HomeMy WebLinkAboutAgreement A-23-270 Master Agreement.pdf Agreement No. 23-270
1 SERVICE AGREEMENT
2 This Service Agreement ("Agreement") is dated June 20, 2023 and is between
3 each Contractor listed in Exhibit A, "Driving Under the Influence (DUI) and Penal Code (PC)
4 1000 Vendor List," ("Contractor"), and the County of Fresno, a political subdivision of the State
5 of California ("County").
6 Recitals
7 A. The County contracts with numerous community-based organizations for alcohol and
8 drug treatment services. The DUI and PC-1000 programs provide an alternative legal action to
9 incarceration and aims to reduce repeat offenses. The programs give persons served an
10 opportunity to address problems related to alcohol and/or other drugs through the programs or
11 referrals to other contracted Mental Health and/or Substance Use Disorder providers.
12 B. The DUI programs are recommended to the Department of Health Care Services
13 (DHCS) with approval by the County and licensed by DHCS as set by requirement and
14 guidelines in Health and Safety Code (HSC) section 11836(a) and the County Department of
15 Behavioral Health (DBH) provides only administrative and monitoring duties. DHCS licenses the
16 programs, establishes regulations, and approves fee schedules. The programs do not receive
17 Federal, State or Local funding and are outside of the County bid processes.
18 C. The PC-1000 programs are approved by the County to provide Drug Diversion Programs
19 as provided under California Penal Code (PC) Sections 1000 and 1211. DBH provides only
20 administrative and monitoring duties. The programs do not receive Federal, State or Local
21 funding and are outside of the County bid processes.
22 D. The County entered into Agreement Nos. 03-279 and 03-280 with A& J Social Services
23 dba Special Services Community Center on June 17, 2003.
24 E. The County entered into Agreement No. 03-281 with Fresno County Hispanic
25 Commission on Alcohol and Drug Abuse Services, Inc on June 17, 2003.
26 F. This Agreement shall replace, restate, and supersede Agreement Nos. 03-279, 03-280
27 and 03-281 in their entirety.
28 The parties therefore agree as follows:
1
1 Article 1
2 Contractor's Services
3 1.1 Scope of Work. The Contractors shall perform all of the services provided in Exhibit
4 B to this Agreement, titled "Scope of Work."
5 1.2 Representation. The Contractor represents that it is qualified, ready, willing, and
6 able to perform all of the services provided in this Agreement.
7 1.3 Compliance with Laws. The Contractor shall, at its own cost, comply with all
8 applicable federal, state, and local laws and regulations in the performance of its obligations
9 under this Agreement, including but not limited to workers compensation, labor, and
10 confidentiality laws and regulations.
11 1.4 Guiding Principles. Contractor shall align programs, services, and practices with
12 the vision, mission, and guiding principles of the DBH, as further described in Exhibit C to this
13 Agreement, titled "Fresno County Department of Behavioral Health Guiding Principles of Care
14 Delivery."
15 1.5 Employee Assistance. Employees involved in a crisis incident should be offered
16 appropriate Employee Assistance Program (EAP) or similar related wellness and recovery
17 assistance. In conjunction with the County DBH's Guiding Principles of Care Delivery and
18 wellness of the workforce, Contractor shall align their practices around this vision and ensure
19 needed debriefing services are offered to all employees involved in a crisis incident. Employees
20 shall be afforded all services to strengthen their recovery and wellness related to the crisis
21 incident. Appropriate follow-up with the employee shall be carried out and a plan for workforce
22 wellness shall be submitted to the County's DBH.
23 1.6 Timely Access. It is the expectation of the County that Contractor provides timely
24 access to services that meet the State of California standards for care. Contractor shall begin
25 providing program services within twenty-one (21) days of the date it enrolls a participant as
26 specified in Title 9, California Code of Regulations (CCR), Section 9848(f) and Fresno County
27 PC-1000 Standards Section 1028(b)(2). Assessment of a DUI program participant's alcohol or
28 drug use shall be done within the first sixty (60) days of participation as specified in Title 9,
2
1 CCR, Section 9849. Assessment of a Drug Diversion program participant's alcohol or drug use
2 shall be done during intake or within the first fifteen days of enrollment as specified in Fresno
3 County PC-1000 Standards Section 1027. County shall take corrective action if there is a failure
4 to comply by Contractor with timely access standards. Contractor shall also provide tracking
5 tools and measurements for effectiveness, efficiency, and persons served satisfaction as further
6 detailed in Exhibit B
7 1.7 Meetings. Contractor shall participate in monthly, or as needed, workgroup meetings
8 consisting of staff from County's DBH to discuss service requirements, data reporting, training,
9 policies and procedures, overall program operations and any problems or foreseeable problems
10 that may arise. Contractor shall also participate in other County meetings, such as but not
11 limited to quality improvement meetings, provider meetings, Behavioral Health Board meetings,
12 quarterly contractor meetings, etc. Schedule for these meetings may change based on the
13 needs of the County.
14 1.8 Reports. Contractor shall submit all information and data required by County and
15 State, in accordance with HSC Sections 11836 through 11838.11, Title 9, CCR and Fresno
16 County PC-1000 Standards necessary to conduct County and State monitoring and approval
17 activities. Reporting requirements include, but are not limited to the following:
18 (A) Logic Manager Incident Reporting —as needed, when incidents occur and as
19 instructed in Exhibit E, Protocol for Completion of Incident Report;
20 (B) Wait List—due by the 20th of each month;
21 (C) Grievance Log —due the 201h of each month;
22 (D) Cultural Competency Survey— Completed semi-annually in a format to be
23 determined by DBH;
24 (E) Americans with Disabilities (ADA)—Annually, upon request by County,
25 Contractor shall complete a system-wide accessibility survey in a format determined by
26 the County for each service location and modality and shall submit an ADA Accessibility
27 Certification and Self-Assessment, including an Implementation Plan, for each service
28 location;
3
1 (F) Culturally and Linguistically Appropriate Services (CLAS) -Annually, upon
2 request by the County, Contractor shall complete an agency CLAS survey in a format
3 determined by the County and shall submit a CLAS Self-Assessment, including an
4 Implementation Plan;
5 (G)Additional Reports - Contractor shall also furnish to County such statements,
6 records, reports, data, and other information as County may request pertaining to
7 matters covered by this Agreement. In the event that Contractor fails to provide such
8 reports or other information required hereunder, it shall be deemed sufficient cause for
9 County to withhold monthly payments until there is compliance. In addition, Contractor
10 shall provide written notification and explanation to County within five (5) days of any
11 funds received from another source to conduct the same services covered by this
12 Agreement.
13 1.9 Confidentiality. Contractor shall conform to and County shall monitor compliance
14 with all State of California and Federal statutes and regulations regarding confidentiality,
15 including but not limited to confidentiality of information requirements at Part 2, Title 42, Code of
16 Federal Regulations; California Welfare and Institutions Code, sections 14100.2, 11977, 11812,
17 5328; Division 10.5 and 10.6 of the California Health and Safety Code; Title 22, California Code
18 of Regulations, section 51009; and Division 1, Part 2.6, Chapters 1-7 of the California Civil
19 Code.
20 1.10 Licensing-Certificates. Throughout each term of this Agreement, Contractor and
21 Contractor's staff shall maintain all necessary licenses, permits, approvals, certificates, waivers,
22 and exemptions necessary for the provision of the services hereunder and required by the laws
23 and regulations of the United States of America, State of California, the County of Fresno, and
24 any other applicable governmental agencies. Contractor shall notify County immediately in
25 writing of its inability to obtain or maintain such licenses, permits, approvals, certificates, waivers
26 and exemptions irrespective of the pendency of any appeal related thereto. Contractor and
27 Contractor's staff shall comply with all applicable laws, rules or regulations, as may now exist or
28 be hereafter changed.
4
1 1.11 Complaints. Contractor shall log complaints and the disposition of all complaints
2 from a person served or a person served's family. Contractor shall provide a summary of the
3 complaint log entries concerning County-sponsored persons served to County at monthly
4 intervals by the fifteenth (15th) day of the following month, in a format that is mutually agreed
5 upon. Contractor shall post signs informing persons served of their right to file a complaint or
6 grievance. Contractor shall notify County of all incidents reportable to state licensing bodies that
7 affect County persons served withing twenty-four (24) hours of receipt of a complaint.
8 Within fifteen (15) days after each incident or complaint affecting County-sponsored
9 persons served, Contractor shall provide County with information relevant to the complaint,
10 investigative details of the complaint, the complaint and Contractor's disposition of, or corrective
11 action taken to resolve the complaint.
12 1.12 Evaluation — Monitoring. Contractor shall participate in a review of the program at
13 least yearly or more frequently, or as needed, at the discretion of County. The Contractor
14 agrees to supply all information requested by the County, DHCS, and/or the subcontractor of
15 County or DHCS during the program evaluation, monitoring and/or review.
16 County's DBH Director, or his or her designee, and DHCS or their designees shall
17 monitor and evaluate the performance of Contractor under this Agreement to determine to the
18 best possible degree the success or failure of the services provided under this Agreement. At
19 the discretion of the County, a subcontractor may be obtained by the County to independently
20 evaluate and monitor the performance of the Contractor. Contractor shall participate in the
21 evaluation of the program as needed at the discretion of the County.
22 Monitoring and evaluation activities will include, but are not limited to, program
23 documentation reviews such as clinical chart and group sign-in sheets, a review of personnel
24 files, a facility walkthrough and a contract compliance desk review. Monitoring may be
25 conducted in-person, virtually or a combination thereof.
26
27
28
5
1 Article 2
2 County's Responsibilities
3 2.1 The County shall provide oversight and collaborate with Contractor, other County
4 Departments and community agencies to help achieve program goals and outcomes. In addition
5 to contractor monitoring of program, oversight includes, but not limited to, coordination with
6 Department of Health Care Services (DHCS) in regard to program administration and outcomes.
7 County shall receive and analyze statistical outcome data from Contractor
8 throughout the term of contract on a monthly basis. County shall notify the Contractor when
9 additional participation is required. The performance outcome measurement process will not be
10 limited to survey instruments but will also include, as appropriate, persons served and staff
11 surveys, chart reviews, and other methods of obtaining required information.
12 2.2 DUI Programs. With respect to the DUI Programs, the County shall monitor
13 programs as follows:
14 (A) County will perform program monitoring at a minimum twice per year and more
15 frequently as needed, that will focus on the Contractors compliance with Title 9, CCR
16 and Division 10.5 of the HSC which include but are not limited to the following:
17 (1) Staff Qualifications and Functions,
18 (2) Participant Enrollment,
19 (3) Assessment of Participants' Alcohol or Drug Problem,
20 (4) Educational Sessions,
21 (5) Group Counseling Sessions,
22 (6) Individual Counseling Sessions
23 (B) County will provide an annual written report of program findings and compliance
24 with applicable regulations as specified in HSC 11837.6.
25 (C) County will notify the Board of Supervisors and DHCS of any program that is not
26 in compliance with applicable regulations as specified in HSC 11837.7.
27 2.3 PC-1000 Programs. With respect to the Drug Diversion programs, PC-1000
28 standards the County shall monitor as follows:
6
1 (A) County will perform program monitoring at a minimum twice per year and more
2 frequently as needed, that will focus on the Contractors compliance with Fresno County
3 PC-1000 standards as specified by Penal Code 1211, which include but are not limited
4 to the following:
5 (1) Staffing Qualifications,
6 (2) Participant Case Record,
7 (3) Educational Sessions,
8 (4) Group Counseling Sessions
9 (B) County will notify the Board of Supervisors of any program that is not in
10 compliance with applicable regulations as specified in Fresno County PC-1000
11 Standards, Section 1003.
12 Article 3
13 Compensation, Invoices, and Payments
14 3.1 Compensation. County shall pay no monies whatsoever to Contractor for services
15 rendered under this agreement.
16 For DUI Program services, Contractor's sole compensation under this Agreement
17 shall be from participant fees it charges to individuals to participate in its program as specified in
18 HSC section 11837.3. Such fees shall be charged in accordance with the fee schedule
19 approved by the County's Alcohol Program Administrator, DBH, and approved by DHCS as
20 specified in Title 9, CCR, Section 9878, starting with Subsection (a) through (e). Contractor shall
21 make provisions for persons who cannot afford such fees to enable such persons to participate
22 in the program as specified in Title 9, CCR, Section 9878(f).
23 Contractor agrees that revenue generated from DUI Program participant fees shall
24 be used only for the purposes specified in HSC section 11837.4. Program profit or surplus shall
25 not exceed ten percent (10%) of gross revenues per year as specified in Title 9, CCR, Section
26 9878(o). However, any profit or surplus that exceeds the amount necessary to provide DUI
27 Program services under this Agreement may be utilized for any purposes allowable under any
28 other provisions of law.
7
1 For Drug Diversion Program services, Contractor's sole compensation under this
2 Agreement shall be from participant fees it charges to individuals in its program. Such fees shall
3 be charged in accordance with the fee schedule approved by the County's Alcohol Program
4 Administrator. Contractor shall make provisions for persons who cannot afford such fees to
5 enable such persons to participate in the program as specified in Fresno County PC-1000
6 Standards, Section 1043.
7 Contractor agrees that revenue generated from Drug Diversion participant fees shall
8 be used only for the purpose of providing services to persons convicted of minor drug offenses
9 as provided in the Fresno County PC 1000 Drug Diversion Standards and California PC section
10 1211(c)(3)(A). As specified in Fresno County PC-1000 Standards, Section 1042, program profit
11 or surplus shall not exceed ten percent (10%) of the gross revenues per year. However, any
12 profit or surplus that exceeds the amount necessary to provide Drug Diversion services under
13 this Agreement may be utilized for any purposes allowable under any other provisions of law.
14 Contractor agrees to reimburse County for direct and indirect costs incurred by
15 County in carrying out required administrative and monitoring duties. With respect to DUI
16 programs, HSC 11837.8 authorizes each county to retain a portion of the fees charged to
17 participants, not to exceed five percent (5%) per annum as specified in Title 9, CCR Section
18 9878(n). Contractor shall pay to County three percent (3%) of participant fees for the term of this
19 Agreement, including extensions. Contractor has estimated the total amount of fees anticipated
20 to be generated pursuant to this Agreement, as set forth in Exhibit E.
21 With respect to PC-1000 Drug Diversion programs, Contractor shall pay to County
22 three percent (3%) of participant fees for the term of this Agreement, including extensions.
23 Contractor has estimated the total amount of fees anticipated to be generated pursuant to this
24 Agreement, as set forth in Exhibit F.
25 The Contractor acknowledges that the County is a local government entity, and does
26 so with notice that the County's powers are limited by the California Constitution and by State
27 law, and with notice that the Contractor may receive compensation under this Agreement only
28 for services performed according to the terms of this Agreement and while this Agreement is in
8
1 effect, and subject to the maximum amount payable under this section. The Contractor further
2 acknowledges that County employees have no authority to pay the Contractor except as
3 expressly provided in this Agreement.
4 3.2 Payment. The Contractor shall submit payment quarterly with quarterly fiscal reports
5 within 45 days after receipt. The Contractor shall remit any payment to the County's address
6 specified below:
7 Department of Behavioral Health — Business Office
P.O. Box 712
8 Fresno, CA, 93712
9 3.3 Incidental Expenses. The Contractor is solely responsible for all of its costs and
10 expenses that are not specified as payable by the County under this Agreement.
11 Article 4
12 Term of Agreement
13 4.1 Term. This Agreement is effective on July 1, 2023 and terminates on June 30, 2026,
14 except as provided in section 4.2, "Extension," or Article 6, "Termination and Suspension,"
15 below.
16 4.2 Extension. The term of this Agreement may be extended for no more than two, one-
17 year periods only upon written approval of both parties at least 30 days before the first day of
18 the next one-year extension period. The DBH Director or her designee is authorized to sign the
19 written approval on behalf of the County based on the Contractor's satisfactory performance.
20 The extension of this Agreement by the County is not a waiver or compromise of any default or
21 breach of this Agreement by the Contractor existing at the time of the extension whether or not
22 known to the County.
23 Article 5
24 Notices
25 5.1 Contact Information. The persons and their addresses having authority to give and
26 receive notices provided for or permitted under this Agreement include the following:
27
28
9
1 For the County:
Director, Department of Behavioral Health
2 County of Fresno
1925 E. Dakota Ave
3 Fresno, CA 93726
Email: dbhcontractedservicesdivision@fresnocountyca.gov
4
For the Contractor:
5 See Contractor contacts in Exhibit A
6 5.2 Change of Contact Information. Either party may change the information in section
7 5.1 by giving notice as provided in section 5.3.
8 5.3 Method of Delivery. Each notice between the County and the Contractor provided
9 for or permitted under this Agreement must be in writing, state that it is a notice provided under
10 this Agreement, and be delivered either by personal service, by first-class United States mail, by
11 an overnight commercial courier service, by telephonic facsimile transmission, or by Portable
12 Document Format (PDF) document attached to an email.
13 (A) A notice delivered by personal service is effective upon service to the recipient.
14 (B) A notice delivered by first-class United States mail is effective three County
15 business days after deposit in the United States mail, postage prepaid, addressed to the
16 recipient.
17 (C)A notice delivered by an overnight commercial courier service is effective one
18 County business day after deposit with the overnight commercial courier service,
19 delivery fees prepaid, with delivery instructions given for next day delivery, addressed to
20 the recipient.
21 (D)A notice delivered by telephonic facsimile transmission or by PDF document
22 attached to an email is effective when transmission to the recipient is completed (but, if
23 such transmission is completed outside of County business hours, then such delivery is
24 deemed to be effective at the next beginning of a County business day), provided that
25 the sender maintains a machine record of the completed transmission.
26 5.4 Claims Presentation. For all claims arising from or related to this Agreement,
27 nothing in this Agreement establishes, waives, or modifies any claims presentation
28
10
1 requirements or procedures provided by law, including the Government Claims Act (Division 3.6
2 of Title 1 of the Government Code, beginning with section 810).
3 Article 6
4 Termination and Suspension
5 6.1 Termination for Non-Allocation of Funds. The terms of this Agreement are
6 contingent on the approval of funds by the appropriating government agency. If sufficient funds
7 are not allocated, then the County, upon at least 30 days' advance written notice to the
8 Contractor, may:
9 (A) Modify the services provided by the Contractor under this Agreement; or
10 (B) Terminate this Agreement.
11 6.2 Termination for Breach.
12 (A) Upon determining that a breach (as defined in paragraph (C) below) has
13 occurred, the County may give written notice of the breach to the Contractor. The written
14 notice may suspend performance under this Agreement, and must provide at least 30
15 days for the Contractor to cure the breach.
16 (B) If the Contractor fails to cure the breach to the County's satisfaction within the
17 time stated in the written notice, the County may terminate this Agreement immediately.
18 (C) For purposes of this section, a breach occurs when, in the determination of the
19 County, the Contractor has:
20 (1) Obtained or used funds illegally or improperly;
21 (2) Failed to comply with any part of this Agreement;
22 (3) Submitted a substantially incorrect or incomplete report to the County; or
23 (4) Improperly performed any of its obligations under this Agreement.
24 6.3 Termination without Cause. In circumstances other than those set forth above, the
25 County may terminate this Agreement by giving at least 30 days advance written notice to the
26 Contractor.
27 6.4 No Penalty or Further Obligation. Any termination of this Agreement by the County
28 under this Article 6 is without penalty to or further obligation of the County.
11
1 6.5 County's Rights upon Termination. Upon termination for breach under this Article
2 6, the County may demand repayment by the Contractor of any monies disbursed to the
3 Contractor under this Agreement that, in the County's sole judgment, were not expended in
4 compliance with this Agreement. The Contractor shall promptly refund all such monies upon
5 demand. This section survives the termination of this Agreement.
6 Article 7
7 Independent Contractor
8 7.1 Status. In performing under this Agreement, the Contractor, including its officers,
9 agents, employees, and volunteers, is at all times acting and performing as an independent
10 contractor, in an independent capacity, and not as an officer, agent, servant, employee,joint
11 venturer, partner, or associate of the County.
12 7.2 Verifying Performance. The County has no right to control, supervise, or direct the
13 manner or method of the Contractor's performance under this Agreement, but the County may
14 verify that the Contractor is performing according to the terms of this Agreement.
15 7.3 Benefits. Because of its status as an independent contractor, the Contractor has no
16 right to employment rights or benefits available to County employees. The Contractor is solely
17 responsible for providing to its own employees all employee benefits required by law. The
18 Contractor shall save the County harmless from all matters relating to the payment of
19 Contractor's employees, including compliance with Social Security withholding and all related
20 regulations.
21 7.4 Services to Others. The parties acknowledge that, during the term of this
22 Agreement, the Contractor may provide services to others unrelated to the County.
23 Article 8
24 Indemnity and Defense
25 8.1 Indemnity. The Contractor shall indemnify and hold harmless and defend the
26 County (including its officers, agents, employees, and volunteers) against all claims, demands,
27 injuries, damages, costs, expenses (including attorney fees and costs), fines, penalties, and
28 liabilities of any kind to the County, the Contractor, or any third party that arise from or relate to
12
1 the performance or failure to perform by the Contractor (or any of its officers, agents,
2 subcontractors, or employees) under this Agreement. The County may conduct or participate in
3 its own defense without affecting the Contractor's obligation to indemnify and hold harmless or
4 defend the County.
5 8.2 Survival. This Article 8 survives the termination of this Agreement.
6 Article 9
7 Insurance
8 9.1 The Contractor shall comply with all the insurance requirements in Exhibit G to this
9 Agreement.
10 Article 10
11 Inspections, Audits, and Public Records
12 10.1 Inspection of Documents. The Contractor shall make available to the County, and
13 the County may examine at any time during business hours and as often as the County deems
14 necessary, all of the Contractor's records and data with respect to the matters covered by this
15 Agreement, excluding attorney-client privileged communications. The Contractor shall, upon
16 request by the County, permit the County to audit and inspect all of such records and data to
17 ensure the Contractor's compliance with the terms of this Agreement.
18 10.2 State Audit Requirements. If the compensation to be paid by the County under this
19 Agreement exceeds $10,000, the Contractor is subject to the examination and audit of the
20 California State Auditor, as provided in Government Code section 8546.7, for a period of three
21 years after final payment under this Agreement. This section survives the termination of this
22 Agreement.
23 10.3 Public Records. The County is not limited in any manner with respect to its public
24 disclosure of this Agreement or any record or data that the Contractor may provide to the
25 County. The County's public disclosure of this Agreement or any record or data that the
26 Contractor may provide to the County may include but is not limited to the following:
27
28
13
1 (A) The County may voluntarily, or upon request by any member of the public or
2 governmental agency, disclose this Agreement to the public or such governmental
3 agency.
4 (B) The County may voluntarily, or upon request by any member of the public or
5 governmental agency, disclose to the public or such governmental agency any record or
6 data that the Contractor may provide to the County, unless such disclosure is prohibited
7 by court order.
8 (C)This Agreement, and any record or data that the Contractor may provide to the
9 County, is subject to public disclosure under the Ralph M. Brown Act (California
10 Government Code, Title 5, Division 2, Part 1, Chapter 9, beginning with section 54950).
11 (D)This Agreement, and any record or data that the Contractor may provide to the
12 County, is subject to public disclosure as a public record under the California Public
13 Records Act (California Government Code, Title 1, Division 7, Chapter 3.5, beginning
14 with section 6250) ("CPRA").
15 (E) This Agreement, and any record or data that the Contractor may provide to the
16 County, is subject to public disclosure as information concerning the conduct of the
17 people's business of the State of California under California Constitution, Article 1,
18 section 3, subdivision (b).
19 (F) Any marking of confidentiality or restricted access upon or otherwise made with
20 respect to any record or data that the Contractor may provide to the County shall be
21 disregarded and have no effect on the County's right or duty to disclose to the public or
22 governmental agency any such record or data.
23 10.4 Public Records Act Requests. If the County receives a written or oral request
24 under the CPRA to publicly disclose any record that is in the Contractor's possession or control,
25 and which the County has a right, under any provision of this Agreement or applicable law, to
26 possess or control, then the County may demand, in writing, that the Contractor deliver to the
27 County, for purposes of public disclosure, the requested records that may be in the possession
28 or control of the Contractor. Within five business days after the County's demand, the
14
1 Contractor shall (a) deliver to the County all of the requested records that are in the Contractor's
2 possession or control, together with a written statement that the Contractor, after conducting a
3 diligent search, has produced all requested records that are in the Contractor's possession or
4 control, or (b) provide to the County a written statement that the Contractor, after conducting a
5 diligent search, does not possess or control any of the requested records. The Contractor shall
6 cooperate with the County with respect to any County demand for such records. If the
7 Contractor wishes to assert that any specific record or data is exempt from disclosure under the
8 CPRA or other applicable law, it must deliver the record or data to the County and assert the
9 exemption by citation to specific legal authority within the written statement that it provides to
10 the County under this section. The Contractor's assertion of any exemption from disclosure is
11 not binding on the County, but the County will give at least 10 days' advance written notice to
12 the Contractor before disclosing any record subject to the Contractor's assertion of exemption
13 from disclosure. The Contractor shall indemnify the County for any court-ordered award of costs
14 or attorney's fees under the CPRA that results from the Contractor's delay, claim of exemption,
15 failure to produce any such records, or failure to cooperate with the County with respect to any
16 County demand for any such records.
17 Article 11
18 Child Abuse Reporting
19 11.1 Contractor shall utilize a procedure acceptable to the County to ensure that all of
20 Contractor's employees, volunteers, consultants, subcontractors or agents performing services
21 under this Agreement shall report all known or suspected child abuse or neglect to one or more
22 of the agencies set forth in Penal Code § 11165.9. This procedure shall include having all of
23 Contractor's employees, volunteers, consultants, subcontractors or agents performing services
24 under this Agreement sign a statement that he or she knows of and will comply with the
25 reporting requirements set forth in Penal Code § 11166. The statement to be utilized by
26 Contractor for reporting is set forth in Exhibit H, "Notice of Child Abuse Reporting," attached and
27 incorporated by this reference.
28
15
1 Article 12
2 Non-Discrimination
3 12.1 Eligibility for Services. Contractor shall prepare, prominently post in its facility, and
4 make available to the County's DBH Director or designee and to the public all eligibility
5 requirements to participate in the program. Contractor shall not unlawfully discriminate in the
6 provision of services because of race, color, creed, national origin, gender, age, or physical or
7 mental disability as provided by the State of California and Federal law in accordance with Title
8 VI of the Civil Rights Act of 1964 (42 USC section 2000(d)); Age Discrimination Act of 1975 (42
9 USC section 1681); Rehabilitation Act of 1973 (29 USC section 794); Education Amendments of
10 1972 (20 USC section 1681); Americans with Disabilities Act of 1990 (42 USC section 12132);
11 Title 45, Code of Federal Regulations, Part 84; provisions of the Fair Employment and Housing
12 Act (California Government Code section 12900); and regulations promulgated thereunder (Title
13 2, CCR, section 7285.0); Title 2, Division 3, Article 9.5 of the California Government Code
14 commencing with section 11135; and Title 9, Division 4, Chapter 6 of the California Code of
15 Regulations commencing with section 10800.
16 12.2 Policies and Procedures. Contractor is responsible to provide culturally competent
17 services. Contractor's policies, procedures and practices must be consistent with the principles
18 outlined and embedded in the organizational structure, as well as upheld in day-to-day
19 operations. Contractor's policies and procedures shall ensure compliance of any subcontracted
20 providers with these requirements.
21 12.3 Equal Opportunity. Contractor shall comply with California Government Code,
22 section 12990 and California Code of Regulations, Title II, Division 4, Chapter 5, in matters
23 related to the development, implementation, and maintenance of a nondiscrimination program.
24 Contractor shall not discriminate against any employee or applicant for employment because of
25 race, religion, color, national origin, physical or mental disability, marital status, gender, or age.
26 Such practices include retirement, recruitment, advertising, hiring, layoff, termination, upgrading,
27 demotion, transfer, rates of pay or other forms of compensation, use of facilities, and other
28 terms and conditions of employment. Contractor agrees to post in conspicuous places, notices
16
1 available to all employees and applicants for employment setting forth the provisions of the
2 Equal Opportunity Act (42 USC section 2000(e)) in conformance with Federal Executive Order
3 No. 11246. Contractor agrees to comply with the provisions of the Rehabilitation Act of 1973 (29
4 USC section 794).
5 12.4 Nepotism. Except by consent of the DBH Director or her designee, no person shall
6 be employed by Contractor who is related by blood or marriage to or who is a member of the
7 Board of Directors or an officer of Contractor.
8 12.5 New Facilities and Disability Access. New facilities shall be wheelchair accessible
9 and provide access to the disabled, consistent with Title 9, California Code of Regulations,
10 section 10820. If a new facility will be utilized, a plan ensuring accessibility to the disabled must
11 be developed. County shall assess, monitor, and document Contractor's compliance with the
12 Rehabilitation Act of 1973 and Americans with Disabilities Act of 1990 to ensure that
13 recipients/beneficiaries and intended recipients/beneficiaries of services are provided services
14 without regard to physical or mental disability and that Contractor has provided a facility
15 accessible to the physically disabled.
16 Article 13
17 Cultural and Linguistic Competency
18 13.1 Equal Access. Contractor shall not discriminate against persons served based on
19 sex, race, religion, color, national origin, ancestry, ethnic group identification, physical disability,
20 mental disability, medical condition, genetic information, sexual orientation, marital status, age,
21 gender, gender identity, gender expression, or military or veteran status. Contractor shall ensure
22 that a limited and/or no English person served is entitled to equal access and participation in
23 federally funded programs through the provision of comprehensive and quality bilingual services
24 pursuant to Title VI of the Civil Rights Act of 1964 (42 U.S.C. Section 2000d, and 45 C.F.R. Part
25 80) and Executive Order 12250 of 1979.
26 13.2 Policies and Procedures. Contractor is responsible to provide culturally competent
27 services. Contractor's policies, procedures and practices must be consistent with the principles
28 outlined and embedded in the organizational structure, as well as upheld in day-to-day
17
1 operations. Contractor's policies and procedures shall ensure compliance of any subcontracted
2 providers with these requirements.
3 13.3 Interpreter Services. Contractor shall be responsible for ensuring access and
4 appropriate use of trained interpreters for all limited and/or non-English proficient persons
5 served, including but not limited to assessing the cultural and linguistic needs of the person
6 served, training of staff on the policies and procedures, and monitoring its language assistance
7 programs. Contractor shall provide and pay for interpreting and translation services to persons
8 participating in Contractor's services who have limited or no English language proficiency,
9 including services to person who are deaf or blind. Interpreter and translation services shall be
10 provided as necessary to allow such persons served meaningful access to the programs,
11 services and benefits provided by Contractor. Interpreter and translation services, including
12 translation of Contractor's "vital documents" (those documents that contain information that is
13 critical for accessing Contractor's services or are required by law) shall be provided to persons
14 served at no cost to the person.
15 13.4 Interpreter Qualifications. Contractor shall ensure that employees, agents,
16 subcontractors, and/or partners who interpret or translate for a person served or who directly
17 communicate with a person served in a language other than English (1) have completed annual
18 training provided by County at no cost to Contractor; (2) have demonstrated proficiency in the
19 person served's language; (3) can effectively communicate any specialized terms and concepts
20 specific to Contractor's services; and (4) adheres to generally accepted interpreter ethic
21 principles. As requested by County, Contractor shall identify all who interpret for or provide
22 direct communication to any program person served in a language other than English and
23 identify when the Contractor last monitored the interpreter for language competence.
24 13.5 Prohibition on Use of Minors. Contractor shall not use minors as interpreters.
25 13.6 CLAS Standards. In compliance with the State-mandated Culturally and
26 Linguistically Appropriate Services standards as published by the Office of Minority Health, new
27 Contractors must submit to County for approval, within 60 days from the date of Agreement
28 execution, Contractor's plan to address all fifteen national cultural competency standards as set
18
1 forth in the "National Standards on Culturally and Linguistically Appropriate Services" (CLAS),
2 Exhibit I to this Agreement. County's annual on-site review of Contractor shall include collection
3 of documentation to ensure all national standards are implemented. As the national competency
4 standards are updated, Contractor's plan must be updated accordingly.
5 13.7 Self-Assessment and CLAS Plan. Contractor shall participate in the County's
6 efforts to promote the delivery of services in a culturally competent and equitable manner in
7 accordance with 42 CFR § 437.206(c)(2) to all person served, including those with limited
8 English proficiency and diverse cultural and ethnic backgrounds, disabilities, and regardless of
9 gender, sexual orientation or gender identity. Contractor shall complete and submit the county-
10 issued CLAS self-assessment annually. Contractor shall develop a cultural competency plan
11 and subsequent plan updates annually or as needed.
12 13.8 Training Requirements. Cultural competency training for Contractor staff should be
13 substantively integrated into health professional education and training at all levels, both
14 academically and functionally, including core curriculum, professional licensure, and continuing
15 professional development programs. Contractor shall document the completion of cultural
16 competency trainings per the minimum requirements in the Fresno County SUD Annual
17 Provider Training Plan.
18 13.9 Continuing Cultural Competence. Contractor shall create and sustain a forum that
19 includes staff at all agency levels to discuss cultural competence.
20 Article 14
21 Disclosure of Self-Dealing Transactions
22 14.1 Applicability. This Article 11 applies if the Contractor is operating as a corporation,
23 or changes its status to operate as a corporation.
24 14.2 Duty to Disclose. If any member of the Contractor's board of directors is party to a
25 self-dealing transaction, he or she shall disclose the transaction by completing and signing a
26 "Self-Dealing Transaction Disclosure Form" (Exhibit J to this Agreement) and submitting it to the
27 County before commencing the transaction or immediately after.
28
19
1 14.3 Definition. "Self-dealing transaction" means a transaction to which the Contractor is
2 a party and in which one or more of its directors, as an individual, has a material financial
3 interest.
4 Article 15
5 Data Security
6 15.1 Contractor shall comply with all the data security requirements in Exhibit K to this
7 Agreement. Exhibit K is attached and incorporated by this reference.
8 Article 16
9 Separate Agreement
10 16.1 It is mutually understood by the parties that this Agreement does not, in any way,
11 create a joint venture among Contractor(s). By execution of this Agreement, Contractor(s)
12 understands that a separate Agreement is formed between each individual Contractor and the
13 County.
14 Article 17
15 Modification
16 17.1 Modification. Except as provided in Article 6, "Termination and Suspension," this
17 Agreement may not be modified, and no waiver is effective, except by written agreement signed
18 by both parties. The Contractor acknowledges that County employees have no authority to
19 modify this Agreement except as expressly provided in this Agreement.
20 17.2 DUI Program Participant Fees. As specified in HSC Section 11837.4(b) and Title 9,
21 CCR, Section 9878(c), DUI programs shall only charge participants program fee or any
22 additional fee that has been approved by DHCS. Programs shall not increase program or
23 additional fees unless a request has been submitted to the DBH Director or designee to review
24 and make recommendation to DHCS the approval or denial of the request. The DBH Director or
25 designee shall have 30 days from receipt of request to review and forward it to DHCS along with
26 the recommendation, as specified under HSC Section 11837.4(b)(2)(A)(B) and Title 9, CCR,
27 Section 9878(c)(2). If the DBH Director or designee fails to forward the request and
28
20
1 recommendation within 30 days, programs may submit the request directly to DHCS as
2 specified under HSC Section 11837.4(b)(2)(A)(D) and Title 9, CCR, Section 9878(c)(3).
3 17.3 PC-1000 Drug Diversion Participant Fees. As specified in Fresno County PC-1000
4 Standards, Section 1042, Drug Diversion programs shall only charge program fees which have
5 been approved by the DBH Director or designee. Request to change fee schedules must be
6 submitted to the DBH Director or designee for review and approval or denial. The DBH Director
7 or designee shall have 30 days from receipt of request to review the request and notify the
8 program of approval of request and date of approval, or of denial, date of denial and reasons for
9 denial, as specified in Fresno County PC-1000 Standards, Section 1042(E).
10 17.4 Addition of Providers. With respect to DUI Programs, the County reserves the right
11 at any time during the term of this Agreement to make recommendation by the Board of
12 Supervisors to DHCS for approval of the addition of new DUI Program Contractors, as specified
13 in HSC Section 11836, to the list contained in Exhibit A. Any such additions will not affect
14 compensation paid to the County by other Contractors, and therefore, such additions may be
15 made by County without notice to or approval of other Contractors under this Agreement.
16 With respect to Drug Diversion Programs, the County reserves the right at any time
17 during the Agreement to add new PC 1000 Drug Diversion Program Contractors approved by
18 the Board of Supervisors, as specified in PC Section 1211, to the list contained in Exhibit A. Any
19 such additions will not affect compensation paid to the County by other Contractors, and
20 therefore, such additions may be made by County without notice to or approval of other
21 Contractors under this Agreement.
22 Article 18
23 General Terms
24 18.1 Non-Assignment. Neither party may assign its rights or delegate its obligations
25 under this Agreement without the prior written consent of the other party.
26 18.2 Governing Law. The laws of the State of California govern all matters arising from
27 or related to this Agreement.
28
21
1 18.3 Jurisdiction and Venue. This Agreement is signed and performed in Fresno
2 County, California. Contractor consents to California jurisdiction for actions arising from or
3 related to this Agreement, and, subject to the Government Claims Act, all such actions must be
4 brought and maintained in Fresno County.
5 18.4 Construction. The final form of this Agreement is the result of the parties' combined
6 efforts. If anything in this Agreement is found by a court of competent jurisdiction to be
7 ambiguous, that ambiguity shall not be resolved by construing the terms of this Agreement
8 against either party.
9 18.5 Days. Unless otherwise specified, "days" means calendar days.
10 18.6 Headings. The headings and section titles in this Agreement are for convenience
11 only and are not part of this Agreement.
12 18.7 Severability. If anything in this Agreement is found by a court of competent
13 jurisdiction to be unlawful or otherwise unenforceable, the balance of this Agreement remains in
14 effect, and the parties shall make best efforts to replace the unlawful or unenforceable part of
15 this Agreement with lawful and enforceable terms intended to accomplish the parties' original
16 intent.
17 18.8 Nondiscrimination. During the performance of this Agreement, the Contractor shall
18 not unlawfully discriminate against any employee or applicant for employment, or recipient of
19 services, because of race, religious creed, color, national origin, ancestry, physical disability,
20 mental disability, medical condition, genetic information, marital status, sex, gender, gender
21 identity, gender expression, age, sexual orientation, military status or veteran status pursuant to
22 all applicable State of California and federal statutes and regulation.
23 18.9 No Waiver. Payment, waiver, or discharge by the County of any liability or obligation
24 of the Contractor under this Agreement on any one or more occasions is not a waiver of
25 performance of any continuing or other obligation of the Contractor and does not prohibit
26 enforcement by the County of any obligation on any other occasion.
27 18.10 Entire Agreement. This Agreement, including its exhibits, is the entire agreement
28 between the Contractor and the County with respect to the subject matter of this Agreement,
22
1 and it supersedes all previous negotiations, proposals, commitments, writings, advertisements,
2 publications, and understandings of any nature unless those things are expressly included in
3 this Agreement. If there is any inconsistency between the terms of this Agreement without its
4 exhibits and the terms of the exhibits, then the inconsistency will be resolved by giving
5 precedence first to the terms of this Agreement without its exhibits, and then to the terms of the
6 exhibits.
7 18.11 No Third-Party Beneficiaries. This Agreement does not and is not intended to
8 create any rights or obligations for any person or entity except for the parties.
9 18.12 Authorized Signature. The Contractor represents and warrants to the County that:
10 (A) The Contractor is duly authorized and empowered to sign and perform its
11 obligations under this Agreement.
12 (B) The individual signing this Agreement on behalf of the Contractor is duly
13 authorized to do so and his or her signature on this Agreement legally binds the
14 Contractor to the terms of this Agreement.
15 18.13 Electronic Signatures. The parties agree that this Agreement may be executed by
16 electronic signature as provided in this section.
17 (A) An "electronic signature" means any symbol or process intended by an individual
18 signing this Agreement to represent their signature, including but not limited to (1) a
19 digital signature; (2) a faxed version of an original handwritten signature; or (3) an
20 electronically scanned and transmitted (for example by PDF document) version of an
21 original handwritten signature.
22 (B) Each electronic signature affixed or attached to this Agreement (1) is deemed
23 equivalent to a valid original handwritten signature of the person signing this Agreement
24 for all purposes, including but not limited to evidentiary proof in any administrative or
25 judicial proceeding, and (2) has the same force and effect as the valid original
26 handwritten signature of that person.
27
28
23
1 (C)The provisions of this section satisfy the requirements of Civil Code section
2 1633.5, subdivision (b), in the Uniform Electronic Transaction Act (Civil Code, Division 3,
3 Part 2, Title 2.5, beginning with section 1633.1).
4 (D) Each party using a digital signature represents that it has undertaken and
5 satisfied the requirements of Government Code section 16.5, subdivision (a),
6 paragraphs (1) through (5), and agrees that each other party may rely upon that
7 representation.
8 (E) This Agreement is not conditioned upon the parties conducting the transactions
9 under it by electronic means and either party may sign this Agreement with an original
10 handwritten signature.
11 18.14 Counterparts. This Agreement may be signed in counterparts, each of which is an
12 original, and all of which together constitute this Agreement.
13 [SIGNATURE PAGE FOLLOWS]
14 The parties are signing this Agreement on the date stated in the introductory clause.
15
16
17
18
19
20
21
22
23
24
25
26
27
28
24
1
CONTRACTOR(S) COUNTY OF FRESNO
2
3 SEE ATTACHED EXHIBIT A
4 Sal Quint r
Chairman of th Board of Supervisors of the
5 County of Fresno
6 Attest:
Bernice E. Seidel
7 Clerk of the Board of Supervisors
County of Fresno, State of California
8
9 By: _
Deputy
10
11
12
13
14
15
16
17 PLEASE SEE ADDITIONAL
SIGNATURE PAGES ATTACHED
18
19
20
For accounting use only:
21
Org No.: 56302080
22 Account No.: 4895/0
Fund No.:0001
23 Subclass No.: 10000
24
25
26
27
28
25
I CONTRACTOR
2 A & J Social Services L.L.C.
3
4
e, Titl
5
855 West Ashlan Ave, Suite 101
6 Clovis, CA 93612
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
26
1 CONTRACTOR
2 Fresno County Hispanic Commission on Alcohol and Drug Abuse
3
4 t L°GU�I //'L°G��
Name, Title
5
6
1803 Broadway Street
7 Fresno, CA 93721
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
27
I
DocuSign Envelope ID:CB16BE85-5C2F-4AF5-8D68-6BBDE001B43A
1 CONTRACTOR
2 Kings View
3 DocuSigned by:
A N4g44 Mv:#.t CEO
4
Name, i ife
5
6 1396 W. Herndon Ave
Fresno, CA 93711
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
28
Exhibit J
Self-Dealing Transaction Disclosure Form
In order to conduct business with the County of Fresno ("County"), members of a
contractor's board of directors ("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 used 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.
The form must be signed by the board member that is involved in the self-dealing
transaction described in Sections (3) and (4).
J-1
Exhibit J
(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:
J-2
Exhibit G
Insurance Requirements
1. Required Policies
Without limiting the County's right to obtain indemnification from the Contractor or any third
parties, Contractor, at its sole expense, shall maintain in full force and effect the following
insurance policies throughout the term of this Agreement.
(A) Commercial General Liability. Commercial general liability insurance with limits of not
less than Two Million Dollars ($2,000,000) per occurrence and an annual aggregate of
Four Million Dollars ($4,000,000). This policy must be issued on a per occurrence basis.
Coverage must include products, completed operations, property damage, bodily injury,
personal injury, and advertising injury. The Contractor shall obtain an endorsement to
this policy naming the County of Fresno, its officers, agents, employees, and volunteers,
individually and collectively, as additional insureds, but only insofar as the operations
under this Agreement are concerned. Such coverage for additional insureds will apply as
primary insurance and any other insurance, or self-insurance, maintained by the County
is excess only and not contributing with insurance provided under the Contractor's
policy.
(B) Automobile Liability. Automobile liability insurance with limits of not less than One
Million Dollars ($1,000,000) per occurrence for bodily injury and for property damages.
Coverage must include any auto used in connection with this Agreement.
(C)Workers Compensation. Workers compensation insurance as required by the laws of
the State of California with statutory limits.
(D) Employer's Liability. Employer's liability insurance with limits of not less than One
Million Dollars ($1,000,000) per occurrence for bodily injury and for disease.
(E) Professional Liability. Professional liability insurance with limits of not less than One
Million Dollars ($1,000,000) per occurrence and an annual aggregate of Three Million
Dollars ($3,000,000). If this is a claims-made policy, then (1) the retroactive date must
be prior to the date on which services began under this Agreement; (2) the Contractor
shall maintain the policy and provide to the County annual evidence of insurance for not
less than five years after completion of services under this Agreement; and (3) if the
policy is canceled or not renewed, and not replaced with another claims-made policy
with a retroactive date prior to the date on which services begin under this Agreement,
then the Contractor shall purchase extended reporting coverage on its claims-made
policy for a minimum of five years after completion of services under this Agreement.
(F) Molestation Liability. Sexual abuse / molestation liability insurance with limits of not
less than Two Million Dollars ($2,000,000) per occurrence, with an annual aggregate of
Four Million Dollars ($4,000,000). This policy must be issued on a per occurrence basis.
(G)Cyber Liability. Cyber liability insurance with limits of not less than Two Million Dollars
($2,000,000) per occurrence. Coverage must include claims involving Cyber Risks. The
cyber liability policy must be endorsed to cover the full replacement value of damage to,
alteration of, loss of, or destruction of intangible property (including but not limited to
information or data) that is in the care, custody, or control of the Contractor.
G-1
Exhibit G
Definition of Cyber Risks. "Cyber Risks" include but are not limited to (i) Security
Breach, which may include Disclosure of Personal Information to an Unauthorized Third
Party; (ii) data breach; (iii) breach of any of the Contractor's obligations underExhibit K of
this Agreement; (iv) system failure; (v) data recovery; (vi)failure to timely disclose data
breach or Security Breach; (vii) failure to comply with privacy policy; (viii) payment card
liabilities and costs; (ix) infringement of intellectual property, including but not limited to
infringement of copyright, trademark, and trade dress; (x) invasion of privacy, including
release of private information; (xi) information theft; (xii) damage to or destruction or
alteration of electronic information; (xiii) cyber extortion; (xiv) extortion related to the
Contractor's obligations under this Agreement regarding electronic information, including
Personal Information; (xv) fraudulent instruction; (xvi)funds transfer fraud; (xvii)
telephone fraud; (xviii) network security; (xix) data breach response costs, including
Security Breach response costs; (xx) regulatory fines and penalties related to the
Contractor's obligations under this Agreement regarding electronic information, including
Personal Information; and (xxi) credit monitoring expenses.
2. Additional Requirements
(A) Verification of Coverage. Within 30 days after the Contractor signs this Agreement,
and at any time during the term of this Agreement as requested by the County's Risk
Manager or the County Administrative Office, the Contractor shall deliver, or cause its
broker or producer to deliver, to the County Risk Manager, at 2220 Tulare Street, 16th
Floor, Fresno, California 93721, or HRRiskManagement@fresnocountyca.gov, and by
mail or email to the person identified to receive notices under this Agreement,
certificates of insurance and endorsements for all of the coverages required under this
Agreement.
(i) Each insurance certificate must state that: (1) the insurance coverage has been
obtained and is in full force; (2) the County, its officers, agents, employees, and
volunteers are not responsible for any premiums on the policy; and (3) the
Contractor has waived its right to recover from the County, its officers, agents,
employees, and volunteers any amounts paid under any insurance policy
required by this Agreement and that waiver does not invalidate the insurance
policy.
(ii) The commercial general liability insurance certificate must also state, and include
an endorsement, that the County of Fresno, its officers, agents, employees, and
volunteers, individually and collectively, are additional insureds insofar as the
operations under this Agreement are concerned. The commercial general liability
insurance certificate must also state that the coverage shall apply as primary
insurance and any other insurance, or self-insurance, maintained by the County
shall be excess only and not contributing with insurance provided under the
Contractor's policy.
(iii) The automobile liability insurance certificate must state that the policy covers any
auto used in connection with this Agreement.
G-2
Exhibit G
(iv) The professional liability insurance certificate, if it is a claims-made policy, must
also state the retroactive date of the policy, which must be prior to the date on
which services began under this Agreement.
(v) The technology professional liability insurance certificate must also state that
coverage encompasses all of the Contractor's obligations under this Agreement,
including but not limited to claims involving Cyber Risks, as that term is defined in
this Agreement.
(vi) The cyber liability insurance certificate must also state that it is endorsed, and
include an endorsement, to cover the full replacement value of damage to,
alteration of, loss of, or destruction of intangible property (including but not limited
to information or data) that is in the care, custody, or control of the Contractor.
(B) Acceptability of Insurers. All insurance policies required under this Agreement must be
issued by admitted insurers licensed to do business in the State of California and
possessing at all times during the term of this Agreement an A.M. Best, Inc. rating of no
less than A: VII.
(C) Notice of Cancellation or Change. For each insurance policy required under this
Agreement, the Contractor shall provide to the County, or ensure that the policy requires
the insurer to provide to the County, written notice of any cancellation or change in the
policy as required in this paragraph. For cancellation of the policy for nonpayment of
premium, the Contractor shall, or shall cause the insurer to, provide written notice to the
County not less than 10 days in advance of cancellation. For cancellation of the policy
for any other reason, and for any other change to the policy, the Contractor shall, or shall
cause the insurer to, provide written notice to the County not less than 30 days in
advance of cancellation or change. The County in its sole discretion may determine that
the failure of the Contractor or its insurer to timely provide a written notice required by
this paragraph is a breach of this Agreement.
(D) County's Entitlement to Greater Coverage. If the Contractor has or obtains insurance
with broader coverage, higher limits, or both, than what is required under this
Agreement, then the County requires and is entitled to the broader coverage, higher
limits, or both. To that end, the Contractor shall deliver, or cause its broker or producer
to deliver, to the County's Risk Manager certificates of insurance and endorsements for
all of the coverages that have such broader coverage, higher limits, or both, as required
under this Agreement.
(E) Waiver of Subrogation. The Contractor waives any right to recover from the County, its
officers, agents, employees, and volunteers any amounts paid under the policy of
worker's compensation insurance required by this Agreement. The Contractor is solely
responsible to obtain any policy endorsement that may be necessary to accomplish that
waiver, but the Contractor's waiver of subrogation under this paragraph is effective
whether or not the Contractor obtains such an endorsement.
(F) County's Remedy for Contractor's Failure to Maintain. If the Contractor fails to keep
in effect at all times any insurance coverage required under this Agreement, the County
may, in addition to any other remedies it may have, suspend or terminate this
G-3
Exhibit G
Agreement upon the occurrence of that failure, or purchase such insurance coverage,
and charge the cost of that coverage to the Contractor. The County may offset such
charges against any amounts owed by the County to the Contractor under this
Agreement.
(G)Subcontractors. The Contractor shall require and verify that all subcontractors used by
the Contractor to provide services under this Agreement maintain insurance meeting all
insurance requirements provided in this Agreement. This paragraph does not authorize
the Contractor to provide services under this Agreement using subcontractors.
G-4
Exhibit A
DUI AND PC-1000 VENDOR LIST
Vendor Contact Phone Number Type of Business
A&J Social Services L.L.C., dba Special Joe Montes, (559) 345-0129 Limited Liability Company
Services Community Center Executive Director
855 West Ashlan Ave, Suite 101
Clovis, CA 93612
Fresno County Hispanic Commission Domingo Zapata, (559) 268-6480 501(c)3 Non-profit Corporation
on Alcohol and Drug Abuse Services, Executive Director
Inc.
1803 Broadway St.
Fresno,CA 93721
Kings View Jennifer Montgomery, (559)457-2302 501(c)3 Non-profit Corporation
1396 W. Herndon Ave Executive Director
Fresno, CA 93711
A-1
Exhibit B
1 Scope of Work
2 SERVICE LOCATIONS:
3 A&J Social Services (DUI and PC-1000)
4 855 W. Ashlan Ave, Suite 101, Clovis, CA 93612
5 749 G Street, Reedley, CA 93654
6 661 S. Madera Ave, Kerman, CA 93650
7 3410 McCall Ave, Suite 109, Selma, CA 93640
8
9 Fresno County Hispanic Commission (DUI Only)
10 1803 Broadway St, Fresno, CA 93721
11 475 Sunset St, Coalinga, CA 93210
12 1660 O St, Firebaugh, CA 93622
13 1419 Jensen Ave, #106, Sanger, CA 93657
14
15 Kings View
16 1410 F St, Fresno, CA 93706 (DUI and PC-1000)
17 1521 Tollhouse Rd, Clovis, CA 93611 (DUI Only)
18
19 TARGET POPULATION:
20 DUI Programs: Persons convicted of reckless driving or a DUI
21 PC 1000 Programs: Fist time drug offenders
22
23 DUI SERVICES:
24 The objective of the DUI program is to reduce the number of repeat DUI offenses by
25 persons who complete a state-licensed DUI program; and provide participants an opportunity to
26 address problems related to the use of alcohol and/or other drugs. Programs consist of: Wet
27 Reckless, First Offender (3/6/9 mos), 18-Month (second offenders), 30-month (three plus
28
B-1
Exhibit B
1 offenders). First offender participants are assigned based on blood alcohol content (BAC)
2 levels.
3
4 PC-1000 DRUG DIVERSION SERVICES:
5 Existing law specifies the court procedures for treatment of certain drug offenders to PC
6 1000 programs instead of prosecution.
7
8 SERVICES TO BE PROVIDED:
9 Contractor agrees to provide a first offender and a second offender DUI Program,
10 pursuant to the requirements and guidelines set forth in California Health and Safety Code
11 sections 11836 through 11839 and Vehicle Code sections 23536 through 23568. Contractor
12 shall comply at all times with all provisions of Title 9 of the California Code of Regulations.
13 Contractor agrees to provide a Wet Reckless Driving Program, pursuant to the
14 requirements and guidelines set forth in Health and Safety Code sections 11836 through 11839
15 and Vehicle Code section 23103.5.
16 Contractor agrees to provide a PC 1000 Drug Diversion Program as provided by
17 California PC sections 1000 and 1211. Contractor shall maintain compliance with all provisions
18 of the Fresno County PC 1000 Drug Diversion Standards, and the Federal Code of Regulations
19 Title 42, Chapter 1, Subchapter A, Part 2, regarding confidentiality of records. Additionally,
20 Contractor shall maintain compliance with all applicable provisions of the California Health and
21 Safety Code related to drug treatment programs, Americans with Disabilities Act, the 504
22 Rehabilitation Act, and with any other Federal, State or local regulations, laws, ordinances or
23 guidelines applicable to the program's performance.
24
25 VIRTUAL SERVICES:
26 DUI PROGRAMS:
27 Contractor shall have procedures to document and verify attendance in virtual services,
28 and policies to ensure that participants attend and complete all required sessions. Sessions
B-2
Exhibit B
1 shall adhere to Title 9, CCR, Section 9851 to ensure that participants complete required
2 sessions in the number of hours required. Educational and Group session will adhere to Title 9
3 requirements regarding the maximum number of participants for each session.
4 Contractor shall ensure that in order to complete the required sessions, policies will be
5 included in the participant contract. Policies should include, but not limited to, the following:
6 1) Log in to scheduled session on time
7 2) Not engaging in activities that would distract from the sessions (walking, talking on the
8 phone, eating, etc.)
9 3) Being alone in a room to maintain privacy and confidentiality of all participants
10 4) Camera remains on for the entire duration of scheduled session
11 Contractor shall only enroll participants in their programs pursuant to HSC Sections 11837.2
12 and 11838. Participants can only enroll in a DUI Program that resides in the county where the
13 participant is convicted, where the participants resides or a county that has an agreement with
14 participant's county of residence.
15
16 PC-1000 PROGRAMS:
17 Contractor shall have procedures to document and verify attendance in virtual services,
18 and policies to ensure that participants attend and complete all required sessions. Sessions
19 shall adhere to Fresno County PC-1000 Standards Section 1030 to ensure that participants
20 complete required sessions in the number of hours required.
21 Contractor shall ensure that in order to complete the required sessions, policies will be included
22 in the participant contract. Policies should include, but not limited to, the following:
23 1) Log in to scheduled session on time
24 2) Not engaging in activities that would distract from the sessions (walking, talking
25 on the phone, eating, etc.)
26 3) Being alone in a room to maintain privacy and confidentiality of all participants
27 4) Camera remains on for the entire duration of scheduled session
28
B-3
Exhibit B
1 As specified in Penal Code 1000(c) a defendant may request to be referred to a program in any
2 county. Therefore, Contractor can enroll a participant that have been referred to their program
3 by the court regardless of which county the participant resides in or the county where the
4 participant was convicted.
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
B-4
Exhibit C
Fresno County Department of Behavioral Health
Guiding Principles of Care Delivery
DBH VISION:
Health and well-being for our community.
DBH MISSION:
DBH, in partnership with our diverse community, is dedicated to providing quality, culturally
responsive, behavioral health services to promote wellness, recovery, and resiliency for
individuals and families in our community.
DBH GOALS:
Quadruple Aim
• Deliver quality care
• Maximize resources while focusing on efficiency
• Provide an excellent care experience
• Promote workforce well-being
GUIDING PRINCIPLES OF CARE DELIVERY:
The DBH 11 principles of care delivery define and guide a system that strives for excellence in the
provision of behavioral health services where the values of wellness, resiliency, and recovery are
central to the development of programs, services, and workforce. The principles provide the
clinical framework that influences decision-making on all aspects of care delivery including
program design and implementation, service delivery, training of the workforce, allocation of
resources, and measurement of outcomes.
1. Principle One -Timely Access & Integrated Services
o Individuals and families are connected with services in a manner that is streamlined,
effective, and seamless
o Collaborative care coordination occurs across agencies, plans for care are integrated,
and whole person care considers all life domains such as health, education,
employment, housing, and spirituality
o Barriers to access and treatment are identified and addressed
o Excellent customer service ensures individuals and families are transitioned from one
point of care to another without disruption of care
1
rev 01-02-2020
C-1
Exhibit C
Fresno County Department of Behavioral Health
Guiding Principles of Care Delivery
2. Principle Two - Strengths-based
o Positive change occurs within the context of genuine trusting relationships
o Individuals, families, and communities are resourceful and resilient in the way they
solve problems
o Hope and optimism is created through identification of, and focus on, the unique
abilities of individuals and families
3. Principle Three - Person-driven and Family-driven
o Self-determination and self-direction are the foundations for recovery
o Individuals and families optimize their autonomy and independence by leading the
process, including the identification of strengths, needs, and preferences
o Providers contribute clinical expertise, provide options, and support individuals and
families in informed decision making, developing goals and objectives, and identifying
pathways to recovery
o Individuals and families partner with their provider in determining the services and
supports that would be most effective and helpful and they exercise choice in the
services and supports they receive
4. Principle Four- Inclusive of Natural Supports
o The person served identifies and defines family and other natural supports to be
included in care
o Individuals and families speak for themselves
o Natural support systems are vital to successful recovery and the maintaining of
ongoing wellness; these supports include personal associations and relationships
typically developed in the community that enhance a person's quality of life
o Providers assist individuals and families in developing and utilizing natural supports.
5. Principle Five - Clinical Significance and Evidence Based Practices (EBP)
o Services are effective, resulting in a noticeable change in daily life that is measurable.
o Clinical practice is informed by best available research evidence, best clinical
expertise, and values and preferences of those we serve
o Other clinically significant interventions such as innovative, promising, and emerging
practices are embraced
2
rev 01-02-2020
C-2
Exhibit C
Fresno County Department of Behavioral Health
Guiding Principles of Care Delivery
6. Principle Six- Culturally Responsive
o Values, traditions, and beliefs specific to an individual's or family's culture(s) are
valued and referenced in the path of wellness, resilience, and recovery
o Services are culturally grounded, congruent, and personalized to reflect the unique
cultural experience of each individual and family
o Providers exhibit the highest level of cultural humility and sensitivity to the self-
identified culture(s) of the person or family served in striving to achieve the greatest
competency in care delivery
7. Principle Seven -Trauma-informed and Trauma-responsive
o The widespread impacts of all types of trauma are recognized and the various
potential paths for recovery from trauma are understood
o Signs and symptoms of trauma in individuals, families, staff, and others are recognized
and persons receive trauma-informed responses
o Physical, psychological and emotional safety for individuals, families, and providers is
emphasized
8. Principle Eight - Co-occurring Capable
o Services are reflective of whole-person care; providers understand the influence of
bio-psycho-social factors and the interactions between physical health, mental health,
and substance use disorders
o Treatment of substance use disorders and mental health disorders are integrated; a
provider or team may deliver treatment for mental health and substance use
disorders at the same time
9. Principle Nine - Stages of Change, Motivation, and Harm Reduction
o Interventions are motivation-based and adapted to the person's stage of change
o Progression though stages of change are supported through positive working
relationships and alliances that are motivating
o Providers support individuals and families to develop strategies aimed at reducing
negative outcomes of substance misuse though a harm reduction approach
o Each individual defines their own recovery and recovers at their own pace when
provided with sufficient time and support
3
rev 01-02-2020
C-3
Exhibit C
Fresno County Department of Behavioral Health
Guiding Principles of Care Delivery
10. Principle Ten - Continuous Quality Improvement and Outcomes-Driven
o Individual and program outcomes are collected and evaluated for quality and efficacy
o Strategies are implemented to achieve a system of continuous quality improvement
and improved performance outcomes
o Providers participate in ongoing professional development activities needed for
proficiency in practice and implementation of treatment models
11. Principle Eleven - Health and Wellness Promotion, Illness and Harm Prevention, and Stigma
Reduction
o The rights of all people are respected
o Behavioral health is recognized as integral to individual and community well-being
o Promotion of health and wellness is interwoven throughout all aspects of DBH services
o Specific strategies to prevent illness and harm are implemented at the individual,
family, program, and community levels
o Stigma is actively reduced by promoting awareness, accountability, and positive
change in attitudes, beliefs, practices, and policies within all systems
o The vision of health and well-being for our community is continually addressed
through collaborations between providers, individuals, families, and community
members
4
rev 01-02-2020
C-4
Exhibit D
INCIDENT REPORTING
PROTOCOL FOR COMPLETION OF INCIDENT REPORT
The Incident Report must be completed for all incidents involving individuals served through
DBH's current incident reporting portal, Logic Manager, at
https://fresnodbh.logicmanager.com/incidents/?t=9&p=1&k=182beOc5cdcd5072bb1864cdee
4d3d6e
• The reporting portal is available 24 hours a day, every day.
• Any employee of the Contractor can submit an incident using the reporting portal at
any time. No login is required.
• The designated administrator of the Contractor can add information to the follow up
section of the report after submission.
• When an employee submits an incident within 24 hours from the time of the incident
or first knowledge of the incident, the Contractor's designated administrator, the
assigned contract analyst and the Incident Reporting email inbox will be notified
immediately via email from the Logic Manager system that there is a new incident to
review.
• Meeting the 24 hour incident reporting requirements will be easier as there are no
signatures to collect.
• The user guide attached identifies the reporting process and the reviewer process,
and is subject to updates based on DBH's selected incident reporting portal system.
• Employees involved in a crisis incident should be offered appropriate Employee
Assistance Program (EAP) or similar related wellness and recovery assistance. In
conjunction with the DBH's Guiding Principles of Care Delivery and wellness of the
workforce, Contractor shall align their practices around this vision and ensure
needed debriefing services are offered to all employees involved in a crisis incident.
Employees shall be afforded all services to strengthen their recovery and wellness
related to the crisis incident. Appropriate follow-up with the employee shall be carried
out and a plan for workforce wellness shall be submitted to DBH.
Questions about incident reporting, how to use the incident reporting portal, or
designating/changing the name of the administrator who will review incidents for the Contractor
should be emailed to DBHlncidentReporting@fresnocountyca.gov and the assigned contract
analyst.
D-1
Exhibit D
oo",i
Mental Health Plan (MHP) and Substance Use Disorder(SUD) services
Incident Reporting System
INCIDENT REVIEWER ROLE — User Guide
Fresno County Department of Behavioral Health (DBH) requires all of its county-operated and contracted
providers (through the Mental Health Plan (MHP) and Substance Use Disorder (SUD) services) to complete
a written report of any incidents compromising the health and safety of persons served, employees, or
community members.
Yes! Incident reports will now be made through an on online reporting portal hosted by Logic Manager. It's
an easier way for any employee to report an incident at any time. A few highlights:
• No supervisor signature is immediately required.
• Additional information can be added to the report by the program supervisor/manager without
having to resubmit the incident.
• When an incident is submitted, the assigned contract analyst, program supervisor/manager,
clinical supervisor and the DBHlncidentReporting mailbox automatically receives an email
notification of a new incident and can log in any time to review the incident. Everything that
was on the original paper/electronic form matches the online form.
• Do away with submitting a paper version with a signature.
• This online submission allows for timely action for the health and safety of the persons-served,
as well as compliance with state reporting timelines when necessary.
As an Incident Reviewer, the responsibility is to:
• Log in to Logic Manager and review incident submitted within 48 hours of notification of incident.
• Review incident for clarity, missing information and add in additional information deemed
appropriate.
• Notify DBHlncidentReporting@fresnocountyca.gov if there is additional information to be report
after initial submission
• Contact.DBHlncidentReporting@fresnocountVca.gov if there are any concerns, questions or
comments with Logic Manager or incident reporting.
Below is the link to report incidents
https://fresnodbh.logicmanager.com/incidents/?t=9&p=1&k=182be0c5cdcd5072bbl864cdee4d3d6e
The link will take employees to the reporting screen to begin incident submission:
D-2
Exhibit D
E 0 Q Y fresnodbh.IogicmanagecmmAncidents/?t=9&p=l&k=182be0c5cdcd5072bbl864cdee4d3d6e
LogicManager
Incident Report
Please complete this form
Client Information
Name of Facility'
Name of Reporting Party'
Facility Address'
Facility Phone Number'
i
Mental Health or Substance Use Disorder Program?'
Client First Name'
Client Last Name-
F4 C 4 .,, .. t I .. :.. ..... ...
i
Client Date of Bi rth
Client Address
Client I
Gender'
County of Origin'
Summary
Subject O
Incident(check all that apply)'
If Other-specify(i.e.fire,poisoning,epidemic outbreaks,other catastrophes/events that jeopardize the welfare and safety of clients,staff and/or members of the community):
Description of the incident'
Similar to the paper version, multiple incident categories can be selected
D-3
Exhibit D
Lmt,t-L
Incident(check all that apply)'
Medical Emergency x Death of Client x
Homicide/Homicide Attempt
AWOL/Elopement from locked facility
Violence/Abuse/Assault(toward others,client and/or property
Attempted Suicide(resulting in serious injury)
Injury(self-inflicted or by accident)
Medication Error
E C 4 Y fmsnodbh.logicmamger.mmfincidents/?t=9&p=1&k=182be0c5cdcd5072bb1864cdee4d3d6e
Date of Incident'
Time of Incident'
Location of Incident'
Enter,-Y,
Key People Directly Involved in Incident(witnesses,staff)'
Enter
Did the Injured Party seek Medical Attention?
Attach any additional details
B Add File or Drop File Here
Reported By Name'
Reported By Email'
Enter text
i
Reported On
10/30/2019
D-4
Exhibit D
As another bonus feature, either drag files (such as a copy of a UOR, additional statements/document) or click on
Add File to upl ad a file.
E G' 0 0 fresmdbh.logicmanager.com ma - -1&k-182beOc5cdcd5072bb1864cdee4d3d6e
B Add File or Drop File Here
Reported By Name'
Reported By Email'
Reported On
10/30/2019
Follow Up
Action Taken(check all that apply)'
Please specify if other
Description of Action Taken'
msr te:,,
Outcome
Ent,.
Similar to the paper version, multiple Action Taken categories can be selected.
Follow Up
Action Taken(check all that apply)'
Law Enforcement Contacted% Called 911/EMS%
Consulted with Physician
First Aid/CPR Administered
Client removed from building
Parent/Legal Guardian Contacted
Other
When done entering all the information, simply click submit.
Any fields that have a red asterisk, require information an will prevent submission of the form if left blank.
D-5
Exhibit D
A"Thank you for your submission" statement will pop up if an incident is successfully submitted. Click"Reload the
Form" to submit another incident.
LogicManager
Thank you for your submission
r
RELOAD THE FORM
A Notification email will be received when a new incident is reported, or a new comment has been made regarding
an incident. Click on "Open this incident in Logic Manager" and the Logic Manager login screen will show.
Wed 10/3(12n1911 og
SYSTEM LogicManager via custom r.support@logicmanager.com <customer.support@logicmanager.com>
QNotification-
To O DBH Incident Reporting
0If there are problems with how this message is displayed,click here to view it in a web
Click here to download pictures.To help protect your privacy,Outlook prevented autom rdownload of some pictures in this message.
CAUTIONM-EXTERNAL EMAIL-THINK BEFORE YOU CLICK
x�right-cfrk>dp and Auld hnem dwnbd Picwr-.Tu Arb �tVdr
Outlmk Prevtled aumnvtic danbd dei PiWnfmntlx
Lv,eH ,Inc.
Hi Mila Arevalo,
You have received a notification through LogicManager.Please see the details
below.
Type:Incident Report
Subject:102:
Notification To:Mila Arevalo
Ocen this incident in LoaicManaaer
If using Internet Explorer,click here to open the notification
This email was generated by LogicManager.If you have any technical issues,
please email su000rtliffioaicmanauercom.
D-6
Exhibit D
Enter in email address and password. First time users will be prompted to set up a password.
C Q O fresnodbh.my.logicmanager.com/login
LogicManager
Forgot your password?
Once logged in, the main screen will show reviewer task(incidents to review). Click on analyst/supervisor follow up
to view the incident.
.•
Your Task List
a
TASK NAME SOURCE STATUS ASSIGNEDTO ASSIGNED BY DUE DATE-
Analyst Follow Up In Progress —dhi[ SYSTEM-,V,M—gci
D-7
Exhibit D
This screen below will then pop up. There are 5 tabs to navigate through. Client information will show the client and
facility information. No edits can be made to this section.
Analyst Follow Up
Task Detailz Client lnkrmoxon S
AA TEST FACI III
nameof facility'
xame WaeportinBpaxy'
sacillry AEErcas'
sacniry vhone xumx.'
The next tab is Sum ary: No edits can be made to this section.
Analyst Follow Up
Task Deta lls Client Information Summ ry Follow Up Docui
bj t 0
Inclbenl(check all that apply)•
Oeath of ctimt lc
If Other specify(Ia fire,po�sonm6.epbemx outbreaks,oVIk,—Urtropkes/ewntslhalleopardlk,the xrclhrcan0 safety olcllenb,uAff,.E/or membefsoflhe c —ly)
De criptlon aflhe ind—t'
B I / u $ ❑ — — — le E B Q
D.A.lnclEent'
10130121019
Time onneiaent'
I /
k«akon ormBlaenr
1
Task ID:3135ource:103:null « B 3 CANCEL
D-8
Exhibit D
The next tab is Follow up: This section can be edited. Add to th areas below or make corrections to these fields. Be
sure to click E w en edits are made. Then Cancel to Exi ut of the incident.
Analyst Follow Up
Task Details Clientlnformation Summary Follow Up Documents
Action Taken(check all that apply)'
Law Enforcement Contacted X
pleasespecifyifother
Descnpuon of Action Taken'
f
Outcome'
f
added inrormadon
cause of deem-cancer per caroner 10-31-19�
Task ID:313 Source:—null f� CANC
The next tab is Documents: View and add attachments to the incident. Be sure to click SAVE when adding
documents.Then Cancel to Exit out of the incident.
Analyst Follow Up
Task Details Client Information Summary Follow Up Documents
---�' ® Add Document "
Name Type Source Upload Date Uploaded By
No documents yet.
Drop files here or click on the Add Document dmpdown.
f < i > » CANCEL
Task ID:313 Source:103:null
If all tasks are followed up with and the incident no longer needs further review/information, click SUBMIT. Once
submitted, the incident will be removed from the task list and no further edits can be made. Notice the SUBMIT
button is on every tab. If further information needs to be included, email
DBHlncidentReporting@fresnocountycagov
D-9
Exhibit D
To get back to the home view, click on the Lo is Manager icon at any time. Any incidents that still need review will
show on this screen, click o c incident and start the review process again.
Lr
A
Your Task List
4
TASK NAME SOURCE STATUS ASSIGNEDTO ASSIGNED BY DUE DATE
M,W F,11—Up MProgress meE hzf SYSTEM Lo®cManager
D-10
Exhibit E
Special Services Community Center Estimated FY 23-24 Budget
Ordinary Income/Expense
Income
Counseling-Client Fees
Clovis Office Fees 1,036,500.00
Kerman Office Fees 85,500.00
Reedley Office Fees 337,500.00
Selma Office Fees 195,000.00
Total Counseling-Client Fees 1,654,500.00
Refund-Client
Refund Client-Clovis 7,000.00
Refund Client-Kerman 200.00
Refund Client-Reedley 3,000.00
Refund Client-Selma 350.00
Total Refund-Client 10,550.00
Total Income 1,665,050.00
Gross Profit 1,665,050.00
Expense
BUILDING RENT/EXPENSES
Building Repairs&Maintenance 7,000.00
Leases
Building
Clovis 855
855-Leasehold Imprv/Constrctn 36,000.00
Clovis 855-Other 66,469.08
Total Clovis 855 102,469.08
Clovis 825 25,119.36
Kerman 21,661.08
Reedley 22,834.68
Selma 21,860.88
Total Building 193,945.08
Total Leases 193,945.08
Property Management 17,617.27
Total BUILDING RENT/EXPENSES 211,562.35
COUNTY&STATE FEES
Dept.of Health Care Srvcs Fees 36,631.10
Fresno County Admin. Fees 49,951.50
Total COUNTY&STATE FEES 86,582.60
EMPLOYEE EXPENSES
Salary/Wages 780,000.00
Payroll Taxes
Federal Payroll Taxes 62,690.00
State Payroll Taxes 6,780.15
Total Payroll Taxes 69,470.15
Health Insurance 60,000.00
Staff Training&Benefits 1,000.00
E-1
Exhibit E
Special Services Community Center Est FY 23-24 Budget
Total EMPLOYEE EXPENSES 910,470.15
EQUIPMENT RENT/REPAIRS
Small Tools 500.00
Equipment Leases 1,412.28
Equipment Repairs&Maintenance 1,150.00
Total EQUIPMENT RENT/REPAIRS 3,062.28
OPERATIONAL EXPENSES
Bank Service Charges
Bank Account Fees 17,000.00
Returned Check Fees 36.00
Total Bank Service Charges 17,036.00
Depreciation Expense
Dues and Subscriptions 10,000.00
Insurance
Liability Insurance 10,000.00
Work Comp 5,148.00
Total Insurance 15,148.00
Janitorial Exp
Janitorial Supplies 160.00
Janitorial Exp-Other 29,000.00
Total Janitorial Exp 29,160.00
Licenses and Permits 3,000.00
Mileage Reimbursements
Mileage-Clovis 900.00
Mileage-Kerman 1,500.00
Mileage-Reedley 650.00
Mileage-Selma 1,350.00
Total Mileage Reimbursements 4,400.00
Miscellaneous
Office Supplies
CV-19 Supplies 1,500.00
Office Supplies-Other 12,500.00
Total Office Supplies 14,000.00
Outside Services
Alarm 4,100.00
Interpreting 500.00
Pest Control 1,000.00
Shredding 650.00
Total Outside Services 6,250.00
Postage and Delivery 1,000.00
Printing and Reproduction 2,000.00
Telephone
Cell Phone Reimbursement 260.00
Telephone-Other 11,500.00
Total Telephone 11,760.00
E-2
Exhibit E
Special Services Community Center Est FY 23-24 Budget
Utilities
Gas and Electric 35,000.00
Water&Waste 2,000.00
Total Utilities 37,000.00
Total OPERATIONAL EXPENSES 150,754.00
PROFESSIONAL FEES
Accounting 5,500.00
Computer Services 23,000.00
Human Resource Consulting 2,400.00
Legal Fees 500.00
Security Service 25,000.00
Total PROFESSIONAL FEES 56,400.00
TAXES
Property 9,500.00
Federal 30,000.00
State 15,000.00
Total TAXES 54,500.00
Travel&Ent
Travel Expense
Gas&Oil 4,800.00
Lodging 500.00
Total Travel Expense 5,300.00
Total Travel&Ent 5,300.00
Total Expense 1,478,631.38
Net Ordinary Income 186,418.62
Other Income/Expense
Other Income
Other Income -
Total Other Income -
Other Expense
Fraudulent Charges -
CV-19 Expenses -
Total Other Expense -
Net Other Income 0.00
Net Income 186,418.62
Fixed Assets: New Equipment
Computer Equipment 3,500.00
Computer Software
Office Furniture
Office Equipment 6,000.00
Building Improvements
Leasehold Improvements
Website
Total Fixed Assets 9,500.00
E-3
Exhibit E
Special Services Community Center Est FY 23-24 Budget
Draws
^ Executive Director 150,000.00
Total Assets&Draws 159,500.00
NET INCOME 26,918.62
NET PROGRAM PROFIT/LOSS 0.016
E-4
Exhibit E
Kings View Summary Budget 2023
FRESNO DDP
Total Budget
41106 Pt Fees-W&R 10,870.00
41107 Pt Fees-3 Month 249,977.00
41109 Pt Fees-9 Month 24,078.00
41111 Pt Fees-18 Month 331,075.00
41601 Fees for Co/Admin (29,400.00)
41602 Fees ALC Surcharge (7,500.00)
TotalRever Total Revenues 579,100.00
71110 Salaries&Wages 189,870.00
71111 Overtime Salaries&Wages 1,000.00
71140 Vacation Holiday Sick 27,008.00
72010 F.I.C.A. 17,216.00
72020 S.U.I. 7,038.00
72030 Group Dental Ins. 875.00
72040 Group Health Ins. 20,432.00
72050 Group Vision Ins. 130.00
72060 Life Insurance 235.00
72070 K.V.Plus 2,207.00
72090 Long Term Disability 297.00
72100 Workers Comp Ins 5,240.00
72110 Recruitment&Retention 250.00
73030 Other Professional Svcs 250.00
73060 Bank Fees 10,300.00
73071 Lease Sales Tax 203.00
73072 Interest Expense 1,295.00
73073 Taxes&Licensing 442.00
73200 Information Technology Service 16,348.99
73503 Janitorial Service 6,300.00
73511 Service Agreements 4,850.00
73520 Facility Repairs 3,860.00
73531 Hardware Maintenance 575.00
75041 Facility Supplies 1,165.00
75090 Office Supplies 5,900.00
75100 Postage 4,500.00
75110 Printing 320.00
75131 Computer Equipment 671.00
75134 Software License -
75135 Software as a Service 13,751.00
76010 Rent/Lease Building 100,550.00
76020 Rent/Lease Equipment 4,275.00
77010 Depr Computer Software 4,027.00
77040 Depr Equipment 9,161.00
79010 Utilities 17,110.00
79040 Phone/Fax 14,800.00
79041 Cell Phone 730.00
79042 Data Lines 3,850.00
80010 Insurance Liability 10,501.00
80020 Insurance Property 1,679.00
80030 Insurance Other -
81050 Travel Mileage Reimbursement 110.00
81110 Dues&Subscriptions 1,630.00
81120 MH Promotions 4,500.00
81122 Website 12.00
82010 G&A 47,335.00
TotalExper Total Expenses 562,798.99
Netlncome Net Income 16,301.01
E-5
Exhibit E
Kings View Summary Budget 2023
CLOVIS DDP
Total Budget
41106 Pt Fees-W&R 13,458.00
41107 Pt Fees-3 Month 91,107.00
41109 Pt Fees-9 Month 17,080.00
41111 Pt Fees-18 Month 142,355.00
41601 Fees for Co/Admin (12,250.00)
41602 Fees ALC Surcharge (2,500.00)
TotalRever Total Revenues 249,250.00
71110 Salaries&Wages 117,328.00
71111 Overtime Salaries&Wages 650.00
71140 Vacation Holiday Sick 13,109.00
72010 F.I.C.A. 10,028.00
72020 S.U.I. 2,000.00
72030 Group Dental Ins. 465.00
72040 Group Health Ins. 10,910.00
72050 Group Vision Ins. 108.00
72060 Life Insurance 242.00
72070 K.V.Plus 1,876.00
72090 Long Term Disability 276.00
72100 Workers Comp Ins 3,000.00
72110 Recruitment&Retention 275.00
73060 Bank Fees 7,000.00
73071 Lease Sales Tax 120.00
73072 Interest Expense 750.00
73073 Taxes&Licensing 150.00
73200 Information Technology Service 10,826.58
73503 Janitorial Service 3,040.00
73511 Service Agreements 1,450.00
75041 Facility Supplies 600.00
75090 Office Supplies 1,200.00
75100 Postage 250.00
75110 Printing 150.00
75120 Other Minor Equipment 110.00
75131 Computer Equipment 2,100.00
75134 Software License 5,100.00
76010 Rent/Lease Building 30,900.00
76020 Rent/Lease Equipment 2,800.00
77010 Depr Computer Software 2,208.00
79010 Utilities 6,000.00
79040 Phone/Fax 600.00
79041 Cell Phone 200.00
79042 Data Lines 2,940.00
80010 Insurance Liability 3,900.00
80020 Insurance Property 660.00
81050 Travel Mileage Reimbursement 125.00
81110 Dues&Subscriptions 280.00
81120 MH Promotions 2,500.00
82010 G&A 23,573.00
TotalExper Total Expenses 269,799.58
Netlncome Net Income (20,549.58)
E-6
Exhibit E
Fresno County Hispanic Commission
Ordinary Income/Expense
Income
3010 Client fees 750,000.00
3140 Program activity income 6,000.00
3300 Interest income 85.00
Total Income 756,085.00
Expense
4010 Rent/lease building 89,000.00
4020 Maintenance building 1,500.00
4030 Rent/lease equipment 18,000.00
4040 Equipment maintenance 2,500.00
4050• Utilities 15,000.00
4060 •Telephone 20,000.00
4062 • Postage 5,500.00
4072 • Legal notices/advertising 1,700.00
4080•Office supplies 12,000.00
4100• Food 7,000.00
4120• Program supplies 8,000.00
4140•Staff mileage 5,000.00
4150• Staff training registration 7,500.00
4160• Compupay/bookkeeping 11,000.00
4161 • External audit 8,200.00
4170 •Worker's compensation 2,000.00
4171 • Liability insurance 40,000.00
4182 • Computer consultant 950.00
4184•Attorney 500.00
4190•Special department expense 3,500.00
4192 • Memberships 750.00
4200• Office equipment 1,500.00
4500•ADP license fee 10,387.00
4510 • County monitoring fees 21,550.00
5000 • Salaries 350,000.00
5020 •SUI/unemployment 4,500.00
5021 • FICA/medicare 26,775.00
5031 • Health insurance 47,100.00
Total Expense 721,412.00
Net Income 34,673.00
E-7
Exhibit E
Fresno County Hispanic Commission
Ordinary Income/Expense
Income
3010• Client fees 185,000.00
Total Income 185,000.00
Expense
4010 Rent/lease building 8,450.00
4020 Maintenance building 500.00
4030 Rent/lease equipment 250.00
4040 Equipment maintenance 150.00
4050• Utilities 2,500.00
4060 •Telephone 4,225.00
4072 • Legal notices/advertising 100.00
4080• Office supplies 2,700.00
4100• Food 1,400.00
4120• Program supplies 750.00
4140•Staff mileage 400.00
4150•Staff training registration 750.00
4160• Compupay/bookkeeping 4,800.00
4161 • External audit 3,600.00
4170•Worker's compensation 650.00
4171 • Liability insurance 15,000.00
4190•Special department expense 1,650.00
4192 • Memberships 250.00
4500 •ADP license fee 2,975.00
4510 • County monitoring fees 5,302.00
5000 • Salaries 100,000.00
5020 •SUI/unemployment 1,500.00
5021 • FICA/medicare 7,650.00
5031 • Health insurance 15,000.00
Total Expense 180,552.00
Net Ordinary Income
Net Income 4,448.00
E-8
Exhibit F
Kings View Summary Budget 2023
Fresno PC-1000
Annual Budget
41101 Revenue Patient Fees 8,190.00
41190 Revenue Accrual Comm Srvcs 879.68
41601 Fees for Co/Admin (245.70)
TotalReveTotal Revenues 8,841.98
71110 Salaries&Wages 2,503.99
71140 Vacation Holiday Sick 341.45
72010 F.I.C.A. 217.68
72020 S.U.1. 54.15
72030 Group Dental Ins. 11.45
72040 Group Health Ins. 225.12
72050 Group Vision Ins. 2.29
72060 Life Insurance 4.76
72070 K.V. Plus 31.37
72090 Long Term Disability 5.50
72100 Workers Comp Ins 64.74
73060 Bank Fees 206.49
73200 Information Technology Service 678.65
73503 Janitorial Service 146.83
73511 Service Agreements 287.96
73520 Facility Repairs 85.90
75041 Facility Supplies 34.01
75090 Office Supplies 163.47
75100 Postage 150.63
75110 Printing 4.17
76010 Rent/Lease Building 885.75
76020 Rent/Lease Equipment 88.79
79010 Utilities 391.92
79040 Phone/Fax 215.01
79041 Cell Phone 14.76
79042 Data Lines 252.49
80010 Insurance Liability 342.47
80020 Insurance Property 114.16
81110 Dues&Subscriptions 190.94
82010 G&A 892.52
TotalExpe Total Expenses 8,609.42
Netlncom Net Income 232.76
F-1
Exhibit F
SPECIAL SERVICES COMMUNITY CENTER
PC Yearly
Budgeted Total
CLIENT FEE TOTALS 16,820.00
LESS: Program Refunds 147.00
LESS: Returned Checks
LESS: Returned Check Fees 0.36
LESS: Dept of Health Care Srvcs
TOTAL REVENUE FOR COUNTY FEE CALCULATION 16,672.64
Other Income(RenURestltutlon/Interest)
TOTAL REVENUE 16,672.64
EXPENSES
FRESNO COUNTY ADMIN FEES 833.65
BUILDING RENT/EXPENSES
" Building Repairs&Maintenance 70.00
Leases
Building
Clovis,Kerman,Reedley,Selma 1,595,25
Total Building 1.595.25
Total Leases 1,595.25
Property Management 153.98
Total BUILDING RENT/EXPENSES 1,819.23
EMPLOYEE EXPENSES
Salary/Wages
Clerical 2.740.00
Counselors 3,170.00
Business Manager 1,060.00
Program Manager 430.00
A Executive Director 1,000.00
AA CV-19 Expense(NPSL)
Payroll Taxes
Federal Payroll Taxes
State Payroll Taxes
Total Payroll Taxes 614.08
Health Insurance 660.00
Staff Training&Benefits 3.00
Total EMPLOYEE EXPENSES 9,677.08
EQUIPMENT RENT/REPAIRS
Small Tools 7.50
Computer Repairs&Maintenance
Equipment Leases 14.12
Equipment Repairs&Maintenance 8.20
Total EQUIPMENT RENT/REPAIRS 29.82
INTEREST EXPENSE
Finance Charge
Mortgage Interest
Total INTEREST EXPENSE
OPERATIONAL EXPENSES
Automobile Expense
Automobile Insurance
Bank Account Fees 164.00
Depreciation Expense
Dues&Subscriptions-Assn Dues 11.90
Food&Entertainment 1.50
Disability Insurance
Liability Insurance 80.00
Work Comp Insurance 56.00
Janitorial Exp 271.20
Licenses&Permits 60.00
F-2
Exhibit F
SPECIAL SERVICES COMMUNITY CENTER
PC Yearly
Budgeted Total
Mileage reimbursement-Clovis 8.00
Mileage reimbursement-Kerman 16.50
Mileage reimbursement-Reedley 10.00
Mileage reimbursement•Selma 1B.00
Travel Expenses 42.00
Miscellaneous -
Office Supplies 133.79
Outside Services-Alarm/Shred/Interpreter/Pest 56.08
Postage and Delivery 36.00
Printing&Reproduction 15.00
Telephone 117.60
Utilities-Gas and Electric 290.00
Utilities-Water/Waste 18.58
Total OPERATIONAL EXPENSES 1,406.15
PROFESSIONAL FEES
Accounting 52.00
Computer Services 130.00
Curriculum Development
Human Resource Consulting 24.00
Legal Fees
Security Service 240.00
Total PROFESSIONAL FEES 446.00
TAXES
Property 92.00
Federal 1,100.00
State 400.00
Total TAXES 1.592.00
TOTAL EXPENSES BEFORE FIXED 15,803.93
ASSETS/BUILDING PAYMENTS
Fixed Assets:New Equipment 410.00
Computer Equipment
Computer Software
Office Furniture
Office Equipment
Building Improvements
Leasehold Improvements
Website
410.00
Building Payments
Kerman
Clovis
TOTAL PROGRAM EXPENDITURES 16,213.93
NET PROGRAM PROFIT/LOSS 458.71
^Executive Salary represents executive draws(repo(led as such because of type of business for t+
purposes)
"CV-19 Expense(NPSL)is included in PR budget totals and will Include NPSL for all codes.
F-3
Exhibit G
Insurance Requirements
1. Required Policies
Without limiting the County's right to obtain indemnification from the Contractor or any third
parties, Contractor, at its sole expense, shall maintain in full force and effect the following
insurance policies throughout the term of this Agreement.
(A) Commercial General Liability. Commercial general liability insurance with limits of not
less than Two Million Dollars ($2,000,000) per occurrence and an annual aggregate of
Four Million Dollars ($4,000,000). This policy must be issued on a per occurrence basis.
Coverage must include products, completed operations, property damage, bodily injury,
personal injury, and advertising injury. The Contractor shall obtain an endorsement to
this policy naming the County of Fresno, its officers, agents, employees, and volunteers,
individually and collectively, as additional insureds, but only insofar as the operations
under this Agreement are concerned. Such coverage for additional insureds will apply as
primary insurance and any other insurance, or self-insurance, maintained by the County
is excess only and not contributing with insurance provided under the Contractor's
policy.
(B) Automobile Liability. Automobile liability insurance with limits of not less than One
Million Dollars ($1,000,000) per occurrence for bodily injury and for property damages.
Coverage must include any auto used in connection with this Agreement.
(C)Workers Compensation. Workers compensation insurance as required by the laws of
the State of California with statutory limits.
(D) Employer's Liability. Employer's liability insurance with limits of not less than One
Million Dollars ($1,000,000) per occurrence for bodily injury and for disease.
(E) Professional Liability. Professional liability insurance with limits of not less than One
Million Dollars ($1,000,000) per occurrence and an annual aggregate of Three Million
Dollars ($3,000,000). If this is a claims-made policy, then (1)the retroactive date must
be prior to the date on which services began under this Agreement; (2)the Contractor
shall maintain the policy and provide to the County annual evidence of insurance for not
less than five years after completion of services under this Agreement; and (3) if the
policy is canceled or not renewed, and not replaced with another claims-made policy
with a retroactive date prior to the date on which services begin under this Agreement,
then the Contractor shall purchase extended reporting coverage on its claims-made
policy for a minimum of five years after completion of services under this Agreement.
(F) Molestation Liability. Sexual abuse/ molestation liability insurance with limits of not
less than Two Million Dollars ($2,000,000) per occurrence, with an annual aggregate of
Four Million Dollars ($4,000,000). This policy must be issued on a per occurrence basis.
(G)Cyber Liability. Cyber liability insurance with limits of not less than Two Million Dollars
($2,000,000) per occurrence. Coverage must include claims involving Cyber Risks. The
cyber liability policy must be endorsed to cover the full replacement value of damage to,
alteration of, loss of, or destruction of intangible property (including but not limited to
information or data) that is in the care, custody, or control of the Contractor.
G-1
Exhibit G
Definition of Cyber Risks. "Cyber Risks" include but are not limited to (i) Security
Breach, which may include Disclosure of Personal Information to an Unauthorized Third
Party; (ii) data breach; (iii) breach of any of the Contractor's obligations underExhibit K of
this Agreement; (iv) system failure; (v) data recovery; (vi)failure to timely disclose data
breach or Security Breach; (vii) failure to comply with privacy policy; (viii) payment card
liabilities and costs; (ix) infringement of intellectual property, including but not limited to
infringement of copyright, trademark, and trade dress; (x) invasion of privacy, including
release of private information; (xi) information theft; (xii) damage to or destruction or
alteration of electronic information; (xiii) cyber extortion; (xiv) extortion related to the
Contractor's obligations under this Agreement regarding electronic information, including
Personal Information; (xv) fraudulent instruction; (xvi) funds transfer fraud; (xvii)
telephone fraud; (xviii) network security; (xix) data breach response costs, including
Security Breach response costs; (xx) regulatory fines and penalties related to the
Contractor's obligations under this Agreement regarding electronic information, including
Personal Information; and (xxi) credit monitoring expenses.
2. Additional Requirements
(A) Verification of Coverage. Within 30 days after the Contractor signs this Agreement,
and at any time during the term of this Agreement as requested by the County's Risk
Manager or the County Administrative Office, the Contractor shall deliver, or cause its
broker or producer to deliver, to the County Risk Manager, at 2220 Tulare Street, 16th
Floor, Fresno, California 93721, or HRRiskManagement@fresnocountyca.gov, and by
mail or email to the person identified to receive notices under this Agreement,
certificates of insurance and endorsements for all of the coverages required under this
Agreement.
(i) Each insurance certificate must state that: (1) the insurance coverage has been
obtained and is in full force; (2) the County, its officers, agents, employees, and
volunteers are not responsible for any premiums on the policy; and (3) the
Contractor has waived its right to recover from the County, its officers, agents,
employees, and volunteers any amounts paid under any insurance policy
required by this Agreement and that waiver does not invalidate the insurance
policy.
(ii) The commercial general liability insurance certificate must also state, and include
an endorsement, that the County of Fresno, its officers, agents, employees, and
volunteers, individually and collectively, are additional insureds insofar as the
operations under this Agreement are concerned. The commercial general liability
insurance certificate must also state that the coverage shall apply as primary
insurance and any other insurance, or self-insurance, maintained by the County
shall be excess only and not contributing with insurance provided under the
Contractor's policy.
(iii) The automobile liability insurance certificate must state that the policy covers any
auto used in connection with this Agreement.
G-2
Exhibit G
(iv) The professional liability insurance certificate, if it is a claims-made policy, must
also state the retroactive date of the policy, which must be prior to the date on
which services began under this Agreement.
(v) The technology professional liability insurance certificate must also state that
coverage encompasses all of the Contractor's obligations under this Agreement,
including but not limited to claims involving Cyber Risks, as that term is defined in
this Agreement.
(vi) The cyber liability insurance certificate must also state that it is endorsed, and
include an endorsement, to cover the full replacement value of damage to,
alteration of, loss of, or destruction of intangible property (including but not limited
to information or data) that is in the care, custody, or control of the Contractor.
(B) Acceptability of Insurers. All insurance policies required under this Agreement must be
issued by admitted insurers licensed to do business in the State of California and
possessing at all times during the term of this Agreement an A.M. Best, Inc. rating of no
less than A: VI I.
(C) Notice of Cancellation or Change. For each insurance policy required under this
Agreement, the Contractor shall provide to the County, or ensure that the policy requires
the insurer to provide to the County, written notice of any cancellation or change in the
policy as required in this paragraph. For cancellation of the policy for nonpayment of
premium, the Contractor shall, or shall cause the insurer to, provide written notice to the
County not less than 10 days in advance of cancellation. For cancellation of the policy
for any other reason, and for any other change to the policy, the Contractor shall, or shall
cause the insurer to, provide written notice to the County not less than 30 days in
advance of cancellation or change. The County in its sole discretion may determine that
the failure of the Contractor or its insurer to timely provide a written notice required by
this paragraph is a breach of this Agreement.
(D) County's Entitlement to Greater Coverage. If the Contractor has or obtains insurance
with broader coverage, higher limits, or both, than what is required under this
Agreement, then the County requires and is entitled to the broader coverage, higher
limits, or both. To that end, the Contractor shall deliver, or cause its broker or producer
to deliver, to the County's Risk Manager certificates of insurance and endorsements for
all of the coverages that have such broader coverage, higher limits, or both, as required
under this Agreement.
(E) Waiver of Subrogation. The Contractor waives any right to recover from the County, its
officers, agents, employees, and volunteers any amounts paid under the policy of
worker's compensation insurance required by this Agreement. The Contractor is solely
responsible to obtain any policy endorsement that may be necessary to accomplish that
waiver, but the Contractor's waiver of subrogation under this paragraph is effective
whether or not the Contractor obtains such an endorsement.
(F) County's Remedy for Contractor's Failure to Maintain. If the Contractor fails to keep
in effect at all times any insurance coverage required under this Agreement, the County
may, in addition to any other remedies it may have, suspend or terminate this
G-3
Exhibit G
Agreement upon the occurrence of that failure, or purchase such insurance coverage,
and charge the cost of that coverage to the Contractor. The County may offset such
charges against any amounts owed by the County to the Contractor under this
Agreement.
(G)Subcontractors. The Contractor shall require and verify that all subcontractors used by
the Contractor to provide services under this Agreement maintain insurance meeting all
insurance requirements provided in this Agreement. This paragraph does not authorize
the Contractor to provide services under this Agreement using subcontractors.
G-4
Exhibit H
NOTICE OF CHILD ABUSE REPORTING LAW
The undersigned hereby acknowledges that Penal Code section 11166 and the
contractual obligations between County of Fresno (County) and Contactor(s) related to
provision of alcohol and drug abuse treatment services for Fresno County residents,
require that the undersigned report all known or suspected child abuse or neglect to one
or more of the agencies set forth in Penal Code (P.C.) section (§) 11165.9.
For purposes of the undersigned's child abuse reporting requirements, "child
abuse or neglect" includes physical injury inflicted by other than accidental means upon
a child by another person, sexual abuse as defined in P.C. §11165.1, neglect as defined
in P.C. §11165.2, willful cruelty or unjustifiable punishment as defined in P.C. §11165.3,
and unlawful corporal punishment or injury as defined in P.C. §11165.4.
A child abuse report shall be made whenever the undersigned, in his or her
professional capacity or within the scope of his or her employment, has knowledge of or
observes a child whom the undersigned knows or reasonably suspects has been the
victim of child abuse or neglect. (P.0 §11166.) The child abuse report shall be made to
any police department or sheriff's department (not including a school district police or
security department), or to any county welfare department, including 24 Hour
CARELINE. (See PC §11165.9.)
For purposes of child abuse reporting, a "reasonable suspicion" means that it is
objectively reasonable for a person to entertain a suspicion, based upon facts that could
cause a reasonable person in a like position, drawing, when appropriate, on his or her
training and experience, to suspect child abuse or neglect. The pregnancy of a child
does not, in and of itself, constitute a basis for reasonable suspicion of sexual abuse.
(P.C. §11166(a)(1).)
Substantial penalties may be imposed for failure to comply with these child abuse
reporting requirements.
Further information and a copy of the law may be obtained from the department
head or designee.
I have read and understand the above statement and agree to comply with the
child abuse reporting requirements.
SIGNATURE DATE
H-1
Exhibit
1
National Standards for Culturally and Linguistically
Appropriate Services (CLAS) in Health and Health Care
The National CLAS Standards are intended to advance health equity, improve quality, and help
eliminate health care disparities by establishing a blueprint for health and health care organizations to:
Principal Standard:
1. Provide effective,equitable,understandable,and respectful quality care and services that are responsive to diverse cultural health beliefs and
practices,preferred languages,health literacy,and other communication needs.
Governance,Leadership,and Workforce:
2. Advance and sustain organizational governance and leadership that promotes CLAS and health equity through policy,practices,and
allocated resources.
3. Recruit,promote,and support a culturally and linguistically diverse governance,leadership,and workforce that are responsive to the population in
the service area.
4. Educate and train governance,leadership,and workforce in culturally and linguistically appropriate policies and practices on an ongoing basis.
Communication and Language Assistance:
5. Offer language assistance to individuals who have limited English proficiency and/or other communication needs,at no cost to them,to facilitate
timely access to all health care and services.
6. Inform all individuals of the availability of language assistance services clearly and in their preferred language,verbally and in writing.
7. Ensure the competence of individuals providing language assistance,recognizing that the use of untrained individuals and/or minors as interpreters
should be avoided.
8. Provide easy-to-understand print and multimedia materials and signage in the languages commonly used by the populations in the service area.
Engagement,Continuous Improvement,and Accountability:
9. Establish culturally and linguistically appropriate goals,policies,and management accountability,and infuse them throughout the organization's
planning and operations.
10. Conduct ongoing assessments of the organization's CLAS-related activities and integrate CLAS-related measures into measurement and continuous
quality improvement activities.
11. Collect and maintain accurate and reliable demographic data to monitor and evaluate the impact of CLAS on health equity and outcomes and to
inform service delivery.
12. Conduct regular assessments of community health assets and needs and use the results to plan and implement services that respond to the
cultural and linguistic diversity of populations in the service area.
13. Partner with the community to design,implement,and evaluate policies,practices,and services to ensure cultural and linguistic appropriateness.
14. Create conflict and grievance resolution processes that are culturally and linguistically appropriate to identify,prevent,and resolve conflicts
or complaints.
15. Communicate the organization's progress in implementing and sustaining CLAS to all stakeholders,constituents,and the general public.
/ 1 Think Cultural Health
F
S(_ U.S.Deporfinentof https://www.thinkculturalhealth.hhs.gov/
O M H Health ontl Human Se
1 rvices
Office of Minority Health contact@thinkculturalhealth.hhs.gov
I-1
Exhibit
2
The Case for the National CLAS Standards
Health equity is the attainment of the highest level of health for all people.'Currently,individuals across the United States from various cultural
backgrounds are unable to attain their highest level of health for several reasons,including the social determinants of health,or those conditions in which
individuals are born,grow,live,work,and age,2 such as socioeconomic status,education level,and the availability of health services.3
Though health inequities are directly related to the existence of historical and current discrimination
and social injustice,one of the most modifiable factors is the lack of culturally and linguistically
appropriate services,broadly defined as care and services that are respectful of and responsive to
the cultural and linguistic needs of all individuals.
Of all the forms of
Health inequities result in disparities that directly affect the quality of life for all individuals. Health
disparities adversely affect neighborhoods,communities,and the broader society,thus making inequality, injustice in
the issue not only an individual concern but also a public health concern. In the United States,it health care is the most
has been estimated that the combined cost of health disparities and subsequent deaths due to shocking and inhumane.
inadequate and/or inequitable care is$1.24 trillion.4
Culturally and linguistically appropriate services are increasingly recognized as effective in improving —Dr. Martin Luther King,Jr.
the quality of care and services.5,6 By providing a structure to implement culturally and linguistically
appropriate services,the National CLAS Standards will improve an organization's ability to address
health care disparities.
The National CLAS Standards align with the HHS Action Plan to Reduce Racial and Ethnic Health Disparities'and the National Stakeholder Strategy for
Achieving Health Equity,8 which aim to promote health equity through providing clear plans and strategies to guide collaborative efforts that address racial
and ethnic health disparities across the country.
Similar to these initiatives,the National CLAS Standards are intended to advance health equity,improve quality,and help eliminate health care disparities
by providing a blueprint for individuals and health and health care organizations to implement culturally and linguistically appropriate services.Adoption of
these Standards will help advance better health and health care in the United States.
Bibliography
1. U.S.Department of Health and Human Services,Office of Minority Health(2011).National Partnership for Action to End Health Disparities.Retrieved from http://minorityhealth.hhs.gov/npa
2.World Health Organization.(2012).Social determinants of health.Retrieved from http://www.who.int/social_determinants/en/
3. U.S.Department of Health and Human Services,Office of Disease Prevention and Health Promotion.(2010).Healthy people 2020:Social determinants of health.Retrieved from http://www.
hea lthypeopl e.gov/2020/to picsobjectives2O20/overvi ew.as px?topicid=39
4. LaVeist,T A.,Gaskin,D.J.,&Richard,P(2009).The economic burden of health inequalities in the United States.Retrieved from the Joint Center for Political and Economic Studies website:http://www.
jointeenter.org/sites/default/files/upload/research/files/The%20Economic%2 OBurden%20of%2OHealth%201nequalities%20in%20the%2OUnited%2OStates.pdf
5. Beach,M.C.,Cooper,L.A.,Robinson,K.A.,Price,E.G.,Gary,T.L.,Jenckes,M.W.,Powe,N.R.(2004).Strategies for improving minority healthcare quality.(AHRQ Publication No.04-EO08-02).Retrieved
from the Agency of Healthcare Research and Quality website:http://www.ahrq.gov/downloads/pub/evidence/pdf/minqual/minquai.pdf
6.Goode,T.D.,Dunne,M.C.,&Bronheim,S.M.(2006).The evidence base for cultural and linguistic competency in health care.(Commonwealth Fund Publication No.962).Retrieved from The
Commonwealth Fund website:http://www.commonwealthfund.org/usr_doc/Goode_evidencebasecultiinguisticcomp_962.pdf
7. U.S.Department of Health and Human Services.(2011).HHS action plan to reduce racial and ethnic health disparities:A nation free of disparities in health and health care.Retrieved from http://
minorityhealth.hhs.gov/npa/f les/Plans/HHS/H HS_Plan_complete.pdf
8. National Partnership for Action to End Health Disparities.(2011).National stakeholder strategy for achieving health equity.Retrieved from U.S.Department of Health and Human Services,Office of
Minority Health website:http://www.minorityhealth.hhs.gov/npa/templates/content.aspx?lvl=1&lvlid=33&ID=286
��� 1 Think Cultural Health
F
S(_ U.S.Deportment of https://www.thinkculturalhealth.hhs.gov/
1O M H Health and Human Services
Office of Minority Health contact@thinkculturalhealth.hhs.gov
o��
1-2
Exhibit J
Self-Dealing Transaction Disclosure Form
In order to conduct business with the County of Fresno ("County"), members of a
contractor's board of directors ("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 used 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.
The form must be signed by the board member that is involved in the self-dealing
transaction described in Sections (3) and (4).
J-1
Exhibit J
(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:
J-2
Exhibit K
Data Security
1. Definitions
Capitalized terms used in this Exhibit K have the meanings set forth in this section 1.
(A) "Authorized Employees" means the Contractor's employees who have access to
Personal Information.
(B) "Authorized Persons" means: (i) any and all Authorized Employees; and (ii) any and all
of the Contractor's subcontractors, representatives, agents, outsourcers, and
consultants, and providers of professional services to the Contractor, who have access
to Personal Information and are bound by law or in writing by confidentiality obligations
sufficient to protect Personal Information in accordance with the terms of this Exhibit K.
(C)"Director" means the County's Director of the Department of Behavioral Health or his or
her designee.
(D)"Disclose" or any derivative of that word means to disclose, release, transfer,
disseminate, or otherwise provide access to or communicate all or any part of any
Personal Information orally, in writing, or by electronic or any other means to any person.
(E) "Person" means any natural person, corporation, partnership, limited liability company,
firm, or association.
(F) "Personal Information" means any and all information, including any data, provided, or
to which access is provided, to the Contractor by or upon the authorization of the
County, under this Agreement, including but not limited to vital records, that: (i) identifies,
describes, or relates to, or is associated with, or is capable of being used to identify,
describe, or relate to, or associate with, a person (including, without limitation, names,
physical descriptions, signatures, addresses, telephone numbers, e-mail addresses,
education, financial matters, employment history, and other unique identifiers, as well as
statements made by or attributable to the person); (ii) is used or is capable of being used
to authenticate a person (including, without limitation, employee identification numbers,
government-issued identification numbers, passwords or personal identification numbers
(PINs), financial account numbers, credit report information, answers to security
questions, and other personal identifiers); or (iii) is personal information within the
meaning of California Civil Code section 1798.3, subdivision (a), or 1798.80, subdivision
(e). Personal Information does not include publicly available information that is lawfully
made available to the general public from federal, state, or local government records.
(G)"Privacy Practices Complaint" means a complaint received by the County relating to
the Contractor's (or any Authorized Person's) privacy practices, or alleging a Security
Breach. Such complaint shall have sufficient detail to enable the Contractor to promptly
investigate and take remedial action under this Exhibit K.
(H) "Security Safeguards" means physical, technical, administrative or organizational
security procedures and practices put in place by the Contractor (or any Authorized
Persons) that relate to the protection of the security, confidentiality, value, or integrity of
Personal Information. Security Safeguards shall satisfy the minimal requirements set
forth in section 3(C) of this Exhibit K.
K-1
Exhibit K
(1) "Security Breach" means (i) any act or omission that compromises either the security,
confidentiality, value, or integrity of any Personal Information or the Security Safeguards,
or (ii) any unauthorized Use, Disclosure, or modification of, or any loss or destruction of,
or any corruption of or damage to, any Personal Information.
(J) "Use" or any derivative of that word means to receive, acquire, collect, apply,
manipulate, employ, process, transmit, disseminate, access, store, disclose, or dispose
of Personal Information.
2. Standard of Care
(A) The Contractor acknowledges that, in the course of its engagement by the County under
this Agreement, the Contractor, or any Authorized Persons, may Use Personal
Information only as permitted in this Agreement.
(B) The Contractor acknowledges that Personal Information is deemed to be confidential
information of, or owned by, the County (or persons from whom the County receives or
has received Personal Information) and is not confidential information of, or owned or by,
the Contractor, or any Authorized Persons. The Contractor further acknowledges that all
right, title, and interest in or to the Personal Information remains in the County (or
persons from whom the County receives or has received Personal Information)
regardless of the Contractor's, or any Authorized Person's, Use of that Personal
Information.
(C)The Contractor agrees and covenants in favor of the Country that the Contractor shall:
(i) keep and maintain all Personal Information in strict confidence, using such
degree of care under this section 2 as is reasonable and appropriate to avoid a
Security Breach;
(ii) Use Personal Information exclusively for the purposes for which the Personal
Information is made accessible to the Contractor pursuant to the terms of this
Exhibit K;
(iii) not Use, Disclose, sell, rent, license, or otherwise make available Personal
Information for the Contractor's own purposes or for the benefit of anyone other
than the County, without the County's express prior written consent, which the
County may give or withhold in its sole and absolute discretion; and
(iv) not, directly or indirectly, Disclose Personal Information to any person (an
"Unauthorized Third Party") other than Authorized Persons pursuant to this
Agreement, without the Director's express prior written consent.
(D) Notwithstanding the foregoing paragraph, in any case in which the Contractor believes it,
or any Authorized Person, is required to disclose Personal Information to government
regulatory authorities, or pursuant to a legal proceeding, or otherwise as may be
required by applicable law, Contractor shall (i) immediately notify the County of the
specific demand for, and legal authority for the disclosure, including providing County
with a copy of any notice, discovery demand, subpoena, or order, as applicable,
received by the Contractor, or any Authorized Person, from any government regulatory
authorities, or in relation to any legal proceeding, and (ii) promptly notify the County
K-2
Exhibit K
before such Personal Information is offered by the Contractor for such disclosure so that
the County may have sufficient time to obtain a court order or take any other action the
County may deem necessary to protect the Personal Information from such disclosure,
and the Contractor shall cooperate with the County to minimize the scope of such
disclosure of such Personal Information.
(E) The Contractor shall remain liable to the County for the actions and omissions of any
Unauthorized Third Party concerning its Use of such Personal Information as if they
were the Contractor's own actions and omissions.
3. Information Security
(A) The Contractor covenants, represents and warrants to the County that the Contractor's
Use of Personal Information under this Agreement does and will at all times comply with
all applicable federal, state, and local, privacy and data protection laws, as well as all
other applicable regulations and directives, including but not limited to California Civil
Code, Division 3, Part 4, Title 1.81 (beginning with section 1798.80), and the Song-
Beverly Credit Card Act of 1971 (California Civil Code, Division 3, Part 4, Title 1.3,
beginning with section 1747). If the Contractor Uses credit, debit or other payment
cardholder information, the Contractor shall at all times remain in compliance with the
Payment Card Industry Data Security Standard ("PCI DSS") requirements, including
remaining aware at all times of changes to the PCI DSS and promptly implementing and
maintaining all procedures and practices as may be necessary to remain in compliance
with the PCI DSS, in each case, at the Contractor's sole cost and expense.
(B) The Contractor covenants, represents and warrants to the County that, as of the
effective date of this Agreement, the Contractor has not received notice of any violation
of any privacy or data protection laws, as well as any other applicable regulations or
directives, and is not the subject of any pending legal action or investigation by, any
government regulatory authority regarding same.
(C)Without limiting the Contractor's obligations under section 3(A) of this Exhibit K, the
Contractor's (or Authorized Person's) Security Safeguards shall be no less rigorous than
accepted industry practices and, at a minimum, include the following:
(i) limiting Use of Personal Information strictly to the Contractor's and Authorized
Persons' technical and administrative personnel who are necessary for the
Contractor's, or Authorized Persons', Use of the Personal Information pursuant to
this Agreement;
(ii) ensuring that all of the Contractor's connectivity to County computing systems
will only be through the County's security gateways and firewalls, and only
through security procedures approved upon the express prior written consent of
the Director;
(iii) to the extent that they contain or provide access to Personal Information, (a)
securing business facilities, data centers, paper files, servers, back-up systems
and computing equipment, operating systems, and software applications,
including, but not limited to, all mobile devices and other equipment, operating
systems, and software applications with information storage capability; (b)
K-3
Exhibit K
employing adequate controls and data security measures, both internally and
externally, to protect (1) the Personal Information from potential loss or
misappropriation, or unauthorized Use, and (2) the County's operations from
disruption and abuse; (c) having and maintaining network, device application,
database and platform security; (d) maintaining authentication and access
controls within media, computing equipment, operating systems, and software
applications; and (e) installing and maintaining in all mobile, wireless, or
handheld devices a secure internet connection, having continuously updated
anti-virus software protection and a remote wipe feature always enabled, all of
which is subject to express prior written consent of the Director;
(iv) encrypting all Personal Information at advance encryption standards of Advanced
Encryption Standards (AES) of 128 bit or higher (a) stored on any mobile
devices, including but not limited to hard disks, portable storage devices, or
remote installation, or (b) transmitted over public or wireless networks (the
encrypted Personal Information must be subject to password or pass phrase, and
be stored on a secure server and transferred by means of a Virtual Private
Network (VPN) connection, or another type of secure connection, all of which is
subject to express prior written consent of the Director);
(v) strictly segregating Personal Information from all other information of the
Contractor, including any Authorized Person, or anyone with whom the
Contractor or any Authorized Person deals so that Personal Information is not
commingled with any other types of information;
(vi) having a patch management process including installation of all operating system
and software vendor security patches;
(vii) maintaining appropriate personnel security and integrity procedures and
practices, including, but not limited to, conducting background checks of
Authorized Employees consistent with applicable law; and
(viii) providing appropriate privacy and information security training to Authorized
Employees.
(D) During the term of each Authorized Employee's employment by the Contractor, the
Contractor shall cause such Authorized Employees to abide strictly by the Contractor's
obligations under this Exhibit K. The Contractor shall maintain a disciplinary process to
address any unauthorized Use of Personal Information by any Authorized Employees.
(E) The Contractor shall, in a secure manner, backup daily, or more frequently if it is the
Contractor's practice to do so more frequently, Personal Information received from the
County, and the County shall have immediate, real time access, at all times, to such
backups via a secure, remote access connection provided by the Contractor, through the
Internet.
(F) The Contractor shall provide the County with the name and contact information for each
Authorized Employee (including such Authorized Employee's work shift, and at least one
alternate Authorized Employee for each Authorized Employee during such work shift)
who shall serve as the County's primary security contact with the Contractor and shall be
K-4
Exhibit K
available to assist the County twenty-four (24) hours per day, seven (7) days per week
as a contact in resolving the Contractor's and any Authorized Persons' obligations
associated with a Security Breach or a Privacy Practices Complaint.
(G)The Contractor shall not knowingly include or authorize any Trojan Horse, back door,
time bomb, drop dead device, worm, virus, or other code of any kind that may disable,
erase, display any unauthorized message within, or otherwise impair any County
computing system, with or without the intent to cause harm.
4. Security Breach Procedures
(A) Immediately upon the Contractor's awareness or reasonable belief of a Security Breach,
the Contractor shall (i) notify the Director of the Security Breach, such notice to be given
first by telephone at the following telephone number: 559-600-5900, followed promptly
by email at the following email address: incidents@fresnocountyca.gov (which telephone
number and email address the County may update by providing notice to the
Contractor), and (ii) preserve all relevant evidence (and cause any affected Authorized
Person to preserve all relevant evidence) relating to the Security Breach. The notification
shall include, to the extent reasonably possible, the identification of each type and the
extent of Personal Information that has been, or is reasonably believed to have been,
breached, including but not limited to, compromised, or subjected to unauthorized Use,
Disclosure, or modification, or any loss or destruction, corruption, or damage.
(B) Immediately following the Contractor's notification to the County of a Security Breach, as
provided pursuant to section 4(A) of this Exhibit K, the Parties shall coordinate with each
other to investigate the Security Breach. The Contractor agrees to fully cooperate with
the County, including, without limitation:
(i) assisting the County in conducting any investigation;
(ii) providing the County with physical access to the facilities and operations
affected;
(iii) facilitating interviews with Authorized Persons and any of the Contractor's other
employees knowledgeable of the matter; and
(iv) making available all relevant records, logs, files, data reporting and other
materials required to comply with applicable law, regulation, industry standards,
or as otherwise reasonably required by the County.
To that end, the Contractor shall, with respect to a Security Breach, be solely
responsible, at its cost, for all notifications required by law and regulation, or deemed
reasonably necessary by the County, and the Contractor shall provide a written report of
the investigation and reporting required to the Director within 30 days after the
Contractor's discovery of the Security Breach.
(C) County shall promptly notify the Contractor of the Director's knowledge, or reasonable
belief, of any Privacy Practices Complaint, and upon the Contractor's receipt of that
notification, the Contractor shall promptly address such Privacy Practices Complaint,
including taking any corrective action under this Exhibit K, all at the Contractor's sole
expense, in accordance with applicable privacy rights, laws, regulations and standards.
K-5
Exhibit K
In the event the Contractor discovers a Security Breach, the Contractor shall treat the
Privacy Practices Complaint as a Security Breach. Within 24 hours of the Contractor's
receipt of notification of such Privacy Practices Complaint, the Contractor shall notify the
County whether the matter is a Security Breach, or otherwise has been corrected and
the manner of correction, or determined not to require corrective action and the reason
for that determination.
(D)The Contractor shall take prompt corrective action to respond to and remedy any
Security Breach and take mitigating actions, including but not limiting to, preventing any
reoccurrence of the Security Breach and correcting any deficiency in Security
Safeguards as a result of such incident, all at the Contractor's sole expense, in
accordance with applicable privacy rights, laws, regulations and standards. The
Contractor shall reimburse the County for all reasonable costs incurred by the County in
responding to, and mitigating damages caused by, any Security Breach, including all
costs of the County incurred relation to any litigation or other action described section
4(E) of this Exhibit K.
(E) The Contractor agrees to cooperate, at its sole expense, with the County in any litigation
or other action to protect the County's rights relating to Personal Information, including
the rights of persons from whom the County receives Personal Information.
5. Oversight of Security Compliance
(A) The Contractor shall have and maintain a written information security policy that
specifies Security Safeguards appropriate to the size and complexity of the Contractor's
operations and the nature and scope of its activities.
(B) Upon the County's written request, to confirm the Contractor's compliance with this
Exhibit K, as well as any applicable laws, regulations and industry standards, the
Contractor grants the County or, upon the County's election, a third party on the
County's behalf, permission to perform an assessment, audit, examination or review of
all controls in the Contractor's physical and technical environment in relation to all
Personal Information that is Used by the Contractor pursuant to this Agreement. The
Contractor shall fully cooperate with such assessment, audit or examination, as
applicable, by providing the County or the third party on the County's behalf, access to
all Authorized Employees and other knowledgeable personnel, physical premises,
documentation, infrastructure and application software that is Used by the Contractor for
Personal Information pursuant to this Agreement. In addition, the Contractor shall
provide the County with the results of any audit by or on behalf of the Contractor that
assesses the effectiveness of the Contractor's information security program as relevant
to the security and confidentiality of Personal Information Used by the Contractor or
Authorized Persons during the course of this Agreement under this Exhibit K.
(C)The Contractor shall ensure that all Authorized Persons who Use Personal Information
agree to the same restrictions and conditions in this Exhibit K. that apply to the
Contractor with respect to such Personal Information by incorporating the relevant
provisions of these provisions into a valid and binding written agreement between the
Contractor and such Authorized Persons, or amending any written agreements to
provide same.
K-6
Exhibit K
6. Return or Destruction of Personal Information. Upon the termination of this Agreement,
the Contractor shall, and shall instruct all Authorized Persons to, promptly return to the County
all Personal Information, whether in written, electronic or other form or media, in its possession
or the possession of such Authorized Persons, in a machine readable form used by the County
at the time of such return, or upon the express prior written consent of the Director, securely
destroy all such Personal Information, and certify in writing to the County that such Personal
Information have been returned to the County or disposed of securely, as applicable. If the
Contractor is authorized to dispose of any such Personal Information, as provided in this Exhibit
K, such certification shall state the date, time, and manner (including standard) of disposal and
by whom, specifying the title of the individual. The Contractor shall comply with all reasonable
directions provided by the Director with respect to the return or disposal of Personal Information
and copies of Personal Information. If return or disposal of such Personal Information or copies
of Personal Information is not feasible, the Contractor shall notify the County according,
specifying the reason, and continue to extend the protections of this Exhibit K to all such
Personal Information and copies of Personal Information. The Contractor shall not retain any
copy of any Personal Information after returning or disposing of Personal Information as
required by this section 6. The Contractor's obligations under this section 6 survive the
termination of this Agreement and apply to all Personal Information that the Contractor retains if
return or disposal is not feasible and to all Personal Information that the Contractor may later
discover.
7. Equitable Relief. The Contractor acknowledges that any breach of its covenants or
obligations set forth in this Exhibit K may cause the County irreparable harm for which monetary
damages would not be adequate compensation and agrees that, in the event of such breach or
threatened breach, the County is entitled to seek equitable relief, including a restraining order,
injunctive relief, specific performance and any other relief that may be available from any court,
in addition to any other remedy to which the County may be entitled at law or in equity. Such
remedies shall not be deemed to be exclusive but shall be in addition to all other remedies
available to the County at law or in equity or under this Agreement.
8. Indemnity. The Contractor shall defend, indemnify and hold harmless the County, its
officers, employees, and agents, (each, a "County Indemnitee") from and against any and all
infringement of intellectual property including, but not limited to infringement of copyright,
trademark, and trade dress, invasion of privacy, information theft, and extortion, unauthorized
Use, Disclosure, or modification of, or any loss or destruction of, or any corruption of or damage
to, Personal Information, Security Breach response and remedy costs, credit monitoring
expenses, forfeitures, losses, damages, liabilities, deficiencies, actions, judgments, interest,
awards, fines and penalties (including regulatory fines and penalties), costs or expenses of
whatever kind, including attorneys' fees and costs, the cost of enforcing any right to
indemnification or defense under this Exhibit K and the cost of pursuing any insurance
providers, arising out of or resulting from any third party claim or action against any County
Indemnitee in relation to the Contractor's, its officers, employees, or agents, or any Authorized
Employee's or Authorized Person's, performance or failure to perform under this Exhibit K or
arising out of or resulting from the Contractor's failure to comply with any of its obligations under
this section 8. The provisions of this section 8 do not apply to the acts or omissions of the
County. The provisions of this section 8 are cumulative to any other obligation of the Contractor
to, defend, indemnify, or hold harmless any County Indemnitee under this Agreement. The
provisions of this section 8 shall survive the termination of this Agreement.
K-7
Exhibit K
9. Survival. The respective rights and obligations of the Contractor and the County as stated
in this Exhibit K shall survive the termination of this Agreement.
10. No Third Party Beneficiary. Nothing express or implied in the provisions of in this Exhibit K
is intended to confer, nor shall anything in this Exhibit K confer, upon any person other than the
County or the Contractor and their respective successors or assignees, any rights, remedies,
obligations or liabilities whatsoever.
11. No County Warranty. The County does not make any warranty or representation whether
any Personal Information in the Contractor's (or any Authorized Person's) possession or control,
or Use by the Contractor (or any Authorized Person), pursuant to the terms of this Agreement is
or will be secure from unauthorized Use, or a Security Breach or Privacy Practices Complaint.
K-8