HomeMy WebLinkAboutAgreement A-22-103 with Centro La Familia Advocacy Services Inc..pdf-1-
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A G R E E M E N T
THIS AGREEMENT (“Agreement”) is made and entered into this ___ day of _____, 2022, by and
between the COUNTY OF FRESNO, a Political Subdivision of the State of California, hereinafter referred to
as "COUNTY", and Centro La Familia Advocacy Services, Inc., a private, non-profit corporation, whose
address is 302 Fresno Street, Suite 102, Fresno, California 93706, hereinafter referred to as
"CONTRACTOR".
W I T N E S S E T H:
WHEREAS, COUNTY, through its Department of Public Health (Department), is in need of a
contractor to provide community health support and promote health intervention activities for
implementation of Fresno County’s Advancing Health Literacy Intervention Program, which includes
recruiting, training, and deploying Community Health Workers (CHWs) to improve health literacy by
providing outreach and education to residents on the west side of Fresno County regarding COVID-19
testing, vaccination, chronic conditions, communicable diseases, as well as other social determinants of
health; and
WHEREAS, CONTRACTOR, has the facilities, equipment, and personnel skilled in the provision of
such services; and
WHEREAS, CONTRACTOR, is qualified and willing to provide such 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 OF THE CONTRACTOR
A.CONTRACTOR shall perform all services and fulfill all responsibilities as specified
in COUNTY’s Request for Proposal (RFP) No. 22-025 dated November 8, 2021, Addendum No. One (1)
to COUNTY’s RFP No. 22-025 dated November 19, 2021, herein collectively referred to as COUNTY’s
Revised RFP, and CONTRACTOR’s Response to said Revised RFP dated December 3, 2021, all
incorporated herein by reference and made part of this Agreement.
22nd March
Agreement No. 22-103
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B.CONTRACTOR shall also perform all services and fulfill all responsibilities as set
forth in Exhibit A (“Scope of Work), attached hereto and by this reference incorporated herein.
C.CONTRACTOR shall abide by local and state pandemic guidelines in place at any
given time during the pandemic response and shall make every reasonable effort to follow safe and
appropriate public health protection measures to minimize risk of exposures.
D.CONTRACTOR shall notify COUNTY within one (1) business day upon receiving
media requests for interviews or information.
E.CONTRACTOR shall address the health literacy needs of residents through a
variety of outreach and education intervention strategies.
2.OBLIGATIONS OF THE COUNTY
COUNTY shall work with and assist the CONTRACTOR with activities, strategies and
outcomes as set forth in Exhibit A, attached hereto and by this reference incorporated herein.
3. TERM
This Agreement shall commence on March 22, 2022, and continue through and including June 30,
2023.
4.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;
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
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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 COUNTY upon the giving of thirty (30) days advance written notice of an
intention to terminate to CONTRACTOR.
5.COMPENSATION/INVOICING: COUNTY agrees to pay CONTRACTOR and
CONTRACTOR agrees to receive compensation as identified in Exhibit B, attached hereto and
incorporated herein by this reference. CONTRACTOR shall submit monthly invoices to COUNTY, by the
15th day of each month for the prior month’s expenditures, e-mailed to the County of Fresno,
Department of Public Health, OHPW-Health Literacy Program, Attention: OHPW-Health Literacy
Program Staff Analyst at DPHBOAP@fresnocountyca.gov or addressed to the County of Fresno,
Department of Public Health, OHPW-Health Literacy Program, P.O. Box 11867, Fresno, CA 93775,
Attention: OHPW-Health Literacy Program Staff Analyst.
Invoices shall detail line items as specified in Exhibit B, including original budget amount(s),
current month’s expenses, year-to-date expenses, and budget balances. In addition, invoices shall also
include all relevant supporting documentation including but not limited to copies of original statements,
program expense receipts, payroll records, mileage claims and documented administrative / overhead
costs. No reimbursement for services shall be made until invoices are received, reviewed and approved
by COUNTY’s Department of Public Health.
In no event shall services performed under this Agreement be in excess of Seven Hundred and
Fifty Thousand and No/100 ($750,000.00) during the initial term of this Agreement. It is understood that
all expenses incidental to CONTRACTOR'S performance of services under this Agreement shall be
borne by CONTRACTOR. COUNTY shall not be obligated to make any payments under this Agreement
if the request for payment is received by the COUNTY more than forty-five (45) days after the end of the
Federal Fiscal Year.
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6.FUNDING: Funding for these services is provided by the US Department of Health and Human
Services, Office of the Assistant Secretary for Health, CDFA No. 93.173.
7.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.
8.MODIFICATION: 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.
Notwithstanding the above, changes to line items in the budget, attached hereto as Exhibit B, that do not
exceed ten percent (10%) of the maximum compensation payable to the CONTRACTOR, may be made
with written approval of COUNTY’s Department of Public Health Director, or designee. Said budget line
item changes shall not result in any change to the maximum compensation amount payable to
CONTRACTOR, as stated herein.
9.NON-ASSIGNMENT: Neither party shall assign, transfer or sub-contract this Agreement nor
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their rights or duties under this Agreement without the prior written consent of the other party.
10.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 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.
The provisions of this Section 10 shall survive termination of this Agreement.
11.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
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($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. 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.
E. Molestation
Sexual abuse / molestation liability insurance 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.
F. Cyber liability
Cyber Liability Insurance, with limits not less than $2,000,000 per occurrence or claim,
$2,000,000 aggregate. Coverage shall be sufficiently broad to respond to the duties and obligations as is
undertaken by CONTRACTOR in this Agreement and shall include, but not be limited to, claims involving
infringement of intellectual property, including but not limited to infringement of copyright, trademark, trade
dress, invasion of privacy violations, information theft, damage to or destruction of electronic information,
release of private information, alteration of electronic information, extortion and network security. The policy
shall provide coverage for breach response costs as well as regulatory fines and penalties as well as credit
monitoring expenses with limits sufficient to respond to these obligations.
Definition of Cyber Risks. “Cyber Risks” include but are not limited to (i) Security Breaches,
which may include Disclosure of Personal Information to an Unauthorized Third Party; (ii) breach of any of
the Contractor’s obligations under Section # of this Agreement; (iii) infringement of intellectual property,
including but not limited to infringement of copyright, trademark, and trade dress; (iv) invasion of privacy,
including release of private information; (v) information theft; (vi) damage to or destruction or alteration of
electronic information; (vii) extortion related to the Contractor’s obligations under this Agreement regarding
electronic information, including Personal Information; (viii) network security; (ix) data breach response
costs, including Security Breach response costs; (x) regulatory fines and penalties related to the
Contractor’s obligations under this Agreement regarding electronic information, including Personal
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Information; and (xi) credit monitoring expenses.
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 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, Department of Public Health, P.O. Box
11867, Fresno, CA 93775, Attention: Contracts Section – 6th Floor, 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 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
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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 California,
and such insurance shall be purchased from companies possessing a current A.M. Best, Inc. rating of A
FSC VII or better.
12.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 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 pursuant to all applicable State of California and Federal
statutes and regulations.
13.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.
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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://sam.gov/SAM/
14.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.
15.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 for such items as
written/printed materials, the use of media (i.e., radio, television, newspapers) and any other related
expense(s).
16.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
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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.
17.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.
18. 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.
19.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.
20.CLEAN AIR AND WATER: In the event the funding under this Agreement exceeds One
Hundred Fifty Thousand and No/100 Dollars ($150,000), 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,
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D. This assurance shall be included in every nonexempt subgrant, contract, or
subcontract.
21. 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 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).
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 DPH 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 DPH Director or designee. In addition, COUNTY shall have the sole discretion
in the determination of fiscal review outcomes, decisions and actions.
22. 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
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any material non-compliance or weakness found as a result of such audit. Such audit shall be delivered to
COUNTY’S DPH 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 the
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 the 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) requirement or CONTRACTOR’S federal
funding is through Drug Medi-Cal.
23.HEALTH INSURANCE PORTABILITY AND ACCOUNTABILITY ACT:
A.The parties to this Agreement shall be in strict conformance with all applicable
Federal and State of California laws and regulations, including but not limited to Sections 5328, 10850,
and 14100.2 et seq. of the Welfare and Institutions Code, Sections 2.1 and 431.300 et seq. of Title 42,
Code of Federal Regulations (CFR), Section 56 et seq. of the California Civil Code and the Health
Insurance Portability and Accountability Act (HIPAA), including but not limited to Section 1320 D et seq. of
Title 42, United States Code (USC) and its implementing regulations, including, but not limited to Title 45,
CFR, Sections 160, 162, and 164, The Health Information Technology for Economic and Clinical Health
Act (HITECH) regarding the confidentiality and security of patient information, and the Genetic Information
Nondiscrimination Act (GINA) of 2008 regarding the confidentiality of genetic information.
Except as otherwise provided in this Agreement, CONTRACTOR, as a Business
Associate of COUNTY, may use or disclose Protected Health Information (PHI) to perform functions,
activities or services for or on behalf of COUNTY, as specified in this Agreement, provided that such use
or disclosure shall not violate the Health Insurance Portability and Accountability Act (HIPAA), USC 1320d
et seq. The uses and disclosures of PHI may not be more expansive than those applicable to COUNTY,
as the “Covered Entity” under the HIPAA Privacy Rule (45 CFR 164.500 et seq.), except as authorized for
management, administrative or legal responsibilities of the Business Associate.
