HomeMy WebLinkAboutAgreement A-19-336 with WestCare California, Inc. (Rapid Rehousing).pdf1
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AGREEMENT
THIS AGREEMENT is made and entered into this ...filh.. day of July
Agreement No . 19-336
, 2019 , by and between
4 the COUNTY OF FRESNO , a Political Subdivision of the State of California , hereinafter referred to as
5 "COUNTY ," and WestCare California, Inc., a California Non-Profit Corporation, whose address is 1900
6 N. Gateway Blvd ., Suite 100 , Fresno , CA 93727 hereinafter referred to as "SUBRECIPIENT."
7 W I T N E S S E T H:
8 WHEREAS , COUNTY is the Administrative Entity for Homeless Emergency Aid Program (HEAP)
9 grant funds awarded to the Fresno Madera Continuum of Care (FMCoC) by the California Business ,
1 O Consumer Services and Housing (BCSH) Agency, as authorized by SB 850 (Chapter 48 , Statues of 2018);
11 and
12 WHEREAS , COUNTY is the Administrative Ent ity for Californ ia Emergency Solutions and Housing
13 (CESH) grant funds for the FMCoC by the Cal ifornia Department of Housing and Community Development
14 (HCD), as authorized by SB 850 (Chapter 48, Statues of 2018); and
15 WHEREAS , the Fresno Madera Continuum of Care has a need for coordinated homeless services
16 to address the homelessness crisis th roughout the Counties of Fresno and Madera ; and
17 WHEREAS , SUBRECIPIENT has the expertise and is willing to provide rapid rehousing services
18 pursuant to the terms and conditions of th is Agreement ;
19 NOW, THEREFORE , in consideration of the mutual covenants , terms , and conditions herein
20 contained , the parties hereto agree as follows :
21 1. OBLIGATIONS
22 A. SUBRECIPIENT shall perform all services and fulfill all responsibilities as
23 identified in COUNTY's Request for Proposal (RFP) No . 19-058, dated March 8 , 2019, and Addendum
24 No . One (1) to COUNTY's RFP No . 19-058, dated March 20 , 2019 , collectively hereinafter referred to as
25 COUNTY's Revised RFP No . 19-058 and SUBRECIPIENT's response to said Revised RFP , all
26 incorporated herein by reference and made part of this Agreement.
27 B . SUBRECIPIENT shall perform all services set forth in Exhibit A , Summary of
28 Services , attached hereto and by this reference incorporated herein.
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C. SUBRECIPIENT shall provide services pursuant to the staffing pattern and
program expenses detailed in Exhibit B, Budget, attached hereto and by this reference incorporated
herein.
D. SUBRECIPIENT shall maintain membership in the FMCoC and participate in
Coordinated Entry throughout the term of this Agreement, as described in Exhibit A. If, for any reason,
this status is not maintained, the COUNTY may terminate this Agreement pursuant to Section Three (3)
of this Agreement.
E. COUNTY has entered into an agreement with the State of California for HEAP
funding (Agreement No. 18-HEAP-0027), a copy of which is attached hereto as Exhibit C and is
incorporated herein by this reference. Services provided by SUBRECIPIENT under this Agreement shall
be funded with HEAP funding and, therefore, SUBRECIPIENT shall be aware of, agree to, and comply
with all State requirements governing the use of HEAP funds; and all conditions in Exhibit C. Failure to
comply with these requirements and conditions may result in termination of this Agreement pursuant to
Section Three (3) of this Agreement. Required conditions include, but are not limited to:
1) Perform the work in accordance with Federal, State and Local housing and
building codes, as applicable.
2) Maintain at least the minimum State-required worker’s compensation for those
employees who will perform the work or any part of it.
3) Maintain, as required by law, unemployment insurance, disability insurance,
and liability insurance in an amount that is reasonable to compensate any person, firm or corporation
who may be injured or damaged by the SUBRECIPIENT or any Subcontractor in performing the Work or
any part of it.
4) Agree to include all the terms of this Agreement and Exhibit C in each
subcontract.
F. COUNTY anticipates entering into an agreement with the State of California for
CESH funding. Upon entering into such an agreement with the State, COUNTY will provide written
notice to SUBRECIPIENT, and services provided by SUBRECIPIENT under this Agreement shall be
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funded, in part, with CESH funding and, therefore, SUBRECIPIENT shall be aware of, agree to, and
comply with all applicable State and Federal statutes, regulations and requirements governing the use of
CESH funds. Should the COUNTY and the State not enter into a CESH funding Agreement, the
COUNTY will provide SUBRECIPIENT written notice and the parties will negotiate an amendment to this
Agreement to reduce the compensation payable under this Agreement.
G. In the event of any inconsistency among the documents described in Paragraphs
One (1) A, B, C, D and E hereinabove, the inconsistency shall be resolved by giving precedence in the
following order of priority: 1) to this Agreement, including all Exhibits attached hereto, 2) to COUNTY’s
Revised RFP No. 19-053, and 3) to the SUBRECIPIENT’s response to the Revised RFP. A copy of
COUNTY’s Revised RFP 19-053 and SUBRECIPIENT’s response shall be retained and made available
during the term of this Agreement by COUNTY’s Department of Social Services, hereinafter referred to
as COUNTY’s DSS.
2. TERM
This Agreement shall be effective upon execution through and including June 30, 2022.
3. TERMINATION
A. Non-Allocation of Funds - The terms of this Agreement, and the services to be
provided hereunder, are contingent on the approval of funds by the appropriating government agency.
Should sufficient funds not be allocated, the services provided may be modified, or this Agreement
terminated, at any time by giving the SUBRECIPIENT thirty (30) days advance written notice.
B. Breach of Contract - The COUNTY may immediately suspend or terminate this
Agreement in whole or in part, where in the determination of the COUNTY there is:
1) An illegal or improper use of funds;
2) A failure to comply with any term of this Agreement;
3) A substantially incorrect or incomplete report submitted to the COUNTY;
4) Improperly performed service.
In no event shall any payment by the COUNTY constitute a waiver by the COUNTY of any
breach of this Agreement or any default which may then exist on the part of the SUBRECIPIENT. Neither
shall such payment impair or prejudice any remedy available to the COUNTY with respect to the breach or
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default. The COUNTY shall have the right to demand of the SUBRECIPIENT the repayment to the
COUNTY of any funds disbursed to the SUBRECIPIENT under this Agreement, which in the judgment of
the COUNTY were not expended in accordance with the terms of this Agreement. The SUBRECIPIENT
shall promptly refund any such funds upon demand.
C. Without Cause - Under circumstances other than those set forth above, this
Agreement may be terminated by SUBRECIPIENT or COUNTY or COUNTY’s DSS Director, or
designee, upon the giving of thirty (30) days advance written notice of an intention to terminate this
Agreement.
4. COMPENSATION
For actual services provided pursuant to the terms of this Agreement, COUNTY agrees to
pay SUBRECIPIENT and SUBRECIPIENT agrees to receive compensation in accordance with Exhibit B,
Budget. Mandated travel shall be reimbursed based on actual expenditures and mileage reimbursement
shall be at SUBRECIPIENT ’s adopted rate per mile, not to exceed the IRS published rate.
In no event shall actual services performed under this Agreement be in excess of Two
Million, Six Hundred Seventy-Seven Thousand, Three Hundred Ninety-Eight and No/100 Dollars
($2,677,398). Payments by COUNTY shall be in arrears, for services provided during the preceding
month, within forty-five (45) days after receipt, verification and approval of SUBRECIPIENT’s invoices by
COUNTY.
It is understood that all expenses incidental to SUBRECIPIENT'S performance of services
under this Agreement shall be borne by SUBRECIPIENT. If SUBRECIPIENT should fail to comply with
any provision of the Agreement, COUNTY shall be relieved of its obligation for further compensation.
Any compensation which is not expended by SUBRECIPIENT pursuant to the terms and conditions of
this Agreement shall automatically revert to COUNTY. The services provided by the SUBRECIPIENT
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 payment 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.
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To the extent permitted by State and Federal rules and regulations, advanced payment of up
to ten percent (10%) of the maximum compensation for the first twelve (12) months under this
Agreement may be requested of COUNTY by SUBRECIPIENT. Advance payments shall be limited to
implementation costs for new and/or expanded services only. Approval of an advanced payment is at
the sole discretion of COUNTY’s DSS Director or designee. If advanced payment occurs, the amount of
the advanced payment shall be deducted in equal installments from claims submitted during the seventh
through twelfth months of this Agreement.
5. INVOICING
SUBRECIPIENT shall invoice COUNTY’s DSS in arrears by the tenth (10th) of each month
for expenditures incurred to provide services rendered in the previous month to:
DSSInvoices@fresnocountyca.gov. Payments by COUNTY’s DSS shall be in arrears, for actual services
provided during the preceding month, within forty-five (45) days after receipt, verification, and approval of
SUBRECIPIENT’s invoices by COUNTY’s DSS. A monthly activity report shall accompany the invoice,
reflecting services supported by the invoiced expenditures and be in a form and in such detail as
acceptable to the COUNTY’s DSS. All final claims for funding shall be submitted by SUBRECIPIENT within
sixty (60) days following the final month of services.
At the discretion of COUNTY’s DSS Director or designee, if an invoice is incorrect or is
otherwise not in proper form or detail, COUNTY’s DSS Director or designee shall have the right to withhold
full payment of the invoice that is incorrect or improper after five (5) days prior written notice or email
correspondence to SUBRECIPIENT. SUBRECIPIENT agrees to continue to provide services for a period of
ninety (90) days after written or email notification of an incorrect or improper invoice. If after the ninety (90)
period the invoice(s) is still not corrected to COUNTY’s DSS satisfaction, COUNTY or COUNTY’s DSS
Director or designee may elect to terminate this Agreement, pursuant to the termination provisions stated in
Paragraph Three (3) of this Agreement.
6. INDEPENDENT CONTRACTOR
In performance of the work, duties and obligations assumed by SUBRECIPIENT under this
Agreement, it is mutually understood and agreed that SUBRECIPIENT, including any and all of the
SUBRECIPIENT'S officers, agents, and employees will at all times be acting and performing as an
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independent contractor, and shall act in an independent capacity and not as an officer, agent, servant,
employee, joint venturer, partner, or associate of the COUNTY. Furthermore, COUNTY shall have no right
to control or supervise or direct the manner or method by which SUBRECIPIENT shall perform its work and
function. However, COUNTY shall retain the right to administer this Agreement so as to verify that
SUBRECIPIENT is performing its obligations in accordance with the terms and conditions thereof.
SUBRECIPIENT and COUNTY shall comply with all applicable provisions of law and the
rules and regulations, if any, of governmental authorities having jurisdiction over matters the subject
thereof.
Because of its status as an independent contractor, SUBRECIPIENT shall have absolutely
no right to employment rights and benefits available to COUNTY employees. SUBRECIPIENT shall be
solely liable and responsible for providing to, or on behalf of, its employees all legally-required employee
benefits. In addition, SUBRECIPIENT shall be solely responsible and save COUNTY harmless from all
matters relating to payment of SUBRECIPIENT'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, SUBRECIPIENT may be providing services to others unrelated to the COUNTY or to this
Agreement.
7. MODIFICATION
A. 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.
B. Notwithstanding the above, changes to line items in Exhibit B, Budget, in an amount
not to exceed ten percent (10%) of the total maximum compensation as identified in Section Four (4) of this
Agreement, may be made with the written approval of COUNTY’s DSS Director or designee and
SUBRECIPIENT. Budget line item changes shall not result in any change to the maximum compensation
amount payable to SUBRECIPIENT, as stated herein.
C. SUBRECIPIENT hereby agrees that changes to the compensation under this
Agreement may be necessitated by a reduction in funding from State and/or Federal sources.
COUNTY’s DSS Director or designee may modify the maximum compensation depending on State and
Federal funding availability, as stated in Section Four (4) in this Agreement. SUBRECIPIENT further
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understands that this Agreement is subject to any restrictions, limitations or enactments of all legislative
bodies which affect the provisions, term, or funding of this Agreement in any manner.
8. NON-ASSIGNMENT
SUBRECIPIENT shall not assign, transfer or sub-contract this Agreement nor their rights or
duties under this Agreement without the prior written consent of the COUNTY or COUNTY’s DSS Director
or designee. Any transferee, assignee, or subcontractor will be subject to all applicable provisions of this
Agreement, and all applicable State and Federal regulations. SUBRECIPIENT shall be held primarily
responsible by the COUNTY for the performance of any transferee, assignee, or subcontractor unless
otherwise expressly agreed to in writing by COUNTY. The use of subcontractor by SUBRECIPIENT shall
not entitle SUBRECIPIENT to any additional compensation than is provided for under this Agreement.
9. HOLD HARMLESS
SUBRECIPIENT agrees to indemnify, save, hold harmless, and at COUNTY'S request,
defend the COUNTY, its officers, agents, and employees from any and all costs and expenses (including
attorney’s fees and costs), damages, liabilities, claims, and losses occurring or resulting to COUNTY in
connection with the performance, or failure to perform, by SUBRECIPIENT, its officers, agents, or
employees under this Agreement, and from any and all costs and expenses (including attorney’s fees and
costs), damages, liabilities, claims, and losses occurring or resulting to any person, firm, or corporation who
may be injured or damaged by the performance, or failure to perform, of SUBRECIPIENT, its officers,
agents, or employees under this Agreement.
10. INSURANCE
Without limiting the COUNTY's right to obtain indemnification from SUBRECIPIENT or any
third parties, SUBRECIPIENT, at its sole expense, shall maintain in full force and effect, the following
insurance policies or a program of self-insurance, including but not limited to, an insurance pooling
arrangement or Joint Powers Agreement (JPA) throughout the term of the Agreement:
A. Commercial General Liability
Commercial General Liability Insurance with limits of not less than Two Million Dollars
($2,000,000.00) per occurrence and an annual aggregate of Four Million Dollars ($4,000,000.00). This
policy shall be issued on a per occurrence basis. COUNTY may require specific coverages including
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completed operations, products liability, contractual liability, Explosion-Collapse-Underground, fire legal
liability or any other liability insurance deemed necessary because of the nature of this contract.
B. Automobile Liability
Comprehensive Automobile Liability Insurance with limits of not less than One Million
Dollars ($1,000,000.00) per accident for bodily injury and for property damages. Coverage should include
any auto used in connection with this Agreement.
C. Professional Liability
If SUBRECIPIENT employs licensed professional staff, (e.g., Ph.D., R.N., L.C.S.W.,
M.F.C.C.) in providing services, Professional Liability Insurance with limits of not less than One Million
Dollars ($1,000,000.00) per occurrence, Three Million Dollars ($3,000,000.00) annual aggregate.
D. Worker's Compensation
A policy of Worker's Compensation insurance as may be required by the California Labor
Code.
E. Additional Requirements Relating to Insurance
SUBRECIPIENT 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 SUBRECIPIENT's policies herein. This insurance shall not be cancelled or changed
without a minimum of thirty (30) days advance written notice given to COUNTY.
SUBRECIPIENT hereby waives its right to recover from COUNTY, its officers, agents, and
employees any amounts paid by the policy of worker’s compensation insurance required by this
Agreement. SUBRECIPIENT is solely responsible to obtain any endorsement to such policy that may be
necessary to accomplish such waiver of subrogation, but SUBRECIPIENT’s waiver of subrogation under
this paragraph is effective whether or not SUBRECIPIENT obtains such an endorsement.
Within Thirty (30) days from the date SUBRECIPIENT signs and executes this Agreement,
SUBRECIPIENT shall provide certificates of insurance and endorsement as stated above for all of the
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foregoing policies, as required herein, to the County of Fresno, P.O. Box 1912, Fresno, CA 93718-1219,
Attention: Contract Analyst, stating that such insurance coverage has been obtained and is in full force; that
the County of Fresno, its officers, agents and employees will not be responsible for any premiums on the
policies; that for such worker’s compensation insurance the SUBRECIPIENT has waived its right to recover
from the COUNTY, its officers, agents, and employees any amounts paid under the insurance policy and
that waiver does not invalidate the insurance policy; that such Commercial General Liability insurance
names the County of Fresno, its officers, agents and employees, individually and collectively, as additional
insured, but only insofar as the operations under this Agreement are concerned; that such coverage for
additional insured shall apply as primary insurance and any other insurance, or self-insurance, maintained
by COUNTY, its officers, agents and employees, shall be excess only and not contributing with insurance
provided under SUBRECIPIENT'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 SUBRECIPIENT fails to keep in effect at all times insurance coverage as herein
provided, the COUNTY may, in addition to other remedies it may have, suspend or terminate this
Agreement upon the occurrence of such event.
All policies shall be issued by admitted insurers licensed to do business in the State of
California, and such insurance shall be purchased from companies possessing a current A.M. Best, Inc.
rating of A FSC VII or better.
11. CONFLICT OF INTEREST
No officer, employee or agent of the COUNTY who exercises any function or responsibility
for planning and carrying out of the services provided under this Agreement shall have any direct or indirect
personal financial interest in this Agreement. In addition, no employee of the COUNTY shall be employed
by the SUBRECIPIENT under this Agreement to fulfill any contractual obligations with the COUNTY. The
SUBRECIPIENT shall comply with all Federal, State of California and local conflict of interest laws, statutes
and regulations, which shall be applicable to all parties and beneficiaries under this Agreement and any
officer, employee, or agent of the COUNTY.
12. NON-DISCRIMINATION
During the performance of this Agreement SUBRECIPIENT shall not unlawfully discriminate
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against any employee or applicant for employment, or recipient of services, because of ethnic group
identification, gender, gender identity, gender expression, sexual orientation, color, physical disability,
mental disability, medical condition, national origin, race, ancestry, marital status, religion, or religious
creed, pursuant to all applicable State of California and Federal statutes and regulations.
13. LIMITED ENGLISH PROFICIENCY
SUBRECIPIENT shall provide interpreting and translation services to persons participating
in SUBRECIPIENT’s services who have limited or no English language proficiency, including services to
persons who are deaf or blind. Interpreter and translation services shall be provided as necessary to allow
such participants meaningful access to the programs, services and benefits provided by SUBRECIPIENT.
Interpreter and translation services, including translation of SUBRECIPIENT’s “vital documents” (those
documents that contain information that is critical for accessing SUBRECIPIENT’s services or are required
by law) shall be provided to participants at no cost to the participant. SUBRECIPIENT shall ensure that any
employees, agents, subcontractor, or partners who interpret or translate for a program participant, or who
directly communicate with a program participant in a language other than English, demonstrate proficiency
in the participants’ language and can effectively communicate any specialized terms and concepts peculiar
to SUBRECIPIENT’s services.
14. CLEAN AIR AND WATER
In the event the funding under this Agreement exceeds One Hundred Thousand and No/100
Dollars ($100,000), SUBRECIPIENT shall comply with all applicable standards, orders or requirements
issued under the Clear Air Act contained in 42 U.S. Code 7601 et seq; the Clean Water Act contained in 33
U.S. Code 1368 et seq.; and any standards, laws and regulations, promulgated thereunder. Under these
laws and regulations, SUBRECIPIENT shall assure:
A. No facility shall be utilized in the performance of the Agreement that has been listed on
the Environmental Protection Agency (EPA) list of Violating Facilities;
B. COUNTY shall be notified prior to execution of this Agreement of the receipt of any
communication from the Director, Office of Federal Activities, U.S. EPA indicating that a facility to be
utilized in the performance of this Agreement is under consideration to be listed on the EPA list of
Violating Facilities;
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C. COUNTY and U.S. EPA shall be notified about any known violation of the above laws
and regulations; and
D. This assurance shall be included in every nonexempt subgrant, contract, or
subcontract.
15. DRUG-FREE WORKPLACE REQUIREMENTS
For purposes of this paragraph, SUBRECIPIENT will be referred to as the “grantee.” By
drawing funds against this grant award, the grantee is providing the certification that is required by
regulations implementing the Drug-Free Workplace Act of 1988, 45 CFR Part 76, Subpart F. These
regulations require certification by grantees that they will maintain a drug-free workplace. False certification
or violation of the certification shall be grounds for suspension of payments, suspension or termination of
grants, or government wide suspension or debarment. SUBRECIPIENT shall also comply with the
requirements of the Drug-Free Workplace Act of 1990 (California Government Code section 8350 et seq.)
16. CERTIFICATION REGARDING DEBARMENT, SUSPENSION, INTELIGIBILITY, AND
VOLUNTARY EXCLUSION-LOWER TIER COVERED TRANSACTIONS
A. COUNTY and SUBRECIPIENT recognize that SUBRECIPIENT is a recipient of State
funds under the terms of this Agreement. By signing this Agreement, SUBRECIPIENT agrees to notify
COUNTY of any past, present, or future Federal suspension or debarment. By signing this Agreement,
SUBRECIPIENT attests to the best of its knowledge and belief, that it and its principals:
1) Are not presently debarred, suspended, proposed for debarment, declared
ineligible, or voluntarily excluded by any Federal department or agency; and
2) Shall not knowingly enter into any covered transaction with an entity or person
who is proposed for debarment under Federal regulations, debarred, suspended, declared ineligible, or
voluntarily excluded from participation in such transaction.
B. SUBRECIPIENT shall provide immediate written notice to COUNTY if at any time
during the term of this Agreement SUBRECIPIENT learns that the representations it makes above were
erroneous when made or have become erroneous by reason of changed circumstances.
C. SUBRECIPIENT shall include a clause titled “Certification Regarding Debarment,
Suspension, Ineligibility, and Voluntary Exclusion – Lower Tier Covered Transactions” and similar in
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nature to this paragraph in all lower tier covered transactions and in all solicitations for lower tier covered
transactions.
D. SUBRECIPIENT shall, prior to soliciting or purchasing goods and services in
excess of $25,000 funded by this Agreement, review and retain the proposed vendor’s suspension and
debarment status at https://www.sam.gov/SAM/.
17. CONFIDENTIALITY
All services performed by SUBRECIPIENT under this Agreement shall be in strict
conformance with all applicable Federal, State of California, and/or local laws and regulations relating to
confidentiality.
18. DATA SECURITY
Individuals and/or agencies that enter into a contractual relationship with the COUNTY for
the purpose of providing services must employ adequate controls and data security measures, both
internally and externally to ensure and protect the confidential information and/or data provided to
contractor by the COUNTY, 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 may not connect to or use COUNTY networks/systems via
personally owned mobile, wireless or handheld devices unless authorized by COUNTY for telecommuting
purposes and provide a secure connection; up to date virus protection and mobile devices must have the
remote wipe feature enabled. Computers or computer peripherals including mobile storage devices may not
be used (COUNTY or SUBRECIPIENT device) or brought in for use into the COUNTY’s system(s) without
prior authorization from COUNTY’s Chief Information Officer and/or designee(s).
SUBRECIPIENT may not store COUNTY’s private, confidential or sensitive data on any
hard-disk drive, portable storage device or remote storage installation unless encrypted according to
advance encryption standards (AES of 128 bit or higher).
The COUNTY will immediately be notified of any violations, breaches or potential breaches
of security related to COUNTY’s confidential information, data and/or data processing equipment which
stores or processes COUNTY data, internally or externally.
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COUNTY shall provide oversight to SUBRECIPIENT’s response to all incidents arising from
a possible breach of security related to COUNTY’s confidential client information. SUBRECPIENT will be
responsible to issue any notification to affected individuals as required by law or as deemed necessary by
COUNTY in its sole discretion. SUBRECIPIENT will be responsible for all costs incurred as a result of
providing the required notification.
19. PROPERTY OF COUNTY
SUBRECIPIENT agrees to take reasonable and prudent steps to ensure the security of
any and all said hardware and software provided to it by COUNTY under this Agreement, to maintain
replacement-value insurance coverages on said hardware and software of like kind and quality
approved by COUNTY.
All purchases over Five Thousand Dollars ($5,000) made during the life of this
Agreement that will outlive the life of this Agreement shall be identified as fixed assets with an assigned
Fresno County DSS Accounting Inventory Number. These fixed assets shall be retained by COUNTY,
as COUNTY property, in the event this Agreement is terminated or upon expiration of this Agreement.
SUBRECIPIENT agrees to participate in an annual inventory of all COUNTY fixed assets and shall be
physically present when fixed assets are returned to COUNTY possession at the termination or
expiration of this Agreement. SUBRECIPIENT is responsible for returning to COUNTY all COUNTY
owned fixed assets upon the expiration or termination of this Agreement.
20. INDEPENDENT AUDIT
A. COUNTY reserves the right to perform or cause to be performed a financial audit. At
COUNTY’s request, the SUBRECIPIENT shall provide, at its own expense, a financial audit prepared by a
certified public accountant. HEAP and/or CESH administrative funds may be used to fund this expense.
1) If a financial audit is required by COUNTY, the audit shall be performed by an
independent certified public accountant.
2) The SUBRECIPIENT shall notify COUNTY of the auditor’s name and address
immediately after the selection has been made. The contract for the audit shall allow access by COUNTY
and State representatives to the independent auditor’s working papers.
3) The SUBRECIPIENT is responsible for the completion of audits and all costs of
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preparing audits.
4) The completed audit report shall be submitted by the auditor to COUNTY within
three business days of completion.
5) If there are audit findings, the SUBRECIPIENT must submit a detailed response
acceptable to COUNTY for each audit finding within 90 days from the date of the audit finding report.
B. Failure to comply with the above provisions 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 SUBRECIPIENT 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 SUBRECIPIENT at COUNTY cost, as determined by
COUNTY’s Auditor-Controller/Treasurer-Tax Collector.
21. AUDITS AND INSPECTIONS
The SUBRECIPIENT 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 SUBRECIPIENT shall, upon request by the
COUNTY, permit the COUNTY to audit and inspect all of such records and data necessary to ensure
SUBRECIPIENT'S compliance with the terms of this Agreement.
SUBRECIPIENT shall make available all records and accounts for inspection and audit by
COUNTY, the State of California, the Comptroller General of the United States, a Federal Grantor Agency,
or any of their duly authorized representatives, at all reasonable times for a period of at least five (5) years
following final payment under this Agreement or the closure of all other pending matters, whichever is later.
In addition, SUBRECIPIENT shall cooperate and participate with COUNTY’s fiscal review
process and comply with all final determinations rendered by the COUNTY’s fiscal review process. If
COUNTY reaches an adverse decision regarding SUBRECIPIENT’s services to consumers, it may result in
the disallowance of payment for services rendered; or in additional controls to the delivery of services, or in
the termination of this Agreement, at the discretion of COUNTY’s DSS Director or designee. If as a result of
COUNTY’s fiscal review process a disallowance is discovered due to SUBRECIPIENT’s deficiency,
SUBRECIPIENT shall be financially liable for the amount previously paid by COUNTY to SUBRECIPIENT
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and this disallowance will be adjusted from SUBRECIPIENT’s future payments, at the discretion of
COUNTY’s DSS Director or designee. In addition, COUNTY shall have the sole discretion in the
determination of fiscal review outcomes, decisions and actions.
22. FRATERNIZATION
SUBRECIPIENT shall establish procedures addressing fraternization between
SUBRECIPIENT’s staff and clients. Such procedures will include provisions for informing
SUBRECIPIENT’s staff and clients regarding fraternization guidelines.
23. STATE ENERGY CONSERVATION
SUBRECIPIENT must comply with the mandatory standard and policies relating to energy
efficiency which are contain in the State Energy Conservation Plan issued in compliance with 42 United
States (US) Code sections 6321, et. seq.
24. CHARITABLE CHOICE
SUBRECIPIENT may not discriminate in its program delivery against a client or potential
client on the basis of religion or religious belief, a refusal to hold a religious belief, or a refusal to actively
participate in a religious practice. Any specifically religious activity or service made available to individuals
by the SUBRECIPIENT must be voluntary as well as separate in time and location from COUNTY funded
activities and services. SUBRECIPIENT shall inform COUNTY as to whether it is faith-based. If
SUBRECIPIENT identifies as faith-based, they must submit to DSS a copy of its policy on referring
individuals to alternate treatment SUBRECIPIENT, and include a copy of this policy in their client admission
forms. The policy must inform individuals that they may be referred to an alternative provider if they object
to the religious nature of the program, and include a notice to DSS. Adherence to this policy will be
monitored during site reviews, and a review of client files. If SUBRECIPIENT identifies as faith-based, by
July 1 of each year SUBRECIPIENT will be required to report to DSS the number of individuals who
requested referrals to alternate providers based on religious objection.
25. PROHIBITION ON PUBLICITY
None of the funds, materials, property or services provided directly or indirectly under this
Agreement shall be used for SUBRECIPIENT’s advertising, fundraising, or publicity (i.e., purchasing of
tickets/tables, silent auction donations, etc.) for the purpose of self-promotion. Notwithstanding the above,
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publicity of the services described in Paragraph One (1) of this Agreement shall be allowed as necessary to
raise public awareness about the availability of such specific services when approved in advance by the
Director or designee and at a cost as 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).
26. PUBLIC INFORMATION
SUBRECIPIENT shall disclose COUNTY as a funding source in all public information.
27. NOTICES
The persons and their addresses having authority to give and receive notices under this
Agreement include the following:
COUNTY SUBRECIPIENT
Director, COUNTY OF FRESNO Deputy Chief Operating Officer Department of Social Services WestCare California, Inc. P.O. Box 1912 1900 N. Gateway Blvd., Suite 100 Fresno, CA 93718-1912 Fresno, CA 93727
All notices between the COUNTY and SUBRECIPIENT 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).
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28. GOVERNING LAW
Venue for any action arising out of or related to this Agreement shall only be in Fresno
County, California.
The rights and obligations of the parties and all interpretation and performance of this
Agreement shall be governed in all respects by the laws of the State of California.
29. CHANGE OF LEADERSHIP/MANAGEMENT
In the event of any change in the status of SUBRECIPIENT ’s leadership or management,
SUBRECIPIENT shall provide written notice to COUNTY within thirty (30) days from the date of change.
Such notification shall include any new leader or manager’s name, address and qualifications. “Leadership
or management” shall include any employee, member, or owner of SUBRECIPIENT who either a) directs
individuals providing services pursuant to this Agreement, b) exercises control over the manner in which
services are provided, or c) has authority over SUBRECIPIENT’s finances.
30. LOBBYING AND POLITICAL ACTIVITY
None of the funds provided under this Agreement shall be used for publicity, lobbying or
propaganda purposes designed to support or defeat legislation pending in the Congress of the United
States of America or the Legislature of the State of California.
SUBRECIPIENT shall not directly or indirectly use any of the funds under this Agreement for
any political activity or to further the election or defeat of any candidate for public office.
31. DISCLOSURE OF SELF-DEALING TRANSACTIONS
This provision is only applicable if the SUBRECIPIENT is operating as a corporation (a
for-profit or non-profit corporation) or if during the term of the agreement, the SUBRECIPIENT changes
its status to operate as a corporation.
Members of the SUBRECIPIENT’s Board of Directors shall disclose any self-dealing
transactions that they are a party to while SUBRECIPIENT is providing goods or performing services
under this agreement. A self-dealing transaction shall mean a transaction to which the SUBRECIPIENT
is a party and in which one or more of its directors has a material financial interest. Members of the
Board of Directors shall disclose any self-dealing transactions that they are a party to by completing and
signing a Self-Dealing Transaction Disclosure Form, attached hereto as Exhibit D and incorporated
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herein by reference, and submitting it to the COUNTY prior to commencing with the self-dealing
transaction or immediately thereafter.
32. SEVERABILITY
The provisions of this Agreement are severable. The invalidity or unenforceability of any
one provision in the Agreement shall not affect the other provisions.
33. ENTIRE AGREEMENT
This Agreement constitutes the entire agreement between the SUBRECIPIENT and
COUNTY with respect to the subject matter hereof and supersedes all previous Agreement negotiations,
proposals, commitments, writings, advertisements, publications, and understanding of any nature
whatsoever unless expressly included in this Agreement.
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1 IN WITNESS WHEREOF, the parties hereto have executed th is Agreement as of the day and year
2 first hereinabove written .
3
4 . SUBRECIPIENT:
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::~~t:t
Print~==.=z=~, ns
Title:--:\:)() p,,>,.,h.h, C'.,£.Y,)
Chairman of e Board, or
President, or any Vice President
A-\--\-~ot, n 6 iD cu..-el--ho\, ~
11 ~U •. fuY\. t ~ LJJc.C..A c;Qo19 -uJ
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Seer tary (of Corporation), or
any Assistant Secretary, or
Chief Financial Officer, or
any Assistant Treasurer
Mailing Address:
COUNTY OF FRESNO
~) Nathan M8Qsig,\rm~n of the Bo
Supervisors of the County of Fresno
ATTEST:
Bernice E. Seidel
Clerk of the Board of Supervisors
County of Fresno , State of Californ ia
By: $,us0w,n ~~Cb{)
Deputy
19 1900 N. Gateway Blvd ., Suite 100, Fresno , CA 93727
Phone No: (559) 251-4800
20 Contact: Deputy Chief Operating Officer
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FOR ACCOUNTING USE ONLY:
Fund/Subclass: 0001/10000
ORG No.: 56107114
Account No.: 7870
DEN :lm
-19-
Exhibit A
Page 1 of 3
SUMMARY OF SERVICES
ORGANIZATION: WestCare California, Inc. (WestCare)
ADDRESS: 1900 N. Gateway Blvd., Suite 100, Fresno, CA 93727
TELEPHONE: (559) 251-4800
CONTACT: Shawn Jenkins, Deputy Chief Operating Officer
EMAIL: shawn.jenkins@WestCare.com
CONTRACT: Rapid Rehousing Services
CONTRACT TERM: July 9, 2019 through June 30, 2022
CONTRACT AMOUNT: $2,677,398.00
SUMMARY OF SERVICES
WestCare will provide a Rapid Rehousing program designed to help individuals and families exit
homelessness and return to permanent housing as quickly as possible. WestCare will provide
temporary, medium-term financial assistance (typically 3 to 18 months), combined with housing
location and case management services, to help homeless individuals and families obtain
permanent housing and achieve long-term stability.
Rapid Rehousing services provided shall follow both project-based and tenant-based models.
• Project-based assistance will be provided at a site located at 2550 W. Clinton Ave.,
Fresno, CA.
• Tenant-based assistance will be provided to participants throughout the Fresno Madera
Continuum of Care (FMCoC) service area, in metro and rural Fresno and Madera
counties.
TARGET POPULATION
The target populations of Rapid Rehousing services are individuals or families that are
experiencing homelessness in Fresno and Madera Counties, with particular focus on Madera
(City and County) and City of Selma regions for tenant-based assistance.
A minimum of $62,185 of Direct Financial Assistance must be expended on youth that have
entered the program between the ages of 18 and 24, including individuals and families with a
head of household between the ages of 18 and 24.
RAPID REHOUSING SERVICES
1. Case Management: Provide intensive case management services that focus on
developing a housing plan for all participants, helping them overcome barriers to
attaining permanent housing, locating and placing participants into housing, monitoring
participant progress, and intervening with relevant support, if necessary to ensure
participant stability. Two case managers will provide services at the 2550 W. Clinton
Ave. site, or other identified access sites in Fresno and Madera counties.
Case management services will be provided in a phased approach, in order to ensure
that participants have been sustainably stabilized:
Exhibit A
Page 2 of 3
a. Active Case Management (ACM): ACM will be used when a participant first
enters the program, until the point that the case manager believes that their
housing situation has been reasonably stabilized. ACM entails regular contact,
from twice weekly to sometimes daily; sustained effort to stabilize the
participant’s housing situation; and active pursuit of additional community
resources for the participant’s benefit.
b. Passive Case Management (PCM): Once a participant has been adequately
stabilized, they may be phased to PCM. PCM entails the case manager
contacting the client in person, or by other means as necessary, a minimum of
every two weeks in order to monitor the participant’s housing stability. During this
phase of service, the participant may continue to contact the Rapid Rehousing
program at any time should they require assistance.
Note: Participants may be transferred from PCM to ACM whenever necessary, as
determined by either case managers or the Program Director.
2. Direct Financial Assistance: Provide direct financial assistance to remove immediate
barriers to housing, including rental assistance of up to 24 months, utility payments,
security and utility deposits, moving costs, transportation costs, landlord fees and
background check fees, job certification and license fees, work supply costs, and
interpreter services. Whenever appropriate, WestCare will work with clients to ensure
that clients pay a share of cost toward rental assistance, beginning with the first month of
assistance. WestCare shall develop a share of cost schedule, and ensure that client
subsidies adhere to the schedule based on individual needs.
SUBRECIPIENT RESPONSIBILITIES
• Maintain membership in good standing in the Fresno Madera Continuum of Care
(FMCoC) as defined by FMCoC bylaws, and participate in the Coordinated Entry System
(CES).
• Accept referrals only through the FMCoC CES.
• In the event the number of referrals exceeds the number of available housing
placements, WestCare will prioritize referrals using the following criteria: Vulnerability
Index – Service Prioritization Decision Assistance Tool score, length of homelessness,
medical conditions, and any other relevant factors.
• Enter participant information into the Homeless Management Information System (HMIS)
in compliance with HEAP and HUD data collection, management, and reporting
standards.
• Ensure that all units at the 2550 W. Clinton Ave. site are occupied within 3 months of
contract execution, and ensure that no unit is subsequently unoccupied for a period of
more than 60 consecutive days. In the event that a unit is unoccupied for greater than 60
days, the unit may not be billed to this agreement. Exceptions may be made with written
approval from the County.
• Ensure that a minimum of $62,185 of Direct Financial Assistance is expended on youth
that have entered the program between the ages of 18 and 24, including individuals and
families with a head of household between the ages of 18 and 24.
• Meet with County staff monthly, or as often as needed, for service coordination,
problem/issue resolution, information sharing, training, review, and monitoring of
services.
Exhibit A
Page 3 of 3
• Engage clients in a linguistically and culturally-appropriate manner, including the use of
interpreters when needed.
• Provide annual Civil Rights training to staff at the beginning of every calendar year, and
provide relevant verification to the County of Fresno by April 1.
PERFORMANCE OUTCOMES
WestCare shall provide complete and accurate monthly activity reports to the County of Fresno,
in a report format approved by the County by the 10th of each month.
WestCare shall meet the following outcomes annually:
• Provide both project-based and tenant-based Rapid Rehousing services to a minimum
of 45 unduplicated participants.
• A minimum of 75% of participants will exit to permanent housing.
• A minimum of 80% of those who exit the program to permanent housing will remain in
permanent housing six months after exiting the program.
• Ensure 100% of HMIS entries are completed within 7 days of program entry.
Exhibit B
BUDGET SUMMARY
ORGANIZATION: WestCare California, Inc.
SERVICES: Rapid Rehousing
CONTRACT TERM: July 9, 2019 through June 30, 2022
CONTRACT AMOUNT: $2,677,398.00
Budget Categories Amount
Personnel
Salaries
2.5 FTE Case Managers
.16 FTE Program Director
Payroll Taxes
Benefits
Subtotal $411,570.00
Operations
Insurance
Communication
Office Expenses
Equipment
Vehicle Fuel/Maintenance
Repairs, Maintenance, and Lease
Staff Recruitment
Training
Subtotal $98,460.00
Direct Financial Assistance*
Rental Assistance
Motel/Hotel Costs
Utility Payments
Security/Utility Deposits
Moving/Storage Costs
Vehicle Lease
Landlord Fees/Background Checks
Subtotal $1,905,847.00*
Indirect Costs
Indirect Costs
Subtotal $261,521.00
Total $2,677,398.00
*A minimum of $62,185 of Direct Financial Assistance must be expended on youth that have
entered the program between the ages of 18 and 24.
County of Fresno
18-HEAP-00027
Page 1 of 3
Standard Ag'reem~nt
EXHIBIT A
AUTHORITY,'PURPOSE AND SCOPE OF WORK
Homele~s Emergency Aid Program'CHEAP)
1.Authority
Pursuant to Chapter 5 (commencing with Se.ction 50210) of Part 10f Division 31 of
the Health and Safety Code, and all other relevant provisions established under SB
850 (Chapter 48,'Statutes of 2018), the State has established the Homeless
Emergency Aid Program ("HEAP" or "the Program" or "the grant'i). The Program is.
administered by the 'California Homeless Coordinating and Financing'Council
("Council") in the Business, Consumer Services and Housing Agency ("Agency").
HEAP provides one-time fle~ibl~ block grant funds to Administrative, Entities as
defined in the September 5, 20~8 HEAP Notice of Funding Availability (NOFA) and
Large Cities to address their immediate homelessness challenges. This Standard'
Agreement along with all its exhibits ("Agreement") is entered into by.the Agency and
an Administrative Entity or Large City ("Contractor") under the authority of, and in
furtherance of the purpose of, the Prograf!l. In signing this Agreement and thereby
accepting this award of funds, the Contractor agrees to comply with the terms and
conditions of the Agreement, the Notice of Funding Availability (liNOFA") under which
.the Contractor applied, the representations contained in the Contractor's application,
and the requirements of the authority cited above..
2. Purpose
The general purpose of the Program is to provide one-time block grant funding to
address the immediate emergency needs of hornelessindlvlduals and individuals at
imminent risk of homeless ness in the servicearea of each Contractor. In accordance
with the authority cited above, an application was made by the Contractor for HEAP
funds to be allocated.for eligible uses under the grant, which include, but are not
limited to, the following: services, rentalasslstance or subsidies, capital improvements
and homeless youth activities.
3. Definitions
Terms-herein shall have the same meaning as the definitions set forth in the HEAP
NOFA.
4. Scope of Work '
The Scope of Work{'Work") for this Agreement shall include ODe-time uses that are
consistent with Chapter 5 (commencing with Section 50210) of Part 1 of Division 31
of the Health and Safety Code, and all other relevant provisions established under S8
850 (Chapter 48, Statutes of 2018), for eligible uses, which include, but are not limited
to, one or more of the following:.
Homeless EmergencyAid Program
NOFA Datel 09/P5/2018
Contractor's Initia~
Exhibit C
1 of 17
County of Fresno
18-HEAP-00027
Page 2 of 3
Standard Agreement
EXHIBIT A
A. Services,
B. Rental Assistance or Subsidies,
C.Capital Improvements,
D. Homeless Youth Set-Aside,
E.Administrative Costs,and
F.Other
5.Agency Contract Coordinator
The Agency's Contract Coordinator for this Agreement is the Council's HEAP Grant
Manager or the Grant Manager's designee.Unless otherwise instructed,any notice,
report, or other communication requiringContractor signaturefor this Agreementshall
be mailed by first class mail to the Agency Contract Coordinator at the following
address:
Business,Consumer Services and HousingAgency
Attn:Homeless Emergency Aid Program Grant Manager
915 Capitol Mall,Suite 350-A
Sacramento, CA 95814
6.Contractor's Contract Coordinator
The Contractor's Contract Coordinator ("Authorized Representative") for this
Agreement is listed below.Unless otherwise informed, any notice,report or other
communication required by this Agreement will be mailed by first class mail to the
Contractor's Contract Coordinator at the following address:
Contractor's
Authorized
Representative Laura Moreno, Program Manager
Name:
Address:200 W.PontiacWay,Building 3
Clovis,CA 93612
Phone:(559) 600-2335
Email:Ihaga@fresnocountyca.gov
Homeless EmergencyAid Program
NOFA Date:09/05/2018
Exhibit C
2 of 17
StandardAgree ent
EXHIBIT A
County of Fresno
18-HEAP-00027
Page3 of 3
7.Effective Date,Term of Agreement, and Oeattlines
A.This Agreement is effective upon approval by the Agency (indicated by the
signature provided by Agency in the lowlleft section of page one,Standard
Agreement, STD.213), when signed by all arties.
B.All HEAP grant funds must be at least fi:percent contractually obligated by
January 1,2020. One hundred percent of ~rogram funds must be expended by
June 30, 2021. Any funds not expended qy that date shall be returned to the
Agency and will revert to the General Fund See Health and Safety Code Section
50215).
8. Special Conditions
Agency reserves the right to add any special c nditions to this Agreement it deems
necessary to ensure the goals of the Program a e achieved.
Homeless Emergency Aid Program
NOFA Date:09/05/2018
Exhibit C
3 of 17
County of Fresno
18-HEAP-00027Page1of3
.'
Standard Agreement
EXHIBIT B
BUDGET DETAIL AND PAYMENT PROVISIONS
Homeless Emergency Aid Program (HEAP)
1. Budget Detail
The Contractor agreesthat HEAP funds shall be expended on one-time uses that
address immediate homelessness challenges.
Consistent with the application submitted by the Contractor on December 12,2018,
the Business, Consumer Services and HousingAgency ("Agency")shall award funds'
in the form of a grant for the following ~ligible activities:
.A.Capital Improvements:-
.B. Services:
C. RentalAssistance or Subsidies:
D. HomelessYouth Set-Aside:
E. Administrative Costs:
F. Other:
Total HEAPAward Amount:
$ 0.00
$ 7,073,213.70
$ 994,679.00','
.$ 475,068.14
$ 475,068.00
$ 483,334.00
$9,501,362.84
2. General Conditio,ns Prior to Disbursement '
General Requirements - All Contractors must submit the following forms prior to
HEAPfunds being released:-
A. Requestfor Funds Form (RFF),
B. Four original copies of the signed STD.2.13form and initialed Exhibits A through
D, and "-
C. Any other documents, certifications, or evidence requested by Agency as part of
the HEAP application.
3. Expenditure of Funds
-Specific requirements and deadlines for contractually obligating and expending
awarded funds are defined in the HEAP statutes. Health and Safety Code Sections
50214 and .50215mandatethe following:
A. Nomore than five (5) percerit of HEAPfunds may be usedfor administrativecosts
related to the execution of eligible activities.
B. No less than five (5) percent :of HEAP funds shall be used to establish or expand
services meeting the needs of homeless youth or youth at risk of homelessness,
C.No.lessthan 50'percentof HEAPfunds shall be contractuallyobligated by January
1,2020.-
D. One hundred percent of HEAPfunds shall be expended by June 30,2021.
Homeless EmergencyAid Program
NOFA Date:"09/05/2018
Contractor's Initi~
Exhibit C
4 of 17
County of Fresno
18-HEAP-00027Page2 of3
Standard Agreement
EXHIBIT B
E.Any funds not expended by June 30, 2021 shall be returned to Agency and will
revert to the General Fund.
Homeless Coordinating and Financing Council ("Council") staff will provide ongoing
technical assistance andtraining tosupport Contractorsin successfullycomplyingwith
these requirements and deadlines.
HEAP funds may not be obligated and expended prior to the effective date of this
Agreement or prior to Contractor's receipt of HEAP funds, whichever date is later,
even if it is for an eligible use under the statute.Program funds shall be expended in
compliance with the requirements set forth in Chapter 5 of Part 1 of Division 31of the
Health and Safety Code and all other relevant provisions established under 58 850,
the NQFA,and this Agreement.
4.Disbursement of Funds
HEAP funds will be disbursed to the Contractor upon receipt,review and approval of
the completed RFF by Agency, which will then forward the RFF to the State
Controller'S Office ("SCQ") for a check to be issued.The RFF must include the
proposed activities and amount of funds proposed for expenditure under eacheligible
use. HEAP funds will be disbursed in a single allocation once the RFF has been
received by the SCQ.
5.Budget Changes
After the effective date of this Agreement.the Contractor agreesthat no changesshall
be made to the Contractor's HEAP budget, funded homeless service providers
("subrecipients"), or eligible activities listed in the RFFwithout first obtaining approval
from Agency.Any changes to this Agreement must be requested by the Contractor in
writing through submission of a Change Request Form.Changes must be approved
in writing by Agency.
6.Ineligible Costs
HEAP funds shall not be used for costs associated with activities in violation of any
law or for any activities not consistent with the intent of the Program and the eligible
uses identified in Health and Safety Code Section 50214.
Agency reserves the right to request additional information and clarification to
determine the reasonableness and eligibility of all costs to be paid with funds made
available by this Agreement. If the Contractor or its funded subrecipients use HEAP
funds to payfor ineligibleactivities,the Contractorshall be requiredto reimbursethese
funds to Agency.
Homeless Emergency Aid Program
NOFA Date:09/05/2018
Exhibit C
5 of 17
County of Fresno
18-HEAP-00027
Page 3 of 3
Sta~dard Agreement
EXHIBIT B
A. An expenditure which is not authorized by this Agreement, or which cannot be
adequately documented, shall be disallowed and must be reimbursed to Agency
by the Contractor.
B.Expenditures for activities not described in Exhibit A or Paragraph 1 above shall
be deemed authorized if the activities are consistent with Health and SafetyCode
Section 50214 and such activities are included in the approved RFF or are
approved inwriting by Agency priorto the expenditure offunds for those activities.
C. Agency, at its sole and reasonable discretion, shall make the final determination
regarding the allowability of expenditures of HEAP funds.
D.Program funds shall not be used for overhead or planning activities,including
Homeless Management Information Systems or Homelessness Plans.
7.Administrative Costs
The Contractor must complywith Health and Safety Code Section 50214,which limits
administrative costs related to the execution of eligible activities to no more than five
percent of HEAPfunds. For purposes of this Program,"administrativecosts" does not
include staff costs directly related to carrying out the eligible activities described in
Paragraph 1 of this Exhibit.
Homeless Emergency Aid Program
NOFA Date:09/05/2018
Exhibit C
6 of 17
County of Fresno
18-HEAP-00027
Page 1 of 9
Standard Agreement
EXHIBITC
TERMS AND CONDITIONS
Homeless Emergency Aid Program (HEAP)
1..Effective Date. Commencement of Work a-ndComple~ion Dates
A. This Agreement is effective upon approval by Agency, which is indicated by the
signature provided byAgency in the,lower left-hand corner of page one, Standard
Agreement, STD. 213,when signed'byall parties.Contractor agrees that the work '
shall not commence, nor any costs to be paid with HEAP funds be incurred or
obligated by any party, prior to execution of this Agreement by Agency and the
Contractor, or prior to Contractor's receipt of HEAPfunds, whichever date is later.
Contractor agrees that the work shall be completed by the expenditure'date
specified in Exhibit A, Paragraph6.
B. Contractor must contractually obligate no less than 50 percent of HEAP funds by
January 1,,2020.One hundred percent of HEAP funds shall be expended by June
30, 2021. Any funds not expended by June 30, 2021 shall be returned to Agency
and revert to the General'Fund."Obligate" means that the Contractor has placed
orders, awarded contracts, received services, or entered similar transactions that
requirepayment from the grant amount. Inthe case of an award madeto a general
purpose local government that subcontracts with private nonproflt organizati.ons
via letters of awards and Service Provider Agreements, the Subcontractors are
requiredto obligatethe funds bythe same statutorydeadlines. "Expended"means
all HEAP funds obligated under contract or subcontract have been fully paid and
receipted, and no invoices remain outstanding.
C.Contractor and its Subcontractors agree that the work shall be completed by the
expiration date specified in Exhibit A,'Paragraph 6 and that the Scope ofWork will
be providedfor the full term of this Agreement.
2.Sufficiency of Funds and Termination
A.Agency may terminate this Agreement at any time for cause by giving a minimum
of 14 days' notice of termination, in writing, to the Contractor. Cause shall consist
of: violations of any terms or conditions of this Agreement, or any breach of
contract as described in Paragraph 7; violation of any Federal or State Laws or
Regulations;or withdrawal of Agency's expenditure authority. Upontermination of '
this Agreement, unlessotherwise approved inwriting byAgency, any unexpended
funds received by the Contractor shall be returned to Agency within thirty days of
the Notice of Termination.
B. ThisAgreement isvalid and enforceableonly if sufficientfunds are made available
to Agency by legislative appropriation. Inaddition,this Agreement issubjectto any
additional restrictions,limitationsor conditions,or statutes, regulationsoral1Yother
Homeless Emergency Aid Program
NOFA Date:09/0512018
Contractor'sInitiald
Exhibit C
7 of 17
County of Fresno
18-HEAP-00027
Page 2 of 9
Standard Agreement
EXHIBITC
laws,whether federal or those of the State of California,or of any agency,
department,or any political subdivision of the federal or State of California
governments, which may affect the provisions, terms or funding of this Agreement
in any manner.
3.Transfers
Contractor may not transfer or assign by subcontract or novation,or by any other
means,the rights,duties, or performanceofthisAgreement or any partthereof,except
with the prior written approval of Agency and a formal amendment to this Agreement
to affect such subcontract or novation.
4.Contractor's Application for Funds
Contractor has submittedto Agency an applicationfor HEAPfunds to provide urgently
needed emergency assistance to homeless people in communities with a declared
shelter crisis or applicable waiver as authorized by Health and Safety Code Section
50212(b).Agency is entering into this Agreement on the basis of,and in substantial
reliance upon,Contractor's facts, information, assertions and representations
contained inthat Application, and inany subsequentmodifications oradditionsthereto
approved by Agency.The Application and any approved modifications and additions
thereto are hereby incorporated into this Agreement.
Contractor warrants that all information,facts,assertions and representations
contained in the Application and approved modifications and additions thereto are
true,correct,and complete to the best of Contractor's knowledge.In the event that
any part of the Application and any approved modification and addition thereto is
untrue, incorrect,incomplete,or misleading in such a manner that would substantially
affect Agency approval, disbursement, or monitoring of the funding and the grants or
activities governed by this Agreement,then Agency may declare a breach hereofand
take such action or pursue such remedies as are provided for breach hereof.
5.Reporting/Audits
A.The Contractor shall submit an annual report to Agency on forms provided by
Agency,by January 1,2020 and January 1,2021.Ifthe Contractorfails to provide
such documentation, Agency may disencumber any portion of the amount
authorized by this Agreement with a 14-day written notification. The Contractor
shall also submit a final report by September 30,2021.
B. The annual report shall contain a detailed report containing the following:
1.Amounts awarded to subrecipients with activity(ies) identified.
2.Contract expenditures.3. Unduplicated number of homeless persons or persons at imminent risk of
homelessness served.
Homeless Emergency Aid Program
NOFA Date:09/05/2018
Exhibit C
8 of 17
County of Fresno
18-HEAP-00027
Page3 of9
Standard Agreement
EXHIBITC
4. Number of instances of service (defined in September 5,2018 HEAP NOFA).
5. Increases in capacity for new and existing programs.
6. The number of unsheltered homelesspersons becoming sheltered.
7. The number of homeless persons entering permanent housing.
Breakdowns will be expected for each activity (i.e. services,capital improvements.
rental assistance. etc.) and program type (Le. emergency shelter.rapid re-housing.
outreach.etc.) for the supplemental reporting requirements listed above.when
applicable.The same information will also be requested specifically for the following
subpopulations. based on priorities defined by the U.S. Department of Housing and
Urban Development (HUD):
1. Chronically homeless
2.Homeless veterans
3.Unaccompanied homeless youth
4.Homeless persons in families with children
Counts by subpopulation will not be required in cases where that information is
unavailable, but it is expected in cases where client information is entered in a
Homeless Management Information System (HMIS).Additional breakdownsfor other
subgroups (e.g.race.ethnicity,disability status.etc.) are optional. if the Contractor
chooses to include them.
The Contractor will also be asked to comment on the following:
1.Progress made toward local homelessness goals.
2.The alignment between HEAP funding priorities and "Housing First" principles
adopted by the Homeless Coordinating and Financing Council.
3. Any other effects from HEAP funding that the CoC or large city would like to
share (optional).
C.Agency reservesthe rightto perform or cause to be performed a financial audit.At
Agency request. the Contractor shall provide, at its own expense. a financial audit
prepared by a certified public accountant. HEAPadministrativefunds may beused
to fund this expense.
1.If a financial audit is required by Agency.the audit shall be performed by an
independent certified public accountant.
2. The Contractor shall notify Agency of the auditor's name and address
immediately after the selection has been made. The contractfor the auditshall
allow access by Agency to the independentauditor's working papers.
3. The Contractor is responsible for the completion of audits and all costs of
preparing audits.4.If there are audit findings, the Contractor must submit a detailed response
acceptable to Agency for each auditfinding within 90 days from the dateof the
Homeless EmergencyAid Program
NOFA Date:09/05/2018
Exhibit C
9 of 17
County of Fresno
18-HEAP-00027
Page4 of9
Standard Agreement
EXHIBITC
audit finding report.
6.Retention and Inspection of Records
A. The Contractor agrees that Agency or its designee shall have the right to review,
obtain,and copy all records and supporting documentation pertaining to
performance of this Agreement. The Contractor agrees to provide Agency or its
designee, with any relevant information requested. The Contractor agrees to
permit Agency or its designee access to its premises, upon reasonable notice,
during normal businesshoursfor the purposeof interviewingemployeeswhomight
reasonably have information related to such records and inspecting and copying
such books,records,accounts,and other materials that may be relevant to a
matter under investigation for the purpose of determining compliance with the
Chapter 5 of Part 1 of Division 31 of the Health and Safety Code and all other
applicable requirements established under SB 850,HEAP program guidance
document published on the website, and this Agreement.
B.The Contractor further agrees to retain all records described in ParagraphA for a
minimum period of five (5) years after the termination of this Agreement.
1.If any litigation,claim,negotiation,audit, monitoring, inspection or other action
has been commenced before the expiration of the required record retention
period, all records mustbe retained untilcompletionofthe action and resolution
of all issues which arise from it.
7.Breach and Remedies
A. The following shall each constitute a breach of this Agreement:
1.Contractor's failure to comply with the terms or conditions of this Agreement.
2.Use of, or permitting the use of, HEAP funds provided under this Agreement
for any ineligible activities.
3.Any failure to complywith the deadlines set forth in this Agreement.
B. In addition to any other remedies that may be available to Agency in law or equity
for breach of this Agreement,Agency may:
1. Bar the Contractor from applying for future HEAPfunds;
2. Revoke any other existing HEAP award(s) to the Contractor;
3.Require the return of any unexpended HEAP funds disbursed under this
Agreement;
4.Require repayment of HEAP funds disbursed and expended under this
Agreement;5. Require the immediate return to Agency of all funds derived from the use of
HEAPfunds including,but not limitedto recaptured funds and returnedfunds;
Homeless EmergencyAid Program
NOFA Date:09/05/2018
Exhibit C
10 of 17
County of Fresno
18-HEAP-00027
Page 50f9
Standard Agreement
EXHIBITC
6. Seek,in a court of competent jurisdiction, an order for specific performance of
the defaulted obligation or the appointment of a receiver to complete the
technical assistance in accordance with HEAP requirements; and
7.Seek such other remedies as may be available under this Agreement or any
law.
C.All remedies available to Agency are cumulative and not exclusive.
D. Agency may give written notice to the Contractor to cure the breach or violation
within a period of not less than 15 days.
8.Waivers
No waiver of any breach of this Agreement shall be held to be a waiver of any prior or
subsequent breach.The failure of Agency to enforce at any time the provisions of this
Agreement, or to require at any time,performance by the Contractor of these
provisions,shall in no way be construed to be a waiver of such provisions nor to affect
the validity of this Agreement or the right of Agency to enforce these provisions.
9.Nondiscrimination
During the performance of this Agreement,Contractor and its subcontractors shall not
unlawfully discriminate,harass, or allow harassment against any employee or
applicant for employment because of sex (gender), sexual orientation,gender identity,
gender expression,race, color, ancestry, religion,creed, national origin (including
language use restriction),pregnancy,physical disability (including HIV and AIDS),
mental disability,medical condition (cancer/genetic characteristics), age (over 40),
genetic information,marital status,military and veteran status,and denial of medical
and family care leave or pregnancy disability leave. Contractors and subcontractors
shall ensure that the evaluation and treatment of their employees and applicants for
employment are free from such discrimination and harassment. Contractor or
subcontractors shall comply with the provisions of the Fair Employment and Housing
Act (Government Code section12990 (a-f) et seq.) and the applicable regulations
promulgated thereunder (California Code of Regulations, Title 2, section 7285 et seq.).
The applicable regulations of the Fair Employment and Housing Commission
implementing Government Code section 12990 (a-f),set forth in Chapter 5 of Division
4 of Title 2 of the California Code of Regulations, are incorporated into this Agreement
by reference and made a part hereof as if set forth in full.Contractor and its
subcontractors shall give written notice of their obligations under this clause to labor
organizations with which they have a collective bargaining or other agreement.
10.Conflict of Interest
All participants are subject to State and Federal conflict of interest laws. Failure to
comply with these laws,including business and financial disclosure provisions, will
result in the application being rejected and any subsequent contract being declared
Homeless Emergency Aid Program
NOFA Date:09/0512018
Exhibit C
11 of 17
County of Fresno
18-HEAP-00027
Page 60f9
Standard Agreement
EXHIBIT C
void.Other legal action may also be taken. Applicable statutes include, but are not
limited to, Government Code section 1090and Public Contract Code,sections 10410
and 10411,for State conflict of interest requirements.
A.Current State Employees:No State officer or employee shall engage in any
employment,activity,or enterprise from which the officer or employee receives
compensation or has a financial interest,andwhich is sponsored or funded by any
State agency, unless the employment,activity,or enterprise is required as a
condition of regular State employment. No State officer or employee shall contract
on his or her own behalf as an independent contractor with any State agency to
provide goods or services.
B. Former State Employees:Forthe two-year periodfrom the date he or she leftState
employment,noformer State officeroremployee mayenter intoa contract inwhich
he or she engaged in any of the negotiations,transactions, planning,
arrangements,or any part of the decision-making process relevant to the contract
while employed in any capacity by any State agency. Forthe twelve-month period
from the date he or she left State employment,noformer State officer or employee
may enter into a contract with any State agency if he or she was employed by that
State agency in a policy-making position in the same general subject area as the
proposed contract within the twelve-month period prior to his or her leaving,State
service.
C. Employees of the Contractor: Employees of the Contractor shall comply with all
applicable provisions of .Iawpertaining to conflicts of interest, including but not
limited to any applicable conflict of interest provisions of the California Political
Reform Act, Government Code section 87100 et seq.
11.Drug-Free Workplace Certification
Certification of Compliance: By signing this Agreement,Contractor,and its
subcontractors, hereby certify, under penalty of perjury under the laws of State of
California, compliance with the requirements of the Drug-FreeWorkplace Act of 1990
(Government Code 8350 et seq.) and have or wiUprovide a drug-free workplace by
taking the following actions:
A. Publish a statement notifying employees and subcontractors that unlawful
manufacture,distribution,dispensation,possession,or use of a controlled
substance is prohibited and specifying actions to be taken against employees,
contractors, or subcontractors for violations, as required by Government Code
section 8355(a)(1).
B. Establish a Drug-Free Awareness Program, as required by Government Code
section 8355(a)(2)to inform employees, contractors,or subcontractorsaboutall of
the following:
Homeless EmergencyAid Program
NOFA Date:09/05/2018
---- --- ------
Exhibit C
12 of 17
County of Fresno
18-HEAP-00027
Page 7 of9
Standard Agreement
EXHIBITC
1.The dangers of drug abuse in the workplace;
2.Contractor's policy of maintaining a drug-free workplace;
3.Any available counseling,rehabilitation,and employee assistance programs;and,.
4. Penalties that may be imposed upon employees, contractors,and
subcontractors for drug abuse violations.
C.Provide,as required by Government Code section 8355(a)(3), that every employee
and/or subcontractor who works under this Agreement:
1.Will receive a copy of Contractor's drug-free policy statement, and
2. Will agree to abide by terms of Contractor's condition of employment or
subcontract.
12.Child Support Compliance Act
For any Contract Agreement in excess of $100,000, the Contractor acknowledges in
accordance with Public Contract Code 7110,that:
A. The Contractor recognizes the importance of child and family support obligations
and shall fully comply with all applicable state and federal laws relating to child and
family support enforcement, including, but not limited to, disclosure of information
and compliance with earnings assignment orders,as provided in Chapter 8
(commencing with section 5200) of Part 5 of Division 9 of the Family Code; and
B.The Contractor,to the best of its knowledge is fully complying with the earnings
assignment orders of all employees and is providing the names of all new
employees to the New Hire Registry maintained by the California Employment
Development Department.
13.Special Conditions - Contractors/Subcontractor
The Contractor agrees to comply with all conditions of this Agreement including the
Special Conditions set forth in Exhibit D.These conditions shall be met to the
satisfaction of Agency prior to disbursement of funds.The Contractor shall ensure that
all Subcontractors are made aware of and agree to comply with all the conditions of
this Agreement and the applicable State requirements governing the use of HEAP
funds. Failure to comply with these conditions may result in termination of this
Agreement.
A. The Agreement between the Contractor and any Subcontractor shall require the
Contractor and its Subcontractors, if any,to:
1.Perform the work in accordance with Federal,State and Local housing and
building codes,as applicable.
2. Maintain at least the minimum State-required worker's compensation for those
Homeless Emergency Aid Program
NOFA Date:09/05/2018
Exhibit C
13 of 17
County of Fresno
18-HEAP-00027
Page 8 of 9
Standard Agreement
EXHIBITC
employees who will perform the work or any part of it.
3. Maintain,as required by law, unemployment insurance, disability insurance,
and liability insurance in an amount that is reasonable to compensate any
person, firm or corporation who may be injured or damaged by the Contractor
or any Subcontractor in performing the Work or any part of it.
4. Agree to include all the terms of this Agreement in each subcontract.
14.Compliance with State and Federal Laws. Rules, Guidelines and Regulations
The Contractoragreesto complywith all Stateand Federallaws, rulesand regulations
that pertain to construction,health and safety, labor, fair employment practices,
environmental protection, equal opportunity, fair housing, and all other matters
applicable andlor related to the HEAP program, the Contractor,its Subcontractors,
and all eligible activities.
Contractor shall also be responsible for obtaining any and all permits,licenses,and
approvals requiredfor performing any activities underthis Agreement, includingthose
necessary to perform design, construction,or operation and maintenance of the
activities.Contractor shall be responsible for observing and complying with any
applicable federal, state, and local laws,rules or regulations affecting any suchwork,
specifically those including, but not limitedto,environmental protection,procurement,
and safety laws, rules, regulations, and ordinances.Contractor shall provide copiesof
permits and approvals to Agency upon request.
15.Inspections
A.Contractor shall inspect any work performed hereunder to ensure that the work is
being and has been performed in accordance with the applicable Federal,State
and/or local requirements,and this Agreement.
B. Agency reservesthe rightto inspect any work performed hereunderto ensurethat
the work is being and has been performed in accordance with the applicable
Federal,State andlor local requirements,and this Agreement.
C. Contractor agrees to require that all work that is determined based on such
inspections not to conform to the applicable requirements be corrected and to
withhold payments to the subrecipient or Subcontractor until it is corrected.
16.Litigation
A. If any provision of this Agreement, or an underlying obligation,is held invalidby a
court of competent jurisdiction,such invalidity, at the sole discretion of Agency,
shall not affect any other provisions of this Agreement and the remainder of this
Agreement shall remain in full force and effect. Therefore, the provisions of this
Agreement are and shall be deemed severable.
Homeless Emergency Aid Program
NOFA Date:09/05/2018
Exhibit C
14 of 17
County of Fresno
18-HEAP-00027Page9 of9
Standard Agreement
EXHIBIT C
B.The Contractor shall notify Agency immediately of any claim or action undertaken
by or against it,which affects or may affect this Agreement or Agency,and shall
take such action with respect to the claim or action as is consistentwith theterms
of this Agreement and the interests of Agency.
Homeless EmergencyAid Program
NOFA Date:09/05/2018
Exhibit C
15 of 17
Countyof Fresno18-HEAP-0002-7
Page 1.·of1·Stand.ard Agreement
ExhibitD
SP~CIAL TE~MS AND CONDITIONS
Homeless Emergency Aid Program (HEAP)
1. All proceeds fromany interest-bearing account established by the Contractor for
the deposit of HEAP funds, along with·any interest-bearing accounts opened bJ
Subrecipie~ to the Contractor for the deposit of HEAP funds, must be use.dfor
HEAP-eJigible activities. Consistent with Health·and Safety Code Section 50214
(b), no more than fIVe (5) pereentef these 'proceeds maY'be used for general
administrative purposes.'At least.five (5)'percent of these proceeds must be
allocated to estabiishing or expanding services for homeless youth,as defined InHEAPProgram documents.
2.Any.housing.,.i"elatedactivities funded With HEAP funds, including but not limited
to, em~rgency shelter,.rapid-rehousing, rental assistance; trarl$itional·housing and
permanent supportive housing must be in compliance or othelWise'aligned with
the Core Componerm;of Housing First, pursuant to Welfare and Institution Code
Section 8255(b)..
3.The Con~ractor agrees to provide·the Business, Consumer ServiC8$ and Housing
Agency access to Homeless Management Information System ("HMI.S" data
collected and entered into the Contractor's HMIS, upon request, and to participate
in any statewide,data initiative as directed by BCSH including but not limited to, a
statewide data·integration environment.
4.Pursuant to the infonnatien provided in.the Contractor's application. the following
jurisdictions have declared'and have In effect a sherter crisis in.accordance with
Government Code Se~ion 8698.2 at the time of this award, and are eligible to
. HEAP f d th h th C t ct .receive un s .rou!;e on ra or:
City.of Coalinga City:of Madera,:Madera County
'City of Fresno City of Parlier Fresno c.ounty
.City of Huron City of Sanger
{
The following jurisdictions have'not declared a shelter crisis at the time Of this
award and are not eligible to directly receive HEAP funds throuah the Contractor:
City of Clovis City of Kennan City of Reedley
City of·ChoWchilla City of KingSburg City of San Joaquin
City of Firebaugh City of OrangeCove City of Selma
'City of Fowler
Homeless Emergency Aid Program
NOFA Date:091051201 B
ContractorsIniti~
Exhibit C
16 of 17
STATEjOF CALIFORNIASTANDARD AGREEMENT
STD 213 (Rev 06103)
Agreement No. 19-082
AGREEMENTNUMBER
18-HEAP-00027
REGISTRATIONNUMBER
CA~14
STATE.AGENCY'S NAME
1.This Agreement is entered.into betWeenthe State Agency and the Contractor nallied below:
BUSINE$S"CONSUMER SERVICES AlIID HOUSINGAGENCY
CONTRACTOR'S NAME
County of Fresno
2.'.The term of this
Agreement is;'Upon BCSHApproval through 10/31/2021.
3.The maximum amountofthis Agreement is:$ 9,501,36~;84
4. The parties agree tq Complywith the terms and conditions of the following exhibits, which are by this reference madea part ofthe Agreement..
ExhibitA -Authority,Purpose and Scope of Work
Budget Detail and Payment Provisions
Terms and Conditions
Exhibjt B-
Exhibit C-
Exhibit D - SpecialTerms and Conditions
'\TOTAL NUMBER OF PAGES ATTACHED:
IN WITNESS WHEREOF, this Agreemei1thas been executed by ~e parties hereto.
3
3
9
1
16 '
·CONTRACTOR .California Deparlment of General .
Services Use Only .
ATTEST:
:BERNICE E.SEIDEL
Clerk of the Board of SupervisorsCounty of Fresno,State of California
.By sj\l>e ..t..-,cl .Deputy
I
.CONTRACTOR'SNAME (if otherthan an individual,state whether a corporation,partnership,etc.)
County of Fresno
DATESIGNED (Do~ottype)
ADDRESS
,200W. Pontiac Way, Building 3, Clovis~CA, 93612
STATE OF CALIFORNIA
i AGENCY NAME
BUSINESS, CONSUME
.Alexis Podesta, Secretary
Business, Consumer Seniices and Housing Agency
ADDRESS
915 Capitol Mall,Suite 360-A,Sacramento,CA 95814
.0 Exempt per:
Exhibit C
17 of 17
Exhibit D
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 D
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: