HomeMy WebLinkAbout2006-438
RESOLUTION NO. 2006-438
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RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF
2 SAN BERNARDINO AUTHORIZING THE MAYOR TO EXECUTE AN AGREEMENT
3 WITH THE PUBLIC HEALTH INSTITUTE FOR THE YOUTH EMPOWERMENT
PILOT PROJECT FOR THE PERIOD OF NOVEMBER 1, 2006 THROUGH
4 SEPTEMBER 30, 2007 AND RATIFYING ALL ACTION TAKEN BETWEEN
NOVEMBER 1, 2006 AND THE APPROVAL OF THE RESOLUTION.
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BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY
OF SAN BERNARDINO AS FOLLOWS:
SECTION 1. The Mayor of the City of San Bernardino is hereby authorized and directed
9 to execute an agreement on behalf of said City with the Public Health Institute for the Youth
10 Empowerment Pilot Project. A copy of said agreement is hereby attached hereto, marked
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Exhibit "A ", and incorporated herein by reference as fully as though set forth at length.
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SECTION 2. The term of this agreement is November 1, 2006 through September 30,
2007; therefore, any action taken between November 1, 2006 and the date that this resolution is
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15 executed is hereby ratified.
16 SECTION 3. The authorization granted hereunder shall expire and be void and of no
17 further effect if the agreement is not executed by both parties and returned to the Office of the
18 City Clerk within 120 days following effective date of the resolution.
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RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF
1 SAN BERNARDINO AUTHORIZING THE MAYOR TO EXECUTE AN AGREEMENT
WITH THE PUBLIC HEALTH INSTITUTE FOR THE YOUTH EMPOWERMENT
2 PILOT PROJECT FOR THE. PERIOD OF NOVEMBER 1, 2006 THROUGH
3 SEPTEMBER 30, 2007 AND RATIFYING ALL ACTION TAKEN BETWEEN
NOVEMBER 1, 2006 AND THE APPROVAL OF THE RESOLUTION.
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I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayor and
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Common Council of the City of San Bernardino at a j oint regular
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Meeting, thereof,
, 2006, by the following vote to wit:
NAYS
ABSTAIN ABSENT
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~~k, City Clerk
The foregoing resolution is hereby approved this ...,2() r1t'- day of.21.Ea&n.d'~ ,2006.
Approved as to form:
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t.
es F. Penman, City Attorney
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2006-438
Agreement No. 1011967
PROFESSIONAL SERVICES AGREEMENT BETWEEN
PUBLIC HEALTH INSTITUTE
AND
SAN BERNARDINO PARKS, RECREATION AND COMMUNITY SERVICES
DEPARTMENT
This Service Agreement is entered into on the subscribed date by the Public Health Institute, 555
12th Street, lOth Floor, Oakland, CA 94607-4046,510-285-5500, Fax: 510-285-5501,
hereinafter referred to as PHI, and San Bernardino Parks, Recreation and Community Services
Department, 547 North Sierra Way, San Bernardino, CA 92410,909-384-5332, hereinafter
referred to as CONSULTANT.
1. RECITALS: This agreement is a sub-agreement under prime contract no. 03-75007
awarded to PHI by the California Department of Health Services (CDHS) and funded by
U.S. Department of Agriculture (USDA).
2. EFFECTIVE DATE OF AGREEMENT: This agreement and any amendment to the
agreement shall not take effect, and neither party shall be obligated to perform this
agreement or the amendment, unless and until the agreement is approved in writing by an
authorized representative of California Department of Health Services and
CONSULT ANT receives written notice thereof from PHI.
3. TERM OF AGREEMENT: The term of this agreement shall be from November I, 2006
to September 30, 2007.
4. SCOPE OF WORK: CONSULTANT shall provide the professional services as set forth
in Exhibit A, Scope of Work, a copy of which is attached and made a part hereof by
reference.
5. PAYMENT FOR CONSULTANT'S SERVICES:
A. The maximum amount payable shall not exceed $14,700. PHI shall reimburse
CONSULT ANT not more frequently than monthly, in arrears, upon receipt of
CONSULTANT'S invoice(s) and approval by PHI representative Susan B.
Foerster, MPH, RD, for allowable costs incurred in accordance with Exhibit B,
Budget Summary, a copy of which is attached and made a part hereof by
reference.
B. Amounts paid to CONSULTANT that are determined by audit or otherwise to be
unallowable shall be deducted from subsequent payments due CONSULTANT, or
CONSULTANT shall refund such amounts to PHI on demand.
C. CONSULTANT shall submit its final invoice no later than 60 days after the date
of expiration of the term or termination of this subcontract. PHI may approve an
extension of this deadline if requested by CONSULTANT.
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2006-438
D.
Invoices shall be submitted on a form acceptable to PHI with supporting
documentation as PHI may require, including name and address of
CONSULTANT, project or subcontract number (if any), time period covered by
the invoice, current period expenditures, cumulative expenditures to date, and the
original signature of CONSULTANT's authorized representative.
6. TERMINATION: This agreement may be terminated as follows: (i) Either party may
terminate without cause upon 30 days written notice to the other party; (ii) PHI may
terminate, effective on the date CONSULT ANT receives written notice, if the prime
contract terminates or is amended in relevant part, if PHI is required to terminate this
agreement by California Department of Health Services, or if CONSULTANT materially
fails to comply with the terms and conditions of this agreement. When it either sends or
receives notice of termination, CONSULT ANT shall cancel as many outstanding
obligations as possible, and on the date of termination work shall stop and
CONSULT ANT shall not incur any new obligations. In the event of termination without
cause, upon receipt of all completed or partially-completed deliverables, PHI shall pay
CONSULTANT for costs incurred through the termination date (including the allowable
cost of un cancelable obligations) ifthis is a cost-reimbursement type agreement, and for
services rendered through the termination date if this is a fixed price type agreement.
CONSULTANT shall incorporate the requirements of this clause in all lower tier
agreements.
7. INCORPORATION BY REFERENCE
A. Exhibit D(F) to the prime contract entitled "California Department of Health
Services Special Terms and Conditions (for federally funded service contracts and
grant awards (02/02)" is attached and made a part hereof by reference.
CONSULTANT shall be subject to and shall comply in all respects with the
following numbered provisions of Exhibit D(F): 1,2,3,4 (including subsection
4(g)(4)(a), except that CONSULTANT's reports under subsection a(I), (2) and (f)
shall be submitted to PHI), 6, 7, 8,9 (except subsection 9.d),IO, 11, 12, 13, 14, 17,
19, 20, 24, 32. Unless the context requires otherwise, all references in Exhibit
D(F) to the Contractor shall be deemed to refer to CONSULTANT.
B. All other terms and conditions ofthe prime contract that are applicable to this
agreement are incorporated herein by reference, and CONSULT ANT shall be
subject to and comply with them in all respects. CONSULTANT shall have the
right to obtain a copy of the prime contract from PHI at any time. However, this
section shall apply whether or not CONSULTANT does so, and CONSULTANT
expressly waives any right to further notification or explanation of prime contract
provisions. If any of the aforementioned prime contract provisions directly and
irreconcilably conflict with other provisions ofthis agreement, the latter shall take
precedence.
C. CONSULTANT shall incorporate the requirements of this section into lower-tier
agreements.
8. INTELLECTUAL PROPERTY RIGHTS: Notwithstanding Provision 10 of Exhibit
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2006-438
D(F), entitled "Intellectual Property Rights," whenever it is reasonably necessary for
CONSULTANT to use, reproduce, distribute, or modify any intellectual property in order
to perform services that are required to be performed in or permitted to be performed
under this agreement or under a subcontract approved by PHI under this agreement, PHI
grants a non-exclusive, royalty-free, worldwide and irrevocable license to
CONSULTANT to use, reproduce, distribute, and modify such intellectual property and
have or permit others to do so.
9. PUBLIC REPORTING: CONSULTANT shall comply with the following requirements.
A. CONSULTANT must submit any news release related to this contract to PHI for
review prior to its release.
B. CONSULTANT shall ensure that the California Department of Health Services
(CDHS) and the U.S. Department of Agriculture (USDA) are clearly identified as a
sponsor or support organization on all published material relating to this contract.
