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HomeMy WebLinkAboutAgreement A-18-234 with CCFMG.pdfCOUNTY OF FRESNO Fresno, CA -1 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 PSYCHIATRIC SERVICES AGREEMENT THIS AGREEMENT is made and entered into this ___________day of _____________, 2018, by and between the COUNTY OF FRESNO, a Political Subdivision of the State of California, hereinafter referred to as “COUNTY”, and, Central California Faculty Medical Group, Inc. (CCFMG), a California professional corporation, whose address is 2625 East Divisadero Street, California, 93721, hereinafter referred to as “CONTRACTOR,” collectively, “the parties.” W I T N E S S E T H: WHEREAS, COUNTY, through its Department of Behavioral Health (DBH), has a need for licensed psychiatrists in order to provide psychiatric services to clients, as well as additional services required by COUNTY as stated herein; and WHEREAS, CONTRACTOR is qualified and willing to provide licensed psychiatrists needed by the COUNTY pursuant to the terms and conditions of this Agreement. WHEREAS, CONTRACTOR is an affiliate of UNIVERSITY FACULTY ASSOCIATES, INC. (UFA), and UFA is the LICENSEE as defined in that certain License Agreement LA-034 with COUNTY. WHEREAS, COUNTY and CONTRACTOR mutually desire that CONTRACTOR provide services pursuant to this Agreement in COUNTY-owned Office Space that is being provided pursuant to License Agreement LA-034; NOW, THEREFORE, in consideration of their mutual covenants and conditions, the parties hereto agree as follows: 1.SERVICES A.CONTRACTOR shall perform all services and fulfill all responsibilities as set forth in Exhibit A, attached hereto and by this reference incorporated herein and made part of this Agreement. B.It is acknowledged by all parties hereto that COUNTY's DBH shall monitor the services provided by CONTRACTOR, in accordance with Section Fourteen (14) of this Agreement. C.CONTRACTOR shall participate in monthly, or as needed, workgroup meetings consisting of staff from COUNTY's DBH to discuss service requirements, data reporting, training, Agreement No. 18-234 1st May COUNTY OF FRESNO Fresno, CA -2 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 policies and procedures, overall program operations and any problems or foreseeable problems that may arise. 2.TERM This Agreement shall become effective on the 1st day of May, 2018 and shall terminate on the 30th day of June, 2021. This Agreement may be extended for two (2) additional twelve (12) month periods upon the written approval of both parties not later than sixty (60) days prior to the close of the then current Agreement term. The COUNTY’s DBH Director or designee is authorized to execute such written approval on behalf of COUNTY based on CONTRCTOR’s satisfactory performance. 3.TERMINATION A.Non-Allocation of Funds - The terms of this Agreement, and the services to be provided thereunder, are contingent on the approval of funds by the appropriating government agency. Should sufficient funds not be allocated, the services provided may be modified, or this Agreement terminated at any time by giving CONTRACTOR thirty (30) days advance written notice. B.Breach of Contract - COUNTY may immediately suspend or terminate this Agreement in whole or in part, where in the determination of COUNTY there is: 1) An illegal or improper use of funds; 2)A failure to comply with any term of this Agreement; 3)A substantially incorrect or incomplete report submitted to COUNTY; 4)Improperly performed service. In no event shall any payment by COUNTY constitute a waiver by COUNTY of any breach of this Agreement or any default which may then exist on the part of CONTRACTOR. Neither shall such payment impair or prejudice any remedy available to COUNTY with respect to the breach or default. The COUNTY shall have the right to demand of the CONTRACTOR the repayment to the COUNTY of any funds disbursed to CONTRACTOR under this Agreement, which in the judgment of COUNTY were not expended in accordance with the terms of this Agreement. The CONTRACTOR shall promptly refund any such funds upon demand or at COUNTY’s option such repayment shall be deducted from future payments owing to CONTRACTOR under this Agreement. COUNTY OF FRESNO Fresno, CA -3 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 C.Without Cause - Under circumstances other than those set forth above, this Agreement may be terminated by COUNTY upon the giving of sixty (60) days advance written notice of an intention to terminate to CONTRACTOR. D.CONTRACTOR may terminate this Agreement. If terminated by CONTRACTOR, termination shall require sixty (60) days advance written notice of intent to terminate (with allowance for appropriate clinical transition of clients prior to termination of services), transmitted by CONTRACTOR to COUNTY by Certified or Registered U.S. Mail, Return Receipt Requested, addressed to the office of COUNTY as follows: Director (or designee) Department of Behavioral Health 3133 N. Millbrook Fresno, CA 93703 4.COMPENSATION COUNTY agrees to pay CONTRACTOR and CONTRACTOR agrees to receive compensation in accordance with the budget set forth in Exhibit B, attached hereto and by this reference incorporated herein and made part of this Agreement. A.Maximum Contract Amount The maximum amount payable to CONTRACTOR for the ramp up period (May 1, 2018 through June 30, 2018) shall not exceed Three Hundred Thirty-Six Thousand Two Hundred Fifty-Three and No/100 Dollars ($336,253.00). The maximum amount payable to CONTRACTOR for the initial operational period (July 1, 2018 through June 30, 2019) shall not exceed Three Million Eight Hundred Eighty-One Thousand Two Hundred Sixty and No/100 Dollars ($3,881,260.00). The maximum amount payable to CONTRACTOR for the period of July 1, 2019 through June 30, 2020 shall not exceed Six Million Four Hundred Ninety-Seven Thousand Two Hundred Eighty-Eight and No/100 Dollars ($6,497,288.00). The maximum amount payable to CONTRACTOR for the period of July 1, 2020 through June 30, 2021 shall not exceed Nine Million Four Hundred Eighty-Five Thousand Seven Hundred Sixty- Three and No/100 Dollars ($9,485,763.00). COUNTY OF FRESNO Fresno, CA - 4 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 The maximum amount payable to CONTRACTOR for the period of July 1, 2021 through June 30, 2022 shall not exceed Thirteen Million One Hundred Fifty-Three Thousand Eight Hundred Thirty and No/100 Dollars ($13,153,830.00). The maximum amount payable to CONTRACTOR for the period of July 1, 2022 through June 30, 2023 shall not exceed Fourteen Million Four Hundred Ninety-Five Thousand One Hundred Eighty-Two and No/100 Dollars ($14,495,182.00). In no event shall the maximum contract amount for all the services provided by the CONTRACTOR to COUNTY under the terms and conditions of this Agreement be in excess of Forty- Seven Million Eight Hundred Forty-Nine Thousand Five Hundred Seventy-Six and No/100 Dollars ($47,849,576.00) during the total term of this Agreement. Payment shall be made upon certification or other proof satisfactory to COUNTY’s DBH that services have actually been performed by CONTRACTOR as specified in this Agreement. B. It is understood that all expenses incidental to CONTRACTOR’s performance of services under this Agreement shall be borne by CONTRACTOR. If CONTRACTOR fails to comply with any provision of this Agreement, COUNTY shall be relieved of its obligation for further compensation. C. Payments shall be made by COUNTY to CONTRACTOR in arrears, for services provided during the preceding month, within forty-five (45) days after the date of receipt and approval by COUNTY of the monthly invoicing as described in Section Five (5) herein. Payments shall be made after receipt and verification of actual expenditures incurred by CONTRACTOR for monthly program costs, as identified in Exhibit B, in the performance of this Agreement and shall be documented to COUNTY on a monthly basis by the tenth (10th) of the month following the month of said expenditures. The parties acknowledge that the CONTRACTOR will be performing hiring, training, and credentialing of staff, and the COUNTY will be performing additional staff credentialing to ensure compliance with State and Federal regulations. D. COUNTY shall not be obligated to make any payments under this Agreement if the request for payment is received by COUNTY more than sixty (60) days after this Agreement has terminated or expired. COUNTY OF FRESNO Fresno, CA -5 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 All final invoices shall be submitted by CONTRACTOR within sixty (60) days following the final month of service for which payment is claimed. No action shall be taken by COUNTY on invoices submitted beyond the sixty (60) day closeout period. Any compensation which is not expended by CONTRACTOR pursuant to the terms and conditions of this Agreement shall automatically revert to COUNTY. E.The services provided by CONTRACTOR under this Agreement are funded in whole or in part by the State of California. In the event that funding for these services is delayed by the State Controller, COUNTY may defer payments to CONTRACTOR. The amount of the deferred payment shall not exceed the amount of funding delayed by the State Controller to the COUNTY. The period of time of the deferral by COUNTY shall not exceed the period of time of the State Controller’s delay of payment to COUNTY plus forty-five (45) days. F.CONTRACTOR shall be held financially liable for any and all future disallowances/audit exceptions due to CONTRACTOR’s deficiency discovered through the State audit process and COUNTY utilization review during the course of this Agreement. At COUNTY’s election, the disallowed amount will be remitted within forty-five (45) days to COUNTY upon notification or shall be withheld from subsequent payments to CONTRACTOR. CONTRACTOR shall not receive reimbursement for any units of services rendered that are disallowed or denied by the Fresno County Mental Health Plan (Mental Health Plan) utilization review process or through the State Department of Health Care Services (DHCS) cost report audit settlement process for Medi-Cal eligible clients. Notwithstanding the above, COUNTY must notify CONTRACTOR prior to any State audit process and/or COUNTY utilization review. To the extent allowable by law, CONTRACTOR shall have the right to be present during each phase of any State audit process and/or COUNTY utilization review and shall be provided all documentation related to each phase of any State audit process and/or COUNTY utilization review. Additionally, prior to any disallowances/audit exceptions becoming final, CONTRACTOR shall be given at least 10 business days to respond to such proposed disallowances/audit exceptions. G.It is understood by CONTRACTOR and COUNTY that this Agreement is funded with mental health funds to serve adult individuals with Severely Mentally Ill (SMI) disorders and COUNTY OF FRESNO Fresno, CA -6 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 children/youth with Seriously Emotionally Disturbed (SED) disorders, many of whom have co- occurring substance use disorders. It is further understood by CONTRACTOR and COUNTY that funds shall be used to support appropriately integrated and documented treatment services for co- occurring mental health and substance use disorders. H.COUNTY and CONTRACTOR recognize the importance of maintaining a highly productive workforce to help achieve reductions in client wait times, cancellations and appointment no- shows. Therefore, CONTRACTOR will initiate a compensation incentive plan (CIP) for CONTRACTOR’s employees providing direct client care under this Agreement which will directly link direct client care productivity to compensation increases for CONTRACTOR’s staff. “Direct client care” is defined as the time CONTRACTOR’s staff spends seeing a client plus the time CONTRACTOR’s staff spends documenting the client visit in a manner ensuring completeness and compliance with all regulations required for the COUNTY to submit claims to State DHCS for Federal and State reimbursement for direct client care delivered by CONTRACTOR’s staff to Medi-Cal eligible clients. The CIP model will be based upon units of productivity where one (1) unit equates to a client follow up visit, and three (3) units equates to a new client intake visit. The CIP contemplates both an eight (8) hour workday and a ten (10) hour workday and begins to incentivize psychiatrists at 60% productivity as shown below. The maximum incentive of 20% is achieved at 75% productivity for direct client care. Average Units (8 hr.) Average Units (10 hr.) Direct Client Care Total % Compensation 9.6 12.0 60% 3.0% 10.1 12.6 63% 6.0% 10.6 13.2 66% 9.0% 11.0 13.8 69% 12.0% 11.5 14.4 72% 15.0% 12.0 15.0 75% 20.0% The units of productivity will be reconciled by the CONTRACTOR at the end of each fiscal quarter (ending September, December, March, June) and CONTRACTOR shall pay the COUNTY OF FRESNO Fresno, CA -7 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 additional compensation set forth in the above table to CONTRACTOR’s staff based upon the productivity achieved by each psychiatrist pursuant to the CIP. CONTRACTOR shall invoice COUNTY for additional compensation paid to CONTRACTOR’s staff pursuant to Paragraph 5 of this Agreement. I.COUNTY agrees to pay CONTRACTOR and CONTRACTOR agrees to receive compensation for annual administrative costs not to exceed a maximum of fifteen percent (15%) of the total annual budget. 5.INVOICING A.CONTRACTOR shall invoice COUNTY in arrears by the tenth (10th) business day of each month for the prior month’s actual services rendered to DBHInvoices@co.fresno.ca.us. After CONTRACTOR renders services, and certifies the hours worked by CONTRACTOR’s staff, CONTRACTOR shall invoice COUNTY for payment. COUNTY must pay CONTRACTOR before submitting claims to State DHCS for Federal and State reimbursement for Medi-Cal eligible clients. B.At the discretion of COUNTY’s DBH Director, or designee, if an invoice is incorrect or is otherwise not in proper form or substance, COUNTY’s DBH Director, or designee, shall have the right to withhold payment as to only that portion of the invoice that is incorrect or improper after five (5) days prior notice to CONTRACTOR. CONTRACTOR agrees to continue to provide services for a period of ninety (90) days after notification of an incorrect or improper invoice. If after the ninety (90) day period, the invoice(s) is still not corrected to COUNTY DBH’s satisfaction, COUNTY’s DBH Director, or designee, may elect to terminate this Agreement, pursuant to the termination provisions stated in Section Three (3) of this Agreement. In addition, for invoices received ninety (90) days after the expiration of each term of this Agreement or termination of this Agreement, at the discretion of COUNTY’s DBH Director, or designee, COUNTY’s DBH shall have the right to deny payment of any additional invoices received. C.CONTRACTOR must maintain financial records for a period of ten (10) years or until any dispute, audit or inspection is resolved, whichever is later. CONTRACTOR will be responsible for any disallowances related to inadequate documentation. D. CONTRACTOR is responsible for collection and managing of data in a manner to COUNTY OF FRESNO Fresno, CA -8 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 be determined by DHCS and the COUNTY’s Mental Health Plan in accordance with applicable rules and regulations. COUNTY’s electronic information system is a critical source of information for purposes of monitoring service volume and obtaining reimbursement. E.CONTRACTOR shall submit service data into COUNTY’s electronic information system according to COUNTY’s DBH documentation standards to allow the COUNTY to bill Medi- Cal, and any other third-party source, for services and meet State and Federal reporting requirements. F.CONTRACTOR must comply with all laws and regulations governing the Federal Medicare program, including, but not limited to: 1) the requirement of the Medicare Act, 42 U.S.C. section 1395 et seq; and 2) the regulations and rules promulgated by the Federal Centers for Medicare and Medicaid Services as they relate to participation, coverage and claiming reimbursement. CONTRACTOR will be responsible for compliance as of the effective date of each Federal, State or local law or regulation specified. G.Data entry shall be the responsibility of the CONTRACTOR. COUNTY shall monitor the volume of services and cost of services entered into the COUNTY’s electronic information system. Any and all audit exceptions resulting from the provision and reporting of specialty mental health services by CONTRACTOR shall be the sole responsibility of the CONTRACTOR. CONTRACTOR will comply with all applicable policies, procedures, directives and guidelines regarding the use of COUNTY’s electronic information system. H.Medi-Cal Certification and Mental Health Plan Compliance CONTRACTOR shall comply with any and all requests and directives associated with COUNTY maintaining State Medi-Cal site certification. CONTRACTOR shall provide specialty mental health services in accordance with the COUNTY’s Mental Health Plan. CONTRACTOR must comply with the “Fresno County Mental Health Plan Compliance Program and Code of Conduct” set forth in Exhibit C, attached hereto and incorporated herein by reference and made part of this Agreement. CONTRACTOR shall comply with any and all requests associated with any State/Federal reviews or audits. CONTRACTOR may provide direct specialty mental health services using pre- licensed staff as long as the individual is approved as a provider by the Mental Health Plan, is COUNTY OF FRESNO Fresno, CA -9 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 supervised by licensed staff, works within his/her scope and only delivers allowable direct specialty mental health services. It is understood that each service is subject to audit for compliance with Federal and State regulations, and that COUNTY may be making payments in advance of said review. In the event that a service is disapproved, COUNTY may, at its sole discretion, withhold compensation or set off from other payments due the amount of said disapproved services. CONTRACTOR shall be responsible for audit exceptions to ineligible dates of services or incorrect application of utilization review requirements. 