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HomeMy WebLinkAboutP-21-109 KWPH Enterprises Inc.pdfCONTRACT INFORMATION SHEET DATE: April 15, 2021 Contract No.: P-21-109 Vendor Number: 0000006110 Contract Title: COVID Vaccinations for Name/Address: 2911 E. Tulare Street Homebound Fresno Fresno, CA 93721 County Residents Contract Period: 4/12/21 – 4/11/2022 Contact: Steve Melander Using Agencies: Dept of Public Health 559-443-5985 Email: smelander@americanambulance.com Terms: Net 45 Total Contract Amt.: $60,000.00 Buyer Name: Heather Stevens Requisition No: 5622100854 Org: 56201018 Supersedes: X NEW RENEWAL AMENDMENT TICK DATE REFERENCE (RFQ# / RFP#) DESCRIPTION: Provide COVID vaccinations to homebound County residents at their place of residence. SPECIAL INSTRUCTIONS: One year contract DISTRIBUTION: Completed By: Date: Completed By: Date DEPARTMENT: DPH REQUISITIONER: Naomi Wooten Rev 1/3/2017 333 W. Pontiac Way, Clovis, CA 93612 / (559) 600-7110 * The County of Fresno is an Equal Employment Opportunity Employer * County of Fresno INTERNAL SERVICES DEPARTMENT PROCUREMENT AGREEMENT Agreement Number P-21-109 April 12, 2021 KWPH Enterprises, Inc., dba American Ambulance 2911 E. Tulare Street Fresno, CA 93721 The County of Fresno (County) hereby contracts with KWPH Enterprises, Inc., dba American Ambulance (Contractor) to provide COVID vaccinations to homebound County of Fresno residents in accordance with the text of this agreement and Attachment by this reference made a part hereof. TERM: This Agreement shall become effective immediately and shall remain in effect through April 11, 2022. MINIMUM ORDERS: Unless stated otherwise there shall be no minimum order quantity. The County reserves the right to increase or decrease orders or quantities. CONTRACTOR'S SERVICES: ORDERS: Orders will be placed on an as-needed basis by The County of Fresno Department of Public Health under this contract. PRICES: Prices shall be firm for the contract period. Any pricing changes which may take place during the life of the contract must be submitted in writing to the County of Fresno Purchasing Manager and received no less than thirty (30) days prior to becoming effective. MAXIMUM: In no event shall services performed and/or fees paid under this Agreement be in excess of Sixty Thousand Dollars ($60,000.00). ADDITIONAL ITEMS: The County reserves the right to negotiate additional items to this Agreement as deemed necessary. Such additions shall be made in writing and signed by both parties. DELIVERY: The F.O.B. Point shall be the destination within the County of Fresno. All orders shall be delivered complete as specified. All orders placed before Agreement expiration shall be honored under the terms and conditions of this Agreement. DEFAULT: In case of default by Contractor, the County may procure the articles/services from another source and may recover the loss occasioned thereby from any unpaid balance due the Contractor or by any other legal means available to the County. The prices paid by County shall be considered the prevailing market price at the time such purchase is made. Inspection of deliveries or offers for delivery, which do not meet specifications, will be at the expense of Contractor. PROCUREMENT AGREEMENT NUMBER: P-21-109 Page 2 KWPH Enterprises, Inc., dba American Ambulance April 12, 2021 G:\PUBLIC\CONTRACTS & EXTRACTS\2021 CONTRACTS\P-21-109 KWPH\P-21-109 KWPH ENTERPRISES INC.DOCX INVOICING: An itemized invoice in duplicate shall be mailed to requesting County department in accordance with invoicing instructions included in each order referencing this Agreement. The Agreement number must appear on all shipping documents and invoices. Invoice terms shall be Net 45 Days. INVOICE TERMS: Net forty-five (45) days from the receipt of invoice. TERMINATION: The County reserves the right to terminate this Agreement upon thirty (30) days written notice to the Contractor. In the event of such termination, the Contractor shall be paid for satisfactory services or supplies provided to the date of termination. LAWS AND REGULATIONS: The Contractor shall comply with all laws, rules and regulations whether they be Federal, State or municipal, which may be applicable to Contractor's business, equipment and personnel engaged in service covered by this Agreement. AUDITS AND RETENTION: Terms and conditions set forth in the agreement associated with the purchased goods are incorporated herein by reference. In addition, the Contractor shall maintain in good and legible condition all books, documents, papers, data files and other records related to its performance under this contract. Such records shall be complete and available to Fresno County, the State of California, the federal government or their duly authorized representatives for the purpose of audit, examination, or copying during the term of the contract and for a period of at least three years following the County's final payment under the contract or until conclusion of any pending matter (e.g., litigation or audit), whichever is later. Such records must be retained in the manner described above until all pending matters are closed. LIABILITY: The Contractor agrees to: Pay all claims for damage to property in any manner arising from Contractor's operations under this Agreement. Indemnify, save and hold harmless, and at County's request defend the County, its officers, agents and employees from any and all claims for damage or other liability, including costs, expenses (including causes of action, claims or judgments resulting out of or in any way connected with Contractor's performance or failure to perform by Contractor, its agents, officers or employees under this Agreement, and from 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. 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 coverage including completed operations, product liability, contractual liability, Explosion-Collapse- Underground, fire legal liability or any other liability insurance deemed necessary because of the nature of the 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. Contractor agrees that it shall maintain, at its sole expense, in full force and effect for a period of three (3) years following the termination of this Agreement, one or more policies of professional liability insurance with limits of coverage as specified herein. PROCUREMENT AGREEMENT NUMBER: P-21-109 Page 3 KWPH Enterprises, Inc., dba American Ambulance April 12, 2021 G:\PUBLIC\CONTRACTS & EXTRACTS\2021 CONTRACTS\P-21-109 KWPH\P-21-109 KWPH ENTERPRISES INC.DOCX D. Worker's Compensation: A policy of Worker's Compensation insurance as may be required by the California Labor Code. E. Molestation: Sexual abuse/molestation Liability Insurance (including but not limited to corporal punishment liability, sexual abuse and molestation liability, and child abduction liability) with limits of not less than One Million Dollars ($1,000,000.00) per occurrence, Two Million Dollars ($2,000,000.00) annual aggregate. This policy shall be issued on a per occurrence basis. 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 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 responsible to obtain any endorsement to such policy that may be necessary to accomplish such waiver of 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, Department of Public Health, 1221 Fresno Street, 6th Floor (Business Office), Fresno, CA 93721, stating that such insurance coverage have been obtained and are in full force; that the County of Fresno, its officers, agents and employees will not be responsible for any premiums on the policies; 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 with admitted insurers licensed to do business in the State of California. Insurance purchased shall be purchased from companies possessing a current A.M. Best, Inc. rating of A FSC VII or better. COMING ON COUNTY PROPERTY TO DO WORK: Contractor agrees to provide maintain and furnish proof of Comprehensive General Liability Insurance with limits of not less than $500,000 per occurrence. 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 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 PROCUREMENT AGREEMENT NUMBER: P-21-109 Page 4 KWPH Enterprises, Inc., dba American Ambulance April 12, 2021 G:\PUBLIC\CONTRACTS & EXTRACTS\2021 CONTRACTS\P-21-109 KWPH\P-21-109 KWPH ENTERPRISES INC.DOCX 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. NON-ASSIGNMENT: Neither party shall assign, transfer or sub-contract this Agreement nor their rights or duties under this Agreement without the written consent of the other party. AMENDMENTS: This Agreement constitutes the entire Agreement between the Contractor and the County with respect to the subject matter hereof and supersedes all previous negotiations, proposals, commitments, writings, advertisements, publications, Request for Proposals, Bids and understandings of any nature whatsoever unless expressly included in this Agreement. This Agreement supersedes any and all terms set forth in Contractor's invoice. This Agreement may be amended only by written addendum signed by both parties. INCONSISTENCIES: In the event of any inconsistency in interpreting the documents which constitute this Agreement, the inconsistency shall be resolved by giving precedence in the following order of priority: (1) the text of this Agreement (excluding Attachment "A") and (2) Attachment "A". GOVERNING LAWS: This Agreement shall be construed, interpreted and enforced under the laws of the State of California. Venue for any action shall only be in County of Fresno. ELECTRONIC SIGNATURES: The parties agree that this Agreement may be executed by electronic signature as provided in this section. A. to represent their signature, including but not limited to (1) a digital signature; (2) a faxed version of an original handwritten signature; or (3) an electronically scanned and transmitted (for example by PDF document) of a handwritten signature. B. Each electronic signature affixed or attached to this Agreement (1) is deemed equivalent to a valid original handwritten signature of the person signing this Agreement for all purposes, including but not limited to evidentiary proof in any administrative or judicial proceeding, and (2) has the same force and effect as the valid original handwritten signature of that person. C. The provisions of this section satisfy the requirements of Civil Code section 1633.5, subdivision (b), in the Uniform Electronic Transaction Act (Civil Code, Division 3, Part 2, Title 2.5, beginning with section 1633.1). D. Each party using a digital signature represents that it has undertaken and satisfied the requirements of Government Code section 16.5, subdivision (a), paragraphs (1) through (5), and agrees that each other party may rely upon that representation. This Agreement is not conditioned upon the parties conducting the transactions under it by electronic means and either party may sign this Agreement with an original handwritten signature. PROCUREMENT AGREEMENT NUMBER: P-21-109 Page 5 KWPH Enterprises, Inc., dba American Ambulance April 12, 2021 G:\PUBLIC\CONTRACTS & EXTRACTS\2021 CONTRACTS\P-21-109 KWPH\P-21-109 KWPH ENTERPRISES INC.DOCX Please acknowledge your acceptance by returning all pages of this Agreement to my office via email or USPS. Please refer any inquiries in this matter to Heather Stevens, Purchasing Technician, at 559-600-7115 or heastevens@fresnocountyca.gov. FOR THE COUNTY OF FRESNO Gary E. Cornuelle Purchasing Manager 333 W. Pontiac Way Clovis, CA 93612 GEC:HS PROCUREMENT AGREEMENT NUMBER: P-21-109 Page 6 KWPH Enterprises, Inc., dba American Ambulance April 12, 2021 G:\PUBLIC\CONTRACTS & EXTRACTS\2021 CONTRACTS\P-21-109 KWPH\P-21-109 KWPH ENTERPRISES INC.DOCX CONTRACTOR TO COMPLETE: Company: Type of Entity: Individual Limited Liability Company Sole Proprietorship Limited Liability Partnership Corporation General Partnership Address City State Zip TELEPHONE NUMBER FAX NUMBER E-MAIL ADDRESS Print Name & Title: Print Name & Title: Signature: Signature: ACCOUNTING USE ONLY ORG No.: 56201018 Account No.: 7295 Requisition No.: 5622100854 (02/2021) PROCUREMENT AGREEMENT NUMBER: P-21-109 Attachment Page 1 of 9 KWPH Enterprises, Inc., dba American Ambulance April 12, 2021 G:\PUBLIC\CONTRACTS & EXTRACTS\2021 CONTRACTS\P-21-109 KWPH\P-21-109 KWPH ENTERPRISES INC.DOCX HOMEBOUND RESIDENT COVID-19 VACCINATION PROVIDER SCOPE OF WORK The County of Fresno (County) Department of Public Health (DPH) is in need of temporary vendors to provide on-call COVID vaccine administration teams available to provide vaccinations to homebound Fresno County residents at their place of residence. Licensed and unlicensed medical staff (may include including Registered Nurses, Licensed Vocational Nurses, Paramedics or other CDPH approved vaccinators with valid licensure and/or certification in the State of California) and clerical staff will be needed to provide vaccinations and documentation through the appropriate State system (e.g. MY Turn, PrepMod or Interface from allowed electronic medical record) to County residents. The County will provide the vendor with contact and location information for homebound residents requiring vaccination. In order to avoid potential waste of vaccine doses, the vendor may also be directed to vaccinate other household residents and/or caregivers at the same location and time. Lead time to notify vendor of homebound clients needing vaccination will generally be a minimum of 48 hours, but County will attempt to provide longer notice. Scheduling vaccinations: May be any day of the week, including weekends and evenings. Homebound residents requiring vaccinations may be located anywhere in Fresno County. Vendor will be required to contact and schedule vaccination appointments for clients provided by County. However, at its discretion, County may schedule client appointments for specific days/times prior to providing client information to vendor. Patients served will be dependent on which vaccine is being administered at the event. The Pfizer vaccine is authorized for use in individuals 16 years of age and older. The Moderna and Janssen vaccines are authorized for use in individuals 18 years of age and older. See EUAs issued for each vaccine: o Pfizer EUA: https://www.fda.gov/media/144412/download o Moderna EUA: https://www.fda.gov/media/144637/download o Janssen EUA: Janssen COVID-19 Vaccine EUA Fact Sheet for Recipients and Caregivers (fda.gov) o Other vaccine requirements may vary. Vendor will be required to adhere to EUA for specific vaccines as additional vaccines are approved by the Food and Drug Administration (FDA). homebound residents. Arrangements for both doses shall be made at the same time. Timing of the second dose will depend on the recommended second dose frequency: Pfizer is currently 21 days and Moderna is one month (see respective EUAs linked above and CDC clinical considerations linked here: https://www.cdc.gov/vaccines/covid-19/info-by-product/clinical- considerations.html ). Janssen vaccine is one dose only. Vendor should always check for CDC and/or vaccine manufacturer updates to these requirements prior to each event. When applicable, the requirement to provide a second dose, and its timing, are subject to change depending on vaccine availability at the time of the second event and changes in recommended second dose administration timing. Any extra ancillary supplies not provided by County must be supplied by vendor. PROCUREMENT AGREEMENT NUMBER: P-21-109 Attachment Page 2 of 9 KWPH Enterprises, Inc., dba American Ambulance April 12, 2021 G:\PUBLIC\CONTRACTS & EXTRACTS\2021 CONTRACTS\P-21-109 KWPH\P-21-109 KWPH ENTERPRISES INC.DOCX The County will provide the following: Cl When providing client names to vendor, County will make an effort to identify enough homebound residents and other unvaccinated household members/caregivers in a single residence and/or additional clients located within the same general geographic area so that the number of clients is equal to the number of doses per vial of vaccine being used. At its discretion, the County may schedule vaccination appointments for specific days/times prior to providing client information to the vendor. The following ancillary supplies with each dose scheduled to be administered: o 1 needle o 1 syringe o 2 alcohol prep pads o 1 vaccination card The vendor will be responsible for the following: County prefers vendors to enroll as a Provider in the federal COVID-19 Vaccination Program, adhere to all requirements specified in the Provider agreement. If provider is not currently an approved California COVID vaccine provider then provider must adhere to all COVID vaccine handling and reporting requirements established by the State of California. Vendor shall administer the vaccine and enter all vaccinations into the appropriate State system within 24 hours of administration. Vendor is to provide all office supplies, ancillary medical supplies not included with vaccine, and any other supplies needed. Vaccine will be transferred according to CDC or VFC recommendations, such as noted in the https://www.cdc.gov/vaccines/hcp/admin/storage/toolkit/index.html Return unused/unopened vaccines to DPH the day of the event, or the day following, as directed by DPH when scheduling each event. (To be determined prior to each event.) Document and notify DPH of any wasted vaccine doses. Staff in charge of storage and handling, will complete the 7 EZIZ training modules at the following website: https://eziz.org/eziz-training/ and any other required trainings to comply with current recommendations and requirements for management, and storage for COVID-19 vaccines. Per federal regulations, vendor is required to provide the appropriate EUA document to all vaccine recipients: o Pfizer: https://www.fda.gov/media/144414/download o Moderna: https://www.fda.gov/media/144638/download o Janssen: Janssen COVID-19 Vaccine EUA Fact Sheet for Recipients and Caregivers (fda.gov) COVID-19 vaccination providers are required to report the following adverse events after COVID- 19 vaccination, and other adverse events if later revised by CDC, to VAERS: https://vaers.hhs.gov/reportevent.html or calling 1-800-822-7967. o Vaccination administration errors, whether or not associated with an adverse event o Severe COVID-19 illness (e.g., resulting in hospitalization) o Serious adverse events (AE) regardless of causality. Serious AEs are defined as: Death PROCUREMENT AGREEMENT NUMBER: P-21-109 Attachment Page 3 of 9 KWPH Enterprises, Inc., dba American Ambulance April 12, 2021 G:\PUBLIC\CONTRACTS & EXTRACTS\2021 CONTRACTS\P-21-109 KWPH\P-21-109 KWPH ENTERPRISES INC.DOCX A life-threatening AE Inpatient hospitalization or prolongation of existing hospitalization Persistent or significant incapacity or substantial disruption of the ability to conduct normal life functions A congenital anomaly/birth defect Multisystem Inflammatory Syndrome o Important medical events that may not result in death, be life-threatening, or require hospitalization may be considered serious when, based upon appropriate medical judgment, they may jeopardize the patient and may require medical or surgical intervention to prevent one of the outcomes listed above Also report any additional select adverse events and/or any revised safety reporting requirements -19 Vaccine being authorized under an Emergency Use Authorization (EUA). Vendor must make provision for patients with a history of anaphylaxis (due to any cause) to remain for observation for 30 minutes. For all other persons, observation period is 15 minutes. In the event of anaphylactic reaction, vendor must have appropriate emergency equipment at the location of the vaccination site to manage anaphylaxis resulting from vaccination. See CDC recommended equipment linked here: https://www.cdc.gov/vaccines/covid-19/info-by- product/pfizer/anaphylaxis-management.html. Equipment supply should be sufficient to manage multiple patients experiencing anaphylaxis. Cold Storage Survey (please check as appropriate): We have an ultra-low temperature freezer (temperature capability is -80°C to -60°C/-112°F to - 76°F). Freezer make/model and cubic feet: ____________________ We have freezer storage capability (-25°C to -15°C/-13°F to 5°F). Freezer make/model and cubic feet: ____________________ We have refrigerator storage capability (2°C to 8°C/36°F-40°F). Refrigerator make/model and cubic feet: ____________________ *Current calibration certification will be required for freezers/refrigerators. X We will pick up and return the vaccine the same day to the County and will make arrangements with County staff on pick up and drop off times. We have qualified container and packout for transport and digital data logger for continuous temperature monitoring during transport. X We do not have qualified container and packout for transport and digital data logger for continuous monitoring during transport and will need to borrow from the Department of Public Health. specifically designed for use when packing vaccines for transport. They are passive containers c (https://www.cdc.gov/vaccines/hcp/admin/storage/toolkit/storage-handling-toolkit.pdf) An example of a qualified container is linked here: https://www.vericormed.com/product/cooler-cool-cube-08- vaccine-transport-cooler-at-refrigerated-temperatures-fresh-vaccine-vt-08/ PROCUREMENT AGREEMENT NUMBER: P-21-109 Attachment Page 4 of 9 KWPH Enterprises, Inc., dba American Ambulance April 12, 2021 G:\PUBLIC\CONTRACTS & EXTRACTS\2021 CONTRACTS\P-21-109 KWPH\P-21-109 KWPH ENTERPRISES INC.DOCX Billing and Compensation Medi-Cal, or submit for Federal reimbursement for uninsured patients through the Health Resources and ent program for COVID-19 vaccine administration costs and COVID-19 testing costs. (See link for vaccination reimbursement: https://coviduninsuredclaim.linkhealth.com/get-started.html) Invoices will reflect the following rates: Paramedic: $72.45 per hour Vehicle: $31.00 per hour Necessary PPE and other emergency medical supplies will be provided at no additional cost. Federal Funding Requirements Requested services will be fully or partially funded by federal funds. Vendors shall be required to adhere Work. Vendor shall submit invoices to: County of Fresno Department of Public Health 1221 Fresno Street, 6th fl. (Business Office) Fresno, CA 93721 DPHBOAP@fresnocountyca.gov KEY RESOURCES CDC's Storage and Handling Toolkit CDC's COVID-19 Vaccination Information Page Phase Guidance: o CDC's Phase 1A Powerpoint o Interim ACIP Guidance o Early NASEM Phase Guidance PROCUREMENT AGREEMENT NUMBER: P-21-109 Attachment Page 5 of 9 KWPH Enterprises, Inc., dba American Ambulance April 12, 2021 G:\PUBLIC\CONTRACTS & EXTRACTS\2021 CONTRACTS\P-21-109 KWPH\P-21-109 KWPH ENTERPRISES INC.DOCX Federal Funding Requirements 1. CERTIFICATION REGARDING DEBARMENT, SUSPENSION, INELIGIBILITY AND VOLUNTARY EXCLUSION-LOWER TIER COVERED TRANSACTIONS: A. COUNTY and CONTRACTOR recognize that CONTRACTOR is a recipient of Federal funds under the terms of this Agreement. By signing this Agreement, CONTRACTOR agrees to comply with applicable Federal suspension and debarment regulations, including but not limited to: 7 CFR 3016.35, 29 CFR 97.35, 45 CFR 92.35, and Executive Order 12549. 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. Suspension, Ineligibility, and Voluntary Exclusion- 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 debarment status at https://sam.gov/SAM/ 2. 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 PROCUREMENT AGREEMENT NUMBER: P-21-109 Attachment Page 6 of 9 KWPH Enterprises, Inc., dba American Ambulance April 12, 2021 G:\PUBLIC\CONTRACTS & EXTRACTS\2021 CONTRACTS\P-21-109 KWPH\P-21-109 KWPH ENTERPRISES INC.DOCX will outlive the life of this Agreement shall be identified as fixed assets with an assigned Fresno County DPH 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 owned fixed assets upon the expiration or termination of this Agreement. 3. PROHIBITION ON PUBLICITY: None of the funds, materials, property or services provided directly or indirectly under 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 for such items as written/printed materials, the use of media (i.e., radio, television, newspapers) and any other related expense(s). 4. 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. 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. 5. CHANGE OF LEADERSHIP/MANAGEMENT: In the event of any change in the status of within thirty (30) days from the date of change. Such notification shall include any new leader or 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 PROCUREMENT AGREEMENT NUMBER: P-21-109 Attachment Page 7 of 9 KWPH Enterprises, Inc., dba American Ambulance April 12, 2021 G:\PUBLIC\CONTRACTS & EXTRACTS\2021 CONTRACTS\P-21-109 KWPH\P-21-109 KWPH ENTERPRISES INC.DOCX 6. LOBBYING 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. 7. STATE ENERGY CONSERVATION: CONTRACTOR must comply with the mandatory standard and policies relating to energy efficiency, which are contained in the State Energy Conservation Plan issued in compliance with 42 United States (US) Code sections 6321, et. seq. 8. 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 Clean Air Act contained in 42 U.S. Code 7601 et seq; the Clean Water Act contained in 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. 9. FUNDING: Funding for this Agreement is provided through legislative action for COVID- 19 response. Services will be covered using one or more of the following funding sources: the Coronavirus Aid, Relief, and Economic Security (CARES) Act Funding (Pub. L. No. 116-136/ CFDA# 21.019), Federal Emergency Management Agency (FEMA) Disaster Grants-Public Assistance Funding (CDFA 97.036),) and/or any other funding made available through legislation. 10. 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 PROCUREMENT AGREEMENT NUMBER: P-21-109 Attachment Page 8 of 9 KWPH Enterprises, Inc., dba American Ambulance April 12, 2021 G:\PUBLIC\CONTRACTS & EXTRACTS\2021 CONTRACTS\P-21-109 KWPH\P-21-109 KWPH ENTERPRISES INC.DOCX CONTRACTOR shall, upon request by the 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. If this Agreement exceeds ten thousand dollars ($10,000.00), CONTRACTOR shall be subject to the examination and audit of the Auditor General for a period of three (3) years after final payment under contract (Government Code Section 8546.7). reaches an adverse deci disallowance of payment for services rendered; or in additional controls to the delivery of services, or in r or designee. If as a result CONTRACTOR shall be financially liable for the amount previously paid by COUNTY to CONTRACTOR and this disallowance will be adjuste determination of fiscal review outcomes, decisions and actions. 11. SINGLE AUDIT CLAUSE: A. If CONTRACTOR expends Seven Hundred Fifty Thousand Dollars ($750,000) or more Federal and Federal flow-through monies, CONTRACTOR agrees to conduct an annual audit in accordance with the requirements of the Single Audit Standards as set forth in Office of Management and Budget (OMB) Title 2 of the Code of Federal Regulations, Chapter II, Part 200. CONTRACTOR shall submit said audit and management letter to COUNTY. The audit 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. CONTRACTOR agrees to take action to correct any material non-compliance or weakness found as a result of such audit. Such audit shall be delivered to C funds were expended and/or received for the program. Failure to perform the requisite audit functions as required by this Agreement may result in COUNTY performing the necessary audit tasks, or at the PROCUREMENT AGREEMENT NUMBER: P-21-109 Attachment Page 9 of 9 KWPH Enterprises, Inc., dba American Ambulance April 12, 2021 G:\PUBLIC\CONTRACTS & EXTRACTS\2021 CONTRACTS\P-21-109 KWPH\P-21-109 KWPH ENTERPRISES INC.DOCX inability of COUNTY to enter into future agreements with the CONTRACTOR. B. A single audit report is not applic federal funding is through Drug Medi-Cal.