C. When producing audio and/or visual materials, not previously developed,
CONSULTANT will acknowledge CDHS and USDA support in the following
manner:
English
A message from the California Department of Health Services funded by the Food
Stamp Program of the U.S. Department of Agriculture.
Spanish
Patrocinado por el Departamento de Servicios de Salud de California y auspiciado por
el Programa de Cupones de Alimentos del Departamento de Agricultura de los
Estados Unidos.
D. The CDHS's and USDA's name shall be placed prominently on all other products
generated by CONSULT ANT as a result of this contract with appropriate credit given
for funding.
10. PUBLICATIONS: CONSULTANT shall not publish any journal articles or other
materials that disclose the objectives, contents, methods, or results of work hereunder
without the prior written authorization of PHI. CONSULT ANT shall incorporate the
requirements ofthis clause in all lower tier subcontracts.
11. SUBCONTRACTING APPROVAL: CONSULTANT shall not enter into any lower-tier
subcontracts without the prior written approval of PHI.
12. APPLICABILITY TO LOWER-TIER SUBCONTRACTORS AND SUPPLIERS:
CONSULTANT shall require its subcontractors, suppliers, employees, consultants and
agents to comply with the applicable provisions of this agreement.
13. NON-DISCRIMINATION CLAUSE: During the performance of this agreement,
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2006-438
CONSULTANT shall not unlawfully discriminate, harass, or allow harassment against
any employee or applicant for employment because of sex, race, color, ancestry, religious
creed, national origin, physical disability (including HIV and AIDS), mental disability,
medical condition (cancer), age (over 40), marital status, and denial of family care leave.
CONSULTANT shall insure that the evaluation and treatment of its employees and
applicants for employment are free from such discrimination and harassment.
CONSULTANT shall comply with the provisions of the Fair Employment and Housing
Act (Government Code Section 12990 (a-f) et seq.) and the applicable regulations
promulgated thereunder (California Code of Regulations, Title 2, Section 7285 et seq.).
The applicable regulations of the Fair Employment and Housing Commission
implementing Government Code Section 12990 (a-f), set forth in Chapter 5 of Division 4
of Title 2 of the California Code of Regulations are incorporated into this agreement by
reference and made a part hereof as if set forth in full. CONSULTANT shall give written
notice of its obligations under this section to labor organizations with which it has a
collective bargaining or other agreement.
14. LOBBYlNGCERTIFICATION: CONSULTANT shall comply with 31 USC 1352
"Limitation on Use of Appropriated Funds to Influence Certain Federal Contracting and
Financial Matters" and implementing regulations at 48 CFR subpart 3.8. If this
agreement exceeds $100,000, CONSULTANT certifies by signing this agreement that to
the best of its knowledge and belief no federal appropriated funds have been or will be
paid by it or on its behalf to any person for influencing or attempting to influence an
officer or employee of any agency, a Member of Congress, an officer or employee of
Congress, or an employee of a Member of Congress in connection with the making,
award, extension, continuation, renewal, amendment or modification of any federal
contract, grant, loan, or cooperative agreement, provided that if any funds other than
federal appropriated funds (including profit or fee received under a covered federal
transaction) have been or will be paid to any person for the above-noted purposes in
connection with this agreement, CONSULTANT shall complete and submit to PHI OMB
Standard Form LLL "Disclosure of Lobbying Activities." CONSULTANT shall
incorporate the requirements ofthis clause in all nonexempt lower tier agreements and
require subcontractors to certify and disclose to it, and forward their disclosures to PHI.
15. DEBARMENT AND SUSPENSION CERTIFICATION: CONSULTANT agrees to
comply with applicable federal suspension and debarment regulations including but not
limited to 7 CFR Part 3017, 45 CFR 76, 40 CFR 32 or 34 CFR 85, and by signing this
agreement, CONSULTANT certifies to the best of its knowledge and belief, that it and its
principals: (1) Are not presently debarred, suspended, proposed for debarment, declared
ineligible, or voluntarily excluded by any federal department or agency; (2) Have not
within a three-year period preceding this agreement been convicted of or had a civil
judgment rendered against them for commission of fraud or a criminal offense in
connection with obtaining, attempting to obtain, or performing a public (Federal, State or
local) transaction or contract under a public transaction; violation of Federal or State
antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification or
destruction of records, making false statements, or receiving stolen property; (3) Are not
presently indicted for or otherwise criminally or civilly charged by a governmental entity
(Federal, State or local) with commission of any of the offenses enumerated above; (4)
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2006-438
Have not within a three-year period preceding this agreement had one or more public
transactions (Federal, State or local) terminated for cause or default; (5) Shall not
knowingly enter into any lower tier covered transaction with a person who is proposed
for debarment under federal regulations (i.e., 48 CFR part 9, subpart 9.4), debarred,
suspended, declared ineligible, or voluntarily excluded from participation in such
transaction, unless authorized by PHI; and (6) Will include a clause entitled, "Debarment
and Suspension Certification" that essentially sets forth the provisions herein in all lower
tier covered transactions and in all solicitations for lower tier covered transactions. If the
CONSULTANT is unable to certify to any of the statements in this certification, it shall
submit an explanation to PHI. The terms and definitions herein have the meanings set
out in the Definitions and Coverage sections of the rules implementing Federal Executive
Order 12549. If CONSULTANT knowingly violates this certification, in addition to
other remedies available to the Federal Government, PHI may terminate this agreement
for cause or default.
16. SMOKE-FREE WORKPLACE CERTIFICATION: CONSULTANT certifies by signing
this agreement that it will comply with the Pro-Children Act of 1994 (P.L. 103-227) and
will not allow smoking within any portion of any indoor facility used for the provision of
services for children as defined by the Act.
17. TRAVEL REIMBURSEMENT AND EQUIPMENT REPORTING: Travel and per diem
expense reimbursement provided under this agreement shall conform with the policies set
forth in the attached DHS "Travel Reimbursement Information" Exhibit G, which is
incorporated herein by reference. If applicable, CONSULT ANT shall utilize the DHS
"Contractor Equipment Purchased with DHS Funds" and "Inventory/Disposition ofDHS-
Funded Equipment" forms for reporting and inventory of equipment. The forms shall be
submitted to PHI.
18. PROTECTION OF HUMAN SUBJECTS: CONSULTANT shall comply with the
applicable terms and conditions of 45 CFR Part 46 "Protection of Human Subjects" and
shall incorporate the requirements of this section in lower tier subcontracts for research
involving human subjects.
19. HUMAN SUBJECTS EDUCATION: CONSULTANT certifies that all key personnel
who are involved in the design and conduct of research involving human subjects under
this agreement have completed the NIH computer-based training in the protection of
human research participants (htto://ohsr.od.nih.gov/cbtl) or a comparable program, and
CONSULT ANT agrees to provide documentation thereof to PHI upon request.
20. RECORD RETENTION, AUDIT AND INSPECTION: CONSULTANT shall maintain
all books, documents, papers, records and supporting documentation relating to this
agreement for a minimum of three (3) years after termination and final payment, unless a
longer period of record retention is stipulated. CONSULT ANT agrees to allow PHI,
California Department of Health Services, the Department of General Services, the
Bureau of State Audits, and their designated representatives to have access to, review,
copy and audit the foregoing materials during any normal business hours and to interview
any employee who might reasonably have information relating to them.
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2006-438
21. INDEMNIFICATION:
A. CONSULTANT agrees to indemnify, defend and save harmless the State of
California, its officers, agents and employees from any and all claims and losses
accruing or resulting to any and all contractors, subcontractors, suppliers, laborers
and any other person, firm or corporation furnishing or supplying work, services,
materials or supplies in connection with the performance of this agreement, and
from any and all claims and losses accruing or resulting to any person, firm or
corporation who may be injured or damaged by CONSULTANT in the
performance of this agreement.
B. CONSULTANT and PHI each agree to indemnify, defend and hold harmless the
other and its directors, officers, members, employees, contractors and agents from
and against any and all claims, losses, damages, costs, expenses or other liability
resulting directly or indirectly from any intentional, grossly negligent or negligent
act or failure to act by the indemnifying party's directors, officers, employees or
agents in the performance ofthis agreement, including without limitation any
accident or injury to persons or property or any liability for copyright, patent or
trademark infringement. The parties' obligations under this section shall survive
the expiration or termination of this agreement until all claims involving any of
the indemnified matters are fully and finally resolved or barred by applicable
statutes oflimitation.
