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- REQUEST FOR COUNT I[a6TM
CITY OF SAN BERNARDINO Q
RESOLUTION AUTHORIZING THE CITY
MANAGER TO EXECUTE A
From: Kevin Hawkins, Director Subject: PROFESSIONAL SERVICES AGREEMENT
WITH THE PUBLIC HEALTH INSTITUTE
Dept: Parks, Recreation & Community FOR THE YOUTH EMPOWERMENT PILOT
PROJECT FOR THE PERIOD OF OCTOBER
Services Dept. 1, 2007 THROUGH SEPTEMBER 30, 2008,
AND RATIFYING ALL ACTION TAKEN
Date: December 17, 2007 BETWEEN OCTOBER 1, 2007 AND THE
APPROVAL OF THIS RESOLUTION.
MCIC Meeting Date: January 7, 2008
Synopsis of Previous Council Action:
December 18, 2006 - Council approved Resolution No. 2006-438 authorizing the execution of a
similar agreement.
Recommended motion:
Adopt Resolution.
Signature
Contact person: Glenda Robinson Phone: 384-5130
Supporting data attached: Staff report, Reso&Agreement Ward: Citywide
FUNDING REQUIREMENTS: Amount: $13,750
(From Federal&State Program Funds)
Source: (Acct. No.) 123-756-5014, 5111
(Acct. Description) Public Health
Institute
Finance:
Council Notes: lees 0
Agenda Item No. O
/ 74
CITY OF SAN BERNARDINO — REQUEST FOR COUNCIL ACTION
Staff Report
Subject:
Resolution of the Mayor and Common Council of the City of San Bernardino authorizing the
City Manager to execute a Professional Services Agreement with the Public Health Institute for
the Youth Empowerment Pilot Project for the period October 1, 2007 through September 30,
2008, and ratifying all action taken between October 1, 2007 and the approval of this resolution.
Background:
In November 2006, the Public Health Institute created the Youth Empowerment Pilot Project
which provided funding to engage young champions (ages 12-18) within the target low-income
audience to increase fruit and vegetable consumption, increase physical activity and create
positive changes for teens.
Using funds provided by the Public Health Institute the Department was able to:
• Identify and register thirty-three (33) teen leaders in the program
• Train teens to identify and research nutrition and physical activity issues relevant to teens
and survey 200 teens on issues related to health and wellness.
Upon completion of the first program year and submission of the teens final research report, the
Public Health Institute indicated that the information was important enough to continue to fund
the Youth Empowerment Project research for an additional year, October 1, 2007 through
September 30, 2008.
During this program year, the group will be encouraged to further develop their findings, which
will shape and implement programs relative to improving nutrition and increased physical
activity specifically for teen's ages 16 years — 18 years of age. In executing this Agreement with
the Public Health Institute it is anticipated that youth from this project will also interact with the
San Bernardino Youth Commission,
Financial Impact:
The Youth Empowerment Pilot Project Grant provides funding in the amount of$13,750, which
covers program staffing and material costs for the contract period October 1, 2007 through
September 30, 2008.
Recommendation:
Adopt Resolution.
Wo PUBLIC
HEALTH
INSTITUTE
November 9, 2007
Glenda Martin-Robinson
San Bernardino Parks, Recreation and Community Services Dept.
547 North Sierra Way
San Bernardino, CA 92410
RE: Agreement# 1013147
Dear Ms. Martin-Robinson:
Enclosed please find two partially-executed copies of the above referenced agreement. The State
Project Officer has approved this agreement. Following your review, please sign both copies.
Return one copy to me in the enclosed envelope, and keep the copy marked "CONSULTANT'S
ORIGINAL" for your records.
Invoices should be on your letterhead, made out to the Public Health Institute and should include
the following information:
Agreement# 1013147; name; address and telephone number; current period of
performance; services provided; hourly(or other) rate; number of hours or
task/deliverables included in the invoice; total amount due for services; itemized list of
any other expenses allowed under the agreement; total amount of the invoice; original
signature.
Please submit invoices for approval to:
Public Health Institute
c/o Dennis Derenzy
Cancer Prevention and Nutrition Section
1616 Capitol Avenue, Suite 74.516
PO Box 997377-MS 7204
Sacramento,CA 95899-7377
Please allow at least three weeks for processing of all payments.
If you have any contractual questions, please contact me at (916) 779-0133 or via e-mail at
ngarcia @phi.org. Technical questions can be directed to Dennis Derenzy at (916) 449-5383.
Sincere
Nan
C�J
is
Administrative Assistant
Enclosures
cc: Denny Derenzy
PHI—Oakland
1700 Tribute Road, Suite 100, Sacramento, CA 95815-4402 • Fax 916.779.0135
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RESOLUTION NO.
C (OPY
1 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF
2 SAN BERNARDINO AUTHORIZING THE CITY MANAGER TO EXECUTE A
PROFESSIONAL SERVICES AGREEMENT WITH THE PUBLIC HEALTH
3 INSTITUTE FOR THE YOUTH EMPOWERMENT PILOT PROJECT FOR THE
4 PERIOD OF OCTOBER 1, 2007 THROUGH SEPTEMBER 30, 2008,AND RATIFYING
ALL ACTION TAKEN BETWEEN OCTOBER 1, 2007 AND THE APPROVAL OF THIS
5 RESOLUTION.
6 BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY
7 OF SAN BERNARDINO AS FOLLOWS:
8 SECTION 1. That the City Manager of the City of San Bernardino is hereby authorized
9
to execute a Professional Services Agreement on behalf of said City with the Public Health
10
Institute for the Youth Empowerment Pilot Project. A copy of said agreement is hereby attached
11
12 hereto, marked Exhibit "A ", and incorporated herein by reference as fully as though set forth at
13 length.
14 SECTION 2. The term of this agreement is October 1, 2007 through September 30,
15 2008; therefore, any action taken between October 1, 2007 and the date that this Resolution is
16 executed is hereby ratified.
17
SECTION 3. The authorization granted hereunder shall expire and be void and of no
18
further effect if the agreement is not executed by both parties and returned to the Office of the
19
20 City Clerk within 120 days following effective date of the Resolution.
21
22
23
24
25
26
27
28
RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF
1 SAN BERNARDINO AUTHORIZING THE CITY MANAGER TO EXECUTE A
PROFESSIONAL SERVICES AGREEMENT WITH THE PUBLIC HEALTH
2 INSTITUTE FOR THE YOUTH EMPOWERMENT PILOT PROJECT FOR THE
PERIOD OF OCTOBER 1, 2007 THROUGH SEPTEMBER 30, 2008, AND RATIFYING
3 ALL ACTION TAKEN BETWEEN OCTOBER 1, 2007 AND THE APPROVAL OF THIS
RESOLUTION.
4
5 I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayor and
6 Common Council of the City of San Bernardino at a Meeting, thereof,
held on the day of , 2008, by the following vote to wit:
7
8 COUNCIL MEMBERS AYES NAYS ABSTAIN ABSENT
9 ESTRADA
10 BAXTER
11 BRINKER
12 DERRY
13
KELLEY
14
15 JOHNSON
16 McCAMMACK
17
18 Rachel G. Clark, City Clerk
19
The foregoing resolution is hereby approved this day of , 2008.
20
21
Patrick J. Morris,
22 Mayor
23
Approved as to form
24 James F. Penman, City Attorney
25
26
By. /4"
27
28
Exhibit A
Agreement No. 1013147
PROFESSIONAL SERVICES AGREEMENT BETWEEN
PUBLIC HEALTH INSTITUTE
AND
SAN BERNARDINO PARKS, RECREATION AND COMMUNITY SERVICES DEPT.
This Service Agreement is entered into on the subscribed date by the Public Health Institute, 555
12th Street, 10th Floor, Oakland, CA 94607-4046, 510-285-5500,Fax: 510-285-5501,
hereinafter referred to as PHI, and San Bernardino Parks, Recreation and Community Services
Dept., 547 North Sierra Way, San Bernardino, CA 92410, Phone: (909) 384-5242,hereinafter
referred to as CONSULTANT.
1. RECITALS: This agreement is a sub-agreement under prime contract no. 03-75007
awarded to PHI by the California Department of Public Health (CDPH)and funded by
U.S. Department of Agriculture(USDA).
2. EFFECTIVE DATE OF AGREEMENT: This agreement and any amendment to the
agreement shall not take effect, and neither party shall be obligated to perform this
agreement or the amendment, unless and until the agreement is approved in writing by an
authorized representative of California Department of Public Health and CONSULTANT
receives written notice thereof from PHI.
3. TERM OF AGREEMENT: The term of this agreement shall be from October 1,2007 to
September 30, 2008.
4. SCOPE OF WORK: CONSULTANT shall provide the professional services as set forth
in Exhibit A, Scope of Work, a copy of which is attached and made a part hereof by
reference.
5. PAYMENT FOR SERVICES: PHI agrees to pay CONSULTANT in arrears, upon
receipt of CONSULTANT's invoice(s) and approval by Susan B. Foerster, MPH,RD, a
fee not to exceed the maximum of$13,750.00. CONSULTANT shall invoice in
accordance with Exhibit B, Budget, a copy of which is attached and made a part hereof
by reference. PHI shall have no obligation to pay invoices received more than 30 days
after the expiration of the term or termination of this agreement.
6. TERMINATION: This agreement may be terminated as follows: (i) Either party may
terminate without cause upon 30 days written notice to the other party; (ii) PHI may
terminate, effective on the date CONSULTANT receives written notice, if the prime
contract terminates or is amended in relevant part, if PHI is required to terminate this
agreement by California Department of Health Services, or if CONSULTANT materially
fails to comply with the terms and conditions of this agreement. When it either sends or
1 AF receives notice of termination, CONSULTANT shall cancel as many outstanding
obligations as possible, and on the date of termination work shall stop and
t
ran new obligations. In the event of termination without
CONSULTANT shall not incur y g
cause, upon receipt of all completed or partially-completed deliverables,PHI shall pay
CONSULTANT for costs incurred through the termination date(including the allowable
cost of uncancelable obligations) if this is a cost-reimbursement type agreement, and for
services rendered through the termination date if this is a fixed price type agreement.
CONSULTANT shall incorporate the requirements of this clause in all lower tier
agreements.
7. INCORPORATION BY REFERENCE
A. Exhibit D(F)to the prime contract entitled "California Department of Health
Services Special Terms and Conditions (for federally funded service contracts and
grant awards (02/02)" is attached and made a part hereof by reference.
CONSULTANT shall be subject to and shall comply in all respects with the
following numbered provisions of Exhibit D(F): 1, 2, 3, 4(including subsection
4(g)(4)(a), except that CONSULTANT's reports under subsection a(1), (2)and(f)
shall be submitted to PHI), 6, 7, 8, 9(except subsection 9.d),10, 11, 12, 13, 14, 17,
19, 20,24, 32. Unless the context requires otherwise, all references in Exhibit
D(F)to the Contractor shall be deemed to refer to CONSULTANT.
B. All other terms and conditions of the prime contract that are applicable to this
agreement are incorporated herein by reference, and CONSULTANT shall be
subject to and comply with them in all respects. CONSULTANT shall have the
right to obtain a copy of the prime contract from PHI at any time. However, this
section shall apply whether or not CONSULTANT does so, and CONSULTANT
expressly waives any right to further notification or explanation of prime contract
provisions. If any of the aforementioned prime contract provisions directly and
irreconcilably conflict with other provisions of this agreement, the latter shall take
precedence.
C. CONSULTANT shall incorporate the requirements of this section into lower-tier
agreements.
8. INTELLECTUAL PROPERTY RIGHTS: Notwithstanding Provision 10 of Exhibit
D(F), entitled"Intellectual Property Rights,"whenever it is reasonably necessary for
CONSULTANT to use,reproduce, distribute, or modify any intellectual property in order
to perform services that are required to be performed in or permitted to be performed
under this agreement or under a subcontract approved by PHI under this agreement, PHI
grants a non-exclusive,royalty-free,worldwide and irrevocable license to
CONSULTANT to use, reproduce, distribute, and modify such intellectual property and
have or permit others to do so.
2
9. PUBLIC REPORTING: CONSULTANT shall comply with the following requirements.
A. CONSULTANT must submit any news release related to this contract to PHI for
review prior to its release.
B. CONSULTANT shall ensure that the California Department of Public Health
(CDPH) and the U.S. Department of Agriculture(USDA)are clearly identified as a
sponsor or support organization on all published material relating to this contract.
C. When producing audio and/or visual materials, not previously developed,
CONSULTANT will acknowledge CDPH and USDA support in the following
manner:
English
A message from the California Department of Public Health funded by the Food
Stamp Program of the U.S. Department of Agriculture.
Spanish
Patrocinado por el Departamento de Salud Publica de California y auspiciado por el
Programa de Cupones de Alimentos del Departamento de Agricultura de los Estados
Unidos.
D. The CDPH's and USDA's name shall be placed prominently on all other products
generated by CONSULTANT as a result of this contract with appropriate credit given
for funding.
10. PUBLICATIONS: CONSULTANT shall not publish any journal articles or other
materials that disclose the objectives, contents,methods, or results of work hereunder
without the prior written authorization of PHI. CONSULTANT shall incorporate the
requirements of this clause in all lower tier subcontracts.
11. SUBCONTRACTING APPROVAL: CONSULTANT shall not enter into any lower-tier
subcontracts without the prior written approval of PHI.
12. APPLICABILITY TO LOWER-TIER SUBCONTRACTORS AND SUPPLIERS:
CONSULTANT shall require its subcontractors, suppliers, employees, consultants and
-agents to comply with the-applicable provisions of this agreement.
13. NON-DISCRIMINATION CLAUSE: During the performance of this agreement,
CONSULTANT shall not unlawfully discriminate, harass, or allow harassment against
any employee or applicant for employment because of sex, race, color, ancestry, religious
creed, national origin,physical disability(including HIV and AIDS),mental disability,
medical condition(cancer), age(over 40),marital status, and denial of family care leave.
CONSULTANT shall insure that the evaluation and treatment of its employees and
applicants for employment are free from such discrimination and harassment.
3
CONSULTANT shall comply with the provisions of the Fair Employment and Housing
Act(Government Code Section 12990 (a-f) et seq.) and the applicable regulations
promulgated thereunder(California Code of Regulations,Title 2, Section 7285 et seq.).
The applicable regulations of the Fair Employment and Housing Commission
implementing Government Code Section 12990 (a-f), set forth in Chapter 5 of Division 4
of Title 2 of the California Code of Regulations are incorporated into this agreement by
reference and made a part hereof as if set forth in full. CONSULTANT shall give written
notice of its obligations under this section to labor organizations with which it has a
collective bargaining or other agreement.
14. LOBBYING CERTIFICATION: CONSULTANT shall comply with 31 USC 1352
"Limitation on Use of Appropriated Funds to Influence Certain Federal Contracting and
Financial Matters" and implementing regulations at 48 CFR subpart 3.8. If this
agreement exceeds $100,000, CONSULTANT certifies by signing this agreement that to
the best of its knowledge and belief no federal appropriated funds have been or will be
paid by it or on its behalf to any person for influencing or attempting to influence an
officer or employee of any agency, a Member of Congress, an officer or employee of
Congress, or an employee of a Member of Congress in connection with the making,
award, extension, continuation, renewal, amendment or modification of any federal
contract, grant, loan, or cooperative agreement,provided that if any funds other than
federal appropriated funds (including profit or fee received under a covered federal
transaction)have been or will be paid to any person for the above-noted purposes in
connection with this agreement, CONSULTANT shall complete and submit to PHI OMB
Standard Form LLL"Disclosure of Lobbying Activities." CONSULTANT shall
incorporate the requirements of this clause in all nonexempt lower tier agreements and
require subcontractors to certify and disclose to it, and forward their disclosures to PHI.
15. DEBARMENT AND SUSPENSION CERTIFICATION: CONSULTANT agrees to
comply with applicable federal suspension and debarment regulations including but not
limited to 7 CFR Part 3017, 45 CFR 76,40 CFR 32 or 34 CFR 85, and by signing this
agreement, CONSULTANT certifies to the best of its knowledge and belief,that it and its
principals: (1) Are not presently debarred, suspended, proposed for debarment, declared
ineligible, or voluntarily excluded by any federal department or agency; (2)Have not
within a three-year period preceding this agreement been convicted of or had a civil
judgment rendered against them for commission of fraud or a criminal offense in
connection with obtaining, attempting to obtain, or performing a public (Federal, State or
local) transaction or contract under a public transaction; violation of Federal or State
antitrust statutes or commission of embezzlement,theft, forgery,bribery, falsification or
destruction of records,making false statements,or receiving stolen property; (3) Are not
presently indicted for or otherwise criminally or civilly charged by a governmental entity
(Federal, State or local)with commission of any of the offenses enumerated above; (4)
Have not within a three-year period preceding this agreement had one or more public
transactions (Federal, State or local) terminated for cause or default; (5) Shall not
l 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,
4
suspended, declared ineligible,or voluntarily excluded from participation in such
transaction, unless authorized by PHI; and (6) Will include a clause entitled, "Debarment
and Suspension Certification" that essentially sets forth the provisions herein in all lower
tier covered transactions and in all solicitations for lower tier covered transactions. If the
CONSULTANT is unable to certify to any of the statements in this certification, it shall
submit an explanation to PHI. The terms and definitions herein have the meanings set
out in the Definitions and Coverage sections of the rules implementing Federal Executive
Order 12549. If CONSULTANT knowingly violates this certification, in addition to
other remedies available to the Federal Government,PHI may terminate this agreement
for cause or default.
-16. SMOKE-FREE WORKPLACE CERTIFICATION: CONSULTANT certifies by signing
this agreement that it will comply with the Pro-Children Act of 1994 (P.L. 103-227) and
will not allow smoking within any portion of any indoor facility used for the provision of
services for children as defined by the Act.
17. TRAVEL REIMBURSEMENT AND EQUIPMENT REPORTING: Travel and per diem
expense reimbursement provided under this agreement shall conform with the policies set
forth in the attached CDPH "Travel Reimbursement Information"Exhibit G, which is
incorporated herein by reference. If applicable, CONSULTANT shall utilize the CDPH
"Contractor Equipment Purchased with DHS Funds" and"Inventory/Disposition of DHS-
Funded Equipment" forms for reporting and inventory of equipment. The forms shall be
submitted to PHI.
18. RECORD RETENTION, AUDIT AND INSPECTION: CONSULTANT shall maintain
all books, documents, papers, records and supporting documentation relating to this
agreement for a minimum of three(3) years after termination and final payment, unless a
longer period of record retention is stipulated. CONSULTANT agrees to allow PHI,
California Department of Public Health, the Department of General Services, the Bureau
of State Audits, and their designated representatives to have access to,review, copy and
audit the foregoing materials during any normal business hours and to interview any
employee who might reasonably have information relating to them.
19. INDEMNIFICATION:
A. CONSULTANT agrees to indemnify, defend and save harmless the State of
California, its officers, agents and employees from any and all claims and losses
accruing or resulting to any and all contractors, subcontractors, suppliers, laborers
and any other person, firm or corporation furnishing or supplying work, services,
materials or supplies in connection with the performance of this agreement, and
from any and all claims and losses accruing or resulting to any person, firm or
corporation who may be injured or damaged by CONSULTANT in the
performance of this agreement.
B. CONSULTANT and PHI each agree to indemnify, defend and hold harmless the
5
other and its directors, officers, members, employees, contractors and agents from
and against any and all claims, losses, damages, costs, expenses or other liability
resulting directly or indirectly from any intentional, grossly negligent or negligent
act or failure to act by the indemnifying party's directors, officers, employees or
agents in the performance of this agreement, including without limitation any
accident or injury to persons or property or any liability for copyright,patent or
trademark infringement. The parties'obligations under this section shall survive
the expiration or termination of this agreement until all claims involving any of
the indemnified matters are fully and finally resolved or barred by applicable
statutes of limitation.
-20. REPRESENTATIONS AND WARRANTIES: CONSULTANT represents and warrants
that services will be performed in a good and workmanlike manner, free from defects,
and by personnel with the requisite skill, qualifications, and licenses.
21. DISPUTES AND ARBITRATION: Any controversy or claim arising out of or relating
to this agreement, or the breach thereof, shall be settled by arbitration in accordance with
the Commercial Arbitration Rules of the American Arbitration Association and judgment
upon the arbitrator's award may be entered in any court having jurisdiction.
22. TIMELY PERFORMANCE: Time is of the essence in the performance of this
(W agreement.
23. INDEPENDENT CONTRACTOR: CONSULTANT is an independent contractor and
for no purpose shall any of its officers; directors, members, employees, volunteers,
subcontractors or agents be considered an employee of PHI or the funding agency, if any.
24. EXCUSABLE DELAY: If CONSULTANT is delayed in the performance its obligations
by reason of labor troubles, power failure, acts of government, acts of God or the public
enemy,or any other reasons or causes beyond its reasonable control,performance shall
be excused for the period of delay and, if agreed to in writing by the parties, the
agreement shall be extended for a period equivalent to the delay.
25. INTERFERING CONDITIONS: CONSULTANT agrees to promptly notify PHI of any
condition that might interfere with this agreement. Notification shall not relieve
CONSULTANT of any responsibilities hereunder.
26. COMPLIANCE WITH LAW: CONSULTANT agrees to comply with all relevant state
and federal statutes and regulations.
27. ASSIGNMENT: This agreement is not assignable by CONSULTANT without the prior
written consent of PHI.
28. SEVERABILITY: If any provision of this agreement is held in conflict with law,the
validity of the remaining provisions shall not be affected.
6
29. SURVIVAL OF OBLIGATIONS: Expiration or termiriation of this agreement shall not
extinguish any previously-accrued rights or obligations of the parties.
30. GOVERNING LAW: The validity, construction, and effect of this agreement shall be
governed by the laws of the United States of America and the State of California.
31. CAPTIONS: Captions are for convenience and reference only and are not intended to
affect the interpretation of this agreement.
32. NOTICES: Notices and other communications hereunder are deemed given three
business days after-the date of mailing by certified mail to the address set forth at the
beginning of this agreement.
33. ENTIRE AGREEMENT: This is the entire agreement between the parties. It supersedes
all prior oral or written agreements or understandings and it may be amended only in
writing.
For Public Health Institute: For CONSULTANT:
Carol A. Rodarte
Grants and Contracts Specialist
/iZ/3 Zrz
Date Date
H:\nrosas\2007\Agreements\Consultants\Foerster 102551-05-01\San Bernardino Parks 1013147.doc 02551-05-01
7
Exhibit A
Scope of Work
San Bernardino Parks, Recreation and Community Services Department
Network for a Healthy California Youth Empowerment Pilot Project: Action Phase
San Bernardino Parks, Recreation and Community Services Department project
coordinator(Glenda Martin-Robinson) will complete the following:
1. Adult Leader will inspire, engage, support and work closely with the established
youth team to create solid plans and help the youth take action on the nutrition
and PA issues identified in fiscal year 06-07 research project.
2. Adult Leader will participate/attend all trainings over the course of the year as
mandated by Network for a Healthy California's Youth Initiatives Consultant.
3. Adult Leader will communicate with Network for a Healthy California staff(or
California Project LEAN staff)on a regular, consistent basis.
4. Adult Leader will share lessons and strategies with the other selected Youth
Empowerment pilot sites, as needed.
5. Adult Leader will conduct weekly meetings with the youth team to provide
leadership, assistance and support. Ensure that all aspects of project are youth-
led, (not adult-led). Adult Leader will provide supplies,healthy taste testings and
other materials at the meetings.
6. Provide all necessary reporting, invoicing and other key documentation on a
regular, consistent basis to the Network for a Healthy California.
7. Attend annual Network for a Healthy California related meetings (both local and
state level) and conferences to share your team's story-- and bring involved,
articulate youth to these meetings, as well.
Exhibit B
Budget Summary
San Bernardino Parks, Recreation and Community Services Department
California Nutrition Network Youth Empowerment Pilot Project: Action Phase
Compensation for Lead Person $ 5,000
Compensation for Teen Nutrition Ed Leaders (age 12-18) $ 6,000
12 youth at $500/youth for the length of service
Taste Testings at each meeting with teens $ 500
Printing of Final Report $ 500
Other materials $ 250
Travel to Trainings in Sacramento $ 1,500
Receipts required for travel except food
TOTAL $13,750
State Standard Guidelines
Food Breakfast $6.00
Lunch $10.00
Dinner $18.00
Hotel $84.00 Mileage $0.485
Attachment 1 to Agreement No. 1013147
The following documents are attached and incorporated into the Subcontractor's/Consultant's
original of this agreement and are incorporated into this original of the agreement by reference:
Exhibit D(F)
Exhibit G
i
' California Department of Health Services Exhibit D(F)
Sracial Terms and Conditions
(For federally funded service contracts and grant awards)
The use of headings or titles throughout this exhibit is for convenience only and shall not be used to
interpret or to govern the meaning of any specific term or condition. The terms "contract", "Contractor"
and "Subcontractor"shall also mean"grant", "Grantee"and "Subgrantee" respectively.
Index of Special Terms and Conditions
1. Federal Equal Employment Opportunity 17. Human Subjects Use Requirements
Requirements
18. Novation Requirements
2. Travel and Per Diem Reimbursement 19. Debarment and Suspension Certification
3. Procurement Rules
20. Smoke-Free.W.orkplace Certification
4. Equipment Ownership/Inventory/ 21. Covenant Against Contingent Fees
Disposition
5. Subcontract Requirements 22• Payment Withholds
6. Income Restrictions 23. Performance Evaluation
7. Audit and Record Retention 24. Officials Not to Benefit
8. Site Inspection 25. Four-Digit Date Compliance
9. Federal Contract Funds 26. Prohibited Use of State Funds for Software
10. Intellectual Property Rights 27. Use of Small, Minority Owned and Women's
Businesses
11. Air or Water Pollution Requirements
28. Alien Ineligibility Certification
12. Prior Approval of Training Seminars,
Workshops or Conferences 29. Union Organizing
13. Confidentiality of Information 30. Contract Uniformity(Fringe Benefit
Allowability)
14. Documents, Publications, and Written 31. Lobbying Restrictions and Disclosure
Reports
Certification
15. Dispute Resolution Process
16. Financial and Compliance Audit
Requirements
CMS 02(7104) Page 1 of 26
Califomia Oeparbnent of Health Services.Special Terms and Conte°' Exhibit
I
1. Federal Equal Opportunity Requirements
(Applicable to all federally funded agreements.)
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 pay or 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 DHS, 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.&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
CMS 02(7/04) Page 2 of 26
calsfornia uepartment of Health Services-Special Terms and Conditions Exhibit D(F)
Contract Compliance Programs, Equal Employment Opportunity, Department of Labor,"or by rule,
regulation, or order of the Secretary of Labor, or as otherwise provided by law.
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 DHS 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 DHS, the Contractor may request in writing to DHS, who, in
turn, may request the United States to enter into such litigation to protect the interests of the State
and of the United States.
2. Travel and Per Diem Reimbursement
(Applicable if travel and/or per diem expenses are reimbursed with contract funds.)
Reimbursement for travel and per diem expenses from DHS under this agreement shall, unless
otherwise specified in this agreement, be at the rates currently in effect, as established by the
California Department of Personnel Administration (DPA), for nonrepresented state employees as
stipulated in DHS' 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 DPA rates may be approved by DHS upon the
submission of a statement by the Contractor indicating that such rates are not available to the
Contractor. No travel outside the State of California shall be reimbursed without prior authorization
from DHS. 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, miscellaneous property, commodities and,or
supplies are furnished by DHS or expenses for said items are reimbursed with state or federal funds.)
a. Equipment definitions
Wherever the term equipment and/or miscellaneous property is used, the following definitions
shall apply:
(1) Major equipment: A tangible or intangible item having a base unit cost of $5,000 or more
with a life expectancy of one (1) year or more and is either furnished by DHS or the cost is
reimbursed through this agreement. Software and videos are examples of intangible items
that meet this definition.
(2) Minor equipment: A tangible item having a base unit cost of less than $5,000 with a life
expectancy of one (1)year or more that is listed on the DHS Asset Management Unit's Minor
Equipment List and is either furnished by DHS or the cost is reimbursed through this
agreement. Contractors may obtain a copy of the Minor Equipment List by making a request
through the DHS program contract manager.
(3) Miscellaneous property: A specific tangible item with a life expectancy of one (1) year or
more that is either furnished by DHS or the cost is reimbursed through this agreement.
Examples include, but are not limited to: furniture (excluding modular furniture), cabinets,
typewriters, desktop calculators, portable dictators, non-digital cameras, etc.
CMS 02(7/04) Page 3 of 26
CaiBornia Department of Hea"Se w Special Terns and conditions Exhibit D(F)
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 tha?are required in performance of
this agreement. Said procurements are subject to Paragraphs d through h of Provision 3.
Paragraph 'c of Provisiort-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 DHS program contract manager, to have all remaining
equipment purchased through DHS' Purchasing Unit. The cost of equipment purchased by or
through DHS shall be deducted from the funds available in this agreement. Contractor shall
submit to the DHS 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 DHS. The equipment will be
delivered to the Contractor's address, as stated on the face of the agreement, unless the
Contractor notifies the DHS 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
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 DHS, prior written authorization from the
appropriate DHS 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 DHS, 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 DHS (e.g., when DHS has a need to monitor certain
purchases, etc.), DHS may require prior written authorization and/or the submission of paid
vendor receipts for any purchase, regardless of dollar amount. DHS reserves the right to either
CMS 02(7/04) Page 4 of 26
• }: .,,. .. . :guy
California Department of Health Services-Special Terns and Conditions Exhibit D(F)
deny claims for reimbursement or to request repayment for any Contractor and/or subcontractor
purchase that DHS 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. DHS may, with cause (e.g., with reasonable suspicion of unnecessary purchases or use of
inappropriate purchase practices, etc.), withhold, cancel, modify, or retract the delegated
purchase authority granted under Paragraphs b and/or c of Provision 3 by giving the Contractor no
less than 30 calendar days written notice.
4. Equipment Ownership/Inventory/Disposition
(Applicable to agreements in which equipment and/or miscellaneous property is furnished by DHS
and/or when said items are purchased or reimbursed with state or federal funds.)
a. Wherever the term equipment and/or miscellaneous property is used in Provision 4, the definitions
in Provision 3;Paragrapft7a"strall appf�T"'
Unless otherwise stipulated in this agreement, all equipment and/or miscellaneous property that
are purchased/reimbursed with agreement funds or furnished by DHS under the terms of this
agreement shall be considered state equipment and the property of DHS.
49 (1) DHS requires the reporting, tagging and annual inventorying of all equipment and/or
miscellaneous property that is furnished by DHS or purchased/reimbursed with funds
provided through this agreement.
Upon receipt of equipment and/or miscellaneous property, the Contractor shall report the
receipt to the DHS program contract manager. To report the receipt of said items and to
receive property tags, Contractor shall use a form or format designated by DHS' Asset
Management Unit. If the appropriate form (i.e., Contractor Equipment Purchased with DHS
Funds) does not accompany this agreement, Contractor shall request a copy from the DHS
program contract manager.
(2) If the Contractor enters into an agreement with a term of more than twelve months, the
Contractor shall submit an annual inventory of state equipment and/or miscellaneous property
to the DHS program contract manager using a form or format designated by DHS' Asset
Management Unit. If an inventory report form (i.e., Inventory/Disposition of DHS-Funded
Equipment) does not accompany this agreement, Contractor shall request a copy from the
DHS program contract manager. Contractor shall:
(a) Include in the inventory report, equipment and/or miscellaneous property in the
Contractor's possession and/or in the possession of a subcontractor (including
independent consultants).
(b) Submit the inventory report to DHS according to the instructions appearing on the
inventory form or issued by the DHS program contract manager.
(c) Contact the DHS program contract manager to learn how to remove, trade-in, sell,
transfer or survey off, from the inventory report, expired equipment and/or miscellaneous
property that is no longer wanted, usable or has passed its life expectancy. Instructions
will be supplied by DHS'Asset Management Unit.
CMS 02(7/04) Page 5 of 26
California Depart mert of HeaM services-$PeWI Terms and CondWons Exhibit D(F)
b. Title to state equipment and/or miscellaneous property shall not be affected by its incorporation or
attachment to any property not owned by the State.
c. Unless otherwise stipulated, DHS shall be under no obligation to pay,the cost of restoration, or
rehabilitation of the Contractor's and/or Subcontractor's facility which may be affected by the
removal of any state equipment and/or miscellaneous property.
d. The Contractor and/or Subcontractor shall maintain and administer a sound business program for
ensuring the proper use, maintenance, repair, protection, insurance and preservation of state
equipment and/or miscellaneous property.
(1) In administering this provision, DHS may require the Contractor and/or Subcontractor to repair
or replace, to DHS' satisfaction, any damaged, lost or stolen state equipment and/or
miscellaneous 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 DHS program contract manager.
e. Unless otherwise stipulated by the program funding this agreement, equipment and/or
miscellaneous property purchased/reimbursed with agreement funds or furnished by DHS under
the terms of this agreement, shall only be used for performance of this agreement or another DHS
agreement.
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 miscellaneous property to the DHS
program contract manager and shall, at that time, query DHS as to the requirements, including
the manner and method, of returning state equipment and/or miscellaneous property to DHSS
Final disposition of equipment and/or miscellaneous property shall be at DHS expense and
according to DHS instructions. Equipment and/or miscellaneous property disposition instructions
shall be issued by DHS immediately after receipt of the final inventory report. At the termination or
conclusion of this agreement, DHS may at its discretion, authorize the continued use of state
equipment and/or miscellaneous property for performance of work under a different DHS
agreement.
g. Motor Vehicles
(Applicable only if motor vehicles are purchased/reimbursed with agreement funds or furnished by
DHS under this agreement.)
(1) If motor vehicles are purchased/reimbursed with agreement funds or furnished by DHS 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 DHS and
shall deliver all necessary documents of title or registration to enable the proper transfer of a
marketable title to DHS.
(2) If motor vehicles are purchased/reimbursed with agreement funds or furnished by DHS 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 DHS 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 any one 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 DHS
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
CMS 02(7/04) Page 6 of 26
California Department of Health Services-Special Terms and Conditions
Exhibit D(F)
liability insurance is in effect during the term of this agreement or any period of contract
extension 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 DHS 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 DHS program contract manager.
(c) The Contractor and/or Subcontractor agree that bodily injury and property damage liability
insurance, as required herein, shall remain in effect at all times during the term of this
agreement or until such time as the motor vehicle is returned to DHS.
(d) The Contractor and/or Subcontractor agree to provide, at 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.
(e) The Contractor and/or Subcontractor, if not a self-insured government and/or public
entity, must provide evidence, that any required certificates of insurance contain the
following provisions:
[1] The insurer will not cancel the insured's coverage without giving thirty (30) calendar
days prior written notice to the State(California Department of Health Services).
[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 the State of California Department of Health
Services, in writing, of the Contractor's failure to pay premiums; its cancellation of
such policies; or any other substantial change, including, but not limited to, the status,
coverage, or scope of the required insurance. Such notices shall contain a reference
to the agreement number for which the insurance was obtained.
(f) The Contractor and/or Subcontractor is hereby advised that copies of certificates of
insurance may be subject to review and approval by the Department of General Services
(DGS), Office of Risk and Insurance Management. The Contractor shall be notified by
DHS, in writing, if this provision is applicable to this agreement. If DGS approval of the
certificate of insurance is required, the Contractor agrees that no work or services shall be
performed prior to obtaining said approval.
(g) In the event the Contractor and/or Subcontractor fails to keep insurance coverage, as
required herein, in effect at all times during vehicle possession, DHS may, in addition to
any other remedies it may have, terminate this agreement upon the occurrence of such
event.
5. Subcontract Requirements
(Applicable to agreements under which services are to be performed by subcontractors including
independent consultants.)
CMS 02(7/04) Page 7 of 26
Exhibit D(F)
California Department of Health Services Special TeM s and Conditions
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 exceeding $5,000, the Contractor shall obtain at
least three bids or justify a sole source award.
(1) The Contractor must provide in its request for authorization, all particulars necessary for
evaluating the necessity or desirability of incurring such cost.
(2) The State may identify the information needed to fulfill this requirement.
(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 §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 Administrative
Manual Section 1233 subsection 3. View this publication at the following Internet
address: http://sam.dgs.ca.gov.
b. DHS 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.
(1) Upon receipt of a written notice from DHS 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 DHS.
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 DHS. DHS may, at its
discretion,elect to waive this right. All such waivers shall be confirmed in writing by DHS.
d. Contractor shall maintain a copy of each subcontract entered into in support of this agreement
and shall, upon request by DHS, make said copies available for approval, inspection,or audit.
e. Sole responsibility rests with the Contractor to ensure that subcontractors, used in performance of
this agreement, are paid in a timely manner. The timeliness of said payments may be affected by
the timeliness of payments issued by DHS to the Contractor.
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:
0 "(Subcontractor Name) agrees to maintain and preserve, until three years after
termination of (Agreement Number) and final payment from DHS, to permit DHS or any
duly authorized representative, to have access to, examine or audit any pertinent books,
Page 8 of 26
CMS 02(7/04)
,. '�".`_, � .:rAk*-T'" ._:, .Z AA - ;z•r,iar -_.�..er.-*fi,
CaBfornia Department of HesM Se banns and Cadltl -; ""'*�
.»..,,, ,�..„... Exhibit D(F)
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 DHS, 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 32.
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 DHS, to the extent that they are properly
allocable to costs for which the Contractor has been reimbursed by DHS under this agreement.
7. Audit and Record Retention
(Applicable to agreements in excess of$10,000.)
a. The Contractor and/or Subcontractor shall maintain books, records, documents, and other
evidence, accounting procedures and practices, sufficient to properly reflect all direct and indirect
costs of whatever nature claimed to have been incurred in the performance of this agreement,
including any matching costs and expenses. The foregoing constitutes "records" for the purpose
of this provision.
b. The Contractor's and/or subcontractor's facility or office or such part thereof as may be engaged
in the performance of this agreement and his/her records shall be subject at all reasonable times
to inspection, audit, and reproduction.
c. Contractor agrees that DHS, the Department of General Services, the Bureau of State Audits, or
their designated representatives including the Comptroller General of the United States shall have
the right to review and to copy any records and supporting documentation pertaining to the
performance of this agreement. Contractor agrees to allow the auditor(s) access to such records
during normal business hours and to allow interviews of any employees who might reasonably
have information relatr 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
10 the penalties for violations of fraud and for obstruction of investigation as set forth in Public
Contract Code § 10 115.10, 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
CMS 02(7/04)
Page 9 of 26
Exhibit D(I-)
Caltfomia OepartmeM of Health Servius•special Terms and Cond16°ns
microfilm, computer disk, CD
in ROM,
or other data storage medium. Upon request by an
authorized representative to inspect, audit or obtain lodev records, the
e, and/or Contractor
software .
I or make available Itcable devices may include, but are not
Subcontractor must Supply
necessary to view, copy and/or print said records.etch. p — ----
limited to, microfilm readers and microfilm printers,
g. Site Inspection
The State, through any authorized representatives, has the right at all reasonable times to inspect or
subcontract
otherwise evaluate the work performed or being performed hereunder including
supported activities and the premises in which it is being performed. If any inspection or evaluation is
of the premises of the Contractor or Subcontractor, the and Contractor
s stance shall
fo provide the safety shall
made provide all reasonable facilities
require Subcontractors to p
convenience of the authorized representatives in the performance of their duties. All inspections an
evaluations shall be performed in such a manner as will not unduly delay the work.
9. Federal Contract Funds -y -
Applicable only to that portion of an agreement funded in part or whole with federal funds.)
( that this agreement may have been written before
a. It is mutually understood between the parties appropriation of funds, for the mutual benefit of were
ascertaining the availability of congressional app ro P e
parties, in order to avoid program and fiscal delays which would occur if the ag
executed after that determination was made.
ears covered by the term of this agreement. In
b. This agreement is valid and enforceable only sufficient funds are made available to the State cted
the United States Government for they ad ti provisions,terms or
addition, this agreement is subject t}ed b theltCongressrwh ch may affect the rp conditions
vi lions,terms
by the Congress or any statute enacted y
0 agreement in any man .
funding of this ag ner
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. DHS 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 DHS has agreed in a signed writing to accept a license,all rights, anld be interest
remain,without additional compensation, the sole owner o any conceived, that
in all Intellectual Property, from the moment of c t atioa t ce by eContractor or r or not jointly DHS and which
are made, conceived, derived from, or reduced p
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 Is author's dress,
ghts�contract gand
color combinations, slogans, moral rights, right of publicity,t priority, know how,
licensing rights, works, mask dworks, industrial nes processesghdeve opments, innovations, good
design flows, methodologies, intangible proprietary information as may exist now
will and all other legal rights protecting p ro P
and/or here after come into existence, and all renew
ted als Statesnd extensions
otheregardless of whethecountry
those rights arise under the taws of
jurisdiction.
works' means all literary works,
(a) For the purposes of the definition of Intellectual Property,., which they are recorded or
writings and printed matter including the medium by
Page 10 of 26
rMS 02(7/04)
California Department of Health Services-Special Terms and Conditions Exhibit D(F)
reproduced, photographs, art work, pictorial and graphic representations and works of a
similar nature, film, inotion 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 DHS' Intellectual Property
in existence prior to the effective date of this agreement. Except as otherwise set forth
herein, Contractor shall not use any of DHS' Intellectual Property now existing or hereafter
existing for any purposes without the prior written permission of DHS. Except as otherwise
set forth herein, neither the Contractor nor DHS shall give any ownership interest in or
rights to its Intellectual Property to the other Party. -If during the term of this agreement,
Contractor accesses any third-party Intellectual Property that is licensed to DHS, Contractor
agrees to abide by all license and confidentiality restrictions applicable to DHS in the third-
party's license agreement.
(4) Contractor agrees to cooperate with DHS in establishing or maintaining DHS'exclusive rights
in the Intellectual Property, and in assuring DHS' sole rights against third parties with respect
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 DHS all rights, title and
interest in Intellectual Property made, conceived, derived from, or reduced to practice by the
subcontractor, Contractor or DHS and which result directly or indirectly from this agreement or
any subcontract.
(5) Contractor further agrees to assist and cooperate with DHS 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 DHS' Intellectual
Property rights and interests.
b. Retained Rights/License Rights
(1) Except for Intellectual Property made, conceived, derived from, or reduced to practice by
Contractor or DHS 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 DHS,
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 DHS 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.
CMS 02(7/04) Page 11 of 26
Exhibit D(F)
California Department of Health Services"Special Terns and Conditions
C. Copyright
ur oses of copyright law, all works [as defined in Section a,
(1) Contractor agrees that for PL
subparagraph (2)(a) of this pro visionance of this agreement shall bebdeemed -works cmade
connection with Contractor's perform Contractor in
for hire". Contractor agrees
of this at the
agreement will be a person utilized
made for hire,' whether
connection with the perform
that person is an employee of Contractor or that person has entered I hall enter into a written agreement h any such Contractor to perform the work. Contractor s
person that: (i) all work performed for Con tshall assignn all right, title, and interest to DHS to
under the Copyright Act and (ii)that person
any work product made, conceived, derived from, or reduced to p ractice by Contractor or
DHS and which result directly or indirectly from this agreement.
including, but not limited to, visual works or text, reproduced or distributed
(2) All materials, 9 made, conceived, derived from,
pursuant to this agreement that include Intellectual Property
tctor or DHS tlfrom this
or reduced to pyright,which shall read in 3mm or larger typeface:
agreement, shall include DHS' notice of co
not be
V 2001, State of California, Department of a lthrnls Services.s. Thie Department s
Health
reproduced or disseminated without prior written
Services." 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 spe sifiddescribed included t
underSectio b of agreement's scope
thisprrov sionofor
Contractor hereby grants to DHS a license a
agreement's scope of
devices or material incorporating, men made work spec fically included within inventions.
ag If such inventions
result from research and development compensation, all its right, title
work, then Contractor agrees to assign to DHS, without additional
and interest in and to such inventions and to assist DHS 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 d party without first:��
dependent upon or include any Intellectual Property of
to or obtaining nin r fotrirDHS without additional
obtaining DHS' prior written approval; and (ii) granting e or
compensation, a license, as described in Secn to f this pro ii date of this agree
iii such
third-parry's Intellectual Property in existence prior
Property
a license upon the these terms is fo Conitractor'ss performance of th is agreement,Contractor
should be included in or is required ed r
shall obtain a license under terms acceptable to DHS.
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
the rights granted in this agreement, nor any use, reproduction, manufacture, sale, offer
to sell, import, export, modification, public
made,rconcevied!ad/erved from ordistribution,red d to
and disposition of the Intellectual
practice by Contractor or DHS and which result directly or indirectly from this agreement
Page 12 of 26
i^ ee n)17lfldl
California Department of Health Services-Special Terms and Conditions Exhibit D(F)
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 DHS in this agreement.
(g) It has appropriate systems and controls in place to ensure that state funds will not be
used in the performance of this agreement for the acquisition, operation or maintenance
of computer software in violation of copyright laws.
(h) 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) DHS MAKES NO WARRANTY THAT THE INTELLECTUAL PROPERTY RESULTING FROM
THIS AGREEMENT DOES NOT INFRINGE UPON ANY PATENT, TRADEMARK,
COPYRIGHT OR THE LIKE, NOW EXISTING OR SUBSEQUENTLY ISSUED.
g. Intellectual Property Indemnity
(1) Contractor shall indemnify, defend and hold harmless DHS and its licensees and assignees,
and its officers, directors, employees, agents, representatives, successors, and users of its
products, ("Indemnitees") from and against all claims, actions, damages, losses, liabilities (or
actions or proceedings with respect to any thereof), whether or not rightful, arising from any
and all actions or claims by any third party or expenses related thereto (including, but not
limited to, all legal expenses, court costs, and attorney's fees incurred in investigating,
preparing, serving as a witness in, or defending against, any such claim, action, or
proceeding, commenced or threatened) to which any of the Indemnitees may be subject,
wffe-ther 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 DHS' use, reproduction, manufacture, sale, offer to sell, distribution, import,
export, modification, public and private performance/display, license, and disposition of the
Intellectual Property made, conceived, derived from, or reduced to practice by Contractor or
DHS and which result directly or indirectly from this agreement. Thig indemnity obligation
shall apply irrespective of whether the infringement claim is based on a patent, trademark or
copyright registration that issued after the effective date of this agreement. DHS reserves the
right to participate in and/or control, at Contractor's expense, any such infringement action
brought against DHS.
(2) Should any Intellectual Property licensed by the Contractor to DHS under this agreement
become the subject of an Intellectual Property infringement claim, Contractor will exercise its
authority reasonably and in good faith to preserve DHS' right to use the licensed Intellectual
Property in accordance with this agreement at no expense to DHS. DHS shall have the right
to monitor and appear through its own counsel (at Contractor's expense) in any such claim or
action. In the defense or settlement of the claim, Contractor may obtain the right for DHS to
continue using the licensed Intellectual Property; or, replace or modify the licensed Intellectual
CMS n2 nvnci Page 13 of 26
California Department of Hea1M Services-Special Terns and Conditions Exhibit D(F)
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, DHS shall be
entitled to a refund of all monies paid under this agreement, without restriction or li_rBjWQpp„pf_____
any other rights and remedies available at law or in equity.
(3) Contractor agrees that damages alone would be inadequate to compensate DHS for breach
of any term of this Intellectual Property Exhibit by Contractor. Contractor acknowledges DHS
would suffer irreparable harm in the event of such breach and agrees DHS 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, DHS 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 DHS approval of the location, costs, dates, agenda, instructors,
instructional materials, and attendees at any reimbursable training seminar, workshop, or conference
conducted pursuant to this contract 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.
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.
CMS 02(7/04) Page 14 of 26
Exhibit D(F)
rtmern ofllealth Ser ,-Special Terms and Conditions
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 DHS
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 DHS without prior
written authorization from the DHS program contract manager.
e. For purposes of this provision, identity shall include, but not be limited to name, identifying
number, symbol, or other identifying particular assigned to the individual, such as finger or voice
print or a photograph.
14. Documents, Publications and Written Reports
(Applicable to agreements over $5,000 under which publications, written reports and documents are
developed or produced. Government Code Section 7550.)
Any document, publication or written report (excluding progress reports, financial reports and normal
contract 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 and
subcontracts relating to the preparation of such document or report, if the total cost for work by
nonemployees of the State exceeds $5,000.
15. Dispute Resolution Process
a. A Contractor grievance exists whenever the Contract believes there is a dispute arising from DHS'
action in the administration of an agreement. If the Contractor believes there is a dispute or
grievance between the Contractor and DHS, both parties shall follow the procedure outlined
below.
(1) The Contractor should first discuss the problem informally with the DHS program contract
manager. If the problem cannot be resolved at this stage, the Contractor shall direct its
grievance together with any evidence, in writing, to the program Brans r. (thief. The grievance
shall state the issues in dispute, the legal authority or other basis for the Contractor's position
and the remedy sought. The Branch Chief shall make a determination on the problem within
ten (10) working days after receipt of the written communication from the Contractor. The
Branch Chief shall respond in writing to the Contractor indicating the decision and reasons
therefore. Should the Contractor disagree with the Branch Chiefs decision, the Contractor
may appeal to the second level.
(2) The Contractor must prepare a letter indicating the reasons for disagreement with Branch
Chiefs decision. The Contractor shall include with the letter a copy of the Contractor's
original statement of dispute with any supporting documents and a copy of the Branch Chiefs
response. This letter shall be sent to the Deputy Director of the division in which the branch is
organized within ten (10) working days from receipt of the Branch Chief's decision. The
Deputy Director of the division funding this agreement or his/her designee shall meet with the
Contractor to review the issues raised. A written decision signed by the Deputy Director of the
division funding this agreement or his/her designee shall be returned to the Contractor within
twenty(20)working days of receipt of the Contractor's letter.
b. If the Contractor wishes to appeal the decision of the Deputy Director of the division funding this
agreement or his/her designee, the Contractor shall follow the procedures set forth in Division
25.1 (commencing with Section 38050) of the Health and Safety Code and the regulations
adopted thereunder. (Title 1, Subchapter 2.5, commencing with Section 251, California Code of
Regulations.)
CMS 02(7104) Page 15 of 26
a
California Department of Health Services-Special Terms and Conditions Exhibit D(F)
c. Disputes arising out of an audit, examination of an agreement or other action not covered by
subdivision (a) of Section 20204, of Chapter 2.1, Title 22, of the California Code of Regulations,
and for which no procedures for appeal are provided in statute, regulation or the agreement, shall
be handled in accordance with the procedures identified in Sections 51016 through 51047, Title
22, California Code of Regulations.
d. Unless otherwise stipulated by DHS, dispute, grievance and/or appeal correspondence shall be
directed to the DHS program contract manager.
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 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, grants, or subventions to other governmental agencies or units of
government nor contracts 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 organization (as defined in H&S Code section 38040) and
receives $25,000 or more from any State agency under a direct service_ contract; 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 organization (as defined in H&S Code section 38040) and
receives less than $25,000 per year from any State agency under a direct service contract,
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 organization (as defined
by the Federal Office of Management and Budget [OMB] Circular A-133) and expends
$300,000 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". The $300,000 threshold identified in this paragraph will increase to $500,000
for federal fiscal years ending after December 31, 2003. 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 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 DHS a report of an audit other than an OMB A-133 audit, the
Contractor must also submit a certification indicating the Contractor has not expended
$300,000 or more in federal funds for the year covered by the audit report. The $300,000
threshold identified in this paragraph will increase to $500,000 for federal fiscal years ending
after December 31, 2003.
CMS 02(7/04) Page 16 of 26
California Department of Health Services-Special Terms and Conditions Exhibit D(F)
d. Two copies of the audit report shall be delivered to the DHS 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 DHS program contract manager shall forward the audit report to
DHS'Audits and Investigations Unit.
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 DHS
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
subcontracbsubaward, includes any tests or examination of materials derived from the human body.)
By signing this agreement, Contractor agrees that if any performance under this agreement or any
subcontract or subagreement includes any tests or examination of materials derived from the human
body for the purpose of providing information, diagnosis, prevention, treatment or assessment of
disease, impairment, or health of a human being, all locations at which such examinations are
performed shall meet the requirements of 42 U.S.C. Section 263a (CLIA) and the regulations
thereunder.
18. Novation Requirements
If the Contractor proposes any novation agreement, DHS shall act upon the proposal within 60 days
after receipt of the written proposal. DHS may review and consider the proposal, consult and
negotiate with the Contractor, and accept or reject all or part of the proposal. Acceptance or rejection
CMS 02(7/04) o- —
Exhibit DM y
California Department of Health Services-Special Terms and Conditions
with the 60-day period and confirmed in writing within five days
be made orally w
of the proposal may pro
osal, DHS will initiate an amendment to this
of said decision. Upon written acceptance the
agreement to formally implement the app roved proposal
19. Debarment-and Suspension Certification
(Applicable to all agreements funded in part or whole with federal funds.)
ntee agrees to comply with applicable federal
Y
a. B signing this agreement, the ContractorlGra
suspension and debarment regulations including, but not limited to 7 CFR Part 3017, 45 CFR 76,
40 CFR 32 or 34 CFR 85.
b. B signing this agreement, the Contractor certifies to the best of its knowledge and belief, that it
Y
and its principals:
(1) Are not presently debarred, suspended, proposed for debarment, declared ineligible, or
voluntarily excluded by any federal department or agency;
period preceding this applicationlproposallagreement been
(2) Have not within a three-y ear P
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 f Federal
(Federal, State or local)transaction or contract under a public transaction; violation falsification
or State dicta f records,making false statements, e receiving stolen theft, p property;
or destruction o
(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 applicationlproposallagreement 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 an covered tSaonsactions Certification"
nd inlall solictaitiolns for
forth the provisions herein, in all I
lower tier covered transactions. of the statements in
c. If the Contractor is unable to certify S any am funding his contraclt certification, the Contractor
shall submit an explanation to the D p 9
d. The terms and definitions herein meanings
Order out in the Definitions and Coverage
sections of the rules implementing Federal Executive
e. If the Contractor knowingly violates 1e mina iei th ion, in addition ent for cause or remedies available to the
Federal Government,the DHS may
20. Smoke-Free Workplace Certification
(Applicable to federally funded a pment services, education d or t library uservicess tohchi drendunderr 8
day care, early childhood development services,
directly or through local governments.)
re uires that smoking not
a. Public Law 103-227, also known as the Pro-children Act of 1994 (Act), q an
and
be permitted in any portion of any indoor facility of healdth r day care ea ly chi dhoody de eloipment
used routinely or regularly for the provision
services, education or library services to children under the age of 18, if the services are funded
Page 18 of 26
CMS 02(7104)
California Department of HeaMh Services-Special Terms and Conditions Exhibit D(F)
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 sgrvic -c n Qv'ded-W private resideoces�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, DHS shall have the right to annul this agreement without liability or in its
discretion to deduct from the agreement price or consideration, or otherwise recover, the full amount
of such commission, percentage, and brokerage or contingent fee.
22. Payment Withholds
(Applicable only if a final report is required by this agreement. Not applicable to government entities.)
Unless waived or otherwise stipulated in this contract, DHS may, at its discretion, withhold 10 percent
(10%)of the face amount of the agreement, 50 percent (50%)of the final invoice, or$3,000 whichever
is greater, until DHS receives a final report that meets the terms, conditions and/or scope of work
requirements of this agreement.
23. Performance Evaluation
(Not applicable to grant agreements.)
DHS may, at its discretion, evaluate the performance of the Contractor at the conclusion of this
agreement. If performance is evaluated, the evaluation shall not be a public record and shall remain
on file with DHS. Negative performance evaluations may be considered by DHS prior to making
future contract awards.
24. Officials Not to Benefit
No members of or delegate of Congress or the State Legislature shall be admitted to any share or part
of this agreement, or to any benefit that may arise therefrom. This provision shall not be construed to
extend to this agreement if made with a corporation for its general benefits.
25. Four-Digit Date Compliance
Contractor warrants that it will provide only Four-Digit Date Compliant (as defined below) Deliverables
and/or services to the State. "Four Digit Date compliant" Deliverables and services can accurately
CMS 02(7/04) Page 19 of 26
Exhibit D(I-)
A _..... I Terms and conditions
California Department of Health Services-Specia
process, calculate, compare, and sequence nturlestaTh his warranty and representation on is subjectgto out
of or relating to leap years and changes in ce generality of warranty
the warranty terms and conditions
rofnhis Contract and does not limit the g tY
obligations set forth elsewhere
26. Prohibited Use of State Funds for Software
(Applicable to agreements in which computer software is used in performance of the work.)
nd controls will
Contractor certifies that it has appropriate systems a place to operation that
maintenance a of
not be used in the performance of this agreement for the acquisition,
computer software in violation of copyright
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.) business
Positive efforts shall be made to use small
of goods and/orVSeN cl s) Con actors shall take
enterprises, whenever possible (i.e., procurement �. .
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 I too large)far one of these firms to handle individually.firms
en's
business enterprises when a contract
(5) Use the services and assistance, as appropriate, of such organizations as the Federal Small
Business Administration and the U.S. eof smalltbus businesses, m nority- w e d f gyms and women s
Agency in the solicitation and utilization
business enterprises.
28. Alien Ineligibility Certification
(Applicable to sole proprietors entering federally funded agreements.)
By signing this agreement, the Contracto
Subtitler certifies
B ofthe Personal Respons Responsibility and Work nopportunity Act
and local benefits, as defined In
(8 U.S.C. 1601, et seq.)
29. Union Organizing
(Applicable only to grant agreements.)
Grantee, by signing this agreement, hereby acknowledges the applicability of Government Code
16645 through 16649 to this agreement. Furthermore, Grantee, by signing this agreement, hereby
certifies that:
a. No state funds disbursed by this grant will be used to assist, promote or deter union organizing.
b. Grantee shall account for state funds disbursed for a specific expenditure by this grant, to show
that
those funds were allocated to expenditure.
Page 20 of 26
CMS 02(7104)
California Department of Health Services-Special Terms and Conditions w EXhibit D(F)
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, DHS 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, SDI), 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 fringe benefits shall be at actual cost.
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 contracts, vacation and sick leave compensation, which is earned/accrued
but not paid, due to 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 contract year to the next. See Provision f(3)(b)for an example.
CMS 02(7/04) Page 21 of 26
California Department of HeaM Services-Special Terms and Conditions Exhibit �(F)
(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 contract
period of one year. If John Doe has five weeks of vacation and eighteen days of sick
leave at the beginning of the agreement, the Contractor during a one-year agreement
term may only claim up to three weeks of vacation and twelve days of sick leave 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 DHS, 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 contracts 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, 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 nonappropriated 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:
(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
CMS 02(7104) Page 22 of 26
California Department of Health Services-special Terms and Conditions Exhibit D(F)
(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-recipiei who requests or-receives from a person referred to in Paragraph
a(1) of U rantract,40contract,grant or subgrant exceeding$100,000 at any tier
under a contract or grant shall file a certification, and a disclosure form, if required, to the next
tier above.
(5) All disclosure forms (but not certifications)shall be forwarded from tier to tier until received by
the person referred to in Paragraph a(1) of this provision. That person shall forward all
disclosure forms to DHS program contract manager.
b. Prohibition
Section 1352 of Title 31, U.S.C., provides in part that no appropriated funds may be expended by
the recipient of a federal contract, grant, loan, or cooperative agreement to pay any person for
influencing or attempting to influence an officer or employee of any agency, a Member of
Congress, an officer or employee of Congress, or an employee of a Member of Congress in
connection with any of the following covered federal actions: the awarding of any federal contract,
the making of any federal grant, the making of any federal loan, entering into of any cooperative
agreement, and the extension, continuation, renewal, amendment, or modification of any federal
contract, grant, loan, or cooperative agreement.
CMS 02(7/04) Page 23 of 26
California Department of Heafth Services-Special Terns and Conditions Exhibit U(F)
Attachment 1 `
STATE OF CALIFORNIA
DEPARTMENT OF HEALTH SERVICES
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:
Department of Health Services
(Name of the DHS program providing the funds)
P.O. Box 942732
714 P Street
Sacramento, CA 94234-7320
CMS 02(7/04) Page 24 of 26
callfomis Department of Health Services-special Terms and Conditions Exhibit D(F)
Attachment 2
CERTIFICATION REGARDING LOBBYING Approved by OMB
k Complete this form to disclose lobbying activities pursuant to 31 U.S.C. 1352 m.e.ow6
(See reverse for public burden disclosure)
1. Type of Federal Action: 2. Status of Federal Action: 3. Report Type:
❑ a. contract ❑ a. bid/offer/application ❑ a. initial filing
b. grant b. initial award b. material change
c. cooperative agreement c. post-award For Material Change Only:
d. loan
e. loan guarantee Year quarter
f. loan insurance date of last report
4. Name and Address of Reporting Entity: 5. If Reporting Entity in No.4 is Subawardee,Enter Name
and Address of Prime:
❑ Prime ❑ Subawardee
Tier if known:
- Congressional District, If known: Congressional District, If known:
6. Federal Department/Agency: 7. Federal Program Name/Description:
CDFA Number,if applicable:
8. Federal Action Number,if known: 9. Award Amount,if known:
10. a. Name and Address of Lobbying Entity b. Name and Address of Lobbying Entity
(If individual,last name,first name,MI): (If individual,last name,first name,MI):
(attach Continuation Sheets(s)SF-LLL-A, If necessary)
11. Amount of Payment(check all that apply): 13. Type of Payment(check all that apply):
$ ❑ actual ❑ planned ❑ a. retainer
12. Form of Payment(check all that apply): ❑ b. one-time fee
❑ c. commission
❑ a. cash ❑ d. contingent fee
❑ b. in-kind,specify: Nature ❑ e. deferred
Value ❑ f. other,specify:
14. Brief Description of Services Performed or to be Performed and Dates(s)of Service,including Officer(s),Employee(s),
or Member(s)Contracted for Payment indicated in item 11:
(Attach Continuation Sheet(s)SF-LLL-A,If necessary)
15. Continuation Sheet(s)SF-LLL-A Attached: ❑ Yes ❑ No
16. Information requested through this form is authorized by Title 31,
U.S.C.,Section 1352. This disclosure of lobbying activities is a Signature:
material representation of fact upon which reliance was
placed by the tier above when this transaction was made or Print Name:
entered into. This disclosure is required pursuant to Title 31,
U.S.C., Section 1352. This information will be reported to the
Congress semiannually and will be available for public Title:
inspection. Any person who fails to file the required disclosure
shall be subject to a civil penalty of not less than$19,000 and Telephone No.: Date:
not more than$100,000 for each such failure.
Authorized for Local Reproduction
Federal Use Only standard Form-LLL
CMS 02(7/04) Page 25 of 26
California Department of Health Services-Special Terms and Conditions 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 recipients 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. Use the SF-LLL-
A Continuation Sheet for additional information if the space on the form is inadequate. 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 1s' 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 of Transportation 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(CDFA)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-90401."
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.
10. (a) Enter the full name,address, city, state,and ZIP code of the lobbying entity engaged by the reporting entity identified in Item 4 to influence
the covered federal action.
10. (b) Enter the full names of the Individual(s)performing services and include full address if different from 10.(a). Enter last name,first name,and
middle initial(MI).
11. Enter the amount of compensation paid or reasonably expected to be paid by the reporting entity(Item 4)to the lobbying entity(Item 1D) Indicate
whether the payment has been made(actual)or will be made(planned). Check all boxes that apply. If this is a material change report,enter the
cumulative amount of payment made or planned to be made.
12. Check the appropriate box(es). Check all boxes that apply. If payment is made through an in-kind contribution,specify the nature and value of the
in-kind payment.
13. Check the appropriate box(es). Check all boxes that apply. If other,specify nature.
14. Provide a specific and detailed description of the services that the lobbyist has performed,or will be expected to perform,and the date(s)of any
services rendered. Include all preparatory and related activity, not just time spent in actual contact with federal officials, identify the federal
official(s)or employee(s)contacted or the officer(s),employee(s),or Member(s)of Congress that were contacted.
15. Check whether or not a SF-LLL-A Continuation Sheet(s)is attached.
16. The certifying official shall sign and date the form,print his/her name,tide,and telephone number.
Public reporting burden for this collection of information is estimated to average 30 minutes per response,
including time for reviewing instruction, searching existing data sources, gathering and maintaining the data
needed, and completing and renewing the collection of information. 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-D046),Washington,DC 20503.
CMS 02(7/04) Page 26 of 26
Califomia Department of Health Services Exhibit G
Travel Reimbursement Information
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 nonrepresented/excluded state
employees. Exceptions to DPA lodging rates may be approved by DHS 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 contractor 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 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 must be receipted. If contractor does not present receipts,
lodging will not be reimbursed.
(1) Lodging (with receipts):
Travel`Location/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 exceeding the above amounts may be allowed with the advance
approval of the Deputy Director of the Department of Health Service or his or her designee. Receipts are
required. Receipts from Internet lodging reservation services such as Priceline.com, which require
prepayment to that service,ARE NOT ACCEPTABLE: LODGING RECEIPTS and are not reimbursable
without a valid lodging receipt from a lodging establis,anent.
(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/ Expense Reimbursement Rate
Breakfast $ 6.00
Lunch $ 10.00
Dinner $ 18.00
Incidental expenses $ 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 DHS 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.
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.
CNI ii �i1 (7/0n) °a ,2 1 of�'
Travel Reimbursement Information Exhibit G (Continued)
2. If any of the reimbursement rates stated herein are changed by the Department of Personnel Administration, no
formal contract amendment will be required to incorporate the new rates. However,DHS shall inform the contractor,
in writing, of the revised travel reimbursement rates.
3. For transportation expenses the contractor must retain'recei is for parking;taxi, airline, bus, or rail tickets; car rental;
or any other travel receipts pertaining to each trip for attachment to an invoice as substantiation for reimbursement.
Reimbursement may be requested for commercial carrier fares;private car mileage; parking fees;bridge tolls;taxi,
bus,or streetcar fares;and auto rental fees when substantiated by a receipt.
4. Note on use of autos: If a contractor uses his or her car for transportation,the rate of pay will be 34 cents
maximum per mile. If the contractor is a person with a disability who must operate a motor vehicle on official state
business and who can operate only specially equipped or modified vehicles they may claim a rate of 37 cents per
mile. If a contractor uses his or her 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.
Travel Reimbursement Guide
Length of travel This condition exists...
Allowable Meals)
period
Less than 24 hours Travel begins at 6:00 a.m.or earlier and continues Breakfast
until 9:00 a.m.or later.
Less than 24 hours •
Travel period ends at least one hour after the Dinner
regularly scheduled workday ends,or
• Travel period begins prior to or at 4:00 p.m. and
continues beyond 7:00 p.m.
24 hours Travel period is a full 24-hour period determined by Breakfast,lunch, and dinner
the time that the travel period begins and ends.
Last fractional part of Travel period is more than 24 hours and traveler Breakfast
more than 24 hours returns at or after 8:00 a.m.
Travel period is more than 24 hours and traveler Lunch
returns at or after 2:00 p.m.
Travel period is more than 24 hours and traveler Dinner
returns at or after 7:00 p.m.
7. At DHS'discretion, changes or revisions made by DHS to this exhibit, excluding travel policy 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 DHS program policy.
rte Al i rte 17rnn i Page 2 of 2