HomeMy WebLinkAbout2010-357
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RESOLUTION NO. 2010-357
RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY
OF SAN BERNARDINO AUTHORIZING THE CITY MANAGER TO EXECUTE A
RENEWAL LOCAL INCENTIVE GRANT AWARD AGREEMENT WITH THE
NETWORK FOR HEAL THY CALIFORNIA (NETWORK) IN THE AMOUNT OF
$310,506 FOR A THREE-YEAR PERIOD - OCTOBER 1, 2010 THROUGH
SEPTEMBER 30, 2013.
WHEREAS, on May 17, 2010 the Mayor and Common Council authorized the
submittal of Renewal Local Incentive Award Grant application to the California Department of
Health Services for a Network for Healthy California (NETWORK) grant in the amount of
$98,495 for the program year October 1,2010 through September 30, 2011, and;
WHEREAS, The California Department of Public Health has standardized its
contracting procedures and agreement formats as well as increased the grant term and amount
with the City; and
WHEREAS, the term of the Agreement shall be from October 1, 2010 through
September 30,2013.
BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE
CITY OF SAN BERNARDINO AS FOLLOWS:
SECTION 1. The City Manager of the City of San Bernardino is hereby authorized to
execute on behalf of said City an Agreement between the City of San Bernardino and California
Department of Public Health, a copy of which is attached hereto, marked as Attachment "1",
and incorporated herein by this reference as fully as though set forth at length.
SECTION 2. That pursuant to this determination the Director of Finance or her
designee is hereby authorized to appropriate the grant budget for FY 11-12, and FY 12-13 per
the staff report and agreement.
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RESOLUTION NO. 2010-357
RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY
3 OF SAN BERNARDINO AUTHORIZING THE CITY MANAGER TO EXECUTE A
RENEWAL LOCAL INCENTIVE GRANT AWARD AGREEMENT WITH THE
4 NETWORK FOR HEAL THY CALIFORNIA (NETWORK) IN THE AMOUNT OF
5 $310,506 FOR A THREE-YEAR PERIOD - OCTOBER 1, 2010 THROUGH
SEPTEMBER 30, 2013.
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SECTION 3. That the implementation date of the Agreement is October 1, 2010;
therefore, any action taken between October 1, 2010, and the date that this Resolution is
adopted is hereby ratified.
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RESOLUTION NO. 2010-357
RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY
OF SAN BERNARDINO AUTHORIZING THE CITY MANAGER TO EXECUTE A
RENEWAL LOCAL INCENTIVE GRANT AWARD AGREEMENT WITH THE
NETWORK FOR HEAL THY CALIFORNIA (NETWORK) IN THE AMOUNT OF
$310,506 FOR A THREE-YEAR PERIOD - OCTOBER 1, 2010 THROUGH
SEPTEMBER 30, 2013.
I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayor and
joint
Common Council of the City of San Bernardino at a regularmeeting thereof, held on the lE.L
day of November ,2010, by the following vote, to wit:
AYES
NAYS
ABSTAIN ABSENT
Council Members:
x
MARQUEZ
x
DESJARDINS
BRINKER
-L-
x
SHORETT
x
KELLEY
JOHNSON
x
x
McCAMMACK
Q~h~
Ra'cilel Clark, City Clerk
The foregoing resolution is hereby approved this ~~_ day of Novemb~~..__, 2010.
~~
atr' k J. Morris, Mayor
City of San Bernardino
2010-357
ATTACHMENT 1
-,,~.:. --'
~C-~PH
State of California-Health and Human Services Agency
California Department of Public Health
MARK B HORTON, MD, MSPH
Director
ARNOLD SCHWARZENEGGER
Governor
September 15, 2010
Charles McNeely, City Manager
City of San Bernardino Parks, Recreation and
Community Services Department
300 North "0" Street
San Bernardino, CA 92401
Attention: Glenda Martin-Robinson, Project Coordinator
Subject: Agreement Number 10-10075
Dear Ms. Martin-Robinson:
The California Department of Public Health (CDPH) has standardized its contracting procedures
and agreement formats. The enclosed agreement references on-line general terms and
conditions (GTC or GIA) that are not attached to the agreement. The cited terms may be
accessed at this Internet site: http://www.ols.dqs.ca.Qov/Standard+Lanquaqe/default.htm. The
enclosed agreement is not binding until signed by both parties and approved by the appropriate
state control agency (if required). No services are to be provided prior to approval, as CDPH is
not obligated to make any payment prior to final approval. Expeditious handling of this
agreement is appreciated.
For inquiries regarding this agreement, please contact Lori Milami, Contract Manager,
at (916) 327-8288 and cite the agreement number. Unless otherwise instructed, do not invoice
CDPH for services rendered under this agreement until a copy of the fully executed agreement
is received,
Required action is noted by each checked/marked item. Return all item(s) to the address
identified below:
--L Affix a signature to the enclosed agreement copy and each additional face sheet. Two
copies must bear original signatures. Return all items to CDPH for further processing.
A copy of the approved agreement will be distributed to you after it is fully executed.
Alterations, in general, are not allowed. Alterations and page replacements, if any, must
be pre-approved by CDPH and each visible alteration must be initialed by the person
who signs the agreement.
Non-Profit Aqreements: The signed agreements as indicated above must be
accompanied by a copy of your organizations 501 c(3) Non-profit status letter from the
Internal Revenue Service to prove non-profit status.
2010-357
ATTACHMENT 1
Charles McNeely, City Manager
Page 2
September 3, 2010
---2L- County. City. District. or other local public body Aareements: The signed
agreements as indicated above must be accompanied by a copy of the resolution, order,
motion, or ordinance of the local governing body, which by law has authority to enter into
the proposed agreement, authorizing execution of the agreement.
_ Complete, sign, and return the Payee Data Record (STD 204). Payments cannot be
issued without this form.
---2L- Go to http://www.ols.dqs.ca.qov/Standard+Lanquaqe/default.htm to review GTC version
that is referenced on the face of the agreement as Exhibit C. Review provision 11 to
locate the Contractor Certification Clause (CCG) number (e.g., 1005 or 304, etc.) that
applies to the enclosed agreement. Read the cited CCC in its entirety. Sign the first
page of the applicable cited Certification. Return the first page of the originally signed
Certification to the address noted below. Failure to return the appropriate signed CCC
will prohibit CDPH from doing business with your firm.
---2L- Other: State Share Budget(s). Attached to this letter is a copy of the final State Share
Budget(s) that has been incorporated into this agreement and made a part hereof by
reference in Exhibit E, Additional Provisions, paragraph 1.A. The State Share Budget(s)
must be signed by the person with signature authority to sign the Standard Agreement
(STD 213) contract pages. Please retain a copy of the signed State Share Budget(s) for
your file and return the original along with the signed STD 213 contract face sheets.
This signed State Share budget(s) must be on file at the Network for a Healthy
California before your contract will be processed further.
Return all designated materials to the following address:
California Department of Public Health
Network for a Healthy California
ATTENTION: Lori Milami, Contract Manager
1616 Capitol Avenue, Suite 74.516
Mail Station 7204
P.O. Box 997377
Sacramento, CA 95899-7377
Direct questions regarding this letter to Lori Milami at (916) 327-8288. Be sure to cite the
agreement number in all future correspondence.
Thank you for your attention to this matter.
Sincerely,
LORI MILAMI, Contract Manager
Network for a Healthy California
Enclosure(s)
2010-357
STATE OF CALIFORNIA
STANDARD AGREEMENT
STD 213 (CDPH Rev 9/09)
ATTACHMENT 1
REGISTRATION NUMBER
10-10075
AGREEMENT NUMBER
1. This Agreement is entered into between the State Agency and the Contractor named below:
(Also referred to as CDPH or the State)
STATE AGENCY'S NAME
California Department of Public Health
CONTRACTOR'S NAME
City of San Bernardino Parks, Recreation and Community Services Department
2. The term of this 10/01/2010 through 09/30/2013
Agreement is:
3. The maximum amount $ 310,506
of this Agreement is: Three Hundred Ten Thousand, Five Hundred-Six Dollars
4. The parties agree to comply with the terms and conditions of the following exhibits, which are by this reference made a
part of this
(Also referred to as Contractor)
Exhibit A - Scope of Work
Exhibit B - Budget Detail and Payment Provisions
Exhibit B, Attachment 1- Budget (Year 1)
Exhibit B, Attachment II - Budget (Year 2)
Exhibit B, Attachment III - Budget (Year 3)
Exhibit C * - General Terms and Conditions
Exhibit D(F) - Special Terms and Conditions (Attached hereto as part of this agreement)
[Notwithstanding provision 6 which does not apply to this agreement]
Exhibit E - Additional Provisions
Exhibit F - Contractor's Release
Exhibit G - Travel Reimbursement Information
Exhibit H - Information Privacy and Security Requirements
Exhibit I - Contractor Equipment Purchased With CDPH Funds
Exhibit J - Inventory/Disposition of CD PH-Funded Equipment
See Exhibit E, Provision 1 for additional incorporated exhibits.
Items shown above with an Asterisk (*), are hereby incorporated by reference and made part of this agreement as if attached hereto.
These documents can be viewed at htto://www.ols.das.ca.aov/Standard+Lanauaae.
IN WITNESS WHEREOF, this Agreement has been executed by the parties hereto.
10 pages
5 pages
2 pages
2 pages
2 pages
GTC 307
25 pages
2 pages
1 page
2 pages
10 pages
2 pages
2 pages
CONTRACTOR California Department of
CONTRACTOR'S NAME (if other than an individual, state whether a corporation, partnership, etc.) General Services Use Only
City of San Bernardino Parks, Recreation and Community Services Department
BY (Authorized Signature) I DATE SIGNED (Do not type)
~
PRINTED NAME AND TITLE OF PERSON SIGNING
Charles McNeely, City Manager
ADDRESS
300 North "0" Street, San Bernardino, CA 92401
STATE OF CALIFORNIA
AGENCY NAME
California Department of Public Health
BY (Authorized Signature) I DATE SIGNED (Do not type)
~
PRINTED NAME AND TITLE OF PERSON SIGNING D Exempt per:
Sandra Winters, Chief, Contracts and Purchasing Services Section
ADDRESS
1501 Capitol Avenue, Suite 71.5178, MS 1802, PO Box 997377
Sacramento, CA 95899-7377
2010-357
ATTACHMENT 1
STANDARD AGREEMENT (STD 213)
Page 2
City of San Bernardino Parks, Recreation
and Community Services Department
10-10075
4. (Continued from previous page)
Exhibit G - Travel Reimbursement Information
Exhibit H - Information Privacy and Security Requirements
Exhibit I - Contractor Equipment Purchased With CDPH Funds
Exhibit J - Inventory/Disposition of CDPH-Funded Equipment
2 pages
1 0 pages
2 pages
2 pages
See Exhibit E, Provision 1 for additional incorporated exhibits.
2010-357
ATTACHMENT 1
City of San Bernardino Parks, Recreation and Community Services Department
10-10075
FINAL STATE SHARE BUDGET
(Year 1)
(10/01/2010 through 09/30/2011)
Personnel $ 161,062
Fringe Benefits @ 32% of Personnel Salaries $ 51,540
Operating Expenses $ 0
Equipment $ 0
Travel $ 0
Subcontracts $ 0
Other Costs $ 0
Indirect Costs @ _ % of Total Direct Costs $ 0
Total $ 212.602
The Contractor may propose changes to this State Share Budget. All changes are subject to prior
written approval by the State. Said changes shall not require a formal contract amendment.
This State Share Budget has been incorporated in the contract and made a part thereof by reference in
Exhibit E, Additional Provisions, paragraph 1.A. As such, I hereby certify it as final and approved.
Signature and Title of Person with Contract Signature Authority
Date
Page 1 of 1
2010-357
ATTACHMENT 1
City of San Bernardino Parks, Recreation and Community Services Department
10-10075
FINAL STATE SHARE BUDGET
(Year 2)
(10/01/2011 through 09/30/2012)
Personnel $ 161,062
Fringe Benefits @ 32% of Personnel Salaries $ 51,540
Operating Expenses $ 0
Equipment $ 0
Travel $ 0
Subcontracts $ 0
Other Costs $ 0
Indirect Costs @ _% of Total Direct Costs $ 0
Total $ 212.602
The Contractor may propose changes to this State Share Budget. All changes are subject to prior
written approval by the State. Said changes shall not require a formal contract amendment.
This State Share Budget has been incorporated in the contract and made a part thereof by reference in
Exhibit E, Additional Provisions, paragraph 1.A. As such, I hereby certify it as final and approved.
Signature and Title of Person with Contract Signature Authority
Date
Page 1 of 1
2010-357
ATTACHMENT 1
City of San Bernardino Parks, Recreation and Community SeNices Department
10-10075
FINAL STATE SHARE BUDGET
(Year 3)
(10/01/2012 through 09/30/2013)
Personnel $ 161,062
Fringe Benefits @ 36.779% of Personnel Salaries $ 59,237
Operating Expenses $ 0
Equipment $ 0
Travel $ 0
Subcontracts $ 0
Other Costs $ 0
Indirect Costs @ _ % of Total Direct Costs $ 0
Total $ 220.299
The Contractor may propose changes to this State Share Budget. All changes are subject to prior
written approval by the State. Said changes shall not require a formal contract amendment.
This State Share Budget has been incorporated in the contract and made a part thereof by reference in
Exhibit E, Additional Provisions, paragraph 1.A. As such, I hereby certify it as final and approved.
Signature and Title of Person with Contract Signature Authority
Date
Page 1 of 1
2010-357
ATTACHMENT 1
City of San Bernardino Parks, Recreation and Community Services Department
10-10075
Exhibit A
Scope of Work
1. Service Overview
Contractor agrees to provide to the California Department of Public Health the services
described herein:
Contractor will provide nutrition education and physical activity promotion to United
States Department of Agriculture (USDA) Supplemental Nutrition Assistance Program
Education (SNAP-Ed) eligible families described herein.
2. Service Location
The services shall be performed at applicable facilities in San Bernardino County.
3. Service Hours
The services shall be provided during normal contractor working hours and days.
4. Project Representative
A. The project representatives during the term of this agreement will be:
California Department of Public Health
City of San Bernardino Parks, Rec &
Community Services
Project Director: Glenda Martin-Robinson
Telephone: (909) 384-5332
Fax: (909) 384-5160
E-mail: Robinson lend sbcit .or
CD PH Contract Manager: Lori Milami
Telephone: (916) 327-8288
Fax: (916) 449-5414
E-mail: Lori.Milamicdh.ca. ov
B. Direct all inquiries to:
California Department of Public Health
City of San Bernardino Parks, Rec &
Community Services
Section or Unit Name (if applicable):
Attention: Charles McNeely
300 North "on Street
San Bernardino, CA 92401
Network for a Healthy California
Attention: Christine Miller
1616 Capitol Avenue, Suite 74.516, MS 7204
P.O. Box 997377, MS 7204
Sacramento, CA 95899-7377
Telephone: (916) 445-8012
Fax: (916) 449-5414
E-mail: Christine. Miller cd
C. Either party may make changes to the information above by giving written notice to the other
party. Said changes shall not require an amendment to this agreement.
Page 1 of 10
2010-357
ATTACHMENT 1
City of San Bernardino Parks, Recreation and Community Services Department
10-10075
Exhibit A
Scope of Work
5. Allowable Informal Scope of Work (SOW) Changes
A. Changes and revisions to the SOW contained in the agreement, utilizing the "allowable
cost payment system", may be proposed by the Contractor in writing. All requested
changes and revisions are subject to the approval of the State. Failure to notify the State of
proposed revisions to the SOW may result in an audit finding.
B. The State will respond, in writing, as to the approval or disapproval of all such requests for
changes or revisions to the SOW within 30 calendar days of the date the request is received
in the program. Should the State fail to respond to the Contractor's request within 30
calendar days of receipt, the Contractor's request shall be deemed approved.
C. The State may also request changes and revisions to the SOW. The State will make a
good-faith effort to provide the Contractor 30 calendar days advance written notice of said
changes or revisions.
6. Progress Reports
A. The Contractor shall submit one original semi-annual progress report to CDPH in the format
prescribed by the State. The progress reports shall describe progress made in completing
agreement deliverables, challenges encountered, and solutions proposed.
B. Progress report periods and due dates are:
Budqet Period
Year 1: First Semiannual
Second Semiannual
Report Period
October 1, 2010- March 31, 2011
April 1 ,2011- September 30, 2011
Due Date
04/16/2011
09/30/2011
Year 2: First Semiannual
Second Semiannual
October 1, 2011 - March 31, 2012
April 1 , 2012- September 30, 2012
04/16/2012
09/30/2012
Year 3: First Semiannual
Second Semiannual
October 1,2012 - March 31, 2013
Apri/1, 2013- September 30, 2013
04/16/2013
09/30/2013
C. If the State does not receive complete and accurate progress reports by the required dates,
further payments to the Contractor may be suspended until complete and accurate reports
are received.
7. Contractor Requirements
The Contractor shall comply with the guidelines for the development of all education materials
as outlined in the Local Incentive Award Program Guidelines Manual. These Guidelines have
been incorporated into this agreement and made a part hereof by reference in Exhibit E,
Additional Provisions, paragraph 1. In particular, the Contractor shall comply with the following
requirements:
A. Submit any news release related to this agreement to the State for review prior to its
release.
Page 2 of 10
2010-357
ATTACHMENT 1
City of San Bernardino Parks, Recreation and Community Services Department
10-10075
Exhibit A
Scope of Work
B. The Contractor agrees to cooperate with the State in data collection related to evaluation of
program effectiveness as requested in the manner, format, and timeline prescribed by the
State. Data shall include, at a minimum, demographic descriptions of the population served,
audience reach, and items to measure program effectiveness. The data shall be submitted
in the required form prescribed by the State.
C. The Contractor agrees to cooperate with the State in the review and, when appropriate, the
field testing of statewide evaluation instruments and newly developed educational materials.
D. The Contractor shall ensure that the USDA SNAP-Ed is clearly identified as a sponsor or
support organization on ill! materials and products funded by the agreement (electronic,
print, audiovisual, media, etc.). The Contractor agrees to abide by the guidelines set for
usage of the Network logos on any products generated by the Contractor.
E. The Contractor agrees to cooperate with the State by participating in statewide meetings
and site visits, as deemed necessary by the State.
8. See the following pages for a detailed description of the services to be performed.
Page 3 of 10
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2010-357
Exhibit B
Budget Detail and Payment Provisions
ATTACHMENT 1
City of San Bernardino Parks, Recreation and
Community Services Department
10-10075
1. Invoicing and Payment
A. For services satisfactorily rendered, and upon receipt and approval of the invoices, the State
agrees to compensate the Contractor for actual expenditures incurred in accordance with
the budget(s) attached hereto.
B. Invoices shall include the Agreement Number and shall be submitted not more frequently
than quarterly in arrears to:
Lori Mi/ami, Contract Manager
California Department of Public Health
Network for a Healthy California
1616 Capitol Avenue, Suite 74.516
MS 7204
P.O. Box 997377
Sacramento, CA 95899-7377
C. Invoice shall:
1. Be prepared on company letterhead. If invoices are not on produced letterhead invoices
then it must be signed by an authorized official, employee or agent certifying that the
expenditures claimed represent actual expenses for the service performed under this
agreement.
2. Bear the Contractor's name as shown on the agreement.
3. Identify the billing and/or performance period covered by the invoice.
4. Itemize costs for the billing period in the same or greater level of detail as indicated in
this agreement. Subject to the terms of this agreement, reimbursement may only be
sought for those costs and/or cost categories expressly identified as allowable in this
agreement and approved by CDPH.
D. Quarterly invoices shall be submitted for payment within sixty (60) days following the end of
each calendar quarter in which the work was performed and costs incurred in the
performance of the agreement, unless the agreement has reached the expiration or
termination date (see paragraph 5, Timely Submission of Final Invoice) or a later or alternate
deadline is agreed to in writing by the program contract manager.
E. The State may, at its discretion, choose not to honor any delinquent invoice if the Contractor
fails to obtain prior written State approval of an alternate invoice submission deadline.
2. Budget Contingency Clause
A. It is mutually agreed that if the Budget Act of the current year and/or any subsequent years
covered under this Agreement does not appropriate sufficient funds for the program, this
Agreement shall be of no further force and effect. In this event, the State shall have no
liability to pay any funds whatsoever to Contractor or to furnish any other considerations
under this Agreement and Contractor shall not be obligated to perform any provisions of this
Agreement.
Page 1 of 5
2010-357
Exhibit B
Budget Detail and Payment Provisions
ATTACHMENT 1
City of San Bernardino Parks, Recreation and
Community Services Department
10-10075
B. If funding for any fiscal year is reduced or deleted by the Budget Act for purposes of this
program, the State shall have the option to either cancel this Agreement with no liability
occurring to the State, or offer an agreement amendment to Contractor to reflect the
reduced amount.
3. Prompt Payment Clause
Payment will be made in accordance with, and within the time specified in, Government Code
Chapter 4.5, commencing with Section 927.
4. Amounts Payable
A. The amount payable under this agreement shall not exceed:
1) $98,495 for the budget period of 10/01/2010 through 09/30/2011.
2) $103,420 for the budget period of 10/01/2011 through 09/30/2012.
3) $108,591 for the budget period of 10/01/2012 through 09/30/2013.
B. Reimbursement shall be made for allowable expenses up to the amount annually
encumbered commensurate with the state fiscal year in which services are performed and/or
goods are received.
C. The Contractor must maintain records reflecting actual expenditures for each state fiscal
year covered by the term of this agreement.
5. Timely Submission of Final Invoice
A. A final undisputed invoice shall be submitted for payment no more than sixty (60) calendar
days following the expiration or termination date of this agreement, unless a later or
alternate deadline is agreed to in writing by the program contract manager. Said invoice
should be clearly marked "Final Invoice", thus indicating that all payment obligations of the
State under this agreement have ceased and that no further payments are due or
outstanding.
B. The State may, at its discretion, choose not to honor any delinquent final invoice if the
Contractor fails to obtain prior written State approval of an alternate final invoice submission
deadline. Written State approval shall be sought from the program contract manager prior
to the expiration or termination date of this agreement.
C. The Contractor is hereby advised of its obligation to submit, with the final invoice, a
"Contractor's Release (Exhibit F)" acknowledging submission of the final invoice to the
State and certifying the approximate percentage amount, if any, of recycled products used in
performance of this agreement.
6. Allowable Line Item Shifts
A. Subject to the prior review and approval of the State, line item shifts of up to fifteen percent
(15%) of the annual agreement total, not to exceed a maximum of one hundred thousand
($100,000) annually are allowed, so long as the annual agreement total neither increases
nor decreases.
Page 2 of 5
2010-357
ATTACHMENT 1
City of San Bernardino Parks, Recreation and
Community Services Department
10-10075
Exhibit B
Budget Detail and Payment Provisions
The $100,000 maximum limit shall be assessed annually and automatically adjusted by the
State in accordance with cost-of-living indexes. Said adjustments shall not require a formal
agreement amendment. The State shall annually inform the Contractor in writing of the
adjusted maximum.
B. Line item shifts meeting this criteria shall not require a formal agreement amendment.
C. The Contractor shall adhere to State requirements regarding the process to follow in
requesting approval to make line item shifts.
D. Line item shifts may be proposed/requested by either the State or the Contractor.
7. Expense Allowability / Fiscal Documentation
A. Invoices, received from a Contractor and accepted and/or submitted for payment by the
State, shall not be deemed evidence of allowable agreement costs.
B. Contractor shall maintain for review and audit and supply to CDPH upon request, adequate
documentation of all expenses claimed pursuant to this agreement to permit a determination
of expense allowability.
C. If the allowability or appropriateness of an expense cannot be determined by the State
because invoice detail, fiscal records, or backup documentation is nonexistent or inadequate
according to generally accepted accounting principles or practices, all questionable costs
may be disallowed and payment may be withheld by the State. Upon receipt of adequate
documentation supporting a disallowed or questionable expense, reimbursement may
resume for the amount substantiated and deemed allowable.
D. If travel is a reimbursable expense, receipts must be maintained to support the claimed
expenditures. For more information on allowable travel and per diem expenses and
required documentation, see Exhibit G entitled, "Travel Reimbursement Information",
E. Costs and/or expenses deemed unallowable are subject to recovery by CDPH.
See provision 8 in this exhibit entitled, "Recovery of Overpayments" for more information.
8. Recovery of Overpayments
A. Contractor agrees that claims based upon a contractual agreement or an audit finding
and/or an auditing finding that is appealed and upheld, will be recovered by the State and/or
Federal Government by one of the following options:
1) Contractor's remittance to the State of the full amount of the audit exception within 30
days following the State's request for repayment;
2) A repayment schedule which is agreeable to both the State and the Contractor.
B. The State reserves the right to select which option will be employed and the Contractor will
be notified by the State in writing of the claim procedure to be utilized.
Page 3 of 5
2010-357
ATTACHMENT 1
City of San Bernardino Parks, Recreation and
Community Services Department
10-10075
Exhibit B
Budget Detail and Payment Provisions
C. Interest on the unpaid balance of the audit finding or debt will accrue at a rate equal to the
monthly average or the rate received on investments in the Pooled Money Investment Fund
commencing on the date that an audit or examination finding is mailed to the Contractor,
beginning 30 days after Contractor's receipt of the State's demand for repayment.
D. If the Contractor has filed a valid appeal regarding the report of audit findings, recovery of
the overpayments will be deferred until a final administrative decision on the appeal has
been reached. If the Contractor loses the final administrative appeal, Contractor shall repay,
to the State, the over-claimed or disallowed expenses, plus accrued interest. Interest
accrues from the Contractor's first receipt of State's notice requesting reimbursement of
questioned audit costs or disallowed expenses.
9. Contractor's State Share Requirements
A. The contractor shall contribute qualifying network nutrition education contributions from its
own resources as detailed in the Contractor's State Share Budgets signed and approved as
final by both parties. These State Share Budgets have been incorporated into this
agreement and made a part hereof by reference in Exhibit E, Additional Provisions,
paragraph 1.A. The Contractor's State Share contribution must be from a public, non-
Federal source.* The Contractor's State Share contribution cannot be used to match
another Federal program. In addition, the qualifying nutrition education intervention must
target Supplemental Nutrition Assistance Program Education (SNAP-Ed) recipients and/or
other similar households living at not higher than 185 percent of the Federal Poverty Level
or for school districts and other education agencies, interventions must target low-resource
schools, defined as those with 50% of students or more eligible for free or reduced-price
school meals.
*Exception: Indian Tribal Organizations can use federal grant funds that are designated as
an allowable source of State Share dollars directed toward nutrition education.
B. The Contractor is responsible for maintaining verifiable records of all State Share
contributions. The Contractor shall submit quarterly, State Share reports documenting State
Share contributions. The State Share documentation report shall be submitted in a form
and format prescribed by the State. The Contractor shall be reimbursed for services
satisfactorily performed at a rate of not more than 50% of every allowable state share dollar
Contractor contributes and for which contractor provides adequate documentation.
C. The Contractor shall return any funds necessary to repay the State for any State or Federal
audit exceptions resulting in the disallowance of agreement funds in which the Contractor
has not complied with the requirements of this agreement and applicable Federal
requirements.
D. The Contractor agrees to match each Federal dollar with two dollars of Contractor's State
Share contributions as detailed in the Contractor's State Share Budgets. The Contractor's
State Share Budgets represent the minimum support the contractor agrees to provide in
exchange for the payments received. Any changes to the Contractor's State Share Budgets
as referenced in Exhibit E, Additional Provisions, paragraph 1.A. may be proposed by the
Contractor. All changes are subject to prior written approval by the State. Changes to State
Share Budgets do not require a formal amendment.
Page 4 of 5
2010-357
ATTACHMENT 1
City of San Bernardino Parks, Recreation and
Community Services Department
10-10075
Exhibit B
Budget Detail and Payment Provisions
10. Revenue
A. This provision supersedes and replaces provision 6 entitled, "Income Restrictions"
appearing in Special Terms and Conditions Exhibit D(F).
B. If the Contractor realizes a profit from the sale of nutrition education materials (videos,
literature, etc. paid with agreement dollars), it must report the amount to the State as
Contractor income on the SF-269 form. The Contractor shall make the SF-269 form
available to the State on request. The Contractor shall place any income, fees, or
reimbursements accruing to or received by the Contractor for services rendered under this
agreement into a separate identifiable account. Revenues generated by the Contractor as a
result of this State agreement must be utilized to meet identified, agreed upon, program-
related needs of the Contractor, or must be returned to the State. Any revenues accruing to
the Contractor, based on services supported in whole or in part by the State pursuant to this
agreement, shall be used to defray costs incurred by this project to measurably expand the
program or improve the quality of services detailed in this agreement, and must be approved
in writing by the State. Adequate documentation of the use of these funds shall be
maintained.
11. Advance Payment
No advance payment is allowed under this agreement.
Page 5 of 5
2010-357
ATTACHMENT 1
City of San Bernardino Parks, Recreation and
Community Services Department
10-10075
Exhibit B Attachment I
BUDGET
(Year 1)
(10/01/2010 through 09/30/2011)
Personnel
$ 56,740
$ 22,696
Fringe Benefits (40% of Personnel)
Equipment
$
$
o
Operating Expenses
o
Travel
(Travel costs as required to meet stated objectives as outlined in the Scope of Work.
All travel rates will align with current DPA rates as stated in the contract.)
$ 6,047
Subcontracts
(Per Exhibit D(F) Paragraph 5.a(3)(g) of this agreement and State Contracting Manual
Volume 1. 3.06, D.1., this contract is exempt from bidding requirements and
subcontracting restrictions based on the contract's classification as a Direct
Service/Subvention Agreement.)
$
o
Other Costs
$ 13,012
Indirect Costs L% of Total Costs)
$
o
Total $ 98.495
See Page 2 for itemization of line items as appropriate to this contract.
Page 1 of 2
2010-357
ATTACHMENT 1
City of San Bernardino Parks, Recreation and
Community Services Department
10-10075
Exhibit B Attachment I
BUDGET
(Year 1)
(10/01/2010 through 09/30/2011)
Line Item Itemization
Personnel
$56,740
Position Title Annual Total Budget
Salary/Range FTE %
Community Liaison $42,310 100% $42,310
Recreation Specialist $23,088 12.5% $2,886
Recreation Leader 4 x $23,088 x 12.5 FTE $92,352 50% $11,554
OperatinQ Expenses
$0
EQuipment
$0
Subcontracts
$0
Other Costs
$13,012
$6,000
$6,012
$1,000
Page 2 of 2
2010-357
ATTACHMENT 1
City of San Bernardino Parks, Recreation and
Community Services Department
10-10075
Exhibit B Attachment II
BUDGET
(Year 2)
(10/01/2011 through 09/30/2012)
Personnel
$ 58,856
$ 23,542
Fringe Benefits (40% of Personnel)
Operating Expenses
$
o
Equipment
$
o
Travel
(Travel costs as required to meet stated objectives as outlined in the Scope of Work.
All travel rates will align with current DPA rates as stated in the contract.)
$ 6,047
Subcontracts
(Per Exhibit D(F) Paragraph 5.a(3)(g) of this agreement and State Contracting Manual
Volume 1. 3.06, D.1., this contract is exempt from bidding requirements and
subcontracting restrictions based on the contract's classification as a Direct
Service/Subvention Agreement.)
$
o
Other Costs
$ 14,975
Indirect Costs L% of Total Costs)
$
o
Total $ 103.420
See Page 2 for itemization of line items as appropriate to this contract.
Page 1 of 2
2010-357
ATTACHMENT 1
City of San Bernardino Parks, Recreation and
Community Services Department
10-10075
Exhibit B Attachment II
BUDGET
(Year 2)
(10/01/2011 through 09/30/2012)
Line Item Itemization
Personnel
$58,856
Position Title Annual Total Budget
Salarv/Range FTE %
Community Liaison $44,426 100% $44,426
Recreation Specialist $23,088 12.5% $2,886
Recreation Leader 4 x $23,088 x 12.5 HE $92,352 50% $11,544
OperatinQ Expenses
$0
Equipment
$0
Subcontracts
$0
Other Costs
$14,975
$7,012
$7,963
Page 2 of 2
2010-357
ATTACHMENT 1
City of San Bernardino Parks, Recreation and
Community Services Department
10-10075
Exhibit B Attachment III
BUDGET
(Year 3)
(10/01/2012 through 09/30/2013)
Personnel
$ 59,967
$ 23,987
Fringe Benefits (40% of Personnel)
Operating Expenses
$
o
Equipment
$ 2,000
$ 6,052
Travel
(Travel costs as required to meet stated objectives as outlined in the Scope of Work.
All travel rates will align with current DPA rates as stated in the contract.)
Subcontracts
(Per Exhibit D(F) Paragraph 5.a(3)(g) of this agreement and State Contracting Manual
Volume 1. 3.06, 0.1., this contract is exempt from bidding requirements and
subcontracting restrictions based on the contract's classification as a Direct
Service/Subvention Agreement.)
$
o
Other Costs
$ 16,585
Indirect Costs L% of Total Costs)
$
o
Total $ 108.591
See Page 2 for itemization of line items as appropriate to this contract.
Page 1 of 2
2010-357
ATTACHMENT 1
City of San Bernardino Parks, Recreation and
Community Services Department
10-10075
Exhibit B Attachment III
BUDGET
(Year 3)
(10/01/2012 through 09/30/2013)
Line Item Itemization
Personnel
$59,967
Position Title Annual Total Budget
Salary/Range FTE%
Community Liaison $45,537 100% $45,537
Recreation Specialist $23,088 12.5% $2,886
Recreation Leader 4 x $23,088 x 12.5 FTE $92,352 50% $11,544
OperatinQ Expenses
$0
Equipment
I Computer
$2,000
$2,000 I
Subcontracts
$0
Other Costs
$16,585
$8,900
$7,685
Page 2 of 2
2010-357
ATTACHMENT 1
CCC-307
CERTIFICATION
I, the official named below, CERTIFY UNDER PENALTY OF PERJURY that I am duly
authorized to legally bind the prospective Contractor to the clause(s) listed below. This
certification is made under the laws of the State of California.