22. REPRESENTATIONS AND WARRANTIES: CONSULTANT represents and warrants
that services will be performed in a good and workmanlike manner, free from defects,
and by personnel with the requisite skill, qualifications, and licenses.
23. DISPUTES AND ARBITRATION: Any controversy or claim arising out of or relating
to this agreement, or the breach thereof, shall be settled by arbitration in accordance with
the Commercial Arbitration Rules of the American Arbitration Association and judgment
upon the arbitrator's award may be entered in any court having jurisdiction.
24. TIMELY PERFORMANCE: Time is of the essence in the performance of this
agreement.
25. INDEPENDENT CONTRACTOR: CONSULTANT is an independent contractor and
for no purpose shall any of its officers, directors, members, employees, volunteers,
subcontractors or agents be considered an employee of PHI or the funding agency, if any.
26. EXCUSABLE DELAY: If CONSULTANT is delayed in the performance its obligations
by reason of labor troubles, power failure, acts of government, acts of God or the public
enemy, or any other reasons or causes beyond its reasonable control, performance shall
be excused for the period of delay and, if agreed to in writing by the parties, the
agreement shall be extended for a period equivalent to the delay.
27. INTERFERING CONDITIONS: CONSULTANT agrees to promptly notify PHI of any
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2006-438
condition that might interfere with this agreement. Notification shall not relieve
CONSULT ANT of any responsibilities hereunder.
28. COMPLIANCE WITH LAW: CONSULTANT agrees to comply with all relevant state
and federal statutes and regulations.
29. ASSIGNMENT: This agreement is not assignable by CONSULTANT without the prior
written consent of PHI.
30. SEVERABILITY: If any provision of this agreement is held in conflict with law, the
validity of the remaining provisions shall not be affected.
31. SURVIVAL OF OBLIGATIONS: Expiration or termination of this agreement shall not
extinguish any previously-accrued rights or obligations of the parties.
32. GOVERNING LAW: The validity, construction, and effect of this agreement shall be
governed by the laws of the United States of America and the State of California.
33. CAPTIONS: Captions are for convenience and reference only and are not intended to
affect the interpretation of this agreement.
34. NOTICES: Notices and other communications hereunder are deemed given three
business days after the date of mailing by certified mail to the address set forth at the
beginning of this agreement.
35. ENTIRE AGREEMENT: This is the entire agreement between the parties. It supersedes
all prior oral or written agreements or understandings and it may be amended only in
writing.
For Public Health Institute:
~j)
Kimberlee Yates
Grants and Contracts Specialist
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H:\kkenner\2007\FFY 07 AgreemelltslConsultantlSan Bernardino Parks and Rcc 101 1967.doc
02551-04-01
CITY OF SAN BERNARDINO
APPROVED AS TO FORM:
By:
James F. Penman,
City Attorney
. Morris, yor
San Bernardino
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2006-438
Exhibit A
Scope of Work
California Nutrition Network Youth Empowerment (YE) Pilot Project
San Bernardino Parks and Recreation
1. Project Coordinator and Lead Person will participate in the Network's one day
kick-off meeting/training (TBD, November 2006 or Early Dec. 2007).
2. Project Coordinator (PC) will recruit Lead Person (LP) to manage day-to-day
activities of the YE pilot sites.
3. LP will recruit and work closely with 10-12 youth (ages 12-18) during the period
November 1, 2006 and September 30, 2007.
4. LP will inspire, engage, support and train these youth in identifying nutrition and
P A issues to be identified, researched and addressed (per trainings offered by
Network staff and partner agency)
5. LP and PC will participate/attend in trainings over the course of the pilot year
offered by Network's Youth Initiatives Consultant (YIC) and partner agency
(Youth In Focus)
6. LP and PC will communicate with Network's YIC staff, via one-on-one calls,
every other week.
7. LP and PC will share lessons and strategies with the other selected YE pilot sites,
as needed.
8. LP will conduct weekly meeting with the youth group on-site to provide training,
assistance and support. Ensure that all aspects of project are youth-led, (not adult-
led).
9. Provide all necessary reporting, invoicing and other key documentation on a
regular, consistent basis to the Network.
10. Attend annual Network related meetings and conferences to share your pilot year
"story" -- and bring involved youth to this meeting, as well, as their schedules
allow.
2006-438
Youth Empowerment Pilot Proiect Goals:
Create the opportunity and provide funding to support 5 to 7 pilot projects that will
engage and activate young champions (age 12-18) among our target audience (Food
Stamp Eligible Population), in order to increase fruit and vegetable consumption,
increase physical activity and create positive changes.
These pilot projects will be similar in nature to the successful youth projects found in
other health arenas (tobacco prevention, STD/HIV prevention, and alcohol/drug
prevention programs). Funding will be released through our existing channels (LIA or
Collaboratives). CALTeens data/information as well as other resources will be used in
the design and planning of these initiatives, when relevant.
Training and T.A. will be provided, to these select sites, through Network youth
initiatives staff as well as by Youth in Focus - who possess a proven, successful track
record in the training of adults and young people on youth development/empowerment
projects.
5- 7 sites with 10-12 youth in each site, working intimately on program, would result in
50-84 youth leaders that are highly engaged in the launch of this initiative along with
their adult leaders. In each site, adult project leaders will coach and assist young people
in shaping programs that work towards creating healthier options and increasing
opportunities for physical activity. The adult project leaders will attend 4 to 5 trainings
over the course of the year, offered by the Network, in order to learn how to best work
with youth and support them in peer-led interventions.
Empowering youth (ages 12-18) to share the lead with adults, in program development, is
key to a program's success. Strong youth and adult partnerships help create an important
balance within these programs. Youth voice lends credibility and engages young people
in all aspects of the program and the solutions. Participatory programs afford young
people the opportunity to articulate their own interests and to play an active role in
addressing social and institutional problems affecting their communities. They can reach
their peers, in ways that adults cannot. Given the opportunity, youth can be essential
players in the implementation of creative strategies to prevent the development of
unhealthy behaviors. We can customize the effective strategies that we "borrow" from
our partners in Tobacco Control, the Office of AIDS and other health projects to meet the
goals we have identified around nutrition, access to healthy options and physical activity.
The "lessons learned" from these initial 5 to 7 pilot sites, will be shared in our future
training opportunities and through reports and other key methods, in order to share best
practices; as well as re-design the initiative as we discover what works and what does not.
It will be important to share our "lessons learned" at the annual Adolescent Health
Conference sponsored by the California Adolescent Health Collaborative, as well as other
key meetings, both locally and regionally relative to youth and health.
2006-438
Exhibit B
Budget summary
Network's Youth Empowerment Pilot
Compensation for Lead Coordinator
Compensation for Teen Nutrition Ed Leaders
12 youth leaders at $500
Taste Testing at each meeting with teens
Mileage for Weekly Meetings
Travel to Trainings in Sacramento
Printing of Final Report
Other materials
TOTAL
$4,000
$6,000
$ 700
$ 500
$2,500
$ 500
$ 500
$14,700
2006-438
Attachment 1 to Agreement No. 1011967
The following documents are attached and incorporated into the Subcontractor's/Consultant's
original of this agreement and are incorporated into this original of the agreement by reference:
Exhibit D(F)
Exhibit G
2006-438
California Department of Health Services
Exhibit D(F)
Special Terms and Conditions
(For federally funded service contracts and grant awards)
The use of headings or titles throughout this exhibit is for convenience only and shall not be used to
interpret or to govern the meaning of any specific term or condition. The terms "contract", "Contractor"
and "Subcontractor" shall also mean "grant", "Grantee" and "Subgrantee" respectively.
Index of Special Terms and Conditions
1. Federal Equal Employment Opportunity 18. Novation Requirements
Requirements 19. Debarment and Suspension Certification
2. Travel and Per Diem Reimbursement 20. Smoke-Free Workplace Certification
3. Procurement Rules 21. Covenant Against Contingent Fees
4. Equipment Ownership {Inventory { 22. Payment Withholds
Disposition
I 5. Subcontract Requirements 23. Performance Evaluation
16 Income Restrictions 24. Officials Not to Benefit
7. Audit and Record Retention 25. Year 2000 Compliance
8. Site Inspection 26. Prohibited Use of State Funds for Software
9. Federal Contract Funds 27. University of California Mutual
Indemnification
10. Intellectual Property Rights 28. Use of Small, Minority Owned and Women's
11. Air or Water Pollution Requirements Businesses
12. Prior Approval of Training Seminars, 29. Alien Ineligibility Certification
Workshops or Conferences 30. Union Organizing
13. Confidentiality of Information 31. Contract Uniformity (Fringe Benefit
14. Documents, Publications, and Written Allowabilily)
Reports 32. Lobbying Restrictions and Disclosure
115 Dispute Resolution Process Certification
Financial and Compliance Audit
, 16.
I Requirements
i17 Human Subjects Use ReqUirements
2006-438
California Department of Health Services. Special Terms and Conditions
Exhibit D(F)
provisions including sanctions for noncompliance provided, however, that in the event the
Contractor becomes involved in, or is threatened with litigation by a subcontractor or vendor as a
result of such direction by DHS, the Contractor may request in writing to DHS, who, in turn, may
request the United States to enter into such litigation to protect the interests of the State and of
the United States.
2. Travel and Per Diem Reimbursement
(Applicabie if travel and/or per diem expenses are reimbursed with contract funds.)
Reimbursement for travel and per diem expenses from DHS under this agreement shall, unless
otherwise specified in this agreement, be at the rates currently in effect, as established by the
California Department of Personnel Administration (DPA), for nonrepresented state employees. If the
DPA rates change during the term of the agreement, the new rates shall apply upon their effective
date and no amendment to this agreement shall be necessary. Exceptions to DPA rates may be
approved by DHS upon the submission of a statement by the Contractor indicating that such rates are
not available to the Contractor. No travel outside the State of California shall be reimbursed without
prior written authorization from DHS.
3. Procurement Rutes
(Applicable to all agreements in which equipment, miscellaneous property, commodities and/or
supplies are furnished by DHS or expenses for said items are reimbursed with state or federal funds.)
a. Equipment definitions
Wherever the term equipment and/or miscellaneous property is used, the following definitions
shall apply:
(1) Major equipment: A tangible or intangible item having a base unit cost of $5.000 or more
with a life expectancy of one (1) year or more and is either furnished by DHS or the cost is
reimbursed through this agreement. Software and videos are examples of intangible items
that meet thiS definition.
(2) Minor equipment: A tangible item having a base unit cost of less than $5.000 with a life
expectancy of one (1) year or more that is listed on the DHS Asset Management Unit's Minor
Equipment List and is either furnished by DHS or the cost is reimbursed through this
agreement. Contractors may obtain a copy of the Minor Equipment List by making a request
through the DHS program contract manager.
(3) Miscellaneous property: A specific tangible item with a life expectancy of one (1) year or
more that IS either furnished by DHS or the cost is reimbursed through this agreement.
Examples include, but are not limited to: furniture (excluding modular furniture), cabinets,
typewriters, desktop calculators, portabie dictators, non-digital cameras, etc.
b. Government and public entities (including state colleges/universiHe::; and auxiliary
organizations), whether acting as a contractor and/or subcontractor, may secure all commodities,
supplies, equipment and services related to such purchases that are required in performance of
this agreement. Said procurements are subject to Paragraphs d through h of Provision 3.
Paragraph c of Provision 3 shall also apply, if equipment purchases are delegated to
subcontractors that are nonprofit organizations or commercial bUSinesses.
c. Nonprofit organizations and commercial businesses, whether acting as a contractor and/or
subcontractor, may secure commodities, supplies, equipment and services related to such
purchases for performance under this agreement.
(1) EqUipment purchases shall not exceed $50,000 annually.
To secure eGuipment above the annual maximum limit of $50,000, the Contractor snail mal<8
al'rangements through the appropriate DHS program contract manager, to have all remaining
,~~~c n~, In.",..,,,,
2006-438
California Department of Health Services. Special Terms and Conditions
Exhibit D(F)
h. DHS may, with cause (e.g., with reasonable suspicion of unnecessary purchases or use of
inappropriate purchase practices, etc.), withhold, cancel, modify, or retract the delegated
purchase authority granted under Paragraphs band/or c of Provision 3 by giving the Contractor no
less than 30 calendar days written notice.
4. Equipment Ownership /Inventory / Disposition
(Applicable to agreements in which equipment and/or miscellaneous property is furnished by DHS
and/or when said items are purchased or reimbursed with state or federal funds.)
a. Wherever the term equipment and/or miscellaneous property is used in Provision 4. the definilions
in Provision 3, Paragraph a shall apply.
All equipment and/or miscellaneous property that are purchased/reimbursed with agreement
funds or furnished by DHS under the terms of this agreement and nol fully consumed In
performance of this agreement shall be considered state equipment and the property of DHS.
(1) DHS requires the reporting, tagging and annual inventorying of all equipment and/or
miscellaneous property that is furnished by DHS or purchased/reimbursed with funds
provided through this agreement.
Upon receipt of equipment and/or miscellaneous property, the Contractor shall report the
receipt to the DHS program contract manager. To report the receipt of said items and to
receive property tags, Contractor shall use a form or format designated by DHS' Asset
Management Unit. If the appropriate form (I.e., Contractor Equipment Purchased with DHS
Funds) does not accompany this agreement, Contractor shall request a copy from the DHS
program contract manager.
(2) If the Contractor enters into an agreement with a term of more than twelve months, the
Contractor shall submit an annual inventory of state equipment and/or miscellaneous property
to the DHS program conlract manager using a form or format designated by DHS' Asset
Management Unit. If an inventory report form (i.e., InventorylDisposition of DHS-Funded
Equipment) does not accompany this agreement, Contractor shall request a copy from the
DHS program contract manager. Contractor shall:
(a) Include in the inventory report, equipment and/or miscellaneous property in the
Contractor's possession and/or in the possession of a subcontractor (including
independent consultants).
(b) Submit the inventory report to DHS according to the instructions appearing on the
inventory form or issued by the DHS program contract manager.
(c) Contact the DHS program contract manager to learn how to remove, trade-in, sell,
transfer or survey off, from the inventory report, expired equipment and/or miscellaneous
property that is no longer wanted, usable or has passed its life expectancy Instructions
will be supplied by DHS' Asset Management Unit.
b. Title to state equipment and/or miscellaneous property shall not be affected by its incorporation or
attachment to any property not owned by the State.
c. Unless otherwise stipulated, DHS shall be under no obligation to pay the cost of restoration, or
rehabilitation of the Contractor's and/or Subcontractor's facIlity which may be affected by the
removal of any stale equipment andlor miscellaneous property.
d. The Contractor and/or Subcontractor shall maintain and administer a sound business program for
ensuring the proper use, maintenance, repair, protection, insurance and preservation of state
equipment and/or miscellaneous property.
(1) Ir: administering thiS provision, DHS may require the Contractor andior Subcontractor to repair
or replace. to DHS' satisfaction, any damaged, lost or stolen s:ate equipment and/Or
2006-438
California Department of Health Services. Special Terms and Conditions
Exhibit D(F)
(b) The Contractor and/or Subcontractor shall, as soon as practical, furnish a copy of the
certificate of insurance to the DHS program contract manager.
(c) The Contractor and/or Subcontractor agree that bodily injury and property damage liability
insurance, as required herein, shall remain in effect at all times during the term of this
agreement or until such time as the motor vehicle is returned to DHS.
(d) The Contractor and/or Subcontractor agree to provide, at ieast thirty (30) days prior to the
expiration date of said insurance coverage, a copy of a new certificate of insurance
evidencing continued coverage, as indicated herein, for not less than the remainder of the
term of this agreement, the term of any extension or continuation thereof, or for a period
of not less than one (1 ) year.
(e) The Contractor and/or Subcontractor, if not a self-insured government and/or pUblic
entity, must provide evidence, that any required certificates of insurance contain the
following provisions:
[1] The insurer will not cancel the insured's coverage without giving thirty (30) calendar
days prior written notice to the State (California Department of Health Services).
[2J The State of California, its officers, agents, employees, and servants are included as
additional insureds, but only with respect to work performed for the State under this
agreement and any extension or continuation of this agreement.
[3J The insurance carrier shall notify the State of California Department of Health
Services, in writing, of the Contractor's failure to pay premiums; its cancellation of
such policies; or any other substantial change, including, but not limited to, the status,
coverage, or scope of the required insurance. Such notices shali contain a reference
to the agreement number for which the insurance was obtained.
(f) The Contractor and/or Subcontractor is hereby advised that copies of certificates of
insurance may be subject to review and approval by the Department of General Services
(DGS), Office of Risk and Insurance Management. The Contractor shall be notified by
DHS, in writing, if this provision is applicable to this agreement. If DGS approval of the
certificate of insurance is required, the Contractor agrees that no work or services shall be
performed prior to obtaining said approval.
(g) In the event the Contractor and/or Subcontractor fails to keep insurance coverage, as
required herein, in effect at all times during vehicle possession, DHS may, in addition to
any other remedies it may have, terminate this agreement upon the occurrence of such
event.
5. Subcontract Requirements
(Applicabie to agreements under which services are to be performed by subcontractors including
independent consultants.)
a. Prior written authorization will be required before the Contractor enters into or is reimbursed for
any subcontract for services costing $5,000 or more. Except as indicated in Paragraph a(3)
herein, when securrng subcontracts for services exceeding $5,000, the Contractor shall obtain at
least three bids or justify a sole source award.
(1) The Contractor must provide in its request for authorization, all particulars necessary for
evaluating the necessity or desirability of Incurring such cost.
(2) The State may identify the information needed to fulfill this requirement.
2006-438
California Department of Health Services ~ Special Terms and Conditions
Exhibit D{F)
J. Contractor shall, as applicable, advise all subcontractors of their obligalions pursuant to the
follOWing numbered provisions of this Exhibit: 1,2,3,4,5,6,7,8,10,11,12,13,14,17,19,20,
24, and 32.
6. Income Restrictions
Uniess otherwise stipulated in this agreement, the Contractor agrees that any refunds, rebates,
credits, or other amounts (including any interest thereon) accruing to or received by the Contractor
under this agreement shall be paid by the Contractor to DHS, to the extent that they are properly
allocable to costs for which the Contractor has been reimbursed by DHS under this agreement.
7. Audit and Record Retention
(Applicable to agreements in excess of $10,000.)
a. The Contractor and/or Subcontractor shall maintain books, records, documents, and other
evidence, accounting procedures and practices, sufficient to properly reflect all direct and indirect
costs of whatever nature claimed to have been incurred in the performance of this agreement,
including any matching costs and expenses. The foregoing constitutes "records" for the purpose
of this provision.
b. The Contractor's and/or subcontractor's facility or office or such part thereof as may be engaged
in the performance of this agreement and his/her records shall be subject at all reasonable times
to inspection, audit, and reproduction.
c. Contractor agrees that DHS, the Department of General Services, the Bureau of State Audits, or
their designated representatives including the Comptroller General of the United States shall have
the rrght to review and to copy any records and supporting documentation pertaining to the
performance of this agreement. Contractor agrees to allow the auditor(s) access to such records
during normal business hours and to allow interviews of any employees who might reasonably
have information related to such records. Further, the Contractor agrees to include a similar nght
of the State to audit records and interview staff in any subcontract related to performance of thiS
agreement. (GC 8546.7, CCR Title 2, Section 1896).
d. The Contractor andlor Subcontractor shall preserve and make available his/her records (1) for a
period of three years from the date of final payment under this agreement, and (2) for such longer
period, if any, as is required by applicable statute, by any other provision of this agreement, or by
subparagraphs (1) or (2) below.
(1) If this agreement is completely or partially terminated, the records relating to the work
terminated shall be preserved and made available for a period of three years from the date of
any resulting final settlement.
(2) If any litigation, claim, negotiation, audit, or other action involving the records has been started
before the expiration of the three-year period, the records shall be retained until completion of
the action and resolution of all issues which arise from it, or until the end of the regular three-
year penod, whichever is later.
e The Contractor andlor Subcontractor shall comply with the above requirements and be aware of
the penalties for violations of fraud and for obstruction of investigation as set forth in Public
Contract Code S 10115.10, if applicable.
f. The Contractor and/or Subcontractor may, at its discretion, following receipt of final payment
under thiS agreement, reduce its accounts, books and records related to thiS agreement to
microfilm, computer disk, CD ROM, or other data storage medium. Upon request by an
authorized representative to inspect, audit or obtain caples of said records, the Contractor andlol'
Subcontractor must supply or make available applicable devrces. hardware, andlor software
necessary to view. copy andlor pnnt said records Applicable deVices may Include. but are not
iimitec to, mlcrofilm readers and mlcrofiim printers. etc.
2006-438
California Department of Health Services. Special Terms and Conditions
Exhibit D(F)
those final products. Works does not include articles submitted to peer review Dr
reference jDurnals or independent research projects.
(3) In the perfDrmance Df this agreement, ContractDr will exercise and utilize certain Df its
Intellectual Property in existence priDr tD the effective date of this agreement. In additiDn,
under this agreement, CDntractDr may access and utilize certain Df DHS' Intellectual PrDperty
in existence prior tD the effective date of this agreement. Except as Dtherwise set fDrth
herein, CDntractDr shall nDt use any Df DHS' Intellectual PrDperty nDW existing or hereafter
existing for any purpDses without the priDr written permissiDn of DHS. Except as otherwise
set forth herein, neither the Contractor nor DHS shall give any ownership interest in or
rights to its Intellectual Property to the other Party, If during the term Df this agreement,
CDntractor accesses any third-party Intellectual Property that is licensed to DHS, ContractDr
agrees tD abide by all license and confidentiality restrictions applicable to DHS in the thlrd-
party's license agreement.
(4) Contractor agrees to cooperate with DHS in establishing or maintaining DHS' exclusive rights
in the Intellectual Property, and in assuring DHS' sole rights against third parties with respect
tD the Intellectual Property. If the Contractor enters into any agreements or subcontracts With
other parties in order to perform this agreement, Contractor shall require the terms of the
agreement(s) tD include all Intellectual Property provisions, Such terms must include, but are
not limited tD, the subcDntractDr assigning and agreeing tD assign tD DHS all rights, title and
interest in Intellectual Property made, cDnceived, derived from, Dr reduced tD practice by the
subcDntractor, ContractDr Dr DHS and which result directly or indirectly from this agreement or
any subcDntract.
(5) CDntractDr further agrees to assist and cODperate with DHS in all reasDnabie respects, and
execute all dDcuments and, subject tD reasonable availability, give testimony and take all
further acts reasDnably necessary tD acquire, transfer, maintain, and enforce DHS' Intellectual
PrDperty rights and interests,
b. Retained Rights I License Rights
(1) Except for Intellectual Property made, cDnceived, derived from, Dr reduced tD practice by
CDntractDr or DHS and which result directly or indirectly from this agreement, CDntractDr shall
retain title tD all of its Intellectual Property to the extent such Intellectual Property is in
existence priDr tD the effective date Df this agreement. CDntractDr hereby grants tD DHS,
withDUt additiDnal compensation, a permanent, nDn-exclusive, rDyalty free, paid-up,
wDrldwide, irrevDcable, perpetual, nDn-terminable license tD use, reproduce, manufacture,
sell, offer to sell, impDrt, export, mDdify, publicly and privately display/perfDrm, distribute, and
dispDse CDntractor's Intellectual Property with the right tD sublicense through multiple layers,
fDr any purpDse whatsDever, tD the extent it is Incorporated In the Intellectual Property
resulting from this agreement, unless CDntractDr assigns all rights, title and interest in the
Intellectual PrDperty as set fDrth herein,
(2) Nothing in this prDvisiDn shall restrict, limit, Dr Dtherwise prevent CDntractDr from using any
ideas, concepts, know-hDw, methDdDIDgy Dr techniques related tD its perfDrmance under this
agreement, provided that ContractDr's use dDes nDt infringe the patent, cDpyright, trademark
rights, license Dr Dther Intellectual Property rights Df DHS Dr third party, or result in a breach Dr
default Df any prDvisiDns of this Exhibit Dr result In a breach of any provisiDns Df law relating to
cDnfidentiality,
c, Copyright
(1) CDntractDr agrees that fDr purposes Df CDPYrlght law, all wDrks ias defined in SectiDn a,
subparagraph (2)(a) of this provislDn] Df authDrship made by Dr Dn behalf Df Contractor In
cDnnectiDn with CDntractDr's performance Df this agreement shall be deemed "works made
for hire", Contractor further agrees that the work of each person utilized by CDntractor In
connection with the performance of this agreement will be a "wDrk made for hire," whether
thai perSDn is an emplDyee Df CDntractor Dr that persDn has entered II1tO an agreement with
Contractor tD perform the work. Contractor shall enter IntD a written agreement with any such
2006-438
California Department of Health Services. Special Terms and Conditions
Exhibit D(F)
(e) II has secured and will secure all rights and licenses necessary for Inteilectual Property
including, but not limited to, consents, waivers or releases from all authors of music or
performances used, and talent (radio, television and motion picture talent), owners of any
interest in and to real estate, sites, locations, property or props that may be used or
shown.
