HomeMy WebLinkAboutAgreement A-20-182 with RH Community Builders.pdf-1-
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A G R E E M E N T
THIS AGREEMENT is made and entered into this day of __________, 2020, by and between
the COUNTY OF FRESNO, a Political Subdivision of the State of California, hereinafter referred to as
"COUNTY", and RH Community Builders, a California Limited Partnership, whose address is 331 W.
Shields Avenue, Fresno, CA 93705, hereinafter referred to as “CONTRACTOR.”
W I T N E S S E T H:
WHEREAS, COUNTY, through the Department of Social Services (DSS) utilizes motels to serve as
temporary housing for individuals and families that are being assisted through DSS programs, including the
California Work Opportunity and Responsibility to Kids (CalWORKs) Homeless Assistance Program,
Adult Protective Services, and Child Welfare Services, and other programs; and
WHEREAS, COUNTY seeks to contract for motel temporary housing services for the majority of
COUNTY’s metro Fresno and Clovis area clients in a single centralized facility as well as for housing
navigator services to work with COUNTY clients to obtain permanent housing; and
WHEREAS, CONTRACTOR was identified as the only respondent to a Letter of Interest (LOI)
released by COUNTY Internal Services Department – Purchasing Division, LOI No. 20-028 Motel
Temporary Housing services; and
WHEREAS, CONTRACTOR’s response was deemed sufficient and CONTRACTOR represents
it capable of and willing to provide said services pursuant to the terms and conditions of this Agreement.
NOW, THEREFORE, in consideration of the mutual covenants, terms, and conditions herein
contained, the parties hereto agree as follows:
1.OBLIGATIONS
A.CONTRACTOR shall perform all services set forth in Exhibit A, Summary of
Services, attached hereto and by this reference incorporated herein.
B.CONTRACTOR shall provide services pursuant to the fee-for-service costs
detailed in Exhibit B, Compensation Schedule, attached hereto and by this reference incorporated
herein.
2.TERM
The term of this Agreement shall be for a period of three (3) years, commencing July 1,
Agreement No. 20-182
12th May
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2020, through and including the 30th day of June, 2023. This Agreement may be extended for two (2)
additional consecutive twelve (12) month periods upon the approval of both parties no later than thirty (30)
days prior to the first day of the next twelve (12) month extension period. The Director of the Department of
Social Services or designee is authorized to execute such written approval on behalf of COUNTY based on
CONTRACTOR’s satisfactory performance.
3.TERMINATION
A.Non-Allocation of Funds - The terms of this Agreement, and the services to be
provided hereunder, are contingent on the approval of funds by the appropriating government agency.
Should sufficient funds not be allocated, the services provided may be modified, or this Agreement
terminated, at any time by giving the CONTRACTOR thirty (30) days advance written notice.
B.Breach of Contract - The COUNTY may immediately suspend or terminate this
Agreement in whole or in part, where in the determination of the COUNTY there is:
1)An illegal or improper use of funds;
2)A failure to comply with any term of this Agreement;
3)A substantially incorrect or incomplete report submitted to the COUNTY; or
4)Improperly performed service.
In no event shall any payment by the COUNTY constitute a waiver by the COUNTY of any
breach of this Agreement or any default which may then exist on the part of the CONTRACTOR. Neither
shall such payment impair or prejudice any remedy available to the COUNTY with respect to the breach or
default. The COUNTY shall have the right to demand of the CONTRACTOR the repayment to the
COUNTY of any funds disbursed to the CONTRACTOR under this Agreement, which in the judgment of
the COUNTY were not expended in accordance with the terms of this Agreement. The CONTRACTOR
shall promptly refund any such funds upon demand.
C.Without Cause - Under circumstances other than those set forth above, this
Agreement may be terminated by CONTRACTOR or COUNTY or COUNTY’s DSS Director, or
designee, upon the giving of thirty (30) days advance written notice of an intention to terminate to
CONTRACTOR.
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4.COMPENSATION
For actual services provided pursuant to the terms of this Agreement, COUNTY agrees to
pay CONTRACTOR and CONTRACTOR agrees to receive compensation in accordance with Exhibit B,
Schedule of Fees.
In no event shall the cumulative total of this Agreement exceed of Ten Million and No/100
Dollars ($10,000,000). In no event shall actual services performed under this Agreement be in excess of
Two Million and No/100 Dollars ($2,000,000) for each 12 month period. Payments by COUNTY shall be
in arrears, for services provided during the preceding month, within forty-five (45) days after receipt,
verification and approval of CONTRACTOR’s invoices by COUNTY.
It is understood that all expenses incidental to CONTRACTOR'S performance of services
under this Agreement shall be borne by CONTRACTOR. If CONTRACTOR should fail to comply with
any provision of the Agreement, COUNTY shall be relieved of its obligation for further compensation.
Any compensation which is not expended by CONTRACTOR pursuant to the terms and conditions of
this Agreement shall automatically revert to COUNTY. The services provided by the CONTRACTOR
under this Agreement are funded in whole or in part by the State of California. In the event that funding
for these services is delayed by the State Controller, COUNTY may defer payment to CONTRACTOR.
The amount of the deferred payment shall not exceed the amount of funding delayed by the State
Controller to the COUNTY. The period of time of the deferral by COUNTY shall not exceed the period of
time of the State Controller’s delay of payment to COUNTY plus forty-five (45) days.
5.INVOICING
CONTRACTOR shall invoice COUNTY’s DSS in arrears by the tenth (10th) of each month
for expenditures incurred to provide services rendered in the previous month to:
DSSInvoices@fresnocountyca.gov. Payments by COUNTY’s DSS shall be in arrears, for room nights
provided during the preceding month, within forty-five (45) days after receipt, verification, and approval of
CONTRACTOR’s invoices by COUNTY’s DSS. A monthly activity report shall accompany the invoice,
reflecting services supported by the invoiced expenditures and be in a form and in such detail as
acceptable to the COUNTY’s DSS. All final claims for funding shall be submitted by CONTRACTOR
within sixty (60) days following the final month of services.
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At the discretion of COUNTY’s DSS Director or designee, if an invoice is incorrect or is
otherwise not in proper form or detail, COUNTY’s DSS Director or designee shall have the right to withhold
full payment of the invoice that is incorrect or improper after five (5) days prior written notice or email
correspondence to CONTRACTOR. CONTRACTOR agrees to continue to provide services for a period of
ninety (90) days after written or email notification of an incorrect or improper invoice. If after the ninety (90)
day period the invoice(s) is still not corrected to COUNTY’s DSS satisfaction, COUNTY or COUNTY’s DSS
Director or designee may elect to terminate this Agreement, pursuant to the termination provisions stated in
Paragraph Three (3) of this Agreement.
6. INDEPENDENT CONTRACTOR
In performance of the work, duties and obligations assumed by CONTRACTOR under this
Agreement, it is mutually understood and agreed that CONTRACTOR, including any and all of the
CONTRACTOR'S officers, agents, and employees will at all times be acting and performing as an
independent contractor, and shall act in an independent capacity and not as an officer, agent, servant,
employee, joint venturer, partner, or associate of the COUNTY. Furthermore, COUNTY shall have no right
to control or supervise or direct the manner or method by which CONTRACTOR shall perform its work and
function. However, COUNTY shall retain the right to administer this Agreement so as to verify that
CONTRACTOR is performing its obligations in accordance with the terms and conditions thereof.
CONTRACTOR and COUNTY shall comply with all applicable provisions of law and the
rules and regulations, if any, of governmental authorities having jurisdiction over matters the subject
thereof.
Because of its status as an independent contractor, CONTRACTOR shall have absolutely
no right to employment rights and benefits available to COUNTY employees. CONTRACTOR shall be
solely liable and responsible for providing to, or on behalf of, its employees all legally-required employee
benefits. In addition, CONTRACTOR shall be solely responsible and save COUNTY harmless from all
matters relating to payment of CONTRACTOR'S employees, including compliance with Social Security
withholding and all other regulations governing such matters. It is acknowledged that during the term of this
Agreement, CONTRACTOR may be providing services to others unrelated to the COUNTY or to this
Agreement.
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7.MODIFICATION
A.Any matters of this Agreement may be modified from time to time by the written
consent of all the parties without, in any way, affecting the remainder.
B.Notwithstanding the above, changes to nightly room rates in Exhibit B, Compensation
Schedule, may be made to align nightly room rates with those that are required by the CalWORKs
Homeless Assistance statutes and regulations, with the written approval of COUNTY’s DSS Director or
designee and CONTRACTOR. Nightly room rate changes shall not result in any change to the maximum
compensation amount payable to CONTRACTOR, as stated herein.
C. CONTRACTOR hereby agrees that changes to the compensation under this
Agreement may be necessitated by a reduction in funding from State and/or Federal sources.
COUNTY’s DSS Director or designee may modify the maximum compensation depending on State and
Federal funding availability, as stated in Section Four (4) in this Agreement. CONTRACTOR further
understands that this Agreement is subject to any restrictions, limitations or enactments of all legislative
bodies which affect the provisions, term, or funding of this Agreement in any manner.
8.NON-ASSIGNMENT
CONTRACTOR shall not assign, transfer or sub-contract this Agreement nor their rights or
duties under this Agreement without the prior written consent of the COUNTY or COUNTY’s DSS Director
or designee. Any transferee, assignee, or subcontractor will be subject to all applicable provisions of this
Agreement, and all applicable State and Federal regulations. CONTRACTOR shall be held primarily
responsible by the COUNTY for the performance of any transferee, assignee, or subcontractor unless
otherwise expressly agreed to in writing by COUNTY. The use of subcontractor by CONTRACTOR shall
not entitle CONTRACTOR to any additional compensation than is provided for under this Agreement.
9.HOLD HARMLESS
CONTRACTOR agrees to indemnify, save, hold harmless, and at COUNTY'S request,
defend the COUNTY, its officers, agents, and employees from any and all costs and expenses (including
attorney’s fees and costs), damages, liabilities, claims, and losses occurring or resulting to COUNTY in
connection with the performance, or failure to perform, by CONTRACTOR, its officers, agents, or
employees under this Agreement, and from any and all costs and expenses (including attorney’s fees and
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costs), damages, liabilities, claims, and losses occurring or resulting to any person, firm, or corporation who
may be injured or damaged by the performance, or failure to perform, of CONTRACTOR, its officers,
agents, or employees under this Agreement.
10.INSURANCE
Without limiting the COUNTY's right to obtain indemnification from CONTRACTOR or any
third parties, CONTRACTOR, at its sole expense, shall maintain in full force and effect, the following
insurance policies or a program of self-insurance, including but not limited to, an insurance pooling
arrangement or Joint Powers Agreement (JPA) throughout the term of the Agreement:
A.Commercial General Liability
Commercial General Liability Insurance with limits of not less than Two Million Dollars
($2,000,000.00) per occurrence and an annual aggregate of Four Million Dollars ($4,000,000.00). This
policy shall be issued on a per occurrence basis. COUNTY may require specific coverages including
completed operations, products liability, contractual liability, Explosion-Collapse-Underground, fire legal
liability or any other liability insurance deemed necessary because of the nature of this contract.
B.Automobile Liability
Comprehensive Automobile Liability Insurance with limits of not less than One Million
Dollars ($1,000,000.00) per accident for bodily injury and for property damages. Coverage should include
any auto used in connection with this Agreement.
C.Professional Liability
If CONTRACTOR employs licensed professional staff, (e.g., Ph.D., R.N., L.C.S.W.,
M.F.C.C.) in providing services, Professional Liability Insurance with limits of not less than One Million
Dollars ($1,000,000.00) per occurrence, Three Million Dollars ($3,000,000.00) annual aggregate.
D.Worker's Compensation
A policy of Worker's Compensation insurance as may be required by the California Labor
Code.
E.Additional Requirements Relating to Insurance
CONTRACTOR shall obtain endorsements to the Commercial General Liability insurance
naming the County of Fresno, its officers, agents, and employees, individually and collectively, as additional
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insured, but only insofar as the operations under this Agreement are concerned. Such coverage for
additional insured shall apply as primary insurance and any other insurance, or self-insurance, maintained
by COUNTY, its officers, agents and employees shall be excess only and not contributing with insurance
provided under CONTRACTOR's policies herein. This insurance shall not be cancelled or changed without
a minimum of thirty (30) days advance written notice given to COUNTY.
CONTRACTOR hereby waives its right to recover from COUNTY, its officers, agents, and
employees any amounts paid by the policy of worker’s compensation insurance required by this
Agreement. CONTRACTOR is solely responsible to obtain any endorsement to such policy that may be
necessary to accomplish such waiver of subrogation, but CONTRACTOR’s waiver of subrogation under
this paragraph is effective whether or not CONTRACTOR obtains such an endorsement.
Within Thirty (30) days from the date CONTRACTOR signs and executes this Agreement,
CONTRACTOR shall provide certificates of insurance and endorsement as stated above for all of the
foregoing policies, as required herein, to the County of Fresno, P.O. Box 1912, Fresno, CA 93718-1219,
Attention: Contract Analyst, stating that such insurance coverage has been obtained and is in full force; that
the County of Fresno, its officers, agents and employees will not be responsible for any premiums on the
policies; that for such worker’s compensation insurance the CONTRACTOR has waived its right to recover
from the COUNTY, its officers, agents, and employees any amounts paid under the insurance policy and
that waiver does not invalidate the insurance policy; that such Commercial General Liability insurance
names the County of Fresno, its officers, agents and employees, individually and collectively, as additional
insured, but only insofar as the operations under this Agreement are concerned; that such coverage for
additional insured shall apply as primary insurance and any other insurance, or self-insurance, maintained
by COUNTY, its officers, agents and employees, shall be excess only and not contributing with insurance
provided under CONTRACTOR's policies herein; and that this insurance shall not be cancelled or changed
without a minimum of thirty (30) days advance, written notice given to COUNTY.
In the event CONTRACTOR fails to keep in effect at all times insurance coverage as herein
provided, the COUNTY may, in addition to other remedies it may have, suspend or terminate this
Agreement upon the occurrence of such event.
All policies shall be issued by admitted insurers licensed to do business in the State of
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California, and such insurance shall be purchased from companies possessing a current A.M. Best, Inc.
rating of A FSC VII or better.
11.SUBCONTRACTS
CONTRACTOR shall obtain written approval from COUNTY or COUNTY’s DSS Director,
or designee, before subcontracting any of the services delivered under this Agreement. Any transferee,
assignee or subcontractor will be subject to all applicable provisions of this Agreement, and all
applicable State and Federal regulations. CONTRACTOR shall be held primarily responsible by
COUNTY for the performance of any transferee, assignee or subcontractor, unless otherwise expressly
agreed to in writing by COUNTY. The use of subcontractor by CONTRACTOR shall not entitle
CONTRACTOR to any additional compensation than is provided for under this Agreement.
12.CONFLICT OF INTEREST
No officer, employee or agent of the COUNTY who exercises any function or responsibility
for planning and carrying out of the services provided under this Agreement shall have any direct or indirect
personal financial interest in this Agreement. In addition, no employee of the COUNTY shall be employed
by the CONTRACTOR under this Agreement to fulfill any contractual obligations with the COUNTY. The
CONTRACTOR shall comply with all Federal, State of California and local conflict of interest laws, statutes
and regulations, which shall be applicable to all parties and beneficiaries under this Agreement and any
officer, employee, or agent of the COUNTY.
13.NON-DISCRIMINATION
During the performance of this Agreement CONTRACTOR shall not unlawfully discriminate
against any employee or applicant for employment, or recipient of services, because of ethnic group
identification, gender, gender identity, gender expression, sexual orientation, color, physical disability,
mental disability, medical condition, national origin, race, ancestry, marital status, religion, or religious
creed, pursuant to all applicable State of California and Federal statutes and regulations.
14.LIMITED ENGLISH PROFICIENCY
CONTRACTOR shall provide interpreting and translation services to persons participating in
CONTRACTOR’s services who have limited or no English language proficiency, including services to
persons who are deaf or blind. Interpreter and translation services shall be provided as necessary to allow
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such participants meaningful access to the programs, services and benefits provided by CONTRACTOR.
Interpreter and translation services, including translation of CONTRACTOR’s “vital documents” (those
documents that contain information that is critical for accessing CONTRACTOR’s services or are required
by law) shall be provided to participants at no cost to the participant. CONTRACTOR shall ensure that any
employees, agents, subcontractor, or partners who interpret or translate for a program participant, or who
directly communicate with a program participant in a language other than English, demonstrate proficiency
in the participants’ language and can effectively communicate any specialized terms and concepts peculiar
to CONTRACTOR’s services.
15.CLEAN AIR AND WATER
In the event the funding under this Agreement exceeds One Hundred Thousand and No/100
Dollars ($100,000), CONTRACTOR shall comply with all applicable standards, orders or requirements
issued under the Clear Air Act contained in 42 U.S. Code 7601 et seq; the Clean Water Act contained in 33
U.S. Code 1368 et seq.; and any standards, laws and regulations, promulgated thereunder. Under these
laws and regulations, CONTRACTOR shall assure:
A.No facility shall be utilized in the performance of the Agreement that has been listed on
the Environmental Protection Agency (EPA) list of Violating Facilities;
B.COUNTY shall be notified prior to execution of this Agreement of the receipt of any
communication from the Director, Office of Federal Activities, U.S. EPA indicating that a facility to be
utilized in the performance of this Agreement is under consideration to be listed on the EPA list of
Violating Facilities;
C.COUNTY and U.S. EPA shall be notified about any known violation of the above laws
and regulations; and
D.This assurance shall be included in every nonexempt subgrant, contract, or
subcontract.
