HomeMy WebLinkAboutAgreement A-13-573-1 with WestCare California Inc..pdf Agreement No. 13-573-1 I
1 AMENDMENT I TO AGREEMENT
2 THIS AMENDMENT is made and entered into this 24th day of May , 2016, by
3 and between the COUNTY OF FRESNO, a political subdivision of the State of California, hereinafter
4 referred to as "COUNTY", and WESTCARE CALIFORNIA, INC., whose service address is 611 East
5 Belmont Avenue, Fresno, California, 93701, and whose remit to address is P.O. Box 12107 Fresno,
6 California, 93776, hereinafter referred to as"CONTRACTOR"(collectively the "parties").
7 WHEREAS, the parties entered into that certain Agreement, identified as COUNTY Agreement
8 No. 13-573, effective September 17, 2013, hereafter referred to as the Agreement; and
9 WHEREAS, CONTRACTOR has agreed to provide outpatient drug free alcohol and substance
10 use disorder treatment services to Fresno County minors between the ages of 12 and 17 years old; and
11 WHEREAS the parties desire to amend the Agreement, regarding changes as stated below and
12 restate the Agreement in its entirety.
13 NOW, THEREFORE, in consideration of their mutual promises, covenants and conditions,
14 hereinafter set forth, the sufficiency of which is acknowledged, the parties agree as follows:
15 1. That the following text in the Agreement, Page Eight(8), beginning with Paragraph
16 Eleven (11), Line Twenty-Two(22)with the word"MODIFICATION"and ending on Page Nine (9)
17 Line One (1) with the word "herein" be deleted and the following inserted in its place:
18 "11. MODIFICATION
19 Any matters of this Agreement may be modified from time to time by the written
20 consent of all the parties without, in any way, affecting the remainder.
21 Notwithstanding the above, changes to services as needed to accommodate
22 changes in the law relating to mental health and substance use disorder treatment, as set forth in Exhibit
23 B, may be made with the signed written approval of COUNTY's DBH Director or designee and
24 CONTRACTOR through an amendment approved by County Counsel and Auditor. Changes to line
25 items in the budget, as set forth in Exhibit C, that do not exceed 10% of the maximum compensation
26 payable to the CONTRACTOR, may be made with the written approval of COUNTY's Department of
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27 Behavioral Health Director, or her designee. Changes to the line items in the budget that exceed 10%of '
28 the maximum compensation payable to the CONTRACTOR, may be made with the signed written
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Fresno, CA
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1 approval of COUNTY's Department of Behavioral Health Director, or her designee through an
2 amendment approved by County Counsel and Auditor. Said budget line item changes shall not result in
3 any change to the annual maximum compensation amount payable to CONTRACTOR, as stated in this
4 Agreement."
5 2. That the following text in the Agreement, Page Thirteen (13), beginning with Paragraph
6 Seventeen (17), Line Two(2)with the word "EVALUATION"and ending on Page Thirteen (13), Line
7 Twelve (12) with the word "review" be deleted and the following inserted in its place:
8 "17. EVALUATION/MONITORING
9 Outcomes—COUNTY's DBH Director, or her designee, and the California Department of
10 Health Care Services (DHCS), or their designees shall monitor and evaluate the performance of
11 CONTRACTOR(S) under this Agreement to determine to the best possible degree the success or failure
12 of the services provided under this Agreement. At the discretion of the COUNTY, a subcontractor may
13 be obtained by the COUNTY to independently evaluate and monitor the performance of the
14 CONTRACTOR. CONTRACTOR shall participate in the evaluation of the program at least quarterly or
15 more frequently as needed, at the discretion of COUNTY.
16 COUNTY shall recapture from CONTRACTOR the value of any services or other
17 expenditures determined to be ineligible based on the COUNTY or State monitoring results. At the
18 discretion of the COUNTY, recoupment can be made through a future invoice reduction or
19 reimbursement by the CONTRACTOR.
20 CONTRACTOR shall participate in a program review of the program at least yearly or
21 more frequently, or as needed, at the discretion of COUNTY. The CONTRACTOR agrees to supply all
22 information requested by the COUNTY, DHCS and/or the subcontractor during the program evaluation,
23 monitoring, and/or review."
24 3. That the following text in the Agreement, Page Fifteen (15), beginning with Paragraph
25 Twenty (20), Line Nine(9) with the word "COMPREHENSIVE"and ending on Page Sixteen(16), Line
26 Fourteen (14) with the link"(http://www.kenminkoff.com/ccisc.html)" be deleted in its entirety. The
27 remaining paragraphs (Paragraph Twenty-One (21) REFERENCES TO LAWS AND RULES to
28 Paragraph Forty-Four(44) ENTIRE AGREEMENT) shall be renumbered sequentially to read as
2 - COUNTY OF FRESNO
Fresno, CA
1 Paragraphs Twenty(20)through Forty-Three (43).
2 4. That the following text in the Agreement, Page Twenty-Nine(29), beginning with
3 Paragraph Twenty-Five (25), Line Seven (7) with the word"SINGLE" and ending on Page Twenty-
4 Nine (29), Line Nineteen (19)with the word "Collector" be deleted and the following inserted in its
5 place:
6 "25. SINGLE AUDIT CLAUSE
7 A. If CONTRACTOR expends Seven Hundred Fifty Thousand Dollars
8 ($750,000.00) or more in Federal and Federal flow-through monies, CONTRACTOR agrees to conduct
9 an annual audit in accordance with the requirements of the Single Audit Standards as set forth in Office
10 of Management and Budget(OMB) Circular A-133. CONTRACTOR shall submit said audit and
11 management letter to COUNTY. The audit must include a statement of findings or a statement that
12 there were no findings. If there were negative findings, CONTRACTOR must include a corrective
13 action plan signed by an authorized individual. CONTRACTOR agrees to take action to correct any
14 material non-compliance or weakness found as a result of such audit. Such audit shall be delivered to
15 COUNTY's Human Services Finance for review within nine (9) months of the end of any fiscal year in
16 which funds were expended and/or received for the program. Failure to perform the requisite audit
17 functions as required by this Agreement may result in COUNTY performing the necessary audit tasks,
18 or at COUNTY's option, contracting with a public accountant to perform said audit, or, may result in the
19 inability of COUNTY to enter into future agreements with CONTRACTOR. All audit costs related to
20 this Agreement are the sole responsibility of CONTRACTOR.
21 B. A single audit report is not applicable if CONTRACTOR's Federal
22 contracts do not exceed the Seven Hundred Fifty Thousand Dollars ($750,000.00) requirement or
23 CONTRACTOR'S only funding is through Drug related Medi-Cal. If a single audit is not applicable, a
24 program audit must be performed and a program audit report with management letter shall be submitted
25 by CONTRACTOR to COUNTY as a minimum requirement to attest to CONTRACTOR's solvency.
26 Said audit report shall be delivered to COUNTY's Human Services Finance for review, no later than
27 nine (9) months after the close of the fiscal year in which the funds supplied through this Agreement are
28 expended. Failure to comply with this Act may result in COUNTY performing the necessary audit tasks
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1 or contracting with a qualified accountant to perform said audit. All audit costs related to this
2 Agreement are the sole responsibility of CONTRACTOR who agrees to take corrective action to
3 eliminate any material noncompliance or weakness found as a result of such audit. Audit work
4 performed by COUNTY under this section shall be billed to the CONTRACTOR at COUNTY's cost, as
5 determined by COUNTY's Auditor-Controller/Treasurer-Tax Collector.
6 C. CONTRACTOR shall make available all records and accounts for
7 inspection by COUNTY, the State of California, if applicable, the Comptroller General of the United
8 States, the Federal Grantor Agency, or any of their duly authorized representatives, at all reasonable
9 times for a period of at least three (3) years following final payment under this Agreement or the closure
10 of all other pending matters, whichever is later."
11 5. That the following text in the Agreement, Page Thirty(30), beginning with Paragraph
12 Twenty-Seven (27) , Section A, Line Fifteen (15), with the word "CONTRACTOR"and ending on Page
13 Thirty(30), Line Nineteen (19)with the word "COUNTY"be deleted in its entirety.The remaining
14 Sections (Section B through Section G) in the Agreement shall be re-lettered sequentially to read as
15 Sections A through F.
16 6. That the following section be inserted into the existing COUNTY Agreement No. 13-573
17 as Paragraph Forty-Three (43). The remaining sections Paragraph Forty-Three (43) and Forty-Four(44)
18 shall be renumbered sequentially to read as Paragraph Forty-Four(44)and Forty-Five (45).
19 "43. TRAFFICKING IN PERSONS PROVISIONS—PRIVATE ENTITY
20 CONTRACTOR shall conform to all Federal statutes and regulations prohibiting
21 trafficking in persons, as well as trafficking-related activities, including, but not limited to the trafficking
22 of persons provisions in Section 106(g) of the Trafficking Victims Protection Act of 2000 (TVPA).
23 CONTRACTOR, CONTRACTOR's employees, subrecipients, and subrecipients'
24 employees may not:
25 A. Engage in severe forms of trafficking in person during the period of time
26 that the award is in effect;
27 B. Procure a commercial sex act during the period of time that the award is in
28 effect; or
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Fresno, CA
1 C. Use forced labor in the performance of the award or subawards under the
2 award.
3 This agreement may be unilaterally terminated, without penalty, if
4 CONTRACTOR or a subrecipient that is a private entity is determined to have violated a prohibition of
5 the TVPA or has an employee who is determined by the DBH Director or her designee to have violated
6 a prohibition of the TVPA through conduct that is either associated with performance under the award or
7 imputed to the CONTRACTOR or their subrecipient using the standards and due process for imputing
8 the conduct of an individual to an organization that are provided in 2 C.F.R. Part 180, "OMB Guidelines
9 to Agencies on Government-wide Debarment and Suspension (Nonprocurement).
10 CONTRACTOR must inform the DBH Director or her designee immediately of
11 any information received from any source alleging a violation of a prohibition of the TVPA."
12 7. COUNTY and CONTRACTOR agree that this Amendment I is sufficient to amend
13 Agreement No. 13-573 and Amendment I together with the Agreement shall be considered the
14 Agreement.
15 8. The Agreement, as hereby amended, is ratified and continued. All provisions, terms,
16 covenants, conditions, and promises contained in the Agreement and not amended herein shall remain in
17 full force and effect. This Amendment II shall be effective upon execution.
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5 COUNTY OF FRESNO
Fresno, CA
1 IN WITNESS WHEREOF,the parties hereto have executed this Amendment I to Agreement No.
2 13-573 as of the day and year first hereinabove written.
3
4 ATTEST:
5
6 CONTRACTOR
7 WESTCARE CALIFORNIA, INC. COUNTY OF FRESNO
8 (�
9 By By -��-
10 Ernest Buddy Mendes, hairman
11 Print Name:
Board of Supervisors
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12. Title: Date: -s - �
13 Chairman of the Board. or
14 President,or any Vice President
15
16 '� ��� ����"4jori+zJ BERNICE E. SEIDEL, Clerk
Board of Supervisors
18 BY �—�- f �—'_ By
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20 Print-Name: ,1_;�` Date; Mow w Aol(p
21 Title: e �nr�-+, ,4ec•.
Secretary of Corporation,
22 any Assistant Secretary, or
23 Chief Financial Officer, or
Assistant Treasurer
24
25 ✓Ma in-Address:
26 WestCare California, Inc.
P'.4. Box 12107
27 Fresno, CA 93776
Attn: Shawn Jenkins, Senior Vice President
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1 APPROVED AS TO LEGAL FORM:
2 DANIEL C. CEDERBORG, COUNTY COUNSEL
4 By1 .
5
6 Date:
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8 APPROVED AS TO ACCOUNTING FORM:
VICKI CROW, C.P.A., AUDITOR-CONTROLLER/
9 TREASURER-TAX COLLECTOR
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11 By
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Date:
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14 REVIEWED AND RECOMMENDED FOR
15 APPROVAL:
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17 t
By
18 Dawan Ut6cht, Director
19 Department of Behavioral Health
20 Date: v
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Fund/Subclass: 0001/10000
24 Account/Program: 7294/0
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