(f) It has not granted and shall not grant to any person or entity any right that would or might
derogate, encumber, or interfere with any of the rights granted to DHS in this agreement.
(g) It has appropriate systems and controls in place to ensure that state funds will not be
used in the performance of this agreement for the acquisition, operation or maintenance
of computer software in violation of copyright laws.
(h) II has no knowledge of any outstanding claims, licenses or other charges, liens, or
encumbrances of any kind or nature whatsoever that could affect in any way Contractor's
performance of this agreement.
(2) DHS MAKES NO WARRANTY THAT THE INTEllECTUAL PROPERTY RESULTING FROM
THIS AGREEMENT DOES NOT INFRINGE UPON ANY PATENT, TRADEMARK,
COPYRIGHT OR THE LIKE, NOW EXISTING OR SUBSEQUENTLY ISSUED,
g. Intellectual Property Indemnity
(1) Contractor shall indemnify, defend and hold harmless DHS and its licensees and assignees,
and its officers, directors, employees, agents, representatives, successors, and users of its
products, ("Indemnitees") from and against all claims, actions, damages, losses, liabilities (or
actions or proceedings with respect to any thereof), whether or not rightful, arising from any
and all actions or claims by any third party or expenses related thereto (including, but not
limited to, all legal expenses, court costs, and attorney's fees incurred in investigating,
preparing, serving as a witness in, or defending against, any such claim, action, or
proceeding, commenced or threatened) to which any of the Indemnitees may be subject,
whether or not Contractor is a party to any pending or threatened litigation, which arise out of
or are related to (i) the incorrectness or breach of any of the representations, warranties,
covenants or agreements of Contractor pertaining to Intellectual Property; or (ii) any
Intellectual Property infrrngement, or any other type of actual or alleged infringement claim,
arising out of DHS' use, reproduction, manufacture, sale, offer to sell, distribution, import,
export, modification, public and private performance/display, license, and disposition of the
Intellectual Property made, conceived, derived from, or reduced to practice by Contractor or
DHS and which result directly or indirectly from this agreement. This indemnity obligation
shall apply irrespective of whether the infringement claim is based on a patent, trademark or
copyright registration that issued after the effective date of this agreement. DHS reserves the
rrght to participate in and/or control, at Contractor's expense, any such infringement action
brought against DHS,
(2) Should any Intellectual Property licensed by the Contractor to DHS under this agreement
become the subject of an Intellectual Property infringement claim, Contractor will exercise its
authority reasonably and in good faith to preserve DHS' right to use the licensed Intellectual
Property in accordance with this agreement at no expense to DHS. DHS shall have the right
to monitor and appear through its own counsel (at Contractor's expense) in any such claim or
action, In the defense or settlement of the claim, Contractor may obtain the right for DHS 10
continue using the licensed Intellectual Property; or, replace or modify the licensed Intellectual
Property so that the replaced or modified Intellectual Property becomes non-Infrrnglng
proVided that such replacement or modification IS functionally equivalent to the original
licensed Intellectual Property, If such remedies are not reasonably available, DHS shall be
entitled to a refund of all monies paid under thiS agreement, without restriction or limitation of
any other rights and remedies available at law or in equity,
(3) Conti-actor agrees that damages alone would be inadequate to compensate DHS for breach
o~ any term of thiS Intellectual Pl'Operty Exhibit by Contractor. Contractor ackllowledges DHS
would suffer Irreparable harm In the event of such breach and agrees DHS shall be enlltleC: to
2006-438
California Department of Health Services. Special Terms and Conditions
Exhibit D(F)
d. The Contractor shall not disclose, except as otherwise specifically permitted by this agreement or
authorized by the client, any such identifying information to anyone other than DHS without prior
written authorization from the DHS program contract manager.
e. For purposes of this proviSion, identity shall include, but not be limited to name, identifYing
number, symbol, or other identifying particular assigned to the individual, such as finger or voice
print or a photograph.
14. Documents, Publications and Written Reports
(Applicable to agreements over $5,000 under which publications, written reports and documents are
developed or produced. Government Code Section 7550.)
Any document, publication or written report (excluding progress reports, financial reports and normal
contract communicallons) prepared as a requirement of this agreement shall contain, in a separate
section preceding the main body of the document, the number and dollar amounts of all contracts and
subcontracts relating to the preparation .of such document or report, if the total cost for work by
nonemployees of the State exceeds $5,000.
15. Dispute Resolution Process
a. A Contractor grievance exists whenever the Contract believes there is a dispute arising from DHS'
acllon in the administrallon of an agreement. If the Contractor believes there is a dispute or
grievance between the Contractor and DHS, both parties shall follow the procedure outlined
below.
(1) The Contractor should first discuss the problem informally with the DHS program contract
manager. If the problem cannot be resolved at this stage, the Contractor shall direct its
grievance together with any evidence. in writing, to the program Branch Chief The grievance
shall state the issues in dispute, the legal authOrity or other basis for the Contractor's position
and the remedy sought. The Branch Chief shall make a determination on the problem within
ten (10) working days after receipt of the written communication from the Contractor. The
Branch Chief shall respond in writing 10 the Contractor indicating the decision and reasons
therefore. Should the Contractor disagree with the Branch Chief's decision, the Contractor
may appeal to the second level.
(2) The Contractor must prepare a letter indicating the reasons for disagreement with Branch
Chief's decision. The Contractor shall include with the letter a copy of the Contractor's
original statement of dispute with any supporting documents and a copy of the Branch Chief's
response. This letter shall be sent to the Deputy Director of the division in which the branch is
organized within ten (10) working days from receipt of the Branch Chief's decision. The
Deputy Director of the division funding this agreement or his/her designee shall meet with the
Contractor to review the issues raised. A written decision signed by the Deputy Director of the
division funding this agreement or his/her designee shall be returned to the Contractor within
twenty (20) working days of receipt of the Contractor's letter.
b. If the Contractor wishes to appeal the decision of the Deputy Director of the division funding thiS
agreement or his/her designee, the Contractor shall follow the procedures set forth In DiviSion
25.1 (commencing with Section 38050) of the Health and Safety Code and the regulations
adopted thereunder. (Title 1, Subchapter 2.5, commencing with Secllon 251, California COde of
Regulations.)
c. Disputes arising out of an audit, examination of an agreement or other action not covered by
subdivision (a) of Section 20204, of Chapter 2.1, Title 22, of the California Code of Regulations,
and for which no procedures for appeal are provided in statute, regulation or the agreement, shall
be handled In accordance with the procedures identified in Sections 51016 through 51047, Title
22, California Code of Regulations.
d Unless otherwise stipulated by DHS, dispute, grievance and/m appeal correspondence snair De
directed to the DHS program contract manager.
2006-438
California Department of Health Services. Special Terms and Conditions
Exhibit D(F)
f. The State or its authorized designee, including the Bureau of State Audits, is responsible for
conducting agreement performance audits which are not financial and compliance audits.
Performance audits are defined by Generally Accepted Government Auditing Standards.
g. Nothing in this agreement limits the State's responsibility or authority to enforce State law or
regulations, procedures, or reporting requirements arising thereto.
h. Nothing in this provision limits the authority of the State to make audits of this agreement,
provided however, that if independent audits arranged for by the Contractor meet Generally
Accepted Governmental Auditing Standards, the State shall rely on those audits and any
additional audit work and shall build upon the work already done.
i. The State may, at its option, direct its own auditors to perform either of the audits described
above. The Contractor will be given advance written notification, if the State chooses to exercise
its option to perform said audits.
j. The Contractor shall include a clause in any agreement the Contractor enters into with the audit
firm doing the single organization wide audit to provide access by the State or Federal
Government to the working papers of the independent auditor who prepares the single
organization wide audit for the Contractor.
k. Federal or state auditors shall have "expanded scope auditing" authority to conduct specific
program audits during the same period in which a single organization wide audit is being
performed, but the audit report has not been issued. The federal or state auditors shall review and
have access to the current audit work being conducted and will not apply any testing or review
procedures which have not been satisfied by previous audit work that has been completed.
The term "expanded scope auditing" is applied and defined in the U.S. General Accounting Office
(GAO) issued Standards for Audit of Government Organizations. Programs, Activities and
Functions, better known as the "yellow book".
17. Human Subjects Use Requirements
(Applicable only to federally funded agreements/grants in which performance, directly or through a
subcontractlsubaward, includes any tests or examination of materials derived from the human body.)
By signing this agreement, Contractor agrees that if any performance under this agreement or any
subcontract or subagreement includes any tests or examination of materials derived from the human
body for the purpose of providing information, diagnosis, prevention, treatment or assessment of
disease, impairment, or health of a human being, all locations at which such examinations are
performed shall meet the requirements of 42 U.S.C. Section 263a (CLlA) and the regulations
thereunder.
18. Novation Requirements
If the Contractor proposes any novation agreement, DHS shall act upon the proposal within 60 days
after receipt of the written proposal. DHS may review and consider the proposal, consult and
negotiate with the Contractor, and accept or reject all or part of the proposal. Acceptance or rejection
of the proposal may be made orally within the 50-day period and confirmed In Writing within five days
of said deCISion. Upon written acceptance of the proposal, DHS will Initiate an amendment to thiS
agreement to formally Implement the approved proposal.
19. Debarment and Suspension Certification
(Applicable to all agreements funded in part or whole with federal funds.)
a By' signing thiS agreement, the Contractor/Grantee agrees to comply with applicable federal
suspension and debarment regulations including, but n01limited to 7 CFR Part 3017, 45 CFR 76,
40 CFR 32 or 34 CFR 85.
2006-438
California Department of Health Services. Special Terms and Conditions
Exhibit D{F)
c. By signing this agreement, Contractor or Grantee certifies that it will comply with the requirements
of the Act and will not allow smoking within any portion of any indoor facility used for the provision
of services for children as defined by the Act. The prohibitions herein are effective
December 26, 1994.
d. Contractor or Grantee further agrees that it will insert this certification into any subawards
(subcontracts or subgrants) entered into that provide for children's services as described in the
Act.
21. Covenant Against Contingent Fees
(Applicable only to federally funded agreements.)
The Contractor warrants that no person or selling agency has been employed or retained to
soliciUsecure this agreement upon an agreement of understanding for a commission, percentage,
brokerage, or contingent fee, except bona fide employees or bona fide established commercial or
selling agencies retained by the Contractor for the purpose of securing business. For breach or
violation of this warranty, DHS shall have the right to annul this agreement without liability or in its
discretion to deduct from the agreement price or consideration, or otherwise recover, the full amount
of such commission, percentage, and brokerage or contingent fee.
22. Payment Withholds
(Applicable only if a final report is required by this agreement. Not applicable to government entitles.)
Unless waived or otherwise stipulated in this contract, DHS may, at its discretion, withhold 10 percent
(10%) of the face amount of the agreement, 50 percent (50%) of the final invoice, or $3,000 whichever
IS greater, until DHS receives a final report that meets the terms, conditions and/or scope of work
requirements of this agreement.
23. Performance Evaluation
(Not applicable to grant agreements.)
DHS may, at its discretion, evaluate the performance of the Contractor at the conclusion of this
agreement. If performance is evaluated, the evaluation shall not be a public record and shall remain
on file with DHS. Negative performance evaluations may be considered by DHS prior to making
future contract awards.
24. Officials Not to Benefit
No members of or delegate of Congress or the State Legislature shall be admitted to any share or part
of thiS agreement, or to any benefit that may arise therefrom. This provision shall not be construed to
extend to this agreement if made with a corporation for its general benefits.
25. Year 2000 Compliance
(Applicable to agreements in which Information Technology (IT) services are provided to DHS or if IT'
equipment is procured.)
The Contractor warrants and represents that the goods or services sold, leased, or licensed to the
State of California, its agencies, or its political subdivisions, pursuant to this agreement are "Year 2000
Compliant." For the purposes of this agreement, a good or services IS Year 2000 compliant if it will
continue to fully function before, at, and after the Year 2000 without interruption and. if applicable, with
full ability to accurately and unambiguously process. display, compare, calculate, manipulate. and
otherwise utilize date information. This warranty and representation supersedes all warranty
disclaimers and limitations and all iimitatlons on liability provided by or through the Contractor
-.
2006-438
California Department of Health Services. Special Terms and Conditions
Exhibit D(F)
30. Union Organizing
(Applicable only to grant agreements.)
Grantee. by signing this agreement. hereby acknowledges the applicability of Government Code
16645 through 16649 to this agreement. Furthermore. Grantee. by signing this agreement. hereby
certifies that:
a. No state funds disbursed by this grant will be used to assist, promote or deter union organizing.
b. Grantee shall account for state funds disbursed for a specific expenditure by this grant, to show
those funds were allocated to that expenditure.
c. Grantee shall, where state funds are not designated as described in b herein, allocate, on a pro-
rata basis. all disbursements that support the grant program.
d. If Grantee makes expenditures to assist, promote or deter union organizing, Grantee will maintain
records sufficient to show that no state funds were used for those expenditures, and that Grantee
shall provide those records to the Attorney General upon request.
31. Contract Uniformity (Fringe Benefit Allowability)
(Applicable only to nonprofit organizations.)
Pursuant to the provisions of Article 7 (commencing with Section 100525) of Chapter 3 of Part 1 of
Division 101 of the Health and Safety Code, DHS sets forth the following policies, procedures, and
9uidelines regarding the reimbursement of fringe benefits.
a. As used herein fringe benefits shall mean an employment benefit given by one's employer to an
employee in addition to one's regular or normal wages or salary.
b. As used herein, fringe benefits do not include:
(1) Compensation for personal services paid currently or accrued by the Contractor for services
of employees rendered during the term of this agreement, which is identified as regular or
normal salaries and wages, annual leave, vacation, sick leave, holidays, jury duty and/or
military leave/training.
(2) Director's and executive committee member's fees.
(3) Incentive awards and/or bonus incentive pay.
(4) Allowances for off-site pay.
(5) Location allowances.
(6) Hardship pay.
(7) Cost-of-living differentials
c. Specitic allowable fringe benefits include:
(1) Fringe benefits in the form ot employer contributions for the employer's portion of payroll taxes
(i.e., FICA, SUI, SOl), employee health plans (i.e., health, dental and vision). unemployment
insurance, worker's compensation insurance, and the employer's share of penslon/relirement
plans. provided they are granted in accordance with established written organization poliCies
and meet all legal and Internal Revenue Service requirements.
d. To be an allowable fringe benefit, the cost must meet the following criteria:
(1) Be necessary and reasonable for the performance of the agreement.
(2) Be determined in accordance with generally accepted accounting principles.
(3) Be consistent with policies that apply uniformly to all activities of the Contractor.
e Contractoi' agrees that all frrnoe benefits shall be at actual cosl.
2006-438
California Department of Health Services. Special Terms and Conditions
Exhibit D{F)
(3) Each recipient shall file a disclosure form at the end of each calendar quarter In which there
occurs any event that requires disclosure or that materially affect the accuracy of the
Information contained in any disclosure form previously filed by such person under Paragraph
a(2) herein. An event that matenally affects the accuracy of the Informallon reported includes:
(a) A cumulative increase of $25,000 or more in the amount paid or expected to be paid for
influencing or attempting to influence a covered federal aCllon;
(b) A change in the person(s) or individuals(s) influencing or attempting to influence a
covered federal action; or
(c) A change in the officer(s), employee(s), or member(s) contacted for the purpose of
influencing or attempting to influence a covered federal action.
(4) Each person (or recipient) who requests or receives from a person referred to in Paragraph
a(1) of this provision a contract, subcontract, grant or subgrant exceeding $100,000 at any tier
under a contract or grant shall file a certification, and a disclosure form, if required, to the next
tier above.
(5) All disclosure forms (but not certifications) shall be forwarded from tier to tier until received by
the person referred to in Paragraph a(1) of this provision. That person shall forward all
disclosure forms to DHS program contract manager.
b. Prohibition
Section 1352 of Tille 31, U.S.C., provides in part that no appropriated funds may be expended by
the recipient of a federal contract, grant, loan, or cooperative agreement to pay any person for
influenCing or attempting to influence an officer or employee of any agency, a Member of
Congress, an officer or employee of Congress, or an employee of a Member of Congress in
connection with any of the following covered federal actions: the awarding of any federal contract,
the making of any federal grant, the making of any federal loan, entering into of any cooperative
agreement, and the extension, continuation, renewal, amendment, or modification of any federal
contract, grant, loan, or cooperative agreement.
,.....""'....""".,,,
2006-438
California Department of Health Services - Special Terms and Conditions
Exhibit D(F)
Attachment 2
CERTIFICATION REGARDING LOBBYING
Complete this form to disclose iobbying activities pursuant to 31 U.S.C. 1352
(See reverse for public burden disciosure)
AllIl"\lVl'II ~VOMB
OJ~a.Q(I4G
1. Type of Federal Action: 2. Status of Federal Action: 3. Report Type:
0 a. contract 0 a. bid/offer/application 0 a. initial filing
b. grant b. initial award b. material change
c. cooperative agreement c. post-award For Material Change Only:
d. loan
e. loan guarantee Year _ quarter I
f. loan insurance date of last report
4. Name and Address of Reporting Entity: 5. If Reporting Entity in No.4 is Subawardee, Enter Name !
and Address of Prime:
o Prime o Subawardee i
Tier , if known:
Congressional District, If known: Congressional District. If known:
6. Federal DepartmenVAgency: 7. Federal Program Name/Description:
,
CD FA Number, if applicable:
8. Federal Action Number, if known: 9. Award Amount, if known:
I
I
10. a. Name and Address of Lobbying Entity b. Name and Address of Lobbying Entity I
(If individual, last name, first name, MI): (If individual, last name, first name, MI):
(attach Continuation Sheets(s) SF-LLL-A, If necessary)
11. Amount of Payment (check all that apply): 13. Type of Payment (check allthal apply):
$ o actual o planned 0 a. retainer
12. Form of Payment (check all that apply): 0 b. one-time fee
0 c. commission
0 a. cash 0 d. contingent fee
, 0 b. in-kind, specify: Nature 0 e. deferred
Value 0 f. other, specify:
14. Brief Description of Services Performed or to be Performed and Dates(s) of Service, including Officer(s), Employee(sj,
Dr Member(s) Contracted for Payment indicated in item 11:
I
I
i
(Attach Continuation Sheet(s) SF-LLL-A, If necessary)
15 Continuation Sheet(s) SF-LLL-A Attached: DYes o No
16 Information requested through this form is authorized by Tille 31.
U.S,C.. Section 1352. This disclosure of lobbying activities is a Signature:
material representation of fact upon which reliance was
placed by the tier above when this transaction was made or Print Name: I
entered into This disclosure is required pursuant to Title 31,
use, Section 1352. This information will be reported to the I
Congress semiannually and will be available for public Title: I
Inspection. Any person who fails to file the reqUIred disclosure
shall be subject to a CIVil penalty of not less than $19.000 and
not more than $100,000 for each such failure.
I Telephone No..
Date.
Federal Use Only
Authorized for Local Reproduction
Standard Form-LLL
("^~C n"1 ''''''1(\''11
.
2006-438
Department of Health Services
Exhibit G
Travel Reimbursement Information
Effective October 1, 2001
The following rate policy is to be applied for reimbursing the travel expenses of persons under contract.
a. Reimbursement shall be at the rates established for nonrepresented/excluded state empioyees.
b. Short Term Travei is defined as a 24-hour period, and less than 31 consecutive days, and is at least 50 miles from
the main office, headquarters or primary residence. Starting time is whenever a contract employee leaves his or
her home or headquarters. "Headquarters" is defined as the place where the contracted personnel spends the
largest portion of their working time and returns to upon the completion of special assignments.
c. Contractors on travel status for more than one 24-hour period and less than 31 consecutive days may claim a
fractional part of a period of more than 24 hours. Consult the chart appearing on page 2 of this exhibit to
determine the reimbursement allowance. All lodging must be receipted. If contractor does not present receipts,
lodging will not be reimbursed.
(1) Lodging (with receipts):
Travel Location IArea . . Reimbursement Rate
Statewide (excluding the counties identified below) $ 84.00 plus tax
Counties of Los Angeles and San Diego $110.00 plus tax
Counties of Alameda, San Francisco, San Mateo, and Santa Clara, $140.00 plus tax
Reimbursement for actual lodging expenses exceeding the above amounts may be allowed with the advance
written approval of the Deputy Director of the Department of Health Service or his or her designee. Receipts
are required.
(2) Meal/Supplemental Expenses (with or without receipts): With receipts, the contractor will be reimbursed
actual amounts spent up to the maximum.
Meal/Expense
Breakfast
Lunch
Dinner
Incidental
Reimbursement Rate
$ 6.00
$ 10.00
$ 18.00
$ 6.00
d. Out-of-state travel may only be reimbursed if such travel has been stipuiated in the contract and has been
approved in advance by the program with which the contract is held. For out-of-state travel, contractors may be
reimbursed actual lodging expenses, supported by a receipt, and may be reimbursed for meals and supplemental
expenses for each 24-hour period computed at the rates listed in c. (2) above. For all out-of-state travel,
contractors must have prior Departmental approval and a budgeted trip authority.
e. in computing allowances for continuous periods of travel of less than 24 hours, consult the chart appearing on
page 2 of this bulletin.
f. No meal or lodging expenses will be reimbursed for any period of travel that occurs within normal working hours,
unless expenses are incurred at least 50 miles from headquarters.
2006-438
Exhibit G (Continued)
2. If any of the reimbursement rates stated herein are changed by the Department of Personnel Adm inistration, no formal
contract amendment will be required to incorporate the new rates. However, DHS shall inform the contractor, in
writing, of the revised travel reimbursement rates.
3. For transportation expenses, the contractor must retain receipts for parking; taxi, airline, bus, or rail tickets; car rental;
or any other travel receipts pertaining to each trip for attachment to an invoice as substantiation for reimbursement.
Reimbursement may be requested for commercial carrier fares; private car mileage; parking fees; bridge tolls; taxi,
bus, or streetcar fares; and auto rental fees when substantiated by a receipt.
4. Note on use of autos: If a contractor uses his or her car for transportation, the rate of pay will be 34 cents maximum
per mile. If the contractor is a person with a disability who must operate a motor vehicle on official state business and
who can operate only specially equipped or modified vehicles may claim a rate of 37 cents per mile. If a contractor
uses his or her car "in lieu of' air fair, the air coach fair will be the maximum paid by the State. The contractor must
provide a cost comparison upon request by the state. Gasoline and routine automobile repair expenses are not
reimbursable.
5. The contractor is required to fumish details surrounding each period of travel. Travel detail may include, but not be
limited to: purpose of travel, departure and return times, destination points, miles driven, mode of transportation, etc.
6. Contractors are to consult with the program with which the contract is held to obtain specific invoicing procedures.
Travel Reimbursement Guide
Length of travel period This condition exists... Allowable Meal(s)
Less than 24 hours Travel begins at 6:00 a.m. or earlier and continues Breakfast
until 9:00 a.m. or later.
Less than 24 hours . Travel period ends at least one hour after the Dinner
regularly scheduled workday ends, or
. Travel period begins prior to or at 5:00 p.m. and
continues beyond 7:00 p.m.
24 hours Travel period is a full 24-hour period determined by Breakfast, lunch, and dinner
the time that the travel period begins and ends.
Last fractional part of more Travel period is more than 24 hours and traveler Breakfast
than 24 hours returns at or after 8:00a.m.
Travel period is more than 24 hours and traveler Lunch
returns at or after 2:00 p.m.
Travel period is more than 24 hours and traveler Dinner
returns at or after 7:00 p.m.
L