Contractor/Bidder Firm Name (Printed)
City of San Bernardino Parks, Recreation and Community Services Federal ID Number
Dept. 95-6000772
By (Authorized Signature)
Printed Name and Title of Person Signing
Date Executed Executed in the County of
CONTRACTOR CERTIFICATION CLAUSES
1. STATEMENT OF COMPLIANCE: Contractor has, unless exempted, complied with
the nondiscrimination program requirements. (Gov. Code S12990 (a-f) and CCR, Title 2,
Section 8103) (Not applicable to public entities.)
2. DRUG-FREE WORKPLACE REQUIREMENTS: Contractor will comply with the
requirements of the Drug-Free Workplace Act of 1990 and will provide a drug-free
workplace by taking the following actions:
a. Publish a statement notifying employees that unlawful manufacture, distribution,
dispensation, possession or use of a controlled substance is prohibited and specifying
actions to be taken against employees for violations.
b. Establish a Drug-Free Awareness Program to inform employees about:
I) the dangers of drug abuse in the workplace;
2) the person's or organization's policy of maintaining a drug-free workplace;
3) any available counseling, rehabilitation and employee assistance programs; and,
4) penalties that may be imposed upon employees for drug abuse violations.
c. Every employee who works on the proposed Agreement will:
1) receive a copy of the company's drug-free workplace policy statement; and,
2) agree to abide by the terms of the company's statement as a condition of employment
on the Agreement.
Failure to comply with these requirements may result in suspension of payments under
the Agreement or termination of the Agreement or both and Contractor may be ineligible
for award of any future State agreements if the department determines that any of the
2010-357
ATTACHMENT 1
following has occurred: the Contractor has made false certification, or violated the
certification by failing to carry out the requirements as noted above. (Gov. Code 98350 et
seq.)
3. NATIONAL LABOR RELATIONS BOARD CERTIFICATION: Contractor certifies
that no more than one (1) final unappealable finding of contempt of court by a Federal
court has been issued against Contractor within the immediately preceding two-year
period because of Contractor's failure to comply with an order of a Federal court, which
orders Contractor to comply with an order of the National Labor Relations Board. (Pub.
Contract Code 910296) (Not applicable to public entities.)
4. CONTRACTS FOR LEGAL SERVICES $50,000 OR MORE- PRO BONO
REQUIREMENT: Contractor hereby certifies that contractor will comply with the
requirements of Section 6072 of the Business and Professions Code, effective January 1,
2003.
Contractor agrees to make a good faith effort to provide a minimum number of hours of
pro bono legal services during each year of the contract equal to the lessor of 30
multiplied by the number of full time attorneys in the firm's offices in the State, with the
number of hours prorated on an actual day basis for any contract period of less than a full
year or 10% of its contract with the State.
Failure to make a good faith effort may be cause for non-renewal of a state contract for
legal services, and may be taken into account when determining the award of future
contracts with the State for legal services.
5. EXP A TRIA TE CORPORATIONS: Contractor hereby declares that it is not an
expatriate corporation or subsidiary of an expatriate corporation within the meaning of
Public Contract Code Section 10286 and 10286.1, and is eligible to contract with the
State of California.
6. SWEA TFREE CODE OF CONDUCT:
a. All Contractors contracting for the procurement or laundering of apparel, garments or
corresponding accessories, or the procurement of equipment, materials, or supplies, other
than procurement related to a public works contract, declare under penalty of perjury that
no apparel, garments or corresponding accessories, equipment, materials, or supplies
furnished to the state pursuant to the contract have been laundered or produced in whole
or in part by sweatshop labor, forced labor, convict labor, indentured labor under penal
sanction, abusive forms of child labor or exploitation of children in sweatshop labor, or
with the benefit of sweatshop labor, forced labor, convict labor, indentured labor under
penal sanction, abusive forms of child labor or exploitation of children in sweatshop
labor. The contractor further declares under penalty of perjury that they adhere to the
Sweatfree Code of Conduct as set forth on the California Department of Industrial
Relations website located at www.dir.ca.gov. and Public Contract Code Section 6108.
b. The contractor agrees to cooperate fully in providing reasonable access to the
contractor's records, documents, agents or employees, or premises if reasonably required
by authorized officials of the contracting agency, the Department ofIndustrial Relations,
2010-357
ATTACHMENT 1
or the Department of Justice to determine the contractor's compliance with the
requirements under paragraph (a).
7. DOMESTIC PARTNERS: For contracts over $100,000 executed or amended after
January 1,2007, the contractor certifies that contractor is in compliance with Public
Contract Code section 10295.3.
DOING BUSINESS WITH THE STATE OF CALIFORNIA
The foHowing laws apply to persons or entities doing business with the State of
California.
1. CONFLICT OF INTEREST: Contractor needs to be aware of the following provisions
regarding current or former state employees. If Contractor has any questions on the
status of any person rendering services or involved with the Agreement, the awarding
agency must be contacted immediately for clarification.
Current State Employees (Pub. Contract Code 910410):
1). No officer or employee shaH engage in any employment, activity or enterprise from
which the officer or employee receives compensation or has a financial interest and
which is sponsored or funded by any state agency, unless the employment, activity or
enterprise is required as a condition of regular state employment.
2). No officer or employee shaH contract on his or her own behalf as an independent
contractor with any state agency to provide goods or services.
Former State Employees (Pub. Contract Code 910411):
1). For the two-year period from the date he or she left state employment, no former state
officer or employee may enter into a contract in which he or she engaged in any of the
negotiations, transactions, planning, arrangements or any part of the decision-making
process relevant to the contract while employed in any capacity by any state agency.
2). For the twelve-month period from the date he or she left state employment, no former
state officer or employee may enter into a contract with any state agency if he or she was
employed by that state agency in a policy-making position in the same general subject
area as the proposed contract within the 12-month period prior to his or her leaving state
service.
If Contractor violates any provisions of above paragraphs, such action by Contractor shall
render this Agreement void. (Pub. Contract Code 910420)
Members of boards and commissions are exempt from this section if they do not receive
payment other than payment of each meeting of the board or commission, payment for
preparatory time and payment for per diem. (Pub. Contract Code 910430 (e))
2010-357
ATTACHMENT 1
2. LABOR CODE/WORKERS' COMPENSATION: Contractor needs to be aware of the
provisions which require every employer to be insured against liability for Worker's
Compensation or to undertake self-insurance in accordance with the provisions, and
Contractor affirms to comply with such provisions before commencing the performance
of the work of this Agreement. (Labor Code Section 3700)
3. AMERICANS WITH DISABILITIES ACT: Contractor assures the State that it
complies with the Americans with Disabilities Act (ADA) of 1990, which prohibits
discrimination on the basis of disability, as well as all applicable regulations and
guidelines issued pursuant to the ADA. (42 U.S.C. 12101 et seq.)
4. CONTRACTOR NAME CHANGE: An amendment is required to change the
Contractor's name as listed on this Agreement. Upon receipt of legal documentation of
the name change the State will process the amendment. Payment of invoices presented
with a new name cannot be paid prior to approval of said amendment.
5. CORPORATE OUALIFICA TIONS TO DO BUSINESS IN CALIFORNIA:
a. When agreements are to be performed in the state by corporations, the contracting
agencies will be verifying that the contractor is currently qualified to do business in
California in order to ensure that all obligations due to the state are fulfilled.
b. "Doing business" is defined in R&TC Section 23101 as actively engaging in any
transaction for the purpose of financial or pecuniary gain or profit. Although there are
some statutory exceptions to taxation, rarely will a corporate contractor performing
within the state not be subject to the franchise tax.
c. Both domestic and foreign corporations (those incorporated outside of California) must
be in good standing in order to be qualified to do business in California. Agencies will
determine whether a corporation is in good standing by calling the Office of the Secretary
of State.
6. RESOLUTION: A county, city, district, or other local public body must provide the
State with a copy of a resolution, order, motion, or ordinance of the local governing body
which by law has authority to enter into an agreement, authorizing execution of the
agreement.
7. AIR OR WATER POLLUTION VIOLATION: Under the State laws, the Contractor
shall not be: (1) in violation of any order or resolution not subject to review promulgated
by the State Air Resources Board or an air pollution control district; (2) subject to cease
and desist order not subject to review issued pursuant to Section 13301 of the Water
Code for violation of waste discharge requirements or discharge prohibitions; or (3)
finally determined to be in violation of provisions of federal law relating to air or water
pollution.
8. PAYEE DATA RECORD FORM STD. 204: This form must be completed by all
contractors that are not another state agency or other governmental entity.
S:\ADMIN\HOMEP AGE\CCC\CCC-307 .doc
California Department of Public Health
2010-357
Special Terms and Conditions
ATTACHMENT 1
Exhibit O(F)
(For federally funded service contracts or agreements and grant agreements)
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, "agreement", "grant", "grant agreement",
"Grantee" and "Subgrantee" respectively.
The terms "California Department of Public Health" and "CDPH" shall have the same meaning and refer to the
California State agency that is a party to this Agreement.
This exhibit contains provisions that require strict adherence to various contracting laws and policies. Some
provisions herein are conditional and only apply if specified conditions exist (i.e., agreement total exceeds a certain
amount, agreement is federally funded, etc.). The provisions herein apply to this Agreement unless the provisions
are removed by reference on the face of this Agreement, the provisions are superseded by an alternate provision
appearing elsewhere in this Agreement, or the applicable conditions do not exist.
Index of Special Terms and Conditions
1. Federal Equal Employment Opportunity
Requirements
2. Travel and Per Diem Reimbursement
3. Procurement Rules
4. Equipment Ownership / Inventory / Disposition
5. Subcontract Requirements
6. Income Restrictions
7. Audit and Record Retention
8. Site Inspection
9. Federal Contract Funds
10. Intellectual Property Rights
11. Air or Water Pollution Requirements
12. Prior Approval of Training Seminars, Workshops
or Conferences
13. Confidentiality of Information
14. Documents, Publications, and Written Reports
15. Dispute Resolution Process
16. Financial and Compliance Audit Requirements
17. Human Subjects Use Requirements
18. Novation Requirements
19. Debarm ent and Suspension Certification
20. Smoke-Free Workplace Certification
21. Covenant Against Contingent Fees
22. Payment Withholds
23. Performance Evaluation
24. Officials Not to Benefit
25. Four-Digit Date Compliance
26. Prohibited Use of State Funds for Software
27. Use of Small, Minority Owned and Women's
Businesses
28. Alien Ineligibility Certification
29. Union Organizing
30. Contract Uniformity (Fringe Benefit Allowability)
31. Lobbying Restrictions and Disclosure Certification
CDPH Exhibit D(F) (9/09)
Page 1 of 25
2010-357
California Department of Public Health - Special Terr:&l'T9\~M@W~ions
Exhibit D (F)
1. Federal Equal Opportunity Requirements
(Applicable to all federally funded agreements entered into by the California Department of Public Health
(CDPH) formerly known as California Department of Health Services (CDHS).)
a. The Contractor will not discriminate against any employee or applicant for employment because of race,
color, religion, sex, national origin, physical or mental handicap, disability, age or status as a disabled
veteran or veteran of the Vietnam era. The Contractor will take affirmative action to ensure that qualified
applicants are employed, and that employees are treated during employment, without regard to their race,
color, religion, sex, national origin, physical or mental handicap, disability, age or status as a disabled
veteran or veteran of the Vietnam era. Such action shall include, but not be limited to the following:
employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination;
rates of payor other forms of compensation; and career development opportunities and selection for
training, including apprenticeship. The Contractor agrees to post in conspicuous places, available to
employees and applicants for employment, notices to be provided by the Federal Government or CDPH,
setting forth the provisions of the Equal Opportunity clause, Section 503 of the Rehabilitation Act of 1973
and the affirmative action clause required by the Vietnam Era Veterans' Readjustment Assistance Act of
1974 (38 U.S.C. 4212). Such notices shall state the Contractor's obligation under the law to take
affirmative action to employ and advance in employment qualified applicants without discrimination based
on their race, color, religion, sex, national origin physical or mental handicap, disability, age or status as a
disabled veteran or veteran of the Vietnam era and the rights of applicants and employees.
b. The Contractor will, in all solicitations or advancements for employees placed by or on behalf of the
Contractor, state that all qualified applicants will receive consideration for employment without regard to
race, color, religion, sex, national origin physical or mental handicap, disability, age or status as a disabled
veteran or veteran of the Vietnam era.
c. The Contractor will send to each labor union or representative of workers with which it has a collective
bargaining agreement or other contract or understanding a notice, to be provided by the Federal
Government or the State, advising the labor union or workers' representative of the Contractor's
. commitments under the provisions herein and shall post copies of the notice in conspicuous places
available to employees and applicants for employment.
d. The Contractor will comply with all provisions of and furnish all information and reports required by Section
503 of the Rehabilitation Act of 1973, as amended, the Vietnam Era Veterans' Readjustment Assistance
Act of 1974 (38 U.s.C. 4212) and of the Federal Executive Order No. 11246 as amended, including by
Executive Order 11375, 'Amending Executive Order 11246 Relating to Equal Employment Opportunity,'
and as supplemented by regulation at 41 CFR part 60, "Office of the Federal Contract Compliance
Programs, Equal Employment Opportunity, Department of Labor," and of the rules, regulations, and
relevant orders of the Secretary of Labor.
e. The Contractor will furnish all information and reports required by Federal Executive Order No. 11246 as
amended, including by Executive Order 11375, 'Amending Executive Order 11246 Relating to Equal
Employment Opportunity,' and as supplemented by regulation at 41 CFR part 60, "Office of the Federal
Contract Compliance Programs, Equal Employment Opportunity, Department of Labor," and the
Rehabilitation Act of 1973, and by the rules, regulations, and orders of the Secretary of Labor, or pursuant
thereto, and will permit access to its books, records, and accounts by the State and its designated
representatives and the Secretary of Labor for purposes of investigation to ascertain compliance with such
rules, regulations, and orders.
f. In the event of the Contractor's noncompliance with the requirements of the provisions herein or with any
federal rules, regulations, or orders which are referenced herein, this Agreement may be cancelled,
terminated, or suspended in whole or in part and the Contractor may be declared ineligible for further
federal and state contracts in accordance with procedures authorized in Federal Executive Order No.
11246 as amended and such other sanctions may be imposed and remedies invoked as provided in
Federal Executive Order No. 11246 as amended, including by Executive Order 11375, 'Amending
Executive Order 11246 Relating to Equal Employment Opportunity,' and as supplemented by regulation at
41 CFR part 60, "Office of the Federal Contract Compliance Programs, Equal Employment Opportunity,
Department of Labor," or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided
bylaw.
CDPH Exhibit D(F) (9/09)
Page 2 of 25
2010-357
California Department of Public Health - Special Terwmt.oo~~tions
Exhibit D (F)
g. The Contractor will include the provisions of Paragraphs a through g in every subcontract or purchase
order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to
Federal Executive Order No. 11246 as amended, including by Executive Order 11375, 'Amending
Executive Order 11246 Relating to Equal Employment Opportunity,' and as supplemented by regulation at
41 CFR part 60, "Office of the Federal Contract Compliance Programs, Equal Employment Opportunity,
Department of Labor," or Section 503 of the Rehabilitation Act of 1973 or (38 U.S.C. 4212) of the Vietnam
Era Veteran's Readjustment Assistance Act, so that such provisions will be binding upon each
subcontractor or vendor. The Contractor will take such action with respect to any subcontract or purchase
order as the Director of the Office of Federal Contract Compliance Programs or CDPH may direct as a
means of enforcing such 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 CDPH, the Contractor may request in writing to CDPH, 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
(Applicable if travel and/or per diem expenses are reimbursed with agreement funds.)
Reimbursement for travel and per diem expenses from CDPH 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 (OPA), for non represented state employees as stipulated in CDPH's Travel
Reimbursement Information Exhibit. 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
OPA rates may be approved by CDPH 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 authorization from CDPH. Verbal authorization should be confirmed in writing. Written
authorization may be in a form including fax or email confirmation.
3. Procurement Rules
(Applicable to all agreements in which equipment, property, commodities and/or supplies are furnished by
CDPH or expenses for said items are reimbursed with state or federal funds.)
a. Equipment definitions
Wherever the term equipment /property is used, the following definitions shall apply:
(1) Major equipmenUproperty: 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 CDPH or the cost is
reimbursed through this Agreement. Software and videos are examples of intangible items that meet
this definition.
(2) Minor equipment/property: A tangible item having a base unit cost of less than $5,000 with a life
expectancy of one (1) year or more and is either furnished by CDPH or the cost is reimbursed through
this Agreement.
b. Government and public entities (including state colleges/universities 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 equipment above the annual maximum limit of $50,000, the Contractor shall make
arrangements through the appropriate CDPH Program Contract Manager, to have all remaining
CDPH Exhibit D(F) (9/09)
Page 3 of 25
2010-357
California Department of Public Health - Special Terl7ilPT\i\~i1'i€~{jlpitions
Exhibit D (F)
equipment purchased through CDPH's Purchasing Unit. The cost of equipment purchased by or
through CDPH shall be deducted from the funds available in this Agreement. Contractor shall submit
to the CD PH Program Contract Manager a list of equipment specifications for those items that the
State must procure. The State may pay the vendor directly for such arranged equipment purchases
and title to the equipment will remain with CDPH. The equipment will be delivered to the Contractor's
address, as stated on the face of the Agreement, unless the Contractor notifies the CDPH Program
Contract Manager, in writing, of an alternate delivery address.
(2) All equipment purchases are subject to Paragraphs d through h of Provision 3. Paragraph b of
Provision 3 shall also apply, if equipment purchases are delegated to subcontractors that are either a
government or public entity.
(3) Nonprofit organizations and commercial businesses, shall use a procurement system that meets the
following standards:
(a) Maintain a code or standard of conduct that shall govern the performance of its officers,
employees, or agents engaged in awarding procurement contracts. No employee, officer, or
agent shall participate in the selection, award, or administration of a procurement, or bid contract
in which, to his or her knowledge, he or she has a financial interest.
(b) Procurements shall be conducted in a manner that provides, to the maximum extent practical,
open, and free competition.
(c) Procurements shall be conducted in a manner that provides for all of the following:
[1] Avoid purchasing unnecessary or duplicate items.
[2] Equipment solicitations shall be based upon a clear and accurate description of the technical
requirements of the goods to be procured.
[3] Take positive steps to utilize small and veteran owned businesses.
d. Unless waived or otherwise stipulated in writing by CDPH, prior written authorization from the appropriate
CDPH Program Contract Manager will be required before the Contractor will be reimbursed for any
purchase of $5,000 or more for commodities, supplies, equipment, and services related to such'
purchases. The Contractor must provide in its request for authorization all particulars necessary, as
specified by CDPH, for evaluating the' necessity or desirability of incurring such costs. The term
"purchase" excludes the purchase of services from a subcontractor and public utility services at rates
established for uniform applicability to the general public.
e. In special circumstances, determined by CDPH (e.g., when CDPH has a need to monitor certain
purchases, etc.), CDPH may require prior written authorization and/or the submission of paid vendor
receipts for any purchase, regardless of dollar amount. CDPH reserves the right to either deny claims for
reimbursement or to request repayment for any Contractor aM/or subcontractor purchase that CDPH
determines to be unnecessary in carrying out performance under this Agreement.
f. The Contractor and/or subcontractor must maintain a copy or narrative description of the procurement
system, guidelines, rules, or regulations that will be used to make purchases under this Agreement. The
State reserves the right to request a copy of these documents and to inspect the purchasing practices of
the Contractor and/or subcontractor at any time.
g. For all purchases, the Contractor and/or subcontractor must maintain copies of all paid vendor invoices,
documents, bids and other information used in vendor selection, for inspection or audit. Justifications
supporting the absence of bidding (i.e., sole source purchases) shall also be maintained on file by the
Contractor and/or subcontractor for inspection or audit.
h. CDPH 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.
CDPH Exhibit D(F) (9/09)
Page 4 of 25
2010-357
California Department of Public Health - Special Ter~oo~~tions
Exhibit D (F)
4. Equipment Ownership /Inventory / Disposition
(Applicable to agreements in which equipment and/or property is furnished by CDPH and/or when said items
are purchased or reimbursed with state or federal funds.)
a. Wherever the terms equipment and/or property are used in Provision 4, the definitions in Provision 3,
Paragraph a, shall apply.
Unless otherwise stipulated in this Agreement, all equipment and/or property that are
purchasedlreimbursed with agreement funds or furnished by CDPH under the terms of this Agreement
shall be considered state equipment and the property of CDPH.
(1) CD PH requires the reporting, tagging and annual inventorying of all equipment and/or property that is
furnished by CDPH or purchased/reimbursed with funds provided through this Agreement.
Upon receipt of equipment and/or property, the Contractor shall report the receipt to the CDPH
Program Contract Manager. To report the receipt of said items and to receive property tags,
Contractor shall use a form or format designated by CDPH's Asset Management Unit. If the
appropriate form (i.e., Contractor Equipment Purchased with CDPH Funds) does not accompany this
Agreement, Contractor shall request a copy from the CDPH 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 property to the CDPH Program Contract
Manager using a form or format designated by CDPH's Asset Management Unit. If an inventory
report form (i.e., Inventory/Disposition of CDPH-Funded Equipment) does not accompany this
Agreement, Contractor shall request a copy from the CDPH Program Contract Manager. Contractor
shall:
(a) Include in the inventory report, equipment and/or property in the Contractor's possession and/or in
the possession of a subcontractor (including independent consultants).
(b) Submit the inventory report to CDPH according to the instructions appearing on the inventory form
or issued by the CDPH Program Contract Manager.
(c) Contact the CDPH Program Contract Manager to learn how to remove, trade-in, sell, transfer or
survey off, from the inventory report, expired equipment and/or property that is no longer wanted,
usable or has passed its life expectancy. Instructions will be supplied by CDPH's Asset
Management Unit.
b. Title to state equipment and/or property shall not be affected by its incorporation or attachment to any
property not owned by the State.
c. Unless otherwise stipulated, CDPH 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 state equipment and/or 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 property.
(1) In administering this provision, CDPH may require the Contractor and/or Subcontractor to repair or
replace, to CDPH's satisfaction, any damaged, lost or stolen state equipment and/or property.
Contractor and/or Subcontractor shall immediately file a theft report with the appropriate police agency
or the California Highway Patrol and Contractor shall promptly submit one copy of the theft report to
the CDPH Program Contract Manager.
e. Unless otherwise stipulated by the program funding this Agreement, equipment and/or property
purchased/reimbursed with agreement funds or furnished by CD PH under the terms of this Agreement,
shall only be used for performance of this Agreement or another CDPH agreement.
CD PH Exhibit D(F) (9/09)
Page 5 of 25
2010-357
California Department of Public Health - Special TerlJ'ill'T\4.00~~ions
Exhibit D (F)
f. Within sixty (60) calendar days prior to the termination or end of this Agreement, the Contractor shall
provide a final inventory report of equipment and/or property to the CDPH Program Contract Manager and
shall, at that time, query CDPH as to the requirements, including the manner and method, of returning
state equipment and/or property to CDPH. Final disposition of equipment and/or property shall be at
CDPH expense and according to CDPH instructions. Equipment and/or property disposition instructions
shall be issued by CDPH immediately after receipt of the final inventory report. At the termination or
conclusion of this Agreement, CDPH may at its discretion, authorize the continued use of state equipment
and/or property for performance of work under a different CDPH agreement.
g. Motor Vehicles
(Applicable only if motor vehicles are purchased/reimbursed with agreement funds or furnished by CD PH
under this Agreement.)
(1) If motor vehicles are purchased/reimbursed with agreement funds or furnished by CDPH under the
terms of this Agreement, within thirty (30) calendar days prior to the termination or end of this
Agreement, the Contractor and/or Subcontractor shall return such vehicles to CDPH and shall deliver
all necessary documents of title or registration to enable the proper transfer of a marketable title to
CDPH.
(2) If motor vehicles are purchased/reimbursed with agreement funds or furnished by CDPH under the
terms of this Agreement, the State of California shall be the legal owner of said motor vehicles and the
Contractor shall be the registered owner. The Contractor and/or a subcontractor may only use said
vehicles for performance and under the terms of this Agreement.
(3) The Contractor and/or Subcontractor agree that all operators of motor vehicles,
purchased/reimbursed with agreement funds or furnished by CDPH under the terms of this
Agreement, shall hold a valid State of California driver's license. In the event that ten or more
passengers are to be transported in anyone vehicle, the operator shall also hold a State of California
Class B driver's license.
(4) If any motor vehicle is purchased/reimbursed with agreement funds or furnished by CDPH under the
terms of this Agreement, the Contractor and/or Subcontractor, as applicable, shall provide, maintain,
and certify that, at a minimum, the following type and amount of automobile liability insurance is in
effect during the term of this Agreement or any extension period during which any vehicle remains in
the Contractor's and/or Subcontractor's possession:
Automobile Liability Insurance
(a) The Contractor, by signing this Agreement, hereby certifies that it possesses or will obtain
automobile liability insurance in the amount of $1,000,000 per occurrence for bodily injury and
property damage combined. Said insurance must be obtained and made effective upon the
delivery date of any motor vehicle, purchased/reimbursed with agreement funds or furnished by
CDPH under the terms of this Agreement, to the Contractor and/or Subcontractor.
(b) The Contractor and/or Subcontractor shall, as soon as practical, furnish a copy of the certificate of
insurance to the CDPH Program Contract Manager. The certificate of insurance shall identify the
CDPH contract or agreement number for which the insurance applies.
(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 CDPH.
(d) The Contractor and/or Subcontractor agree to provide, at least 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.
CD PH Exhibit D(F) (9/09)
Page 6 of 25
2010-357
California Department of Public Health - Special Teqa:lJSrfi!B~~1tions
Exhibit 0 (F)
(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 Public Health (CDPH)).
[2] 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.
[3] The insurance carrier shall notify CDPH, 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 shall
contain a reference to each 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 CD PH, 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, CDPH may, in addition to any other
remedies it may have, terminate this Agreement upon the occurrence of such event.
5. Subcontract Requirements
(Applicable 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
securing subcontracts for services costing $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 information necessary for evaluating
the necessity or desirability of incurring such cost.
(2) The State may identify the information needed to fulfill this requirement.
(3) Subcontracts performed by the following entities or for the service types listed below are exempt from
the bidding and sole source justification requirements:
(a) A local governmental entity or the federal government,
(b) A State college or university from any State,
(c) A Joint Powers Authority,
(d) An auxiliary organization of a California State University or a California community college,
(e) A foundation organized to support the Board of Governors of the California Community Colleges,
(f) An auxiliary organization of the Student Aid Commission established under Education Code S
69522,
(g) Entities of any type that will provide subvention aid or direct services to the public,
(h) Entities and/or service types identified as exempt from advertising in State Contracting Manual
5.80. View this publication at the following Internet address:
http://www.o/s.dqs.ca.qov/Contract+ManuaI/Chapters4through6.htm .
b. CDPH reserves the right to approve or disapprove the selection of subcontractors and with advance
written notice, require the substitution of subcontractors and require the Contractor to terminate
subcontracts entered into in support of this Agreement.
CDPH Exhibit D{F) (9/09)
Page 7 of 25
2010-357
California Department of Public Health - Special Ter~~~~~ions
Exhibit D (F)
(1) Upon receipt of a written notice from CDPH requiring the substitution and/or termination of a
subcontract, the Contractor shall take steps to ensure the completion of any work in progress and
select a replacement, if applicable, within 30 calendar days, unless a longer period is agreed to by
CDPH.
c. Actual subcontracts (i.e., written agreement between the Contractor and a subcontractor) of $5,000 or
more are subject to the prior review and written approval of CDPH. CDPH may, at its discretion, elect to
waive this right. All such waivers shall be confirmed in writing by CDPH.
d. Contractor shall maintain a copy of each subcontract entered into in support of this Agreement and shall,
upon request by CDPH, make copies available for approval, inspection, or audit.
e. CDPH assumes no responsibility for the payment of subcontractors used in the performance of this
Agreement. Contractor accepts sole responsibility for the payment of subcontractors used in the
performance of this Agreement.
f. The Contractor is responsible for all performance requirements under this Agreement even though
performance may be carried out through a subcontract.
g. The Contractor shall ensure that all subcontracts for services include provision(s) requiring compliance
with applicable terms and conditions specified in this Agreement.
h. The Contractor agrees to include the following clause, relevant to record retention, in all subcontracts for
services:
"(Subcontractor Name) agrees to maintain and preserve, until three years after termination of
(Agreement Number) and final payment from CDPH to the Contractor, to permit CDPH or any duly
authorized representative, to have access to, examine or audit any pertinent books, documents,
papers and records related to this subcontract and to allow interviews of any employees who
might reasonably have information related to such records."
i. Unless otherwise stipulated in writing by CDPH, the Contractor shall be the subcontractor's sole point of
contact for all matters related to performance and payment under this Agreement.
j. Contractor shall, as applicable, advise all subcontractors of their obligations 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 31 or other
numbered provisions herein that deemed applicable.
6. Income Restrictions
Unless 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 CDPH, to the extent that they are properly allocable to costs for which the
Contractor has been reimbursed by CDPH 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 CDPH, 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 right to
CDPH Exhibit D(F) (9/09)
Page 8 of 25
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California Department of Public Health - Special Terr]l.l~MOO1ifj:ions
Exhibit 0 (F)
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 right 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 and/or 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 period, whichever
is later.
e. The Contractor and/or 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,
CO ROM, or other data storage medium. Upon request by an authorized representative to inspect, audit
or obtain copies of said records, the Contractor and/or Subcontractor must supply or make available
applicable devices, hardware, and/or software necessary to view, copy and/or print said records.
Applicable devices may include, but are not limited to, microfilm readers and microfilm printers, etc.
g. The Contractor shall, if applicable, comply with the Single Audit Act and the audit reporting requirements
set forth in OMS Circular A-133.
8. Site Inspection
The State, through any authorized representatives, has the right at all reasonable times to inspect or otherwise
evaluate the work performed or being performed hereunder including subcontract supported activities and the
premises in which it is being performed. If any inspection or evaluation is made of the premises of the
Contractor or Subcontractor, the Contractor shall provide and shall require Subcontractors to provide all
reasonable facilities and assistance for the safety and convenience of the authorized representatives in the
performance of their duties. All inspections and evaluations shall be performed in such a manner as will not
unduly delay the work.
9. Federal Contract Funds
(Applicable only to that portion of an agreement funded in part or whole with federal funds.)
a. It is mutually understood between the parties that this Agreement may have been written before
ascertaining the availability of congressional appropriation of funds, for the mutual benefit of both parties,
in order to avoid program and fiscal delays which would occur if the Agreement were executed after that
determination was made.
b. This agreement is valid and enforceable only if sufficient funds are made available to the State by the
United States Government for the fiscal years covered by the term of this Agreement. In addition, this
Agreement is subject to any additional restrictions, limitations, or conditions enacted by the Congress or
any statute enacted by the Congress which may affect the provisions, terms or funding of this Agreement
in any manner.
CDPH Exhibit D(F) (9/09)
Page 9 of 25
2010-357
California Department of Public Health - Special TerI]i[PT~~~~ions
Exhibit D (F)
c, It is mutually agreed that if the Congress does not appropriate sufficient funds for the program, this
Agreement shall be amended to reflect any reduction in funds,
d, COPH has the option to invalidate or cancel the Agreement with 30-days advance written notice or to
amend the Agreement to reflect any reduction in funds,
10. Intellectual Property Rights
a. Ownership
(1) Except where COPH has agreed in a signed writing to accept a license, CDPH shall be and remain,
without additional compensation, the sole owner of any and all rights, title and interest in all Intellectual
Property, from the moment of creation, whether or not jointly conceived, that are made, conceived,
derived from, or reduced to practice by Contractor or CDPH and which result directly or indirectly from
this Agreement.
(2) For the purposes of this Agreement, Intellectual Property means recognized protectable rights and
interest such as: patents, (whether or not issued) copyrights, trademarks, service marks, applications
for any of the foregoing, inventions, trade secrets, trade dress, logos, insignia, color combinations,
slogans, moral rights, right of publicity, author's rights, contract and licensing rights, works, mask
works, industrial design rights, rights of priority, know how, design flows, methodologies, devices,
business processes, developments, innovations, good will and all other legal rights protecting
intangible proprietary information as may exist now and/or here after come into existence, and all
renewals and extensions, regardless of whether those rights arise under the laws of the United States,
or any other state, country or jurisdiction.
(a) For the purposes of the definition of Intellectual Property, "works" means all literary works, writings
and printed matter including the medium by which they are recorded or reproduced, photographs,
art work, pictorial and graphic representations and works of a similar nature, film, motion pictures,
digital images, animation cells, and other audiovisual works including positives and negatives
thereof, sound recordings, tapes, educational materials, interactive videos and any other materials
or products created, produced, conceptualized and fixed in a tangible medium of expression, It
includes preliminary and final products and any materials and information developed for the
purposes of producing those final products. Works does not include articles submitted to peer
review or reference journals or independent research projects.
(3) In the performance of this Agreement, Contractor will exercise and utilize certain of its Intellectual
Property in existence prior to the effective date of this Agreement. In addition, under this Agreement,
Contractor may access and utilize certain of COPH's Intellectual Property in existence prior to the
effective date of this Agreement. Except as otherwise set forth herein, Contractor shall not use any of
COPH's Intellectual Property now existing or hereafter existing for any purposes without the prior
written permission of CDPH. Except as otherwise set forth herein, neither the Contra,ctor nor
CD PH shall give any ownership interest in or rights to its Intellectual Property to the other
Party. If during the term of this Agreement, Contractor accesses any third-party Intellectual Property
that is licensed to CDPH, Contractor agrees to abide by all license and confidentiality restrictions
applicable to COPH in the third-party's license agreement.
(4) Contractor agrees to cooperate with CDPH in establishing or maintaining CDPH's exclusive rights in
the Intellectual Property, and in assuring CDPH's sole rights against third parties with respect to 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) to include
all Intellectual Property provisions. Such terms must include, but are not limited to, the subcontractor
assigning and agreeing to assign to CDPH all rights, title and interest in Intellectual Property made,
conceived, derived from, or reduced to practice by the subcontractor, Contractor or CDPH and which
result directly or indirectly from this Agreement or any subcontract.
(5) Contractor further agrees to assist and cooperate with CDPH in all reasonable respects, and execute
all documents and, subject to reasonable availability, give testimony and take all further acts
reasonably necessary to acquire, transfer, maintain, and enforce CDPH's Intellectual Property rights
and interests.
CDPH Exhibit O(F) (9/09)
Page 10 of 25
2010-357
California Department of Public Health - Special Ter~OO~~ions
Exhibit 0 (F)
b. Retained Rights / License Rights
(1) Except for Intellectual Property made, conceived, derived from, or reduced to practice by Contractor
or CDPH and which result directly or indirectly from this Agreement, Contractor shall retain title to all
of its Intellectual Property to the extent such Intellectual Property is in existence prior to the effective
date of this Agreement. Contractor hereby grants to CDPH, without additional compensation, a
permanent, non-exclusive, royalty free, paid-up, worldwide, irrevocable, perpetual, non-terminable
license to use, reproduce, manufacture, sell, offer to sell, import, export, modify, publicly and privately
display/perform, distribute, and dispose Contractor's Intellectual Property with the right to sublicense
through multiple layers, for any purpose whatsoever, to the extent it is incorporated in the Intellectual
Property resulting from this Agreement, unless Contractor assigns all rights, title and interest in the
Intellectual Property as set forth herein.
(2) Nothing in this provision shall restrict, limit, or otherwise prevent Contractor from using any ideas,
concepts, know-how, methodology or techniques related to its performance under this Agreement,
provided that Contractor's use does not infringe the patent, copyright, trademark rights, license or
other Intellectual Property rights of CD PH or third party, or result in a breach or default of any
provisions of this Exhibit or result in a breach of any provisions of law relating to confidentiality.
c. Copyright
(1) Contractor agrees that for purposes of copyright law, all works [as defined in Paragraph a,
subparagraph (2)(a) of this provision] of authorship made by or on behalf of Contractor in connection
with Contractor's performance of this Agreement shall be deemed "works made for hire". Contractor
further agrees that the work of each person utilized by Contractor in connection with the performance
of this Agreement will be a "work made for hire," whether that person is an employee of Contractor or
that person has entered into an agreement with Contractor to perform the work. Contractor shall
enter into a written agreement with any such person that: (i) all work performed for Contractor shall be
deemed a "work made for hire" under the Copyright Act and (ii) that person shall assign all right, title,
and interest to CDPH to any work product made, conceived, derived from, or reduced to practice by
Contractor or CDPH and which result directly or indirectly from this Agreement.
(2) All materials, including, but not limited to. visual works or text, reproduced or distributed pursuant to
this Agreement that include Intellectual Property made, conceived, derived from, or reduced to
practice by Contractor or CDPH and which result directly or indirectly from this Agreement, shall
include CD PH's notice of copyright, which shall read in 3mm or larger typeface: "@ [Enter Current
Year e.g., 2007, ete.], Department of Public Health. This material may not be reproduced or
disseminated without prior written permission from the Department of Public Health." This notice
should be placed prominently on the materials and set apart from other matter on the page where it
appears. Audio productions shall contain a similar audio notice of copyright.
d. Patent Rights
With respect to inventions made by Contractor in the performance of this Agreement, which did not result
from research and development specifically included in the Agreement's scope of work, Contractor hereby
grants to CDPH a license as described under Section b of this provision for devices or material
incorporating, or made through the use of such inventions. If such inventions result from research and
development work specifically included within the Agreement's scope of work, then Contractor agrees to
assign to CDPH, without additional compensation, all its right, title and interest in and to such inventions
and to assist CDPH in securing United States and foreign patents with respect thereto.
e. Third-Party Intellectual Property
Except as provided herein, Contractor agrees that its performance of this Agreement shall not be
dependent upon or include any Intellectual Property of Contractor or third party without first: (i) obtaining
CDPH's prior written approval; and (ii) granting to or obtaining for CDPH, without additional compensation,
a license, as described in Section b of this provision, for any of Contractor's or third-party's Intellectual
Property in existence prior to the effective date ofthis Agreement. If such a license upon the these terms
is unattainable, and CDPH determines that the Intellectual Property should be included in or is required for
CDPH Exhibit D(F) (9/09)
Page 11 of 25
2010-357
California Department of Public Health - Special Terry;m-A~Pi~\tions
Exhibit D (F)
Contractor's performance of this Agreement, Contractor shall obtain a license under terms acceptable to
CDPH.
f. Warranties
(1) Contractor represents and warrants that:
(a) It is free to enter into and fully perform this Agreement.
(b) It has secured and will secure all rights and licenses necessary for its performance of this
Agreement.
(c) Neither Contractor's performance of this Agreement, nor the exercise by either Party of the rights
granted in this Agreement, nor any use, reproduction, manufacture, sale, offer to sell, import,
export, modification, public and private display/performance, distribution, and disposition of the
Intellectual Property made, conceived, derived from, or reduced to practice by Contractor or
CDPH and which result directly or indirectly from this Agreement will infringe upon or violate any
Intellectual Property right, non-disclosure obligation, or other proprietary right or interest of any
third-party or entity now existing under the laws of, or hereafter existing or issued by, any state,
the United States, or any foreign country. There is currently no actual or threatened claim by any
such third party based on an alleged violation of any such right by Contractor.
(d) Neither Contractor's performance nor any part of its performance will violate the right of privacy of,
or constitute a libel or slander against any person or entity.
(e) It has secured and will secure all rights and licenses necessary for Intellectual 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 CDPH 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) It 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) CDPH 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 CDPH 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 infringement, or any other type of actual or alleged infringement claim,
arising out of CDPH's use, reproduction, manufacture, sale, offer to sell, distribution, import, export,
modification, public and private performance/display, license, and disposition of the Intellectual
CDPH Exhibit D(F) (9/09)
Page 12 of 25
2010-357
California Department of Public Health - Special Ter~n~r~m{Wions
Exhibit D (F)
Property made, conceived, derived from, or reduced to practice by Contractor or CD PH 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. CDPH reserves the right to participate in and/or control, at
Contractor's expense, any such infringement action brought against CDPH.
(2) Should any Intellectual Property licensed by the Contractor to CDPH under this Agreement become
the subject of an Intellectual Property infringement claim, Contractor will exercise its authority
reasonably and in good faith to preserve CDPH's right to use the licensed Intellectual Property in
accordance with this Agreement at no expense to CDPH. CDPH 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 CDPH to continue using the licensed
Intellectual Property; or, replace or modify the licensed Intellectual Property so that the replaced or
modified Intellectual Property becomes non-infringing provided that such replacement or modification
is functionally equivalent to the original licensed Intellectual Property. If such remedies are not
reasonably available, CDPH 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) Contractor agrees that damages alone would be inadequate to compensate CDPH for breach of any
term of this Intellectual Property Exhibit by Contractor. Contractor acknowledges CDPH would suffer
irreparable harm in the event of such breach and agrees CDPH shall be entitled to obtain equitable
relief, including without limitation an injunction, from a court of competent jurisdiction, without
restriction or limitation of any other rights and remedies available at law or in equity.
h. Federal Funding
In any agreement funded in whole or in part by the federal government, CDPH may acquire and maintain
the Intellectual Property rights, title, and ownership, which results directly or indirectly from the Agreement;
except as provided in 37 Code of Federal Regulations part 401.14; however, the federal government shall
have a non-exclusive, nontransferable, irrevocable, paid-up license throughout the world to use, duplicate,
or dispose of such Intellectual Property throughout the world in any manner for governmental purposes
and to have and permit others to do so.
i. Survival
The provisions set forth herein shall survive any termination or expiration of this Agreement or any project
schedule.
11. Air or Water Pollution Requirements
Any federally funded agreement and/or subcontract in excess of $100,000 must comply with the following
provisions unless said agreement is exempt under 40 CFR 15.5.
a. Government contractors agree to comply with all applicable standards, orders, or requirements issued
under section 306 of the Clean Air Act [42 U.S.C. 1857(h)], section 508 of the Clean Water Act (33 U.S.C.
1368), Executive Order 11738, and Environmental Protection Agency regulations (40 CFR part 15).
b. Institutions of higher education, hospitals, nonprofit organizations and commercial businesses agree to
comply with all applicable standards, orders, or requirements issued under the Clean Air Act (42 U.S.C.
7401 et seq.), as amended, and the Federal Water Pollution Control Act (33 U.S.C. 1251 et seq.), as
amended.
12. Prior Approval of Training Seminars, Workshops or Conferences
Contractor shall obtain prior CDPH approval of the location, costs, dates, agenda, instructors, instructional
materials, and attendees at any reimbursable training seminar, workshop, or conference conducted pursuant
to this Agreement and of any reimbursable publicity or educational materials to be made available for
distribution. The Contractor shall acknowledge the support of the State whenever publicizing the work under
this Agreement in any media. This provision does not apply to necessary staff meetings or training sessions
held for the staff of the Contractor or Subcontractor to conduct routine business matters.
CDPH Exhibit D(F) (9/09)
Page 13 of 25
2010-357
California Department of Public Health - Special Terl'l(~~~~ions
Exhibit D (F)
13. Confidentiality of Information
a. The Contractor and its employees, agents, or subcontractors shall protect from unauthorized disclosure
names and other identifying information concerning persons either receiving services pursuant to this
Agreement or persons whose names or identifying information become available or are disclosed to the
Contractor, its employees, agents, or subcontractors as a result of services performed under this
Agreement, except for statistical information not identifying any such person.
b. The Contractor and its employees, agents, or subcontractors shall not use such identifying information for
any purpose other than carrying out the Contractor's obligations under this Agreement.
c. The Contractor and its employees, agents, or subcontractors shall promptly transmit to the CDPH
Program Contract Manager all requests for disclosure of such identifying information not emanating from
the client or person.
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 CDPH without prior written
authorization from the CDPH Program Contract Manager, except if disclosure is required by State or
Federal law.
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.
f. As deemed applicable by CDPH, this provision may be supplemented by additional terms and conditions
covering personal health information (PHI) or personal, sensitive, and/or confidential information (PSCI).
Said terms and conditions will be outlined in one or more exhibits that will either be attached to this
Agreement or incorporated into this Agreement by reference.
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
contractual communications) 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 or agreements 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 there is a dispute arising from CDPH's action in the
administration of an agreement. If there is a dispute or grievance between the Contractor and CDPH, the
Contractor must seek resolution using the procedure outlined below.
(1) The Contractor should first informally discuss the problem with the CDPH Program Contract Manager.
If the problem cannot be resolved informally, 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 render a decision within ten (10) working days after receipt of the written grievance from the
Contractor. The Branch Chief shall respond in writing to the Contractor indicating the decision and
reasons therefore. If the Contractor disagrees with the Branch Chief's decision, the Contractor may
appeal to the second level.
(2) When appealing to the second level, the Contractor must prepare an appeal indicating the reasons for
disagreement with Branch Chief's decision. The Contractor shall include with the appeal a copy of the
Contractor's original statement of dispute along with any supporting evidence and a copy of the
Branch Chief's decision. The appeal shall be addressed to the Deputy Director of the division in which
CDPH Exhibit D(F) (9/09)
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Exhibit D (F)
the branch is organized within ten (10) working days from receipt of the Branch Chief's decision. The
Deputy Director of the division in which the branch is organized 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
in which the branch is organized or his/her designee shall be directed to the Contractor within twenty
(20) working days of receipt of the Contractor's second level appeal.
b. If the Contractor wishes to appeal the decision of the Deputy Director of the division in which the branch is
organized 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 Section 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 in writing by CDPH, all dispute, grievance and/or appeal correspondence shall
be directed to the CDPH Program Contract Manager.
e. There are organizational differences within CDPH's funding programs and the management levels
identified in this dispute resolution provision may not apply in every contractual situation. When a
grievance is received and organizational differences exist, the Contractor shall be notified in writing by the
CDPH Program Contract Manager of the level, name, and/or title of the appropriate management official
that is responsible for issuing a decision at a given level.
16. Financial and Compliance Audit Requirements
a. The definitions used in this provision are contained in Section 38040 of the Health and Safety Code, which
by this reference is made a part hereof.
b. Direct service contract means a contract or agreement for services contained in local assistance or
subvention programs or both (see Health and Safety [H&S] Code section 38020). Direct service contracts
shall not include contracts, agreements, grants, or subventions to other governmental agencies or units of
government nor contracts or agreements with regional centers or area agencies on aging (H&S Code
section 38030).
c. The Contractor, as indicated below, agrees to obtain one of the following audits:
(1) If the Contractor is a nonprofit orqanization (as defined in H&S Code section 38040) and receives
$25,000 or more from any State aqency under a direct service contract or aqreement; the Contractor
agrees to obtain an annual single, organization wide, financial and compliance audit. Said audit shall
be conducted according to Generally Accepted Auditing Standards. This audit does not fulfill the audit
requirements of Paragraph c(3) below. The audit shall be completed by the 15th day of the fifth
month following the end of the Contractor's fiscal year, and/or
(2) If the Contractor is a nonprofit orqanization (as defined in H&S Code section 38040) and receives less
than $25,000 per year from any State aqency under a direct service contract or aqreement, the
Contractor agrees to obtain a biennial single, organization wide financial and compliance audit, unless
there is evidence of fraud or other violation of state law in connection with this Agreement. This audit
does not fulfill the audit requirements of Paragraph c(3) below. The audit shall be completed by the
15th day of the fifth month following the end of the Contractor's fiscal year, and/or
(3) If the Contractor is a State or Local Government entity or Nonprofit orqanization (as defined by the
Federal Office of Management and Budget [OMB] Circular A-133) and expends $500,000 or more in
Federal awards, the Contractor agrees to obtain an annual single, organization wide, financial and
compliance audit according to the requirements specified in OMB Circular A-133 entitled "Audits of
States, Local Governments, and Non-Profit Organizations". An audit conducted pursuant to this
provision will fulfill the audit requirements outlined in Paragraphs c(1) and c(2) above. The audit shall
be completed by the end of the ninth month following the end of the audit period. The requirements of
CDPH Exhibit D(F) (9/09)
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Exhibit D (F)
this provision apply if:
(a) The Contractor is a recipient expending Federal awards received directly from Federal awarding
agencies, or
(b) The Contractor is a subrecipient expending Federal awards received from a pass-through entity
such as the State, County or community based organization.
(4) If the Contractor submits to CDPH a report of an audit other than an OMS A-133 audit, the Contractor
must also submit a certification indicating the Contractor has not expended $500,000 or more. in
federal funds for the year covered by the audit report.
d. Two copies of the audit report shall be delivered to the CDPH program funding this Agreement. The audit
report must identify the Contractor's legal name and the number assigned to this Agreement. The audit
report shall be due within 30 days after the completion of the audit. Upon receipt of said audit report, the
CDPH Program Contract Manager shall forward the audit report to CDPH's Audits and Investigations Unit
if the audit report was submitted under Section 16.c(3), unless the audit report is from a City, County, or
Special District within the State of California whereby the report will be retained by the funding program.
e. The cost of the audits described herein may be included in the funding for this Agreement up to the
proportionate amount this Agreement represents of the Contractor's total revenue. The CDPH program
funding this Agreement must provide advance written approval of the specific amount allowed for said
audit expenses.
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
subcontract/subaward, includes any tests or examination of materials derived from the human body.)
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Exhibit D (F)
By signing this Agreement, Contractor agrees that if any performance under this Agreement or any
subcontract or sub agreement 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, CDPH shall act upon the proposal within 60 days after
receipt of the written proposal. CDPH 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 60-day period and confirmed in writing within five days of said decision. Upon written
acceptance of the proposal, CDPH 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 riot limited to 7 CFR Part 3017, 45 CFR 76, 40 CFR 32 or 34
CFR 85.
b. By signing this Agreement, the Contractor 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 application/proposal/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 in Paragraph b(2) herein;
and
(4) Have not within a three-year period preceding this application/proposal/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 the State.
(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.
c. If the Contractor is unable to certify to any of the statements in this certification, the Contractor shall
submit an explanation to the CDPH Program Contract Manager.
d. The terms and definitions herein have the meanings set out in the Definitions and Coverage sections of
the rules implementing Federal Executive Order 12549.
e. If the Contractor knowingly violates this certification, in addition to other remedies available to the Federal
Government, the CDPH may terminate this Agreement for cause or default.
CD PH Exhibit D(F) (9/09)
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Exhibit D (F)
20. Smoke-Free Workplace Certification
(Applicable to federally funded agreements/grants and subcontracts/subawards, that provide health, day care,
early childhood development services, education or library services to children under 18 directly or through
local governments.)
a. Public Law 103-227, also known as the Pro-Children Act of 1994 (Act), requires that smoking not be
permitted in any portion of any indoor facility owned or leased or contracted for by an entity and used
routinely or regularly for the provision of health, day care, early childhood development services, education
or library services to children under the age of 18, if the services are funded by federal programs either
directly or through state or local governments, by federal grant, contract, loan, or loan guarantee. The law
also applies to children's services that are provided in indoor facilities that are constructed, operated, or
maintained with such federal funds. The law does not apply to children's services provided in private
residences; portions of facilities used for inpatient drug or alcohol treatment; service providers whose sole
source of applicable federal funds is Medicare or Medicaid; or facilities where WIC coupons are
redeemed.
b. Failure to comply with the provisions of the law may result in the imposition of a civil monetary penalty of
up to $1,000 for each violation and/or the imposition of an administrative compliance order on the
responsible party.
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 solicit/secure 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, CDPH 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 entities.)
Unless waived or otherwise stipulated in this Agreement, CDPH 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 CDPH 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.)
CDPH 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 CDPH.
Negative performance evaluations may be considered by CDPH prior to making future contract awards.
CD PH Exhibit D(F) (9/09)
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California Department of Public Health - Special Ter~oo~~ions
Exhibit D (F)
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. Four-Digit Date Compliance
(Applicable to agreements in which Information Technology (IT) services are provided to CDPH or if IT
equipment is procured.)
Contractor warrants that it will provide only Four-Digit Date Compliant (as defined below) Deliverablesand/or
services to the State. "Four Digit Date compliant" Deliverables and services can accurately process, calculate,
compare, and sequence date data, including without limitation date data arising out of or relating to leap years
and changes in centuries. This warranty and representation is subject to the warranty terms and conditions of
this Contract and does not limit the generality of warranty obligations set forth elsewhere herein.
26. Prohibited Use of State Funds for Software
(Applicable to agreements in which computer software is used in performance of the work.)
Contractor certifies that 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.
27. Use of Small, Minority Owned and Women's Businesses
(Applicable to that portion of an agreement that is federally funded and entered into with institutions of higher
education, hospitals, nonprofit organizations or commercial businesses.)
Positive efforts shall be made to use small businesses, minority-owned firms and women's business
enterprises, whenever possible (i.e., procurement of goods and/or services). Contractors shall take all of the
following steps to further this goal.
(1) Ensure that small businesses, minority-owned firms, and women's business enterprises are used to the
fullest extent practicable.
(2) Make information on forthcoming purchasing and contracting opportunities available and arrange time
frames for purchases and contracts to encourage and facilitate participation by small businesses, minority-
owned firms, and women's business enterprises.
(3) Consider in the contract process whether firms competing for larger contracts intend to subcontract with
small businesses, minority-owned firms, and women's business enterprises.
(4) Encourage contracting with consortiums of small businesses, minority-owned firms and women's business
enterprises when a contract is too large for one of these firms to handle individually.
(5) Use the services and assistance, as appropriate, of such organizations as the Federal Small Business
Administration and the U.S. Department of Commerce's Minority Business Development Agency in the
solicitation and utilization of small businesses, minority-owned firms and women's business enterprises.
28. Alien Ineligibility Certification
(Applicable to sole proprietors entering federally funded agreements.)
By signing this Agreement, the Contractor certifies that he/she is not an alien that ;s ineligible for state and
local benefits, as defined in Subtitle B of the Personal Responsibility and Work Opportunity Act. (8 U.S.C.
1601, et seq.)
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California Department of Public Health - Special Ten:m'r9W;<j:!1I~:~l(jltJ~ions
Exhibit D (F)
29. Union Organizing
(Applicable only to grant agreements.)
Grantee, by signing this Agreement, hereby acknowledges the applicability of Government Code Sections
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.
30. 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, CDPH sets forth the following policies, procedures, and guidelines
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. Specific allowable fringe benefits include:
(1) Fringe benefits in the form of 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 pension/retirement 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. Contractor agrees that all frinqe benefits shall be at actual cost.
CDPH Exhibit D(F) (9/09)
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California Department of Public Health - Special TerlJlll'"M~M~mNions
Exhibit 0 (F)
f. Earned/Accrued Compensation
(1) Compensation for vacation, sick leave and holidays is limited to that amount earned/accrued within
the agreement term Unused vacation, sick leave and holidays earned from periods prior to the
agreement term cannot be claimed as allowable costs. See Provision f (3)(a) for an example
(2) For multiple year agreements, vacation and sick leave compensation, which is earned/accrued but not
paid, dueto employee(s) not taking time off may be carried over and claimed within the overall term of
the multiple years of the Agreement. Holidays cannot be carried over from one agreement year to the
next. See Provision f (3)(b) for an example.
(3) For single year agreements, vacation, sick leave and holiday compensation that is earned/accrued but
not paid, due to employee(s) not taking time off within the term of the Agreement, cannot be claimed
as an allowable cost. See Provision f (3)(c) for an example.
(a) Example No.1:
If an employee, John Doe, earns/accrues three weeks of vacation and twelve days of sick leave
each year, then that is the maximum amount that may be claimed during a one year agreement.
If John Doe has five weeks of vacation and eighteen days of sick leave at the beginning of an
agreement, the Contractor during a one-year budget period may only claim up to three weeks of
vacation and twelve days of sick leave as actually used by the employee. Amounts
earned/accrued in periods prior to the beginning of the Agreement are not an allowable cost.
(b) Example No.2:
If during a three-year (multiple year) agreement, John Doe does not use his three weeks of
vacation in year one, or his three weeks in year two, but he does actually use nine weeks in year
three; the Contractor would be allowed to claim all nine weeks paid for in year three. The total
compensation over the three-year period cannot exceed 156 weeks (3 x 52 weeks).
(c) Example No.3:
If during a single year agreement, John Doe works fifty weeks and used one week of vacation and
one week of sick leave and all fifty-two weeks have been billed to CDPH, the remaining unused
two weeks of vacation and seven days of sick leave may not be claimed as an allowable cost.
31. Lobbying Restrictions and Disclosure Certification
(Applicable to federally funded agreements in excess of $100,000 per Section 1352 of the 31, U.S. C.)
a. Certification and Disclosure Requirements
(1) Each person (or recipient) who requests or receives a contract or agreement, subcontract, grant, or
subgrant, which is subject to Section 1352 of the 31, U.S.C., and which exceeds $100,000 at any tier,
shall file a certification (in the form set forth in Attachment 1, consisting of one page, entitled
"Certification Regarding Lobbying") that the recipient has not made, and will not make, any payment
prohibited by Paragraph b of this provision.
(2) Each recipient shall file a disclosure (in the form set forth in Attachment 2, entitled "Standard Form-
LLL 'disclosure of Lobbying Activities"') if such recipient has made or has agreed to make any
payment using non appropriated funds (to include profits from any covered federal action) in
connection with a contract, or grant or any extension or amendment of that contract, or grant, which
would be prohibited under Paragraph b of this provision if paid for with appropriated funds.
(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
materially affects the accuracy of the information reported includes:
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Exhibit D (F)
(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 action;
(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 or agreement, subcontract, grant or subgrant exceeding $100,000 at any tier
under a contract or agreement, 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 CDPH Program Contract Manager.
b. Prohibition
Section 1352 of Title 31, U.S.C., provides in part that no appropriated funds may be expended by the
recipient of a federal contract or agreement, 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 or agreement, 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 or agreement, grant,
loan, or cooperative agreement.
CDPH Exhibit D(F) (9/09)
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California Department of Public Health - Special TerlJi!m~~~ions
Exhibit D (F)
Attachment 1
STATE OF CALIFORNIA
CALIFORNIA DEPARTMENT OF PUBLIC HEALTH
CERTIFICATION REGARDING LOBBYING
The undersigned certifies, to the best of his or her knowledge and belief, that:
(1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to
any person for influencing or attempting to influence an officer or employee of an agency, a Member of Congress,
an officer or employee of Congress, or an employee of a Member of Congress in connection with the making,
awarding or entering into of this Federal contract, Federal grant, or cooperative agreement, and the extension,
continuation, renewal, amendment, or modification of this Federal contract, grant, or cooperative agreement.
(2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for
influencing or attempting to influence an officer or employee of any agency of the United States Government, a
Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in
connection with this Federal contract, grant, or cooperative agreement, the undersigned shall complete and submit
Standard Form LLL, "Disclosure of Lobbying Activities" in accordance with its instructions.
(3) The undersigned shall require that the language of this certification be included in the award
documents for all subawards at all tiers (including subcontractors, subgrants, and contracts under grants and
cooperative agreements) of $100,000 or more, and that all subrecipients shall certify and disclose accordingly.
This certification is a material representation of fact upon which reliance was placed when this transaction was
made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction
imposed by Section 1352, Title 31, U.S.C., any person who fails to file the required certification shall be subject to
a civil penalty of not less than $10,000 and not more than $100,000 for each such failure.
Name of Contractor
Printed Name of Person Signing for Contractor
Contract / Grant Number
Signature of Person Signing for Contractor
Date
Title
After execution by or on behalf of Contractor, please return to:
California Department of Public Health
CDPH reserves the right to notifiy the contractor in writing of an alternate submission address.
CDPH Exhibit D(F) (9/09)
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California Department of Public Health - Special Terms ~~~~,
Exhibit 0 (F)
Attachment 2
CERTIFICATION REGARDING LOBBYING
Complete this form to disclose lobbying activities pursuant to 31 U.S.C. 1352
(See reverse for public burden disclosure)
Approved by OMS
0348-0046
1. Type of Federal Action:
[] a. contract
b. grant
c. cooperative agreement
d. loan
e. loan guarantee
f. loan insurance
2. Status of Federal Action:
[] a. bid/offer/application
b. initial award
c. post-award
3. Report Type:
[] a. initial filing
b. material change
For Material Change Only:
year_____quarter _____
date of last report_____.
4. Name and Address of Reporting Entity:
o Prime
o Subawardee
Tier _' if known:
5. If Reporting Entity in NO.4 is Subawardee, Enter Name
and Address of Prime:
Con ressional District If known:
6. Federal Department/Agency
Con ressional District, If known:
7. Federal Program Name/Description:
8. Federal Action Number, if known:
CDFA Number, if applicable: _
9. Award Amount, if known:
$
10.a. Name and Address of Lobbying Registrant
(If IndIvIdual, last name, first name, M/):
b. Individuals Performing Services (lnc/udlng address if dIfferent from
10a.
(Last name, First name, MI):
11. Information requested through this form is authorized by title 31
U.S.C. section 1352. This disclosure of lobbying activities is a material
representation of fact upon which reliance was placed by the tier
above when this transaction was made or entered into. This
disclosure is required pursuant to 31 U.S.C. 1352. This information
will be available for public inspection. required disclosure shall be
subject to a not more than $100,000 for each such failure.
Signature:
Print Name:
Title:
Telephone No.:
Date:
Authorized for Local Reproduction
Standard Form-LLL (Rev. 7-97)
CDPH Exhibit D(F) (9/09)
Page 24 of 25
2010-357
California Department of Public Health - Special Terms ~~i!wrf
Exhibit D (F)
INSTRUCTIONS FOR COMPLETION OF SF-llL, DISCLOSURE OF LOBBYING ACTIVITIES
This disclosure form shall be completed by the reporting entity, whether subawardee or prime Federal recipient, at the initiation or receipt of a covered Federal action, or a
material change to a previous filing, pursuant to title 31 U.S.C. section 1352. The filing of a form is required for each payment or agreement to make payment to any lobbying
entity 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 a covered Federal action. Complete all items that apply for both the initial filing and material change report. Refer to the Implementing guidance
published by the Office of Management and Budget for additional information.
1. Identify the type of covered Federal action for which lobbying activity is and/or has been secured to influence the outcome of a covered Federal action.
2. Identify the status of the covered Federal action.
3. Identify the appropriate classification of this report. If this is a follow-up report caused by a material change to the information previously reported, enter the year and
quarter in which the change occurred. Enter the date of the last previously submitted report by this reporting entity for this covered Federal action.
4. Enter the full name. address. city, State and zip code of the reporting entity. Include Congressional District, if known. Check the appropriate classification of the
reporting entity that designates if It is, or expects to be a prime or subaward recipient. Identify the tier of the subawardee. e.g., the first subawardee of the prime is
the 1 st tier. Subawards include but are not limited to subcontracts, subgrants and contract awards under grants.
5. If the organization filing the report In item 4 checks "Subawardee," then enter the full name, address, city, State and zip code of the prime Federal recipient. Include
Congressional District, if known.
6. Enter the name of the Federal agency making the award or loan commitment. Include at least one organizational level below agency name. if known. For example.
Department ofTransportation, United States Coast Guard.
7. Enter the Federal program name or description for the covered Federal action (item 1). If known. enter the full Catalog of Federal Domestic Assistance (CFDA)
number for grants, cooperative agreements, loans, and loan commitments.
8. Enter the most appropriate Federal identifying number available for the Federal action identified in item 1 (e.g., Request for Proposal (RFP) number; Invitation for Bid
(IFB) number; grant announcement number; the contract, grant, or loan award number; the application/proposal control number assigned by the Federal agency).
Include prefixes. e.g., "RFP-DE-90-001."
9. For a covered Federal action where there has been an award or loan commitment by the Federal agency, enter the Federal amount of the award/loan commitment
for the prime entity identified in item 4 or 5.
1 O. (a) Enter the full name, address, city, State and zip code of the lobbying registrant under the Lobbying Disclosure Act of 1995 engaged by the reporting entity
identified in item 4 to influence the covered Federal action.
(b) Enter the full names of the indlvidual(s) performing services. and include full address if different from 10 (a). Enter Last Name, First Name. and Middle Initial
(MI).
11. The certifying official shall sign and date the form, print his/her name, title, and telephone number.
According to the Paperwork Reduction Act, as amended. no persons are required to respond to a collection of information unless it displays a valid
OMB Control Number. The valid OMB control number for this infonmation collection is OMB No. 0348-0046. Public reporting burden for this
collection of information is estimated to average 10 minutes per response, including time for reviewing instructions, searching existing data sources,
gathering and maintaining the data needed, and completing and reviewing the collection of infonmation. Send comments regarding the burden
estimate or any other aspect of this collection of information, including suggestions for reducing this burden, to the Office of Management and
Budget, Paperwork Reduction Project (0348-0046), Washington, DC 20503.
CDPH Exhibit D(F) (9/09)
Page 25 of 25
2010-357
ATTACHMENT 1
City of San Bernardino Parks, Recreation and
Community Services Department
10-10075
Exhibit E
Additional Provisions
1. Additional Incorporated Exhibits
A. The following documents and any subsequent updates are not attached, but are
incorporated herein and made a part hereof by this reference. These documents may be
updated periodically by CDPH, as required by program directives. CDPH shall provide the
Contractor with copies of said documents and any periodic updates thereto, under separate
cover. CDPH will maintain on file, all documents referenced herein and any subsequent
updates.
1) State Share Budget(s) (signed and approved as final by the Contractor)
2) Local Incentive Award Program Guidelines Manual
3) Network for a Healthy California Program Letters and any revisions thereto.
4) United States Department of Agriculture State Supplemental Nutrition Assistance
Program Education (SNAP-Ed) Plan Guidance.
2. Cancellation / Termination
A. This agreement may be cancelled by CDPH or Contractor without cause upon 30 calendar
days advance written notice to the Contractor.
B. CDPH reserves the right to cancel or terminate this agreement immediately for cause. The
Contractor may submit a written request to terminate this agreement only if CDPH
substantially fails to perform its responsibilities as provided herein.
C. The term "for cause" shall mean that the Contractor fails to meet the terms, conditions,
and/or responsibilities of this agreement.
D. Agreement termination or cancellation shall be effective as of the date indicated in CDPH's
notification to the Contractor. The notice shall stipulate any final performance, invoicing or
payment requirements.
E. Upon receipt of a notice of termination or cancellation, the Contractor shall take immediate
steps to stop performance and to cancel or reduce subsequent agreement costs.
F. In the event of early termination or cancellation, the Contractor shall be entitled to
compensation for services performed satisfactorily under this agreement and expenses
incurred up to the date of cancellation and any non-cancelable obligations incurred in
support of this agreement.
3. Avoidance of Conflicts of Interest by Contractor
A. CDPH intends to avoid any real or apparent conflict of interest on the part of the Contractor,
subcontractors, or employees, officers and directors of the Contractor or subcontractors.
Thus, CDPH reserves the right to determine, at its sole discretion, whether any information,
assertion, or claim received from any source indicates the existence of a real or apparent
conflict of interest; and, if a conflict is found to exist, to require the Contractor to submit
additional information or a plan for resolving the conflict, subject to prior CDPH review and
approval.
Page 1 of 2
2010-357
ATTACHMENT 1
City of San Bernardino Parks, Recreation and
Community Services Department
10-10075
Exhibit E
Additional Provisions
B. Conflicts of interest include, but are not limited to:
1) An instance where the Contractor or any of its subcontractors, or any employee, officer,
or director of the Contractor or any subcontractor has an interest, financial or otherwise,
whereby the use or disclosure of information obtained while performing services under
the agreement would allow for private or personal benefit or for any purpose that is
contrary to the goals and objectives of the agreement.
2) An instance where the Contractor's or any subcontractor's employees, officers, or
directors use their positions for purposes that are, or give the appearance of being,
motivated by a desire for private gain for themselves or others, such as those with whom
they have family, business or other ties.
C. If CDPH is or becomes aware of a known or suspected conflict of interest, the Contractor will
be given an opportunity to submit additional information or to resolve the conflict. A
Contractor with a suspected conflict of interest under this agreement will have five (5)
working days from the date of notification of the conflict by CDPH to provide complete
information regarding the suspected conflict. If a conflict of interest is determined to exist by
CDPH and cannot be resolved to the satisfaction of CDPH, the conflict will be grounds for
terminating the agreement. CDPH may, at its discretion upon receipt of a written request
from the Contractor, authorize an extension of the timeline indicated herein.
4. Freeze Exemptions
(Applicable only to local government agencies.)
A. Contractor agrees that any hiring freeze adopted during the term of this agreement shall not
be applied to the positions funded, in whole or part, by this agreement.
B. Contractor agrees not to implement any personnel policy, which may adversely affect
performance or the positions funded, in whole or part, by this agreement.
C. Contractor agrees that any travel freeze or travel limitation policy adopted during the term of
this agreement shall not restrict travel funded, in whole or part, by this agreement.
D. Contractor agrees that any purchasing freeze or purchase limitation policy adopted during
the term of this agreement shall not restrict or limit purchases funded, in whole or part, by
this agreement.
Page 2 of 2
2010-357
ATTACHMENT 1
State of California - Health and Human Services Agency
California Department of Public Health
Exhibit F
Contractor's Release
Instructions to Contractor:
With final invoice(s) submit one (1) original and one (1) copy. The original must bear the original signature of a person
authorized to bind the Contractor. The additional copy may bear photocopied signatures.
Submission of Final Invoice
Pursuant to contract number 10-10075 entered into between the California Department of Public Health (CDPH)
and the Contractor (identified below), the Contractor does acknowledge that final payment has been requested via invoice
number(s) , in the amount(s) of $ and dated
If necessary, enter "See Attached" in the appropriate blocks and attach a list of invoice numbers, dollar amounts and invoice dates.
Release of all Obligations
By signing this form, and upon receipt of the amount specified in the invoice number(s) referenced above, the Contractor does
hereby release and discharge the State, its officers, agents and employees of and from any and all liabilities, obligations, claims, and
demands whatsoever arising from the above referenced contract
Repayments Due to Audit Exceptions I Record Retention
By signing this form, Contractor acknowledges that expenses authorized for reimbursement does not guarantee final allowability of
said expenses. Contractor agrees that the amount of any sustained audit exceptions resulting from any subsequent audit made
after final payment will be refunded to the State.
All expense and accounting records related to the above referenced contract must be maintained for audit purposes for no less than
three years beyond the date of final payment, unless a longer term is stated in said contract
Recycled Product Use Certification
By signing this form, Contractor certifies under penalty of perjury that a minimum of 0% unless otherwise specified in writing of post
consumer material, as defined in the Public Contract Code Section 12200, in products, materials, goods, or supplies offered or sold
to the State regardless of whether it meets the requirements of Public Contract Code Section 12209. Contractor specifies that
printer or duplication cartridges offered or sold to the State comply with the requirements of Section 12156(e).
Reminder to Return State EquipmenUProperty (If Applicable)
(Applies only if equipment was provided by CDPH or purchased with or reimbursed by contract funds)
Unless CDPH has approved the continued use and possession of State equipment (as defined in the above referenced contract) for
use in connection with another CDPH agreement, Contractor agrees to promptly initiate arrangements to account for and return said
equipment to CDPH, at CD PH's expense, if said equipment has not passed its useful life expectancy as defined in the above
referenced contract
Patents I Other Issues
By signing this form, Contractor further agrees, in connection with patent matters and with any claims that are not specifically
released as set forth above, that it will comply with all of the provisions contained in the above referenced contract, including, but not
limited to, those provisions relating to notification to the State and related to the defense or prosecution of litigation.
ONLY SIGN AND DATE THIS DOCUMENT WHEN ATTACHING IT TO THE FINAL INVOICE
Contractor's Legal Name (as on contract): San Bernardino Parks, Recreation & Community Svcs. Dept.
Signature of Contractor or Official Designee: Date:
Printed NamefTitle of Person Signing:
Distribution:
Accounting (Original)
Program
CDPH 2352 (7/07)
2010-357
ATTACHMENT 1
California Department of Public Health
Exhibit G
Travel Reimbursement Information
(Mileage Reimbursement Decrease Effective 1/1/10)
1. The following rate policy is to be applied for reimbursing the travel expenses of persons under contract. The terms
"contract" and/or "subcontract" have the same meaning as "grantee" and/or "subgrantee" where applicable.
a. Reimbursement for travel and/or per diem shall be at the rates established for non represented/excluded state
employees. Exceptions to Department of Personnel Administration (DPA) lodging rates may be approved by the
California Department of Public Health (CD PH) upon the receipt of a statement on/with an invoice indicating that such
rates are not available.
b. Short Term Travel 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 or subcontract 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 assignments. Headquarters may be
individually established for each traveler and approved verbally or in writing by the program funding the agreement.
Verbal approval shall be followed up in writing or email.
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 reimbursement claims must be supported by a receipt*. If a
contractor does not or cannot present receipts, lodging expenses will not be reimbursed.
(1) Lodging (with receipts*):
Travel Location I Area 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 that exceed the above amounts may be allowed with the advance
approval of the Deputy Director of the California Department of Public Health (CDPH) or his or her designee.
Receipts are required.
*Receipts from Internet lodging reservation services such as Priceline.com which require prepayment for that
service, ARE NOT ACCEPTABLE LODGING RECEIPTS and are not reimbursable without a valid lodging receipt
from a lodging establishment.
(2) Meal/Supplemental Expenses (with or without receipts): With receipts, the contractor will be reimbursed actual
amounts spent up to the maximum for each full 24-hour period of travel.
Meal I Expense
Breakfast
Lunch
Dinner
Incidental expenses
Reimbursement Rate
$ 6.00
$ 10.00
$ 18.00
$ 6.00
d. Out-of-state travel may only be reimbursed if such travel is necessitated by the scope or statement of work 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/subcontractors must have prior CD PH written or verbal approval. Verbal approval shall be confirmed in
writing (email or memo).
e. In computing allowances for continuous periods of travel of less than 24 hours, consult the chart appearing on Page 2
of this exhibit.
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.
CDPH CMU 01 (01/10)
Page 1 of 2
2010-357
ATTACHMENT 1
Travel Reimbursement Information (Continued)
2. If any of the reimbursement rates stated herein is changed by DPA, no formal contract amendment will be required to
incorporate the new rates. However, CDPH shall inform the contractor, in writing, of the revised travel reimbursement rates
and the applicable effective date of any rate change.
At CDPH's discretion, changes or revisions made by CDPH to this exhibit, excluding travel reimbursement policies
established by DPA may be applied retroactively to any agreement to which a Travel Reimbursement Information exhibit is
attached, incorporated by reference, or applied by CDPH program policy. Changes to the travel reimbursement rates
stated herein may not be applied earlier than the date a rate change is approved by DPA.
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/her or a company car for transportation, the rate of reimbursement will be
50 cents maximum per mile. If a contractor uses his/her or a company car "in lieu of' airfare, the air coach fare 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 furnish details surrounding each period of travel. Travel expense reimbursement detail may
include, but not be limited to: purpose of travel, departure and return times, destination points, miles driven, mode of
transportation, etc. Reimbursement for travel expenses may be withheld pending receipt of adequate travel documentation.
6. Contractors are to consult with the program with which the contract is held to obtain specific invoicing procedures.
Per Diem Reimbursement Guide
24 hours Trip begins at or before 6 a.m. Breakfast may be claimed.
24 hours Trip begins at or before 11 a.m. Lunch may be claimed.
24 hours Trip begins at or before 5 p.m. Dinner may be claimed.
More than 24 hours Trip ends at or after 8 a.m. Breakfast may be claimed.
More than 24 hours Trip ends at or after 2 p.m. Lunch may be claimed.
More than 24 hours Trip ends at or after 7 p.m. Dinner may be claimed.
CDPH eMU 01 (01/10)
Page 2 of 2
2010-357
ATTACHMENT 1
City of San Bernardino Parks, Recreation and Community
Services Department
10-10075
Exhibit H
Information Privacy and Security Requirements
(For Non-HIPAA/HITECH Act Contracts)
This Information Privacy and Security Requirements Exhibit (For Non-HIPAA/HITECH Act Contracts)
(hereinafter referred to as "this Exhibit") sets forth the information privacy and security requirements
Contractor is obligated to follow with respect to all personal and confidential information (as defined herein)
disclosed to Contractor, or collected ,created, stored, transmitted or used by Contractor for or on behalf of
the California Department of Public Health (hereinafter "CDPH"), pursuant to Contractor's agreement with
CDPH. (Such personal and confidential information is referred to herein collectively as "CDPH PCI".) CDPH
and Contractor desire to protect the privacy and provide for the security of CDPH PCI pursuant to this Privacy
Exhibit and in compliance with state and federal laws applicable to the CDPH PCI.
I. Order of Precedence: With respect to information privacy and security requirements for all CDPH PCI,
the terms and conditions of this Exhibit shall take precedence over any conflicting terms or conditions set
forth in any other part of the agreement between Contractor and CDPH, including Exhibit A (Scope of
Work), all other exhibits and any other attachments, and shall prevail over any such conflicting terms or
conditions.
II. Affect on lower tier transactions: The terms of this Exhibit shall apply to all contracts, subcontracts, and
subawards, regardless of whether they are for the acquisition of services, goods, or commodities. When
applicable the Contractor shall incorporate the relevant provisions of this Exhibit into each subcontract or
subaward to its agents, subcontractors, or independent consultants.
III. Definitions: For purposes of the agreement between Contractor and CDPH, including this Exhibit, the
following definitions shall apply:
A. Breach: "Breach" means:
1. the acquisition, access, use, or disclosure of CDPH PCI, in any medium (paper, electronic,
oral), in violation of any state or federal law or in a manner not permitted under the agreement
between Contractor and CDPH, including this Exhibit, that compromises the privacy, security
or integrity of the information. For purposes of this definition, "compromises the privacy,
security or integrity of the information" means poses a significant risk of financial, reputational,
or other harm to an individual or individuals; or
2. the same as the definition of "breach of the security of the system" set forth in California Civil
Code section 1798.29(d).
B. Confidential Information: "Confidential information" means information that:
1. does not meet the definition of "public records" set forth in California Government Code
section 6252(e), or is exempt from disclosure under any of the provisions of Section 6250, et
seq. of he California Government Code or any other applicable state or federal laws; or
2. is contained in documents, files, folders, books or records that are clearly labeled, marked or
designated with the word "confidential" by CDPH; or
3. is "personal information" as defined in this Exhibit.
C. Disclosure: "Disclosure" means the release, transfer, provision of, access to, or divulging in any
other manner of information.
CDPH IPSR (2/10)
Page 1 of 1 0
2010-357
ATTACHMENT 1
City of San Bernardino Parks, Recreation and Community
Services Department
10-10075
Exhibit H
Information Privacy and Security Requirements
(For Non-HIPANHITECH Act Contracts)
D. Personal Information: "Personal information" means information, in any medium (paper,
electronic, oral) that:
1. by itself directly identifies or uniquely describes an individual; or
2. creates a substantial risk that it could be used in combination with other information to
indirectly identify or uniquely describe an individual, or link an individual to the other
information; or
3. meets the definition of "personal information" set forth in California Civil Code section
1798.3(a) or
4. is one of the data elements set forth in California Civil Code section 1798.29(e)(1),(2) or (3); or
5. meets the definition of "medical information" set forth in either California Civil Code section
1798.29(f)(2) or California Civil Code section 56.05(g); or
6. meets the definition of "health insurance information" set forth in California Civil Code section
1798.29(f)(3).
E. Security Incident: "Security Incident" means:
1. an attempted breach; or
2. the attempted or successful modification or destruction of CD PH PCI, in violation of any
state or federal law or in a manner not permitted under the agreement between Contractor
and CDPH, (including this Exhibit; or
3. the attempted or successful modification or destruction of, or interference with,
Contractor's system operations in an information technology system, that negatively
impacts the confidentiality, availability or integrity of CDPH PCI, or hinders or makes
impossible Contractor's receipt, collection ,creation, storage, transmission or use of PCI
by Contractor for or on behalf of CDPH, pursuant to Contractor's agreement with CDPH,
including this Exhibit.
F. Use: "Use" means the sharing, employment, application, utilization, examination, or analysis of
information.
IV. Disclosure Restrictions: The Contractor and its employees, agents, or subcontractors shall protect from
unauthorized disclosure any CDPH PCI. The Contractor shall not disclose, except as otherwise
specifically permitted by the agreement between Contractor and CDPH (including this Exhibit) , any
CDPH PCI to anyone other than CDPH without prior written authorization from the CDPH Program
Contract Manager, except if disclosure is required by State or Federal law.
V. Use Restrictions: The Contractor and its employees, agents, or subcontractors shall not use any CDPH
PCI for any purpose other than carrying out the Contractor's obligations under its agreement with CDPH.
VI. SafeQuards: The Contractor shall implement administrative, physical, and technical safeguards that
reasonably and appropriately protect the privacy, confidentiality, security, integrity, and availability of
CDPH PCI, including electronic or computerized CDPH PCI. The Contractor shall develop and maintain a
written information privacy and security program that includes administrative, technical and physical
safeguards appropriate to the size and complexity of the Contractor's operations and the nature and
scope of its activities in performing its agreement with CDPH, including this Exhibit, and which
incorporates the requirements of Section VII, Security, below. Contractor shall provide CDPH with
Contractor's current and updated policies.
CDPH IPSR (2/10)
Page 2 of 10
2010-357
ATTACHMENT 1
City of San Bernardino Parks, Recreation and Community
Services Department
10-10075
Exhibit H
Information Privacy and Security Requirements
(For Non-HIPAA/HITECH Act Contracts)
VII. Security: The Contractor shall take any and all steps necessary to ensure the continuous security of all
computerized data systems containing CDPH PCI. These steps shall include, at a minimum:
A. complying with all of the data system security precautions listed in the Contractor Data Security
Standards set forth in Attachment 1 to this Exhibit;
B. providing a level and scope of security that is at least comparable to the level and scope of
security established by the Office of Management and Budget in OMB Circular No. A-130,
Appendix 111- Security of Federal Automated Information Systems, which sets forth guidelines for
automated information systems in Federal agencies; and
In case of a conflict between any of the security standards contained in any of these enumerated
sources of security standards, the most stringent shall apply. The most stringent means that
safeguard which provides the highest level of protection to CDPH PCI from breaches and security
incidents.
VIII. Security Officer: The Contractor shall designate a Security Officer to oversee its compliance with this
Exhibit and for communicating with CDPH on matters concerning this Exhibit.
IX. Traininq: The Contractor shall provide training on its obligations under this Exhibit, at its own expense, to
all of its employees who assist in the performance of Contractor's obligations under Contractor's
agreement with CDPH, including this Exhibit, or otherwise use or disclose CDPH PCI.
A. The Contractor shall require each employee who receives training to sign a certification, indicating
the employee's name and the date on which the training was completed.
B. The Contractor shall retain each employee's written certifications for CDPH inspection for a period
of three years following contract termination.
X. Emplovee Discipline: Contractor shall discipline such employees and other Contractor workforce
members who intentionally violate any provisions of this Exhibit, including by termination of employment.
XI. Breach and Security Incident Responsibilities:
A. Notification to CDPH of Breach or Security Incident: The Contractor shall notify CDPH
immediately by telephone call plus email or fax upon the discovery of a breach (as defined in
this Exhibit), or within twenty-four (24) hours by email or fax of the discovery of any security
incident (as defined in this Exhibit). Notification shall be provided to the CDPH Program Contract
Manager, the CDPH Privacy Officer and the CDPH Chief Information Security Officer, using the
contact information listed in Section XI(E), below. If the breach or security incident occurs after
business hours or on a weekend or holiday and involves CDPH PCI in electronic or computerized
form, notification to CDPH shall be provided by calling the CDPH liT Service Desk at the
telephone numbers listed in Section XI(E), below For purposes of this Section, breaches and
security incidents shall be treated as discovered by Contractor as of the first day on which such
breach or security incident is known to the Contractor, or, by exercising reasonable diligence
would have been known to the Contractor. A Contractor shall be deemed to have knowledge of a
breach or security incident if such breach or security incident is known, or by exercising
reasonable diligence would have been known, to any person, other than the person committing
the breach or security incident, who is an employee or agent of the Contractor.
CDPH IPSR (2/10)
Page 3 of 10
2010-357
ATTACHMENT 1
City of San Bernardino Parks, Recreation and Community
Services Department
10-10075
Exhibit H
Information Privacy and Security Requirements
(For Non-HIPANHITECH Act Contracts)
Contractor shall take:
1. prompt corrective action to mitigate any risks or damages involved with the breach or
security incident and to protect the operating environment; and
2. any action pertaining to a breach required by applicable federal and state laws, including,
specifically, California Civil Code section 1798.29.
B. Investiqation of Breach: The Contractor shall immediately investigate such breach or security
incident, and within seventy-two (72) hours of the discovery, shall inform the CDPH Program
Contract Manager, the CDPH Privacy Officer, and the CDPH Chief Information Security Officer of:
1. what data elements were involved and the extent of the data involved in the breach,
including, specifically, the number of individuals whose personal information was
breached; and
2. a description of the unauthorized persons known or reasonably believed to have
improperly used the CDPH PCI and/or a description of the unauthorized persons known or
reasonably believed to have improperly accessed or acquired the CDPH PCI, or to whom it
is known or reasonably believe have had the CDPH PCI improperly disclosed to them; and
3. a description of where the CDPH PCI is believed to have been improperly used or
disclosed; and
4. a description of the probable causes of the breach or security incident; and
5. whether Civil Code sections 1798.29 or any other federal or state laws requiring individual
notifications of breaches have been triggered.
C. Written Report: The Contractor shall provide a written report of the investigation to the CDPH
Program Contract Manager, the CDPH Privacy Officer, and the CDPH Chief Information Security
Officer within five (5) working days of the discovery of the breach or security incident. The report
shall include, but not be limited to, the information specified above, as well as a full, detailed
corrective action plan, including information on measures that were taken to halt and/or contain
the breach or security incident, and measures to be taken to prevent the recurrence of such
breach or security incident.
D. Notification to Individuals: If notification to individuals whose information was breached is required
under state or federal law, and regardless of whether Contractor is considered only a custodian
and/or non-owner of the CDPH PCI, Contractor shall, at its sole expense, and at the sole election
of CDPH, either:
1. make notification to the individuals affected by the breach (including substitute notification),
pursuant to the content and timeliness provisions of such applicable state or federal breach
notice laws. The CDPH Privacy Officer shall approve the time, manner and content of any
such notifications, prior to the transmission of such notifications to the individuals; or
2. cooperate with and assist CDPH in its notification (including substitute notification) to the
individuals affected by the breach.
E. CDPH Contact Information: To direct communications to the above referenced CDPH staff, the
Contractor shall initiate contact as indicated herein. CDPH reserves the right to make changes to
CDPH IPSR (2/10)
Page 4 of 10
2010-357
ATTACHMENT 1
City of San Bernardino Parks, Recreation and Community
Services Department
10-10075
Exhibit H
Information Privacy and Security Requirements
(For Non-HIPAA/HITECH Act Contracts)
the contact information below by giving written notice to the Contractor. Said changes shall not
require an amendment to this Exhibit or the agreement to which it is incorporated.
CDPH Program CDPH Privacy Officer CDPH Chief Information
Contract Security Officer (and CDPH IT
Manager Service Desk)
See the Scope of Privacy Officer Chief Information Security Officer
Work exhibit for Privacy Office, c/o Office of Legal Information Security Office
Program Contract Services California Department of Public
Manager California Department of Public Health
Health P.O. Box 997413, MS 6302
P.O. Box 997377, MS 0506 Sacramento, CA 95899-7413
Sacramento, CA 95899-7377
Email: privacy@cdph.ca.Qov Email: cdphiso@cdph.ca.Qov
Telephone: IT Service Desk
Telephone: (877) 421-9634 (916) 440-7000 or
(800) 579-0874
XII. Documentation of Disclosures for Requests for Accountinq: Contractor shall document and make
available to CDPH or (at the direction of CDPH) to an Individual such disclosures of CDPH PCI, and
information related to such disclosures, necessary to respond to a proper request by the subject
Individual for an accounting of disclosures of personal information as required by applicable state or
federal law.
XIII. Requests for CDPH PCI by Third Parties: The Contractor and its employees, agents, or subcontractors
shall promptly transmit to the CDPH Program Contract Manager all requests for disclosure of any CDPH
PCI emanating from third parties to the agreement between Contractor and CDPH (and not emanating
from an Individual for an accounting of disclosures of personal information pursuant to applicable state or
federal law).
XIV. Audits, Inspection and Enforcement: From time to time, CDPH may inspect the facilities, systems, books
and records of Contractor to monitor compliance with this Exhibit. Contractor shall promptly remedy any
violation of any provision of this Exhibit and shall certify the same to the CDPH Program Contract
Manager in writing. The fact that CDPH inspects, or fails to inspect, or has the right to inspect,
Contractor's facilities, systems and procedures does not relieve Contractor of its responsibility to comply
with this Exhibit, nor does CDPH's:
A. Failure to detect or
B. Detection, but failure to notify Contractor or require Contractor's remediation of any unsatisfactory
practices constitute acceptance of such practice or a waiver of CDPH's enforcement rights under
the agreement and this Exhibit.
XV. Indemnification: Contractor shall indemnify, hold harmless and defend CDPH from and against any and
all claims, losses, liabilities, damages, costs and other expenses (including attorneys fees) that result
from or arise directly or indirectly out of or in connection with any negligent act or omission or willful
misconduct of Contractor, its officers, employees, agents or subcontractors relative to the CDPH PCI,
CDPH IPSR (2/10) Page 5 of 10
2010-357
ATTACHMENT 1
City of San Bernardino Parks, Recreation and Community
Services Department
10-10075
Exhibit H
Information Privacy and Security Requirements
(For Non-HIPANHITECH Act Contracts)
including without limitation, any violation s of Contractor's responsibilities under the agreement between it
and CDPH, including this Exhibit, with respect to the CDPH PCI.
XVI. Termination:
A. Termination Upon Breach: A breach by Contractor of any provision of the Exhibit, as determined
by CDPH, shall constitute a material breach of the agreement between Contractor and CDPH and
grounds for immediate termination of the agreement by CDPH. At its sole discretion, CDPH may
give Contractor 30 days to cure the breach.
B. Judicial or Administrative Proceedinqs: Contractor will notify CDPH if it is named as a defendant
in a criminal proceeding related to a violation of this Exhibit. CDPH may terminate the agreement
between Contractor and CDPH if Contractor is found guilty of a criminal violation related to a
violation of this Exhibit. CDPH may terminate the agreement if a finding or stipulation that the
Contractor has violated any security or privacy laws is made in any administrative or civil
proceeding in which the Contractor is a party or has been joined.
XVII. Return or Destruction of CDPH PCI on Expiration or Termination: On expiration or termination of the
agreement between Contractor and CDPH for any reason, Contractor shall return or destroy the CDPH
PCI. If return or destruction is not feasible, Contractor shall explain to CDPH why, in writing, to the CD PH
Program Contract Manager, the CDPH Privacy Officer and the CDPH Chief Information Security Officer,
using the contact information listed in Section XI(c), above.
A. Retention Required by Law: If Required by state or federal law, Contractor may retain,
after expiration or termination, CDPH PCI for the time specified as necessary to comply
with the law.
B. Obliqations Continue Until Return or Destruction: Contractor's obligations under this
Exhibit shall continue until Contractor destroys the CDPH PCI or returns the CDPH PCI to
CDPH; provided however, that on expiration or termination of the agreement between
Contractor and CDPH, Contractor shall not further use or disclose the CDPH PCI except
as Required by state or federal law.
C. Notification of Election to Destroy CDPH PCI: Contractor elects to destroy the CDPH PCI,
Contractor shall certify in writing, to the CDPH Program Contract Manager, the CDPH
Privacy Officer and the CDPH Chief Information Security Officer, using the contact
information listed in Section XI(c), above. that the CDPH PCI has been destroyed.
XVIII. Amendment: The parties acknowledge that Federal and State laws relating to information security and
privacy are rapidly evolving and that amendment of this Exhibit may be required to provide for procedures
to ensure compliance with such laws. The parties specifically agree to take such action as is necessary
to implement new standards and requirements imposed by regulations and other applicable laws relating
to the security or privacy of CDPH PCI. Upon CDPH' request, Contractor agrees to promptly enter into
negotiations with CDPH concerning an amendment to this Exhibit embodying written assurances
consistent with new standards and requirements imposed by regulations and other applicable laws.
CDPH may terminate this agreement upon thirty (30) days written notice in the event:
CDPH IPSR (2/10)
Page 6 of 10
2010-357
ATTACHMENT 1
City of San Bernardino Parks, Recreation and Community
Services Department
10-10075
Exhibit H
Information Privacy and Security Requirements
(For Non-HIPANHITECH Act Contracts)
A. Contractor does not promptly enter into negotiations to amend this Exhibit when requested by
CDPH pursuant to this Section or
B. Contractor does not enter into an amendment providing assurances regarding the safeguarding of
CDPH PCI that CDPH in its sole discretion deems sufficient to satisfy the standards and
requirements of applicable laws and regulations relating to the security or privacy of CDPH PCI.
XIX. Assistance in Litiqation or Administrative Proceedinqs: Contractor shall make itself and any
subcontractors, employees or agents assisting Contractor in the performance of its obligations under the
agreement between Contractor and CDPH, available to CDPH at no cost to CDPH to testify as witnesses,
or otherwise, in the event of litigation or administrative proceedings being commenced against CDPH, its
director, officers or employees based upon claimed violation of laws relating to security and privacy,
which involves inactions or actions by the Contractor, except where Contractor or its subcontractor,
employee or agent is a named adverse party.
XX. Disclaimer: CDPH makes no warranty or representation that compliance by Contractor with this Exhibit
will be adequate or satisfactory for Contractor's own purposes or that any information in Contractor's
possession or control, or transmitted or received by Contractor, is or will be secure from unauthorized use
or disclosure. Contractor is solely responsible for all decisions made by Contractor regarding the
safeguarding of CDPH PCI.
XXI. No Third-Partv Beneficiaries: Nothing express or implied in the terms and conditions of this Exhibit is
intended to confer, nor shall anything herein confer, upon any person other than CDPH or Contractor and
their respective successors or assignees, any rights, remedies, obligations or liabilities whatsoever.
XXII. Interpretation: The terms and conditions in this Exhibit shall be interpreted as broadly as necessary to
implement and comply with regulations and applicable State laws. The parties agree that any ambiguity
in the terms and conditions of this Exhibit shall be resolved in favor of a meaning that complies and is
consistent with Federal and State regulations.
XXIII. Survival: The respective rights and obligations of Contractor under Sections VI, VII and XI of this Exhibit
shall survive the termination or expiration of the agreement between Contractor and CDPH.
CDPH IPSR (2/10)
Page 7 of 10
2010-357
ATTACHMENT 1
City of San Bernardino Parks, Recreation and Community
Services Department
10-10075
Exhibit H
Information Privacy and Security Requirements
(For Non-HIPAA/HITECH Act Contracts)
Attachment 1
Contractor Data Security Standards
1. General Security Controls
a. Confidentiality Statement. All persons that will be working with CDPH PCI must sign a
confidentiality statement. The statement must include at a minimum, General Use, Security and
Privacy safeguards, Unacceptable Use, and Enforcement Policies. The statement must be signed
by the workforce member prior to access to CD PH PCI. The statement must be renewed
annually. The Contractor shall retain each person's written confidentiality statement for CDPH
inspection for a period of three (3) years following contract termination.
b. Background check. Before a member of the Contractor's workforce may access CDPH PCI,
Contractor must conduct a thorough background check of that worker and evaluate the results to
assure that there is no indication that the worker may present a risk for theft of confidential data.
The Contractor shall retain each workforce member's background check documentation for a
period of three (3) years following contract termination.
c. Workstation/Laptop encryption. All workstations and laptops that process and/or store CDPH
PCI must be encrypted using a FIPS 140-2 certified algorithm, such as Advanced Encryption
Standard (AES), with a 128bit key or higher. The encryption solution must be full disk unless
approved by the CDPH Information Security Office.
d. Server Security. Servers containing unencrypted CDPH PCI must have sufficient administrative,
physical, and technical controls in place to protect that data, based upon a risk
assessmenUsystem security review.
e. Minimum Necessary. Only the minimum necessary amount of CDPH PCI required to perform
necessary business functions may be copied, downloaded, or exported.
f. Removable media devices. All electronic files that contain CD PH PCI data must be encrypted
when stored on any removable media or portable device (i.e. USB thumb drives, floppies,
CD/DVD, Blackberry, backup tapes etc.). Must be encrypted using a FIPS 140-2 certified
algorithm, such as Advanced Encryption Standard (AES), with a 128bit key or higher
g. Antivirus software. All workstations, laptops and other systems that process and/or store CDPH
PCI must install and actively use comprehensive anti-virus software solution with automatic
updates scheduled at least daily.
h. Patch Management. All workstations, laptops and other systems that process and/or store
CDPH PCI must have security patches applied, with system reboot if necessary. There must be a
documented patch management process which determines installation timeframe based on risk
assessment and vendor recommendations. At a maximum, all applicable patches must be
installed within 30 days of vendor release.
I. User IDs and Password Controls. All users must be issued a unique user name for accessing
CDPH PCI. Username must be promptly disabled, deleted, or the password changed upon the
transfer or termination of an employee with knowledge of the password. Passwords are not to be
CDPH IPSR (2/10)
Page 8 of 10
2010-357
ATTACHMENT 1
City of San Bernardino Parks, Recreation and Community
SeNices Department
10-10075
Exhibit H
Information Privacy and Security Requirements
(For Non-HIPAA/HITECH Act Contracts)
shared. Must be at least eight characters. Must be a non-dictionary word. Must not be stored in
readable format on the computer. Must be changed every 60 days. Must be changed if revealed
or compromised. Must be composed of characters from at least three of the following four groups
from the standard keyboard:
· Upper case letters (A-Z)
· Lower case letters (a-z)
· Arabic numerals (0-9)
· Non-alphanumeric characters (punctuation symbols)
J. Data Sanitization. All CDPH PCI must be sanitized using NIST Special Publication 800-88
standard methods for data sanitization when the CDPH PSCI is no longer needed.
2. System Security Controls
A. System Timeout. The system must provide an automatic timeout, requiring re-authentication of
the user session after no more than 20 minutes of inactivity.
B. Warning Banners. All systems containing CDPH PCI must display a warning banner stating that
data is confidential, systems are logged, and system use is for business purposes only. User
must be directed to log off the system if they do not agree with these requirements.
C. System Logging. The system must maintain an automated audit trail which can identify the user
or system process which initiates a request for CDPH PCI, or which alters CDPH PCI. The audit
trail must be date and time stamped, must log both successful and failed accesses, must be read
only, and must be restricted to authorized users. If CDPH PCI is stored in a database, database
logging functionality must be enabled. Audit trail data must be archived for at least 3 years after
occurrence.
D. Access Controls. The system must use role based access controls for all user authentications,
enforcing the principle of least privilege.
E. Transmission encryption. All data transmissions of CDPH PCI outside the secure internal
network must be encrypted using a FIPS 140-2 certified algorithm, such as Advanced Encryption
Standard (AES), with a 128bit key or higher. Encryption can be end to end at the network level, or
the data files containing CDPH PCI can be encrypted. This requirement pertains to any type of
CDPH PCI in motion such as website access, file transfer, and E-Mail:
F. Intrusion Detection. All systems involved in accessing, holding, transporting, and protecting
CDPH PCI that are accessible via the Internet must be protected by a comprehensive intrusion
detection and prevention solution.
3. Audit Controls
A. System Security Review. All systems processing and/or storing CDPH PCI must have at least
an annual system risk assessment/security review which provides assurance that administrative,
physical, and technical controls are functioning effectively and providing adequate levels of
protection. Reviews shall include vulnerability scanning tools.
CDPH IPSR (2/10)
Page 9 of 10
2010-357
ATTACHMENT 1
City of San Bernardino Parks, Recreation and Community
Services Department
10-10075
Exhibit H
Information Privacy and Security Requirements
(For Non-HIPAA/HITECH Act Contracts)
B. Log Reviews. All systems processing and/or storing CDPH PCI must have a routine procedure in
place to review system logs for unauthorized access.
C. Change Control. All systems processing and/or storing CD PH PCI must have a documented
change control procedure that ensures separation of duties and protects the confidentiality,
integrity and availability of data.
4. Business Continuity I Disaster Recovery Controls
a. Disaster Recovery. Contractor must establish a documented plan to enable continuation of
critical business processes and protection of the security of electronic CDPH PCI in the event of
an emergency. Emergency means any circumstance or situation that causes normal computer
operations to become unavailable for use in performing the work required under this agreement
for more than 24 hours.
b. Data Backup Plan. Contractor must have established documented procedures to backup CDPH
PCI to maintain retrievable exact copies of CDPH PCI. The plan must include a regular schedule
for making backups, storing backups offsite, an inventory of backup media, and the amount of
time to restore CDPH PCI should it be lost. At a minimum, the schedule must be a weekly full
backup and monthly offsite storage of CDPH data.
5. Paper Document Controls
A. Supervision of Data. CD PH PCI in paper form shall not be left unattended at any time, unless it
is locked in a file cabinet, file room, desk or office. Unattended means that information is not
being observed by an employee authorized to access the information. CDPH PCI in paper form
shall not be left unattended at any time in vehicles or planes and shall not be checked in baggage
on commercial airplanes.
B. Escorting Visitors. Visitors to areas where CDPH PCI is contained shall be escorted and CDPH
PHI shall be kept out of sight while visitors are in the area.
C. Confidential Destruction. CDPH PCI must be disposed of through confidential means, using
NIST Special Publication 800-88 standard methods for data sanitization when the CDPH PSCI is
no longer needed.
D. Removal of Data. CDPH PCI must not be removed from the premises of the Contractor except
with express written permission of CDPH.
E. Faxing. Faxes containing CD PH PCI shall not be left unattended and fax machines shall be in
secure areas. Faxes shall contain a confidentiality statement notifying persons receiving faxes in
error to destroy them. Fax numbers shall be verified with the intended recipient before sending.
Mailing. CDPH PCI shall only .be mailed using secure methods. Large volume mailings of CDPH
PHI shall be by a secure, bonded courier with signature required on receipt. Disks and other
transportable media sent through the mail must be encrypted with a CDPH approved solution, such as
a solution using a vendor product specified on the CSSI.
CDPH IPSR (2/10)
Page 10 of 10
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