16.DRUG-FREE WORKPLACE REQUIREMENTS
For purposes of this paragraph, CONTRACTOR will be referred to as the “grantee.” By
drawing funds against this grant award, the grantee is providing the certification that is required by
regulations implementing the Drug-Free Workplace Act of 1988, 45 CFR Part 76, Subpart F. These
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regulations require certification by grantees that they will maintain a drug-free workplace. False certification
or violation of the certification shall be grounds for suspension of payments, suspension or termination of
grants, or government wide suspension or debarment. CONTRACTOR shall also comply with the
requirements of the Drug-Free Workplace Act of 1990 (California Government Code section 8350 et seq.)
17.CERTIFICATION REGARDING DEBARMENT, SUSPENSION, INELIGIBILITY, AND
VOLUNTARY EXCLUSION-LOWER TIER COVERED TRANSACTIONS
A.COUNTY and CONTRACTOR recognize that CONTRACTOR is a recipient of State
funds under the terms of this Agreement. By signing this Agreement, CONTRACTOR agrees to notify
COUNTY of any past, present, or future Federal suspension or debarment. By signing this Agreement,
CONTRACTOR attests 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; and
2)Shall not knowingly enter into any covered transaction with an entity or person
who is proposed for debarment under Federal regulations, debarred, suspended, declared ineligible, or
voluntarily excluded from participation in such transaction.
B.CONTRACTOR shall provide immediate written notice to COUNTY if at any time
during the term of this Agreement CONTRACTOR learns that the representations it makes above were
erroneous when made or have become erroneous by reason of changed circumstances.
C. CONTRACTOR shall include a clause titled “Certification Regarding Debarment,
Suspension, Ineligibility, and Voluntary Exclusion – Lower Tier Covered Transactions” and similar in
nature to this paragraph in all lower tier covered transactions and in all solicitations for lower tier covered
transactions.
D. CONTRACTOR shall, prior to soliciting or purchasing goods and services in excess
of $25,000 funded by this Agreement, review and retain the proposed vendor’s suspension and
debarment status at https://www.sam.gov/SAM/.
13.CONFIDENTIALITY AND SECURITY
All services performed by CONTRACTOR under this Agreement shall be in strict conformance
with all applicable Federal, State of California, and/or local laws and regulations relating to
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confidentiality. CONTRACTOR shall require its employees, agents, officers and subcontractors to
comply with the provisions of Sections 10850 and 14100.2 of the Welfare and Institutions Code,
as well as the California Department of Social Services (CDSS) Manual of Policies and
Procedures, Division 19-0000 and the California Department of Health Care Services (DHCS)
Medi-Cal Eligibility Procedures Manual, Section 2H. These Code sections provide that:
a. All applications and records concerning any individual made or kept by any public
officer or agency in connection with the administration of any provision of the Welfare
and Institutions Code relating to Medicaid or any form of public social services for
which grants-in-aid are received by the State of California from the United States
government shall be confidential, and shall not be open to examination for any
purpose not directly connected with the administration of such public social services.
b. No person shall publish, disclose or use or permit or cause to be published or
disclosed any list of persons receiving public social services, except as is provided by
law.
c. No person shall publish, disclose, or use or permit or cause to be published,
disclosed or used any confidential information pertaining to an applicant or recipient,
except as is provided by laws. CONTRACTOR shall inform all of its employees,
agents, officers and subcontractors of the above provisions and that any person
knowingly and intentionally violating such provisions is guilty of a misdemeanor.
In addition, CONTRACTOR, its employees, agents and officer shall comply, and require all
of its subcontractors to comply, with (1) the DHCS Medi-Cal Privacy and Security Agreement
between the California DHCS and the County of Fresno that is then in effect, and (2) the Privacy
and Security Agreement between the CDSS and the County of Fresno that is then in effect, both
of which together shall be referred to as “the Agreements” and are incorporated herein by this
reference. The current versions of both the DHCS and CDSS Privacy and Security agreements
are available upon request or can be viewed at: http://www.co.fresno.ca.us/MediCalPrivacy/.
CONTRACTOR shall insure that all personally identifiable information (PII), as defined in the
Agreements, concerning program recipients shall be kept confidential and shall not be opened to
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examination, publicized, disclosed, or used for any purpose not directly connected with the
administration of the program. CONTRACTOR shall use appropriate administrative, physical, and
technical safeguards to protect PII, as set forth in the Agreements. Upon discovery of a breach,
security incident, intrusion, or unauthorized access, use, or disclosure of PII, CONTRACTOR shall
immediately report the incident to the COUNTY by calling (559) 600-2300 or E-mailing at
dssprivacyofficer@fresnocountyca.gov. CONTRACTOR shall certify that all employees, agents,
officers and subcontractors have received privacy and security training before accessing any PII
and have received refresher training annually, as required by the Agreements.
14.DATA SECURITY
For the purpose of preventing the potential loss, misappropriation or inadvertent
disclosure of COUNTY data including sensitive or personal client information; abuse of COUNTY
resources; and/or disruption to COUNTY operations, individuals and/or agencies that enter into a
contractual relationship with COUNTY for the purpose of providing services under this Agreement must
employ adequate data security measures to protect the confidential information provided to
CONTRACTOR by COUNTY,
including but not limited to the following:
A.CONTRACTOR-Owned Mobile/Wireless/Handheld Devices may not be
connected to COUNTY networks via personally owned mobile, wireless or handheld devices, except
when authorized by COUNTY for telecommuting and then only if virus protection software currency
agreements are in place, and if a secure connection is used.
B.CONTRACTOR-Owned Computers or Computer Peripherals may not
brought into COUNTY for use, including and not limited to mobile storage devices, without prior
authorization from COUNTY’s Chief Information Officer or her designee. Data must be stored on a
secure server approved by COUNTY and transferred by means of a VPN (Virtual Private Network)
connection, or another type of secure connection of this type if any data is approved to be transferred.
C.County-Owned Computer Equipment – CONTRACTOR or anyone having
an employment relationship with COUNTY may not use COUNTY computers or computer peripherals
on non-COUNTY premises without prior authorization from COUNTY’s Chief Information Officer or her
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designee.
D. CONTRACTOR may not store COUNTY’s private, confidential or sensitive
data on any hard-disk drive.
E.CONTRACTOR is responsible to employ strict controls to ensure the
integrity and security of COUNTY’s confidential information and to prevent unauthorized access to data
maintained in computer files, program documentation, data processing systems, data files and data
processing equipment which stores or processes COUNTY data internally and externally.
F.Confidential client information transmitted to one party by the other by
means of electronic transmissions must be encrypted according to Advanced Encryption Standards
(AES) of 128 BIT or higher. Additionally, a password or pass phrase must be utilized.
G.CONTRACTOR are responsible to immediately notify COUNTY of any
breaches or potential breaches of security related to COUNTY’s confidential information, data
maintained in computer files, program documentation, data processing systems, data files and data
processing equipment which stores or processes COUNTY data internally or externally.
H.The requirements in this Data Security provision shall apply to
CONTRACTOR’s subcontractors, if any.
18.PROPERTY OF COUNTY
CONTRACTOR agrees to take reasonable and prudent steps to ensure the security of
any and all said hardware and software provided to it by COUNTY under this Agreement, to maintain
replacement-value insurance coverages on said hardware and software of like kind and quality
approved by COUNTY.
All purchases over Five Thousand Dollars ($5,000) made during the life of this
Agreement that will outlive the life of this Agreement shall be identified as fixed assets with an assigned
Fresno County DSS Accounting Inventory Number. These fixed assets shall be retained by COUNTY,
as COUNTY property, in the event this Agreement is terminated or upon expiration of this Agreement.
CONTRACTOR agrees to participate in an annual inventory of all COUNTY fixed assets and shall be
physically present when fixed assets are returned to COUNTY possession at the termination or
expiration of this Agreement. CONTRACTOR is responsible for returning to COUNTY all COUNTY
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owned fixed assets upon the expiration or termination of this Agreement.
19. INDEPENDENT AUDIT
A. COUNTY reserves the right to perform or cause to be performed a financial audit. At
COUNTY’s request, the CONTRACTOR shall provide, at its own expense, a financial audit prepared by a
certified public accountant. CESH administrative funds may be used to fund this expense.
1) If a financial audit is required by COUNTY, the audit shall be performed by an
independent certified public accountant.
2) The CONTRACTOR shall notify COUNTY of the auditor’s name and address
immediately after the selection has been made. The contract for the audit shall
allow access by COUNTY and State representatives to the independent auditor’s
working papers.
3) The CONTRACTOR is responsible for the completion of audits and all costs of
preparing audits.
4) The completed audit report shall be submitted by the auditor to COUNTY within
three business days of completion.
5) If there are audit findings, the CONTRACTOR must submit a detailed response
acceptable to COUNTY for each audit finding within 90 days from the date of the
audit finding report.
B. Failure to comply with the above provision may result in COUNTY performing the
necessary audit tasks or contracting with a qualified accountant to perform said audit. All audit costs related
to this Agreement are the sole responsibility of CONTRACTOR who agrees to take corrective action to
eliminate any material noncompliance or weakness found as a result of such audit. Audit work performed
by COUNTY under this paragraph shall be billed to CONTRACTOR at COUNTY cost, as determined by
COUNTY’s Auditor-Controller/Treasurer-Tax Collector.
20. AUDITS AND INSPECTIONS
The CONTRACTOR shall at any time during business hours, and as often as the COUNTY
may deem necessary, make available to the COUNTY for examination all of its records and data with
respect to the matters covered by this Agreement. The CONTRACTOR shall, upon request by the
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COUNTY, permit the COUNTY to audit and inspect all of such records and data necessary to ensure
CONTRACTOR'S compliance with the terms of this Agreement.
CONTRACTOR shall make available all records and accounts for inspection and audit by
COUNTY, the State of California, the Comptroller General of the United States, a Federal Grantor Agency,
or any of their duly authorized representatives, at all reasonable times for a period of at least five (5) years
following final payment under this Agreement or the closure of all other pending matters, whichever is later.
In addition, CONTRACTOR shall cooperate and participate with COUNTY’s fiscal review
process and comply with all final determinations rendered by the COUNTY’s fiscal review process. If
COUNTY reaches an adverse decision regarding CONTRACTOR’s services to consumers, it may result in
the disallowance of payment for services rendered; or in additional controls to the delivery of services, or in
the termination of this Agreement, at the discretion of COUNTY’s DSS Director or designee. If as a result of
COUNTY’s fiscal review process a disallowance is discovered due to CONTRACTOR’s deficiency,
CONTRACTOR shall be financially liable for the amount previously paid by COUNTY to CONTRACTOR
and this disallowance will be adjusted from CONTRACTOR’s future payments, at the discretion of
COUNTY’s DSS Director or designee. In addition, COUNTY shall have the sole discretion in the
determination of fiscal review outcomes, decisions and actions.
21.SINGLE AUDIT CLAUSE
As a subrecipient of Federal financial assistance, CONTTRACTOR agree to provide
copies of their audit reports, performed in accordance with the requirements of the Single Audit
Act of 1984 (31 USC section 7502) and subject to the terms of Office of Management and Budget
(OMB) Circulars (A-110, A-122 and A-133), to the County of Fresno. Such audits shall be
delivered to COUNTY’S DSS, for review not later than nine (9) months after the close of the
subrecipients’ fiscal year in which the funds supplied through this Agreement are expended and/or
received for this program. The audits must include a statement of findings or a statement that
there were no findings. If there were negative findings, CONTRACTOR must include a corrective
action plan signed by an authorized individual. Failure to comply with this Act may result in
COUNTY performing the necessary audit tasks, or, at COUNTY’S option, contracting with a
qualified accountant to perform this audit. All audit costs related to this Agreement are the sole
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responsibility of CONTRACTOR who agree to take corrective actions to eliminate any material
noncompliance or weakness found as a result of such audits. Audit work performed by COUNTY
under this paragraph shall be billed at COUNTY cost as determined by COUNTY’S Auditor-
Controller/Treasurer-Tax Collector.
22.FRATERNIZATION
CONTRACTOR shall establish procedures addressing fraternization between
CONTRACTOR’s staff and clients. Such procedures will include provisions for informing CONTRACTOR’s
staff and clients regarding fraternization guidelines.
23.STATE ENERGY CONSERVATION
CONTRACTOR must comply with the mandatory standard and policies relating to energy
efficiency which are contain in the State Energy Conservation Plan issued in compliance with 42 United
States (US) Code sections 6321, et. seq.
24.CHARITABLE CHOICE
CONTRACTOR may not discriminate in its program delivery against a client or potential
client on the basis of religion or religious belief, a refusal to hold a religious belief, or a refusal to actively
participate in a religious practice. Any specifically religious activity or service made available to individuals
by the CONTRACTOR must be voluntary as well as separate in time and location from COUNTY funded
activities and services. CONTRACTOR shall inform COUNTY as to whether it is faith-based. If
CONTRACTOR identifies as faith-based, they must submit to DSS a copy of its policy on referring
individuals to alternate treatment CONTRACTOR, and include a copy of this policy in their client admission
forms. The policy must inform individuals that they may be referred to an alternative provider if they object
to the religious nature of the program, and include a notice to DSS. Adherence to this policy will be
monitored during site reviews, and a review of client files. If CONTRACTOR identifies as faith-based, by
July 1 of each year CONTRACTOR will be required to report to DSS the number of individuals who
requested referrals to alternate providers based on religious objection.
25.GRIEVANCES
CONTRACTOR shall establish procedures for handling client complaints and/or
grievances. Such procedures will include provisions for informing clients of their rights to a State
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Hearing to resolve such issues.
26.PROHIBITION ON PUBLICITY
None of the funds, materials, property or services provided directly or indirectly under this
Agreement shall be used for CONTRACTOR’s advertising, fundraising, or publicity (i.e., purchasing of
tickets/tables, silent auction donations, etc.) for the purpose of self-promotion. Notwithstanding the above,
publicity of the services described in Paragraph One (1) of this Agreement shall be allowed as necessary to
raise public awareness about the availability of such specific services when approved in advance by the
Director or designee and at a cost as provided in Exhibit B for such items as written/printed materials, the
use of media (i.e., radio, television, newspapers) and any other related expense(s).
27.PUBLIC INFORMATION
CONTRACTOR shall disclose COUNTY as a funding source in all public information and
program materials developed in support of contracted services.
28.NOTICES
The persons and their addresses having authority to give and receive notices under this
Agreement include the following:
COUNTY CONTRACTOR
Director, COUNTY OF FRESNO Director Department of Social Services RH Community Builders P.O. Box 1912 331 W. Shields Ave. Fresno, CA 93718-1912 Fresno, CA 93705
All notices between the COUNTY and CONTRACTOR provided for or permitted under this
Agreement must be in writing and delivered either by personal service, by first-class United States mail, by
an overnight commercial courier service, or by telephonic facsimile transmission. A notice delivered by
personal service is effective upon service to the recipient. A notice delivered by first-class United States
mail is effective three COUNTY business days after deposit in the United States mail, postage prepaid,
addressed to the recipient. A notice delivered by an overnight commercial courier service is effective one
COUNTY business day after deposit with the overnight commercial courier service, delivery fees prepaid,
with delivery instructions given for next day delivery, addressed to the recipient. A notice delivered by
telephonic facsimile is effective when transmission to the recipient is completed (but, if such transmission is
completed outside of COUNTY business hours, then such delivery shall be deemed to be effective at the
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next beginning of a COUNTY business day), provided that the sender maintains a machine record of the
completed transmission. For all claims arising out of or related to this Agreement, nothing in this section
establishes, waives, or modifies any claims presentation requirements or procedures provided by law,
including but not limited to the Government Claims Act (Division 3.6 of Title 1 of the Government Code,
beginning with section 810).
29.GOVERNING LAW
Venue for any action arising out of or related to this Agreement shall only be in Fresno
County, California.
The rights and obligations of the parties and all interpretation and performance of this
Agreement shall be governed in all respects by the laws of the State of California.
30.INTERPRETATION OF LAWS AND REGULATIONS
COUNTY reserves the right to make final interpretations or clarifications on issues
relating to Federal and State laws and regulations, to ensure compliance.
31.COMPLIANCE WITH APPLICABLE LAWS AND REGULATIONS
COUNTY, its officers, consultants, subcontractors, agents and employees shall comply
with all applicable State, Federal and local laws and regulations governing projects that utilize Federal
Funds.
32.CHANGE OF LEADERSHIP/MANAGEMENT
In the event of any change in the status of CONTRACTOR’s leadership or management,
CONTRACTOR shall provide written notice to COUNTY within thirty (30) days from the date of change.
Such notification shall include any new leader or manager’s name, address and qualifications. “Leadership
or management” shall include any employee, member, or owner of CONTRACTOR who either a) directs
individuals providing services pursuant to this Agreement, b) exercises control over the manner in which
services are provided, or c) has authority over CONTRACTOR’s finances.
33.LOBBYING AND POLITICAL ACTIVITY
None of the funds provided under this Agreement shall be used for publicity, lobbying or
propaganda purposes designed to support or defeat legislation pending in the Congress of the United
States of America or the Legislature of the State of California.
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CONTRACTOR shall not directly or indirectly use any of the funds under this Agreement for
any political activity or to further the election or defeat of any candidate for public office.
34.CHILD ABUSE REPORTING
CONTRACTOR shall utilize a procedure acceptable to COUNTY to ensure that all of
CONTRACTOR’S employees, volunteers, consultants, subcontractors or agents performing services
under this Agreement shall report all known or suspected child abuse or neglect to one or more of the
agencies set forth in Penal Code Section 11165.9. This procedure shall include having all of
CONTRACTORS’ employees, volunteers, consultants, subcontractors or agents performing services
under this Agreement sign a statement that he or she knows of and will comply with the reporting
requirements set forth in Penal Code Section 11166. The statement to be utilized by CONTRACTORS is
set forth in Exhibit C, attached hereto and by this reference incorporated herein.
35.DISCLOSURE OF SELF-DEALING TRANSACTIONS
This provision is only applicable if the CONTRACTOR is operating as a corporation (a
for-profit or non-profit corporation) or if during the term of the agreement, the CONTRACTOR changes
its status to operate as a corporation.
Members of the CONTRACTOR’s Board of Directors shall disclose any self-dealing
transactions that they are a party to while CONTRACTOR is providing goods or performing services
under this agreement. A self-dealing transaction shall mean a transaction to which the CONTRACTOR
is a party and in which one or more of its directors has a material financial interest. Members of the
Board of Directors shall disclose any self-dealing transactions that they are a party to by completing and
signing a Self-Dealing Transaction Disclosure Form, attached hereto as Exhibit D and incorporated
herein by reference, and submitting it to the COUNTY prior to commencing with the self-dealing
transaction or immediately thereafter.
36.SEVERABILITY
The provisions of this Agreement are severable. The invalidity or unenforceability of any
one provision in the Agreement shall not affect the other provisions.
37.ENTIRE AGREEMENT
This Agreement constitutes the entire agreement between the CONTRACTOR and
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COUNTY with respect to the subject matter hereof and supersedes all previous Agreement negotiations,
proposals, commitments, writings, advertisements, publications, and understanding of any nature
whatsoever unless expressly included in this Agreement.
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1 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year
2 first hereinabove written.
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CONTRACTOR:
RH Community Builders
By:/4/~
Print Name: gP.c,,, 1 l-l:c1-ral./~,
Title: __ P_re_s_i_d_en_t ______ _
Partner
Title: __ C_h_ie_f _E_x_e_c_ut_iv_e_O_ffi_,c_e_r __
Partner
Mailing Address :
331 W. Shields Ave.
Fresno, CA 93705
Phone No: (585) 314-3914
Contact: Executive Director
19 FOR ACCOUNTING USE ONLY :
20 Account No.: 7870
ORG No.: 56107114
21 Fund/Subclass: 0001/10000
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DEN:lm
COUNTY OF FRESNO
£~ ErnestBud~airman of the Board of
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Supervisors of the County of Fresno
ATTEST:
Bernice E. Seidel
Clerk of the Board of Supervisors
County of Fresno , State of California
Exhibit A
Page 1 of 2
SUMMARY OF SERVICES
ORGANIZATION: RH Community Builders
ADDRESS: 530 N. Weber Ave., Fresno, CA, Fresno, CA 93728
TELEPHONE: (585)314-3914
CONTACT: Kathryn Wilbur
EMAIL: katie@rhcbfresno.com
CONTRACT: Motel Temporary Housing and Services
CONTRACT TERM: July 1, 2020 through June 30, 2023
July 1, 2023 through June 30, 2024 (optional)
July 1, 2024 through June 30, 2025 (optional)
DESCRIPTION OF SERVICES
RH Community Builders (RHCB) will provide motel temporary housing and related services,
located at 530 N. Weber Ave., Fresno, CA, (the “facility”) to families experiencing homelessness
and determined eligible for services by the County of Fresno Department of Social Services
(DSS). DSS may also partner with outside organizations to provide motel services to families
experiencing homelessness. This facility includes 50 individual rooms, 10 of which must be
able to accommodate families of 6 to 8 individuals. No other individuals will be housed at this
facility.
RHCB shall provide one full-time Housing Navigator to provide Housing Navigation services on-
site to assist families staying at the facility in locating housing, unless similar services are
already offered through the placing program. RHCB’s Housing Navigator is required to carry a
caseload of 25 to 30 households at any given time and assist households in locating suitable
permanent housing. This may include contacting property owners on behalf of the client,
assisting with applications, helping with transportation, etc. Should households requesting
Housing Navigation services exceed the caseload limit, RHCB staff will connect those
households with other housing search resources.
RHCB shall provide office space to accommodate guests, RHCB staff, and outside provider
staff to use for Housing Navigation services. RHCB will provide two computers with free internet
access and printing to assist families with completing any needed paperwork for housing, job
applications, or other resources.
RHCB shall:
•Ensure their facility and services comply with the Americans with Disabilities Act (ADA)
for accessibility for people with disabilities, including minimum number of units to meet
ADA standards.
•Provide all services in line with standard motel cleaning, upkeep, and amenities (linens,
towels, toiletries, etc.).
•Clean rooms at least twice a week while occupied by a single household, and clean
rooms in between each new household that enters the unit. New towels and sheets must
be available to guests upon request.
•Rooms must be turned over and available for new guests within 8 hours.
Exhibit A
Page 2 of 2
•Furnish each room with at minimum: a television connected to local broadcasting, an
alarm clock, a mini-refrigerator, and a microwave.
•Ensure that all rooms for clients meet Housing and Urban Development (HUD) Housing
Quality Standards (HQS) at all times. RHCB shall Inspect all rooms for clients for
compliance with HUD HQS every 6 months at minimum.
•Provide on-site laundry facilities, including washing machines and dryers at no cost to
guests. Irons and ironing boards will also be available for check-out to guests.
•Provide free daily hot breakfast for guests during a designated timeframe each morning.
•Provide free computers, internet access, and printing to guests lodging in the facility.
Ensure that they are only used for relevant activities such as housing search, job search,
accessing public benefits, etc. and not for recreational purposes.
•Provide accommodations for guests’ pets.
•Ensure that motel staff is on site 24 hours per day, 7 days a week, with patrol and
response security, or overnight posted security if other motel staff is not on-site
overnight.
•Ensure that reception staff are available to check-in guests between the hours of 6 a.m.
and 10 p.m. each day.
•Ensure security protocols are in place for emergency incidents, including but not limited
to medical emergencies, fire, active shooter, etc.
•Establish and adhere to protocols to address possible pest infestations.
•Ensure Housing Navigator(s) contact all clients that require housing search assistance
within 1 day of check-in. Navigators must provide hands on assistance or, if the
caseload is full, connect households with available housing search resources.
•Provide permanent housing placement outcomes for Housing Navigation services in a
monthly activity report.
DSS shall:
•Provide RHCB of documentation of households’ eligibility for services, including the
number of individuals in the household that are eligible for motel services.
Exhibit B
COMPENSATION SCHEDULE
The County of Fresno Department of Social Services (COUNTY) shall pay RH Community
Builders (RHCB) in accordance with California Work Opportunity and Responsibility to Kids
(CalWORKs) Homeless Assistance rates set forth in Welfare and Institutions Code (WIC) 11450
(f)(3)(A), and as implemented by All-County Letter 18-106, which are as follows:
The CalWORKs Homeless Assistance rate will be paid for all COUNTY clients eligible for
services under this Agreement, no matter whether they are receiving services under CalWORKs
Homeless Assistance Program, Adult Protective Services, Child Welfare Services or other
COUNTY programs.
DSS will provide compensation for the number of individuals designated by DSS eligibility and
program rules. For households receiving motel shelter as recipients of CalWORKs Homeless
Assistance, compensation will be provided for household members that are a part of the
CalWORKs Assistance Unit (i.e. those persons living in the same home who have been
determined eligible for CalWORKs and for whom cash aid has been authorized). For
households receiving motel shelter under any other program, DSS will provide compensation for
the number of individuals designated by the placing program.
Conjoined rooms with doors opened to accommodate larger families will be compensated as
one room.
DSS will not provide compensation for damages or expenses incurred by guests to or within the
facility.
DSS will provide compensation for nights that rooms are occupied by a client. However, should
occupancy fall below 80% of all units available, DSS will pay the minimum rate per room for
80% of rooms per night. This occupancy rate applies only to units that are available for booking;
if any units are unavailable, they will be excluded from the 80% calculation.
Households with 0 to 4 members $85 per night per room
Households with 5 members $100 per night per room
Households with 6 members $115 per night per room
Households with 7 members $130 per night per room
Exhibit C
0872fcfx
NOTICE OF CHILD ABUSE REPORTING LAW
The undersigned hereby acknowledges that Penal Code section 11166
and the contractual obligations between County of Fresno (COUNTY) and RH
Community Builders (PROVIDER) related to provision of Motel Temporary
Housing and Services for COUNTY’s Department of Social Services clients,
requires that the undersigned report all known or suspected child abuse or
neglect to one or more of the agencies set forth in Penal Code (P.C.) section (§)
11165.9.
For purposes of the undersigned’s child abuse reporting requirements,
“child abuse or neglect” includes physical injury inflicted by other than accidental
means upon a child by another person, sexual abuse as defined in P.C.
§11165.1, neglect as defined in P.C. §11165.2, willful cruelty or unjustifiable
punishment as defined in P.C. §11165.3, and unlawful corporal punishment or
injury as defined in P.C. §11165.4.
A child abuse report shall be made whenever the undersigned, in his or
her professional capacity or within the scope of his or her employment, has
knowledge of or observes a child whom the undersigned knows or reasonably
suspects has been the victim of child abuse or neglect. (P.C §11166.) The child
abuse report shall be made to any police department or sheriff’s department (not
including a school district police or security department), or to any county welfare
department, including Fresno County Department of Social Services’ 24 Hour
CARELINE. (See PC §11165.9.)
For purposes of child abuse reporting, a “reasonable suspicion” means
that it is objectively reasonable for a person to entertain a suspicion, based upon
facts that could cause a reasonable person in a like position, drawing, when
appropriate, on his or her training and experience, to suspect child abuse or
neglect. The pregnancy of a child does not, in and of itself, constitute a basis for
reasonable suspicion of sexual abuse. (P.C. §11166(a)(1).)
Substantial penalties may be imposed for failure to comply with these child
abuse reporting requirements.
Further information and a copy of the law may be obtained from the
department head or designee.
I have read and understand the above statement and agree to comply with
the child abuse reporting requirements.
__________________________________ ________________________
SIGNATURE DATE
Exhibit D
Page 1 of 2
SELF-DEALING TRANSACTION DISCLOSURE FORM
In order to conduct business with the County of Fresno (hereinafter referred to as “County”),
members of a contractor’s board of directors (hereinafter referred to as “County Contractor”),
must disclose any self-dealing transactions that they are a party to while providing goods,
performing services, or both for the County. A self-dealing transaction is defined below:
“A self-dealing transaction means a transaction to which the corporation is a party and in
which one or more of its directors has a material financial interest”
The definition above will be utilized for purposes of completing this disclosure form.
INSTRUCTIONS
(1)Enter board member’s name, job title (if applicable), and date this disclosure is being
made.
(2)Enter the board member’s company/agency name and address.
(3)Describe in detail the nature of the self-dealing transaction that is being disclosed to
the County. At a minimum, include a description of the following:
a.The name of the agency/company with which the corporation has the
transaction; and
b.The nature of the material financial interest in the Corporation’s transaction that
the board member has.
(4)Describe in detail why the self-dealing transaction is appropriate based on applicable
provisions of the Corporations Code.
(5)Form must be signed by the board member that is involved in the self-dealing
transaction described in Sections (3) and (4).
Exhibit D
Page 2 of 2
(1) Company Board Member Information:
Name: Date:
Job
Title:
(2)Company/Agency Name and Address:
(3)Disclosure (Please describe the nature of the self-dealing transaction you are a party to):
(4) Explain why this self-dealing transaction is consistent with the requirements of Corporations
Code 5233 (a):
(5) Authorized Signature
Signature: Date: