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HomeMy WebLinkAboutAgreement A-19-324 with CDPH.pdf Agreement No. 19-324 State of California—Health and Human Services Agency—California Department of Public Health CDPH 1229(12/2017) CALIFORNIA SEXUALLY TRANSMITTED DISEASES PROGRAM STD Program Management Awarded By THE CALIFORNIA DEPARTMENT OF PUBLIC HEALTH, hereinafter "Department" TO County of Fresno, hereinafter "Grantee" Implementing the project "Congenital Syphilis Prevention," hereinafter "Project" GRANT AGREEMENT NUMBER 18-10698 The Department awards this grant and the Grantee accepts and agrees to use the grant funds as follows: AUTHORITY: The Department has authority to grant funds for the Project under Health and Safety Code Section 131085(a). PURPOSE: The Department shall provide a grant to and for the benefit of the Grantee. The purpose of the grant is to implement congenital syphilis (CS) prevention activities to ensure investigation, case management, linkage to treatment, and partner services for pregnant women with syphilis; ensure delivery outcomes are documented and neonates exposed to syphilis receive appropriate case management, testing, and treatment; conduct CS Morbidity and Mortality Reviews on syphilis cases with missed opportunities for prevention; partner with correctional settings to conduct syphilis screening in jails; conduct provider detailing to improve provider awareness about CS; participate in a local quality improvement event to improve local processes for syphilis investigation; and participate in state CS meetings, including a joint meeting with Maternal, Child, and Adolescent Health partners to build capacity and enhance cross-jurisdictional communication. GRANT AMOUNT: The maximum amount payable under this grant shall not exceed seven hundred thousand dollars ($700,000). TERM OF GRANT AGREEMENT: The term of the grant shall begin on January 1, 2019 and terminates on December 31, 2023. No funds may be requested or invoiced for work performed or costs incurred after December 31, 2023. Page 1 of 4 State of California—Health and Human Services Agency—California Department of Public Health CDPH 1229(12/2017) PROJECT REPRESENTATIVES: The Project Representatives during the term of this grant will be: California Department of Public Health Grantee: County of Fresno Name: Karlo Estacio Name: Mario Hernandez Chief, Business Operations Staff Analyst I Support Section Address: P.O. Box 997377, MS 7320 Address: 1221 Fulton Street City, Zip: Sacramento, CA 95899-7377 City, Zip: Fresno, CA 93721 Phone: (916) 552-9820 Phone: (559) 600-9307 Fax: (916) 440-5106 Fax: (559) 600-7601 Email: Karlo.Estacio(a-)-cdph.ca.gov Email: mariohernandez(g7fresnocountyca.gov Direct all inquiries to: California Department of Public Health Grantee: County of Fresno STD Control Branch Attention: Christine Johnson Name: Mario Hernandez Grant Manager Staff Analyst I Address: P.O. Box 997377, MS 7320 Address: 1221 Fulton Street City, Zip: Sacramento, CA 95899-7377 City, Zip: Fresno, CA 93721 Phone: (916) 552-9796 Phone: (559) 600-9307 Fax: (916) 636-6454 Fax: (559) 600-7601 Email: Christi ne.Johnson(a-)_cd ph.ca.gov Email: mariohernandez(a-)-fresnocountyca.gov Either party may change its Project Representative upon written notice to the other party. Page 2 of 4 State of California—Health and Human Services Agency—California Department of Public Health CDPH 1229(12/2017) All payments from CDPH to the Grantee shall be sent to the following address: Grantee: County of Fresno Attention "Cashier:"Bruna Chavez DPH Business Manager Address: P.O. Box 11800 City, Zip: Fresno, CA 93775-1800 Phone: (559) 600-6438 Fax: (559) 600-7692 Email: dphboap(a)fresnocountyca.gov STANDARD PROVISIONS. The following exhibits are attached and made a part of this grant by this reference: Exhibit A SCOPE OF WORK Exhibit B BUDGET DETAIL AND PAYMENT PROVISIONS Exhibit C STANDARD GRANT CONDITIONS Exhibit D ADDITIONAL PROVISIONS Exhibit F FEDERAL TERMS AND CONDITIONS Exhibit G CONTRACTOR'S RELEASE GRANTEE REPRESENTATIONS: The Grantee(s) accept all terms, provisions, and conditions of this grant, including those stated in the Exhibits incorporated by reference above. The Grantee(s) shall fulfill all assurances and commitments made in the application, declarations, other accompanying documents, and written communications (e.g., e-mail, correspondence) filed in support of the request for grant funding. The Grantee(s) shall comply with and require its contractors and subcontractors to comply with all applicable laws, policies, and regulations. Page 3 of 4 State 011 California—HAMM and Hurnan Services Agam.y—CzVorma Department of Public HeaNh COPH 1229(12120171, IN WITNESS THEREOF, the parties have executed this Grant on the dates set forth below. Executed By; Date: ATTEST: Nathan Magsig, Chairperson BERNICE E.SEIDEL Board of Supervisors Clerk of the Board of Supervaors County of Fresno County of Fresno,State of California 2281 Tulare Street, Room 301 By Fresno, CA 93721 Deputy Date: Marshay Gregory, Chief o c Contracts Management Unit California Department of Public Health 1616 Capitol Avenue, Suite 74.262 P,O, Box 997377, MS 1800- 18G4 Sacramento, CA 95899-7377 Page 4 of 4 County of Fresno 18-10698 Page 1 of 4 Exhibit A Scope of Work 1. Service Overview The Grantee will implement evidence-based public health activities to proactively address the rise in congenital syphilis (CS)cases within the local health jurisdiction. Key strategic targets for CS prevention and control include: robust case management for pregnant females with syphilis and CS cases; conducting Morbidity and Mortality Reviews of CS cases to identify missed opportunities for prevention; collaborating with CDPH program staff on a quality improvement project aimed at improving health department syphilis processes; partnering with correctional facilities to implement syphilis screening in jails; and providing education to priority prenatal care providers and birthing hospitals to enhance screening and treatment practices. 2. Service Location The services shall be performed at applicable facilities in the County of Fresno. 3. Service Hours The services shall be primarily provided Monday through Friday, from 8:00 a.m. to 5:00 p.m. and include evenings, weekends, and holidays as needed. 4. Services to be Performed Activities Performance Indicators/Deliverables Timeline *Indicators that CDPH will monitor. A. Conduct comprehensive case . Number of pregnant females with syphilis 01/01/19 — management for pregnant females who receive case management. 12/31/23 with syphilis and infants exposed to . Description of collaboration with local or infected with syphilis (e.g. assist Maternal, Child, and Adolescent Health women throughout pregnancy and (MCAH) program on case management ensure their infants receive for high-risk pregnant women with syphilis appropriate evaluation and and their infants. treatment for syphilis and linkage to . Proportion of females with syphilis with needed health and social services): pregnancy status documented (not 1. Follow pregnant females with missing or unknown).* syphilis until delivery and . Proportion of pregnant female syphilis document birth outcome. cases (all stages)with documentation of 2. Link pregnant females with pregnancy outcome, either from the syphilis to prenatal care and female case's clinical tab or via linkage other services, as appropriate, with a CS case report form.* throughout pregnancy. . Proportion of pregnant female syphilis 3. Confirm all neonates potentially cases who did not deliver a baby with CS exposed to syphilis are (CS Prevention Ratio).* evaluated with a quantitative . Proportion of congenital syphilis cases rapid plasma reagin (RPR)and (confirmed and probable) treated with 10 have a comprehensive physical days of IV penicillin.* examination for evidence of CS, County of Fresno 18-10698 Page 2 of 4 Exhibit A Scope of Work Activities Performance Indicators/Deliverables Timeline *Indicators that CDPH will monitor. per CDC STD Treatment . Proportion of congenital syphilis cases Guidelines, and are (stillbirth, confirmed,and probable) with appropriately treated. appropriate infant clinical evaluation per 4. Follow neonates potentially CDC recommendations.* exposed to syphilis to confirm . Proportion of congenital syphilis cases and document follow-up (confirmed and probable) with appropriate quantitative RPR testing, until infant treatment per CDC tests become nonreactive. recommendations.* 5. Collaborate with local MCAH program to determine if pregnant females with syphilis and their infants are eligible for existing MCAH case management programs, and ensure non-duplicated case management for high-risk pregnant women across STD and MCAH programs. B. Partner with program staff at CDPH . Description of collaborative QI project(s).* 01/01/19 — to identify and implement at least . Description of QI project(s) associated 12/31/23 one quality improvement (QI) outcomes.* project to improve outcomes related to congenital syphilis prevention. C. Maintain CS Morbidity and Mortality . Meeting frequency 01/01/19 — (M&M) Review Boards: . Description of staff in attendance 12/31/23 1. Analyze all CS cases and . Number of cases reviewed prepare for discussion. Proportion of cases reviewed 2. Coordinate monthly meetings to Description of local criteria used for case conduct M&M case review with selection key staff, Grantee leadership, Number of missed opportunities and partners. identified 3. Prepare follow-up action plan Description of missed opportunities after each meeting and ensure identified follow-through of action items Number of action items identified are identified. Description of action items identified 4. Collaborate with local MCAH to • determine if congenital syphilis Number of follow-up items conducted cases are eligible to be Description of collaboration with local included in existing Fetal Infant MCAH program on congenital syphilis Mortality Reviews (FIMR) and case reviews share resources between CS M&M review boards & FIMR. County of Fresno 18-10698 Page 3 of 4 Exhibit A Scope of Work Activities Performance Indicators/Deliverables Timeline *Indicators that CDPH will monitor. D. Strengthen partnerships with local . Data elements delineated in the data 01/01/19 — correctional settings to enhance dictionary for syphilis screening and 12/31/23 syphilis case finding. treatment activities. 1. Enhance awareness of . Proportion of females of childbearing correctional staff regarding age who are screened for syphilis in jail syphilis and CS increases, facility.* highlighting links to correctional . Proportion of females of childbearing setting. age who are positive for syphilis in jail 2. Implement routine syphilis facility.* screening for females of . Proportion of females of childbearing childbearing age booked into age who are identified to be new syphilis local jail facilities. infections via matching to surveillance data.* • Proportion of females of childbearing age who are treated for syphilis in jail facility.* • Treatment timeliness and adequacy among females of childbearing age in jail facility.* E. Enhance awareness and the • Number of providers engaged 01/01/19 — quality of care for syphilis and CS . Description of provider selection criteria 12/31/23 in high priority prenatal care clinics . Type of providers visited and birthing hospitals. . Change in provider knowledge/practices 1. Collaborate with STD Control . Description of collaboration with local Branch in the development of a MCAH program on provider engagement provider engagement and efforts targeted evaluation plan. . Proportion of females with timely and 2. Implement provider adequate syphilis treatment, pre-post engagement including, but not intervention* limited to, provider detailing, in- service or grand rounds presentations, and/or clinical trainings. 3. Evaluate the activities through mechanisms such as monitoring surveillance outcomes pre-post intervention and surveying providers to assess changes in knowledge and practice. 4. Collaborate with local MCAH program to include Comprehensive Perinatal Services Program (CPSP) County of Fresno 18-10698 Page 4 of 4 Exhibit A Scope of Work Activities Performance Indicators/Deliverables Timeline *Indicators that CDPH will monitor. providers in provider engagement efforts. F. Participate in syphilis and Attendance of at least one 01/01/19 — congenital syphilis prevention representative at annual, statewide in- 12/31/23 forums,trainings and web meetings person meetings (e.g., Syphilis Summit, in order to build capacity and joint meetings with Maternal, Child and enhance cross-jurisdictional Adolescent Health partners).* communication. Number of cross-jurisdictional communications (e.g., informal meetings, work group meetings).* 5. Summary of Required Reports and Data Frequency Timeframe Deadline Activities Annual 01/01/2019 — 12/31/2019 01/31/2020 A-F 01/01/2020 — 12/31/2020 01/31/2021 01/01/2021 — 12/31/2021 01/31/2022 01/01/2022 — 12/31/2022 01/31/2023 01/01/2023 — 12/31/2023 12/31/2023 County of Fresno 18-10698 Page 1 of 2 Exhibit B Budget Detail and Payment Provisions 1. Invoicing and Payment A. Upon completion of project activities as provided in Exhibit A, Scope of Work, and upon receipt and approval of the invoices, the State agrees to reimburse the Grantee for activities performed and expenditures incurred in accordance with the costs specified herein. B. Invoices shall include the grant number and shall be submitted not more frequently than quarterly in arrears to: Christine Johnson California Department of Public Health STD Control Branch MS 7320 P.O. Box 997377 Sacramento, CA 95899-7377 C. Invoices shall: 1) Be prepared on Grantee letterhead. If invoices are not on produced letterhead, invoices must be signed by an authorized official, employee, or agent certifying that the expenditures claimed represent activities performed and are in accordance with Exhibit A, Scope of Work, under this grant. 2) Bear the Grantee's name as shown on the grant. 3) Identify the billing and/or performance period covered by the invoice. 4) Itemize costs for the billing period in the same or greater level of detail as indicated in this grant. Subject to the terms of this grant, reimbursement may only be sought for those costs and/or cost categories expressly identified as allowable in this agreement and approved by CDPH. 2. Budget Contingency Clause A. It is mutually agreed that if the Budget Act of the current year and/or any subsequent years covered under this agreement does not appropriate sufficient funds for the program,this agreement shall be of no further force and effect. In this event, the State shall have no liability to pay any funds whatsoever to the Grantee or to furnish any other considerations under this agreement and the Grantee shall not be obligated to fulfill any provisions of this agreement. B. If funding for any fiscal year is reduced or deleted by the Budget Act for purposes of this program, the State shall have the option to either cancel this agreement with no liability occurring to the State, or offer an agreement amendment to the Grantee to reflect the reduced amount. County of Fresno 18-10698 Page 2 of 2 Exhibit B Budget Detail and Payment Provisions 3. Prompt Payment Clause Payment will be made in accordance with, and within the time specified in, Government Code Chapter 4.5, commencing with Section 927. 4. Amounts Payable The amount payable under this grant shall not exceed $700,000. 5. Timely Submission of Final Invoice A. A final undisputed invoice shall be submitted for payment no more than sixty (60) calendar days following the expiration or termination date of this grant, unless a later or alternate deadline is agreed to in writing by the program Grant Manager. Said invoice should be clearly marked "Final Invoice," indicating that all payment obligations of the State under this grant have ceased and that no further payments are due or outstanding. B. The State may, at its discretion, choose not to honor any delinquent final invoice if the Grantee fails to obtain prior written State approval of an alternate final invoice submission deadline. 6. Travel and Per Diem Reimbursement Any reimbursement for necessarytravel and per diem shall be at the rates currently in effect as established by the California Department of Human Resources (CaIHR). 7. Use of Funds/Supplanting A. These funds shall be used to supplement and enhance existing local STD program activities and services and shall not replace existing services and activities or prevent the addition of new services and activities, and does not duplicate reimbursement of costs and services received from local funds or other sources. County of Fresno Grant 18-10698 Pagel of 4 EXHIBIT C STANDARD GRANT CONDITIONS 1. APPROVAL: This Grant is of no force or effect until signed by both parties and approved by the Department of General Services, if required. The Grantee may not commence performance until such approval has been obtained 2. AMENDMENT: No amendment or variation of the terms of this Grant shall be valid unless made in writing, signed by the parties, and approved as required. No oral understanding or Agreement not incorporated in the Grant is binding on any of the parties. In no case shall the Department materially alter the scope of the Project set forth in Exhibit A. 3. ASSIGNMENT: This Grant is not assignable by the Grantee, either in whole or in part, without the written consent of the Grant Manager in the form of a written amendment to the Grant. 4. AUDIT: Grantee agrees that the Department,the Bureau of State Audits, or their designated representative shall have the right to review and to copy any records and supporting documentation pertaining to this Grant. Grantee agrees to maintain such records for a possible audit for a minimum of three (3) years after final payment or completion of the project funded with this Grant, unless a longer period of records retention is stipulated. Grantee agrees to allow the auditor(s) access to such records during normal business hours and to allow interviews of any employees who might reasonably have information related to such records. Further, Grantee agrees to include a similar right of the State to audit records and interview staff in any subcontract related to the project. 5. CONFLICT OF INTEREST: Grantee certifies that it is in compliance with all applicable state and/or federal conflict of interest laws. 6. INDEMNIFICATION: Grantee agrees to indemnify, defend and save harmless the State, its officers, agents and employees from any and all claims and losses accruing or resulting to any and all contractors,subcontractors, suppliers, laborers, and any other person,firm or corporation furnishing or supplying work services, materials,or supplies in connection with the project, and from any and all claims and losses accruing or resulting to any person, firm or corporation who may be injured or damaged by Grantee in the performance of any activities related to the Project. 7. FISCAL MANAGEMENT SYSTEMSAND ACCOUNTING STANDARDS: Grantee agrees that, at a minimum, its fiscal control and accounting procedures will be sufficient to permit tracing of all grant funds to a level of expenditure adequate to establish that such funds have not been used in violation of any applicable state or federal law, or the provisions of this Grant. Grantee further agrees that it will maintain separate Project accounts in accordance with generally accepted accounting principles. 8. GOVERNING LAW: This Grant is governed by and shall be interpreted in accordance with the laws of the State of California. County of Fresno Grant 18-10698 Page 2 of 4 9. INCOME RESTRICTIONS: Grantee agrees that any refunds, rebates, credits,or other amounts (including any interest thereon) accruing to or received by the Grantee under this Grant shall be paid by the Grantee to the Department,to the extent that they are properly allocable to costs for which the Grantee has been reimbursed by the Department under this Grant. 10. INDEPENDENT CONTRACTOR: Grantee, and its agents and employees of Grantee, in the performance of the Project, shall act in an independent capacity and not as officers, employees or agents of the Department. 11. MEDIA EVENTS: Grantee shall notify the Department's Grant Manager in writing at least twenty(20)working days before any public or media event publicizing the accomplishments and/or results of the Project and provide the opportunity for attendance and participation by Department's representatives. 12. NO THIRD-PARTY RIGHTS: The Department and Grantee do not intend to create any rights or remedies for any third- party as a beneficiary of this Grant or the project. 13. NOTICE: Grantee shall promptly notify the Department's Grant Manager in writing of any events, developments or changes that could affect the completion of the project or the budget approved for this Grant. 14. PROFESSIONALS:Grantee agrees that only licensed professionals will be used to perform services under this Grant where such services are called for. 15. RECORDS: Grantee certifies that it will maintain Project accounts in accordance with generally accepted accounting principles. Grantee further certifies that it will comply with the following conditions for a grant award as set forth in the Grant. A. Establish an official file for the Project which shall adequately document all significant actions relative to the Project; B. Establish separate accounts which will adequately and accurately depict all amounts received and expended on this Project, including all grant funds received under this Grant; C. Establish separate accounts which will adequately depict all income received which is attributable to the Project, especially including any income attributable to grant funds disbursed under this Grant; D. Establish an accounting system which will adequately depict final total costs of the Project, including both direct and indirect costs; and, E. Establish such accounts and maintain such records as may be necessary for the state to fulfill federal reporting requirements, including any and all reporting requirements under federal tax statutes or regulations. 16. RELATED LITIGATION: Under no circumstances may Grantee use funds from any disbursement under this Grant to pay for costs associated with any litigation between the Grantee and the Department. County of Fresno Grant 18-10698 Page 3 of 4 17. RIGHTS IN DATA: Grantee and the Department agree that all data, plans, drawings, specifications, reports, computer programs, operating manuals, notes, and other written or graphic work submitted under Exhibit A in the performance of the Project funded by this Grant shall be in the public domain. Grantee may disclose, disseminate and use in whole or in part, any final form data and information received, collected,and developed under this Project, subject to appropriate acknowledgment of credit to the Department for financial support. Grantee shall not utilize the materials submitted to the Department(except data) for any profit making venture or sell or grant rights to a third-party who intends to do so. The Department has the right to use submitted data for all governmental purposes. 18. VENUE: The Department and Grantee agree that any action arising out of this Grant shall be filed and maintained in the Superior Court, California. Grantee waives any existing sovereign immunityfor the purposes of this Grant, if applicable. 19. STATE-FUNDED RESEARCH GRANTS: A. Grantee shall provide for free public access to any publication of a department-funded invention or department-funded technology. Grantee further agrees to all terms and conditions required by the California Taxpayer Access to Publicly Funded Research Act (Chapter 2.5 (commencing with Section 13989) of Part 4.5 of Division 3 of Title 2 of the Government Code). B. As a condition of receiving the research grant, Grantee agrees to the following terms and conditions which are set forth in Government Code section 13989.6 ("Section 13989.E"): 1) Grantee is responsible for ensuring that any publishing or copyright agreements concerning submitted manuscripts fully com ply with Section 13989.6. 2) Grantees shall report to the Department the final disposition of the research grant, including, but not limited to, if it was published, when it was published, where it was published, when the 12-month time period expires, and where the manuscript will be available for open access. 3) For a manuscript that is accepted for publication in a peer-reviewed journal, the Grantee shall ensure that an electronic version of the peer-reviewed manuscript is available to the department and on an appropriate publicly accessible database approved by the Department, including, but not limited to, the University of California's eScholarship Repository at the California Digital Library, PubMed Central, or the California Digital Open Source Library, to be made publicly available not later than 12 months after the official date of publication. Manuscripts submitted to the California Digital Open Source Library shall be exempt from the requirements in subdivision (b) of Section 66408 of the Education Code. Grantee shall make reasonable efforts to complywith this requirement by ensuring that their manuscript is accessible on an approved publicly accessible database,and notifying the Department that the manuscript is available on a department-approved database. If Grantee is unable to ensure that their manuscript is accessible on an approved publicly accessible database, Grantee may comply by providing the manuscript to the Department not later than 12 months after the official date of publication. County of Fresno Grant 18-10698 Page 4 of 4 4) For publications other than those described inparagraph 6.3 above„ including meeting abstracts, Grantee shall comply by providing the manuscript to the Department not later than 12 months after the official date of publication. 5) Grantee is authorized to use grant money for publication costs, including fees charged by a publisher for color and page charges,or fees for digital distribution. CCC 04/2017 CERTIFICATION I, the official named below, CERTIFY UNDER PENALTY OF PERJURY that I am duly authorized to legally bind the prospective Contractor to the clause(s) listed below. This certification is made under the laws of the State of California. Contractor/Bidder Firm Name (Printed) Federal ID Number County of Fresno 94-6000512 o By (Authorized Sign1\ t y � 3 U ' ao Q `� �° Panted Name and e i w o U, nd Title of Person Signing FU o N Nathan Magsig, Chairman of the Board of Supervisors of the County of Fresno m _._.............._...........__ --_..____. ._.___..____. _.__.._._......._.........._..___.___-._.....____ Ww o nExecuted Executed in the County of r- ,e - 9 - Fresno W Z ,c c QmUU m CONTRACTOR CERTIFICATION CLAUSES 1. STATEMENT OF COMPLIANCE: Contractor has, unless exempted, complied with the nondiscrimination program requirements. (Gov. Code §12990 (a-f) and CCR, Title 2, Section 11102) (Not applicable to public entities.) 2. DRUG-FREE WORKPLACE REQUIREMENTS: Contractor will comply with the requirements of the Drug-Free Workplace Act of 1990 and will provide a drug-free workplace by taking the following actions: a. Publish a statement notifying employees that unlawful manufacture, distribution, dispensation, possession or use of a controlled substance is prohibited and specifying actions to be taken against employees for violations. b. Establish a Drug-Free Awareness Program to inform employees about: 1) The dangers of drug abuse in the workplace; 2) The person's or organization's policy of maintaining a drug- free workplace; 3) Any available counseling, rehabilitation and employee assistance programs; and, 4) Penalties that may be imposed upon employees for drug abuse violations. C. Every employee who works on the proposed Agreement will: 1) Receive a copy of the company's drug-free workplace policy statement; and, 2) Agree to abide by the terms of the company's statement as a condition of employment on the Agreement. Failure to comply with these requirements may result in suspension of payments under the Agreement or termination of the Agreement or both and Contractor may be ineligible for award of any future State agreements if the department determines that any of the following has occurred: the Contractor has made false certification, or violated the certification by failing to carry out the requirements as noted above. (Gov. Code §8350 et seq.) 3. NATIONAL LABOR RELATIONS BOARD CERTIFICATION: Contractor certifies that no more than one (1) final unappealable finding of contempt of court by a Federal court has been issued against Contractor within the immediately preceding two-year period because of Contractor's failure to comply with an order of a Federal court, which orders Contractor to comply with an order of the National Labor Relations Board. (Pub. Contract Code §10296) (Not applicable to public entities.) 4. CONTRACTS FOR LEGAL SERVICES $50,000 OR MORE- PRO BONO REQUIREMENT: Contractor hereby certifies that Contractor will comply with the requirements of Section 6072 of the Business and Professions Code, effective January 1, 2003. Contractor agrees to make a good faith effort to provide a minimum number of hours of pro bono legal services during each year of the contract equal to the lessor of 30 multiplied by the number of full time attorneys in the firm's offices in the State, with the number of hours prorated on an actual day basis for any contract period of less than a full year or 10% of its contract with the State. Failure to make a good faith effort may be cause for non-renewal of a state contract for legal services, and may be taken into account when determining the award of future contracts with the State for legal services. 5. EXPATRIATE CORPORATIONS: Contractor hereby declares that it is not an expatriate corporation or subsidiary of an expatriate corporation within the meaning of Public Contract Code Section 10286 and 10286.1, and is eligible to contract with the State of California. 6. SWEATFREE CODE OF CONDUCT: a. All Contractors contracting for the procurement or laundering of apparel, garments or corresponding accessories, or the procurement of equipment, materials, or supplies, other than procurement related to a public works contract, declare under penalty of perjury that no apparel, garments or corresponding accessories, equipment, materials, or supplies furnished to the state pursuant to the contract have been laundered or produced in whole or in part by sweatshop labor, forced labor, convict labor, indentured labor under penal sanction, abusive forms of child labor or exploitation of children in sweatshop labor, or with the benefit of sweatshop labor, forced labor, convict labor, indentured labor under penal sanction, abusive forms of child labor or exploitation of children in sweatshop labor. The contractor further declares under penalty of perjury that they adhere to the Sweatfree Code of Conduct as set forth on the California Department of Industrial Relations website located at www.dir.ca.gov, and Public Contract Code Section 6108. b. The contractor agrees to cooperate fully in providing reasonable access to the contractor's records, documents, agents or employees, or premises if reasonably required by authorized officials of the contracting agency, the Department of Industrial Relations, or the Department of Justice to determine the contractor's compliance with the requirements under paragraph (a). 7. DOMESTIC PARTNERS: For contracts of $100,000 or more, Contractor certifies that Contractor is in compliance with Public Contract Code section 10295.3. 8. GENDER IDENTITY: For contracts of $100,000 or more, Contractor certifies that Contractor is in compliance with Public Contract Code section 10295.35. DOING BUSINESS WITH THE STATE OF CALIFORNIA The following laws apply to persons or entities doing business with the State of California. 1. CONFLICT OF INTEREST: Contractor needs to be aware of the following provisions regarding current or former state employees. If Contractor has any questions on the status of any person rendering services or involved with the Agreement, the awarding agency must be contacted immediately for clarification. Current State Employees (Pub. Contract Code §10410): 1). No officer or employee shall engage in any employment, activity or enterprise from which the officer or employee receives compensation or has a financial interest and which is sponsored or funded by any state agency, unless the employment, activity or enterprise is required as a condition of regular state employment. 2). No officer or employee shall contract on his or her own behalf as an independent contractor with any state agency to provide goods or services. Former State Employees (Pub. Contract Code §10411): 1). For the two-year period from the date he or she left state employment, no former state officer or employee may enter into a contract in which he or she engaged in any of the negotiations, transactions, planning, arrangements or any part of the decision- making process relevant to the contract while employed in any capacity by any state agency. 2). For the twelve-month period from the date he or she left state employment, no former state officer or employee may enter into a contract with any state agency if he or she was employed by that state agency in a policy-making position in the same general subject area as the proposed contract within the 12-month period prior to his or her leaving state service. If Contractor violates any provisions of above paragraphs, such action by Contractor shall render this Agreement void. (Pub. Contract Code §10420) Members of boards and commissions are exempt from this section if they do not receive payment other than payment of each meeting of the board or commission, payment for preparatory time and payment for per diem. (Pub. Contract Code §10430 (e)) 2. LABOR CODE/WORKERS' COMPENSATION: Contractor needs to be aware of the provisions which require every employer to be insured against liability for Worker's Compensation or to undertake self-insurance in accordance with the provisions, and Contractor affirms to comply with such provisions before commencing the performance of the work of this Agreement. (Labor Code Section 3700) 3. AMERICANS WITH DISABILITIES ACT: Contractor assures the State that it complies with the Americans with Disabilities Act (ADA) of 1990, which prohibits discrimination on the basis of disability, as well as all applicable regulations and guidelines issued pursuant to the ADA. (42 U.S.C. 12101 et seq.) 4. CONTRACTOR NAME CHANGE: An amendment is required to change the Contractor's name as listed on this Agreement. Upon receipt of legal documentation of the name change the State will process the amendment. Payment of invoices presented with a new name cannot be paid prior to approval of said amendment. 5. CORPORATE QUALIFICATIONS TO DO BUSINESS IN CALIFORNIA: a. When agreements are to be performed in the state by corporations, the contracting agencies will be verifying that the contractor is currently qualified to do business in California in order to ensure that all obligations due to the state are fulfilled. b. "Doing business" is defined in R&TC Section 23101 as actively engaging in any transaction for the purpose of financial or pecuniary gain or profit. Although there are some statutory exceptions to taxation, rarely will a corporate contractor performing within the state not be subject to the franchise tax. C. Both domestic and foreign corporations (those incorporated outside of California) must be in good standing in order to be qualified to do business in California. Agencies will determine whether a corporation is in good standing by calling the Office of the Secretary of State. 6. RESOLUTION: A county, city, district, or other local public body must provide the State with a copy of a resolution, order, motion, or ordinance of the local governing body which by law has authority to enter into an agreement, authorizing execution of the agreement. 7. AIR OR WATER POLLUTION VIOLATION: Under the State laws, the Contractor shall not be: (1) in violation of any order or resolution not subject to review promulgated by the State Air Resources Board or an air pollution control district; (2) subject to cease and desist order not subject to review issued pursuant to Section 13301 of the Water Code for violation of waste discharge requirements or discharge prohibitions; or (3) finally determined to be in violation of provisions of federal law relating to air or water pollution. 8. PAYEE DATA RECORD FORM STD. 204: This form must be completed by all contractors that are not another state agency or other governmental entity. County of Fresno 18-10698 Page 1 of 4 Exhibit D Additional Provisions 1. Cancellation/Termination A. This grant may be cancelled by CDPH without cause upon thirty (30) calendar days advance written notice to the Grantee. B. CDPH reserves the right to cancel or terminate this grant immediately for cause. The Grantee may submit a written request to terminate this grant only if CDPH substantially fails to perform its responsibilities as provided herein. C. The term "for cause"shall mean that the Grantee fails to meet the terms, conditions, and/or responsibilities of this agreement. Causes for termination include, but are not limited to, the following occurrences: 1) If the Grantee knowingly furnishes any statement, representation, warranty, or certification in connection with the agreement, which representation is materially false, deceptive, incorrect, or incomplete. 2) If the Grantee fails to perform any material requirement of this grant or defaults in performance of this agreement. 3) If the Grantee files for bankruptcy, or if CDPH determines that the Grantee becomes financially incapable of completing this agreement. D. Grant termination or cancellation shall be effective as of the date indicated in CDPH's notification to the Grantee. The notice shall stipulate any final performance, invoicing, or payment requirements. E. In the event of early termination or cancellation, the Grantee shall be entitled to compensation for services performed satisfactorily under this agreement and expenses incurred up to the date of cancellation and any non-cancelable obligations incurred in support of this grant. F. In the event of termination, and at the request of CDPH,the Grantee shall furnish all proposals, specifications,designs, procedures, layouts, copy, and other materials related to the services or deliverables provided under this grant, whether finished or in progress on the termination date. G. The Grantee will not be entitled to reimbursementfor any expenses incurred for services and deliverables pursuant to this agreement after the effective date of termination. County of Fresno 18-10698 Page 2 of 4 Exhibit D Additional Provisions H. Upon receipt of notification of termination of this grant, and except as otherwise specified by CDPH,the Grantee shall: 1) Place no further order or subgrants for materials, services,or facilities. 2) Settle all outstanding liabilities and all claims arising out of such termination of orders and subgrants. 3) Upon the effective date of termination of the grant and the payment by CDPH of all items properly chargeable to CDPH hereunder, Grantee shall transfer, assign,and make available to CDPH all property and materials belonging to CDPH, all rights and claims to any and all reservations, grants, and arrangements with owners of media/PR materials, or others, and shall make available to CDPH all written information regarding CDPH's media/PR materials, and no extra compensation is to be paid to Grantee for its services. 4) Take such action as maybe necessary, or as CDPH may specify, to protect and preserve any property related to this agreement which is in the possession of the Grantee and in which CDPH has or may acquire an interest. I. CDPH may, at its discretion, require the Grantee to cease performance of certain components of the Scope of Work as designated by CDPH and complete performance of other components prior to the termination date of the grant. 2. Avoidance of Conflicts of Interest by Grantee A. CDPH intends to avoid any real or apparent conflict of interest on the part of the Grantee, subgrants, or employees, officers, and directors of the Grantee or subgrants. Thus, CDPH reserves the right to determine, at its sole discretion, whether any information, assertion, or claim received from any source indicates the existence of a real or apparent conflict of interest; and, if a conflict is found to exist, to require the Grantee to submit additional information or a plan for resolving the conflict, subject to CDPH review and prior approval. B. Conflicts of interest include, but are not limited to: 1) An instance where the Grantee or any of its subgrants, or any employee, officer, or director of the Grantee or any subgrant has an interest, financial or otherwise, whereby the use or disclosure of information obtained while performing services under the grant would allow for private or personal benefit or for any purpose that is contrary to the goals and objectives of the grant. County of Fresno 18-10698 Page 3 of 4 Exhibit D Additional Provisions 2) An instance where the Grantee's or any subgrant's employees, officers, or directors use their positions for purposes that are, or give the appearance of being, motivated by a desire for private gain for themselves or others, such as those with whom they have family, business or other ties. C. If CDPH is or becomes aware of a known or suspected conflict of interest, the Grantee will be given an opportunity to submit additional information or to resolve the conflict. A Grantee with a suspected conflict of interest will have five (5) working days from the date of notification of the conflict by CDPH to provide complete information regarding the suspected conflict. If a conflict of interest is determined to exist by CDPH and cannot be resolved to the satisfaction of CDPH, the conflict will be grounds for terminating the grant. CDPH may, at its discretion upon receipt of a written request from the Grantee, authorize an extension of the timeline indicated herein. 3. Dispute Resolution Process A. A Grantee grievance exists whenever there is a dispute arising from CDPH's action in the administration of an agreement. If there is a dispute or grievance between the Grantee and CDPH,the Grantee must seek resolution using the procedure outlined below. 1) The Grantee should first informally discuss the problem with the CDPH Program Grant Manager. If the problem cannot be resolved informally, the Grantee shall direct its grievance together with any evidence, in writing, to the program Branch Chief. The grievance shall state the issues in dispute, the legal authority or other basis for the Grantee's position and the remedy sought. The Branch Chief shall render a decision within ten (10) working days after receipt of the written grievance from the Grantee. The Branch Chief shall respond in writing to the Grantee indicating the decision and reasons therefore. If the Grantee disagrees with the Branch Chief's decision, the Grantee may appeal to the second level. 2) When appealing to the second level, the Grantee must prepare an appeal indicating the reasons for disagreement with Branch Chief's decision. The Grantee shall include with the appeal a copy of the Grantee's original statement of dispute along with any supporting evidence and a copy of the Branch Chief's decision. The appeal shall be addressed to the Deputy Director of the division in which the branch is organized within ten (10) working days from receipt of the Branch Chief's decision. The Deputy Director of the division in which the branch is organized or his/her designee shall meet with the Grantee to review the issues raised. A written decision signed by the Deputy Director of the division in which the County of Fresno 18-10698 Page 4 of 4 Exhibit D Additional Provisions branch is organized or his/her designee shall be directed to the Grantee within twenty(20)working days of receipt of the Grantee's second level appeal. B. If the Grantee wishes to appeal the decision of the Deputy Director of the division in which the branch is organized or his/her designee, the Grantee shall follow the procedures set forth in Division 25.1 (commencing with Section 38050) of the Health and Safety Code and the regulations adopted thereunder. (Title 1, Division 2, Chapter 2, Article 3 (commencing with Section 1140) of the California Code of Regulations). C. Disputes arising out of an audit, examination of an agreement or other action not covered by subdivision (a) of Section 20204, of Chapter 2.1, Title 22, of the California Code of Regulations, and for which no procedures for appeal are provided in statute, regulation or the Agreement, shall be handled in accordance with the procedures identified in Sections 51016 through 51047, Title 22, California Code of Regulations. D. Unless otherwise stipulated in writing by CDPH, all dispute, grievance and/or appeal correspondence shall be directed to the CDPH Grant Manager. E. There are organizational differences within CDPH's funding programs and the management levels identified in this dispute resolution provision may not apply in every contractual situation. When a grievance is received and organizational differences exist, the Grantee shall be notified in writing by the CDPH Grant Manager of the level, name, and/or title of the appropriate management official that is responsible for issuing a decision at a given level. County of Fresno 18-10698 Exhibit F Federal Terms and Conditions (For Federally Funded Grant Agreements) The use of headings or titles throughout this exhibit is for convenience only and shall not be used to interpret or to govern the meaning of any specific term or condition. This exhibit contains provisions that require strict adherence to various contracting laws and policies. Index of Special Terms and Conditions 1. Federal Funds 2. Federal Equal Employment Opportunity Requirements 3. Debarment and Suspension Certification 4. Covenant Against Contingent Fees 5. Air or Water Pollution Requirements 6. Lobbying Restrictions and Disclosure Certification 7. Additional Restrictions 8. Human Subjects Use Requirments 9. Financial and Compliance Audit Requirements 10. Audit and Record Retention 11. Federal Requirements CDPH(rev.07/16) Page 1 of 11 California Department of Public Health — Federal Terms and Conditions Exhibit F 1. Federal Funds (Applicable only to that portion of an agreement funded in part or whole with federal funds.) a. It is mutually understood between the parties that this Grant may have been written before ascertaining the availability of congressional appropriation of funds, for the mutual benefit of both parties, in order to avoid program and fiscal delays which would occur if the Grant were executed after that determination was made. b. This Grant is valid and enforceable only if sufficient funds are made available to the State by the United States Government for the fiscal years covered by the term of this Grant. In addition, this Grant is subject to any additional restrictions, limitations, or conditions enacted by the Congress or any statute enacted by the Congress which may affect the provisions, terms or funding of this Grant in any manner. c. It is mutually agreed that if the Congress does not appropriate sufficient funds for the program, this Grant shall be amended to reflect any reduction in funds. d. CDPH has the option to invalidate or cancel the Grant with 30-days advance written notice or to amend the Grant to reflect any reduction in funds. 2. Federal Equal Opportunity Requirements (Applicable to all federally funded grants entered into by the California Department of Public Health (CDPH) formerly known as California Department of Health Services (CDHS).) a. The Grantee will not discriminate against any employee or applicant for employment because of race, color, religion, sex, national origin, physical or mental handicap, disability, age or status as a disabled veteran or veteran of the Vietnam era. The Grantee will take affirmative action to ensure that qualified applicants are employed, and that employees are treated during employment, without regard to their race, color, religion, sex, national origin, physical or mental handicap, disability, age or status as a disabled veteran or veteran of the Vietnam era. Such action shall include, but not be limited to the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and career development opportunities and selection for training, including apprenticeship. The Grantee agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the Federal Government or CDPH, setting forth the provisions of the Equal Opportunity clause, Section 503 of the Rehabilitation Act of 1973 and the affirmative action clause required by the Vietnam Era Veterans' Readjustment Assistance Act of 1974 (38 U.S.C. 4212). Such notices shall state the Grantee's obligation under the law to take affirmative action to employ and advance in employment qualified applicants without discrimination based on their race, color, religion, sex, national origin physical or mental handicap, disability, age or status as a disabled veteran or veteran of the Vietnam era and the rights of applicants and employees. b. The Grantee will, in all solicitations or advancements for employees placed by or on behalf of the Grantee, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, national origin physical or mental handicap, disability, age or status as a disabled veteran or veteran of the Vietnam era. c. The Grantee will send to each labor union or representative of workers with which it has a collective bargaining agreement or other contract or understanding a notice, to be provided by the Federal Government or the State, advising the labor union or workers' representative of the Grantee's commitments under the provisions herein and shall post copies of the notice in conspicuous places available to employees and applicants for employment. d. The Grantee will comply with all provisions of and furnish all information and reports required by Section 503 of the Rehabilitation Act of 1973, as amended, the Vietnam Era Veterans' Readjustment Assistance Act of 1974 (38 U.S.C. 4212) and of the Federal Executive Order No. 11246 as amended, including by Executive Order 11375, 'Amending Executive Order 11246 Relating to Equal Employment Opportunity,' and as supplemented by regulation at 41 CFR part 60, "Office of the Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor," and of the rules, regulations, and relevant orders of the Secretary of Labor. CDPH(rev.07/16) Page 2 of 11 California Department of Public Health — Federal Terms and Conditions Exhibit F e. The Grantee will furnish all information and reports required by Federal Executive Order No. 11246 as amended, including by Executive Order 11375, 'Amending Executive Order 11246 Relating to Equal Employment Opportunity,' and as supplemented by regulation at 41 CFR part 60, "Office of the Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor," and the Rehabilitation Act of 1973, and by the rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to its books, records, and accounts by the State and its designated representatives and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. f. In the event of the Grantee's noncompliance with the requirements of the provisions herein or with any federal rules, regulations, or orders which are referenced herein, this Agreement may be cancelled, terminated, or suspended in whole or in part and the Grantee may be declared ineligible for further federal and state contracts in accordance with procedures authorized in Federal Executive Order No. 11246 as amended and such other sanctions may be imposed and remedies invoked as provided in Federal Executive Order No. 11246 as amended, including by Executive Order 11375, 'Amending Executive Order 11246 Relating to Equal Employment Opportunity,' and as supplemented by regulation at 41 CFR part 60, "Office of the Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor," or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. g. The Grantee will include the provisions of Paragraphs a through g in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to Federal Executive Order No. 11246 as amended, including by Executive Order 11375, 'Amending Executive Order 11246 Relating to Equal Employment Opportunity,' and as supplemented by regulation at 41 CFR part 60, "Office of the Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor," or Section 503 of the Rehabilitation Act of 1973 or (38 U.S.C. 4212) of the Vietnam Era Veteran's Readjustment Assistance Act, so that such provisions will be binding upon each subGrantee or vendor. The Grantee will take such action with respect to any subcontract or purchase order as the Director of the Office of Federal Contract Compliance Programs or CDPH may direct as a means of enforcing such provisions including sanctions for noncompliance provided, however, that in the event the Grantee becomes involved in, or is threatened with litigation by a subGrantee or vendor as a result of such direction by CDPH, the Grantee may request in writing to CDPH, who, in turn, may request the United States to enter into such litigation to protect the interests of the State and of the United States. 3. Debarmentand Suspension Certification a. By signing this Grant, the Grantee agrees to comply with applicable federal suspension and debarment regulations including, but not limited to 7 CFR Part 3017, 45 CFR 76, 40 CFR 32 or 34 CFR 85. b. By signing this Grant, the Grantee certifies to the best of its knowledge and belief, that it and its principals: (1) Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded by any federal department or agency; (2) Have not within a three-year period preceding this application/proposal/agreement been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, State or local) transaction or contract under a public transaction; violation of Federal or State antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property; (3) Are not presently indicted for or otherwise criminally or civilly charged by a governmental entity (Federal, State or local)with commission of any of the offenses enumerated in Paragraph b(2) herein; and (4) Have not within a three-year period preceding this application/proposal/agreement had one or more public transactions (Federal, State or local)terminated for cause or default. (5) Shall not knowingly enter into any lower tier covered transaction with a person who is proposed for debarment under federal regulations (i.e.,48 CFR part 9, subpart 9.4), debarred, suspended, declared ineligible, or voluntarily excluded from participation in such transaction, unless authorized by the State. CDPH(rev.07/16) Page 3 of 11 California Department of Public Health — Federal Terms and Conditions Exhibit F (6) Will include a clause entitled, "Debarment and Suspension Certification" that essentially sets forth the provisions herein, in all lower tier covered transactions and in all solicitations for lower tier cored transactions. c. If the Grantee is unable to certify to any of the statements in this certification, the Grantee shall submit an explanation to the CDPH Program Contract Manager. d. The terms and definitions herein have the meanings set out in the Definitions and Coverage sections of the rules implementing Federal Executive Order 12549. e. If the Grantee knowingly violates this certification, in addition to other remedies available to the Federal Government, the CDPH may terminate this Agreement for cause or default. 4. Covenant Against Contingent Fees The Grantee warrants that no person or selling agency has been employed or retained to solicit/secure this Grant upon an agreement of understanding for a commission, percentage, brokerage, or contingent fee, except bona fide employees or bona fide established commercial or selling agencies retained by the Grantee for the purpose of securing business. For breach or violation of this warranty, CDPH shall have the right to annul this Grant without liability or in its discretion to deduct from the Grant price or consideration, or otherwise recover, the full amount of such commission, percentage, and brokerage or contingent fee. 5. Air or Water Pollution Requirements Any federally funded grant and/or subgrants in excess of$100,000 must comply with the following provisions unless said grant is exempt under 40 CFR 15.5. a. Government Grantees agree to comply with all applicable standards, orders, or requirements issued under section 306 of the Clean Air Act[42 U.S.C. 1857(h)], section 508 of the Clean Water Act(33 U.S.C. 1368), Executive Order 11738, and Environmental Protection Agency regulations (40 CFR part 15). b. Institutions of higher education, hospitals, nonprofit organizations and commercial businesses agree to comply with all applicable standards, orders, or requirements issued under the Clean Air Act (42 U.S.C. 7401 et seq.), as amended, and the Federal Water Pollution Control Act (33 U.S.C. 1251 et seq.), as amended. 6. Lobbying Restrictions and Disclosure Certification (Applicable to federally funded grants in excess of$100,000 per Section 1352 of the 31, U.S.C.) a. Certification and Disclosure Requirements (1) Each person (or recipient) who requests or receives a grant, subgrant, which is subject to Section 1352 of the 31, U.S.C., and which exceeds $100,000 at any tier, shall file a certification (in the form set forth in Attachment 1, consisting of one page, entitled "Certification Regarding Lobbying") that the recipient has not made, and will not make, any payment prohibited by Paragraph b of this provision. (2) Each recipient shall file a disclosure (in the form set forth in Attachment 2, entitled "Standard Form-LLL `disclosure of Lobbying Activities"') if such recipient has made or has agreed to make any payment using nonappropriated funds (to include profits from any covered federal action) in connection with a grant or any extension or amendment of that grant, which would be prohibited under Paragraph b of this provision if paid for with appropriated funds. (3) Each recipient shall file a disclosure form at the end of each calendar quarter in which there occurs any event that requires disclosure or that materially affect the accuracy of the information contained in any disclosure form previously filed by such person under Paragraph a(2) herein. An event that materially affects the accuracy of the information reported includes: (a) A cumulative increase of$25,000 or more in the amount paid or expected to be paid for influencing or attempting to influence a covered federal action; CDPH(rev.07/16) Page 4 of 11 California Department of Public Health — Federal Terms and Conditions Exhibit F (b) A change in the person(s) or individuals(s) influencing or attempting to influence a covered federal action; or (c) A change in the officer(s), employee(s), or member(s) contacted for the purpose of influencing or attempting to influence a covered federal action. (4) Each person (or recipient) who requests or receives from a person referred to in Paragraph a(1) of this provision a grant or subgrant exceeding $100,000 at any tier under a grant shall file a certification, and a disclosure form, if required, to the next tier above. (5) All disclosure forms (but not certifications) shall be forwarded from tier to tier until received by the person referred to in Paragraph a(1) of this provision. That person shall forward all disclosure forms to CDPH Program Contract Manager. b. Prohibition Section 1352 of Title 31, U.S.C., provides in part that no appropriated funds may be expended by the recipient of a federal contract or agreement, grant, loan, or cooperative agreement to pay any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with any of the following covered federal actions: the awarding of any federal contract or agreement, the making of any federal grant, the making of any federal loan, entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any federal contract or agreement, grant, loan, or cooperative agreement. 7. Additional Restrictions Grantee shall comply with the restrictions under Division F, Title V, Section 503 of the Consolidated Appropriations Act, 2012 (H.R. 2055), which provides that: "SEC. 503.(a) No part of any appropriation contained in this Act or transferred pursuant to section 4002 of Public Law 111-148 shall be used, other than for normal and recognized executive-legislative relationships, for publicity or propaganda purposes,for the preparation, distribution, or use of any kit, pamphlet, booklet, publication, electronic communication, radio, television, or video presentation designed to support or defeat the enactment of legislation before the Congress or any State or local legislature or legislative body, except in presentation to the Congress or any State or local legislature itself, or designed to support or defeat any proposed or pending regulation, administrative action, or order issued by the executive branch of any State or local government, except in presentation to the executive branch of any State or local government itself. (b) No part of any appropriation contained in this Act or transferred pursuant to section 4002 of Public Law 111-148 shall be used to pay the salary or expenses of any grant or contract recipient, or agent acting for such recipient, related to any activity designed to influence the enactment of legislation, appropriations, regulation, administrative action, or Executive order proposed or pending before the Congress or any State government, State legislature or local legislature or legislative body, other than for normal and recognized executive-legislative relationships or participation by an agency or officer of a State, local or tribal government in policymaking and administrative processes within the executive branch of that government. (c) The prohibitions in subsections (a) and (b) shall include any activity to advocate or promote any proposed, pending or future Federal, State or local tax increase, or any proposed, pending, or future requirement or restriction on any legal consumer product, including its sale or marketing, including but not limited to the advocacy or promotion of gun control." 8. Human Subjects Use Requirements (Applicable only to federally funded agreements in which performance, directly or through a subcontract/subaward, includes any tests or examination of materials derived from the human body.) CDPH(rev.07/16) Page 5 of 11 California Department of Public Health — Federal Terms and Conditions Exhibit F By signing this Agreement, Contractor agrees that if any performance under this Agreement or any subcontract or subagreement includes any tests or examination of materials derived from the human body for the purpose of providing information, diagnosis, prevention, treatment or assessment of disease, impairment, or health of a human being, all locations at which such examinations are performed shall meet the requirements of 42 U.S.C. Section 263a (CLIA) and the regulations thereunder. 9. Financial and Compliance Audit Requirements By signing this Agreement, the Contractor/Subcontrac for agrees to abide by all requirements specified in 2 CFR 200, et seq., 2 CFR 400, et seq., and 45 CFR, 75, et seq., as applicable, including but not limited to obtaining an annual audit, and any subsequent federal regulatory additions or revisions. a. The definitions used in this provision are contained in Section 38040 of the Health and Safety Code, which by this reference is made a part hereof. b. Direct service contract means a contract or agreement for services contained in local assistance or subvention programs or both (see Health and Safety [H&S] Code section 38020). Direct service contracts shall not include contracts, agreements, grants, or subventions to other governmental agencies or units of government nor contracts or agreements with regional centers or area agencies on aging (H&S Code section 38030). c. The Contractor, as indicated below, agrees to obtain one of the following audits: (1) If the Contractor is a nonprofit organization (as defined in H&S Code section 38040) and receives $25,000 or more from any State agency under a direct service contract or agreement; the Contractor agrees to obtain an annual single, organization wide, financial and compliance audit. Said audit shall be conducted according to Generally Accepted Auditing Standards. This audit does not fulfill the audit requirements of Paragraph c(3) below. The audit shall be completed by the 15th day of the fifth month following the end of the Contractor's fiscal year, and/or (2) If the Contractor is a nonprofit organization (as defined in H&S Code section 38040) and receives less than $25,000 per year from any State agency under a direct service contract or agreement, the Contractor agrees to obtain a biennial single, organization wide financial and compliance audit, unless there is evidence of fraud or other violation of state law in connection with this Agreement. This audit does not fulfill the audit requirements of Paragraph c(3) below. The audit shall be completed by the 15th day of the fifth month following the end of the Contractor's fiscal year, and/or (3) If the Contractor is a State or Local Government entity or Nonprofit organization (as defined in 2CFR Part 200) and expends $750,000 or more in Federal awards, the Contractor agrees to obtain an annual single, organization wide, financial and compliance audit according to the requirements specified in 2CFR Part 200. An audit conducted pursuant to this provision will fulfill the audit requirements outlined in Paragraphs c(1) and c(2)above. The audit shall be completed by the end of the ninth month following the end of the audit period. The requirements of this provision apply if: (a) The Contractor is a recipient expending Federal awards received directly from Federal awarding agencies, or (b) The Contractor is a subrecipient expending Federal awards received from a pass-through entity such as the State, County or community based organization. (4) If the Contractor submits to CDPH a report of an audit other than a single audit, the Contractor must also submit a certification indicating the Contractor has not expended $750,000 or more in federal funds for the year covered by the audit report. d. Two copies of the audit report shall be delivered to the CDPH program funding this Agreement. The audit report must identify the Contractor's legal name and the number assigned to this Agreement. The audit report shall be due within 30 days after the completion of the audit. Upon receipt of said audit report, the CDPH Program Contract Manager shall forward the audit report to CDPH's Audits and Investigations Unit if the audit report was submitted under Section 16.c(3), unless the audit report is from a City, County, or Special District within the State of California whereby the report will be retained by the funding program. CDPH(rev.07/16) Page 6 of 11 California Department of Public Health — Federal Terms and Conditions Exhibit F e. The cost of the audits described herein may be included in the funding for this Agreement up to the proportionate amount this Agreement represents of the Contractor's total revenue. The CDPH program funding this Agreement must provide advance written approval of the specific amount allowed for said audit expenses. f. The State or its authorized designee, including the Bureau of State Audits, is responsible for conducting agreement performance audits which are not financial and compliance audits. Performance audits are defined by Generally Accepted Government Auditing Standards. g. Nothing in this Agreement limits the State's responsibility or authority to enforce State law or regulations, procedures, or reporting requirements arising thereto. h. Nothing in this provision limits the authority of the State to make audits of this Agreement, provided however, that if independent audits arranged for by the Contractor meet Generally Accepted Governmental Auditing Standards, the State shall rely on those audits and any additional audit work and shall build upon the work already done. i. The State may, at its option, direct its own auditors to perform either of the audits described above. The Contractor will be given advance written notification, if the State chooses to exercise its option to perform said audits. j. The Contractor shall include a clause in any agreement the Contractor enters into with the audit firm doing the single organization wide audit to provide access by the State or Federal Government to the working papers of the independent auditor who prepares the single organization wide audit for the Contractor. k. Federal or state auditors shall have "expanded scope auditing" authority to conduct specific program audits during the same period in which a single organization wide audit is being performed, but the audit report has not been issued. The federal or state auditors shall review and have access to the current audit work being conducted and will not apply any testing or review procedures which have not been satisfied by previous audit work that has been completed. The term "expanded scope auditing" is applied and defined in the U.S. General Accounting Office (GAO) issued Standards for Audit of Government Organizations, Programs, Activities and Functions, better known as the "yellow book". 10. Audit and Record Retention (Applicable to agreements in excess of$10,000.) a. The Contractor shall maintain books, records, documents, and other evidence, accounting procedures and practices, sufficient to properly reflect all direct and indirect costs of whatever nature claimed to have been incurred in the performance of this Agreement, including any matching costs and expenses. The foregoing constitutes "records" for the purpose of this provision. b. The Contractor's facility or office or such part thereof as may be engaged in the performance of this Agreement and his/her records shall be subject at all reasonable times to inspection, audit, and reproduction. c. Contractor agrees that CDPH, the Department of General Services, the Bureau of State Audits, or their designated representatives including the Comptroller General of the United States shall have the right to review and to copy any records and supporting documentation pertaining to the performance of this Agreement. Contractor agrees to allow the auditor(s) access to such records during normal business hours and to allow interviews of any employees who might reasonably have information related to such records. Further, the Contractor agrees to include a similar right of the State to audit records and interview staff in any subcontract related to performance of this Agreement. (GC 8546.7, CCR Title 2, Section 1896). d. The Contractor shall preserve and make available his/her records (1) for a period of three years from the date of final payment under this Agreement, and (2) for such longer period, if any, as is required by applicable statute, by any other provision of this Agreement, or by subparagraphs (1) or (2) below. (1) If this Agreement is completely or partially terminated, the records relating to the work terminated shall CDPH(rev.07/16) Page 7 of 11 California Department of Public Health — Federal Terms and Conditions Exhibit F be preserved and made available for a period of three years from the date of any resulting final settlement. (2) If any litigation, claim, negotiation, audit, or other action involving the records has been started before the expiration of the three-year period, the records shall be retained until completion of the action and resolution of all issues which arise from it, or until the end of the regular three-year period, whichever is later. e. The Contractor shall comply with the above requirements and be aware of the penalties for violations of fraud and for obstruction of investigation as set forth in Public Contract Code § 10115.10, if applicable. f. The Contractor may, at its discretion, following receipt of final payment under this Agreement, reduce its accounts, books and records related to this Agreement to microfilm, computer disk, CD ROM, or other data storage medium. Upon request by an authorized representative to inspect, audit or obtain copies of said records, the Contractor and/or Subcontractor must supply or make available applicable devices, hardware, and/or software necessary to view, copy and/or print said records. Applicable devices may include, but are not limited to, microfilm readers and microfilm printers, etc. g. The Contractor shall, if applicable, comply with the Single Audit Act and the audit reporting requirements set forth in Title 2 of the Code of Federal Regulations, Part 200 (2CFR Part 200). 11. Federal Requirements Grantor agrees to comply with and shall require all subgranteers, if any, to comply with all applicable Federal requirements including but not limited to the United States Code, the Code of Federal Regulations, the Funding Opportunity Announcement, the Notice of Award, the funding agreement, and any memoranda or letter regarding the applicable Federal requirements. CDPH(rev.07/16) Page 8 of 11 Califomia Department of Public Health—Federal Terms and Conditions Exhibit F Attachment 1 STATE OF CALIFORNIA CALIFORNIA DEPARTMENT OF PUBLIC HEALTH CERTIFICATION REGARDING LOBBYING The undersigned certifies, to the best of his or her knowledge and belief, that: (1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of an agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the making, awarding or entering into of this Federal contract, Federal grant, or cooperative agreement, and the extension, continuation, renewal, amendment, or modification of this Federal contract, grant, or cooperative agreement. (2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency of the United States Govemment, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, or cooperative agreement, the undersigned shall complete and submit Standard Form LLL, "Disclosure of Lobbying Activities" in accordance with its instructions. (3) The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subGrantees, subgrants, and contracts under grants and cooperative agreements) of$100,000 or more, and that all subrecipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U.S.C., any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. County of Fresno Nathan Magsig Name of Grantee Printed Name of Person Signing for Grantee 18-10698 Contract/Grant Number Signature of Person Signing for Gran ee Chairman of the Board of Supervisors of the `7-0�- County of Fresno Date Title ATTEST: BERNICE E.SEIDEL After execution by or on behalf of Grantee, please return to: Clerk of the Board of Supervisors County of Fresno, State of California California Department of Public Health B STD Control Branch y SO�M De Deputy P.O. Box 997377, MS 7320 Sacramento, CA 95899-7320 CDPH reserves the right to notify the Grantee in writing of an altemate submission address. CDPH(rev.07/16) Page 9 of 11 California Department of Public Health — Federal Terms and Conditions Exhibit F Attachment 2 CERTIFICATION REGARDING LOBBYING Approved by OMB Complete this form to disclose lobbying activities pursuantto 31 U.S.C. 1352 0348-0046 (See reverse for public burden disclosure) 1. Type of Federal Action: 2. Status of Federal Action: 3. Report Type: [ ] a. contract [ ] a. bid/offer/application [ ] a. initial filing b. grant b. initial award b. material change c. cooperative agreement c. post-award For Material Change Only: d. loan e. loan guarantee Year quarter f. loan insurance date of last report 4. Name and Address of Reporting Entity: 5. If Reporting Entity in No. 4 is Subaw ardee,Enter Name and Address of Prime: ❑ Prime ❑ Subaw ardee Tier _, if known: Congressional District, If known: Congressional District, If known: 6. Federal Department/Agency 7. Federal Program Name/Description: CDFA Number, if applicable: 8. Federal Action Number, if know n: 9. Award Amount,if known: 10.a. Name and Address of Lobbying Registrant b. Individuals Perforrning Services(including address if different from (If individual,last name,first name,MI): 10a. (Lastname,Firstname,MI): 11. Information requested through this form is authorized by title 31 U.S.C. section 1352. This disclosure of lobbying activities is a material Signature: representation of fact upon which reliance was placed by the tier above when this transaction was made or entered into.This disclosure is Print Name: required pursuantto31 U.S.C.1352.This informationwill be available for public inspection.required disclosure shall be subject to a not more Title: than$100,000 for each such failure. Telephone No.: Date: Federal Use Only Authorized for Local Reproduction Standard Form-LLL(Rev.7-97) CDPH(rev.07/16) Page 10 of 11 California Department of Public Health — Federal Terms and Conditions Exhibit F INSTRUCTIONS FOR COMPLETION OF SF-LLL, DISCLOSURE OF LOBBYING ACTIVITIES This disclosure form shall be completed by the reporting entity,whether subawardee or prime Federal recipient,at the initiation or receipt of a covered Federal action,or a material change to a previous filing,pursuant to title 31 U.S.C.section 1352.The filing of a form is required for each payment or agreement to make payment to any lobbying entity forinfluencing orattempting to influence an officer or employee of any agency,aMemberof Congress,an officer or employee of Congress,oran employee of a Member of Congress in connection with a covered Federal action. Complete all items that apply for both the initial filing and material change report. Referto the implementing guidance published by the Officeof Management and Budget foradditional information. 1. Identify the ty pe of covered Federal action for which lobbying activity is and/or has been secured to influence the outcome of a covered Federal action. 2. Identify the status of the covered Federal action. 3. Identify the appropriate classification of this report.If this is a follow-up report caused by a material change to the information previously reported,enter the year and quarter in which the change occurred. Enter the date of the last previously submitted report by this reporting entity for this covered Federal action. 4. Enter the full name,address,city,State and zip code of the reporting entity. Include Congressional District,if known. Check the appropriate classification of the reporting entity that designates if it is,or expects to be a prime or subaward recipient. Identify the tier of the subawardee,e.g.,the first subawardee of the prime is the 1st tier. Subawards include but are not limited to subcontracts,subgrants and contract awards under grants. 5. If the organization filing the report in item 4 checks"Subawardee," then enter the full name,address,city,State and zip code of the prime Federal recipient.Include Congressional District,if known. 6. Enter the name of the Federal agency making the award or loan commitment.Include at least one organizational level below agency name,if known. Forexample, Department of Transportation, United States Coast Guard. 7. Enter the Federal program name or description for the covered Federal action(item 1). If known,enter the full Catalog of Federal Domestic Assistance(CFDA) number forgrants,cooperative agreements,loans,and loan commitments. 8. Enter the most appropriate Federal identifying number available forthe Federal action identified in item 1 (e.g., Request for Proposal (RFP)number; Invitation for Bid(IFB)number;grant announcement number;the contract,grant,or loan award number;the application/proposal control number assigned by the Federal agency). Include prefixes,e.g.,'RFP-DE-90-001." 9. For a covered Federal action where there has been an award or loan commitment by the Federal agency,enterthe Federal amount of the award/loan commitment for the prime entity identified in item 4 or 5. 10. (a) Enter the full name,address,city,State and zip code of the lobbying registrant under the Lobbying Disclosure Act of 1995 engaged by the reporting entity identified in item 4 to influence the covered Federal action. (b) Enter the full names of the indiv idual(s)performing sery ices,and include full address if different from 10(a). Enter Last Name, First Name,and Middle Initial (MI). 11. The certify ing official shall sign and date the form,print his/her name,title,and telephone number. According to the Paperwork Reduction Act,as amended,no persons are required to respond to a collection of information unless it displays a valid OMB Control Number.The valid OMB control numberforthisinformation coll ection i s OM B No.0348-0046.Public reporti ng burden forthiscollection of information is estimated to average 10 minutes per response, including time for reviewing instructions,searching existing data sources,gathering and maintaining the data needed,and completing and reviewing the collection of information.Send comments regarding the burden estimate or any other aspect of this collection of information,including suggestionsfor reducing this burden,to the Office of Management and Budget,Paperwork Reduction Project(0348-0046),Washington,DC 20503. CDPH(rev.07/16) Page 11 of 11 State of California—Health and Human Services Agency California Department of Public Health Exhibit G Contractor's Release Instructions to Contractor: With final invoice(s) submit one (1)original and one (1)copy. The original mustbearthe original signature ofa person authorized to bind the Contractor. The additional copymay bear photocopied signatures. Submission of Final Invoice Pursuantto contract number 18-10698 entered into between the State of California Departmentof Public Health (CDPH)and the Contractor(identified below),the Contractordoes acknowledge thatfinal paymenthas been requested via invoice number(s) , in the amounts) of$ and dated If necessary,enter"See Attached" in the appropriate blocks and attach a listof invoice numbers,dollar amounts and invoice dates. Release of all Obligations By signing this form,and upon receiptof the amountspecified in the invoice number(s)referenced above,the Contractor does hereby release and discharge the State,its officers,agents and employees of and from any and all liabilities,obligations,claims,and demands whatsoever arising from the above referenced contract. Repayments Due to Audit Exceptions /Record Retention By signing this form,Contractor acknowledges thatexpenses authorized for reimbursement does notguarantee final allowabilityof said expenses. Contractor agrees thatthe amountofany sustained audit exceptions resulting from anysubsequent audit made after final paymentwill be refunded to the State. All expense and accounting records related to the above referenced contract must be maintained for audit purposes for no less than three years beyond the date of final payment,unless a longerterm is stated in said contract. Recycled Product Use Certification By signing this form,Contractor certifies underpenaltyof perjurythat a minimum of0%o unless otherwise specked in writing of post consumer material,as defined in the Public Contract Code Section 12200,in products,materials,goods,orsupplies offered orsold to the State regardless ofwhetherit meets the requirements of PublicContractCode Section 12209. Contractor specifies that printeror duplication cartridges offered orsold to the State complywith the requirements of Section 12156(e). Reminderto Return State Equipment/Property (If Applicable) (Applies only if equipment w as provided by CDPH or purchased with or reimbursed by contractfunds) Unless CDPH has approved the continued use and possession of State equipment(as defined in the above referenced contract)for use in connection with another CDPH agreement,Contractor agrees to prom ptlyinitiate arrangements to accountfor and return said equipmentto CDPH,at CDPH's expense,if said equipmenthas notpassed its useful life expectancyas defined in the above referenced contract. Patents/Other Issues By signing this form,Contractor further agrees,in connection with patent matters and with any claims thatare not specifically released as setforth above,that it will complywith all of the provisions contained in the above referenced contract,including,butnot limited to,those provisions relating to notification to the State and related to the defense orprosecution of litigation. ONLY SIGN AND DATE THIS DOCUMENT WHEN ATTACHING TO THE FINAL INVOICE Contractor's Legal Name (as on contract): County of Fresno Signature of Contractor or Official Designee: Date: Printed Name/Title of Person Signing: CDPH Distribution: Accounting(Original) Program CDPH 2352(7/07) STATE OF CALIFORNIA DEPARTMENT OF GENERAL SERVICES CALIFORNIA CIVIL RIGHTS LAWS ATTACHMENT OFFICE OF LEGAL SERVICES DGS OLS 04(Rev.01/17) Pursuant to Public Contract Code section 2010, a person that submits a bid or proposal to, or otherwise proposes to enter into or renew a contract with, a state agency with respect to any contract in the amount of$100,000 or above shall certify, under penalty perjury, at the time the bid or proposal is submitted or the contract is renewed, all of the following: 1. CALIFORNIA CIVIL RIGHTS LAWS: For contracts executed or renewed after January 1, 2017, the contractor certifies compliance with the Unruh Civil Rights Act (Section 51 of the Civil Code) and the Fair Employment and Housing Act (Section 12960 of the Government Code); and 2. EMPLOYER DISCRIMINATORY POLICIES: For contracts executed or renewed after January 1, 2017, if a Contractor has an internal policy against a sovereign nation or peoples recognized by the United States government, the Contractor certifies that such policies are not used in violation of the Unruh Civil Rights Act (Section 51 of the Civil Code) or the Fair Employment and Housing Act (Section 12960 of the Government Code). CERTIFICATION r--------------------------------------------------------r-----------------------I I, the official named below, certify under penalty of perjury under i Federal ID Number the laws of the State of California that the foregoing is true and correct. 94-6000512 Proposer/Bidder Firm Name (Printed) County of Fresno '--------------------------------------------------- -----L----------------------� By(Authorized Signature) - - ---------- ------ ----- ----------------------------------------------� Pnnted Name and Title of Person Signing Nathan Magsig, Chairman of the Board of Supervisors of the County of Fresno Date ExPruited i Executed in the County and State of -i r7 -0( -lq Fresno California L------------------------------ ---L----------------------------------------------1 ATTEST: BERNICE E. SEIDEL Clerk of the Board of Supervisors County of Fresno,State of California By ((� Deputy Agreement Between the County of Fresno and the California Department of Public Health Agreement Name: CDPH California Sexually Transmitted Disease Program — STD Program Management Congenital Syphilis Prevention Agreement No. 18-10698 Fund/Subclass: 0001/10000 Organization #: 56201661 Revenue Account #: 3530