B.CONTRACTOR, including its subcontractors and employees, shall protect, from
unauthorized access, use, or disclosure of names and other identifying information, including genetic
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information, concerning persons receiving services pursuant to this Agreement, except where permitted in
order to carry out data aggregation purposes for health care operations [45 CFR Sections 164.504
(e)(2)(i), 164.504 (3)(2)(ii)(A), and 164.504 (e)(4)(i)] This pertains to any and all persons receiving services
pursuant to a COUNTY funded program. This requirement applies to electronic PHI. CONTRACTOR
shall not use such identifying information or genetic information for any purpose other than carrying out
CONTRACTOR’S obligations under this Agreement.
C. CONTRACTOR, including its subcontractors and employees, shall not disclose any
such identifying information or genetic information to any person or entity, except as otherwise specifically
permitted by this Agreement, authorized by Subpart E of 45 CFR Part 164 or other law, required by the
Secretary, or authorized by the client/patient in writing. In using or disclosing PHI that is permitted by this
Agreement or authorized by law, CONTRACTOR shall make reasonable efforts to limit PHI to the
minimum necessary to accomplish intended purpose of use, disclosure or request.
D. For purposes of the above sections, identifying information shall include, but not be
limited to name, identifying number, symbol, or other identifying particular assigned to the individual, such
as finger or voice print, or photograph.
E. For purposes of the above sections, genetic information shall include genetic tests of
family members of an individual or individual, manifestation of disease or disorder of family members of an
individual, or any request for or receipt of, genetic services by individual or family members. Family
member means a dependent or any person who is first, second, third, or fourth degree relative.
F. CONTRACTOR shall provide access, at the request of COUNTY, and in the time
and manner designated by COUNTY, to PHI in a designated record set (as defined in 45 CFR Section
164.501), to an individual or to COUNTY in order to meet the requirements of 45 CFR Section 164.524
regarding access by individuals to their PHI. With respect to individual requests, access shall be
provided within thirty (30) days from request. Access may be extended if CONTRACTOR cannot
provide access and provides individual with the reasons for the delay and the date when access may
be granted. PHI shall be provided in the form and format requested by the individual or COUNTY.
CONTRACTOR shall make any amendment(s) to PHI in a designated record set
at the request of COUNTY or individual, and in the time and manner designated by COUNTY in
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accordance with 45 CFR Section 164.526.
CONTRACTOR shall provide to COUNTY or to an individual, in a time and
manner designated by COUNTY, information collected in accordance with 45 CFR Section 164.528, to
permit COUNTY to respond to a request by the individual for an accounting of disclosures of PHI in
accordance with 45 CFR Section 164.528.
G.CONTRACTOR shall report to COUNTY, in writing, any knowledge or reasonable
belief that there has been unauthorized access, viewing, use, disclosure, security incident, or breach of
unsecured PHI not permitted by this Agreement of which it becomes aware, immediately and without
reasonable delay and in no case later than two (2) business days of discovery. Immediate notification
shall be made to COUNTY’s Information Security Officer and Privacy Officer and COUNTY’s DPH HIPAA
Representative, within two (2) business days of discovery. The notification shall include, to the extent
possible, the identification of each individual whose unsecured PHI has been, or is reasonably believed to
have been, accessed, acquired, used, disclosed, or breached. CONTRACTOR shall take prompt
corrective action to cure any deficiencies and any action pertaining to such unauthorized disclosure
required by applicable Federal and State Laws and regulations. CONTRACTOR shall investigate such
breach and is responsible for all notifications required by law and regulation or deemed necessary by
COUNTY and shall provide a written report of the investigation and report ing required to COUNTY’s
Information Security Officer and Privacy Officer and COUNTY’s DPH HIPAA Representative. This written
investigation and description of any reporting necessary shall be postmarked within the thirty (30) working
days of the discovery of the breach to the addresses below:
County of Fresno County of Fresno County of Fresno
Dept. of Public Health Dept. of Public Health Information Technology Services
HIPAA Representative Privacy Officer Information Security Officer
(559)600-6439 (559)600-6405 (559)600-5800
P.O. Box 11867 P.O. Box 11867 333 W. Pontiac Way
Fresno, CA 93775 Fresno, CA 93775 Clovis, CA 93612
H. CONTRACTOR shall make their internal practices, books, and records relating to
the use and disclosure of PHI received from COUNTY, or created or received by the CONTRACTOR on
behalf of COUNTY, in compliance with HIPAA’s Privacy Rule, including, but not limited to the
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requirements set forth in Title 45, CFR, Sections 160 and 164. CONTRACTOR shall make its internal
practices, books, and records relating to the use and disclosure of PHI received from COUNTY, or created
or received by the CONTRACTOR on behalf of COUNTY, available to the United States Department of
Health and Human Services (Secretary) upon demand.
CONTRACTOR shall cooperate with the compliance and investigation reviews
conducted by the Secretary. PHI access to the Secretary must be provided during the CONTRACTOR’S
normal business hours, however, upon exigent circumstances access at any time must be granted. Upon
the Secretary’s compliance or investigation review, if PHI is unavailable to CONTRACTOR and in
possession of a Subcontractor, it must certify efforts to obtain the information to the Secretary.
I.Safeguards
CONTRACTOR shall implement administrative, physical, and technical safeguards
as required by the HIPAA Security Rule, Subpart C of 45 CFR 164, that reasonably and appropriately
protect the confidentiality, integrity, and availability of PHI, including electronic PHI, that it creates,
receives, maintains, or transmits on behalf of COUNTY and to prevent unauthorized access, viewing, use,
disclosure, or breach of PHI other than as provided for by this Agreement. CONTRACTOR shall conduct
an accurate and thorough assessment of the potential risks and vulnerabilities to the confidential, integrity
and availability of electronic PHI. CONTRACTOR shall develop and maintain a written information privacy
and security program that includes administrative, technical, and physical safeguards appropriate to the
size and complexity of CONTRACTOR’S operations and the nature and scope of its activities. Upon
COUNTY’s request, CONTRACTOR shall provide COUNTY with information concerning such safeguards.
CONTRACTOR shall implement strong access controls and other security
safeguards and precautions in order to restrict logical and physical access to confidential, personal (e.g.,
PHI) or sensitive data to authorized users only. Said safeguards and precautions shall include the
following administrative and technical password controls for all systems used to process or store
confidential, personal, or sensitive data:
1.Passwords must not be:
a. Shared or written down where they are accessible or recognizable
by anyone else; such as taped to computer screens, stored under keyboards, or visible in a work area;
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b.A dictionary word; or
c. Stored in clear text
2. Passwords must be:
a.Eight (8) characters or more in length;
b.Changed every ninety (90) days;
c.Changed immediately if revealed or compromised; and
d.Composed of characters from at least three (3) of the following four
(4)groups from the standard keyboard:
1)Upper case letters (A-Z);
2)Lowercase letters (a-z);
3)Arabic numerals (0 through 9); and
4)Non-alphanumeric characters (punctuation symbols).
CONTRACTOR shall implement the following security controls on each
workstation or portable computing device (e.g., laptop computer) containing confidential,
personal, or sensitive data:
1.Network-based firewall and/or personal firewall;
2. Continuously updated anti-virus software; and
3.Patch management process including installation of all operating
system/software vendor security patches.
CONTRACTOR shall utilize a commercial encryption solution that has received
FIPS 140-2 validation to encrypt all confidential, personal, or sensitive data stored on portable
electronic media (including, but not limited to, compact disks and thumb drives) and on portable
computing devices (including, but not limited to, laptop and notebook computers).
CONTRACTOR shall not transmit confidential, personal, or sensitive data via e-
mail or other internet transport protocol unless the data is encrypted by a solution that has been
validated by the National Institute of Standards and Technology (NIST) as conforming to the Advanced
Encryption Standard (AES) Algorithm. CONTRACTOR must apply appropriate sanctions against its
employees who fail to comply with these safeguards. CONTRACTOR must adopt procedures for
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terminating access to PHI when employment of employee ends.
J.Mitigation of Harmful Effects
CONTRACTOR shall mitigate, to the extent practicable, any harmful effect that is
suspected or known to CONTRACTOR of an unauthorized access, viewing, use, disclosure, or breach
of PHI by CONTRACTOR or its subcontractors in violation of the requirements of these provisions.
CONTRACTOR must document suspected or known harmful effects and the outcome.
K.CONTRACTOR’S Subcontractors
CONTRACTOR shall ensure that any of their contractors, including
subcontractors, if applicable, to whom CONTRACTOR provide PHI received from or created or
received by CONTRACTOR on behalf of COUNTY, agree to the same restrictions, safeguards, and
conditions that apply to CONTRACTOR with respect to such PHI and to incorporate, when applicable,
the relevant provisions of these provisions into each subcontract or sub-award to such agents or
subcontractors.
L.Employee Training and Discipline
CONTRACTOR shall train and use reasonable measures to ensure compliance
with the requirements of these provisions by employees who assist in the performance of functions or
activities on behalf of COUNTY under this Agreement and use or disclose PHI and discipline such
employees who intentionally violate any provisions of these provisions, including termination of
employment.
M.Termination for Cause
Upon COUNTY’s knowledge of a material breach of these provisions by a
CONTRACTOR, COUNTY shall either:
1.Provide an opportunity for the CONTRACTOR to cure the breach or end
the violation and terminate this Agreement if CONTRACTOR does not cure the breach or end the
violation within the time specified by COUNTY; or
2.Immediately terminate this Agreement if a CONTRACTOR has breached a
material term of these provisions and cure is not possible.
3.If neither cure nor termination is feasible, the COUNTY’s Privacy Officer
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shall report the violation to the Secretary of the U.S. Department of Health and Human Services.
N.Judicial or Administrative Proceedings
COUNTY may terminate this Agreement in accordance with the terms and
conditions of this Agreement as written hereinabove, if: (1) a CONTRACTOR is found guilty in a
criminal proceeding for a violation of the HIPAA Privacy or Security Laws or the HITECH Act; or (2) a
finding or stipulation that a CONTRACTOR has violated a privacy or security standard or requirement
of the HITECH Act, HIPAA or other security or privacy laws in an administrative or civil proceeding in
which the CONTRACTOR is a party.
O.Effect of Termination
Upon termination or expiration of this Agreement for any reason, CONTRACTOR
shall return or destroy all PHI received from COUNTY (or created or received by CONTRACTOR on
behalf of COUNTY) that CONTRACTOR still maintains in any form, and shall retain no copies of such
PHI. If return or destruction of PHI is not feasible, it shall continue to extend the protections of these
provisions to such information, and limit further use of such PHI to those purposes that make the return
or destruction of such PHI infeasible. This provision shall apply to PHI that is in the possession of
subcontractors or agents, if applicable, of CONTRACTOR. If CONTRACTOR destroy the PHI data, a
certification of date and time of destruction shall be provided to the COUNTY by CONTRACTOR.
P.Disclaimer
COUNTY makes no warranty or representation that compliance by
CONTRACTOR with these provisions, the HITECH Act, HIPAA or the HIPAA regulations will be
adequate or satisfactory for CONTRACTOR’S own purposes or that any information in
CONTRACTOR’S possession or control, or transmitted or received by CONTRACTOR, is or will be
secure from unauthorized access, viewing, use, disclosure, or breach. CONTRACTOR are solely
responsible for all decisions made by CONTRACTOR regarding the safeguarding of PHI.
Q.Amendment
The parties acknowledge that Federal and State laws relating to electronic data
security and privacy are rapidly evolving and that amendment of these provisions may be required to
provide for procedures to ensure compliance with such developments. The parties specifically agree to
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take such action as is necessary to amend this agreement in order to implement the standards and
requirements of HIPAA, the HIPAA regulations, the HITECH Act and other applicable laws relating to
the security or privacy of PHI. COUNTY may terminate this Agreement upon thirty (30) days written
notice in the event that CONTRACTOR do not enter into an amendment providing assurances
regarding the safeguarding of PHI that COUNTY in its sole discretion, deems sufficient to satisfy the
standards and requirements of HIPAA, the HIPAA regulations and the HITECH Act.
R. No Third-Party Beneficiaries
Nothing express or implied in the terms and conditions of these provisions is
intended to confer, nor shall anything herein confer, upon any person other than COUNTY or
CONTRACTOR and their respective successors or assignees, any rights, remedies, obligations or
liabilities whatsoever.
S.Interpretation
The terms and conditions in these provisions shall be interpreted as broadly as
necessary to implement and comply with HIPAA, the HIPAA regulations and applicable State laws. The
parties agree that any ambiguity in the terms and conditions of these provisions shall be resolved in
favor of a meaning that complies and is consistent with HlPAA and the HIPAA regulations.
T.Regulatory References
A reference in the terms and conditions of these provisions to a section in the
HIPAA regulations means the section as in effect or as amended.
U.Survival
The respective rights and obligations of CONTRACTOR as stated in this Section
shall survive the termination or expiration of this Agreement.
V.No Waiver of Obligations
No change, waiver or discharge of any liability or obligation hereunder on any one
or more occasions shall be deemed a waiver of performance of any continuing or other obligation, or
shall prohibit enforcement of any obligation on any other occasion.
W.Public Health Exception Extended
1. The HIPAA Privacy Rule creates a special rule for a subset of public
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health activities whereby HIPAA cannot preempt state law if, “[t]he provision of state law, including
state procedures established under such law, as applicable, provides for the reporting of disease or
injury, child abuse, birth, or death, or for the conduct of public health surveillance, investigation, or
intervention.” (45 C.F.R. § 160.203(c) [HITECH Act, § 13421, sub. (a)].);
2.To the extent a disclosure or use of information received under this
agreement may also be considered a disclosure or use of “Protected Health Information” (PHI) of an
individual, as that term is defined in Section 160.103 of Title 45, Code of Federal Regulations, the
following Privacy Rule provisions apply to permit such data disclosure and/or use by COUNTY and
CONTRACTOR, without the consent or authorization of the individual who is the subject of the PHI:
a)HIPAA cannot preempt state law if, “[t]he provision of state law, including
state procedures established under such law, as applicable, provides for the reporting of disease or
injury, child abuse, birth, or death, or for the conduct of public health surveillance, investigation, or
intervention.” (45 C.F.R. § 160.203(c) [HITECH Act, § 13421, sub. (a)].)];
b)A covered entity may disclose PHI to a “public health authority” carrying
out public health activities authorized by law; (45 C.F.R. § 164.512(b).);
c)A covered entity may use or disclose protected health information to the
extent that such use or disclosure is required by law and the use or disclosure complies with and is
limited to the relevant requirements of such law.” (Title 45 C.F.R. §§ 164.502 (a)(1)(vii), 164.512(a)(1).)
24.DATA SECURITY: For the purpose of preventing the potential loss, misappropriation or
inadvertent access, viewing, use or 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 the 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 the COUNTY, including but not limited to the following:
A.CONTRACTOR-Owned Mobile, Wireless, or Handheld Devices
CONTRACTOR may not connect to COUNTY networks via personally-owned
mobile, wireless or handheld devices, unless the following conditions are met:
1)CONTRACTOR has received authorization by COUNTY for telecommuting purposes;
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2) Current virus protection software is in place;
3) Mobile device has the remote wipe feature enabled; and
4) A secure connection is used.
B. CONTRACTOR-Owned Computers or Computer Peripherals
CONTRACTOR may not bring CONTRACTOR-owned computers or computer
peripherals into the COUNTY for use without prior authorization from the COUNTY’s Chief Information
Officer, and/or designee(s), including but not limited to mobile storage devices. If data is approved to be
transferred, data must be stored on a secure server approved by the COUNTY and transferred by
means of a Virtual Private Network (VPN) connection, or another type of secure connection. Said data
must be encrypted.
C. COUNTY-Owned Computer Equipment
CONTRACTOR or anyone having an employment relationship with the COUNTY,
may not use COUNTY computers or computer peripherals on non-COUNTY premises without prior
authorization from the COUNTY’s Chief Information Officer, and/or designee(s).
D. CONTRACTOR may not store COUNTY’s private, confidential, or sensitive data
on any hard-disk drive, portable storage device, or remote storage installation unless encrypted.
E. CONTRACTOR shall be responsible to employ strict controls to ensure the
integrity and security of COUNTY’s confidential information and to prevent unauthorized access,
viewing, use or disclosure of 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 is responsible to immediately notify COUNTY of any violations,
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.
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H.COUNTY shall provide oversight to CONTRACTOR’S response to all incidents
arising from a possible breach of security related to COUNTY’s confidential client information provided
to CONTRACTOR. CONTRACTOR will be responsible to issue any notification to affected individuals as
required by law or as deemed necessary by COUNTY in its sole discretion. CONTRACTOR will be
responsible for all costs incurred as a result of providing the required notification.
25.NOTICES: The persons and their addresses having authority to give and receive notices
under this Agreement include the following:
COUNTY CONTRACTOR
COUNTY OF FRESNO Centro La Familia Advocacy Services, Inc. Director, Department of Public Health Margarita A. Rocha PO Box 11867 302 Fresno Street, Suite 102 Fresno, CA 93775 Fresno, CA 93706
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
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).
26.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
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shall be governed in all respects by the laws of the State of California.
27.COMPLIANCE WITH FEDERAL REQUIREMENTS: CONTRACTOR recognizes that
COUNTY operates its Advancing Health Literacy grant program with the use of Federal funds, and that
the use of these funds imposes certain requirements on the COUNTY and its subcontractors.
CONTRACTOR shall adhere to all Federal requirements, including those identified in Exhibit C,
attached hereto and by this reference incorporated herein.
28.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.
29.ELECTRONIC SIGNATURE: The parties agree that this Agreement may be executed by
electronic signature as provided in this section. An “electronic signature” means any symbol or process
intended by an individual signing this Agreement 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. 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. 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,
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beginning with section 1633.1). 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.
30.SEVERABILITY: The positions of this Agreement are severable. The invalidity or
unenforceability of any one provision in the Agreement shall not affect the other provisions.
31.ENTIRE AGREEMENT: This Agreement, including Exhibits A, B, C and D constitutes the
entire agreement between the CONTRACTOR and 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 .
3
4 CONTRACTOR
Centro La Familia Advocacy
5 Servic Inc.
6 I.1-L-JJe.~~::::s:~~:::f.L.S::!::'.~
7
8
Margarita A Rocha , Executive
9 Director
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302 Fresno Street, Suite 102
Fresno, CA 93706
FOR ACCOUNTING USE ONLY:
Fund : 0001
Subclass: 10000
ORG : 56201557
Account: 7295
COUNTY OF FRESNO
Brian Pacheco , Chairman of the Board of
Supervisors of the County of Fresno
ATTEST:
Bernice E. Seidel
Clerk of the Board of Supervisors
County of Fresno, State of California
By:--~~=-=:...~-=...:::::~~--
Deputy
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Exhibit A
Page 1 of 3
Fresno County Department of Public Health – Advancing Health Literacy
Community Based Organization (CBO) Scope of Work
Objective(s) Activities Responsible Party Timeline Deliverables
1.Recruit 1-8 Community
Health Workers
(CHWs) serving rural
communities in west
Fresno County to serve
80% Hispanic/Latino
(at least 205
agricultural workers),
10% Asian, and 10%
White/Other clients.
CHWs will work with
clients to assess needs
and make appropriate
referrals in order to
remove barriers to
health literacy and
health care, including
social determinants of
health (SDoH), and
COVID-19 education
and outreach.
1.1 Recruit CHWs within 6 weeks of
contract execution.
Community based
organization, FQHC, or
RHC vendor (Vendor)
Execution -
4/8/22
List of CHWs recruited
and their FTE submitted
with monthly progress
report.
1.2 CHWs must complete all appropriate
trainings as identified by Fresno
County Department of Public Health
(FCDPH), collaborative partners, etc.
CHWs Execution -
6/30/22
List of trainings completed
with dates submitted with
monthly progress report
1.3 Meet regularly with FCDPH staff
monthly, or as needed, to provide
feedback and to discuss any issues
identified.
FCDPH Staff, Vendor,
CHWs
Ongoing List of meeting dates,
attendees, and copies of
agendas submitted with
monthly progress report.
1.4 At least monthly participation in 4-8
hours of outreach for agricultural
workers in community settings or
agricultural employer locations.
CHW Ongoing Log of hours of outreach
performed and locations
submitted with monthly
progress report.
1.5 Each CHW will complete an
assessment for each new client.
Number TBD.
CHW Ongoing Report of assessments
completed submitted
monthly with progress
report.
1.6 Each CHW will provide at least 40
health education materials per month
to clients.
CHW Ongoing Log with names of health
education materials,
language, and number of
materials given submitted
with monthly progress
report.
1.7 Each CHW will make appropriate
referrals for client to remove barriers
to health literacy.
CHW Ongoing List of referrals made for
each client submitted with
monthly progress report.
1.8 CHWs will enter all information into a
data system identified by FCDPH
staff.
CHW Ongoing Reports from data system
submitted with monthly
progress report.
Exhibit A
Page 2 of 3
1.9 Each CHW will follow up with clients
and referrals to ensure resources are
being accessed.
CHW Ongoing Log of referrals that
received a follow up
submitted with monthly
progress report.
Objective(s) Activities Responsible Party Timeline Deliverables
2. Work with evaluation team to
ensure necessary data is collected
in a timely manner.
2.1 Work with evaluator to
develop appropriate data
collection tools: type,
language, frequency, etc.
Vendor, CHW Execution -
8/1/22
List of tools developed in
collaboration with the
evaluation team.
2.2 Assist with developing,
modifying health education
materials as needed.
Vendor, CHW Ongoing List of materials that were
developed or modified
submitted with monthly
progress report.
2.3 Collect data as needed. Vendor, CHW Ongoing N/A
2.4 Submit required data to
evaluation team for
analyzing in a timely
manner.
Vendor, CHW Ongoing Data will be submitted with
monthly progress reports.
(from Objective 1)
Objective(s) Activities Responsible Party Timeline Deliverables
3. Other
3.1 Submit monthly progress
reports to FCDPH.
Vendor 4/8/22-6/30/23 Progress report, including
success stories and
barriers/challenges and all
logs described above
(from Objective 1).
3.2 Submit a monthly invoice to
FCDPH.
Vendor 4/8/22-6/30/23 Invoice reflecting monthly
expenses using the
template provided.
Exhibit A
Page 3 of 3
3.2 Attend collaborative
meetings as required, such as
meetings with collaborative
partners, FCHIP, the funder,
etc.
Vendor, CHW Ongoing List of meetings attended,
and copies of agendas
submitted with monthly
progress report.
Glossary:
•FQHC: Federally Qualified Health Centers
•RHC: Rural Health Center
•CBO: Community-Based Organizations
•CHW: Community Health Workers
•CVHPI: Central Valley Health Policy Institute
•RFP: Review for Proposal
•FCDPH: Fresno County Department of Public Health.
•FCHIP: Fresno County Health Improvement Partnership.
•SDOH: Social Determinant of Health (Ex: safe housing, transportation, neighborhoods, racism, discrimination, violence education, job
opportunities, income, access to care, polluted air and water, access to nutritious food and physical activities, language, literacy skills, and
more.)
Advancing Health Literacy
Exhibit B
PERSONNEL
Position Title and Name Annual Salary % FTE1 Benefit Rate2 Benefit Cost
Program Manager 16,000$ 100%20%3,200$
Community Health Worker 13,600$ 100%20%2,720$
Community Health Worker 13,600$ 100%20%2,720$
Community Health Worker 13,600$ 100%20%2,720$
Community Health Worker 13,600$ 100%20%2,720$
Community Health Worker 13,600$ 100%20%2,720$
Operations Director 4,200$ 15%20%840$
Executive Director 7,500$ 15%20%1,500$
Sub-Total 95,700$ 6.3 19,140$
Total Personnel 114,840$
OPERATIONAL
General Office Supplies 1,800$
Printing 10,000$
Meeting Room Rentals 8,000$
Communications 1,960$
Tech Support 13,200$
Total Operational 34,960$
TRAVEL
Local travel to complete SOW activities 4,704$
Conferences/Trainings 18,000$
Total Travel 22,704$
OTHER
Public Relations Services 10,000$
Technical Assistance 9,000$
Meeting supplies, interpretation, child care, etc.6,000$
Education/Training Materials 14,000$
Total Other 39,000$
Total Direct Costs 211,504$
Administrative (Indirect) Costs3 21,150$
TOTAL BUDGET 232,654$
YEAR 1 BUDGET
(Execution-6/30/2022)
1: Full-time equivalent
2: Not to exceed 20% of annual salary
(unless requesting a waiver)
3: Not to exceed 15% of total direct
costs, not including contractual costs
(unless requesting a waiver)
4: Not to exceed $794,031
Notes
Use the CDC Budget Preparation
Guidelines to prepare the budget and
detailed budget narrative.
1: Full-time equivalent
2: Not to exceed 20% of annual salary
(unless requesting a waiver, see
Addendum Question #7)
3: May be covered in Administrative
Costs (Indirect)
4: Not to exceed 15% of total direct
costs, not including contractual costs
(unless requesting a waiver, see
Addendum Question #7)
5: Not to exceed $200,000
Notes
Use the CDC Budget Preparation
Guidelines to prepare the budget and
detailed budget narrative.
1: Full-time equivalent
2: Not to exceed 20% of annual salary
(unless requesting a waiver, see
Addendum Question #7)
3: May be covered in Administrative
Costs (Indirect)
4: Not to exceed 15% of total direct
costs, not including contractual costs
(unless requesting a waiver, see
Addendum Question #7)
5: Not to exceed $1,310,054
Notes
1: Full-time equivalent
2: Not to exceed 20% of annual salary
(unless requesting a waiver)
3: See note in SOW regarding
calculating indirect cost rate
Page 1
Advancing Health Literacy
Exhibit B
PERSONNEL
Position Title and Name Annual Salary % FTE1 Benefit Rate2 Benefit Cost
Program Manager 48,000$ 100%20%9,600$
Community Health Worker 42,000$ 100%20%8,400$
Community Health Worker 42,000$ 100%20%8,400$
Community Health Worker 42,000$ 100%20%8,400$
Community Health Worker 42,000$ 100%20%8,400$
Community Health Worker 42,000$ 100%20%8,400$
Operations Director 8,400$ 10%20%1,680$
Executive Director 15,000$ 10%20%3,000$
Sub-Total 281,400$ 6.2 56,280$
Total Personnel 337,680$
OPERATIONAL
General Office Supplies 3,339$
Printing 18,000$
Meeting Room Rentals 8,000$
Communications 4,800$
Tech Support 2,400$
Total Operational 36,539$
TRAVEL
Local travel to complete SOW activities 12,096$
Conferences/Trainings 12,000$
Total Travel 24,096$
OTHER
Public Relations Services 12,000$
Technical Assistance 27,000$
Meeting supplies, interpretation, child care, etc.12,000$
Education/Training Materials 21,000$
Total Other 72,000$
Total Direct Costs 470,315$
Administrative (Indirect) Costs3 47,031$
TOTAL BUDGET 517,346$
YEAR 2 BUDGET
(7/1/2022-6/30/2023)
Notes
Use the CDC Budget Preparation
Guidelines to prepare the budget and
detailed budget narrative.
1: Full-time equivalent
2: Not to exceed 20% of annual salary
(unless requesting a waiver, see
Addendum Question #7)
3: May be covered in Administrative
Costs (Indirect)
4: Not to exceed 15% of total direct
costs, not including contractual costs
(unless requesting a waiver, see
Addendum Question #7)
5: Not to exceed $1,310,054
1: Full-time equivalent
2: Not to exceed 20% of annual salary
(unless requesting a waiver)
3: Not to exceed 15% of total direct
costs, not including contractual costs
(unless requesting a waiver)
4: Not to exceed $317,472
Notes
Use the CDC Budget Preparation
Guidelines to prepare the budget and
detailed budget narrative.
1: Full-time equivalent
2: Not to exceed 20% of annual salary
(unless requesting a waiver, see
Addendum Question #7)
3: May be covered in Administrative
Costs (Indirect)
4: Not to exceed 15% of total direct
costs, not including contractual costs
(unless requesting a waiver, see
Addendum Question #7)
5: Not to exceed $200,000
Notes
Use the CDC Budget Preparation
Guidelines to prepare the budget and
detailed budget narrative.
1: Full-time equivalent
2: Not to exceed 20% of annual salary
(unless requesting a waiver, see
Addendum Question #7)
3: May be covered in Administrative
Costs (Indirect)
4: Not to exceed 15% of total direct
costs, not including contractual costs
(unless requesting a waiver, see
Addendum Question #7)
5: Not to exceed $1,310,054
Notes
1: Full-time equivalent
2: Not to exceed 20% of annual salary
(unless requesting a waiver)
3: See note in SOW regarding
calculation of indirect cost rate.
Page 2
Exhibit B
Contractor Name: Centro La Famili Advocacy Services, Inc.
Contractor Address:302 Fresno Street, Suite 102 Fresno, CA 93706
Program Manager 16,000$ 100%20%
Community Health Worker 13,600$ 100%20%
Community Health Worker 13,600$ 100%20%
Community Health Worker 13,600$ 100%20%
Community Health Worker 13,600$ 100%20%
Community Health Worker 13,600$ 100%20%
Operations Director 4,200$ 10%20%
Executive Director 7,500$ 10%20%
Personnel Expenses
Program Manager $16,000 Program Manager will lead and oversee CHW's and
program deliverables. Year 1 cost includes: $4000 per
month x 4 months = $16,000
Community Health Worker $13,600 CHW will implement program deliverables: outreach,
education, reporting, etc. Year 1 cost includes $3400 per
month x 4 months = $13,600
Community Health Worker $13,600 CHW will implement program deliverables: outreach,
education, reporting, etc. Year 1 cost includes $3400 per
month x 4 months = $13,600
Community Health Worker $13,600 CHW will implement program deliverables: outreach,
education, reporting, etc. Year 1 cost includes $3400 per
month x 4 months = $13,600
Community Health Worker $13,600 CHW will implement program deliverables: outreach,
education, reporting, etc. Year 1 cost includes $3400 per
month x 4 months = $13,600
Community Health Worker $13,600 CHW will implement program deliverables: outreach,
education, reporting, etc. Year 1 cost includes $3400 per
month x 4 months = $13,600
Operations Director $4,200 Operations Director will assist with assessment
development, attend meetings and trainings, and
complete reporting with PM. Year 1 cost calculated at
$7000 per month x 4 months x .15 FTE = $4,200
Executive Director $7,500 Executive Director will provide program oversight and
direction to Program Manager as well as attend regular
meetings and trainings with funder. Year 1 cost includes
$12,500 per month x 4 months x .15 FTE = $7,500
Fringe benefits $19,140 Fringe Benefits for program calculated at 20% of salary
costs. Benefits include FICA, SUI, taxes, retirement plan,
and health insurance.
TOTAL Personnel Expenses $114,840 Cost of total salary benefits for the first year of the
program which is broken down to 6-months
Operating Expenses
General Office Supplies
$1,800 Includes paper, pens, desktop supplies, file folders,
mailing, computer supplies (Ethernet and USB cables),
envelopes (small and large), printer ink to be used by
program staff calculated at $450 per month x 4 months
Advancing Health Literacy
Page 3
Exhibit B
Printing $10,000 Printing/Copying @$2,500 per month x 4 months
Meeting Room Rentals
$8,000 Cost of rental space for events, meetings, educational
presentations to the community estimated at $2,000 per
meeting x 4 meetings = $8,000
Communications
$1,960 Cost of VOIP and internet calculated at $190 per month x
4 months = $760. Cost of cell phone for outreach events
and client contact calculated at $50 per month x 6 FTE x 4
months = $1,200
Tech Support
$13,200 Includes one time cost of laptops and desktop set-up for
staff to conduct program work including case
management for healthy literacy, outreach event
scheduling, client tracking, reports, and other activities
relevant to program. Calculated at $2200 per laptop setup
x 6 FTE = $10,200
TOTAL Operating Expenses $34,960
Travel
Local travel to complete SOW ac 4,704$
Federal mileage rate @ .56 cents per mile x 350 miles per
month x 6 FTE x 4 months = $4,704
Conferences/Trainings 18,000$
Cost of educational conferences and trainings for staff
calculated at $3000 per CHW x 6 FTE = $18,000
TOTAL Travel 22,704$
Other
Public Relations Services 10,000$
Contracted marketing company to design program flyers
or brochures. Calculated at $2,500 per month x 4 months
= $10,000
Technical Assistance 9,000$
Contracted consulting firm to provide TA services for
training, and assessment and material development, .
Calculated at $75 per hour x 30 hours per month x 4
months = $9,000
Meeting supplies, interpretation,
child care, etc.6,000$
Meeting supplies for staff to meet and educate communtiy
members. Includes pens, notebooks, folders, food, water,
coffee, and other items as needed. Cost calculated at
$1,500 per month x 4 months = $6,000
Education/Training Materials 14,000$
Education and training materials for staff and community
members for COVID-19 education and health literacy
information calculated at $3,500 per month x 4 months =
$14,000
TOTAL Other 39,000$
TOTAL DIRECT EXPENSES $211,504
TOTAL INDIRECT EXPENSES $21,150 10% of direct expenses (Indirect expenses include rent,
utilities, accounting, janitorial, and other expenses)
TOTAL EXPENSES $232,654.00
Page 4
Exhibit B
Advancing Health Literacy
Contractor Name: Centro La Famili Advocacy Services, Inc.
Contractor Address:302 Fresno Street, Suite 102 Fresno, CA 93706
Program Manager 48,000$ 100%20%
Community Health Worker 42,000$ 100%20%
Community Health Worker 42,000$ 100%20%
Community Health Worker 42,000$ 100%20%
Community Health Worker 42,000$ 100%20%
Community Health Worker 42,000$ 100%20%
Operations Director 8,400$ 10%20%
Executive Director 15,000$ 10%20%
Personnel Expenses
Program Manager $48,000 Program Manager will lead and oversee CHW's and
program deliverables. Year 2 cost includes: $4000
per month x 12 months = $48,000
Community Health Worker $42,000 CHW will implement program deliverables: outreach,
education, reporting, etc. Year 2 cost includes $3500
per month x 12 months = $42,000
Community Health Worker $42,000 CHW will implement program deliverables: outreach,
education, reporting, etc. Year 2 cost includes $3500
per month x 12 months = $42,000
Community Health Worker $42,000 CHW will implement program deliverables: outreach,
education, reporting, etc. Year 2 cost includes $3500
per month x 12 months = $42,000
Community Health Worker $42,000 CHW will implement program deliverables: outreach,
education, reporting, etc. Year 2 cost includes $3500
per month x 12 months = $42,000
Community Health Worker $42,000 CHW will implement program deliverables: outreach,
education, reporting, etc. Year 2 cost includes $3500
per month x 12 months = $42,000
Operations Director $8,400 Operations Director will assist with assessment
development, attend meetings and trainings, and
complete reporting with PM. Year 2 cost calculated at
$7000 per month x 12 months x .10 FTE = $8,400
Executive Director $15,000 Executive Director will provide program oversight and
direction to Program Manager as well as attend
regular meetings and trainings with funder. Year 2
cost includes $12,500 per month x 12 months x
.10FTE = $15,000
Fringe benefits $56,280 Fringe Benefits for program calculated at 20% of
salary costs. Benefits include FICA, SUI, taxes,
retirement plan, and health insurance.
TOTAL Personnel Expenses $337,680
Operating Expenses
Page 5
Exhibit B
General Office Supplies
$3,339 Includes paper, pens, desktop supplies, file folders,
mailing, computer supplies (Ethernet and USB
cables), envelopes (small and large), printer ink to be
used by program staff calculated at $278.25 per
month x 12 months = $3,339
Printing
$18,000 Printing/Copying @7,500 copies per month x $.020
per copy x 12 months = $18,000
Meeting Room Rentals
$8,000 Cost of rental space for events, meetings, educational
presentations to the community estimated at $1,000
per meeting x 8 meetings = $8,000
Communications
$4,800 Cost of VOIP and internet calculated at $100 per
month x 12 months = $1,200. Cost of cell phone for
outreach events and client contact calculated at $50
per month x 6 FTE x 12 months = $3,600
Tech Support
$2,400 Ongoing cost of IT support for staff to conduct
program work including case management for healthy
literacy, outreach event scheduling, client tracking,
reports, and other activities relevant to program.
Calculated at $200 per month x 12 months = $2,400
TOTAL Operating Expenses $36,539
Travel
Local travel to complete SOW ac 12,096$ Federal mileage rate @ .56 cents per mile x 300
miles per month x 6 FTE x 12 months = $12,096
Conferences/Trainings 12,000$
Cost of educational conferences and trainings for
staff calculated at $2000 per CHW x 6 FTE = $12,000
TOTAL Travel 24,096$
Other
Public Relations Services 12,000$
Contracted marketing company to design program
flyers or brochures. Calculated at $1000 per month x
12 months = $12,000
Technical Assistance 27,000$
Contracted consulting firm to provide TA services for
training, and assessment and material development.
Calculated at $75 per hour x 30 hours per month x 12
months = $27,000
Meeting supplies, interpretation, child 12,000$
Meeting supplies for staff to meet and educate
communtiy members. Includes pens, notebooks,
folders, food, water, coffee, and other items as
needed. Cost calculated at $1,000 per month x12
months = $12,000
Education/Training Materials 21,000$
Education and training materials for staff and
community members for COVID-19 education and
health literacy information calculated at $1,750 per
month x 12 months = $21,000
TOTAL Other 72,000$
TOTAL DIRECT EXPENSES $470,315
TOTAL INDIRECT EXPENSES $47,031 10% of direct expenses (Indirect expenses include
rent, utilities, accounting, janitorial, and otherTOTAL EXPENSES $517,346
Page 6
DEPARTMENT OF HEALTH AND HUMAN SERVICES Notice of Award
Office of the Secretary Award# 1CPIMP211269-01-00
FAIN# CPIMP211269
Federal Award Date:06/18/2021
Page 1 of 14
Exhibit C
STANDARD TERMS
1. Compliance with Terms and Conditions. You must comply with all terms and conditions
outlined in the grant award, including grant policy terms and conditions contained in applicable
Department of Health and Human Services (HHS) Grant Policy Statements (GPS), (note any
references in the GPS to 45 C.F.R. Part 74 or 92 are now replaced by 45 C.F.R. Part 75, and the
SF-269 is now the SF-425), and requirements imposed by program statutes and regulations,
Executive Orders, and HHS grant administration regulations, as applicable; as well as any
requirements or limitations in any applicable appropriations acts. By drawing or otherwise
obtaining funds for the award from the grant payment system or office, you accept the terms and
conditions of the award and agree to perform in accordance with the requirements of the award.
The HHS Grants Policy Statement is available at:
http://www.hhs.gov/sites/default/files/grants/grants/policies-regulations/hhsgps107.pdf Uniform
Administrative Requirements, Cost Principles, and Audit Requirements for HHS awards are at 45
C.F.R. Part 75.
2. Grants Management Officer Prior Approval Requirements. Certain changes to your project or
personnel require prior approval from the Grants Management Officer (GMO). (See Part II, HHS
Grants Policy Statement (GPS), any references in the GPS to 45 C.F.R. Part 74 or 92 are now
replaced by 45 C.F.R. Part 75). All amendment requests requiring prior approval must be signed
by the grantee authorizing official and or PI/PD and submitted through the Grant Solutions
Amendment Module. Only responses signed by the GMO are considered valid. If you take action
on the basis of responses from other officials or individuals, you do so at your own risk. Such
responses will not be considered binding by or upon any OASH Office or HHS component. Any
other correspondence not relating to a prior approval item should be uploaded to Grant Notes
within the Grant Solutions system. Include the Federal grant number and signature of the
authorized business official and the project director on all such correspondence.
3. Salary Limitation (Further Consolidated Appropriations Act, 2020, Div. A, Title II, sec.
202).“None of the funds appropriated in this title shall be used to pay the salary of an individual,
through a grant or other extramural mechanism, at a rate in excess of Executive Level II.” The
Salary Limitation is based upon the Executive Level II of the Federal Executive Pay Scale.
Effective January 2021, the Executive Level II salary is $199,300. For the purposes of the salary
limitation, the direct salary is exclusive of fringe benefits and indirect costs. An individual’s direct
salary is not constrained by the legislative provision for a limitation of salary. The rate limitation
simply limits the amount that may be awarded and charged to the grant cooperative agreement. A
recipient may pay an individual’s salary amount in excess of the salary cap with non-federal funds.
4. Reporting Subawards and Executive Compensation.
A. Reporting of first-tier subawards.
1) Applicability.
DEPARTMENT OF HEALTH AND HUMAN SERVICES Notice of Award
Office of the Secretary Award# 1CPIMP211269-01-00
FAIN# CPIMP211269
Federal Award Date:06/18/2021
Page 2 of 14
Exhibit C
Unless you are exempt as provided in paragraph D. of this award term, you must report each
action that obligates $25,000 or more in Federal funds that does not include Recovery Act
funds (as defined in section 1512(a)(2) of the American Recovery and Reinvestment Act of
2009, Pub. L. 111–5) for a subaward to an entity (see definitions in paragraph e. of this
award term).
2) Where and when to report.
You must report each obligating action described in paragraph A.1. of this award term to the
Federal Funding Accountability and Transparency Act Subaward Reporting System (FFRS).
For subaward information, report no later than the end of the month following the month in
which the obligation was made. (For example, if the obligation was made on November 7,
2010, the obligation must be reported by no later than December 31, 2010.)
3) What to report.
You must report the information about each obligating action as specified in the submission
instructions posted at http://www.fsrs.gov.
B. Reporting Total Compensation of Recipient Executives.
1) Applicability and what to report.
You must report total compensation for each of your five most highly compensated executives
for the preceding completed fiscal year, if—
a) The total Federal funding authorized to date under this award is
$25,000 or more;
b) In the preceding fiscal year, you received—
(1) 80 percent or more of your annual gross revenues from
Federal procurement contracts (and subcontracts) and Federal
financial assistance subject to the Transparency Act, as defined
at 2 C.F.R.§170.320 (and subawards); and
(2) $25,000,000 or more in annual gross revenues from Federal
procurement contracts (and subcontracts) and Federal financial
assistance subject to the Transparency Act, as defined at 2 C.F.R.
§170.320 (and subawards); and
c) The public does not have access to information about the
compensation of the executives through periodic reports filed under
section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C.
§ 78m(a), 78o(d)) or section 6104 of the Internal Revenue Code of 1986.
DEPARTMENT OF HEALTH AND HUMAN SERVICES Notice of Award
Office of the Secretary Award# 1CPIMP211269-01-00
FAIN# CPIMP211269
Federal Award Date:06/18/2021
Page 3 of 14
Exhibit C
(To determine if the public has access to the compensation information,
see the U.S. Security and Exchange Commission total compensation
filings at the Executive Compensation page of the SEC website.)
2) Where and when to report.
You must report executive total compensation described in paragraph B.1. of this award term:
a) As part of your registration profile in the System for Award
Management (SAM).
b) By the end of the month following the month in which this
award is made, and annually thereafter.
C. Reporting of Total Compensation of Subrecipient Executives.
1) Applicability and what to report.
Unless you are exempt as provided in paragraph D of this award term, for each first-tier
subrecipient under this award, you shall report the names and total compensation of each of the
subrecipient’s five most highly compensated executives for the subrecipient’s preceding
completed fiscal year, if—
a) In the subrecipient’s preceding fiscal year, the subrecipient received—
(1) 80 percent or more of its annual gross revenues from Federal
procurement contracts (and subcontracts) and Federal financial
assistance subject to the Transparency Act, as defined at 2 C.F.R.
§ 170.320 (and subawards); and
(2) $25,000,000 or more in annual gross revenues from Federal
procurement contracts (and subcontracts), and Federal financial
assistance subject to the Transparency Act (and subawards); and
b) The public does not have access to information about the compensation of the
executives through periodic reports filed under section 13(a) or 15(d) of the
Securities Exchange Act of 1934 (15 U.S.C. § 78m(a), 78o(d)) or section 6104 of
the Internal Revenue Code of 1986. (To determine if the public has access to the
compensation information, see the U.S. Security and Exchange Commission total
compensation filings at the Executive Compensation page of the SEC website.)
2) Where and when to report.
You must report subrecipient executive total compensation described in paragraph C.1. of this
award term:
a) To the recipient.
DEPARTMENT OF HEALTH AND HUMAN SERVICES Notice of Award
Office of the Secretary Award# 1CPIMP211269-01-00
FAIN# CPIMP211269
Federal Award Date:06/18/2021
Page 4 of 14
Exhibit C
b)By the end of the month following the month during which
you make the subaward. For example, if a subaward is obligated
on any date during the month of October of a given year (i.e.,
between October 1 and 31), you must report any required
compensation information of the subrecipient by November 30
of that year.
D. Exemptions.
If, in the previous tax year, you had gross income, from all sources, under $300,000, you are
exempt from the requirements to report:
1)Subawards, and
2)The total compensation of the five most highly compensated
executives of any subrecipient.
E.Definitions.
For purposes of this award term:
1)“Entity”
This term means all of the following, as defined in 2 C.F.R. Part 25:
a)A Governmental organization, which is a State, local
government, or Indian tribe;
b)A foreign public entity;
c)A domestic or foreign nonprofit organization;
d)A domestic or foreign for-profit organization;
e)A Federal agency, but only as a subrecipient under an award
or subaward to a non-Federal entity.
2)“Executive”
This term means officers, managing partners, or any other employees in management positions.
3)“Subaward”:
a) This term means a legal instrument to provide support for the
performance of any portion of the substantive project or program
for which you received this award and that you as the recipient
award to an eligible subrecipient.
DEPARTMENT OF HEALTH AND HUMAN SERVICES Notice of Award
Office of the Secretary Award# 1CPIMP211269-01-00
FAIN# CPIMP211269
Federal Award Date:06/18/2021
Page 5 of 14
Exhibit C
b) The term does not include your procurement of property and
services needed to carry out the project or program (for further
explanation, see Sec. ll .210 of the attachment to OMB Circular
A–133, ‘‘Audits of States, Local Governments, and Non-Profit
Organizations’’).
c) A subaward may be provided through any legal agreement,
including an agreement that you or a subrecipient considers a
contract.
4) “Subrecipient”
This term means an entity that:
a) Receives a subaward from you (the recipient) under this
award; and
b) Is accountable to you for the use of the Federal funds provided
by the subaward.
5) “Total compensation”
This term means the cash and noncash dollar value earned by the executive during the recipient’s
or subrecipient’s preceding fiscal year and includes the following (for more information see 17
C.F.R. § 229.402(c)(2)):
a) Salary and bonus.
b) Awards of stock, stock options, and stock appreciation rights. Use the
dollar amount recognized for financial statement reporting purposes with
respect to the fiscal year in accordance with the Statement of Financial
Accounting Standards No. 123 (Revised 2004) (FAS 123R), Shared
Based Payments.
c) Earnings for services under non-equity incentive plans. This does not
include group life, health, hospitalization or medical reimbursement
plans that do not discriminate in favor of executives, and are available
generally to all salaried employees.
d) Change in pension value. This is the change in present value of
defined benefit and actuarial pension plans. e) Above-market earnings on
deferred compensation which is not tax-qualified.
f) Other compensation, if the aggregate value of all such other
compensation (e.g. severance, termination payments, value of life
DEPARTMENT OF HEALTH AND HUMAN SERVICES Notice of Award
Office of the Secretary Award# 1CPIMP211269-01-00
FAIN# CPIMP211269
Federal Award Date:06/18/2021
Page 6 of 14
Exhibit C
insurance paid on behalf of the employee, perquisites, or property) for
the executive exceeds $10,000.
5.Trafficking in Persons. This award is subject to the requirements of Section 106 (g) of the
Trafficking Victims Protection Act of 2000, as amended (22 U.S.C. § 7104)
A. Provisions applicable to a recipient that is a private entity.
1)You as the recipient, your employees, subrecipients under this award, and
subrecipients’ employees may not
a)Engage in severe forms of trafficking in persons during the
period of time that the award is in effect;
b)Procure a commercial sex act during the period of time that the
award is in effect; or
c)Use forced labor in the performance of the award or subawards
under the award.
2)We as the Federal awarding agency may unilaterally terminate this award,
without penalty, if you or a subrecipient that is a private entity –
a)Is determined to have violated a prohibition in paragraph A.1 of
this award term; or
b)Has an employee who is determined by the agency official
authorized to terminate the award to have violated a prohibition
in paragraph A.1 of this award term through conduct that is
either-
(1)Associated with performance under this award; or
(2)Imputed to you or the subrecipient using the
standards and due process for imputing the conduct of an
individual to an organization that are provided in 2
C.F.R. Part 180, “OMB Guidelines to Agencies on
Governmentwide Debarment and Suspension
(Nonprocurement),” as implemented by our agency at 2
C.F.R. Part 376.
DEPARTMENT OF HEALTH AND HUMAN SERVICES Notice of Award
Office of the Secretary Award# 1CPIMP211269-01-00
FAIN# CPIMP211269
Federal Award Date:06/18/2021
Page 7 of 14
Exhibit C
B. Provision applicable to a recipient other than a private entity.
We as the Federal awarding agency may unilaterally terminate this award, without penalty, if a
subrecipient that is a private entity-
1) Is determined to have violated an applicable prohibition in paragraph a.1 of
this award term; or
2) Has an employee who is determined by the agency official authorized to
terminate the award to have violated an applicable prohibition in paragraph
a.1 of this award term through conduct that is either
a) Associated with performance under this award; or
b)Imputed to the subrecipient using the standards and due
process for imputing the conduct of an individual to an
organization that are provided in 2 C.F.R. Part 180, “OMB
Guidelines to Agencies on Governmentwide Debarment and
Suspension (Nonprocurement),” as implemented by our agency
at 2 C.F.R. Part 376.
C. Provisions applicable to any recipient.
1)You must inform us immediately of any information you receive from any
source alleging a violation of a prohibition in paragraph A.1 of this award term
2)Our right to terminate unilaterally that is described in paragraph A.2 or B of
this section:
a)Implements section 106(g) of the Trafficking Victims Protection Act
of 2000 (TVPA), as amended (22 U.S.C. § 7104(g)), and
b)Is in addition to all other remedies for noncompliance that are
available to us under this award.
3)You must include the requirements of paragraph A.1 of this award term in any
subaward you make to a private entity.
D. Definitions. For purposes of this award term:
DEPARTMENT OF HEALTH AND HUMAN SERVICES Notice of Award
Office of the Secretary Award# 1CPIMP211269-01-00
FAIN# CPIMP211269
Federal Award Date:06/18/2021
Page 8 of 14
Exhibit C
1)“Employee” means either:
a)An individual employed by you or a subrecipient who is engaged in
the performance of the project or program under this award; or
b)Another person engaged in the performance of the project or program
under this award and not compensated by you including, but not limited
to, a volunteer or individual whose services are contributed by a third
party as an in-kind contribution toward cost sharing or matching
requirements.
2)“Forced labor” means:
Labor obtained by any of the following methods: the recruitment, harboring,
transportation, provision, or obtaining of a person for labor or services, through
the use of force, fraud, or coercion for the purpose of subjection to involuntary
servitude, peonage, debt bondage, or slavery.
3) “Private entity”:
a)Means any entity other than a State, local government, Indian tribe, or
foreign public entity, as those terms are defined in 2 C.F.R. § 175.25.
b)Includes:
(1)A nonprofit organization, including any nonprofit
institution of higher education, hospital, or tribal
organization other than one included in the definition of
Indian tribe at 2 C.F.R. § 175.25(b).
(2)A for-profit organization.
4)“Severe forms of trafficking in persons,” “commercial sex act,” and
“coercion”
These terms have the meanings given at section 103 of the TVPA, as amended
(22 U.S.C. § 7102)
6.Whistleblower Protections. You are hereby given notice that the 48 C.F.R. § 3.908 (related to
the enhancement of contractor employee whistleblower protections), implementing 41 U.S.C. §
4712, as amended (entitled “Enhancement of contractor protection from reprisal for disclosure of
certain information”) applies to this award.
7.Reporting of Matters Related to Recipient Integrity and Performance.
A. General Reporting Requirement
DEPARTMENT OF HEALTH AND HUMAN SERVICES Notice of Award
Office of the Secretary Award# 1CPIMP211269-01-00
FAIN# CPIMP211269
Federal Award Date:06/18/2021
Page 9 of 14
Exhibit C
If the total value of your currently active grants, cooperative agreements, and procurement
contracts from all Federal awarding agencies exceeds $10,000,000 for any period of time during
the period of performance of this Federal award, then you as the recipient during that period of
time must maintain the currency of information reported to the System for Award Management
(SAM) that is made available in the designated integrity and performance system (currently the
Federal Awardee Performance and Integrity Information System (FAPIIS)) about civil, criminal,
or administrative proceedings described in paragraph 2 of this award term and condition. This is a
statutory requirement under section 872 of Public Law 110-417, as amended (41 U.S.C. § 2313).
As required by section 3010 of Public Law 111-212, all information posted in the designated
integrity and performance system on or after April 15, 2011, except past performance reviews
required for Federal procurement contracts, will be publicly available.
B. Proceedings About Which You Must Report
Submit the information required about each proceeding that:
1) Is in connection with the award or performance of a grant, cooperative
agreement, or procurement contract from the Federal Government;
2) Reached its final disposition during the most recent five-year period; and
3) If one of the following:
a) A criminal proceeding that resulted in a conviction, as defined in
paragraph 5 of this award term and condition;
b) A civil proceeding that resulted in a finding of fault and liability and
payment of a monetary fine, penalty, reimbursement, restitution, or
damages of $5,000 or more;
c) An administrative proceeding, as defined in paragraph 5 of this award
term and condition, that resulted in a finding of fault and liability and
your payment of either a monetary fine or penalty of $5,000 or more or
reimbursement, restitution, or damages in excess of $100,000; or
d) Any other criminal, civil, or administrative proceeding if:
(1) It could have led to an outcome described in paragraph
2.c.(1), (2), or (3) of this award term and condition;
(2) It had a different disposition arrived at by consent or
compromise with an acknowledgement of fault on your part; and
DEPARTMENT OF HEALTH AND HUMAN SERVICES Notice of Award
Office of the Secretary Award# 1CPIMP211269-01-00
FAIN# CPIMP211269
Federal Award Date:06/18/2021
Page 10 of 14
Exhibit C
(3) The requirement in this award term and condition to disclose
information about the proceeding does not conflict with
applicable laws and regulations.
C. Reporting Procedures
Enter in the SAM Entity Management area the information that SAM requires about each
proceeding described in paragraph B of this award term and condition. You do not need to submit
the information a second time under assistance awards that you received if you already provided
the information through SAM because you were required to do so under Federal procurement
contracts that you were awarded.
D. Reporting Frequency
During any period of time when you are subject to this requirement in paragraph A of this award
term and condition, you must report proceedings information through SAM for the most recent
five year period, either to report new information about any proceeding(s) that you have not
reported previously or affirm that there is no new information to report. Recipients that have
Federal contract, grant, and cooperative agreement awards with a cumulative total value greater
than $10,000,000 must disclose semiannually any information about the criminal, civil, and
administrative proceedings.
E. Definitions
For purposes of this award term and condition:
1) Administrative proceeding means a non-judicial process that is adjudicatory
in nature in order to make a determination of fault or liability (e.g., Securities and
Exchange Commission Administrative proceedings, Civilian Board of Contract
Appeals proceedings, and Armed Services Board of Contract Appeals
proceedings). This includes proceedings at the Federal and State level but only in
connection with performance of a Federal contract or grant. It does not include
audits, site visits, corrective plans, or inspection of deliverables.
2) Conviction, for purposes of this award term and condition, means a judgment
or conviction of a criminal offense by any court of competent jurisdiction,
whether entered upon a verdict or a plea, and includes a conviction entered upon
a plea of nolo contendere.
3) Total value of currently active grants, cooperative agreements, and
procurement contracts includes—
DEPARTMENT OF HEALTH AND HUMAN SERVICES Notice of Award
Office of the Secretary Award# 1CPIMP211269-01-00
FAIN# CPIMP211269
Federal Award Date:06/18/2021
Page 11 of 14
Exhibit C
a) Only the Federal share of the funding under any Federal
award with a recipient cost share or match; and
b) The value of all expected funding increments under a Federal
award and options, even if not yet exercised.
F. Disclosure Requirements.
Consistent with 45 C.F.R. § 75.113, applicants and recipients must disclose, in a timely manner,
in writing to the HHS Awarding Agency, with a copy to the HHS Office of the Inspector General,
all information related to violations of Federal criminal law involving fraud, bribery, or gratuity
violations potentially affecting the Federal award. Subrecipients must disclose, in a timely
manner, in writing to the prime recipient (pass through entity) and the HHS Office of the
Inspector General all information related to violations of Federal criminal law involving fraud,
bribery, or gratuity violations potentially affecting the Federal award. Disclosures must be sent in
writing to the awarding agency and to the HHS OIG at the following addresses:
HHS OASH Grants and Acquisitions Management
1101 Wootton Parkway, Plaza Level
Rockville, MD 20852
AND
US Department of Health and Human Services Office of Inspector General
ATTN: OIG HOTLINE OPERATIONS—MANDATORY GRANT DISCLOSURES
PO Box 23489 Washington, DC 20026
URL: http://oig.hhs.gov/fraud/report-fraud/index.asp
(Include “Mandatory Grant Disclosures” in subject line)
Fax: 1-800-223-8164 (Include “Mandatory Grant Disclosures” in subject line)
Failure to make required disclosures can result in any of the remedies described in 45 C.F.R. §
75.371 (“Remedies for noncompliance”), including suspension or debarment (See also 2 C.F.R.
Parts 180 & 376 and 31 U.S.C. § 3321).
The recipient must include this mandatory disclosure requirement in all subawards and contracts
under this award.
DEPARTMENT OF HEALTH AND HUMAN SERVICES Notice of Award
Office of the Secretary Award# 1CPIMP211269-01-00
FAIN# CPIMP211269
Federal Award Date:06/18/2021
Page 12 of 14
Exhibit C
8. Intellectual Property.
A. Data. The federal government has the right to: 1) Obtain, reproduce, publish, or otherwise use
the data produced under this award; and 2) Authorize others to receive, reproduce, publish, or
otherwise use such data for federal purposes.
B. Copyright. The awardee may copyright any work that is subject to copyright and was
developed, or for which ownership was acquired, under a federal award. The federal government
reserves a royalty-free, nonexclusive and irrevocable right to reproduce, publish, or otherwise use
the work for Federal purposes, and to authorize others to do so.
C. Patents and Inventions. The awardee is subject to applicable regulations governing patents
and inventions, including government- wide regulations issued by the Department of Commerce
at 37 CFR part 401.
9. Acknowledgement of Federal Grant Support. When issuing statements, press releases,
publications, requests for proposal, bid solicitations and other documents --such as tool-kits,
resource guides, websites, and presentations (hereafter “statements”)--describing the projects or
programs funded in whole or in part with U.S. Department of Health and Human Services (HHS)
federal funds, the recipient must clearly state:
1) the percentage and dollar amount of the total costs of the program or project funded
with federal money; and,
2) the percentage and dollar amount of the total costs of the project or program funded by
nongovernmental sources.
When issuing statements resulting from activities supported by HHS financial assistance, the
recipient entity must include an acknowledgement of federal assistance using one of the
following or a similar statement.
If the HHS Grant or Cooperative Agreement is NOT funded with other non-governmental
sources:
This [project/publication/program/website, etc.] [is/was] supported by
the [full name of the PROGRAM OFFICE] of the U.S. Department of
Health and Human Services (HHS) as part of a financial assistance
award totaling $XX with 100 percent funded by [PROGRAM
OFFICE]/OASH/HHS. The contents are those of the author(s) and do not
necessarily represent the official views of, nor an endorsement, by
[PROGRAM OFFICE]/OASH/HHS, or the U.S. Government. For more
information, please visit [PROGRAM OFFICE website, if available].
The HHS Grant or Cooperative Agreement IS partially funded with other nongovernmental
sources:
DEPARTMENT OF HEALTH AND HUMAN SERVICES Notice of Award
Office of the Secretary Award# 1CPIMP211269-01-00
FAIN# CPIMP211269
Federal Award Date:06/18/2021
Page 13 of 14
Exhibit C
This [project/publication/program/website, etc.] [is/was] supported by
the [full name of the PROGRAM OFFICE] of the U.S. Department of
Health and Human Services (HHS) as part of a financial assistance
award totaling $XX with XX percentage funded by [PROGRAM
OFFICE]/OASH/HHS and $XX amount and XX percentage funded by
non-government source(s). The contents are those of the author (s) and
do not necessarily represent the official views of, nor an endorsement, by
[PROGRAM OFFICE]/OASH/HHS, or the U.S. Government. For more
information, please visit [PROGRAM OFFICE website, if available].
The federal award total must reflect total costs (direct and indirect) for all authorized funds
(including supplements and carryover) for the total competitive segment up to the time of the
public statement.
Any amendments by the recipient to the acknowledgement statement must be coordinated
with the OASH federal project officer and the OASH grants management officer.
If the recipient plans to issue a press release concerning the outcome of activities supported by
this financial assistance, it should notify the OASH federal project officer and the OASH grants
management officer in advance to allow for coordination.
10.Prohibition on certain telecommunications and video surveillance services or equipment.
A. As described in CFR 200.216, recipients and subrecipients are prohibited to obligate or spend
grant funds (to include direct and indirect expenditures as well as cost share and program) to:
1)Procure or obtain,
2)Extend or renew a contract to procure or obtain; or
3) Enter into contract (or extend or renew contract) to procure or obtain
equipment, services, or systems that use covered telecommunications equipment
or services as a substantial or essential component of any system, or as critical
technology as part of any system. As described in Pub. L. 115-232, section 889,
covered telecommunications equipment is telecommunications equipment
produced by Huawei Technologies Company or ZTE Corporation (or any
subsidiary or affiliate of such entities).
a)For the purpose of public safety, security of government facilities,
physical security surveillance of critical infrastructure, and other national
security purposes, video surveillance and telecommunications equipment
produced by Hytera Communications Corporation, Hangzhou Hikvision
Digital Technology Company, or Dahua Technology Company (or any
subsidiary or affiliate of such entities).
DEPARTMENT OF HEALTH AND HUMAN SERVICES Notice of Award
Office of the Secretary Award# 1CPIMP211269-01-00
FAIN# CPIMP211269
Federal Award Date:06/18/2021
Page 14 of 14
Exhibit C
b) Telecommunications or video surveillance services provided by such
entities or using such equipment.
c) Telecommunications or video surveillance equipment or services
produced or provided by an entity that the Secretary of Defense, in
consultation with the Director of the National Intelligence or the Director
of the Federal Bureau of Investigation, reasonably believes to be an
entity owned or controlled by, or otherwise, connected to the government
of a covered foreign country.
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 1
(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 D
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