HomeMy WebLinkAboutAgreement A-21-148 with FCCAP.pdfCOUNTY OF FRESNO
Fresno, CA
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AGREEMENT
This Agreement is made and entered into this ______ day of _____________ 2021, by and
between the COUNTY OF FRESNO, a Political Subdivision of the State of California, hereinafter
referred to as “COUNTY”, and FRESNO CHILD ABUSE PREVENTION COUNCIL, a California
nonprofit corporation, whose address is 4946 E. Yale Ave #102, Fresno, Ca 93727 hereinafter referred
to as "CONTRACTOR."
W I T N E S S E T H:
WHEREAS, California’s State Legislator has enacted the Child Abuse Prevention Coordinating
Council Act (Welfare and Institution Code Chapter 12.5 Section 18980 et. seq) with the intent to fund
child abuse prevention councils in each county (Welfare and Institutions Code 18981.1 and 18982);
and
WHEREAS, the COUNTY has designated CONTRACTOR as the local child abuse prevention
council for Fresno County pursuant to Welfare and Institutions Code 18965; and
WHEREAS, the COUNTY, through its Department of Social Services (DSS), desires to engage
the CONTRACTOR to operate a child abuse prevention council to coordinate the community’s efforts
to prevent and respond to child abuse pursuant to Welfare and Institutions Code 18982.2; and
WHEREAS, CONTRACTOR, is qualified and willing to provide the type of services as
intended by the Child Abuse Coordinating Council Act; and
WHEREAS, Welfare and Institutions Code 18983 provides that each county shall fund child
abuse prevention coordinating councils from the county’s children’s trust fund.
NOW, THEREFORE, in consideration of their mutual covenants and conditions, the parties
hereto agree as follows:
1.SERVICES
The obligations of the CONTRACTOR shall include:
A.Providing a forum for interagency cooperation and coordination in the
prevention, detection, treatment, and legal processing of child abuse cases.
B.Promoting public awareness of the abuse and neglect of children and the
resources available for intervention and treatment.
Agreement No. 21-148
27th April
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Fresno, CA
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C.Encouraging and facilitating training of professionals in the detection, treatment,
and prevention of child abuse and neglect.
D.Recommending improvements in services to families and victims of child abuse.
E.Encouraging and facilitating community support for child abuse and neglect
programs.
2.REPRESENTATION ON FRESNO CHILD ABUSE PREVENTION COUNCIL
Throughout the term of this Agreement, the membership of the CONTRACTOR shall be
consistent with Welfare and Institutions Code section 18982.1. Emphasis shall be given to having
representation from the following public and COUNTY agencies:
A.Public child welfare services, including the following:
1.COUNTY Department of Social Services
2.COUNTY Probation Department
3.Licensing Agencies
B.The criminal justice system, including the following:
1.Law Enforcement
2.The office of the District Attorney
3.The Courts
4.The Coroner
C.Prevention and treatment services communities, including the following:
1.Medical and mental health services
2.Community-based social services
3.Public and private schools
D.Community representatives, including the following:
1.Community volunteers
2.Civic organizations
3.The religious community
Other agencies, as specified in CONTRACTOR’s 501(c)(3) by-laws may also be included as members
of the CONTRACTOR.
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3.INTERAGENCY COORDINATION
CONTRACTOR shall develop and maintain a protocol for interagency coordination and
provide yearly reports to the COUNTY Board of Supervisors.
4.ADMINISTRATION
This agreement shall be administered for the COUNTY by the Department of Social
Services Director, or designee.
5.TERM
The term of this Agreement shall be for a period of three (3) years, commencing on July 1, 2021
through and including June 30, 2024 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 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.
6.TERMINATION
A.Non-Allocation of Funds - The terms of this Agreement, and the services to be
provided thereunder, 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 CONTRACTOR thirty (30) days advance written notice.
B.Breach of Contract - COUNTY may immediately suspend or terminate this
Agreement in whole or in part, where in the determination of 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 COUNTY;
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 the
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CONTRACTOR the repayment to the COUNTY of any funds disbursed to the CONTRACTOR under
this Agreement, which in the judgement of the COUNTY were not expended in accordance with the
terms of this Agreement. The CONTRACTOR shall promptly refund any such funds upon demand, or
at COUNTY’S option, such repayment shall be deducted from future payments owing to
CONTRACTO under this Agreement.
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 thirty (30) days advance written notice of an intention to terminate the Agreement.
7.COMPENSATION
A.Monthly Payment – With the term beginning July 1, 2021, COUNTY shall pay
to CONTRACTOR the available accrued funds in the COUNTY Children’s Trust Fund for Birth
Certificate and Kids Plate. The payments shall consist only of the available money deposited in the
Children’s Trust Fund for Birth Certificates and the Kids Plate. COUNTY shall use reasonable efforts
to make monthly payments within forty-five (45) days following the end of each month. In no event
shall COUNTY pay any amount to CONTRACTOR in excess of such available money in the
Children’s Trust Fund Birth Certificate and Kids Plate funding. COUNTY makes no guarantee of
funds or amount of funds available in the Children’s Trust Fund Birth Certificates and Kids Plate.
B.Monthly Activity Report – CONTRACTOR shall submit to COUNTY by the
tenth (10th) of each month, activity reports for the previous month. The monthly activity reports shall
be in a form and in such detail as acceptable to COUNTY’s Director of Social Services or designee.
In the event that CONTRACTOR fails to provide such reports or other information required
hereunder, it shall be deemed sufficient cause for COUNTY to withhold monthly payments until there
is compliance.
C.Termination or Expiration – In the event that this Agreement expires or is
terminated without cause during a monthly payment, COUNTY shall pay only those funds accrued up
to the date of termination or expiration. In the even that COUNTY terminates for breach, COUNTY
reserves all rights to withhold any and all payments in response to such breach by CONTRACTOR.
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8.MATCH
CONTRACTOR shall make a cash and/or in-kind match from Non-California
Department of Social Services sources in an amount equal to, or more than, thirty-three and one-third
(33.33) percent of the amount of funds provided for the program identified herein. CONTRACTOR
shall make the thirty-three and one-third (33.33) percent cash match each month during the term of
this Agreement.
9.MODIFICATION
Any matters of this Agreement may be modified from time to time by the written
consent of all parties without, in any way, affecting the remainder.
Where it is determined by COUNTY that there is a need to make any changes to the
project, fiscal procedures and systems, or terms and conditions of this Agreement (including changes
necessary to comply with changes in Federal, State or local laws or regulations), refusal by
CONTRACTOR to accept any such changes is grounds for termination of this Agreement.
10.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 venture, partner, or associate of 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 which are
directly or indirectly the subject of this Agreement.
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
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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 COUNTY or to this Agreement.
11.NON-ASSIGNMENT
Neither party shall assign, transfer, or subcontract this Agreement nor their rights or
duties under this Agreement without the prior written consent of the other party.
12.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 this 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 (Exhibit A) and submitting it to the COUNTY
prior to commencing with the self-dealing transaction or immediately thereafter.
13.HOLD-HARMLESS
CONTRACTOR agrees to indemnify, save, hold harmless, and at COUNTY's request,
defend COUNTY, its officers, agents and employees from any and all costs and expenses, including
attorney fees and court 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 fees and court 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. In addition,
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CONTRACTOR agrees to indemnify COUNTY for Federal, State of California and / or local audit
exceptions resulting from noncompliance herein on the part of the CONTRACTOR.
14.INSURANCE
Without limiting 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 this Agreement:
A.Commercial General Liability
Commercial General Liability Insurance with limits of not less than Two Million
Dollars ($2,000,000) per occurrence and an annual aggregate of Four Million
Dollars ($4,000,000). This policy shall be issued on a per occurrence basis.
COUNTY may require specific coverage including completed operations,
product liability, contractual liability, Explosion, Collapse, and Underground
(XCU), fire legal liability or any other liability insurance deemed necessary
because of the nature of the Agreement.
B.Automobile Liability
Comprehensive Automobile Liability Insurance with limits for bodily injury of
not less than One Million Dollars ($1,00,000) per accident for bodily injury and
for property damages. Coverage should 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.T.) in providing services, Professional Liability Insurance with
limits of not less than One Million Dollars ($1,000,000) per occurrence, Three
Million Dollars ($3,000,000) 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.
D.Worker's Compensation
A policy of Worker's Compensation Insurance as may be required by the
California Labor Code.
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
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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 this Agreement,
CONTRACTOR shall provide certificates of insurance and endorsements as stated above for all of the
foregoing policies, as required herein, to the County of Fresno, 205 W. Pontiac Way, Clovis, Ca
96312, Attention: Contract Analyst and to DSSContractInsurance@fresnocountyca.gov, stating that
such insurance coverages 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, COUNTY may, in addition to other remedies it may have, suspend, or terminate this
Agreement upon the occurrence of such event.
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All policies shall be with admitted insurers licensed to do business in the State of
California. Insurance purchased shall be from companies possessing a current A.M. Best, Inc. rating
of A FSC VII or better.
15.SUBCONTRACTS
CONTRACTOR shall obtain prior written approval from COUNTY or COUNTY’S
Department of Social Services Director, or designee, before subcontracting any of the services to be
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 or
COUNTY’S Department of Social Services Director, or designee. The use of subcontractors by
CONTRACTOR shall not entitle CONTRACTOR to any additional compensation than it provided for
under this Agreement.
16.SUPPLANTATION
A.CONTRACTOR shall not supplant any Federal, State or County funds it may be
receiving with any funds made available under this Agreement. CONTRACTOR shall not claim
reimbursement from COUNTY for, or apply sums received from COUNTY with respect to that
portion of its obligations which have been paid by another source of revenue.
B.CONTRACTOR agrees that it will not use funds received pursuant to this
Agreement, either directly or indirectly, as a contribution or compensation for purposes of obtaining
State funds under any State program or COUNTY funds under any COUNTY program without prior
written approval of the COUNTY.
17.CONFIDENTIALITY
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 confidentiality.
18.NON-DISCRIMINATION
During the performance of this Agreement CONTRACTOR shall not unlawfully
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discriminate against any employee or applicant for employment, or recipient of services, because of
race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical
condition, genetic information, marital status, sex, gender, gender identity, gender expression, age,
sexual orientation, military status or veteran status 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.
19.CONFLICT OF INTEREST
No officer, agent, or employee of COUNTY who exercises any function or
responsibility for planning and carrying out the services provided under this Agreement shall have any
direct or indirect personal financial interest in this Agreement. In addition, no employee of COUNTY
shall be employed by CONTRACTOR to fulfill any contractual obligations with COUNTY.
CONTRACTOR shall also 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, agent, or employee of COUNTY.
20.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 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 it must submit to DSS a copy of
its policy on referring individuals to an alternate treatment provider and include a copy of this policy
in its 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 annual 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
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religious objection.
21.ACKNOWLEDGEMENT
CONTRACTOR shall acknowledge in all public relations activities, materials, and
publications that the COUNTY is a funding sources for services provided through this Agreement.
22.POLITICAL ACTIVITY
None of the funds, materials, property, or services provided directly or indirectly under
this Agreement shall be used for any political activity, or to further the election or defeat of any
candidate for public office.
23.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.
24.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 the
CONTRACTOR’s 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 CONTRACTOR is
set forth in Exhibit B, Notice of Child Abuse Reporting Law, attached hereto and by this reference
incorporated herein.
25.PERSONNEL DISCLOSURE
CONTRACTOR shall make available to COUNTY a current list of all personnel
providing services hereunder. Changes to this list will be immediately provided to COUNTY in
writing. The list shall provide the following information:
A.All full or part-time staff positions by title whose direct services are required to
provide the programs described herein;
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B.A brief description of the functions of each such position and hours each person
in such position works each week or, for part-time positions, each day or month, as appropriate;
C.The education and experience levels required for each position; and
D.The names of persons filling the identified positions.
26.PERSONNEL LIMITATIONS
CONTRACTOR shall not knowingly employ in any capacity, paid or volunteer, any
person who has been convicted or arrested and released on bail on his or her own recognizance pending
trial, on any charges involving sex crimes, illegal use or possession of drugs, or crime of violence.
27.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.
28.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
Hearing to resolve such issues.
29.PROPERTY OF COUNTY
Any documents provided by COUNTY to CONTRACTOR during the performance of
this Agreement shall be returned to COUNTY in a satisfactory condition, at the request of COUNTY,
by CONTRACTOR upon the expiration or termination of this Agreement. All reports/documents
prepared by CONTRACTOR, pursuant to this Agreement, shall become the property of COUNTY.
30.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.
31.INTERPRETATION OF LAWS AND REGULATION
COUNTY reserves the right to make final interpretations of clarification on issues
relating to Federal and State laws and regulation applicable to this Agreement, to ensure compliance.
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32.COMPLIANCE WITH APPLICABLE LAWS AND REGULATION
The parties, their officers, consultants, subcontractors, agents, and employees shall
comply with all applicable State, Federal and local laws and regulations governing project that utilize
Federal Funds.
33.RECORDS
A.Record Establishment and Maintenance
CONTRACTOR shall establish and maintain records in accordance with those
requirements prescribed by COUNTY and communicated in writing to CONTRACTOR with respect to
all matters covered by this Agreement. CONTRACTOR shall retain all fiscal books, account records
and client files for services performed under this Agreement for four (4) years from date of final
payment under this Agreement or until all State and Federal audits are completed for that fiscal year,
whichever is later.
B.Case Documentation
1)CONTRACTOR shall furnish to the COUNTY such statements, records,
data, reports, and information as COUNTY may request pertaining to matters covered by this
Agreement. In the event that CONTRACTOR fails to provide reports as provided herein, it shall be
deemed sufficient cause for COUNTY to withhold payments until compliance is established.
2)COUNTY shall notify CONTRACTOR in writing within thirty (30) days
of any potential State or Federal audit exception discovered during an examination. Where findings
indicate that program requirements are not being met by CONTRACTOR and State or Federal
participation in this program may be imperiled in the event that corrections are not accomplished by
CONTRACTOR within thirty (30) days of receipt of such notice from COUNTY, written notification
of the findings shall constitute COUNTY’s intent to terminate this Agreement.
C.Service Documentation
CONTRACTOR agrees to maintain records to verify services under this
Agreement including names and addresses of clients served, the date of service and a description of
services provided on each occasion. These records and any other documents pertaining in whole or in
part to this Agreement shall be clearly identified and readily accessible. In the event that
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CONTRACTOR fails to provide reports as provided herein, it shall be deemed sufficient cause for
COUNTY to withhold payments until compliance is established.
D.Use of Data
CONTRACTOR shall grant to COUNTY, and the United States Department of
Health and Human Services the royalty-free, nonexclusive and irrevocable license throughout the world
to publish, translate, reproduce, deliver, perform, dispose of, duplicate, use, and/or disclose in any
manner and for any purpose whatsoever and to authorize others to do so, all subject data now or
hereafter covered by copyright. CONTRACTOR shall exert all reasonable effort to advise COUNTY at
time of delivery of subject data furnished under this Agreement, of all possible invasions of the right of
privacy therein contained, and of all portions of such data copied from work not composed or produced
in the performance of this Agreement and not licensed under this provision.
As used in this clause, the term “Subject Data” means writing, sound recordings,
pictorial reproductions, drawings, designs, or graphic representations, procedural manuals, forms,
diagrams, work flow charts, equipment descriptions, data files, data processing of computer programs,
and works of any similar nature (whether or not copyrighted or copyrightable) which are first produced
or developed under this Agreement by or for CONTRACTOR. The term does not include financial
reports, costs analyses and similar information incidental to contract administration.
CONTRACTOR shall report to COUNTY promptly and in written detail, each
notice of claim of copyright infringement received by CONTRACTOR with respect to all subject data
delivered under this Agreement. CONTRACTOR shall not affix any restrictive markings upon any
data. If markings are affixed, COUNTY shall have the right at any time to modify, remove, obliterate,
or ignore such markings.
COUNTY shall have access to any report, preliminary findings or data
assembled by CONTRACTOR under this Agreement. In addition, CONTRACTOR must receive
written permission from COUNTY prior to publication of any materials developed under this
Agreement and file with COUNTY a copy of all educational and training materials, curricula,
audio/visual aids, printed material and periodicals, assembled pursuant to this Agreement prior to
publication.
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34. CLEAN AIR AND WATER
In the event the funding under this Agreement exceeds One Hundred Thousand and
No/100 Dollars ($100,000.00), 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 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.
35. 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
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 8350et seq.)
36. SINGLE AUDIT CLAUSE
A. If CONTRACTOR expends Seven Hundred Fifty Thousand Dollars
($750,000.00) or more in Federal and Federal flow-through monies, CONTRACTOR agrees to conduct
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an annual audit in accordance with the requirements of the Single Audit Standards as set forth in Office
of Management and Budget (OMB) Circular 2 CFR 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
COUNTY’s DSS, Administration, for review within nine (9) months of the end of
any fiscal year in which 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 COUNTY’s option, contracting with a public accountant to perform said
audit, or, may result in the inability of COUNTY to enter into future agreements with CONTRACTOR.
All audit costs related to this Agreement are the sole responsibility of CONTRACTOR.
B.A single audit report is not applicable if all CONTRACTOR’s Federal contracts
do not exceed the Seven Hundred Fifty Thousand Dollars ($750,000.00) requirement. If a single audit
is not applicable, a program audit must be performed and a program audit report with management
letter shall be submitted by CONTRACTOR to COUNTY as a minimum requirement to attest to
CONTRACTOR’s solvency. Said audit report shall be delivered to COUNTY’s DSS, Accounting
Office for review no later than nine (9) months after the close of the fiscal year in which the funds
supplied through this Agreement are expended. Failure to comply with this Act 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 the CONTRACTOR
at COUNTY cost, as determined by COUNTY’s Auditor-Controller/Treasurer-Tax Collector.
C.CONTRACTOR shall make available all records and accounts for inspection by
COUNTY, the State of California, if applicable, the Comptroller General of the United States, the
Federal Grantor Agency, or any of their duly authorized representatives, at all reasonable times for a
period of at least three (3) years following final payment under this Agreement or the closure of all
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other pending matters, whichever is later.
37.TAX EQUITY AND FISCAL RESPONSIBILITY ACT
To the extent necessary to prevent disallowance of reimbursement under section 1861
(v) (1) (1) (I) of the Social Security Act, (42 U.S.C § 1395x, subd. (v)(1)[I]), until the expiration of four
(4) years after the furnishing of services under this Agreement, CONTRACTOR shall make available,
upon written request to the Secretary of the United States Department of Health and Human Services,
or upon request to the Comptroller General of the United States General Accounting Office, or any of
their duly authorized representatives, a copy of this Agreement and such books, documents, and
records as are necessary to certify the nature and extent of the costs of these services provided by
CONTRACTOR under this Agreement. CONTRACTOR further agree that in the event
CONTRACTOR carries out any of their duties under this Agreement through a subcontract, with a
value or cost of Ten Thousand and No/100 Dollars ($10,000) or more over a twelve (12) month period,
with a related organization, such Agreement shall contain a clause to the effect that until the expiration
of four (4) years after the furnishing of such services pursuant to such subcontract, the related
organizations shall make available, upon written request to the Secretary of the United Sates General
Accounting Office, or any of their duly authorized representatives, a copy of such subcontract and such
books, documents, and records of such organization as are necessary to verify the nature and extent of
such costs and regulations.
38.AUDITS AND INSPECTIONS
CONTRACTOR shall at any time during business hours, and as often as COUNTY may
deem necessary, make available to COUNTY for examination all of its records and data with respect
to the matters covered by this Agreement. CONTRACTOR shall, upon request by COUNTY, permit
COUNTY to audit and inspect all such records and data necessary to ensure CONTRACTOR's
compliance with the terms of this Agreement.
If this Agreement exceeds Ten Thousand and No/100 Dollars ($10,000.00),
CONTRACTOR shall be subject to the examination and audit of the State of California Auditor
General for a period of three (3) years after final payment under contract (California Government
Code section 8546.7).
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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.
39.CERTIFICATION REGARDING DEBARMENT, SUSPENSION,
INELIGIBILITY AND VOLUNTARY EXCLUSION-LOWER TIER COVERED
TRANSACTIONS
A.COUNTY and CONTRACTOR recognize that State funds will be used under
the terms of this Agreement. For purposes of this paragraph, CONTRACTOR will be referred to as
the “prospective recipient”.
B.This certification is required by the regulation implementing Executive Order
12549, Debarment and Suspension, 29 CFR Part 98, section 98.510, Participant’s responsibilities.
1)The prospective recipient of Federal assistance funds certified by entering
into this Agreement, that neither it nor its principals are presently debarred, suspended, proposed for
debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any
Federal department or agency.
2)The prospective recipient of funds agrees by entering into this Agreement,
that it shall not knowingly enter into any lower tier covered transaction with a person who is debarred,
suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction,
unless authorized by the Federal department or agency with which this transaction originated.
3)Where the prospective recipient of Federal assistance funds is unable to
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certify to any of the statements in this certification, such prospective participant shall attach an
explanation to this Agreement.
4)The prospective recipient shall provide immediate written notice to
COUNTY if at any time prospective recipient learns that its certification in Paragraph 39 of this
Agreement was erroneous when submitted or has become erroneous by reason of changed
circumstances.
5)The prospective recipient further agrees that by entering into this
Agreement, it will include a clause identical to Paragraph 39 of this Agreement and titled
“Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion-Lower Tier
Covered Transactions”, in all lower tier covered transactions and in all solicitations for lower tier
covered transaction.
6)The certification in Paragraph 39 of this Agreement is a material
representation of fact upon which COUNTY relied in entering into this Agreement.
40.NOTICES
The persons having authority to give and receive notices under this Agreement and their
addresses include the following:
COUNTY CONTRACTOR
Director, County of Fresno Executive Director
Department of Social Services Fresno Child Abuse Prevention Council
PO BOX 1912 4946 E. Yale Ave #102
Fresno, CA 93718-1912 Fresno, Ca 93727
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
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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 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).
41.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.
42.GOVERNING LAW
The parties agree, that for the purposes of venue, performance under this Agreement is
to 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.
43.SEVERABILITY
Should any court or regulatory agency or body determine, in a form and manner which
renders such determination enforceable against either of the parties, that any provision of this
Agreement is void, invalid, unenforceable, or illegal, such determination shall not affect any other
provision of this Agreement, and this Agreement shall, if reasonable, be construed and performed as if
such void, invalid, unenforceable, or illegal provision had never been contained herein.
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44.ENTIRE AGREEMENT
This Agreement constitutes the entire Agreement between CONTRACTOR and
COUNTY with respect to the subject matter hereof and supersedes all previous agreement
negotiations, proposals, commitments, writings, advertisements, publications and understandings of
any nature whatsoever unless expressly included in this Agreement.
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W[T ESS WHEREOF the parties hereto ha e executed this Agreement as of the day and
ear first hereinabove ,,vritten.
co 1TRACTOR:
FRES O CHILD ABUSE
PREVENTION COUNCIL
By~~:1!:~
Print Name:•=~=
Title : f!0~ cdtfh&---
Chairman of the Board. or
President, or any Vice Presid e nt
By M~~ Print
COUNTY OF FRESNO
B 41-.--
Steve Brandau, Chairman o f the Board
of Supervi ors of tJ1e County of Fresno
ATTEST:
Bernice E. eidel
Clerk of the Board of Supervi or
County of Fresno State of California
Tit le: ~-D,~?fhO
Secretary (of Corporation , or
any Assistant Secretary. or
Chief Financial Office r, or
an Assistant Treasurer
.ailing Address:
4946 E. Yale Ave #102
Fresno , Ca'93727
Phone o.: (559) 268-118
Contact: Executi e Director
FOR ACCO TTNGUS E O LY:
Fund/Subcla s: 0001 /10000
Organization: 5610-700 I
Account/Program: 7295 /0
-22 -CO 'NTY 01 · F RESN O
i:r~•s nu , C.\
Exhibit A
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 A
(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:
Exhibit B
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 Fresno Council on
Child Abuse Prevention. (PROVIDER) related to provision of emergency shelter care
services for COUNTY’s dependent children, 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