6.INDEPENDENT CONTRACTOR In performance of the work, duties, and obligations assumed by CONTRACTOR under this Agreement, it is mutually understood and agreed that CONTRACTOR, including any and all of CONTRACTOR’s officers, agents, and employees will at all times be acting and performing as an independent CONTRACTOR, and shall act in an independent capacity and not as an officer, agent, servant, employee, joint venturer, partner, or associate of COUNTY. Furthermore, COUNTY shall have no right to control or supervise or direct the manner or method by which CONTRACTOR shall perform its work and function. However, COUNTY shall retain the right to administer this Agreement so as to verify that CONTRACTOR is performing their obligations in accordance with the terms and conditions thereof. CONTRACTOR and COUNTY shall comply with all applicable provisions of law and the rules and regulations, if any, of governmental authorities having jurisdiction over matters, which are directly or indirectly the subject of this Agreement. Because of its status as an independent contractor, CONTRACTOR shall have absolutely no right to employment rights and benefits available to COUNTY employees. CONTRACTOR shall be solely liable and responsible for providing to, or on behalf of, its employees all legally-required employee benefits. In addition, CONTRACTOR shall be solely responsible and save COUNTY harmless from all matters relating to payment of CONTRACTOR’s employees, including compliance with Social Security, withholding, and all other regulations governing such matters. It is acknowledged that during the term of this Agreement, CONTRACTOR may be providing services to others unrelated to COUNTY or to this Agreement. CONTRACTOR will execute written contracts of employment with psychiatrists who COUNTY OF FRESNO Fresno, CA -10 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 will perform services on behalf of CONTRACTOR pursuant to this Agreement. Any such agreements, whether employment contracts, professional services contracts, or independent contractor agreements, shall include the following language, in a separate paragraph, separately initialed by the physician: “[NAME OF PHYSICIAN] acknowledges that he or she will be providing professional services at facilities owned and/or operated by the County of Fresno, and, at times, in conjunction with employees of the County of Fresno. It is mutually understood and agreed that in the performance of such duties, [PHYSICIAN] will at all times be acting and performing as an employee [or independent contractor] of CCFMG and not as an employee of the County of Fresno. [PHYSICIAN] acknowledges that he or she shall have absolutely no right to employment rights and benefits available to COUNTY employees. CCFMG is solely liable and responsible for providing [PHYSICIAN] with all legally- required employee benefits. 7.MODIFICATION Any matters of this Agreement may be modified from time to time by the written consent of all the parties without, in any way, affecting the remainder. Notwithstanding the above, changes to services, staffing, and responsibilities of the CONTRACTOR, as needed, to accommodate changes in the laws relating to mental health treatment, as set forth in Exhibit A, may be made with the signed written approval of COUNTY’s DBH Director or designee and CONTRACTOR through an amendment approved by COUNTY’s County Counsel and the COUNTY’s Auditor-Controller’s Office. In addition, changes to expense category (i.e., Salary & Benefits, Facilities/Equipment, Operating, Financial Services, Special Expenses, Fixed Assets, etc.) subtotals in the budgets, as set forth in Exhibit B, that do not exceed 10% of the maximum compensation payable to the CONTRACTOR may be made with the written approval of COUNTY’s DBH Director, or designee. Said modifications shall not result in any change to the annual maximum compensation amount payable to CONTRACTOR, as stated in this Agreement. 8.NON-ASSIGNMENT No party shall assign, transfer or subcontract this Agreement nor their rights or duties COUNTY OF FRESNO Fresno, CA - 11 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 under this Agreement without the prior written consent of COUNTY. 9. HOLD-HARMLESS CONTRACTOR agrees to indemnify, save, hold harmless, and at COUNTY's request, defend COUNTY, its officers, agents and employees from any and all costs and expenses including attorney fees and court costs, damages, liabilities, claims and losses occurring or resulting to COUNTY in connection with the negligent performance, or failure to perform, by CONTRACTOR, its officers, agents or employees under this Agreement, and from any and all costs and expenses, including attorney fees and court costs, damages, liabilities, claims and losses occurring or resulting to any person, firm or corporation who may be injured or damaged by the negligent performance, or failure to perform, of CONTRACTOR, their officers, agents or employees under this Agreement. CONTRACTOR further agrees to indemnify, save, hold harmless, and at COUNTY's request, defend COUNTY, its officers, agents and employees from any and all costs and expenses, including attorney fees and court costs, damages, liabilities, claims and losses occurring or resulting to COUNTY in the event that any person(s) employed or retained by CONTRACTOR to provide services pursuant this Agreement make claims that he/she/they are employees of the COUNTY by virtue of being employed or retained by CONTRACTOR. CONTRACTOR agrees to indemnify COUNTY for Federal and/or State of California audit exceptions resulting from noncompliance herein on the part of CONTRACTOR. 10. INSURANCE Without limiting COUNTY's right to obtain indemnification from CONTRACTOR or any third parties, CONTRACTOR, at its sole expense, shall maintain in full force and affect the following insurance policies throughout the term of this Agreement: A. Commercial General Liability Commercial General Liability Insurance with limits of not less than Two Million Dollars ($2,000,000) per occurrence and an annual aggregate of Five Million Dollars ($5,000,000). This policy shall be issued on a per occurrence basis. COUNTY may require specific coverage including completed operations, product liability, contractual liability, Explosion, Collapse, and Underground (XCU), fire legal liability or any other liability insurance deemed necessary because of the nature of the Agreement. COUNTY OF FRESNO Fresno, CA -12 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 B.Automobile Liability Insurance Services Office Form Number CA 0001 covering, Code 1 (any auto), or if Consultant has no owned autos, Code 8 (hired) and 9 (non-owned).with limits for bodily injury of not less than Five Hundred Thousand Dollars ($500,000) per person and with limits no less than One Million Dollars ($1,000,000) per accident for bodily injury and property damage. Coverage should include owned, non- owned, and hired vehicles used in connection with this Agreement. C.Real and Property Insurance CONTRACTOR shall maintain a policy of insurance for all risk personal property coverage which shall be endorsed naming the County of Fresno as an additional loss payee. The personal property coverage shall be in an amount that will cover the total of the COUNTY purchase and owned property, at a minimum, as discussed in Section Twenty (21) of this Agreement. All Risk Property Insurance CONTRACTOR will provide property coverage for the full replacement value of the COUNTY’S personal property in possession of CONTRACTOR and/or used in the execution of this Agreement. COUNTY will be identified on an appropriate certificate of insurance as the certificate holder and will be named as an Additional Loss Payee on the Property Insurance Policy. D.Professional Liability Professional Liability Insurance with limits of not less than One Million Dollars ($1,000,000) per occurrence, Three Million Dollars ($3,000,000) annual aggregate. CONTRACTOR agrees that it shall maintain, at its sole expense, in full force and effect for a period of three (3) years following the termination of this Agreement, one or more policies of professional liability insurance with limits of coverage as specified herein. E.Child Abuse/Molestation and Social Services Coverage CONTRACTOR shall have either separate policies or an umbrella policy with endorsements covering Child Abuse/Molestation and Social Services Liability coverage or have a specific endorsement on their General Commercial liability policy covering Child Abuse/Molestation and Social Services Liability. The policy limits for these policies shall be One Million Dollars ($1,000,000) per occurrence with a Two Million Dollars ($2,000,000) annual aggregate. The policies are to be on a per occurrence basis. F.Worker's Compensation A policy of Worker's Compensation Insurance as may be required by the COUNTY OF FRESNO Fresno, CA -13 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 California Labor Code. CONTRACTOR shall obtain endorsements to the Commercial General Liability insurance naming the County of Fresno, its officers, agents, and employees, individually and collectively, as additional insured, but only insofar as the operations under this Agreement are concerned. Such coverage for additional insured shall apply as primary insurance and any other insurance, or self-insurance, maintained by COUNTY, its officers, agents and employees shall be excess only and not contributing with insurance provided under CONTRACTOR’s policies herein. This insurance shall not be cancelled or changed without a minimum of thirty (30) days advance written notice given to COUNTY. Within thirty (30) days from the date CONTRACTOR signs this Agreement, CONTRACTOR shall provide certificates of insurance and endorsements as stated above for all of the foregoing policies, as required herein, to the County of Fresno, Department of Behavioral Health, 3133 N. Millbrook Ave, Fresno, California, 93703, Attention: Contracts Division, stating that such insurance coverages have been obtained and are in full force; that the County of Fresno, its officers, agents and employees will not be responsible for any premiums on the policies; that such Commercial General Liability insurance names the County of Fresno, its officers, agents and employees, individually and collectively, as additional insured, but only insofar as the operations under this Agreement are concerned; that such coverage for additional insured shall apply as primary insurance and any other insurance, or self-insurance, maintained by COUNTY, its officers, agents and employees, shall be excess only and not contributing with insurance provided under CONTRACTOR’s policies herein; and that this insurance shall not be cancelled or changed without a minimum of thirty (30) days advance, written notice given to COUNTY. In the event CONTRACTOR fails to keep in effect at all times insurance coverage as herein provided, COUNTY may, in addition to other remedies it may have, suspend or terminate this Agreement upon the occurrence of such event. All policies shall be with admitted insurers licensed to do business in the State of California. Insurance purchased shall be from companies possessing a current A.M. Best, Inc. rating of A FSC VII or better. COUNTY OF FRESNO Fresno, CA -14 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 11.LICENSES/CERTIFICATES Throughout each term of this Agreement, CONTRACTOR and CONTRACTOR’s staff shall maintain all necessary licenses, permits, approvals, certificates, waivers and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States of America, State of California, the County of Fresno, and any other applicable governmental agencies. CONTRACTOR shall notify COUNTY immediately in writing of its inability to obtain or maintain such licenses, permits, approvals, certificates, waivers and exemptions irrespective of the pendency of any appeal related thereto. Additionally, CONTRACTOR and CONTRACTOR’s staff shall comply with all applicable laws, rules or regulations, as may now exist or be hereafter changed. 12.RECORDS CONTRACTOR shall maintain records in accordance with Exhibit D, "Documentation Standards for Client Records", attached hereto and by this reference incorporated herein and made part of this Agreement. COUNTY shall be allowed to review all records of services provided, including the goals and objectives of the treatment plan, and how the therapy provided is achieving the goals and objectives. 13.REPORTS A.Outcome Reports CONTRACTOR shall submit to COUNTY’s DBH service outcome reports as reasonably requested by COUNTY’s DBH. Outcome reports and outcome requirements are subject to change at COUNTY’s DBH discretion. B.Additional Reports CONTRACTOR shall also furnish to COUNTY such statements, records, reports, data, and other information as COUNTY’s DBH may reasonably request pertaining to matters covered by this Agreement. In the event that CONTRACTOR fails to provide such reports or other information required hereunder, it shall be deemed sufficient cause for COUNTY to withhold monthly payments until there is compliance. In addition, CONTRACTOR shall provide written notification and explanation to COUNTY within five (5) days of any funds received from another source to conduct the same services covered by this Agreement. COUNTY OF FRESNO Fresno, CA -15 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 C.Cost Report CONTRACTOR shall provide financial data to identify all direct and indirect costs incurred by the CONTRACTOR for all services delivered under this Agreement. All Cost Reports must be prepared in accordance with Generally Accepted Accounting Principles (GAAP) and Welfare and Institutions Code §§ 5651(a)(4), 5664(a), 5705(b)(3) and 5718(c). Unallowable costs such as lobbying or political donations must be deducted on the cost report and monthly invoice reimbursements. D.Settlements with State Department of Health Care Services (DHCS) During the term of this Agreement and thereafter, COUNTY and CONTRACTOR agree to settle dollar amounts disallowed or settled in accordance with DHCS audit settlement findings related to the reimbursement provided under this Agreement. CONTRACTOR will participate in the several phases of settlements between COUNTY/CONTRACTOR and DHCS. The phases of initial cost reporting for settlement according to State reconciliation of records for paid Medi- Cal services and audit settlement are: State DHCS audit 1) initial cost reporting - after an internal review by COUNTY, the COUNTY files the cost report with State DHCS on behalf of the CONTRACTOR’s legal entity for the fiscal year; 2) Settlement –State reconciliation of records for paid Medi-Cal services, approximately 18 to 36 months following the State close of the fiscal year, DHCS will send notice for any settlement under this provision to the COUNTY; 3) Audit Settlement-State DHCS audit. After final reconciliation and settlement DHCS may conduct a review of medical records, cost report along with support documents submitted to COUNTY in initial submission to determine accuracy and may disallow costs and/or units of services. COUNTY may choose to appeal and therefore reserves the right to defer payback settlement with CONTRACTOR until resolution of the appeal. DHCS Audits will follow Federal Medicaid procedures for managing overpayments. If at the end of the Audit Settlement, the COUNTY determines that it overpaid the CONTRACTOR, it will require the CONTRACTOR to repay the Medi-Cal related overpayment back to the COUNTY. Funds owed to COUNTY will be due within forty-five (45) days of notification by the COUNTY, or COUNTY shall withhold future payments until all excess funds have been recouped by means of an offset against any payments then or thereafter owing to COUNTY under this COUNTY OF FRESNO Fresno, CA -16 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 or any other Agreement between the COUNTY and CONTRACTOR. 14.MONITORING CONTRACTOR agrees to extend to COUNTY’s staff, COUNTY’s DBH Director and the State Department of Health Care Services, or their designees, the right to review and monitor records, services or procedures, at any time, in regard to clients, as well as the overall operation of CONTRACTOR’s performance, in order to ensure compliance with the terms and conditions of this Agreement. 15.REFERENCES TO LAWS AND RULES In the event any law, regulation, or policy referred to in this Agreement is amended during the term thereof, the parties hereto agree to comply with the amended provision as of the effective date of such amendment. 16.COMPLIANCE WITH STATE REQUIREMENTS CONTRACTOR recognizes that COUNTY operates its mental health programs under an agreement with the State of California Department Health Care Services, and that under said agreement the State imposes certain requirements on COUNTY and its subcontractors. CONTRACTOR shall adhere to all State requirements, including those identified in Exhibit E “State Mental Health Requirements”, attached hereto and by this reference incorporated herein and made part of this Agreement. CONTRACTOR shall also file an incident report for all incidents involving clients, following the Protocol and using the Worksheet identified in Exhibit F, attached hereto and by this reference incorporated herein and made part of this Agreement or a protocol and worksheet presented by CONTRACTOR that is accepted by COUNTY’s DBH Director or designee. 17.COMPLIANCE WITH STATE MEDI-CAL REQUIREMENTS CONTRACTOR shall inform every client of their rights under the COUNTY's Mental Health Plan as described in Exhibit G, attached hereto and by this reference incorporated herein and made part of this Agreement. 18.CONFIDENTIALITY All services performed by CONTRACTOR under this Agreement shall be in strict conformance with all applicable Federal, State of California and/or local laws and regulations relating to COUNTY OF FRESNO Fresno, CA - 17 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 confidentiality. 19. HEALTH INSURANCE PORTABILITY AND ACCOUNTABILITY ACT COUNTY and CONTRACTOR each consider and represent themselves as covered entities as defined by the U.S. Health Insurance Portability and Accountability Act of 1996, Public Law 104-191 (HIPAA) and agree to use and disclose Protected Health Information (PHI) as required by law. COUNTY and CONTRACTOR acknowledge that the exchange of PHI between them is only for treatment, payment, and health care operations. COUNTY and CONTRACTOR intend to protect the privacy and provide for the security of PHI pursuant to the Agreement in compliance with HIPAA, the Health Information Technology for Economic and Clinical Health Act, Public Law 111-005 (HITECH), and regulations promulgated thereunder by the U.S. Department of Health and Human Services (HIPAA Regulations) and other applicable laws. As part of the HIPAA Regulations, the Privacy Rule and the Security Rule require CONTRACTOR to enter into a contract containing specific requirements prior to the disclosure of PHI, as set forth in, but not limited to, Title 45, Sections 164.314(a), 164.502(e) and 164.504€ of the Code of Federal Regulations. 20. DATA SECURITY For the purpose of preventing the potential loss, misappropriation or inadvertent access, viewing, use or disclosure of COUNTY data including sensitive or personal client information; abuse of COUNTY resources; and/or disruption to COUNTY operations, individuals and/or agencies that enter into a contractual relationship with the COUNTY for the purpose of providing services under this Agreement must employ adequate data security measures to protect the confidential information provided to CONTRACTOR by the COUNTY, including but not limited to the following: A. CONTRACTOR-Owned Mobile, Wireless, or Handheld Devices CONTRACTOR may not connect to COUNTY networks via personally-owned mobile, wireless or handheld devices, unless the following conditions are met: 1) CONTRACTOR has received authorization by COUNTY for telecommuting purposes; COUNTY OF FRESNO Fresno, CA -18 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 2) Current virus protection software is in place; 3)Mobile device has the remote wipe feature enabled/ and 4) A secure connection is used. B.CONTRACTOR-Owned Computers or Computer Peripherals CONTRACTOR may not bring CONTRACTOR-owned computers or computer peripherals into the COUNTY for use without prior authorization from the COUNTY’s Chief Information Officer, and/or designee(s), including but not limited to mobile storage devices. If data is approved to be transferred, data must be stored on a secure server approved by the COUNTY and transferred by means of a Virtual Private Network (VPN) connection, or another type of secure connection. Said data must be encrypted. C.COUNTY-Owned Computer Equipment CONTRACTOR may not use COUNTY computers or computer peripherals on non-COUNTY premises without prior authorization from the COUNTY’s Chief Information Officer, and/or designee(s). D.CONTRACTOR may not store COUNTY’s private, confidential or sensitive data on any hard-disk drive, portable storage device, or remote storage installation unless encrypted. E.CONTRACTOR shall be responsible to employ strict controls to ensure the integrity and security of COUNTY’s confidential information and to prevent unauthorized access, viewing, use or disclosure of data maintained in computer files, program documentation, data processing systems, data files and data processing equipment which stores or processes COUNTY data internally and externally. F.Confidential client information transmitted to one party by the other by means of electronic transmissions must be encrypted according to Advanced Encryption Standards (AES) of 128 BIT or higher. Additionally, a password or pass phrase must be utilized. G. CONTRACTOR is responsible to immediately notify COUNTY of any violations, breaches or potential breaches of security related to COUNTY’s confidential information, data maintained in computer files, program documentation, data processing systems, data files and data processing equipment which stores or processes COUNTY data internally or externally. COUNTY OF FRESNO Fresno, CA -19 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 H.COUNTY shall provide oversight to CONTRACTOR’s response to all incidents arising from a possible breach of security related to COUNTY’s confidential client information provided to CONTRACTOR. CONTRACTOR will be responsible to issue any notification to affected individuals as required by law or as deemed necessary by COUNTY in its sole discretion. CONTRACTOR will be responsible for all costs incurred as a result of providing the required notification. 21.PROPERTY OF COUNTY A.COUNTY and CONTRACTOR recognize that fixed assets are tangible and intangible property obtained or controlled under COUNTY’s Mental Health Plan for use in operational capacity and will benefit COUNTY for a period more than one year. Depreciation of the qualified items will be on a straight-line basis. For COUNTY purposes, fixed assets must fulfill three qualifications: 1. Asset must have life span of over one year. 2.The asset is not a repair part 3. The asset must be valued at or greater than the capitalization thresholds for the asset type Asset type Threshold •land $0 •buildings and improvements $100,000 •infrastructure $100,000 •be tangible $5,000 o equipment o vehicles •or intangible asset $100,000 o Internally generated software o Purchased software o Easements o Patents •and capital lease $5,000 Qualified fixed asset equipment is to be reported and approved by COUNTY. If it is approved and identified as an asset it will be tagged with a COUNTY program number. A Fixed asset log will be maintained by COUNTY’s Asset Management System and annual inventoried until the asset is fully depreciated. During the terms of this Agreement, CONTRACTOR’s fixed assets may be COUNTY OF FRESNO Fresno, CA - 20 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 inventoried in comparison to COUNTY’s DBH Asset Inventory System. B. Certain purchases less than Five Thousand and No/100 Dollars ($5,000.00) but more than $1,000, with over one year life span, and are mobile and high risk of theft or loss are sensitive assets. Such sensitive items are not limited to computers, copiers, televisions, cameras and other sensitive items as determined by COUNTY’s DBH Director or designee. CONTRACTOR maintains a tracking system on the items and are not required to be capitalize or depreciated. The items are subject to annual inventory for compliance. C. Assets shall be retained by COUNTY, as COUNTY property, in the event this Agreement is terminated or upon expiration of this Agreement. CONTRACTOR agrees to participate in an annual inventory of all COUNTY fixed and inventoried assets. Upon termination or expiration of this Agreement CONTRACTOR shall be physically present when fixed and inventoried assets are returned to COUNTY possession. CONTRACTOR is responsible for returning to COUNTY all COUNTY owned undepreciated fixed and inventoried assets, or the monetary value of said assets if unable to produce the assets at the expiration or termination of this Agreement. CONTRACTOR further agrees to the following: 1. To maintain all items of equipment in good working order and condition, normal wear and tear is expected; 2. To label all items of equipment with COUNTY assigned program number, to perform periodic inventories as required by COUNTY and to maintain an inventory list showing where and how the equipment is being used, in accordance with procedures developed by COUNTY. All such lists shall be submitted to COUNTY within ten (10) days of any request therefore; and 3. To report in writing to COUNTY immediately after discovery, the lost or theft of any items of equipment. For stolen items, the local law enforcement agency must be contacted and a copy of the police report submitted to COUNTY. D. The purchase of any equipment by CONTRACTOR with funds provided hereunder shall require the prior written approval of COUNTY’s DBH, shall fulfill the provisions of this Agreement as appropriate, and must be directly related to CONTRACTOR’s services or activity under the terms of this Agreement. COUNTY’s DBH may refuse reimbursement for any costs resulting from COUNTY OF FRESNO Fresno, CA -21 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 equipment purchased, which are incurred by CONTRACTOR, if prior written approval has not been obtained from COUNTY. E.CONTRACTOR must obtain prior written approval from COUNTY’s DBH whenever there is any modification or change in the use of any property acquired or improved, in whole or in part, using funds under this Agreement. If any real or personal property acquired or improved with said funds identified herein is sold and/or is utilized by CONTRACTOR for a use which does not qualify under this Agreement, CONTRACTOR shall reimburse COUNTY in an amount equal to the current fair market value of the property, less any portion thereof attributable to expenditures of funds not provided under this Agreement. These requirements shall continue in effect for the life of the property. In the event this Agreement expires, or terminates, the requirements for this Section shall remain in effect for activities or property funded with said funds, unless action is taken by the State government to relieve COUNTY of these obligations 22.NON-DISCRIMINATION During the performance of this Agreement, CONTRACTOR shall not unlawfully discriminate against any employee or applicant for employment, or recipient of services, because of race, religion, color, national origin, ancestry, physical handicap, medical condition, marital status, age or gender, pursuant to all applicable State and Federal statutes and regulations. 23.TAX EQUITY AND FISCAL RESPONSIBILITY ACT To the extent necessary to prevent disallowance of reimbursement under section 1861(v)(1) (I) of the Social Security Act, (42 U.S.C. § 1395x, subd. (v)(1)[I]), until the expiration of four (4) years after the furnishing of services under this Agreement, CONTRACTOR shall make available, upon written request to the Secretary of the United States Department of Health and Human Services, or upon request to the Comptroller General of the United States General Accounting Office, or any of their duly authorized representatives, a copy of this Agreement and such books, documents, and records as are necessary to certify the nature and extent of the costs of these services provided by CONTRACTOR under this Agreement. CONTRACTOR further agrees that in the event CONTRACTOR carries out any of its duties under this Agreement through a subcontract, with a value or cost of Ten Thousand and No/100 Dollars ($10,000.00) or more over a twelve (12) month period, COUNTY OF FRESNO Fresno, CA -22 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 with a related organization, such Agreement shall contain a clause to the effect that until the expiration of four (4) years after the furnishing of such services pursuant to such subcontract, the related organizations shall make available, upon written request to the Secretary of the United States Department of Health and Human Services, or upon request to the Comptroller General of the United States General Accounting Office, or any of their duly authorized representatives, a copy of such subcontract and such books, documents, and records of such organization as are necessary to verify the nature and extent of such costs. 24.SINGLE AUDIT CLAUSE A. If CONTRACTOR expends Seven Hundred Fifty Thousand Dollars ($750,000.00) or more in Federal and Federal flow-through monies, CONTRACTOR agrees to conduct an annual audit in accordance with the requirements of the Single Audit Standards as set forth in Office of Management and Budget (OMB) Circular A-133. CONTRACTOR shall submit said audit and management letter to COUNTY. The audit must include a statement of findings or a statement that there were no findings. If there were negative findings, CONTRACTOR must include a corrective action plan signed by an authorized individual. CONTRACTOR agrees to take action to correct any material non-compliance or weakness found as a result of such audit. Such audit shall be delivered to COUNTY’s DBH Business Office, for review within nine (9) months of the end of any fiscal year in which funds were expended and/or received for the program. Failure to perform the requisite audit functions as required by this Agreement may result in COUNTY performing the necessary audit tasks, or at COUNTY’s option, contracting with a public accountant to perform said audit, or, may result in the inability of COUNTY to enter into future agreements with CONTRACTOR. All audit costs related to this Agreement are the sole responsibility of CONTRACTOR. B.A single audit report is not applicable if CONTRACTOR’s Federal contracts do not exceed the Seven Hundred Fifty Thousand Dollars ($750,000.00) requirement or CONTRACTOR’s only funding is through Drug related Medi-Cal. If a single audit is not applicable, a program audit must be performed and a program audit report with management letter shall be submitted by CONTRACTOR to COUNTY as a minimum requirement to attest to CONTRACTOR’s solvency. Said audit report shall be delivered to COUNTY’s DBH Business Office, for review no later than nine (9) months after the COUNTY OF FRESNO Fresno, CA - 23 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 close of the fiscal year in which the funds supplied through this Agreement are expended. Failure to comply with this Act may result in COUNTY performing the necessary audit tasks or contracting with a qualified accountant to perform said audit. All audit costs related to this Agreement are the sole responsibility of CONTRACTOR who agrees to take corrective action to eliminate any material noncompliance or weakness found as a result of such audit. Audit work performed by COUNTY under this paragraph shall be billed to the CONTRACTOR at COUNTY cost, as determined by COUNTY’s Auditor-Controller/Treasurer-Tax Collector. C. CONTRACTOR shall make available all records and accounts for inspection by COUNTY, the State of California, if applicable, the Comptroller General of the United States, the Federal Grantor Agency, or any of their duly authorized representatives, at all reasonable times for a period of at least three (3) years following final payment under this Agreement or the closure of all other pending matters, whichever is later. 25. COMPLIANCE CONTRACTOR agrees to comply with the COUNTY’s Contractor Code of Conduct and Ethics and the COUNTY’s Compliance Program in accordance with Exhibit C, attached hereto and incorporated herein by reference and made part of this Agreement. Within thirty (30) days of entering into this Agreement with the COUNTY, CONTRACTOR shall have all of CONTRACTOR’s employees, agents and subcontractors providing services under this Agreement certify in writing, that he or she has received, read, understood, and shall abide by the Contractor Code of Conduct and Ethics. CONTRACTOR shall ensure that within thirty (30) days of hire, all new employees, agents and subcontractors providing services under this Agreement shall certify in writing that he or she has received, read, understood, and shall abide by the Contractor Code of Conduct and Ethics. CONTRACTOR understands that the promotion of and adherence to the Code of Conduct is an element in evaluating the performance of CONTRACTOR and its employees, agents and subcontractors. Within thirty (30) days of entering into this Agreement, and annually thereafter, all employees, agents and subcontractors providing services under this Agreement shall complete general compliance training and appropriate employees, agents and subcontractors shall complete documentation and billing or billing/reimbursement training. All new employees, agents and COUNTY OF FRESNO Fresno, CA -24 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 subcontractors shall attend the appropriate training within 30 days of hire. Each individual who is required to attend training shall certify in writing that he or she has received the required training. The certification shall specify the type of training received and the date received. The certification shall be provided to the COUNTY’s Compliance Officer at 3133 N. Millbrook, Fresno, California 93703. CONTRACTOR agrees to reimburse COUNTY for the entire cost of any penalty imposed upon COUNTY by the Federal Government as a result of CONTRACTOR’s violation of the terms of this Agreement. 26.ASSURANCES In entering into this Agreement, CONTRACTOR certifies that neither it, nor any of its officers, are currently excluded, suspended, debarred, or otherwise ineligible to participate in the Federal Health Care Programs; that neither it, nor any of its officers, have been convicted of a criminal offense related to the provision of health care items or services; nor has it, or any of its officers, been reinstated to participate in the Federal Health Care Programs after a period of exclusion, suspension, debarment, or ineligibility. If COUNTY learns, subsequent to entering into a contract, that CONTRACTOR is ineligible on these grounds, COUNTY will remove CONTRACTOR from responsibility for, or involvement with, COUNTY’s business operations related to the Federal Health Care Programs and shall remove such CONTRACTOR from any position in which CONTRACTOR’s compensation, or the items or services rendered, ordered or prescribed by CONTRACTOR may be paid in whole or part, directly or indirectly, by Federal Health Care Programs or otherwise with Federal Funds at least until such time as CONTRACTOR is reinstated into participation in the Federal Health Care Programs. A.If COUNTY has notice that either CONTRACTOR, or its officers, has been charged with a criminal offense related to any Federal Health Care Program, or is proposed for exclusion during the term of any contract, CONTRACTOR and COUNTY shall take all appropriate actions to ensure the accuracy of any claims submitted to any Federal Health Care Program. At its discretion given such circumstances, COUNTY may request that CONTRACTOR cease providing services until resolution of the charges or the proposed exclusion. B.CONTRACTOR agrees that all potential new employees of CONTRACTOR or subcontractors of CONTRACTOR who, in each case, are expected to perform professional services COUNTY OF FRESNO Fresno, CA -25 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 under this Agreement, will be queried as to whether (1) they are now or ever have been excluded, suspended, debarred, or otherwise ineligible to participate in the Federal Health Care Programs; (2) they have been convicted of a criminal offense related to the provision of health care items or services; and or (3) they have been reinstated to participate in the Federal Health Care Programs after a period of exclusion, suspension, debarment, or ineligibility. 1. In the event the potential employee or subcontractor informs CONTRACTOR that he or she is excluded, suspended, debarred or otherwise ineligible, or has been convicted of a criminal offense relating to the provision of health care services, and CONTRACTOR hires or engages such potential employee or subcontractor, CONTRACTOR will ensure that said employee or subcontractor does no work, either directly or indirectly relating to services provided to COUNTY. 2.Notwithstanding the above, COUNTY at its discretion may terminate this Agreement in accordance with Section Three (3) of this Agreement, or require adequate assurance (as defined by COUNTY) that no excluded, suspended or otherwise ineligible employee or subcontractor of CONTRACTOR will perform work, either directly or indirectly, relating to services provided to COUNTY. Such demand for adequate assurance shall be effective upon a time frame to be determined by COUNTY to protect the interests of COUNTY consumers. C.CONTRACTOR shall verify (by asking the applicable employees and subcontractors) that all current employees and existing subcontractors who, in each case, are expected to perform professional services under this Agreement (1) are not currently excluded, suspended, debarred, or otherwise ineligible to participate in the Federal Health Care Programs; (2) have not been convicted of a criminal offense related to the provision of health care items or services; and (3) have not been reinstated to participate in the Federal Health Care Program after a period of exclusion, suspension, debarment, or ineligibility. In the event any existing employee or subcontractor informs CONTRACTOR that he or she is excluded, suspended, debarred or otherwise ineligible to participate in the Federal Health Care Programs, or has been convicted of a criminal offense relating to the provision of health care services, CONTRACTOR will ensure that said employee or subcontractor does no work, either direct or indirect, relating to services provided to COUNTY. COUNTY OF FRESNO Fresno, CA - 26 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 1. CONTRACTOR agrees to notify COUNTY immediately during the term of this Agreement whenever CONTRACTOR learns that an employee or subcontractor who, in each case, is providing professional services under this Agreement is excluded, suspended, debarred or otherwise ineligible to participate in the Federal Health Care Programs, or is convicted of a criminal offense relating to the provision of health care services. 2. Notwithstanding the above, COUNTY at its discretion may terminate this Agreement in accordance with Section 3 of this Agreement, or require adequate assurance (as defined by COUNTY) that no excluded, suspended or otherwise ineligible employee or subcontractor of CONTRACTOR will perform work, either directly or indirectly, relating to services provided to COUNTY. Such demand for adequate assurance shall be effective upon a time frame to be determined by COUNTY to protect the interests of COUNTY consumers. D. CONTRACTOR agrees to cooperate fully with any reasonable requests for information from COUNTY which may be necessary to complete any internal or external audits relating to CONTRACTOR’s compliance with the provisions of this Section. E. CONTRACTOR agrees to reimburse COUNTY for the entire cost of any penalty imposed upon COUNTY by the Federal Government as a result of CONTRACTOR’s violation of CONTRACTOR’s obligations as described in this Section. 27. PUBLICITY PROHIBITION None of the funds, materials, property or services provided directly or indirectly under this Agreement shall be used for CONTRACTOR’s advertising, fundraising, or publicity (i.e., purchasing of tickets/tables, silent auction donations, etc.) for the purpose of self-promotion. Notwithstanding the above, publicity of the services described in Section One (1) of this Agreement shall be allowed as necessary to raise public awareness about the availability of such specific services when approved in advance by COUNTY’s DBH Director or designee and at a cost to be provided in Exhibit B for such items as written/printed materials, the use of media (i.e., radio, television, newspapers) and any other related expense(s). 28. COMPLAINTS CONTRACTOR shall log complaints and the disposition of all complaints from a client COUNTY OF FRESNO Fresno, CA -27 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 or a client's family. CONTRACTOR shall provide a copy of the detailed complaint log entries concerning COUNTY-sponsored clients to COUNTY at monthly intervals by the tenth (l 0th) day of the following month, in a format that is mutually agreed upon. In addition, CONTRACTOR shall provide details and attach documentation of each complaint with the log. CONTRACTOR shall post signs informing clients of their right to file a complaint or grievance. CONTRACTOR shall notify COUNTY of all incidents reportable to State licensing bodies that affect COUNTY clients within twenty-four (24) hours of receipt of a complaint. Within ten (10) days after each incident or complaint affecting COUNTY clients, CONTRACTOR shall provide COUNTY with information relevant to the complaint, investigative details of the complaint, the complaint and CONTRACTOR's disposition of, or corrective action taken to resolve the complaint. In addition, CONTRACTOR shall inform every client of their rights as set forth in Exhibit G. CONTRACTOR shall file an incident report for all incidents involving clients, following the protocol and using the worksheet identified in Exhibit F and incorporated herein by reference and made part of this Agreement. 29.DISCLOSURE OF OWNERSHIP AND/OR CONTROL INTEREST INFORMATION This provision is only applicable if CONTRACTOR is a disclosing entity, fiscal agent, or managed care entity as defined in Code of Federal Regulations (C.F.R), Title 42 § 455.101 455.104, and 455.106(a)(1),(2). In accordance with C.F.R., Title 42 §§ 455.101, 455.104, 455.105 and 455.106(a)(1),(2), the following information must be disclosed by CONTRACTOR by completing Exhibit H, “Disclosure of Ownership and Control Interest Statement”, attached hereto and by this reference incorporated herein and made part of this Agreement. CONTRACTOR shall submit this form to the COUNTY’s DBH within thirty (30) days of the effective date of this Agreement. Additionally, CONTRACTOR shall report any changes to this information within thirty-five (35) days of occurrence by completing Exhibit H, “Disclosure of Ownership and Control Interest Statement.” Submissions shall be scanned pdf copies and are to be sent via email to DBHAdministration@co.fresno.ca.us attention: Contracts Administration. 30.DISCLOSURE – CRIMINAL HISTORY AND CIVIL ACTIONS COUNTY OF FRESNO Fresno, CA -28 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 CONTRACTOR is required to disclose if any of the following conditions apply to them, their owners, officers, corporate managers and partners (hereinafter collectively referred to as “CONTRACTOR”): A.Within the three-year period preceding the Agreement award, they have been convicted of, or had a civil judgment rendered against them for: 1.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; 2.Violation of a federal or state antitrust statute; 3.Embezzlement, theft, forgery, bribery, falsification, or destruction of records; or 4.False statements or receipt of stolen property. B.Within a three-year period preceding their Agreement award, they have had a public transaction (federal, state, or local) terminated for cause or default. Disclosure of the above information will not automatically eliminate CONTRACTOR from further business consideration. The information will be considered as part of the determination of whether to continue and/or renew this Agreement and any additional information or explanation that a CONTRACTOR elects to submit with the disclosed information will be considered. If it is later determined that the CONTRACTOR failed to disclose required information, any contract awarded to such CONTRACTOR may be immediately voided and terminated for material failure to comply with the terms and conditions of the award. CONTRACTOR must sign a “Certification Regarding Debarment, Suspension, and Other Responsibility Matters- Primary Covered Transactions” in the form set forth in Exhibit I, attached hereto and by this reference incorporated herein and made part of this Agreement. Additionally, CONTRACTOR must immediately advise the COUNTY’s DBH in writing if, during the term of this Agreement: (1) CONTRACTOR becomes suspended, debarred, excluded or ineligible for participation in federal or state funded programs or from receiving federal funds as listed in the excluded parties’ list system (http://www.epls.gov); or (2) any of the above listed conditions become applicable to COUNTY OF FRESNO Fresno, CA -29 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 CONTRACTOR. CONTRACTOR shall indemnify, defend and hold the COUNTY harmless for any loss or damage resulting from a conviction, debarment, exclusion, ineligibility or other matter listed in the signed Certification Regarding Debarment, Suspension, and Other Responsibility Matters. 31.DISCLOSURE OF SELF-DEALING TRANSACTIONS This provision is only applicable if the CONTRACTOR is operating as a corporation (a for-profit or non-profit corporation) or if during the term of this Agreement, the CONTRACTOR changes its status to operate as a corporation. Members of the CONTRACTOR’s Board of Directors shall disclose any self-dealing transactions that they are a party to while CONTRACTOR is providing goods or performing services under this Agreement. A self-dealing transaction shall mean a transaction to which the CONTRACTOR is a party and in which one or more of its directors has a material financial interest. Members of the Board of Directors shall disclose any self-dealing transactions that they are a party to by completing and signing a Self-Dealing Transaction Disclosure Form, attached hereto as Exhibit J and incorporated herein by reference and made part of this Agreement, and submitting it to the COUNTY prior to commencing with the self-dealing transaction or immediately thereafter. 32.AUDITS AND INSPECTIONS The CONTRACTOR shall at any time during business hours, and as often as the COUNTY may deem necessary, make available to the COUNTY for examination all of its records and data with respect to the matters covered by this Agreement. The CONTRACTOR shall, upon request by the COUNTY, permit the COUNTY to audit and inspect all such records and data necessary to ensure CONTRACTOR’s compliance with the terms of this Agreement. If this Agreement exceeds Ten Thousand and No/100 Dollars ($10,000.00), CONTRACTOR shall be subject to the examination and audit of the State Auditor General for a period of three (3) years after final payment under contract (California Government Code section 8546.7). 33.NOTICES The persons having authority to give and receive notices under this Agreement and their addresses include the following: COUNTY CONTRACTOR COUNTY OF FRESNO Fresno, CA -30 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 Director, Fresno County President and CEO Department of Behavioral Health Central California Faculty 3133 N. Millbrook Ave Medical Group, Inc. (CCFMG) Fresno, CA 93702 2625 East Divisadero Street Fresno, CA 93721 All notices between the COUNTY and CONTRACTOR provided for or permitted under this Agreement must be in writing and delivered either by personal service, by first-class United States mail, by an overnight commercial courier service, or by telephonic facsimile transmission. A notice delivered by personal service is effective upon service to the recipient. A notice delivered by first-class United States mail is effective three COUNTY business days after deposit in the United States mail, postage prepaid, addressed to the recipient. A notice delivered by an overnight commercial courier service is effective one COUNTY business day after deposit with the overnight commercial courier service, delivery fees prepaid, with delivery instructions given for next day delivery, addressed to the recipient. A notice delivered by telephonic facsimile is effective when transmission to the recipient is completed (but, if such transmission is completed outside of COUNTY business hours, then such delivery shall be deemed to be effective at the next beginning of a COUNTY business day), provided that the sender maintains a machine record of the completed transmission. For all claims arising out of or related to this Agreement, nothing in this section establishes, waives, or modifies any claims presentation requirements or procedures provided by law, including but not limited to the Government Claims Act (Division 3.6 of Title 1 of the Government Code, beginning with section 810). 34.GOVERNING LAW Venue for any action arising out of or related to the Agreement shall only be in Fresno County, California. The rights and obligations of the parties and all interpretation and performance of this Agreement shall be governed in all respects by the laws of the State of California. 35.ENTIRE AGREEMENT This Agreement, including all Exhibits, constitutes the entire agreement between CONTRACTOR and COUNTY with respect to the subject matter hereof and supersedes all previous agreement negotiations, proposals, commitments, writings, advertisements, publications, and understandings of any nature whatsoever unless expressly included in this Agreement. 1 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and 2 year first hereinabove written. 3 4 5 6 7 8 9 CONTRACTOR CENTRAL CALIFORNIA FACULTY MEDICAL GROUP, INC. (CCFMG) By:fJtL~ Print Name: :;;;q U.1 he-/J.s -l<eer1.e__. COUNTY OF FRESNO Title: C:h :e -F L& e <~ 1,() ~ ~ President or Chief Executive Officer Or any Vice President ATTEST: 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 .£.. · Bernice E. Seidel, By: C:::..~ Clerk of the Board of Supervisors County of Fresno, State of California 26 Print Name: &en.e.. koJ,lse.f), HD >-D. • A ,,-. t , / n ' ..L By:o~t'" , ~ Title: lA1 Cl l V)Yl 0!] _t....,,e. S.-( J ijL{ t -, '"..., Secretary of Corporation, or Date: b \ l 2.0 ,~ Any Assistant Secretary, or Chief Financial Officer, or Any Assistant Treasurer Mailing Address: 2625 East Divisadero Street Fresno, CA 93721 Phone No. (559) 453-5200 Contact: Chief Executive Officer 2 7 Fund/Subclass: 0001/10000 Organization: 5630 2 8 Account/Program: 7295/0 -31 -COUNTY OF FRESNO Fresno, CA Exhibit A Page 1 of 11 GENERAL PROVISIONS The General Provisions listed below will apply to all services to be delivered by CONTRACTOR under this Agreement. I.SERVICE STANDARDS: A.The following provisions set forth in this exhibit shall constitute a part of the Agreement between the COUNTY and CONTRACTOR, for providing psychiatric services to COUNTY's Department of Behavioral Health (DBH), Adult Services Programs, and Children's Services Program, and other programs as approved by COUNTY’s DBH Director, or designee. II.SERVICE PERFORMANCE MONITOR : Name and Title: Susan Holt, LMFT, Deputy Director Organization: Fresno County Department of Behavioral Health Street Address: 3133 N. Millbrook Ave. City and Zip Code: Fresno, CA 93703 III.PROGRAM AND SERVICE REOUIREMENTS : A.CONTRACTOR shall provide the following throughout the term of this Agreement: 1.CONTRACTOR shall assign physicians who are qualified and licensed as psychiatrists pursuant to the laws of the State of California, to COUNTY in accordance to Section 1 of this Exhibit A of this Agreement. 2.In accordance with Division 5 Part 1 Chapter 4 Section 5405 of the Welfare and Institutions Code, CONTRACTOR shall submit to criminal history reference checks, including but not limited to, "Live Scan". CONTRACTOR is solely responsible for ensuring the completion of this process, including all associated costs. COUNTY will require additional credentialing by COUNTY for all CONTRACTOR’s staff. No direct client contact by CONTRACTOR shall occur prior to written clearance from COUNTY has been given. 3.In the event that recruitment of Physicians is delayed, COUNTY agrees to maintain utilization of telemedicine services until maximum recruitment is achieved. Status of recruitment will be reviewed with COUNTY DBH Director, or designee, quarterly. B.Director of DBH or designee, and Medical Director shall meet quarterly to discuss operational and contractual progress. Meetings will cover topics such as, but not limited to; 1.Recruitment efforts Exhibit A Page 2 of 11 2.Clinical operations and multi-disciplinary collaboration and integration 3.Physical plant, security services, technology (EHR, computers, VPN, etc.) 4.Providing and maintaining adequate support for the providers including a Nurse Manager, OAs, social workers, nurses and therapists, and translation services as needed. C.CONTRACTOR’s employees will work within COUNTY facilities subject to the Facility Use Agreement executed by the Parties in conjunction with this Agreement. COUNTY will provide office space, computers, office equipment, basic office supplies, and office furniture necessary to deliver services under this Agreement. CONTRACTOR will schedule CONTRACTOR’s employees’ work hours. COUNTY support staff will schedule clients in collaboration with CONTRACTOR’s medical staff. D.CONTRACTOR hereby certifies that any staff so assigned to provide services pursuant to this Agreement shall: 1.Be Post Graduate Year 111 - V (PGY). 2.Have and maintain their license in good standing. 3.Perform professional duties to the best of his or her ability, in accordance with the highest scientific, professional and ethical standards of the profession, and in accordance with currently approved methods and practices in the field of psychiatry. 4.Comply with all applicable Federal State, COUNTY or other governmental agency laws, ordinances, rules and regulations including CONTRACTOR policy. 5.Comply with the requirements of all appropriate accrediting bodies, including COUNTY current and future credentialing and/or accreditation requirements, and any other State-related requirements. 6.Perform psychiatric related services set forth in Exhibits A-1 and A-2 subject to such assignments and work hours to be arranged in writing to the mutual satisfaction of COUNTY and CONTRACTOR. It is understood that COUNTY's contract monitoring shall not include control or direction regarding diagnosis and prescription of psychiatric treatment assuming that such diagnosis and treatment are in accordance with MHP standards and all other requirements pursuant to this Agreement. E.Administrative Requirements 1.CONTRACTOR shall provide a Medical Director that shall oversee all aspects of psychiatric services under this Agreement. Exhibit A Page 3 of 11 2.Medical Director shall work collaboratively with other DBH leaders in clinical and administrative operations. 3.Medical Director shall attend, and actively participate in, specifically identified COUNTY DBH meetings, including but not limited to i.Leadership Team Meetings ii.Clinical Operations Meetings iii.Compliance Committee iv.Quality Improvement Committee v.Intensive Analysis Committee Additional meetings will be identified during the duration of this Agreement. Medical Director shall attend not less than 50% of all requested meetings. 4.Medical Director shall provide consultation services to the DBH Director, DBH Leadership Team Members, and other designees, as requested by COUNTY. 5.CONTRACTOR’s Medical Director shall participate in the development of policy and procedures for services pertaining to this Agreement. 6.The Medical Director shall recruit, hire and retain qualified psychiatrists for COUNTY. 7.Should CONTRACTOR determine that the support of an Administrative Assistant is required for the Medical Director, CONTRACTOR shall employee the Administrative Assistant. F.Staffing 1.COUNTY and CONTRACTOR shall mutually agree on psychiatric services staffing needs. CONTRACTOR shall have final say on staff placement. 2.CONTRACTOR shall be responsible for scheduled work hours of CONTRACTOR’s employees to meet the mutually agreed upon volume of services needed under this Agreement. 3.In the event a designated staff member does not perform services as required by this Agreement because of prolonged absence or resignation, or failure to meet performance standards, CONTRACTOR will provide a replacement. If CONTRACTOR is unable to provide a replacement within 30 days, COUNTY may proceed to use other internal or contracted resources. By mutual agreement of CONTRACTOR and COUNTY, use of COUNTY internal Exhibit A Page 4 of 11 or contracted resources shall be utilized prior to 30 days if critical client care needs are identified. G. COUNTY and CONTRACTOR will have collaborative clinical oversite of all vendors providing psychiatric services and staffing, such as; Psychiatrists and/or Nurse Practitioners. COUNTY retains full authority on all contractual matters of all COUNTY vendors. H. CONTRACTOR shall participate in tracking and monitoring of outcome measures, metrics, and goals on an annual basis with COUNTY. Such metrics will include, but not be limited to: 1. Timely access to client care. 2. Timely follow-up to crisis. 3. Monitoring appropriateness of polypharmacy. 4. Client satisfaction. 5. Provider satisfaction. 6. No-show rate. 7. Peer review, including adherence to standards of care. I. CONTRACTOR’s psychiatry staff shall maintain a minimum standard of 32 weekly clinical hours of productivity (per Full Time Equivalent). At least 75% of productive time shall be direct client care. Overall, productive time will include: 1. Direct client care. 2. Multidisciplinary clinical collaboration (team meetings, individual case consultation, etc.). 3. Case review. 4. Providing training for COUNTY’s staff, and network of contracted providers, as requested by COUNTY DBH 5. Administrative activities (e.g. quality assurance, peer review, pharmacy and therapeutics committee). J. Psychiatry staff who are full-time (40 hrs per week) with academic responsibilities through CONTRACTOR’s affiliation with a medical education program (e.g. UCSF Fresno) shall be allowed 8 hours of academic time, per week, per FTE. Staff who are not full-time shall have academic time prorated based on their FTE. Psychiatry staff without academic responsibilities shall not receive academic time. Note: FTE represents 32 clinical hours and 8 academic time hours per week. IV. CONFIDENTIALITY OF INFORMATION : A. With respect to any information that would identify individual patients receiving Exhibit A Page 5 of 11 psychiatric services pursuant to this Agreement that is obtained by CONTRACTOR, CONTRACTOR shall not use any such information for any purpose other than carrying out the express terms of this Agreement, provided, however, that nothing herein shall be constituted to prevent CONTRACTOR from using the information in publication of research where such publication does not violate patient confidentiality. 1. CONTRACTOR shall obtain written consent from COUNTY prior to conducting any research. 2. CONTRACTOR shall at all times be in compliance with COUNTY’s policies related to research including Institutional Review Board process. B. Neither party shall release any confidential patient records except as required or authorized by law or regulation. Each party shall respond to all requests for patient records in accord with federal and state laws. V. COUNTY SUPPORT FOR DESIGNATED PHYSICIANS : A. COUNTY will provide, dependent on program configuration, the following for CONTRACTOR staff performing services under this Agreement at COUNTY facilities: 1. Offices for professional use in connection to staff' assignment to perform at the County facility. 2. Support services appropriate for the COUNTY’s operation of the clinic, which shall include scheduling of client appointments, reception services, and support for written correspondence regarding client care. 3. Such nursing and technical personnel, supplies, services and equipment necessary for the provision of professional psychiatric services. B. COUNTY shall also: 1. Reserve the right to require typed reports as necessary depending on the data system used to maintain client activity records. 2. Reserve the right to change, add or delete the meeting obligations of CONTRACTOR's staff assuming appropriate negotiation with COUNTY’s DBH Director, or designee. 3. Notify the CONTRACTOR in writing 30 days prior to changing the Service Performance Monitor. 4. Meet with CONTRACTOR to discuss any changes in proposed service revision. 5. Complete the Reauthorization process for each client annually to provide updates regarding the client functioning and service plans/goals and continued Exhibit A Page 6 of 11 authorization for services. ADULT MENTAL HEALTH PSYCHIATRIC SERVICES (County-Operated Clinics) I. SERVICE LOCATIONS: Facility Name: Metro Outpatient Clinic Facility Name: Sierra Building Street Address: 4441 E. Kings Canyon Rd Street Address: 1925 E. Dakota Ave City and Zip code: Fresno, CA 93702 City and Zip code: Fresno, CA 93726 Facility Name: Senior Resource Center Facility Name: West Fresno Regional Center Street Address: 2025 E. Dakota Ave Street Address: 188 E. California Ave City and Zip code: Fresno, CA 93726 City and Zip code: Fresno, CA 93706 The above service locations are COUNTY’s current service locations, and the COUNTY, over the duration of this Agreement, may add or change service locations. II. SERVICE REOUIREMENTS : A. CONTRACTOR shall provide integrated medication support services of co- occurring mental health and substance use disorders in accordance with MHP specialty mental health services requirements and documentation standards. B. COUNTY will provide appropriate billing and documentation training. C. CONTACTOR shall provide medication support services and support in accordance with COUNTY policies, and include the following treatment strategies: 1. Medication Evaluation and Monitoring: CONTRACTOR shall offer medication evaluation and monitoring to each client when clinically indicated. Medication services will be provided individually or in a group setting. CONTRACTOR shall provide not less than fifteen minutes of medication services for all clients within the clinically appropriate timeframe, but not less than three times per year if stable. Clients who are stable and maintain higher level of recovery shall be transitioned when appropriate to outside providers. 2. Psychiatrists and/or other members of the medical team will complete the Initial Psychiatric Assessment at the start of psychiatric service, and the Medication Service Plan (Avatar CWS) at the start of service, and annually thereafter. All signature/co-signature requirements must be completed in accordance with COUNTY DBH policy. INITIAL PSYCHIATRY BUNDLE  Initial Psychiatric Assessment Exhibit A Page 7 of 11  Psychiatric MSE  AIMS  Diagnosis  Order Connect  Medication Service Plan  If applicable any new psychiatric tools ANNUAL PSYCHIATRY BUNDLE  Psychiatric MSE  AIMS  Diagnosis  Order Connect  Medication Service Plan  If applicable any new psychiatric tools 3. The frequency and duration of medication management services will be based on the client's current needs according to MHP guidelines, including medical necessity requirements and client goals in accordance with his/her Medication Service Plan and client choice. D. CONTRACTOR shall ensure continuity in medication support services until client is linked with an appropriate service. E. CONTRACTOR shall ensure that all appointments for medication support services are adequately covered with utilization of the following resources if for any reason the psychiatrist of record becomes unavailable. F. CONTRACTOR will ensure clients with urgent medication needs can be seen timely, including the availability for walk-in, and/or crisis service as clinically appropriate. G. CONTRACTOR shall conduct psychiatric assessments, perform mental status examinations and formulate diagnoses of clients being treated at the adult mental health locations. H. CONTRACTOR shall provide psychiatric testimony in Court when and where necessary, with the exception of LPS Conservatorship and Forensic or Incarcerated cases. I. CONTRACTOR shall complete medical record documentation as required by COUNTY’s DBH Policy and Procedures. Exhibit A Page 8 of 11 J. CONTRACTOR shall provide supervision to Psychiatry Residents assigned to the COUNTY’s locations. K. CONTRACTOR shall ensure adequate supervision of mid-level practitioners. L. CONTRACTOR shall perform administrative functions requiring psychiatry staff and/or MD licensure, including but not limited to, review of inpatient denials, participation in COUNTY DBH Credentialing Committee, review of data and reports related to prescribing practices, quality assurance practices for medical team, and other functions as mutually agreed by COUNTY and CONTRACTOR. M. CONTRACTOR shall provide an onsite Medical Director to provide onsite supervision (clinical and administrative) to all of CONTRACTOR’s staff. Medical Director shall: 1. Provide clinical and administrative supervision. 2. Ensure all CONTRACTOR’s staff follow applicable policy and procedures as required by COUNTY’s DBH. 3. Provide regular coordination with the Chief of the Department of Psychiatry regarding staffing, periodic training, updating health requirements (as mandated by an affiliated medical education program and County DBH), performance and disciplinary issues related to physicians for the intent of providing consistent quality of clinical care and training to meet the standards set forth by affiliated medical education program (e.g., UCSF Fresno). 4. Coordinate with an affiliated medical education program (e.g., UCSF Fresno on the training of Psychiatry Residents. 5. Collaborate with COUNTY DBH’s Leadership Team in all matters of clinical operations. III. ADDITIONAL PROVISIONS : A. CONTRACTOR shall: 1. Notify the COUNTY in writing or email 30 days prior to making any staffing modifications to the staff assignments designated for each program/site location listed in Section I above. 2. Receive written approval from the COUNTY prior to making any changes to staffing and/or services rendered. 3. Ensure that all child psychiatry staff remain in good standing with American Board of Psychiatry and Neurology. Exhibit A Page 9 of 11 4. Ensure that adult psychiatry staff and adult psychology staff shall adhere to the rules and regulations as well as bylaws that govern COUNTY staff. CHILD AND ADOLESCENT PSYCHIATRIC SERVICES (County-Operated Clinic) I. SERVICE LOCATION(S): Facility Name: Heritage Center Street Address: 3133 N. Millbrook Ave City and Zip Code: Fresno, CA 93703 The above service location is COUNTY’s current service location, and the COUNTY, over the duration of this Agreement, may add or change service locations. II. SERVICE REOUIREMENTS : A. CONTRACTOR shall provide integrated medication support services of co- occurring mental health and substance use disorder services, in accordance with MHP specialty mental health services requirements and documentation standards. B. COUNTY will provide appropriate billing and documentation training. C. CONTRACTOR shall assess and provide outpatient psychiatric treatment for children and adolescents who have been referred to COUNTY DBH. D. CONTRACTOR shall provide medication support services and in accordance with COUNTY policies, and include the following treatment strategies: 1. Medication Evaluation and Monitoring: CONTRACTOR shall offer medication evaluation and monitoring to each client when clinically indicated. Medication services will be provided individually. CONTRACTOR shall provide not less than fifteen minutes of medication services for all clients within the clinically appropriate timeframe, but not less than three times per year if stable. Clients who are stable and maintain higher level of recovery shall be transitioned when appropriate to outside providers. 2. Psychiatrists and/or other members of the medical team will complete the Initial Psychiatric Assessment at the start of psychiatric service, and the Medication Service Plan (Avatar CWS) at the start of service, and annually thereafter. All signature/co-signature requirements must be completed in accordance with COUNTY DBH policy. INITIAL PSYCHIATRY BUNDLE Exhibit A Page 10 of 11  Initial Psychiatric Assessment  Psychiatric MSE  AIMS  Diagnosis  Order Connect  Medication Service Plan  If applicable any new psychiatric tools ANNUAL PSYCHIATRY BUNDLE  Psychiatric MSE  AIMS  Diagnosis  Order Connect  Medication Service Plan  If applicable any new psychiatric tools 3. The frequency and duration of medication management services will be based on the client's current needs and goals in accordance with his/her plan and client choice. E. CONTRACTOR shall ensure continuity in medication support services until client is linked with an appropriate service. F. CONTRACTOR shall ensure that all appointments for medication support services are adequately covered if for any reason the psychiatrist of record becomes unavailable. G. CONTRACTOR will ensure clients with urgent medication needs can be seen timely, including the availability for walk-in, and/or crisis service as clinically appropriate. H. CONTRACTOR shall complete medical record documentation as required by COUNTY’s DBH Policy and Procedures. I. CONTRACTOR shall provide supervision to Psychiatry Residents assigned to the COUNTY’s locations. J. CONTRACTOR shall ensure adequate supervision of mid-level practitioners. K. CONTRACTOR shall perform administrative functions requiring psychiatry staff and/or MD licensure, including but not limited to, review of inpatient denials, Exhibit A Page 11 of 11 participation in COUNTY DBH Credentialing Committee, review of data and reports related to the prescribing practices, quality assurance practices for medical team, and other functions as mutually agreed by COUNTY and CONTRACTOR. L. CONTRACTOR shall dutifully assess and provide treatment to clients being served as deemed medically necessary. M. CONTRACTOR shall provide appropriate documentation meeting utilization review requirements approved by COUNTY. For child psychiatry staff, this will include meeting guidelines for documentation of vital statistics, laboratory work, medication service plans, medication consents and other appropriate documentation as determined by COUNTY. N. CONTRACTOR shall coordinate with the Fresno County DBH Medical Director with regards to medical and psychiatric issues related to the care and treatment of clients at the Children’s Mental Health location. III. ADDITIONAL PROVISIONS : A. CONTRACTOR shall: 1. Notify the COUNTY in writing or email 30 days prior to making any staffing modifications to the staff assignments designated for each program/site location listed in Section I above. 2. Receive written approval from the COUNTY prior to making any changes to staffing and/or services rendered. 3. Ensure that all child psychiatry staff remain in good standing with American Board of Psychiatry and Neurology. 4. Ensure that child psychiatry staff and child psychology staff shall adhere to the rules and regulations as well as bylaws that govern COUNTY staff. Exhibit B Page 1 of 12 FTE %Admin.Direct Total PERSONNEL SALARIES: 0001 Medical Director 1.00 $80,625 $0 $80,625 0002 Assistant to Medical Director 1.00 $10,000 $0 $10,000 SALARY TOTAL 2.00 $90,625 $0 $90,625 PAYROLL TAXES: 0030 OASDI $562 $0 $562 0031 FICA/MEDICARE $1,314 $0 $1,314 0032 SUI $574 $0 $574 PAYROLL TAX TOTAL $2,450 $0 $2,450 EMPLOYEE BENEFITS: 0040 Malpractice $896 $0 $896 0041 Retirement $3,119 $0 $3,119 0042 Workers Compensation $743 $0 $743 0043 Health Insurance (medical, vision, life, dental, disabil.)$2,951 $0 $2,951 EMPLOYEE BENEFITS TOTAL $7,709 $0 $7,709 SALARY & BENEFITS GRAND TOTAL $100,784 FACILITIES/EQUIPMENT EXPENSES: 1010 Rent/Lease Building $0 1011 Rent/Lease Equipment $0 1012 Utilities $0 1013 Building Maintenance $0 1014 Equipment purchase $0 FACILITY/EQUIPMENT TOTAL $0 OPERATING EXPENSES: 1060 Telephone/Paging $210 1061 Answering Service $0 1062 Postage $0 1063 Printing/Reproduction $0 1064 Publications $0 1065 Legal Notices/Advertising $0 1066 Office Supplies & Equipment $0 1067 Household Supplies $0 1068 Food $0 1069 Program Supplies - Therapeutic $0 1070 Program Supplies - Medical $0 1071 Transportation of Clients $0 1072 Staff Mileage/vehicle maintenance $0 1073 Staff Travel (Out of County)$0 1074 Staff Training/Registration $0 1075 Lodging $3,100 1076 Recruiting $184,200 1077 Other - Airfare $1,300 Line Item Description (Must be itemized) CCFMG Ramp-Up (May 1, 2018 - June 30, 2018) Budget Categories - Total Proposed Budget Exhibit B Page 2 of 12 CCFMG Ramp-Up (May 1, 2018 - June 30, 2018) 1078 Other - Rental Car $800 OPERATING EXPENSES TOTAL $189,610 FINANCIAL SERVICES EXPENSES: 1080 Accounting/Bookkeeping $0 1081 External Audit $0 1082 Liability Insurance $0 1083 Administrative Overhead $43,859 1084 Payroll Services $0 1085 Professional Liability Insurance $0 FINANCIAL SERVICES TOTAL $43,859 SPECIAL EXPENSES (Consultant/Etc.): 1090 Consultant (network & data management)$0 1091 Translation Services $0 1092 Medication Supports $0 SPECIAL EXPENSES TOTAL $0 FIXED ASSETS: 1190 Computers & Software $2,000 1191 Furniture & Fixtures $0 1192 Other - (Identify)$0 1193 Other - (Identify)$0 FIXED ASSETS TOTAL $2,000 TOTAL PROGRAM EXPENSES $336,253 Exhibit B Page 3 of 12 FTE %Admin.Direct Total PERSONNEL SALARIES: 0001 Medical Director 1.00 $387,000 $43,000 $430,000 0002 Assistant to Medical Director 1.00 $60,000 $0 $60,000 0003 Chief Child Psychiatrist 0.50 $85,000 $85,000 $170,000 0004 Adult/Child Psychiatrist 1.00 $0 $320,000 $320,000 0005 Adult/Child Psychiatrist 1.00 $0 $320,000 $320,000 0006 Adult/Child Psychiatrist 1.00 $0 $320,000 $320,000 0007 Adult/Child Psychiatrist 1.00 $0 $320,000 $320,000 0008 Adult/Child Psychiatrist 1.00 $0 $320,000 $320,000 0009 Compensation Incentive (productivity & quality)$0 $320,000 $320,000 0010 Retention Bonus $0 $50,000 $50,000 SALARY TOTAL 7.50 $532,000 $2,098,000 $2,630,000 PAYROLL TAXES: 0030 OASDI $15,661 $43,784 $59,446 0031 FICA/MEDICARE $7,714.00 $30,421.00 $38,135 0032 SUI $718 $1,579 $2,296 PAYROLL TAX TOTAL $24,093 $75,784 $99,877 EMPLOYEE BENEFITS: 0040 Malpractice $7,167 $26,279 $33,446 0041 Retirement $18,360 $62,940 $81,300 0042 Workers Compensation $4,362 $17,204 $21,566 0043 Health Insurance (medical, vision, life, dental, disabil.)$20,955 $47,685 $68,640 EMPLOYEE BENEFITS TOTAL $50,844 $154,108 $204,952 SALARY & BENEFITS GRAND TOTAL $2,934,829 FACILITIES/EQUIPMENT EXPENSES: FACILITY/EQUIPMENT TOTAL $0 OPERATING EXPENSES: 1060 Telephone $10,080 1061 Answering Service $0 1062 Postage $0 1063 Printing/Reproduction $0 1064 Publications $0 1065 Legal Notices/Advertising $0 1066 Office Supplies & Equipment $0 1067 Household Supplies $0 1068 Food $0 1069 Program Supplies - Therapeutic $0 1070 Program Supplies - Medical $0 1071 Transportation of Clients $0 1072 Staff Mileage/vehicle maintenance $0 1073 Staff Travel (Out of County)$0 1074 Staff Training/Registration $0 1075 Lodging $6,000 1076 Recruiting $419,300 1077 Other - Airfare $3,200 Line Item Description (Must be itemized) CCFMG Operational (July 1, 2018 - June 30, 2019) Budget Categories - Total Proposed Budget Exhibit B Page 4 of 12 CCFMG Operational (July 1, 2018 - June 30, 2019) 1078 Other - Rental Car $1,600 OPERATING EXPENSES TOTAL $440,180 FINANCIAL SERVICES EXPENSES: 1080 Accounting/Bookkeeping $0 1081 External Audit $0 1082 Liability Insurance $0 1083 Administrative Overhead $506,251 1084 Payroll Services $0 1085 Professional Liability Insurance $0 FINANCIAL SERVICES TOTAL $506,251 SPECIAL EXPENSES (Consultant/Etc.): 1090 Consultant (network & data management)$0 1091 Translation Services $0 1092 Medication Supports $0 SPECIAL EXPENSES TOTAL $0 FIXED ASSETS: 1190 Computers & Software $0 1191 Furniture & Fixtures $0 1192 Other - (Identify)$0 1193 Other - (Identify)$0 FIXED ASSETS TOTAL $0 TOTAL PROGRAM EXPENSES $3,881,260 Exhibit B Page 5 of 12 FTE %Admin.Direct Total PERSONNEL SALARIES: 0001 Medical Director 1.00 $395,398 $43,933 $439,331 0002 Assistant to Medical Director 1.00 $61,302 $0 $61,302 0003 Chief Child Psychiatrist 0.50 $86,845 $86,844 $173,689 0004 Adult/Child Psychiatrist 1.00 $0 $326,944 $326,944 0005 Adult/Child Psychiatrist 1.00 $0 $326,944 $326,944 0006 Adult/Child Psychiatrist 1.00 $0 $326,944 $326,944 0007 Adult/Child Psychiatrist 1.00 $0 $326,944 $326,944 0008 Adult/Child Psychiatrist 1.00 $0 $326,944 $326,944 0009 Adult/Child Psychiatrist 1.00 $0 $326,944 $326,944 0010 Adult/Child Psychiatrist 1.00 $0 $326,944 $326,944 0011 Adult/Child Psychiatrist 1.00 $0 $326,944 $326,944 0012 Adult/Child Psychiatrist 1.00 $0 $326,944 $326,944 0013 Adult/Child Psychiatrist 1.00 $0 $326,944 $326,944 0014 Compensation Incentive (productivity & quality)$0 $640,000 $640,000 0015 Retention Bonus $0 $100,000 $100,000 SALARY TOTAL 12.50 $543,545 $4,140,217 $4,683,762 PAYROLL TAXES: 0030 OASDI $15,742 $83,588 $99,330 0031 FICA/MEDICARE $7,881 $60,033 $67,915 0032 SUI $718 $3,014 $3,731 PAYROLL TAX TOTAL $24,341 $146,635 $170,976 EMPLOYEE BENEFITS: 0040 Malpractice $7,167 $50,169 $57,336 0041 Retirement $18,758 $124,207 $142,965 0042 Workers Compensation $4,457 $33,950 $38,407 0043 Health Insurance (medical, vision, life, dental, disabil.)$20,955 $91,035 $111,990 EMPLOYEE BENEFITS TOTAL $51,338 $299,360 $350,698 SALARY & BENEFITS GRAND TOTAL $5,205,436 FACILITIES/EQUIPMENT EXPENSES: FACILITY/EQUIPMENT TOTAL $0 OPERATING EXPENSES: 1060 Telephone $14,280 1061 Answering Service $0 1062 Postage $0 1063 Printing/Reproduction $0 1064 Publications $0 1065 Legal Notices/Advertising $0 1066 Office Supplies & Equipment $0 1067 Household Supplies $0 1068 Food $0 1069 Program Supplies - Therapeutic $0 1070 Program Supplies - Medical $0 1071 Transportation of Clients $0 1072 Staff Mileage/vehicle maintenance $0 Line Item Description (Must be itemized) CCFMG Operational (July 1, 2019 - June 30, 2020) Budget Categories - Total Proposed Budget Exhibit B Page 6 of 12 CCFMG Operational (July 1, 2019 - June 30, 2020) 1073 Staff Travel (Out of County)$0 1074 Staff Training/Registration $0 1075 Lodging $6,000 1076 Recruiting $419,300 1077 Other - Airfare $3,200 1078 Other - Rental Car $1,600 OPERATING EXPENSES TOTAL $444,380 FINANCIAL SERVICES EXPENSES: 1080 Accounting/Bookkeeping $0 1081 External Audit $0 1082 Liability Insurance $0 1083 Administrative Overhead $847,472 1084 Payroll Services $0 1085 Professional Liability Insurance $0 FINANCIAL SERVICES TOTAL $847,472 SPECIAL EXPENSES (Consultant/Etc.): 1090 Consultant (network & data management)$0 1091 Translation Services $0 1092 Medication Supports $0 SPECIAL EXPENSES TOTAL $0 FIXED ASSETS: 1190 Computers & Software $0 1191 Furniture & Fixtures $0 1192 Other - (Identify)$0 1193 Other - (Identify)$0 FIXED ASSETS TOTAL $0 TOTAL PROGRAM EXPENSES $6,497,288 Exhibit B Page 7 of 12 FTE %Admin.Direct Total PERSONNEL SALARIES: 0001 Medical Director 1.00 $403,978 $44,886 $448,864 0002 Assistant to Medical Director 1.00 $62,632 $0 $62,632 0003 Chief Child Psychiatrist 0.50 $88,729 $88,729 $177,458 0004 Adult/Child Psychiatrist 1.00 $0 $334,039 $334,039 0005 Adult/Child Psychiatrist 1.00 $0 $334,039 $334,039 0006 Adult/Child Psychiatrist 1.00 $0 $334,039 $334,039 0007 Adult/Child Psychiatrist 1.00 $0 $334,039 $334,039 0008 Adult/Child Psychiatrist 1.00 $0 $334,039 $334,039 0009 Adult/Child Psychiatrist 1.00 $0 $334,039 $334,039 0010 Adult/Child Psychiatrist 1.00 $0 $334,039 $334,039 0011 Adult/Child Psychiatrist 1.00 $0 $334,039 $334,039 0012 Adult/Child Psychiatrist 1.00 $0 $334,039 $334,039 0013 Adult/Child Psychiatrist 1.00 $0 $334,039 $334,039 0014 Adult/Child Psychiatrist 1.00 $0 $334,039 $334,039 0015 Adult/Child Psychiatrist 1.00 $0 $334,039 $334,039 0016 Adult/Child Psychiatrist 1.00 $0 $334,039 $334,039 0017 Adult/Child Psychiatrist 1.00 $0 $334,039 $334,039 0018 Adult/Child Psychiatrist 1.00 $0 $334,039 $334,039 0019 Compensation Incentive (productivity & quality)$0 $1,088,000 $1,088,000 0020 Retention Bonus $0 $170,000 $170,000 SALARY TOTAL 17.50 $555,339 $6,402,200 $6,957,539 PAYROLL TAXES: 0030 OASDI $15,824 $123,392 $139,217 0031 FICA/MEDICARE $8,052 $92,832 $100,884 0032 SUI $718 $5,023 $5,740 PAYROLL TAX TOTAL $24,594 $221,247 $245,841 EMPLOYEE BENEFITS: 0040 Malpractice $7,167 $74,059 $81,226 0041 Retirement $19,165 $192,066 $211,231 0042 Workers Compensation $4,554 $52,498 $57,052 0043 Health Insurance (medical, vision, life, dental, disabil.)$20,955 $134,385 $155,340 EMPLOYEE BENEFITS TOTAL $51,841 $453,008 $504,849 SALARY & BENEFITS GRAND TOTAL $7,708,229 FACILITIES/EQUIPMENT EXPENSES: FACILITY/EQUIPMENT TOTAL $0 OPERATING EXPENSES: 1060 Telephone $20,160 1061 Answering Service $0 1062 Postage $0 1063 Printing/Reproduction $0 1064 Publications $0 1065 Legal Notices/Advertising $0 1066 Office Supplies & Equipment $0 1067 Household Supplies $0 Line Item Description (Must be itemized) CCFMG Operational (July 1, 2020 - June 30, 2021) Budget Categories - Total Proposed Budget Exhibit B Page 8 of 12 CCFMG Operational (July 1, 2020 - June 30, 2021) 1068 Food $0 1069 Program Supplies - Therapeutic $0 1070 Program Supplies - Medical $0 1071 Transportation of Clients $0 1072 Staff Mileage/vehicle maintenance $0 1073 Staff Travel (Out of County)$0 1074 Staff Training/Registration $0 1075 Lodging $6,000 1076 Recruiting $509,300 1077 Other - Airfare $3,200 1078 Other - Rental Car $1,600 OPERATING EXPENSES TOTAL $540,260 FINANCIAL SERVICES EXPENSES: 1080 Accounting/Bookkeeping $0 1081 External Audit $0 1082 Liability Insurance $0 1083 Administrative Overhead $1,237,273 1084 Payroll Services $0 1085 Professional Liability Insurance $0 FINANCIAL SERVICES TOTAL $1,237,273 SPECIAL EXPENSES (Consultant/Etc.): 1090 Consultant (network & data management)$0 1091 Translation Services $0 1092 Medication Supports $0 SPECIAL EXPENSES TOTAL $0 FIXED ASSETS: 1190 Computers & Software $0 1191 Furniture & Fixtures $0 1192 Other - (Identify)$0 1193 Other - (Identify)$0 FIXED ASSETS TOTAL $0 TOTAL PROGRAM EXPENSES $9,485,763 Exhibit B Page 9 of 12 FTE %Admin.Direct Total PERSONNEL SALARIES: 0001 Medical Director 1.00 $412,744 $45,860 $458,604 0002 Assistant to Medical Director 1.00 $63,991 $0 $63,991 0003 Chief Child Psychiatrist 0.50 $90,655 $90,654 $181,309 0004 Adult/Child Psychiatrist 1.00 $0 $341,287 $341,287 0005 Adult/Child Psychiatrist 1.00 $0 $341,287 $341,287 0006 Adult/Child Psychiatrist 1.00 $0 $341,287 $341,287 0007 Adult/Child Psychiatrist 1.00 $0 $341,287 $341,287 0008 Adult/Child Psychiatrist 1.00 $0 $341,287 $341,287 0009 Adult/Child Psychiatrist 1.00 $0 $341,287 $341,287 0010 Adult/Child Psychiatrist 1.00 $0 $341,287 $341,287 0011 Adult/Child Psychiatrist 1.00 $0 $341,287 $341,287 0012 Adult/Child Psychiatrist 1.00 $0 $341,287 $341,287 0013 Adult/Child Psychiatrist 1.00 $0 $341,287 $341,287 0014 Adult/Child Psychiatrist 1.00 $0 $341,287 $341,287 0015 Adult/Child Psychiatrist 1.00 $0 $341,287 $341,287 0016 Adult/Child Psychiatrist 1.00 $0 $341,287 $341,287 0017 Adult/Child Psychiatrist 1.00 $0 $341,287 $341,287 0018 Adult/Child Psychiatrist 1.00 $0 $341,287 $341,287 0019 Adult/Child Psychiatrist 1.00 $0 $341,287 $341,287 0020 Adult/Child Psychiatrist 1.00 $0 $341,287 $341,287 0021 Adult/Child Psychiatrist 1.00 $0 $341,287 $341,287 0022 Adult/Child Psychiatrist 1.00 $0 $341,287 $341,287 0023 Adult/Child Psychiatrist 1.00 $0 $341,287 $341,287 0024 Adult/Child Psychiatrist 1.00 $0 $341,287 $341,287 0025 Adult/Child Psychiatrist 1.00 $0 $341,287 $341,287 0026 Compensation Incentive (productivity & quality)$0 $1,600,000 $1,600,000 0027 Retention Bonus $0 $200,000 $200,000 SALARY TOTAL 24.50 $567,390 $9,444,836 $10,012,225 PAYROLL TAXES: 0030 OASDI $15,909 $179,118 $195,027 0031 FICA/MEDICARE $8,227 $136,950 $145,177 0032 SUI $718 $6,458 $7,175 PAYROLL TAX TOTAL $24,853 $322,526 $347,379 EMPLOYEE BENEFITS: 0040 Malpractice $7,167 $107,505 $114,672 0041 Retirement $19,581 $283,345 $302,926 0042 Workers Compensation $4,653 $77,448 $82,100 0043 Health Insurance (medical, vision, life, dental, disabil.)$20,955 $195,075 $216,030 EMPLOYEE BENEFITS TOTAL $52,356 $663,373 $715,729 SALARY & BENEFITS GRAND TOTAL $11,075,333 FACILITIES/EQUIPMENT EXPENSES: FACILITY/EQUIPMENT TOTAL $0 OPERATING EXPENSES: 1060 Telephone $22,680 Line Item Description (Must be itemized) CCFMG Operational (July 1, 2021 - June 30, 2022) Budget Categories - Total Proposed Budget Exhibit B Page 10 of 12 CCFMG Operational (July 1, 2021 - June 30, 2022) 1061 Answering Service $0 1062 Postage $0 1063 Printing/Reproduction $0 1064 Publications $0 1065 Legal Notices/Advertising $0 1066 Office Supplies & Equipment $0 1067 Household Supplies $0 1068 Food $0 1069 Program Supplies - Therapeutic $0 1070 Program Supplies - Medical $0 1071 Transportation of Clients $0 1072 Staff Mileage/vehicle maintenance $0 1073 Staff Travel (Out of County)$0 1074 Staff Training/Registration $0 1075 Lodging $6,000 1076 Recruiting $329,300 1077 Other - Airfare $3,200 1078 Other - Rental Car $1,600 OPERATING EXPENSES TOTAL $362,780 FINANCIAL SERVICES EXPENSES: 1080 Accounting/Bookkeeping $0 1081 External Audit $0 1082 Liability Insurance $0 1083 Administrative Overhead $1,715,717 1084 Payroll Services $0 1085 Professional Liability Insurance $0 FINANCIAL SERVICES TOTAL $1,715,717 SPECIAL EXPENSES (Consultant/Etc.): 1090 Consultant (network & data management)$0 1091 Translation Services $0 1092 Medication Supports $0 SPECIAL EXPENSES TOTAL $0 FIXED ASSETS: 1190 Computers & Software $0 1191 Furniture & Fixtures $0 1192 Other - (Identify)$0 1193 Other - (Identify)$0 FIXED ASSETS TOTAL $0 TOTAL PROGRAM EXPENSES $13,153,830 Exhibit B Page 11 of 12 FTE %Admin.Direct Total PERSONNEL SALARIES: 0001 Medical Director 1.00 $421,700 $46,856 $468,556 0002 Assistant to Medical Director 1.00 $65,380 $0 $65,380 0003 Chief Child Psychiatrist 0.50 $92,622 $92,622 $185,244 0004 Adult/Child Psychiatrist 1.00 $0 $348,693 $348,693 0005 Adult/Child Psychiatrist 1.00 $0 $348,693 $348,693 0006 Adult/Child Psychiatrist 1.00 $0 $348,693 $348,693 0007 Adult/Child Psychiatrist 1.00 $0 $348,693 $348,693 0008 Adult/Child Psychiatrist 1.00 $0 $348,693 $348,693 0009 Adult/Child Psychiatrist 1.00 $0 $348,693 $348,693 0010 Adult/Child Psychiatrist 1.00 $0 $348,693 $348,693 0011 Adult/Child Psychiatrist 1.00 $0 $348,693 $348,693 0012 Adult/Child Psychiatrist 1.00 $0 $348,693 $348,693 0013 Adult/Child Psychiatrist 1.00 $0 $348,693 $348,693 0014 Adult/Child Psychiatrist 1.00 $0 $348,693 $348,693 0015 Adult/Child Psychiatrist 1.00 $0 $348,693 $348,693 0016 Adult/Child Psychiatrist 1.00 $0 $348,693 $348,693 0017 Adult/Child Psychiatrist 1.00 $0 $348,693 $348,693 0018 Adult/Child Psychiatrist 1.00 $0 $348,693 $348,693 0019 Adult/Child Psychiatrist 1.00 $0 $348,693 $348,693 0020 Adult/Child Psychiatrist 1.00 $0 $348,693 $348,693 0021 Adult/Child Psychiatrist 1.00 $0 $348,693 $348,693 0022 Adult/Child Psychiatrist 1.00 $0 $348,693 $348,693 0023 Adult/Child Psychiatrist 1.00 $0 $348,693 $348,693 0024 Adult/Child Psychiatrist 1.00 $0 $348,693 $348,693 0025 Adult/Child Psychiatrist 1.00 $0 $348,693 $348,693 0026 Adult/Child Psychiatrist 1.00 $0 $348,693 $348,693 0027 Adult/Child Psychiatrist 1.00 $0 $348,693 $348,693 0028 Adult/Child Psychiatrist 1.00 $0 $348,693 $348,693 0029 Compensation Incentive (productivity & quality)$0 $1,600,000 $1,600,000 0030 Retention Bonus $0 $150,000 $150,000 SALARY TOTAL 27.50 $579,702 $10,606,803 $11,186,505 PAYROLL TAXES: 0030 OASDI $15,995 $203,000 $218,995 0031 FICA/MEDICARE $8,406 $153,799 $162,204 0032 SUI $718 $7,319 $8,036 PAYROLL TAX TOTAL $25,118 $364,118 $389,235 EMPLOYEE BENEFITS: 0040 Malpractice $7,167 $121,839 $129,006 0041 Retirement $20,006 $318,204 $338,210 0042 Workers Compensation $4,754 $86,976 $91,729 0043 Health Insurance (medical, vision, life, dental, disabil.)$20,955 $221,085 $242,040 EMPLOYEE BENEFITS TOTAL $52,882 $748,104 $800,986 SALARY & BENEFITS GRAND TOTAL $12,376,726 FACILITIES/EQUIPMENT EXPENSES: Line Item Description (Must be itemized) CCFMG Operational (July 1, 2022 - June 30, 2023) Budget Categories - Total Proposed Budget Exhibit B Page 12 of 12 CCFMG Operational (July 1, 2022 - June 30, 2023) FACILITY/EQUIPMENT TOTAL $0 OPERATING EXPENSES: 1060 Telephone $22,680 1061 Answering Service $0 1062 Postage $0 1063 Printing/Reproduction $0 1064 Publications $0 1065 Legal Notices/Advertising $0 1066 Office Supplies & Equipment $0 1067 Household Supplies $0 1068 Food $0 1069 Program Supplies - Therapeutic $0 1070 Program Supplies - Medical $0 1071 Transportation of Clients $0 1072 Staff Mileage/vehicle maintenance $0 1073 Staff Travel (Out of County)$0 1074 Staff Training/Registration $0 1075 Lodging $6,000 1076 Recruiting $194,300 1077 Other - Airfare $3,200 1078 Other - Rental Car $1,600 OPERATING EXPENSES TOTAL $227,780 FINANCIAL SERVICES EXPENSES: 1080 Accounting/Bookkeeping $0 1081 External Audit $0 1082 Liability Insurance $0 1083 Administrative Overhead $1,890,676 1084 Payroll Services $0 1085 Professional Liability Insurance $0 FINANCIAL SERVICES TOTAL $1,890,676 SPECIAL EXPENSES (Consultant/Etc.): 1090 Consultant (network & data management)$0 1091 Translation Services $0 1092 Medication Supports $0 SPECIAL EXPENSES TOTAL $0 FIXED ASSETS: 1190 Computers & Software $0 1191 Furniture & Fixtures $0 1192 Other - (Identify)$0 1193 Other - (Identify)$0 FIXED ASSETS TOTAL $0 TOTAL PROGRAM EXPENSES $14,495,182 Exhibit C Page 1 of 3 FRESNO COUNTY MENTAL HEALTH COMPLIANCE PROGRAM CONTRACTOR CODE OF CONDUCT AND ETHICS Fresno County is firmly committed to full compliance with all applicable laws, regulations, rules and guidelines that apply to the provision and payment of mental health services. Mental health contractors and the manner in which they conduct themselves are a vital part of this commitment. Fresno County has established this Contractor Code of Conduct and Ethics with which contractor and its employees and subcontractors shall comply. Contractor shall require its employees and subcontractors to attend a compliance training that will be provided by Fresno County. After completion of this training, each contractor, contractor’s employee and subcontractor must sign the Contractor Acknowledgment and Agreement form and return this form to the Compliance officer or designee. Contractor and its employees and subcontractor shall: 1. Comply with all applicable laws, regulations, rules or guidelines when providing and billing for mental health services. 2. Conduct themselves honestly, fairly, courteously and with a high degree of integrity in their professional dealing related to their contract with the County and avoid any conduct that could reasonably be expected to reflect adversely upon the integrity of the County. 3. Treat County employees, consumers, and other mental health contractors fairly and with respect. 4. NOT engage in any activity in violation of the County’s Compliance Program, nor engage in any other conduct which violates any applicable law, regulation, rule or guideline 5. Take precautions to ensure that claims are prepared and submitted accurately, timely and are consistent with all applicable laws, regulations, rules or guidelines. 6. Ensure that no false, fraudulent, inaccurate or fictitious claims for payment or reimbursement of any kind are submitted. 7. Bill only for eligible services actually rendered and fully documented. Use billing codes that accurately describe the services provided. Exhibit C Page 2 of 3 8. Act promptly to investigate and correct problems if errors in claims or billing are discovered. 9. Promptly report to the Compliance Officer any suspected violation(s) of this Code of Conduct and Ethics by County employees or other mental health contractors, or report any activity that they believe may violate the standards of the Compliance Program, or any other applicable law, regulation, rule or guideline. Fresno County prohibits retaliation against any person making a report. Any person engaging in any form of retaliation will be subject to disciplinary or other appropriate action by the County. Contractor may report anonymously. 10. Consult with the Compliance Officer if you have any questions or are uncertain of any Compliance Program standard or any other applicable law, regulation, rule or guideline. 11. Immediately notify the Compliance Officer if they become or may become an Ineligible person and therefore excluded from participation in the Federal Health Care Programs. Exhibit C Page 3 of 3 Fresno County Mental Health Compliance Program Contractor Acknowledgment and Agreement I hereby acknowledge that I have received, read and understand the Contractor Code of Conduct and Ethics. I herby acknowledge that I have received training and information on the Fresno County Mental Health Compliance Program and understand the contents thereof. I further agree to abide by the Contractor Code of Conduct and Ethics, and all Compliance Program requirements as they apply to my responsibilities as a mental health contractor for Fresno County. I understand and accept my responsibilities under this Agreement. I further understand that any violation of the Contractor Code of Conduct and Ethics or the Compliance Program is a violation of County policy and may also be a violation of applicable laws, regulations, rules or guidelines. I further understand that violation of the Contractor Code of Conduct and Ethics or the Compliance Program may result in termination of my agreement with Fresno County. I further understand that Fresno County will report me to the appropriate Federal or State agency. For Individual Providers Name (print): _____________________________________ Discipline: Psychiatrist Psychologist LCSW LMFT Signature :________________________________ Date : ___/____/___ For Group or Organizational Providers Group/Org. Name (print): _______________________________________ Employee Name (print): ________________________________________ Discipline: Psychiatrist Psychologist LCSW LMFT Other:___________________________________________ Job Title (if different from Discipline): ___________________________ Signature: _________________________________ Date: ____/___/____ Exhibit D Page 1 of 3 Documentation Standards For Client Records The documentation standards are described below under key topics related to client care. All standards must be addressed in the client record; however, there is no requirement that the record have a specific document or section addressing these topics. A. Assessments 1. The following areas will be included as appropriate as a part of a comprehensive client record. • Relevant physical health conditions reported by the client will be prominently identified and updated as appropriate. • Presenting problems and relevant conditions affecting the client’s physical health and mental health status will be documented, for example: living situation, daily activities, and social support. • Documentation will describe client’s strengths in achieving client plan goals. • Special status situations that present a risk to clients or others will be prominently documented and updated as appropriate. • Documentations will include medications that have been described by mental health plan physicians, dosage of each medication, dates of initial prescriptions and refills, and documentations of informed consent for medications. • Client self report of allergies and adverse reactions to medications, or lack of known allergies/sensitivities will be clearly documented. • A mental health history will be documented, including: previous treatment dates, providers, therapeutic interventions and responses, sources of clinical data, relevant family information and relevant results of relevant lab tests and consultations reports. • For children and adolescents, pre-natal and perinatal events and complete developmental history will be documented. • Documentations will include past and present use of tobacco, alcohol, and caffeine, as well as illicit, prescribed and over-the-counter drugs. • A relevant mental status examination will be documented. • A five axis diagnosis from the most current DSM, or a diagnosis from the most current ICD, will be documented, consistent with the presenting problems, history mental status evaluation and/or other assessment data. 2. Timeliness/Frequency Standard for Assessment • An assessment will be completed at intake and updated as needed to document changes in the client’s condition. • Client conditions will be assessed at least annually and, in most cases, at more frequent intervals. B. Client Plans 1. Client plans will: Exhibit D Page 2 of 3 • have specific observable and/or specific quantifiable goals • identify the proposed type(s) of intervention • have a proposed duration of intervention(s) • be signed (or electronic equivalent) by:  the person providing the service(s), or  a person representing a team or program providing services, or  a person representing the MHP providing services  when the client plan is used to establish that the services are provided under the direction of an approved category of staff, and if the below staff are not the approved category,  a physician  a licensed/ “waivered” psychologist  a licensed/ “associate” social worker  a licensed/ registered/marriage and family therapist or  a registered nurse • In addition,  client plans will be consistent with the diagnosis, and the focus of intervention will be consistent with the client plan goals, and there will be documentation of the client’s participation in and agreement with the plan. Examples of the documentation include, but are not limited to, reference to the client’s participation and agreement in the body of the plan, client signature on the plan, or a description of the client’s participation and agreement in progress notes.  client signature on the plan will be used as the means by which the CONTRACTOR(S) documents the participation of the client  when the client’s signature is required on the client plan and the client refuses or is unavailable for signature, the client plan will include a written explanation of the refusal or unavailability. • The CONTRACTOR(S) will give a copy of the client plan to the client on request. 2. Timeliness/Frequency of Client Plan: • Will be updated at least annually • The CONTRACTOR(S) will establish standards for timeliness and frequency for the individual elements of the client plan described in item 1. C. Progress Notes 1. Items that must be contained in the client record related to the client’s progress in treatment include: • The client record will provide timely documentation of relevant aspects of client care • Mental health staff/practitioners will use client records to document client encounters, including relevant clinical decisions and interventions • All entries in the client record will include the signature of the person providing the service (or electronic equivalent); the person’s professional degree, licensure or job title; and the relevant identification number, if applicable Exhibit D Page 3 of 3 • All entries will include the date services were provided • The record will be legible • The client record will document follow-up care, or as appropriate, a discharge summary 2. Timeliness/Frequency of Progress Notes: Progress notes shall be documented at the frequency by type of service indicated below: A. Every Service Contact • Mental Health Services • Medication Support Services • Crisis Intervention Exhibit E Page 1 of 2 STATE MENTAL HEALTH REQUIREMENTS 1. CONTROL REQUIREMENTS The COUNTY and its subcontractors shall provide services in accordance with all applicable Federal and State statutes and regulations. 2. PROFESSIONAL LICENSURE All (professional level) persons employed by the COUNTY Mental Health Program (directly or through contract) providing Short-Doyle/Medi-Cal services have met applicable professional licensure requirements pursuant to Business and Professions and Welfare and Institutions Codes. 3. CONFIDENTIALITY CONTRACTOR shall conform to and COUNTY shall monitor compliance with all State of California and Federal statutes and regulations regarding confidentiality, including but not limited to confidentiality of information requirements at 42, Code of Federal Regulations sections 2.1 et seq; California Welfare and Institutions Code, sections 14100.2, 11977, 11812, 5328; Division 10.5 and 10.6 of the California Health and Safety Code; Title 22, California Code of Regulations, section 51009; and Division 1, Part 2.6, Chapters 1-7 of the California Civil Code. 4. NON-DISCRIMINATION A. Eligibility for Services CONTRACTOR shall prepare and make available to COUNTY and to the public all eligibility requirements to participate in the program plan set forth in the Agreement. No person shall, because of ethnic group identification, age, gender, color, disability, medical condition, national origin, race, ancestry, marital status, religion, religious creed, political belief or sexual preference be excluded from participation, be denied benefits of, or be subject to discrimination under any program or activity receiving Federal or State of California assistance. B. Employment Opportunity CONTRACTOR shall comply with COUNTY policy, and the Equal Employment Opportunity Commission guidelines, which forbids discrimination against any person on the grounds of race, color, national origin, sex, religion, age, disability status, or sexual preference in employment practices. Such practices include retirement, recruitment advertising, hiring, layoff, termination, upgrading, demotion, transfer, Exhibit E Page 2 of 2 rates of pay or other forms of compensation, use of facilities, and other terms and conditions of employment. C. Suspension of Compensation If an allegation of discrimination occurs, COUNTY may withhold all further funds, until CONTRACTOR can show clear and convincing evidence to the satisfaction of COUNTY that funds provided under this Agreement were not used in connection with the alleged discrimination. D. Nepotism Except by consent of COUNTY’s Department of Behavioral Health Director, or designee, no person shall be employed by CONTRACTOR who is related by blood or marriage to, or who is a member of the Board of Directors or an officer of CONTRACTOR. 5. PATIENTS' RIGHTS CONTRACTOR shall comply with applicable laws and regulations, including but not limited to, laws, regulations, and State policies relating to patients' rights Exhibit F Page 1 of 2 FFRREESSNNOO CCOOUUNNTTYY MMEENNTTAALL HHEEAALLTTHH PPLLAANN GGRRIIEEVVAANNCCEESS AANNDD IINNCCIIDDEENNTT RREEPPOORRTTIINNGG PPRROOTTOOCCOOLL FFOORR CCOOMMPPLLEETTIIOONN OOFF IINNCCIIDDEENNTT RREEPPOORRTT • The Incident Report must be completed for all incidents involving clients. The staff person who becomes aware of the incident completes this form, and the supervisor co-signs it. • When more than one client is involved in an incident, a separate form must be completed for each client. Where the forms should be sent - within 24 hours from the time of the incident • Incident Report should be sent to: DBH Program Supervisor Exhibit F Page 2 of 2 INCIDENT REPORT WORKSHEET When did this happen? (date/time) Where did this happen? Name/DMH # 1. Background information of the incident: 2. Method of investigation: (chart review, face-to-face interview, etc.) Who was affected? (If other than consumer) List key people involved. (witnesses, visitors, physicians, employees) 3. Preliminary findings: How did it happen? Sequence of events. Be specific. If attachments are needed write comments on an 8 1/2 sheet of paper and attach to worksheet. Outcome severity: Nonexistent inconsequential consequential death not applicable unknown 4. Response: a) corrective action, b) Plan of Action, c) other Completed by (print name) Completed by (signature) Date completed Reviewed by Supervisor (print name) Supervisor Signature Date Exhibit G Page 1 of 2 Fresno County Mental Health Plan Grievances Fresno County Mental Health Plan (MHP) provides beneficiaries with a grievance and appeal process and an expedited appeal process to resolve grievances and disputes at the earliest and the lowest possible level. Title 9 of the California Code of Regulations requires that the MHP and its fee- for-service providers give verbal and written information to Medi-Cal beneficiaries regarding the following: • How to access specialty mental health services • How to file a grievance about services • How to file for a State Fair Hearing The MHP has developed a Consumer Guide, a beneficiary rights poster, a grievance form, an appeal form, and Request for Change of Provider Form. All of these beneficiary materials must be posted in prominent locations where Medi- Cal beneficiaries receive outpatient specialty mental health services, including the waiting rooms of providers’ offices of service. Please note that all fee-for-service providers and contract agencies are required to give their clients copies of all current beneficiary information annually at the time their treatment plans are updated and at intake. Beneficiaries have the right to use the grievance and/or appeal process without any penalty, change in mental health services, or any form of retaliation. All Medi-Cal beneficiaries can file an appeal or state hearing. Grievances and appeals forms and self addressed envelopes must be available for beneficiaries to pick up at all provider sites without having to make a verbal or written request. Forms can be sent to the following address: Fresno County Mental Health Plan P.O. Box 45003 Fresno, CA 93718-9886 (800) 654-3937 (for more information) (559) 488-3055 (TTY) Provider Problem Resolution and Appeals Process The MHP uses a simple, informal procedure in identifying and resolving provider concerns and problems regarding payment authorization issues, other complaints and concerns. Exhibit G Page 2 of 2 Informal provider problem resolution process – the provider may first speak to a Provider Relations Specialist (PRS) regarding his or her complaint or concern. The PRS will attempt to settle the complaint or concern with the provider. If the attempt is unsuccessful and the provider chooses to forego the informal grievance process, the provider will be advised to file a written complaint to the MHP address (listed above). Formal provider appeal process – the provider has the right to access the provider appeal process at any time before, during, or after the provider problem resolution process has begun, when the complaint concerns a denied or modified request for MHP payment authorization, or the process or payment of a provider’s claim to the MHP. Payment authorization issues – the provider may appeal a denied or modified request for payment authorization or a dispute with the MHP regarding the processing or payment of a provider’s claim to the MHP. The written appeal must be submitted to the MHP within 90 calendar days of the date of the receipt of the non-approval of payment. The MHP shall have 60 calendar days from its receipt of the appeal to inform the provider in writing of the decision, including a statement of the reasons for the decision that addresses each issue raised by the provider, and any action required by the provider to implement the decision. If the appeal concerns a denial or modification of payment authorization request, the MHP utilizes a Managed Care staff who was not involved in the initial denial or modification decision to determine the appeal decision. If the Managed Care staff reverses the appealed decision, the provider will be asked to submit a revised request for payment within 30 calendar days of receipt of the decision Other complaints – if there are other issues or complaints, which are not related to payment authorization issues, providers are encouraged to send a letter of complaint to the MHP. The provider will receive a written response from the MHP within 60 calendar days of receipt of the complaint. The decision rendered buy the MHP is final. Exhibit H Page 1 of 2 DISCLOSURE OF OWNERSHIP AND CONTROL INTEREST STATEMENT I. Identifying Information Name of entity D/B/A Address (number, street) City State ZIP code CLIA number Taxpayer ID number (EIN) Telephone number ( ) II. Answer the following questions by checking “Yes” or “No.” If any of the questions are answered “Yes,” list names and addresses of individuals or corporations under “Remarks” on page 2. Identify each item number to be continued. A. Are there any individuals or organizations having a direct or indirect ownership or control interest of five percent or more in the institution, organizations, or agency that have been convicted of a criminal offense related to the involvement of such persons or organizations in any of the programs established YES NO by Titles XVIII, XIX, or XX? ......................................................................................................................... ❒ ❒ B. Are there any directors, officers, agents, or managing employees of the institution, agency, or organization who have ever been convicted of a criminal offense related to their involvement in such programs established by Titles XVIII, XIX, or XX? ...................................................................................... ❒ ❒ C. Are there any individuals currently employed by the institution, agency, or organization in a managerial, accounting, auditing, or similar capacity who were employed by the institution’s, organization’s, or agency’s fiscal intermediary or carrier within the previous 12 months? (Title XVIII providers only) ........... ❒ ❒ III. A. List names, addresses for individuals, or the EIN for organizations having direct or indirect ownership or a controlling interest in the entity. (See instructions for definition of ownership and controlling interest.) List any additional names and addresses under “Remarks” on page 2. If more than one individual is reported and any of these persons are related to each other, this must be reported under “Remarks.” NAME ADDRESS EIN B. Type of entity: ❒ Sole proprietorship ❒ Partnership ❒ Corporation ❒ Unincorporated Associations ❒ Other (specify) C. If the disclosing entity is a corporation, list names, addresses of the directors, and EINs for corporations under “Remarks.” D. Are any owners of the disclosing entity also owners of other Medicare/Medicaid facilities? (Example: sole proprietor, partnership, or members of Board of Directors) If yes, list names, addresses of individuals, and provider numbers. .......................................................................................................... ❒ ❒ NAME ADDRESS PROVIDER NUMBER Exhibit H Page 2 of 2 YES NO IV. A. Has there been a change in ownership or control within the last year? ....................................................... ❒ ❒ If yes, give date. B. Do you anticipate any change of ownership or control within the year?....................................................... ❒ ❒ If yes, when? C. Do you anticipate filing for bankruptcy within the year?................................................................................ ❒ ❒ If yes, when? V. Is the facility operated by a management company or leased in whole or part by another organization?.......... ❒ ❒ If yes, give date of change in operations. VI. Has there been a change in Administrator, Director of Nursing, or Medical Director within the last year?......... ❒ ❒ VII. A. Is this facility chain affiliated? ...................................................................................................................... ❒ ❒ (If yes, list name, address of corporation, and EIN.) Name EIN Address (number, name) City State ZIP code B. If the answer to question VII.A. is NO, was the facility ever affiliated with a chain? (If yes, list name, address of corporation, and EIN.) Name EIN Address (number, name) City State ZIP code Whoever knowingly and willfully makes or causes to be made a false statement or representation of this statement, may be prosecuted under applicable federal or state laws. In addition, knowingly and willfully failing to fully and accurately disclose the information requested may result in denial of a request to participate or where the entity already participates, a termination of its agreement or contract with the agency, as appropriate. Name of authorized representative (typed) Title Signature Date Remarks Exhibit I Page 1 of 2 CERTIFICATION REGARDING DEBARMENT, SUSPENSION, AND OTHER RESPONSIBILITY MATTERS--PRIMARY COVERED TRANSACTIONS INSTRUCTIONS FOR CERTIFICATION 1. By signing and submitting this proposal, the prospective primary participant is providing the certification set out below. 2. The inability of a person to provide the certification required below will not necessarily result in denial of participation in this covered transaction. The prospective participant shall submit an explanation of why it cannot provide the certification set out below. The certification or explanation will be considered in connection with the department or agency's determination whether to enter into this transaction. However, failure of the prospective primary participant to furnish a certification or an explanation shall disqualify such person from participation in this transaction. 3. The certification in this clause is a material representation of fact upon which reliance was placed when the department or agency determined to enter into this transaction. If it is later determined that the prospective primary participant knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the department or agency may terminate this transaction for cause or default. 4. The prospective primary participant shall provide immediate written notice to the department or agency to which this proposal is submitted if at any time the prospective primary participant learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. 5. The terms covered transaction, debarred, suspended, ineligible, participant, person, primary covered transaction, principal, proposal, and voluntarily excluded, as used in this clause, have the meanings set out in the Definitions and Coverage sections of the rules implementing Executive Order 12549. You may contact the department or agency to which this proposal is being submitted for assistance in obtaining a copy of those regulations. 6. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of a participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. Exhibit I Page 2 of 2 CERTIFICATION (1) The prospective primary participant certifies to the best of its knowledge and belief, that it, its owners, officers, corporate managers and partners: (a) Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded by any Federal department or agency; (b) Have not within a three-year period preceding this proposal 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; (c) (d) Have not within a three-year period preceding this application/proposal had one or more public transactions (Federal, State or local) terminated for cause or default. (2) Where the prospective primary participant is unable to certify to any of the statements in this certification, such prospective participant shall attach an explanation to this proposal. Signature: Date: (Printed Name & Title) (Name of Agency or Company) Exhibit J Page 1 of 2 SELF-DEALING TRANSACTION DISCLOSURE FORM In order to conduct business with the County of Fresno (hereinafter referred to as “County”), members of a contractor’s board of directors (hereinafter referred to as “County Contractor”), must disclose any self-dealing transactions that they are a party to while providing goods, performing services, or both for the County. A self-dealing transaction is defined below: “A self-dealing transaction means a transaction to which the corporation is a party and in which one or more of its directors has a material financial interest” The definition above will be utilized for purposes of completing this disclosure form. INSTRUCTIONS (1) Enter board member’s name, job title (if applicable), and date this disclosure is being made. (2) Enter the board member’s company/agency name and address. (3) Describe in detail the nature of the self-dealing transaction that is being disclosed to the County. At a minimum, include a description of the following: a. The name of the agency/company with which the corporation has the transaction; and b. The nature of the material financial interest in the Corporation’s transaction that the board member has. (4) Describe in detail why the self-dealing transaction is appropriate based on applicable provisions of the Corporations Code. (5) Form must be signed by the board member that is involved in the self-dealing transaction described in Sections (3) and (4). Exhibit J Page 2 of 2 (1) Company Board Member Information: Name: Date: Job Title: (2) Company/Agency Name and Address: (3) Disclosure (Please describe the nature of the self-dealing transaction you are a party to) (4) Explain why this self-dealing transaction is consistent with the requirements of Corporations Code 5233 (a) (5) Authorized Signature Signature: Date: