HomeMy WebLinkAboutAgreement A-20-103 Dynamic Legal Services.pdfAgreement No . 20-103
1 AGREEMENT
2
3 THIS AGREEMENT is made and entered into this 10th day of March , 2020 , by and between the
4 COUNTY OF FRESNO , a Political Subdivision of the State of Cal ifornia , hereinafter referred to as
5 "COUNTY", and Mabry, Inc. dba Dynamic Legal Serv ices , a California corporation , whose address is 2115
6 Kern Street, Suite 102, Fresno, CA 93721 , hereinafter referred to as "CONTRACTOR".
7 WITNESS ETH:
8 WHEREAS, COUNTY has a need to serve legal documents related to judicial processes , including
9 but not limited to , the service of Summons and Complaints , Orders to Show Cause, subpoenas duces
10 tecum , notices , orders , and documents (collectively "service of process" or "process serving ") as required
11 by COUNTY's Department of Child Support Services , Department of Social Services, and Probation ;
12 WHEREAS, the COUNTY issued Request for Quotation (RFQ) No. 20-025 and Addendum Number
13 One ( 1) for Process Server Services and CONTRACTOR was the successful bidder; and
14 WHEREAS, CONTRACTOR represents that it is capable of performing all of the requested services
15 pursuant to RFQ No. 20-025;
16 NOW, THEREFORE, in consideration of the mutual covenants, terms and conditions herein
17 contained, the parties hereto agree as follows :
1. OBLIGATIONS OF THE CONTRACTOR
A. CONTRACTOR agrees to provide process serving services both inside and
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outside the State of California to COUNTY, in accordance with the terms and conditions of this
Agreement.
B. CONTRACTOR shall pick up/deliver the documents for service daily from/to the
23 Department of Child Support Services located at 2220 Tulare Street, Suite 1700, Fresno , CA 93721 .
24 CONTRACTOR shall pick up/deliver documents from/to the Department of Social Services located at
25 2011 Fresno Street 3 rd Floor, Fresno , CA 93721 as/when requested . CONTRACTOR shall pick
26 up/deliver documents from/to Probation located at 3333 E. American Ave , Fresno , CA 93725 as/when
27 requested .
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C.CONTRACTOR understands that time is of the essence in carrying out service of
process. CONTRACTOR will make every effort to consolidate all papers and documents intended for
service upon the same addressee to achieve the maximum cost efficiency in process delivery.
CONTRACTOR also understands that time is of the essence in carrying out each and every one of its
obligations under this Agreement.
D. CONTRACTOR’s service area will include the counties of Fresno, Kings, Madera,
Mariposa, and Tulare, referred to as the “Contractor’s standard service area.” For process serving
services outside of the CONTRACTOR’s standard service area, CONTRACTOR will utilize a qualified
Affiliate process serving firm or agency.
E.CONTRACTOR agrees that when using an Affiliate, CONTRACTOR shall timely
forward all papers and documents to be served by the Affiliate. The Affiliate (including its officers,
agents, employees, and contractors) shall be a qualified process serving firm or agency. The Affiliate
shall be deemed to be a subcontractor of CONTRACTOR under this Agreement. CONTRACTOR shall
be responsible under the terms and conditions of this Agreement for the performance or failure to
perform by the Affiliate as if CONTRACTOR directly provided such services.
F.CONTRACTOR agrees that for any and all service of process under this
Agreement, CONTRACTOR shall make its best, repeated, and diligent attempts (including conducting a
due search and careful inquiry concerning the whereabouts of the person or entity to be served) to effect
service until service is successfully completed at valid address(es) within the time specified by the
requesting County Department, then within a reasonable time following such request for service.
CONTRACTOR shall use all lawful means available to CONTRACTOR in attempting to effect service of
process. If CONTRACTOR is unable to effect service at an address given by the requesting County
Department with the time that such County Department requests CONTRACTOR to perform service, or
if no time for service is specified, then within a reasonable time following such request for service,
CONTRACTOR shall request such County Department to provide additional information regarding the
whereabouts of the individual or entity to be served. Within thirty (30) days following the date that
CONTRACTOR requests such County Department to provide additional information regarding the
whereabouts of the individual or entity to be served, COUNTY shall provide only that information, if any,
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which COUNTY may have concerning the whereabouts of such individual or entity and shall specify a
new time within which such services shall be performed, provided, however, that COUNTY shall not be
required to conduct an investigation to determine the whereabouts of such individual or entity.
Notwithstanding anything else stated to the contrary, CONT RACTOR’s obligation to perform service of
process shall continue as long as the COUNTY user department provides CONTRACTOR with
information concerning the whereabouts of the individual or entity to be served.
G.CONTRACTOR agrees a “successful serve” means that service of process has
actually been affected by CONTRACTOR in accordance with all applicable laws, including California
Code of Civil Procedure.
H. CONTRACTOR agrees that its fees for service of process, herein, are based on
the individual or entity served at the service address/location and not on the number of papers or
documents presented at the time service of process is made or the number of proof of services required.
I.CONTRACTOR agrees that when effectuating substitute service, CONTRACTOR
will take all actions required by Code of Civil Procedure section 415.20 to perfect service. No payment
will be made to CONTRACTOR for substitute service unless CONTRACTOR has complied with this
paragraph.
J.CONTRACTOR agrees to furnish to the requesting COUNTY department, by the
date noted on the face/cover sheet requesting Service of Process services from CONTRACTOR, a fully-
executed proof of service showing the date, time, location, and name of the person or entity successfully
served or a “non-service return” (i.e., a report to the effect that after due search, careful inquiry and
diligent attempts to serve process, the person or entity was not found by the CONTRACTOR at the
address given by the COUNTY) return showing the date, time, and location(s) of all attempts at service.
Notwithstanding the foregoing, for those services of process governed by California Welfare and
Institutions Code Section 11478(b)(3), CONTRACTOR shall report such foregoing information as
required by said section.
K.CONTRACTOR shall submit to each COUNTY user department, along with each
of the CONTRACTOR’s monthly billing statements, a monthly activity log statement containing the
following information:
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The identity of each person that the COUNTY user department requested the
CONTRACTOR to serve that month, and any carryover person who COUNTY has, in a previous month,
requested the CONTRACTOR to serve and such person remains unserved for that month or has been
served that month. CONTRACTOR shall set forth the name of the person to be served, the date that
CONTRACTOR first received a request by COUNTY to serve such person, the CONTRACTOR’s
vendor reference number, and court case number; the status of such matter (i.e., whether the person
was successfully served) or was not served during that month; and, if not served, whether such case still
remains in process pursuant to Section 1. F. of this Agreement or is the subject of invalid address.
L.CONTRACTOR agrees that at any time during the term of this Agreement, the
COUNTY may, and the CONTRACTOR shall be required, in addition to the CONTRACTOR’s
obligations under this agreement, to provide any such reports and documentation as are deemed
necessary by any COUNTY user department to substantiate the CONTRACTOR’s service levels under
this Agreement, at no charge to the COUNTY.
M.CONTRACTOR agrees to notify and return the necessary documents to the
requesting County Department by the deadline date contained on the cover/face sheet of the documents
to be served, otherwise a “Late Notification Fee” will be charged to the CONTRACTOR for failure to
return documents by the noted deadline date.
N. CONTRACTOR shall testify at any depositions and/or trials as to such services
performed, if requested by COUNTY.
O.CONTRACTOR agrees to utilize the California Department of Child Support
Services’ E-Process Server interface for delivery, if available. E-Process Server is a web-based solution
that electronically transfers service packets from the COUNTY’s Department of Child Support Services
to the CONTRACTOR. CONTRACTOR will be responsible for downloading and printing the service
packets. To achieve maximum cost efficiency related to CONTRACTOR’s E-Process Server Fee,
CONTRACTOR shall print all documents double-sided. The COUNTY has the right to disable the E-
Process Server interface if it so chooses.
2.TERM
The term of this Agreement shall be for a period of three (3) years, commencing on April 1,
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2020 through and including March 31, 2023. This Agreement may be extended for two (2) additional
consecutive twelve (12) month periods upon written approval of both parties no later than thirty (30) days
prior to the first day of the next twelve (12) month extension period. The Director of the Department of Child
Support Services or his or her designee is authorized to execute such written approval on behalf of
COUNTY based on CONTRACTOR’S satisfactory performance.
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 CONTRACTOR 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 CONTRACTOR.
Neither shall such payment impair or prejudice any remedy available to the 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 the CONTRACTOR under this Agreement, which in the judgment
of the COUNTY were not expended in accordance with the terms of this Agreement. The CONTRACTOR
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 CONTRACTOR or COUNTY upon the giving of thirty (30) days advance
written notice of an intention to terminate the Agreement .
4.COMPENSATION/INVOICING: COUNTY agrees to pay CONTRACTOR and
CONTRACTOR agrees to receive compensation as follows:
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A. SERVICE OF PROCESS: CONTRACTOR shall be paid a flat rate per individual or
entity successfully served by CONTRACTOR within CONTRACTOR’s standard service area as defined in
Section 1.D. of this Agreement. CONTRACTOR shall not be compensated for attempted service of
process upon a person or entity within the CONTRACTOR’s standard service area regardless of whether
such service is based upon invalid address information provided by the COUNTY or the number of
attempted serves by CONTRACTOR. The flat rate for successful services shall be Twenty-Two Dollars
($22.00).
B.ADDITIONAL FEE FOR RUSH SERVICE: For rush service of process, as
hereinafter defined, CONTRACTOR shall be paid a flat rate of Fifteen Dollars ($15.00). “Rush service of
process” is defined as a specific request by the COUNTY for service of process to be effectuated by the
CONT RACTOR within Twenty-Four (24) to Forty-Eight (48) hours from receipt of COUNTY’s request for
such service. The rush service fee will apply regardless of whether the service of process was successful
or not. Only one rush fee will be charged regardless of the number of attempts at service are made on the
individual or entity.
C.ADDITIONAL FEE FOR AFFILIATE SERVICES: For each individual or entity
served by CONTRACTOR outside of the CONTRACTOR’s standard service area, CONTRACTOR shall be
paid the actual fee charged by the process serving firm or agency to whom such papers or documents are
forwarded by CONTRACTOR plus a processing/surcharge fee of Sixteen Dollars ($16.00). The
CONTRACTOR will notify t he COUNTY prior to Affiliate incurring costs if the combined costs (Affiliate fee
and $16.00 processing/surcharge fee) will exceed Seventy Dollars ($70.00). The COUNTY has the right to
decline the service without incurring the fee if it so chooses. The Affiliate fee paid to CONTRACTOR shall
not exceed the Affiliate’s customary fee charged for the same or similar services to others.
D.APPEARANCE IN COURT: CONTRACTOR shall be reimbursed by COUNTY for
actual, reasonable, and necessary costs charged for appearance in court, when required by the court to
testify as to such services performed. Reimbursable costs shall include the actual, reasonable, and
necessary cost of travel to and from court for such appearance along with any incidental expenses incurred
in connection therewith.
E.LATE NOTIFICATION FEE: The CONTRACTOR will notify and return the
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necessary documents to the requesting COUNTY Department by the deadline date contained on the
cover/face sheet of the documents to be served. CONTRACTOR agrees that a fee of Twenty-Five
($25.00) per service of process will be charged to the CONTRACTOR for late or no notification (past the
deadline date noted on the cover/face sheet). This fee will either be deducted from the next invoice or
billed to the CONTRACTOR by the Department.
F.E-PROCESS SERVER FEE: For documents transmitted to the process server
directly through the California Department of Child Support Services’ E-Process Server interface, the
CONTRACTOR will be paid a flat rate of Ten Cents ($0.10) per page. The rate for using E-Process Server
will only be applied to the COUNTY’s Department of Child Support Services.
G NON-SERVICE: The COUNTY will not pay for non-serves.
H.GASOLINE BASE RATE CLAUSE: COUNTY agrees that during periods of time
where the gasoline base rate rises to Four Dollars ($4.00) per gallon, the cost of Service of Process
specified above will increase Twenty-Five Cents ($0.25) per successful serve. Any subsequent rise in the
gasoline base rate in increments of Fifty Cents ($0.50) per gallon above Four Dollars ($4.00) per gallon will
result in an additional Twenty-Five Cents ($0.25) increase in the cost specified above. For example:
Gas Price Increase Total Increase
$4.00 - $4.49 $0.25 $0.25
$4.50 - $4.99 $0.25 $0.50
$5.00 - $5.49 $0.25 $0.75
The reverse shall be true as well if gas prices subsequently drop. The base rate will
be calculated by using the average price of regular unleaded gasoline of any three major oil companies, at
any given date within the County of Fresno.
CONT RACTOR shall submit monthly invoices to the County of Fresno Department
of Child Support Services, P.O. Box 12946, Fresno, CA 93779-2946; Department of Social Services, 2135
Fresno Street, Suite 100, Fresno, CA 93721; or Probation Business Office, 3333 E. American Avenue,
Suite B, Fresno, CA 93725.
In no event shall services performed under this Agreement be in excess of One
Million Five Hundred Thousand Dollars ($1,500,000.00) during the term of this Agreement. It is understood
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that all expenses incidental to CONTRACTOR'S performance of services under this Agreement shall be
borne by CONTRACTOR. CONTRACTOR agrees to submit to each County department receiving
services under this Agreement, within fifteen (15) calendar days after the close of the month in which
services is performed, a monthly billing statement and invoices reflecting the services rendered. Said
invoice shall include each service charged with the name of the individual served, reference number, fee
charged, and a consolidated monthly statement. COUNTY will pay CONTRACTOR within forty-five (45)
days from date of receipt of invoice by the COUNTY.
5.INDEPENDENT CONTRAC TOR: In performance of the work, duties and obligations
assumed by CONTRACTOR under this Agreement, it is mutually understood and agreed that
CONT RACTOR, including any and all of the 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 the 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 its 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 the subject
thereof.
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 the COUNTY or to this
Agreement.
6.MODIFICATION: Any matters of this Agreement may be modified from time to time by the
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written consent of all the parties without, in any way, affecting the remainder.
7.NON-ASSIGNMENT: Neither party shall assign, transfer or sub-contract this Agreement
nor their rights or duties under this Agreement without the prior written consent of the other party.
8.HOLD HARMLESS: CONTRACTOR 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 CONTRACTOR, 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
CONTRACTOR, its officers, agents, or employees under this Agreement.
9.INSURANCE
Without limiting the COUNTY's right to obtain indemnification from CONTRACTOR or any
third parties, CONTRACTOR, 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
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 CONTRACTOR employs licensed professional staff, (e.g., Ph.D., R.N., L.C.S.W.,
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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.Cyber Liability
Cyber Liability Insurance, with limits not less than $2,000,000 per occurrence or
claim, $2,000,000 aggregate. Coverage shall be sufficiently broad to respond to the duties and obligations
as is undertaken by CONTRACTOR in this agreement and shall include, but not limited to, claims involving
infringement of intellectual property, including but not limited to infringement of copyright, trademark, trade
dress, invasion of privacy violations, information theft, damage to or destruction of electronic information,
release of private information, alteration of electronic information, extortion and network security. The
policy shall provide coverage for breach response costs as well as regulatory fines and penalties as well as
credit monitoring expenses with limits sufficient to respond to these obligations.
Additional Requirements Relating to Insurance
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.
CONTRACTOR 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. CONTRACTOR is solely responsible to obtain any endorsement to such policy that may be
necessary to accomplish such waiver of subrogation, but CONTRACTOR’s waiver of subrogation under
this paragraph is effective whether or not CONTRACTOR obtains such an endorsement.
Within Thirty (30) days from the date CONTRACTOR signs and executes this Agreement,
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CONTRACTOR shall provide certificates of insurance and endorsement as stated above for all of the
foregoing policies, as required herein, to the County of Fresno, Department of Child Support Services, Attn:
Ryan Ramos, 2220 Tulare Street, Suite 1500, Fresno, CA 93721, stating that such insurance coverage
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 for such worker’s compensation insurance the
CONTRACTOR 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 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, 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 AFSC VII or better.
10.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 of such records and data
necessary to ensure CONTRACTOR'S compliance with the terms of this Agreement and all applicable
Federal and State regulations.
If this Agreement exceeds ten thousand dollars ($10,000.00), CONTRACTOR shall be
subject to the examination and audit of the Auditor General for a period of three (3) years after final
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payment under contract (Government Code Section 8546.7).
11.NOTICES: The persons and their addresses having authority to give and receive notices
under this Agreement include the following:
COUNTY CONTRACTOR
COUNTY OF FRESNO Mabry, Inc. dba Dynamic Legal Services Dept. of Child Support Services Vicky Mabry Kari Gilbert, Director 2115 Kern Street Suite 102 2220 Tulare Street, Suite 1900 Fresno, CA 93721
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).
12.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.
13.DISCLOSURE OF SELF-DEALING TRANSACTIONS
This provision is only applicable if the CONTRACTOR is operating as a corporation (a
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for-profit or non-profit corporation) or if during the term of the 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 A and incorporated
herein by reference, and submitting it to the COUNTY prior to commencing with the self-dealing
transaction or immediately thereafter.
14.COMPLIANCE WITH LAWS: The CONTRACTOR shall, at its own cost, strictly comply with
all applicable federal, state, and local laws and regulations in performance of its obligations under this
Agreement, including workers compensation, labor, and confidentiality laws and regulations.
15.ENTIRE AGREEMENT: This Agreement constitutes the entire agreement between the
CONTRACTOR 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 this Agreement as of the day and year
2 first hereinabove written.
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Prin~ame Title
l)u)/l.pV
Mailing Address 1// {fl() 9~?} / /
FOR ACCOUNTING USE ONLY :
Account No.: 7295
Fund: 0001
Subclass: 100000
Department of Child Support Services
Org :5110
Requisition No .: 5112000101
Department of Social Services
Org: 5610
Requisition No .: 5612000723
Probation
Org : 3430
Requisition No .: 3430200227
COUNTY OF FRESNO
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Ernest BuddyMendes,hairmanofthe
Board of Supervisors of the County of
Fresno
ATTEST:
Bernice E . Seidel
Clerk of the Board of Supervisors
County of Fresno , State of California
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Exhibit A
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 A
(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:
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