covered Individuals (as defined herein) that directly or
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1 indirectly provide services pursuant to this Contract, in any manner whatsoever. CONTRACTOR shall 2 require and verify that all of its Covered Individuals providing services pursuant to this Contract be paid 3 no less than the greater of the federal or California Minimum Wage. 4 B. CONTRACTOR shall comply and verify that its Covered Individuals comply with all other 5 federal and State of California laws for minimum wage, overtime pay, record keeping, and child labor 6 standards pursuant to providing services pursuant to this Contract. 7 C. Notwithstanding the minimum wage requirements provided for in this clause, CONTRACTOR, 8 where applicable, shall comply with the prevailing wage and related requirements, as provided for in 9 accordance with the provisions of Article 2 of Chapter 1, Part 7, Division 2 of the Labor Code of the 10 State of California (§§1770, et seq.), as it now exists or may hereafter be amended. 11 12 XXI. NONDISCRIMINATION 13 A. EMPLOYMENT 14 1. During the term of this Contract, CONTRACTOR and its Covered Individuals (as defined 15 in the “Compliance” paragraph of this Contract) shall not unlawfully discriminate against any employee 16 or applicant for employment because of his/her race, religious creed, color, national origin, ancestry, 17 physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, 18 gender identity, gender expression, age, sexual orientation, or military and veteran status. Additionally, 19 during the term of this Contract, CONTRACTOR and its Covered Individuals shall require in its 20 subcontracts that subcontractors shall not unlawfully discriminate against any employee or applicant for 21 employment because of his/her race, religious creed, color, national origin, ancestry, physical disability, 22 mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, 23 gender expression, age, sexual orientation, or military and veteran status. 24 2. CONTRACTOR and its Covered Individuals shall not discriminate against employees or 25 applicants for employment in the areas of employment, promotion, demotion or transfer; recruitment or 26 recruitment advertising, layoff or termination; rate of pay or other forms of compensation; and selection 27 for training, including apprenticeship. 28 3. CONTRACTOR shall not discriminate between employees with spouses and employees 29 with domestic partners, or discriminate between domestic partners and spouses of those employees, in 30 the provision of benefits. 31 4. CONTRACTOR shall post in conspicuous places, available to employees and applicants for 32 employment, notices from ADMINISTRATOR and/or the United States Equal Employment 33 Opportunity Commission setting forth the provisions of the EOC. 34 5. All solicitations or advertisements for employees placed by or on behalf of 35 CONTRACTOR and/or subcontractor shall state that all qualified applicants will receive consideration 36 for employment without regard to race, religious creed, color, national origin, ancestry, physical 37 disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender
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1 identity, gender expression, age, sexual orientation, or military and veteran status. Such requirements 2 shall be deemed fulfilled by use of the term EOE. 3 6. Each labor union or representative of workers with which CONTRACTOR and/or 4 subcontractor has a collective bargaining agreement or other contract or understanding must post a 5 notice advising the labor union or workers’ representative of the commitments under this 6 Nondiscrimination Paragraph and shall post copies of the notice in conspicuous places, available to 7 employees and applicants for employment. 8 B. SERVICES, BENEFITS AND FACILITIES – CONTRACTOR and/or subcontractor shall not 9 discriminate in the provision of services, the allocation of benefits, or in the accommodation in facilities 10 on the basis of race, religious creed, color, national origin, ancestry, physical disability, mental 11 disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender 12 expression, age, sexual orientation, or military and veteran status in accordance with Title IX of the 13 Education Amendments of 1972 as they relate to 20 USC §1681 - §1688; Title VI of the Civil Rights 14 Act of 1964 (42 USC §2000d); the Age Discrimination Act of 1975 (42 USC §6101); Title 9, Division 15 4, Chapter 6, Article 1 (§10800, et seq.) of the CCR; and Title II of the Genetic Information 16 Nondiscrimination Act of 2008, 42 USC 2000ff, et seq. as applicable, and all other pertinent rules and 17 regulations promulgated pursuant thereto, and as otherwise provided by state law and regulations, as all 18 may now exist or be hereafter amended or changed. For the purpose of this Nondiscrimination 19 paragraph, discrimination includes, but is not limited to the following based on one or more of the 20 factors identified above: 21 1. Denying a Participant or potential Participant any service, benefit, or accommodation. 22 2. Providing any service or benefit to a Participant which is different or is provided in a 23 different manner or at a different time from that provided to other Participants. 24 3. Restricting a Participant in any way in the enjoyment of any advantage or privilege enjoyed 25 by others receiving any service and/or benefit. 26 4. Treating a Participant differently from others in satisfying any admission requirement or 27 condition, or eligibility requirement or condition, which individuals must meet in order to be provided 28 any service and/or benefit. 29 5. Assignment of times or places for the provision of services. 30 C. COMPLAINT PROCESS – CONTRACTOR shall establish procedures for advising all 31 Participants through a written statement that CONTRACTOR’s and/or subcontractor’s Participants may 32 file all complaints alleging discrimination in the delivery of services with CONTRACTOR, 33 subcontractor, and ADMINISTRATOR. 34 1. Whenever possible, problems shall be resolved at the point of service. CONTRACTOR 35 shall establish an internal informal problem resolution process for Participants not able to resolve such 36 problems at the point of service. Participants may initiate a grievance or complaint directly with 37 CONTRACTOR either orally or in writing.
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1 a. COUNTY shall establish a formal resolution and grievance and appeals process in the 2 event informal processes do not yield a resolution. 3 b. Throughout the problem resolution and grievance and appeals process, Participant 4 rights shall be maintained, including access to the COUNTY’s grievance and appeals process at any 5 point in the process. 6 2. Within the time limits procedurally imposed, the complainant shall be notified in writing as 7 to the findings regarding the alleged complaint and, if not satisfied with the decision, has the right to 8 request a State Fair Hearing. 9 D. PERSONS WITH DISABILITIES – CONTRACTOR and/or subcontractor agree to comply 10 with the provisions of §504 of the Rehabilitation Act of 1973, as amended, (29 USC 794 et seq., as 11 implemented in 45 CFR 84.1 et seq.), and the Americans with Disabilities Act of 1990 as amended (42 12 USC 12101 et seq.; as implemented in 29 CFR 1630), as applicable, pertaining to the prohibition of 13 discrimination against qualified persons with disabilities in all programs or activities, and if applicable, 14 as implemented in Title 45, CFR, §84.1 et seq., as they exist now or may be hereafter amended together 15 with succeeding legislation. 16 E. RETALIATION – Neither CONTRACTOR nor subcontractor, nor its employees or agents shall 17 intimidate, coerce or take adverse action against any person for the purpose of interfering with rights 18 secured by federal or state laws, or because such person has filed a complaint, certified, assisted or 19 otherwise participated in an investigation, proceeding, hearing or any other activity undertaken to 20 enforce rights secured by federal or state law. 21 F. In the event of non-compliance with this paragraph or as otherwise provided by federal and 22 state law, this Contract may be canceled, terminated or suspended in whole or in part and 23 CONTRACTOR or subcontractor may be declared ineligible for further contracts involving federal, 24 state or COUNTY funds. 25 26 XXII. NOTICES 27 A. Unless otherwise specified, all notices, claims, correspondence, reports and/or statements 28 authorized or required by this Contract shall be effective: 29 1. When written and deposited in the United States mail, first class postage prepaid and 30 addressed as specified in the Referenced Contract Provisions of this Contract or as otherwise directed by 31 ADMINISTRATOR; 32 2. When faxed, transmission confirmed; 33 3. When sent by E-Mail; or 34 4. When accepted by U.S. Postal Service Express Mail, Federal Express, United Parcel 35 Service, or any other expedited delivery service. 36 B. Termination Notices shall be addressed as specified in the Referenced Contract Provisions of 37 this Contract or as otherwise directed by ADMINISTRATOR and shall be effective when faxed,
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1 transmission confirmed, or when accepted by U.S. Postal Service Express Mail, Federal Express, United 2 Parcel Service, or any other expedited delivery service. 3 C. CONTRACTOR shall notify ADMINISTRATOR, in writing, within twenty-four (24) hours of 4 becoming aware of any occurrence of a serious nature, which may expose COUNTY to liability. Such 5 occurrences shall include, but not be limited to, accidents, injuries, or acts of negligence, or loss or 6 damage to any COUNTY property in possession of CONTRACTOR. 7 D. For purposes of this Contract, any notice to be provided by COUNTY may be given by 8 ADMINISTRATOR. 9 10 XXIII. NOTIFICATION OF DEATH 11 A. Upon becoming aware of the death of any person served pursuant to this Contract, 12 CONTRACTOR shall immediately notify ADMINISTRATOR. 13 B. All Notifications of Death provided to ADMINISTRATOR by CONTRACTOR shall contain 14 the name of the deceased, the date and time of death, the nature and circumstances of the death, and the 15 name(s) of CONTRACTOR’s officers or employees with knowledge of the incident. 16 1. TELEPHONE NOTIFICATION – CONTRACTOR shall notify ADMINISTRATOR by 17 telephone immediately upon becoming aware of the death due to non-terminal illness of any person 18 served pursuant to this Contract; notice need only be given during normal business hours. 19 2. WRITTEN NOTIFICATION 20 a. NON-TERMINAL ILLNESS – CONTRACTOR shall hand deliver, fax, and/or send 21 via encrypted E-Mail to ADMINISTRATOR a written report within sixteen (16) hours after becoming 22 aware of the death due to non-terminal illness of any person served pursuant to this Contract. 23 b. TERMINAL ILLNESS – CONTRACTOR shall notify ADMINISTRATOR by written 24 report hand delivered, faxed, sent via encrypted E-Mail, within forty-eight (48) hours of becoming 25 aware of the death due to terminal illness of any person served pursuant to this Contract. 26 c. When notification via encrypted E-Mail is not possible or practical CONTRACTOR 27 may hand deliver or fax to a known number said notification. 28 C. If there are any questions regarding the cause of death of any person served pursuant to this 29 Contract who was diagnosed with a terminal illness, or if there are any unusual circumstances related to 30 the death, CONTRACTOR shall immediately notify ADMINISTRATOR in accordance with this 31 Notification of Death Paragraph. 32 33 XXIV. NOTIFICATION OF PUBLIC EVENTS AND MEETINGS 34 A. CONTRACTOR shall notify ADMINISTRATOR of any public event or meeting funded in 35 whole or in part by the COUNTY, except for those events or meetings that are intended solely to serve 36 Clients or occur in the normal course of business. 37 //
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1 B. CONTRACTOR shall notify ADMINISTRATOR at least thirty (30) business days in advance 2 of any applicable public event or meeting. The notification must include the date, time, duration, 3 location and purpose of the public event or meeting. Any promotional materials or event related flyers 4 must be approved by ADMINISTRATOR prior to distribution. 5 6 XXV. PARTICIPANT’S RIGHTS 7 A. CONTRACTOR shall post the current HMIS privacy notice as well as the Orange County 8 Continuum of Care Grievance and Appeals poster in locations readily available to Participants and staff. 9 Grievance and Appeal forms must be available in the threshold languages and envelopes must be readily 10 accessible to Participants to take without having to request the form or envelope. 11 B. In addition to those processes provided by ADMINISTRATOR, CONTRACTOR shall have an 12 internal grievance and appeals processes approved by ADMINISTRATOR, to which the participant 13 shall have access. 14 1. CONTRACTOR’s grievance and appeals processes shall incorporate COUNTY’s 15 grievance, appeals, participants’ rights, and/or utilization management guidelines and procedures. The 16 participant has the right to utilize either or both grievance and appeals process(es) simultaneously in 17 order to resolve their dissatisfaction. 18 C. The Parties agree that Participants have recourse to initiate an expression of dissatisfaction to 19 CONTRACTOR, file a grievance, file an appeal, and file a complaint. 20 21 XXVI. PAYMENT CARD COMPLIANCE 22 Should CONTRACTOR conduct credit/debit card transactions in conjunction with their business 23 with COUNTY, on behalf of COUNTY, or as part of the business that they conduct, CONTRACTOR 24 covenants and warrants that it is currently PA DSS and PCI DSS compliant and will remain compliant 25 during the entire duration of this Contract. CONTRACTOR agrees to immediately notify COUNTY in 26 the event CONTRACTOR should ever become non-compliant, and will take all necessary steps to 27 return to compliance and shall be compliant within ten (10) business days of the commencement of any 28 such interruption. Upon demand by COUNTY, CONTRACTOR shall provide to COUNTY written 29 certification of CONTRACTOR’s PA DSS and/or PCI DSS compliance. 30 31 XXVII. RECORDS MANAGEMENT AND MAINTENANCE 32 A. CONTRACTOR, its officers, agents, employees and subcontractors shall, throughout the term 33 of this Contract, prepare, maintain and manage records, primarily in HMIS, appropriate to the services 34 provided and in accordance with this Contract and all applicable requirements. 35 1. CONTRACTOR shall maintain records that are adequate to substantiate the services for 36 which claims are submitted for reimbursement under this Contract and the charges thereto. Such 37 //
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1 records shall include, but not be limited to, individual housing plans, case management plans and 2 utilization review records. 3 2. CONTRACTOR shall keep and maintain records of each service rendered to each 4 participant, the identity of the participant to whom the service was rendered, the date the service was 5 rendered, and such additional information as ADMINISTRATOR may require. 6 3. CONTRACTOR shall maintain books, records, documents, accounting procedures and 7 practices, and other evidence sufficient to reflect properly all direct and indirect cost of whatever nature 8 claimed to have been incurred in the performance of this Contract and in accordance with County 9 policies of reimbursement and GAAP. 10 B. CONTRACTOR shall implement and maintain acceptable administrative, technical and 11 physical safeguards to ensure the privacy and security of health related and/or personally identifying 12 information CONTRACTOR collects from participants. If there is an unauthorized use of disclosure of 13 participant’s health related and/or personally identifying information in possession of CONTRACTOR, 14 CONTRACTOR shall (i) immediately notify ADMINISTRATOR of such unauthorized use of 15 disclosure and (ii) mitigate, to the extent practicable, the known harmful effect of any such unauthorized 16 use or disclosure. 17 C. CONTRACTOR’s participant records shall be maintained in a secure manner. CONTRACTOR 18 shall maintain participant records and must establish and implement written record management 19 procedures. 20 D. CONTRACTOR shall retain all financial records for a minimum of ten (10) years from the 21 termination of the contract, unless a longer period is required due to legal proceedings such as litigations 22 and/or settlement of claims. 23 E. CONTRACTOR shall make records pertaining to the costs of services, participant fees, charges, 24 billings, and revenues available at one (1) location within the limits of the County of Orange. If 25 CONTRACTOR is unable to meet the record location criteria above, ADMINISTRATOR may provide 26 written approval to CONTRACTOR to maintain records in a single location, identified by 27 CONTRACTOR. 28 F. To the extent CONTRACTOR is subject to PRA, CONTRACTOR shall notify 29 ADMINISTRATOR of any PRA requests related to, or arising out of, this Contract, within forty-eight 30 (48) hours. CONTRACTOR shall provide ADMINISTRATOR all information that is requested by the 31 PRA request. 32 G. CONTRACTOR may retain participant documentation electronically in accordance with the 33 terms of this Contract and common business practices. If documentation is retained electronically, 34 CONTRACTOR shall, in the event of an audit or site visit: 35 1. Have documents readily available within twenty-four (24) hour notice of a scheduled audit 36 or site visit. 37 //
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1 2. Provide auditor or other authorized individuals access to documents via a computer 2 terminal. 3 3. Provide auditor or other authorized individuals a hardcopy printout of documents, if 4 requested. 5 6 XXVIII. RESEARCH AND PUBLICATION 7 CONTRACTOR shall not utilize information and/or data received from COUNTY, or arising out 8 of, or developed, as a result of this Contract for the purpose of personal or professional research, or for 9 publication. 10 11 XXIX. REVENUE 12 A. THIRD-PARTY REVENUE – CONTRACTOR shall make every reasonable effort to obtain all 13 available third-party reimbursement for which persons served pursuant to this Contract may be eligible. 14 Charges to insurance carriers shall be on the basis of CONTRACTOR’s usual and customary charges. 15 B. PROCEDURES – CONTRACTOR shall maintain internal financial controls which adequately 16 ensure proper billing and collection procedures. CONTRACTOR’s procedures shall specifically 17 provide for the identification of delinquent accounts and methods for pursuing such accounts. 18 CONTRACTOR shall provide ADMINISTRATOR, monthly, a written report specifying the current 19 status of fees which are billed, collected, transferred to a collection agency, or deemed by 20 CONTRACTOR to be uncollectible. 21 C. OTHER REVENUES – CONTRACTOR shall charge for services, supplies, or facility use by 22 persons other than individuals or groups eligible for services pursuant to this Contract. 23 24 XXX. SEVERABILITY 25 If a court of competent jurisdiction declares any provision of this Contract or application thereof to 26 any person or circumstances to be invalid or if any provision of this Contract contravenes any federal, 27 state or county statute, ordinance, or regulation, the remaining provisions of this Contract or the 28 application thereof shall remain valid, and the remaining provisions of this Contract shall remain in full 29 force and effect, and to that extent the provisions of this Contract are severable. 30 31 XXXI. SPECIAL PROVISIONS 32 A. CONTRACTOR shall not use the funds provided by means of this Contract for the following 33 purposes: 34 1. Making cash payments to intended recipients of services through this Contract. 35 2. Lobbying any governmental agency or official. CONTRACTOR shall file all certifications 36 and reports in compliance with this requirement pursuant to Title 31, USC, §1352 (e.g., limitation on 37 use of appropriated funds to influence certain federal contracting and financial transactions).
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1 3. Fundraising. 2 4. Purchase of gifts, meals, entertainment, awards, or other personal expenses for 3 CONTRACTOR’s staff, volunteers, interns, consultants, subcontractors, and members of the Board of 4 Directors or governing body. 5 5. Reimbursement of CONTRACTOR’s members of the Board of Directors or governing 6 body for expenses or services. 7 6. Making personal loans to CONTRACTOR’s staff, volunteers, interns, consultants, 8 subcontractors, and members of the Board of Directors or governing body, or its designee or authorized 9 agent, or making salary advances or giving bonuses to CONTRACTOR’s staff. 10 7. Paying an individual salary or compensation for services at a rate in excess of the current 11 Level I of the Executive Salary Schedule as published by the OPM. The OPM Executive Salary 12 Schedule may be found at www.opm.gov. 13 8. Severance pay for separating employees. 14 9. Paying rent and/or lease costs for a facility prior to the facility meeting all required building 15 codes and obtaining all necessary building permits for any associated construction. 16 10. Supplanting current funding for existing services. 17 B. Unless otherwise specified in advance and in writing by ADMINISTRATOR, CONTRACTOR 18 shall not use the funds provided by means of this Contract for the following purposes: 19 1. Funding travel or training (excluding program-related mileage or parking). 20 2. Making phone calls outside of the local area unless documented to be directly for the 21 purpose of Participant care. 22 3. Payment for grant writing, consultants, certified public accounting, or legal services. 23 4. Purchase of artwork or other items that are for decorative purposes and do not directly 24 contribute to the quality of services to be provided pursuant to this Contract. 25 5. Purchasing or improving land, including constructing or permanently improving any 26 building or facility, except for tenant improvements. 27 6. Providing inpatient hospital services or purchasing major medical equipment. 28 7. Satisfying any expenditure of non-federal funds as a condition for the receipt of federal 29 funds (matching). 30 8. Purchase of gifts, meals, entertainment, awards, or other personal expenses for 31 CONTRACTOR’s Participants outside of program Scope of Services. 32 33 XXXII. STATUS OF CONTRACTOR 34 CONTRACTOR is, and shall at all times be deemed to be, an independent contractor and shall be 35 wholly responsible for the manner in which it performs the services required of it by the terms of this 36 Contract. CONTRACTOR is entirely responsible for compensating staff, subcontractors, and 37 consultants employed by CONTRACTOR. This Contract shall not be construed as creating the
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1 relationship of employer and employee, or principal and agent, between COUNTY and CONTRACTOR 2 or any of CONTRACTOR’s employees, agents, consultants, volunteers, interns, or subcontractors. 3 CONTRACTOR assumes exclusively the responsibility for the acts of its employees, agents, 4 consultants, volunteers, interns, or subcontractors as they relate to the services to be provided during the 5 course and scope of their employment. CONTRACTOR, its agents, employees, consultants, volunteers, 6 interns, or subcontractors, shall not be entitled to any rights or privileges of COUNTY’s employees and 7 shall not be considered in any manner to be COUNTY’s employees. 8 9 XXXIII. TERM 10 A. The term of this Contract shall commence as specified in the Referenced Contract Provisions of 11 this Contract or the execution date, whichever is later. This Contract shall terminate as specified in the 12 Referenced Contract Provisions of this Contract unless otherwise sooner terminated as provided in this 13 Contract. CONTRACTOR shall be obligated to perform such duties as would normally extend beyond 14 this term, including but not limited to, obligations with respect to confidentiality, indemnification, 15 audits, reporting, and accounting. 16 B. Any administrative duty or obligation to be performed pursuant to this Contract on a weekend 17 or holiday may be performed on the next regular business day. 18 19 XXXIV. TERMINATION 20 A. COUNTY may terminate this Contract, without cause, upon thirty (30) calendar days’ written 21 notice. The rights and remedies of COUNTY provided in this Termination Paragraph shall not be 22 exclusive, and are in addition to any other rights and remedies provided by law or under this Contract. 23 B. COUNTY may terminate this Contract immediately, upon prior written notice, on the occurrence 24 of any of the following events: 25 1. The loss by CONTRACTOR of legal capacity. 26 2. Cessation of services without cause. 27 3. The delegation or assignment of CONTRACTOR’s services, operation or administration 28 without the prior written consent of COUNTY. 29 4. The neglect by any licensed person employed by CONTRACTOR of any duty required 30 pursuant to this Contract. 31 5. The loss of accreditation or any license required by the Licenses and Laws Paragraph of 32 this Contract. 33 6. The continued incapacity of any licensed person to perform duties required pursuant to this 34 Contract. 35 7. Unethical conduct or malpractice by any physician or licensed person providing services 36 pursuant to this Contract; provided, however, COUNTY may waive this option if CONTRACTOR 37 removes such licensed person from serving persons assisted pursuant to this Contract.
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1 C. CONTINGENT FUNDING 2 1. Any obligation of COUNTY under this Contract is contingent upon the following: 3 a. The continued availability of federal, state and County funds for reimbursement of 4 COUNTY’s expenditures, and 5 b. Inclusion of sufficient funding for the services hereunder in the applicable budget(s) 6 approved by the Orange County Board of Supervisors. 7 2. In the event such funding is subsequently reduced or terminated, COUNTY may suspend, 8 terminate or renegotiate this Contract upon thirty (30) calendar days’ written notice provided to 9 CONTRACTOR. If COUNTY elects to renegotiate this Contract due to reduced or terminated funding, 10 CONTRACTOR shall not be obligated to accept the renegotiated terms. 11 D. In the event this Contract is suspended or terminated prior to the completion of the term as 12 specified in the Referenced Contract Provisions of this Contract, ADMINISTRATOR may, at its 13 sole discretion, reduce the Not To Exceed Amount of this Contract to be consistent with the reduced 14 term of the Contract. 15 E. In the event this Contract is terminated CONTRACTOR shall do the following: 16 1. Comply with termination instructions provided by ADMINISTRATOR in a manner which 17 is consistent with recognized standards of quality care and prudent business practice. 18 2. Obtain immediate clarification from ADMINISTRATOR of any unsettled issues of 19 Contract performance during the remaining Contract term. 20 3. Until the date of termination, continue to provide the same level of service required by this 21 Contract. 22 4. If Participant’s records are to be transferred to another facility for services, furnish 23 ADMINISTRATOR, upon request, all Participant’s information and records deemed necessary by 24 ADMINISTRATOR to effect an orderly transfer. 25 5. Assist ADMINISTRATOR in effecting the transfer of Participants in a manner consistent 26 with Participant’s best interests. 27 6. If records are to be transferred to COUNTY, pack and label such records in accordance 28 with directions provided by ADMINISTRATOR. 29 7. Return to COUNTY, in the manner indicated by ADMINISTRATOR, any equipment and 30 supplies purchased with funds provided by COUNTY. 31 8. To the extent services are terminated, cancel outstanding commitments covering the 32 procurement of materials, supplies, equipment, and miscellaneous items, as well as outstanding 33 commitments which relate to personal services. With respect to these canceled commitments, 34 CONTRACTOR shall submit a written plan for settlement of all outstanding liabilities and all claims 35 arising out of such cancellation of commitment which shall be subject to written approval of 36 ADMINISTRATOR. 37 //
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1 9. Provide written notice of termination of services to each Participant being served under this 2 Contract, within fifteen (15) calendar days of receipt of termination notice. A copy of the notice of 3 termination of services must also be provided to ADMINISTRATOR within the fifteen (15) calendar 4 day period. 5 XXXV. THIRD PARTY BENEFICIARY 6 Neither Party hereto intends that this Contract shall create rights hereunder in third parties 7 including, but not limited to, any subcontractors or any Participants provided services pursuant to this 8 Contract. 9 10 XXXVI. WAIVER OF DEFAULT OR BREACH 11 Waiver by COUNTY of any default by CONTRACTOR shall not be considered a waiver of any 12 subsequent default. Waiver by COUNTY of any breach by CONTRACTOR of any provision of this 13 Contract shall not be considered a waiver of any subsequent breach. Waiver by COUNTY of any 14 default or any breach by CONTRACTOR shall not be considered a modification of the terms of this 15 Contract. 16 // 17 // 18 // 19 // 20 // 21 // 22 // 23 // 24 // 25 // 26 // 27 // 28 // 29 // 30 // 31 // 32 // 33 // 34 // 35 // 36 // 37 //
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1 IN WITNESS WHEREOF, the Parties have executed this Contract, in the County of Orange, State 2 of California. 3 4 5 CHARITABLE VENTURES OF ORANGE COUNTY, INC 6 7 8 BY: DATED: 9 10 TITLE: 11 12 BY: DATED: 13 14 TITLE: 15 16 17 18 COUNTY OF ORANGE 19 20 21 BY: DATED: 22 HEALTH CARE AGENCY 23 24 25 26 APPROVED AS TO FORM 27 OFFICE OF THE COUNTY COUNSEL 28 ORANGE COUNTY, CALIFORNIA 29 30 31 BY: DATED: 32 DEPUTY
33 If the contracting party is a corporation, two (2) signatures are required: one (1) signature by the Chairman of the Board, the 34 President or any Vice President; and one (1) signature by the Secretary, any Assistant Secretary, the Chief Financial Officer or any Assistant Treasurer. If the contract is signed by one (1) authorized individual only, a copy of the corporate resolution 35 or by-laws whereby the board of directors has empowered said authorized individual to act on its behalf by his or her 36 signature alone is required by ADMINISTRATOR. 37
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1 EXHIBIT A 2 TO THE CONTRACT FOR PROVISION OF 3 ENHANCED CARE COORDINATION SERVICES FOR REENTRY DURING COVID 4 BETWEEN 5 COUNTY OF ORANGE 6 AND 7 CHARITABLE VENTURES OF ORANGE COUNTY 8 JULY 13, 2021 THROUGH JANUARY 31, 2022 9 10 11 I. COMMON TERMS AND DEFINITIONS 12 13 A. The following standard definitions are for reference purposes only and may or may not apply in 14 their entirety throughout the Agreement. The parties agree to the following terms and definitions, and to 15 those terms and definitions which, for convenience, are set forth elsewhere in the Agreement. 16 1. Active and Ongoing Case Load means documentation, by CONTRACTOR, of completion 17 of the entry and evaluation documents into the IRIS and documentation that the clients are receiving 18 services at a level and frequency and duration that is consistent with each client’s level of impairment 19 and treatment goals and consistent with individualized, solution-focused, evidenced-based practices. 20 2. ADL means Activities of Daily Living and refers to diet, personal hygiene, clothing care, 21 grooming, money and household management, personal safety, symptom monitoring, etc. 22 3. Admission means documentation, by CONTRACTOR, of completion of the entry and 23 evaluation documents into the IRIS. 24 4. Member Advisory Board means a member-driven board which shall direct the activities, 25 provide recommendations for ongoing program development, and create the Wellness Center’s rules of 26 conduct. 27 5. Benefits Specialist means a specialized position that would primarily be responsible for 28 coordinating client applications and appeals for State and Federal benefits. 29 6. Best Practices means a term that is often used inter-changeably with “evidence-based 30 practice” and is best defined as an “umbrella” term for three levels of practice, measured in relation to 31 recovery-consistent mental health practices where the recovery process is supported with scientific 32 intervention that best meets the needs of the consumer at this time. 33 a. EBP means Evidence-Based Practices and refers to the interventions utilized for which 34 there is consistent scientific evidence showing they improved client outcomes and meets the following 35 criteria: it has been replicated in more than one geographic or practice setting with consistent results; it 36 is recognized in scientific journals by one or more published articles; it has been documented and put 37 into manual forms; it produces specific outcomes when adhering to the Fidelity of the model.
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1 b. Promising Practices means that experts believe the practices is likely to be raised to the 2 next level when scientific studies can be conducted and is supported by some body of evidence, 3 (evaluation studies or expert consensus in reviewing outcome data); it has been endorsed by recognized 4 bodies of advocacy organizations and finally, produces specific outcomes. 5 c. Emerging Practices means that the practice(s) seems like a logical approach to 6 addressing a specific behavior which is becoming distinct, recognizable among consumers and 7 clinicians in practice, or innovators in academia or policy makers; and at least one recognized expert, 8 group of researchers or other credible individuals have endorsed the practice as worthy of attention 9 based on outcomes; and finally, it produces specific outcomes. 10 7. Crisis Stabilization Unit (CSU) means a psychiatric crisis stabilization program that 11 operates 24 hours a day that serves Orange County residents, aged 18 and older, who are experiencing a 12 psychiatric crisis and need immediate evaluation. Clients receive a thorough psychiatric evaluation, 13 crisis stabilization treatment, and referral to the appropriate level of continuing care. As a designated 14 outpatient facility, the CSU may evaluate and treat clients for no longer than 23 hours. 15 8. Data Collection System means software designed for collection, tracking and reporting 16 outcomes data for clients enrolled in the FSP Programs. 17 a.3 M’s means the Quarterly Assessment Form that is completed for each client every 18 three months in the approved data collection system. 19 b. Data Mining and Analysis Specialist means a person who is responsible for ensuring 20 the program maintains a focus on outcomes, by reviewing outcomes, and analyzing data as well as 21 working on strategies for gathering new data from the consumers’ perspective which will improve 22 understanding of clients’ needs and desires towards furthering their recovery. This individual will 23 provide feedback to the program and work collaboratively with the employment specialist, education 24 specialist, benefits specialist, and other staff in the program in strategizing improved outcomes in these 25 areas. This position will be responsible for attending all data and outcome related meetings and 26 ensuring that program is being proactive in all data collection requirements and changes at the local and 27 state level. 28 c. Data Certification means the process of reviewing State and COUNTY mandated 29 outcome data for accuracy and signing the Certification of Accuracy of Data form indicating that the 30 data is accurate. 31 d. KET means Key Event Tracking and refers to the tracking of a client’s movement or 32 changes in the approved data collection system. A KET must be completed and entered accurately each 33 time CONTRACTOR is reporting a change from previous client status in certain categories. These 34 categories include: residential status, employment status, education and benefits establishment. 35 e. PAF means Partnership Assessment Form and refers to the baseline assessment for 36 each client that must be completed and entered into data collection system within thirty (30) days of the 37 Partnership date.
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1 9. Plan Coordinator is a MHS, CSW or MFT that provides mental health, crisis intervention 2 and case management services to those clients who seek services in the COUNTY operated outpatient 3 programs. 4 10. Case Management Linkage Brokerage means a process of identification, assessment of 5 need, planning, coordination and linking, monitoring and continuous evaluation of clients and of 6 available resources and advocacy through a process of casework activities in order to achieve the best 7 possible resolution to individual needs in the most effective way possible. This includes supportive 8 assistance to the client in the assessment, determination of need and securing of adequate and 9 appropriate living arrangements. 10 11. CAT means Crisis Assessment Team and refers to a team of clinicians who provide mobile 11 response, including mental health evaluations/assessment, for those experiencing a mental health crisis, 12 on a twenty-four hours per day, seven days per week basis. Their primary goal is to provide diversion 13 away from hospitalization as well as providing referrals and follow-up to assist linkage to mental health 14 services. 15 12. Certified Reviewer means an individual that obtains certification by completing all 16 requirements set forth in the Quality Improvement and Program Compliance Reviewer Training 17 Verification Sheet. 18 13. Client or Consumer means an individual, referred by COUNTY or enrolled in 19 CONTRACTOR’s program for services under the Agreement, who experiences chronic mental illness. 20 14. Clinical Director means an individual who meets the minimum requirements set forth in 21 Title 9, CCR, and has at least two (2) years of full-time professional experience working in a mental 22 health setting. 23 15. Crisis Stabilization means a psychiatric crisis stabilization program that operates 24 hours a 24 day that serves Orange County residents, aged 18 and older, who are experiencing a psychiatric crisis 25 and need immediate evaluation. Clients receive a thorough psychiatric evaluation, crisis stabilization 26 treatment, and referral to the appropriate level of continuing care. As a designated outpatient facility, 27 the CSU may evaluate and treat clients for no longer than 23 hours. 28 16. CSW means an individual who meets the minimum professional and licensure requirements 29 set forth in Title 9, CCR, Section 625, and has two (2) years of post-master's clinical experience in a 30 mental health setting. 31 17. Diagnosis means the definition of the nature of the client's disorder. When formulating the 32 diagnosis of client, CONTRACTOR shall use the diagnostic codes and axes as specified in the most 33 current edition of the DSM published by the American Psychiatric Association. DSM diagnoses will be 34 recorded on all IRIS documents, as appropriate. 35 18. DSH means Direct Service Hours and refers to a measure in minutes that a clinician spends 36 providing client services. DSH credit is obtained for providing mental health, case management, 37 //
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1 medication support and a crisis intervention service to any client open in the IRIS which includes both 2 billable and non-billable services. 3 19. Engagement means the process by which a trusting relationship between worker and 4 client(s) is established with the goal to link the individual(s) to the appropriate services. Engagement of 5 client(s) is the objective of a successful outreach. 6 20. Face-to-Face means an encounter between client and provider where they are both 7 physically present. 8 21. FSP 9 a. A FSP means Full Service Partnership and refers to a type of program described by the 10 State in the requirements for the COUNTY plan for use of MHSA funds and which includes clients 11 being a full partner in the development and implementation of their treatment plan. A FSP is an 12 evidence-based and strength-based model, with the focus on the individual rather than the disease. 13 Multi-disciplinary teams will be established including the client, psychiatrist, and PSC. Whenever 14 possible, these multidisciplinary teams will include a mental health nurse, marriage and family therapist, 15 clinical social worker, peer specialist, and family members. The ideal client to staff ratio will be in the 16 range of fifteen to twenty (15 – 20) to one (1), ensuring relationship building and intense service 17 delivery. Services will include, but not be limited to, the following: 18 b. Crisis management; 19 1) Housing Services; 20 2) Twenty-four (24)-hours per day, seven (7) days per week intensive case 21 management; 22 3) Community-based Wraparound Recovery Services; 23 4) Vocational and Educational services; 24 5) Job Coaching/Developing; 25 6) Consumer employment; 26 7) Money management/Representative Payee support; 27 8) Flexible Fund account for immediate needs; 28 9) Transportation; 29 10) Illness education and self-management; 30 11) Medication Support; 31 12) Co-occurring Services; 32 13) Linkage to financial benefits/entitlements; 33 14) Family and Peer Support; and 34 15) Supportive socialization and meaningful community roles. 35 c. Client services are focused on recovery and harm reduction to encourage the highest 36 level of client empowerment and independence achievable. PSC’s will meet with the consumer in their 37 current community setting and will develop a supportive relationship with the individual served.
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1 Substance abuse treatment will be integrated into services and provided by the client’s team to 2 individuals with a co-occurring disorder. 3 d. The FSP shall offer “whatever it takes” to engage seriously mentally ill adults, 4 including those who are dually diagnosed, in a partnership to achieve the individual’s wellness and 5 recovery goals. Services shall be non-coercive and focused on engaging people in the field. The goal of 6 FSP Programs is to assist the consumer’s progress through pre-determined quality of life outcome 7 domains (housing, decreased jail, decreased hospitalization, increased education involvement, increased 8 employment opportunities and retention, linkage to medical providers, etc.) and become more 9 independent and self-sufficient as consumers move through the continuum of recovery and evidence by 10 progressing to lower level of care or out of the “intensive case management need” category. 11 22. Housing Specialist means a specialized position dedicated to developing the full array of 12 housing options for their program and monitoring their suitability for the population served in 13 accordance with the minimal housing standards policy set by COUNTY for their program. This 14 individual is also responsible for assisting consumers with applications to low income housing, housing 15 subsidies, senior housing, etc. 16 23. Individual Services and Support Funds - Flexible Funds means funds intended for use to 17 provide clients and/or their families with immediate assistance, as deemed necessary, for the treatment 18 of their mental illness and their overall quality of life. Flexible Funds are generally categorized as 19 housing, client transportation, food, clothing, medical and miscellaneous expenditures that are 20 individualized and appropriate to support client’s mental health treatment activities. 21 24. Intake means the initial meeting between a client and CONTRACTOR’s staff and includes 22 an evaluation to determine if the client meets program criteria and is willing to seek services. 23 25. Intern means an individual enrolled in an accredited graduate program accumulating 24 clinically supervised work experience hours as part of field work, internship, or practicum requirements. 25 Acceptable graduate programs include all programs that assist the student in meeting the educational 26 requirements in becoming a MFT, a LCSW, or a licensed Clinical Psychologist. 27 26. IRIS means Integrated Records Information System and refers to a collection of 28 applications and databases that serve the needs of programs within COUNTY and includes functionality 29 such as registration and scheduling, laboratory information system, billing and reporting capabilities, 30 compliance with regulatory requirements, electronic medical records and other relevant applications. 31 27. Employment Specialist means a specialized position dedicated to cultivating and nurturing 32 employment opportunities for the clients and matching the job to the client’s strengths, abilities, desires, 33 and goals. This position will also integrate knowledge about career development and job preparation to 34 ensure successful job retention and satisfaction of both employer and employee. 35 28. MFT means Marriage and Family Therapist and refers to an individual who meets the 36 minimum professional and licensure requirements set forth in Title 9, CCR, Section 625. 37 //
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1 29. Medical Necessity means the requirements as defined in COUNTY MHP Medical 2 Necessity for Medi-Cal reimbursed Specialty Mental Health Services that includes Diagnosis, 3 Impairment Criteria and Intervention Related Criteria. 4 30. Mental Health Rehabilitation Specialist means an individual who has a Bachelor’s Degree 5 and four years of experience in a mental health setting as a specialist in the fields of physical restoration, 6 social adjustment and/or vocational adjustment. 7 31. Mental Health Services means interventions designed to provide the maximum reduction of 8 mental disability and restoration or maintenance of functioning consistent with the requirements for 9 learning, development and enhanced self-sufficiency. Services shall include: 10 a. Assessment means a service activity, which may include a clinical analysis of the 11 history and current status of a beneficiary’s mental, emotional, or behavioral disorder, relevant cultural 12 issues and history, diagnosis and the use of testing procedures. 13 b. Collateral means a significant support person in a beneficiary’s life and is used to 14 define services provided to them with the intent of improving or maintaining the mental health status of 15 the client. The beneficiary may or may not be present for this service activity. 16 c. Co-Occurring see Dual Disorders Integrated Treatment Model. 17 d. Crisis Intervention means a service, lasting less than twenty-four (24) hours, to or on 18 behalf of a client for a condition which requires more timely response than a regularly scheduled visit. 19 Service activities may include, but are not limited to, assessment, collateral and therapy. 20 e. Dual Disorders Integrated Treatment Model means that the program uses a stage-wise 21 treatment model that is non-confrontational, follows behavioral principles, considers interactions 22 between mental illness and substance abuse and has gradual expectations of abstinence. Mental illness 23 and substance abuse research has strongly indicated that to recover fully, a consumer with co-occurring 24 disorder needs treatment for both problems as focusing on one does not ensure the other will go away. 25 Dual diagnosis services integrate assistance for each condition, helping people recover from both in one 26 setting at the same time. 27 f. Medication Support Services means those services provided by a licensed physician, 28 registered nurse, or other qualified medical staff, which includes prescribing, administering, dispensing 29 and monitoring of psychiatric medications or biologicals and which are necessary to alleviate the 30 symptoms of mental illness. These services also include evaluation and documentation of the clinical 31 justification and effectiveness for use of the medication, dosage, side effects, compliance and response 32 to medication, as well as obtaining informed consent, providing medication education and plan 33 development related to the delivery of the service and/or assessment of the beneficiary. 34 g. Rehabilitation Service means an activity which includes assistance in improving, 35 maintaining, or restoring a client’s or group of clients’ functional skills, daily living skills, social and 36 leisure skill, grooming and personal hygiene skills, meal preparation skills, support resources and/or 37 medication education.
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1 h. Targeted Case Management means services that assist a beneficiary to access needed 2 medical, educational, social, prevocational, vocational, rehabilitative, or other community services. The 3 service activities may include, but are not limited to, communication, coordination and referral; 4 monitoring service delivery to ensure beneficiary access to service and the service delivery system; 5 monitoring of the beneficiary’s progress; and plan development. 6 i. Therapy means a service activity which is a therapeutic intervention that focuses 7 primarily on symptom reduction as a means to improve functional impairments. Therapy may be 8 delivered to an individual or group of beneficiaries which may include family therapy in which the 9 beneficiary is present. 10 32. MHSA means Mental Health Services Act and refers to the law that provides funding for 11 expanded community mental health services. It is also known as “Proposition 63.” 12 33. Mental Health Worker means an individual who has obtained a Bachelor's degree in a 13 mental health field or has a high school diploma and two (2) years of experience delivering services in a 14 mental health field. 15 34. MORS means Milestones of Recovery Scale and refers to a recovery scale that COUNTY 16 will be using for the Adult mental health programs. The scale will provide the means of assigning 17 consumers to their appropriate level of care and replace the diagnostic and acuity of illness-based tools 18 being used today. MORS is ideally suited to serve as a recovery-based tool for identifying the level of 19 service needed by participating members. The scale will be used to create a map of the system by 20 determining which milestone(s) or level of recovery (based on the MORS) are the target groups for 21 different programs across the continuum of programs and services offered by COUNTY. 22 35. NPI means National Provider Identifier and refers to the standard unique health identifier 23 that was adopted by the Secretary of HHS under HIPAA for health care providers. All HIPAA covered 24 healthcare providers, individuals and organizations must obtain an NPI for use to identify themselves in 25 HIPAA standard transactions. The NPI is assigned for life. 26 36. NOA-A means Notice of Action and refers to a Medi-Cal requirement that informs the 27 beneficiary that he/she is not entitled to any specialty mental health service. The COUNTY has 28 expanded the requirement for an NOA-A to all individuals requesting an assessment for services and 29 found not to meet the medical necessity criteria for specialty mental health services. 30 37. NPP means Notice of Privacy Practices and refers to a document that notifies individuals of 31 uses and disclosures of PHI that may be made by or on behalf of the health plan or health care provider 32 as set forth in HIPAA. 33 38. Outreach means the outreach to potential clients to link them to appropriate mental health 34 services and may include activities that involve educating the community about the services offered and 35 requirements for participation in the programs. Such activities should result in the CONTRACTOR 36 developing their own client referral sources for the programs they offer. 37 //
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1 39. Peer Recovery Specialist/Counselor means an individual with lived experience with 2 behavioral health issues who has been through the same or similar recovery process as those he/she is 3 now assisting to attain their recovery goals while getting paid for this function by the program. A peer 4 recovery specialist practice is informed by his/her own experience. 5 40. Pharmacy Benefits Manager means the PBM Company that manages the medication 6 benefits that are given to clients that qualify for medication benefits. 7 41. Pre-Licensed Psychologist means an individual who has obtained a Ph.D. or Psy.D. in 8 Clinical Psychology and is registered with the Board of Psychology as a registered Psychology Intern or 9 Psychological Assistant, acquiring hours for licensing and waivered in accordance with WIC section 10 575.2. The waiver may not exceed five (5) years. 11 42. Pre-Licensed Therapist means an individual who has obtained a Master’s Degree in Social 12 Work or Marriage and Family Therapy and is registered with the BBS as an Associate Clinical Social 13 Worker or MFT Intern acquiring hours for licensing. An individual’s registration is subject to 14 regulations adopted by the BBS. 15 43. Program Director means an individual who has complete responsibility for the day to day 16 function of the program. The Program Director is the highest level of decision making at a local, 17 program level. 18 44. Promotora de Salud Model means a model where trained individuals, Promotores, work 19 towards improving the health of their communities by linking their neighbors to health care and social 20 services, educating their peers about mental illness, disease and injury prevention. 21 45. Promotores means individuals who are members of the community who function as natural 22 helpers to address some of their communities’ unmet mental health, health and human service needs. 23 They are individuals who represent the ethnic, socio-economic and educational traits of the population 24 he/she serves. Promotores are respected and recognized by their peers and have the pulse of the 25 community’s needs. 26 46. PHI means Protected Health Information and refers to individually identifiable health 27 information usually transmitted by electronic media, maintained in any medium as defined in the 28 regulations, or for an entity such as a health plan, transmitted or maintained in any other medium. It is 29 created or received by a covered entity and relates to the past, present, or future physical or mental 30 health or condition of an individual, provision of health care to an individual, or the past, present, or 31 future payment for health care provided to an individual. 32 47. Psychiatrist means an individual who meets the minimum professional and licensure 33 requirements set forth in Title 9, CCR, Section 623. 34 48. Psychologist means an individual who meets the minimum professional and licensure 35 requirements set forth in Title 9, CCR, Section 624. 36 49. QIC means Quality Improvement Committee and refers to a committee that meets quarterly 37 to review one percent (1%) of all “high-risk” Medi-Cal clients to monitor and evaluate the quality and
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1 appropriateness of services provided. At a minimum, the committee is comprised of one (1) 2 CONTRACTOR administrator, one (1) Clinician and one (1) Physician who are not involved in the 3 clinical care of the cases. 4 50. Recovery is “a process of change through which individuals improve their health and 5 wellness, live a self-directed life, and strive to reach their full potential,” and identifies four major 6 dimensions to support recovery in live: 7 a. Health: Overcoming or managing one’s disease(s) as well as living in a physically and 8 emotionally healthy way; 9 b. Home: A stable and safe place to live; 10 c. Purpose: Meaningful daily activities, such as a job, school, volunteerism, family 11 caretaking, or creative endeavors, and the independence, income, and resources to participate in society; 12 and 13 d. Community: Relationships and social networks that provide support, friendship, love, 14 and hope.” 15 51. Referral means providing the effective linkage of a client to another service, when 16 indicated; with follow-up to be provided within five (5) working days to assure that the client has made 17 contact with the referred service. 18 52. Supportive Housing PSC means a person who provides services in a supportive housing 19 structure. This person will coordinate activities which will include, but not be limited to: independent 20 living skills, social activities, supporting communal living, assisting residents with conflict resolution, 21 advocacy, and linking clients with the assigned PSC for clinical issues. Supportive Housing PSC will 22 consult with the multidisciplinary team of clients assigned by the program. The PSC’s will be active in 23 supporting and implementing a full service partnership philosophy and its individualized, strengths- 24 based, culturally appropriate, and client-centered approach. 25 53. Supervisory Review means ongoing clinical case reviews in accordance with procedures 26 developed by COUNTY, to determine the appropriateness of diagnosis and treatment and to monitor 27 compliance to the minimum ADMINISTRATOR and Medi-Cal charting standards. Supervisory review 28 is conducted by the program/clinic director or designee. 29 54. Token means the security device which allows an individual user to access the 30 ADMINISTRATOR computer based IRIS. 31 55. UMDAP means Uniform Method to Determine the Ability to Pay and refers to the method 32 used for determining the annual client liability for mental health services received from COUNTY 33 mental health system and is set by the State of California. 34 56. Vocational/Educational Specialist means a person who provides services that range from 35 pre-vocational groups, trainings and supports to obtain employment out in the community based on the 36 consumers’ level of need and desired support. The Vocational/Educational Specialist will provide “one 37 on one” vocational counseling and support to consumers to ensure that their needs and goals are being
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1 met. The overall focus of Vocational/Educational Specialist is to empower consumers and provide them 2 with the knowledge and resources to achieve the highest level of vocational functioning possible. 3 57. WRAP means Wellness Recovery Action Plan and refers to a consumer self-help technique 4 for monitoring and responding to symptoms to achieve the highest possible levels of wellness, stability, 5 and quality of life. 6 B. CONTRACTOR and ADMINISTRATOR may mutually agree, in writing, to modify the 7 Common Terms and Definitions Paragraph of this Exhibit A to the Agreement. 8 9 II. BUDGET 10 A. COUNTY shall pay CONTRACTOR in accordance with the Payments Paragraph in this 11 Exhibit A to the Agreement and the following budgets, which are set forth for informational purposes 12 only and may be adjusted by mutual agreement, in writing, by ADMINISTRATOR and 13 CONTRACTOR. 14 15 ADMINISTRATIVE COST 16 Salaries $ 12,940 17 Benefits $ 2,393 18 Indirect Cost $ 124,090 19 SUBTOTAL ADMINISTRATIVE COST $ 139,423 20 21 PROGRAM COST 22 Salaries $ 556,624 23 Benefits $ 102,975 24 Subtotal Sal/Ben $ 659,599 25 Services And Supplies: 26 SUBTOTAL PROGRAM COST $ 234,833 27 28 Office Space $ 103,603 29 Office Supplies $ 4,080 30 Covid Supplies $ 2,000 31 Program Supplies $ 5,700 32 Outreach supplies $ 2,500 33 Insurance $ 1,750 34 Utilities $ 33,700 35 Printing $ 550 36 Training $ 1,500 37 Fuel/Maintenance $ 3,000
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1 Mileage $ 2,500 2 Equipment $ 2,800 3 Computers $ 3,000 4 Subcontractors $ 26,000 5 Flexible Funds $ 42,150 6 PROGRAM COST $ 894,432 7 8 TOTAL COST $1,033,855 9 10 B. BUDGET/STAFFING MODIFICATIONS – CONTRACTOR may request to shift funds 11 between budgeted line items within a program, for the purpose of meeting specific program needs or for 12 providing continuity of care to its members, by utilizing a Budget/Staffing Modification Request form 13 provided by ADMINISTRATOR. CONTRACTOR shall submit a properly completed Budget/Staffing 14 Modification Request to ADMINISTRATOR for consideration, in advance, which shall include a 15 justification narrative specifying the purpose of the request, the amount of said funds to be shifted, and 16 the sustaining annual impact of the shift as may be applicable to the current contract period and/or future 17 contract periods. CONTRACTOR shall obtain written approval of any Budget/Staffing Modification 18 Request(s) from ADMINISTRATOR prior to implementation by CONTRACTOR. Failure of 19 CONTRACTOR to obtain written approval from ADMINISTRATOR for any proposed Budget/Staffing 20 Modification Request(s) may result in disallowance of those costs. 21 22 III. PAYMENTS 23 A. COUNTY shall pay CONTRACTOR monthly, in arrears, at the provisional amount of 24 $147,693.57 per month with the exception of first month of Period One. There will be a one-time 25 allowance for first initial invoice to be submitted by CONTRACTOR to ADMINISTRATOR on July 26 13, 2021. All payments are interim payments only, and subject to Final Settlement in accordance with 27 the Cost Report Paragraph of the Agreement for which CONTRACTOR shall be reimbursed for the 28 actual cost of providing the services hereunder; provided, however, the total of such payments does not 29 exceed the Maximum Obligation for each Period as stated in the Referenced Contract Provisions of the 30 Agreement and, provided further, CONTRACTOR’s costs are reimbursable pursuant to COUNTY, 31 State, and Federal regulations. ADMINISTRATOR may, at its discretion, pay supplemental invoices 32 for any month for which the provisional amount specified above has not been fully paid. 33 1. In support of the monthly invoice, CONTRACTOR shall submit an Expenditure and 34 Revenue Report as specified in the Reports Paragraph of this Exhibit A to the Agreement. 35 ADMINISTRATOR shall use the Expenditure and Revenue Report to determine payment to 36 CONTRACTOR as specified in Subparagraphs A.2. and A.3., below. 37 //
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1 2. If, at any time, CONTRACTOR’s Expenditure and Revenue Reports indicate that the 2 provisional amount payments exceed the actual cost of providing services, ADMINISTRATOR may 3 reduce COUNTY payments to CONTRACTOR by an amount not to exceed the difference between the 4 year-to-date provisional amount payments to CONTRACTOR’s and the year-to-date actual cost 5 incurred by CONTRACTOR. 6 3. If, at any time, CONTRACTOR’s Expenditure and Revenue Reports indicate that the 7 provisional amount payments are less than the actual cost of providing services, ADMINISTRATOR 8 may authorize an increase in the provisional amount payment to CONTRACTOR by an amount not to 9 exceed the difference between the year-to-date provisional amount payments to CONTRACTOR and 10 the year-to-date actual cost incurred by CONTRACTOR. 11 B. CONTRACTOR's invoice shall be on a form approved or supplied by COUNTY and provide 12 such information as is required by ADMINISTRATOR. Invoices are due the tenth (10th) day of the 13 month. Invoices received after the due date may not be paid within the same month. Payments to 14 CONTRACTOR should be released by COUNTY no later than thirty (30) calendar days after receipt of 15 the correctly completed invoice. 16 C. All invoices to COUNTY shall be supported, at CONTRACTOR’s facility, by source 17 documentation including, but not limited to, ledgers, journals, time sheets, invoices, bank statements, 18 canceled checks, receipts, receiving records, and records of services provided. 19 D. ADMINISTRATOR may withhold or delay any payment if CONTRACTOR fails to comply 20 with any provision of the Agreement. 21 E. COUNTY shall not reimburse CONTRACTOR for services provided beyond the expiration 22 and/or termination of the Agreement, except as may otherwise be provided under the Agreement, or 23 specifically agreed upon in a subsequent Agreement. 24 F. CONTRACTOR and ADMINISTRATOR may mutually agree, in writing, to modify the 25 Payments Paragraph of this Exhibit A to the Agreement. 26 27 IV. REPORTS 28 A. CONTRACTOR shall maintain records and make statistical reports as required by 29 ADMINISTRATOR on forms provided by either agency. 30 B. FISCAL 31 1. CONTRACTOR shall submit monthly Expenditure and Revenue Reports to 32 ADMINISTRATOR. These reports shall be on a form acceptable to, or provided by, 33 ADMINISTRATOR and shall report actual costs and revenues for CONTRACTOR's program described 34 in the Services Paragraph of this Exhibit A to the Agreement. Any changes, modifications, or 35 deviations to any approved budget line item must be approved in advance and in writing by 36 ADMINISTRATOR and annotated on the monthly Expenditure and Revenue Report, or said cost 37 //
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1 deviations may be subject to disallowance. Such reports shall be received by ADMINISTRATOR no 2 later than twenty (20) calendar days following the end of the month being reported. 3 2. CONTRACTOR shall submit Year-End Projection Reports to ADMINISTRATOR. These 4 reports shall be on a form acceptable to, or provided by, ADMINISTRATOR and shall report 5 anticipated year-end actual costs and revenues for CONTRACTOR’s program described in the Services 6 Paragraph of this Exhibit A to the Agreement. Such reports shall include actual monthly costs and 7 revenue to date and anticipated monthly costs and revenue to the end of the fiscal year, and shall include 8 a projection narrative justifying the year-end projections. Year-End Projection Reports shall be 9 submitted in conjunction with the Monthly Expenditure and Revenue Reports. 10 C. STAFFING – CONTRACTOR shall submit monthly Staffing Reports to ADMINISTRATOR. 11 These reports shall contain required information, and be on a form acceptable to, or provided by, 12 ADMINISTRATOR. CONTRACTOR shall submit these reports no later than twenty (20) calendar days 13 following the end of the month being reported. CONTRACTOR must request in writing any extensions 14 to the due date of the monthly required reports. If an extension is approved by ADMINISTRATOR, the 15 total extension will not exceed more than five (5) calendar days. 16 D. PROGRAMMATIC – Throughout the term of the Agreement, CONTRACTOR shall submit 17 monthly programmatic reports to ADMINISTRATOR, which shall be received by ADMINISTRATOR 18 no later than twenty (20) calendar days following the end of the month being reported. Programmatic 19 reports shall be in a format(s) approved by ADMINISTRATOR and shall include a description of 20 CONTRACTOR's progress in implementing the provisions of the Agreement, highlights of the events 21 and activities for the reporting month, and any pertinent facts or interim findings, staff changes, status of 22 licenses and/or certifications, changes in population served and reasons for any such changes. 23 CONTRACTOR shall be prepared to present and discuss their programmatic reports at their monthly 24 scheduled meetings with ADMINISTRATOR and shall state whether or not it is progressing 25 satisfactorily in achieving all the terms of the Agreement, and if not, shall specify what steps are being 26 taken to achieve satisfactory progress. 27 E. SPECIAL INCIDENT REPORT - CONTRACTOR shall document all adverse incidents 28 affecting the physical and/or emotional welfare of members, including but not limited to serious 29 physical harm to self or others, serious destruction of property, developments, etc., and which may raise 30 liability issues with COUNTY. CONTRACTOR shall notify COUNTY within twenty-four (24) hours 31 of any such serious adverse incident, and complete a Special Incident Report in accordance with 32 guidelines provided by ADMINISTRATOR. CONTRACTOR shall advise ADMINISTRATOR of any 33 special incidents, conditions, or issues that adversely affect the quality or accessibility of member- 34 related services provided by, or under contract with, COUNTY as identified in the ADMINISTRATOR 35 Policies and Procedures (P&Ps). 36 F. ADDITIONAL REPORTS – Upon ADMINISTRATOR’s request, CONTRACTOR shall make 37 such additional reports as required by ADMINISTRATOR concerning CONTRACTOR's activities as
13 OF 15 EXHIBIT A CHARITABLE VENTURES OF ORANGE COUNTY MA-042-21011772 Page 49 of 56 Attachment A
1 they affect the services hereunder. ADMINISTRATOR will be specific as to the nature of information 2 requested and allow thirty (30) calendar days for CONTRACTOR to respond. 3 G. CONTRACTOR and ADMINISTRATOR may mutually agree, in writing, to modify the 4 Reports Paragraph of this Exhibit A to the Agreement. 5 6 V. SERVICES 7 A. CONTRACTOR shall serve as a drop-in reentry center for clients being released from the 8 county jails during scheduled release times (Monday – Sunday, 0600-1700 hours) and provide on-call 9 services for unscheduled weekday and weekend releases. 10 B. CONTRACTOR shall provide a team of Peer Navigators who meet, greet, and transport clients 11 being released from jail back to their office’s Safe Haven and Recovery Center so that they may receive 12 food, clothing, and other basic necessities. Services will apply to scheduled release times (Monday – 13 Sunday, 0600-1700 hours) in addition to unscheduled weekday and weekend releases on an on-call 14 basis. 15 C. CONTRACTOR shall support clients with acquiring access to the following: 16 1. Housing services/placement to include recuperative care. 17 2. Mental health counseling. 18 3. Support group placement 19 4. Workforce development. 20 5. Medi-Cal enrollment according to the stated needs of the client. 21 22 VI. STAFFING 23 A. CONTRACTOR shall provide effective administrative management of the budget, staffing, 24 recording, and reporting portion of the agreement with the COUNTY. If administrative responsibilities 25 are delegated to subcontractors, the CONTRACTOR must ensure that any subcontractor(s) possess the 26 qualifications and capacity to perform all delegated responsibilities. Responsibilities include but are not 27 limited to the following: 28 1. Designate the responsible position(s) in your organization for managing the funds allocated 29 to this program. 30 2. Maximize the use of the allocated funds; 31 3. Ensure timely and accurate reporting; 32 4. Maintain appropriate staffing levels; 33 5. Ensure staff possess the qualification and capacity to perform responsibilities tied to the 34 staff’s position. 35 6. Effectively communicate and monitor the program for its success; 36 7. Maintain communication between the CONTRACT key staff and Program Administrators; 37 and,
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1 8. Act quickly to identify and solve problems. 2 B. CONTRACTOR shall make its best effort to ensure that services provided pursuant to the 3 Contract are provided in a manner that is culturally and linguistically appropriate for the population(s) 4 served. CONTRACTOR shall ensure that documents are maintain of such efforts which may include, 5 but are not limited to, records of participation in COUNTY sponsored or other applicable trainings; 6 recruitment and hiring policies and procedures; copies of literature in multiple languages as appropriate, 7 and descriptions of measures taken to enhance accessibility for, and sensitivity to individuals who are 8 physically challenged. 9 C. CONTRACTOR shall provide a minimum of Ten (10) Full-Time Equivalents (FTEs) continuously 10 throughout the term of the Agreement. One (1) FTE shall be equal to an average of forty (40) hours 11 work per week. 12 D. CONTRACTOR shall maintain personnel files for each staff member, including the Executive 13 Director and other administrative positions, which will include, but not be limited to, an application for 14 employment, qualifications for the position, documentation of bicultural/bilingual capabilities (if 15 applicable), pay rate and evaluations justifying pay increases. 16 E. CONTRACTOR and ADMINISTRATOR may mutually agree, in writing, to modify the 17 Staffing Paragraph of this Exhibit A to the Agreement. 18 F. CONTRACTOR shall continuously meet all of the following requirements through the duration 19 of this Contract. 20 1. Have been duly organized, in existence, and in good standing for at least six months prior to 21 the effective date of its fiscal agreement with the BSCC or with the CESF grantee. 22 2. non-governmental entities that have recently reorganized or have merged with other 23 qualified non-governmental entities that were in existence prior to the six-month date are also eligible, 24 provided all necessary agreements have been executed and filed with the California Secretary of State 25 prior to the start date of the grant agreement with the BSCC or the start date of the grantee-subcontractor 26 fiscal agreement. 27 3. Be registered with the California Secretary of State’s Office, if applicable; 28 4. Have a valid business license, Employer Identification Number (EIN), and/or Taxpayer ID 29 (if sole proprietorship); 30 5. Have any other state or local licenses or certifications necessary to provide the services 31 requested (e.g., facility licensing by the Department of Health Care Services), if applicable; and 32 6. Have a physical address. 33 // 34 // 35 // 36 // 37 //
15 OF 15 EXHIBIT A CHARITABLE VENTURES OF ORANGE COUNTY MA-042-21011772 Page 51 of 56 Attachment A
1 EXHIBIT B 2 TO THE CONTRACT FOR PROVISION OF 3 ENHANCED CARE COORDINATION SERVICES FOR REENTRY DURING COVID 4 BETWEEN 5 COUNTY OF ORANGE 6 AND 7 CHARITABLE VENTURES OF ORANGE COUNTY 8 JULY 13, 2021 THROUGH JANUARY 31, 2022 9 10 I. PERSONAL INFORMATION PRIVACY AND SECURITY CONTRACT 11 Any reference to statutory, regulatory, or contractual language herein shall be to such language as in 12 effect or as amended. 13 A. DEFINITIONS 14 1. “Breach” means the acquisition, access, use, or disclosure of (Private Health Information) 15 PHI in a manner not permitted under the HIPAA Privacy Rule which compromises the security or 16 privacy of the PHI. 17 a. Breach excludes: 18 1) Any unintentional acquisition, access, or use of PHI by a workforce member or 19 person acting under the authority of CONTRACTOR or COUNTY, if such acquisition, access, or use 20 was made in good faith and within the scope of authority and does not result in further use or disclosure 21 in a manner not permitted under the Privacy Rule. 22 2) Any inadvertent disclosure by a person who is authorized to access PHI at 23 CONTRACTOR to another person authorized to access PHI at the CONTRACTOR, or organized health 24 care arrangement in which COUNTY participates, and the information received as a result of such 25 disclosure is not further used or disclosed in a manner not permitted under the HIPAA Privacy Rule. 26 3) A disclosure of PHI where CONTRACTOR or COUNTY has a good faith belief that 27 an unauthorized person to whom the disclosure was made would not reasonably have been able to 28 retains such information. 29 b. Except as provided in paragraph (a) of this definition, an acquisition, access, use, or 30 disclosure of PHI in a manner not permitted under the HIPAA Privacy Rule is presumed to be a breach 31 unless CONTRACTOR demonstrates that there is a low probability that the PHI has been compromised 32 based on a risk assessment of at least the following factors: 33 1) The nature and extent of the PHI involved, including the types of identifiers and the 34 likelihood of re-identification; 35 2) The unauthorized person who used the PHI or to whom the disclosure was made; 36 3) Whether the PHI was actually acquired or viewed; and 37 4) The extent to which the risk to the PHI has been mitigated.
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1 3. “Physical Safeguards” are physical measures, policies, and procedures to protect 2 CONTRACTOR’s electronic information systems and related buildings and equipment, from natural 3 and environmental hazards, and unauthorized intrusion. 4 4. “The HIPAA Privacy Rule” shall mean the Standards for Privacy of Individually Identifiable 5 Health Information at 45 CFR Part 160 and Part 164, Subparts A and E. 6 5. “Protected Health Information” or “PHI” shall have the meaning given to such term under the 7 HIPAA regulations in 45 CFR § 160.103. 8 6. “Required by Law” shall have the meaning given to such term under the HIPAA Privacy 9 Rule in 45 CFR § 164.103. 10 7. “Security Incident” means attempted or successful unauthorized access, use, disclosure, 11 modification, or destruction of information or interference with system operations in an information 12 system. “Security incident” does not include trivial incidents that occur on a daily basis, such as scans, 13 “pings”, or unsuccessful attempts to penetrate computer networks or servers maintained by 14 CONTRACTOR. 15 8. “The HIPAA Security Rule” shall mean the Security Standards for the Protection of 16 electronic PHI at 45 CFR Part 160, Part 162, and Part 164, Subparts A and C. 17 9. “Subcontractor” shall have the meaning given to such term under the HIPAA regulations in 18 45 CFR § 160.103. 19 10. “Technical safeguards” means the technology and the policy and procedures for its use that 20 protect electronic PHI and control access to it. 21 11. “Unsecured PHI” or “PHI that is unsecured” means PHI that is not rendered unusable, 22 unreadable, or indecipherable to unauthorized individuals through the use of a technology or 23 methodology specified by the Secretary of Health and Human Services in the guidance issued on the 24 HHS Web site. 25 26 B. TERMS OF CONTRACT 27 1. Permitted Uses and Disclosures of PHI by CONTRACTOR. Except as otherwise indicated 28 in this Exhibit, CONTRACTOR may use or disclose PHI only to perform functions, activities, or 29 services for or on behalf of the COUNTY pursuant to the terms of the Contract provided that such use or 30 disclosure would not violate the California Information Practices Act (CIPA) if done by the COUNTY. 31 2. Responsibilities of CONTRACTOR 32 CONTRACTOR agrees: 33 a. Nondisclosure. Not to use or disclose PHI other than as permitted or required by this 34 Personal Information Privacy and Security Contract or as required by applicable state and federal law. 35 b. Safeguards. To implement appropriate and reasonable administrative, technical, and 36 physical safeguards to protect the security, confidentiality and integrity of PHI, to protect against 37 anticipated threats or hazards to the security or integrity of PHI, and to prevent use or disclosure of PHI
2 OF 4 EXHIBIT B CHARITABLE VENTURES OF ORANGE COUNTY MA-042-21011772 Page 53 of 56 Attachment A
1 other than as provided for by this Personal Information Privacy and Security Contract. CONTRACTOR 2 shall develop and maintain a written information privacy and security program that include 3 administrative, technical and physical safeguards appropriate to the size and complexity of 4 CONTRACTOR's operations and the nature and scope of its activities, which incorporate the 5 requirements of Paragraph (c), below. CONTRACTOR will provide COUNTY with its current policies 6 upon request. 7 c. Security. CONTRACTOR shall ensure the continuous security of all computerized data 8 systems containing PHI. CONTRACTOR shall protect paper documents containing PHI. These steps 9 shall include, at a minimum: 10 1) Complying with all of the data system security precautions listed in Paragraph E of 11 the Business Associate Contract, Exhibit B to the Contract; and 12 2) Providing a level and scope of security that is at least comparable to the level and 13 scope of security established by the Office of Management and Budget in OMB Circular No. A-130, 14 Appendix III-Security of Federal Automated Information Systems, which sets forth guidelines for 15 automated information systems in Federal agencies. 16 3) If the data obtained by CONTRACTOR from COUNTY includes PHI, 17 CONTRACTOR shall also comply with the substantive privacy and security requirements in the 18 Computer Matching and Privacy Protection Act Contract between the SSA and the California Health 19 and Human Services Agency (CHHS) and in the Contract between the SSA and DHCS, known as the 20 Information Exchange Contract (IEA). The specific sections of the IEA with substantive privacy and 21 security requirements to be complied with are sections E, F, and G, and in Attachment 4 to the IEA, 22 Electronic Information Exchange Security Requirements, Guidelines and Procedures for Federal, State 23 and Local Agencies Exchanging Electronic Information with the SSA. CONTRACTOR also agrees to 24 ensure that any of CONTRACTOR’s agents or subcontractors, to whom CONTRACTOR provides PHI 25 agree to the same requirements for privacy and security safeguards for confidential data that apply to 26 CONTRACTOR with respect to such information. 27 d. Mitigation of Harmful Effects. To mitigate, to the extent practicable, any harmful effect 28 that is known to CONTRACTOR of a use or disclosure of PHI by CONTRACTOR or its subcontractors 29 in violation of this Personal Information Privacy and Security Contract. 30 e. CONTRACTOR's Agents and Subcontractors. To impose the same restrictions and 31 conditions set forth in this Personal Information and Security Contract on any subcontractors or other 32 agents with whom CONTRACTOR subcontracts any activities under the Contract that involve the 33 disclosure of DHCS PI or PII to such subcontractors or other agents. 34 f. Availability of Information. To make PHI available to the DHCS and/or COUNTY for 35 purposes of oversight, inspection, amendment, and response to requests for records, injunctions, 36 judgments, and orders for production of PHI. If CONTRACTOR receives PHI, upon request by 37 COUNTY and/or DHCS, CONTRACTOR shall provide COUNTY and/or DHCS with a list of all
3 OF 4 EXHIBIT B CHARITABLE VENTURES OF ORANGE COUNTY MA-042-21011772 Page 54 of 56 Attachment A
1 employees, contractors and agents who have access to PHI, including employees, contractors and agents 2 of its subcontractors and agents. 3 g. Cooperation with COUNTY. With respect to PHI, to cooperate with and assist the 4 COUNTY to the extent necessary to ensure the DHCS’s compliance with the applicable terms of the 5 CIPA including, but not limited to, accounting of disclosures of PHI, correction of errors in PHI, 6 production of PHI, disclosure of a security breach involving PHI and notice of such breach to the 7 affected individual(s). 8 h. Breaches and Security Incidents. During the term of the Contract, CONTRACTOR 9 agrees to implement reasonable systems for the discovery of any breach of unsecured PHI or security 10 incident. CONTRACTOR agrees to give notification of any beach of unsecured PHI or security 11 incident in accordance with Paragraph F, of the Business Associate Contract, Exhibit B to the Contract. 12 i. Designation of Individual Responsible for Security. CONTRACTOR shall designate an 13 individual, (e.g., Security Officer), to oversee its data security program who shall be responsible for 14 carrying out the requirements of this Personal Information Privacy and Security Contract and for 15 communicating on security matters with the COUNTY. 16 // 17 // 18 // 19 // 20 // 21 // 22 // 23 // 24 // 25 // 26 // 27 // 28 // 29 // 30 // 31 // 32 // 33 // 34 // 35 // 36 // 37 //
4 OF 4 EXHIBIT B CHARITABLE VENTURES OF ORANGE COUNTY MA-042-21011772 Page 55 of 56 Attachment A
1 EXHIBIT C 2 CERTIFICATION REGARDING ANTI-LOBBYING 3 4 The undersigned certifies, to the best of his or her knowledge and belief, that: 5 6 1. No Federal appropriated funds have been paid or will be paid, by or on behalf of the 7 undersigned, to any person for influencing or attempting to influence an officer or employee of an 8 agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of 9 Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the 10 making of any Federal loan, the entering into of any cooperative agreement, and the extension, 11 continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative 12 agreement. 13 2. If any funds other than Federal appropriated funds have been paid or will be paid to any person 14 for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, 15 an officer or employee of Congress, or an employee of a Member of Congress in connection with this 16 Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit 17 Standard Form-LLL, “Disclosure Form to Report Lobbying,” in accordance with its instructions. 18 The undersigned shall require that the language of this certification be included in the award documents 19 for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and 20 cooperative agreements) and that all subrecipients shall certify and disclose accordingly. 21 22 This certification is a material representation of fact upon which reliance was placed when this 23 transaction was made or entered into. Submission of this certification is a prerequisite for making or 24 entering into this transaction imposed by section 1352, title 31, U.S. Code. Any person who fails to file 25 the required certification shall be subject to a civil penalty of not less than $10,000 and not more than 26 $100,000 for each such failure. 27 The Contractor, City Net, certifies or affirms the truthfulness and accuracy of each statement of its 28 certification and disclosure, if any. In addition, the Contractor understands and agrees that the provisions 29 of 31 U.S.C. Chap. 38, Administrative Remedies for False Claims and Statements, apply to this 30 certification and disclosure, if any. 31 32 ______33 Signature of Contractor’s Authorized Official Date 34 ______ 35 Name and Title of Contractor’s Authorized Official 36 // 37 //
1 OF 4 EXHIBIT C CHARITABLE VENTURES OF ORANGE COUNTY MA-042-21011772 Page 56 of 56 Attachment B
Contract Summary Form Enhanced Care Coordination Services for Reentry during COVID Charitable Ventures of Orange County, Inc.
SUMMARY OF SIGNIFICANT CHANGES No list of significant changes SUBCONTRACTORS This contract includes the following subcontractors or pass through to other providers. Subcontractor Name Service(s) Amount Unknown at this time Unknown at this time Unknown at this time
CONTRACT OPERATING EXPENSES
Administration
Salaries $12,940
Benefits $2,393
Indirect $124,090
Administration Subtotal $139,423
Program
Salaries $556,624
Benefits $102,975
Office Space $103,603
Office Supplies $4,080
COVID-19 Supplies $2,000
Program Supplies $5,700
Outreach Supplies $2,500
Page 1 of 2 Attachment B
Insurance $1,750
Utilities $33,700
Printing $550
Training $1,500
Fuel/Maintenance $3,000
Mileage $2,500
Equipment $2,800
Computers $3,000
Subcontractors $26,000
Flexible Funds $42,150
Program Subtotal $894,432
TOTAL $1,033,855
Page 2 of 2
Attachment C
Sole Source Request Form Instruction Sheet COUNTY POLICY ON SOLE SOURCE CONTRACTS:
It is the policy of the County of Orange to solicit competitive bids and proposals for its procurement requirements. Per the Contract Policy Manual, a sole source procurement shall not be used unless there is clear and convincing evidence that only one source exists to fulfill the County’s requirements, CPM section 4.5. All sole source purchases requiring Board of Supervisors approval shall be justified as meeting the sole source standard in the Agenda Staff Report. The Agenda Staff Report shall clearly state that it is a sole source procurement. The Sole Source Justification, as described below, shall be attached within the Agenda Staff Report (CPM, Section 4.5) SECTION I – INSTRUCTIONS FOR COMPLETING THE ATTACHED FORM (To be completed by the department’s end-user, Program Manager, or Subject Matter Expert)
1. Formal justification is required for sole source procurements when competitive bid guidelines require pricing from competing firms.
2. A written justification will be prepared by the department and approved by the department head or designee.
3. Prior to execution of a contract, the County Procurement Officer or designee shall approve ALL sole source requests for commodities that exceed $250,000 annually, services exceeding $75,000 annually and all Board contracts despite the amount. Board approval is required for all sole source contracts for commodities that exceed $250,000 annually and services exceeding $75,000 annually or a two (2) year consecutive term, regardless of the contract amount. Any amendments to Board approved sole source contracts require a new sole source form.
4. If vendor is a retired, former Orange County employee, CEO Human Resource Services shall approve the sole source request, regardless of the sole source amount.
5. Valid sole source requests will contain strong technological and/or programmatic justifications. Requests will explain how it is a sole source purchase, provide a clear and convincing justification and detail the purchasing history (who, what, when, how and where).
6. Sole source procurements may be approved based upon emergency situations in which there is not adequate time for competitive bidding.
7. Sole source requests for Human Service contracts will be guided by the regulations of the funding source.
8. Each question in Section II of this form must be answered in detail and the form signed by the department head with concurrence of the Deputy Purchasing Agent.
9. All sole source request forms must be entered into the County’s online bidding system along with its supporting documentation.
10. The Deputy Purchasing Agent (DPA) shall retain a copy of the justification/approval as part of the contract file.
11. Request for Solicitation Exemption (For purchases with special circumstances, and/or when it is determined to be in the best interest of the County) – check the Solicitation Exemption box and complete additional question no 8. 1 Sole Source Form (Rev 9/18/19)
Page 1 of 7 Attachment C
Sole Source Request Form
Sole Source Bidsync #042-C032771-AD-SS
SECTION II – DEPARTMENT INFORMATION (Complete in its entirety)
Department: Corrections Health Services Date: 7/7/2021
Vendor Name: CHARITABLE VENTURES OF ORANGE Sole Source BidSync Number: 042-C032771-AD-SS COUNTY dba PROJECT KINSHIP
Is the above named vendor a retired employee of the County of Orange? ܆ Yes ܈ No If “Yes”, review and Approval is required from CEO Human Resource Services prior to contract execution. Contract Term (Dates): July 13, 2021 – Is Agreement Grant Funded? Percent Funded: 100% Proprietary? January 31, 2022 Funding Source CESF Grant ܆ ܈ ܈ Yes ☐ No Yes No Contract Amount? $1,033,855 Is this renewable? If yes, how many years? No.
Type of Request: ܈ New ☐ Multi-Year ☐ Renewal ☐ Amendment ☐ Increase
Renewal Year: N/A Did vendor provide a sole source affidavit? ☐ Yes ܈ No If yes, please attach
Board Date: ASR Number: If not scheduled to go to the Board explain why? 7/13/2021 Supplemental ASR
Does Contract include Non-Standard Language? If yes, explain in detail. No.
Was Contract Approved by Risk Mgmt.? No. Not Required. Was Contract Approved by County Counsel? CoCo review is pending
Were any exceptions taken? If yes, explain in detail. No, Vendor took no exceptions.
܈DPA certifies that they have read and verified that the information is true and satisfies the sole source requirements listed in the County Contract Policy Manual.
܆Solicitation Exemption (For purchases with special circumstances, and/or when it is determined to be in the best interest of the County.)
2 Sole Source Form (Rev 9/18/19)
Page 2 of 7 Attachment C
Sole Source Request Form
Sole Source Bidsync #042-C032771-AD-SS SECTION III – SOLE SOURCE JUSTIFICATION
1. Provide a description of the type of contract to be established. (For example: is the contract a commodity, service, human service, public works, or other – please explain.) Attach additional sheet if necessary.0 Contract is to augment existing outreach and engagement services for individuals released from the Orange County jail system in an effort to expand the target population receiving services. This contract will provide a variety of support services for this population, including but not limited to mental health counseling, workforce development, providing for housing placement and food services, etc.
2. Provide a detailed description of services/commodities and how they will be used within the department. If this is an existing sole source, please provide some history of its origination, Board approvals, etc. (This information may be obtained from the scope of work prepared by the County and the vendor’s proposal that provides a detailed description of the services/supplies.) Attach additional sheet if necessary.
Orange County is the third largest county in California and the sixth largest in the nation consisting of 34 cities and several unincorporated areas. Orange County celebrates a diverse population of over three million people (an estimated 3,175,692 people resided in Orange County in 2019) and is 798 square miles, making it the second most densely populated county in the state, surpassed only by San Francisco County.
The county jail system consists of five facilities including the Intake and Release Center, Men’s Central Jail, Women’s Central Jail, Theo Lacy Facility, and the James A. Musick Facility. Prior to COVID, the average daily population was approximately 6,000 inmates with current populations averaging 3,200. Extensive measures have been put in place to mitigate the risk of exposure to those housed in the jails, however, outbreaks have occurred which, to date, have resulted in nearly 2,300 positive cases in the jails, and can compromise the health of those preparing to reintegrate back into the community.
Upon release, it is essential that the same level of care coordination received while in-custody be made available to the individual post-custody to facilitate compliance with any health directives provided as well as public health orders in place. This includes addressing basic needs such as housing and food as well as individual case and/or care management.
Outreach and engagement (O&E) services begin prior to release from the county jail system. However, it is known that not all individuals are receptive to O&E services while in-custody, so additional opportunities are provided upon release by our contracted Community-Based Organization (CBO). Project Kinship offers a variety of different programs and services set-up to meet the needs of specific populations. Project Kinship serves as a drop-in reentry center from those being released from the County jails. A team of Peer Navigators meets, greets, and even transports people being released from jail back to their office’s Safe Haven and Recovery Center so that they may receive food, clothing, and other basic necessities while their team supports by helping to meet other needs: housing placement, mental health counseling, support groups, and workforce development, and Medi-Cal enrollment according to the stated needs of the client.
Current services have been limited to a specific subset of individuals with mental health issues. This contract will be grant funded and will be utilized to expand case management services to include individuals with health care needs and to address basic needs for housing and food service. The focus would be to provide supportive services to
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maintain compliance with health directives and follow up appointments and access to telehealth provided by the County, and to minimize the need for social interaction and possible exposure to COVID-19.
3. Explain why the recommended vendor is the only one capable of providing the required services and/or commodities. How did you determine this to be a sole source and what specific steps did you take? Please list all sources that have been contacted and explain in detail why they cannot fulfill the County’s requirements. Include vendor affidavit and/or other documentation which supports your sole source. (Responses will include strong programmatic and technological information that supports the claim that there is only one vendor that can provide the services and/or commodities. Your response will include information pertaining to any research that was conducted to establish that the vendor is a sole source, include information pertaining to discussions with other potential suppliers and why they were no longer being considered by the County.) Attach additional sheet if necessary.
The funding for this contract will come from the Coronavirus Emergency Supplemental Funding (CESF) Program grant, administered by the Board of State and Community Corrections (BSCC). The grant application submitted to support the project deliverables cited Project Kinship’s existing contract in the proposal narrative. Project Kinship currently provides these same services to the subset of individuals released from County custody with mental health issues. This grant-funded contract will allow for an expansion of scope and hours to include a broader group of individuals, as defined by the grant guidelines. Currently, Project Kinship is the only vendor in Orange County providing the variety of services to this specific population. The vendor has multiple programs within their organization that encapsulates all needs for the patient population. Creating a new contract to augment existing services allows for the vendor to increase supportive services, while maintaining continuity of care for post-custody patients.
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Sole Source Request Form
Sole Source Bidsync #042-C032771-AD-SS
4. How does recommended vendor’s prices or fees compare to the general market? Attach quotes for comparable services or supplies. Attach additional sheet if necessary.
There is no other vendor that is capable of providing the full range of activities identified in this proposal, which includes continuity of care, subject matter expertise and coordination, and full service patient/client services.
5. If the recommended vendor was not available, how would the County accomplish this particular task? Attach additional sheet if necessary.
As there are no other known vendor’s in Orange County able to provide the variety of supportive services for this specific target population, the County would need to solicit individual contracts with multiple vendors who would also be willing to work with this specific population. Challenges presented include vendors open to working with specified populations, culmination of services required, continuity of care between multiple providers, anticipated costs to provide multiple services through numerous contracts, etc. If no other vendors were able to provide some of the services included by the existing vendor, then those services may not be available to the patient population served through this grant.
6. Please provide vendor history – name change, litigation, judgments, aka, etc. for the last 7 years. Vendor has no name changes, litigation, or judgments for the last 7 years.
7. If vendor is a retired, former employee, has the vendor previously been rehired as a contractor within the last three years? ܆ Yes ܈ No
If yes, provide explanation/support for hiring the retired, former employee as a vendor and provide contract dates, scope of work, and total amounts paid under each contract.
8. Explain (in detail) why a request for Solicitation Exemption is needed. (Only applicable for Solicitation Exemption) Attach additional sheet if necessary.
N/A
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Sole Source Request Form Sole Source Bidsync #042-C032771-AD-SS SECTION IV – AUTHOR/REQUESTOR
Signature: Print Name: Date: Kerri Gardner
SECTION V – CEO Human Resource Services APPROVAL (Review and approval is required when vendor is a Retired, Former Employee.)
Signature: Print Name: Date:
SECTION VI – DEPUTY PURCHASING AGENT CONCURRENCE
Signature: Print Name: Date: Brittany Davis
SECTION VII – DEPARTMENT HEAD APPROVAL
Signature: Print Name: Date: Anna Peters
SECTION VIII – COUNTY PROCUREMENT OFFICE
Prior to execution of a contract, the County Procurement Officer or designee shall approve All Sole Source requests for Commodities that exceed $250,000, Capitol Assets and services exceeding $75,000, and All other Sole Source requests that require Board approval despite the amount. Approvals are obtained electronically through the County’s online bidding system.
SOLICITATION EXEMPTION – CEO USE ONLY:
Board of Supervisor Notification Date: Comments:
CPO: ☐Approved ☐Denied CFO: ☐Approved ☐Denied
CPO Authorized Signature: Date: CFO Authorized Signature: Date:
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Page 6 of 7 Periscope Source: Authorize Release Bid Page 1 of 1 Attachment C
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Name: Brittany M Davis Bid Information Phone: 714-834-5326 Bid Number: Email: [email protected] 042-C032771-AD-SS Status: Submitter Jul 7, 2021 12:14:28 PM PDT Bid Title: ENHANCED CARE CORRDINATION SERVICES FOR REENTRY DURING COVID
Status Status: Approved
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STATE OF CALIFORNIA AUTHENTICATED ELECTRONIC LEGAL MATERIAL
State of California
PENAL CODE Section 4011
4011. (a) When it is made to appear to any judge by affidavit of the sheriff or other official in charge of county correctional facilities or district attorney and oral testimony that a prisoner confined in any city or county jail within the jurisdiction of the court requires medical or surgical treatment necessitating hospitalization, which treatment cannot be furnished or supplied at such city or county jail, the court in its discretion may order the removal of such person or persons from such city or county jail to the county hospital in such county; provided, if there is no county hospital in such county, then to any hospital designated by such court; and it shall be the duty of the sheriff or other official in charge of county correctional facilities to maintain the necessary guards, who may be private security guards, for the safekeeping of such prisoner, the expense of which shall be a charge against the county. (b) The cost of such medical services and such hospital care and treatment shall be charged against the county subject to subdivisions (c) and (d), in the case of a prisoner in or taken from the county jail, or against the city in the case of a prisoner in or taken from the city jail, and the city or county may recover the same by appropriate action from the person so served or cared for, or any person or agency responsible for his care and maintenance. If the prisoner is in the county jail under contract with a city or under some other arrangement with the city to keep the city prisoner in the county jail, then the city shall be charged, subject to subdivisions (c) and (d), for the prisoner’s care and maintenance with the same right of recovery against any responsible person or any other agency. (c) When such prisoner is poor and indigent the cost of such medical services and such hospital care and treatment shall, in the case of persons removed from the city jail be paid out of the general fund of such city, and in the case of persons removed from the county jail to a hospital other than a county hospital, such cost shall be paid out of the general fund of such county or city and county. In the case of city jail prisoners removed to the county hospital, the cost of such hospital care and treatment to be paid by the city to the county, shall be the rate per day fixed by the board of supervisors of such county. Such board of supervisors may, but need not, fix different rates for different classes of patients, or for different wards, and any and all such rates may be changed by such board of supervisors at any time, but shall at all times approximate as nearly as may be, the average actual cost to the county of such hospital care and treatment either in such wards or for such classes of patients or otherwise. (d) In the event such prisoner is financially able to pay for his care, support and maintenance, the medical superintendent of such hospital other than a county hospital may, with the approval of such judge, enter into a special agreement with such person,
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or with his relatives or friends, for his care, support, maintenance, and other hospital expenses. Any prisoner may decline such care or treatment and provide other care and treatment for himself at his own expense. (Amended by Stats. 1979, Ch. 124.)
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State of California
GOVERNMENT CODE Section 29602
29602. The expenses necessarily incurred in the support of persons charged with or convicted of a crime and committed to the county jail and the maintenance therein and in other county adult detention facilities of a program of rehabilitative services in the ®elds of training, employment, recreation, and prerelease activities, and for other services in relation to criminal proceedings for which no speci®c compensation is prescribed by law are county charges. However, nothing in this section shall preclude or prohibit the county from receiving reimbursement from a provider of medical insurance coverage for the provision of medical services to a prisoner or detainee received by or held in the county jail or other detention facilities, in those instances where the prisoner or detainee has private medical insurance coverage. (Amended by Stats. 1992, Ch. 697, Sec. 9. Effective January 1, 1993.)
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State of California
PENAL CODE Section 4015
4015. (a) The sheriff shall receive all persons committed to jail by competent authority. The board of supervisors shall provide the sheriff with necessary food, clothing, and bedding, for those prisoners, which shall be of a quality and quantity at least equal to the minimum standards and requirements prescribed by the Board of Corrections for the feeding, clothing, and care of prisoners in all county, city and other local jails and detention facilities. Except as provided in Section 4016, the expenses thereof shall be paid out of the county treasury. (b) Nothing in this section shall be construed in a manner that would require the sheriff to receive a person who is in need of immediate medical care until the person has been transported to a hospital or medical facility so that his or her medical needs can be addressed prior to booking into county jail. (c) Nothing in this section shall be construed or interpreted in a manner that would impose upon a city or its law enforcement agency any obligation to pay the cost of medical services rendered to any individual in need of immediate medical care who has been arrested by city law enforcement personnel and transported to a hospital or medical facility prior to being delivered to and received at the county jail or other detention facility for booking. (d) It is the intent of the Legislature in enacting the act adding this subdivision to ensure that the costs associated with providing medical care to an arrested person are borne by the arrested person's private medical insurance or any other source of medical cost coverage for which the arrested person is eligible. (Amended (as amended by Stats. 1992, Ch. 697) by Stats. 1992, Ch. 1369, Sec. 6. Effective October 27, 1992. Operative January 1, 1993, by Sec. 13 of Ch. 1369.)
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