HomeMy WebLinkAboutAgreement A-19-273 with West Hills Community College District.pdf1
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AGREEMENT
THIS AGREEMENT is made and entered into this 18h
Agreement No . 19-273
day of_--'-J=un""""e'---' 2019 , by and
3 between the COUNTY OF FRESNO, a Pol itical Subdivis ion of the State of California , hereinafter
4 referred to as "COUNTY", and WEST HILLS COMMUNITY COLLEGE DISTRICT , whose address is
5 9900 Cody Street , Coalinga , California 93210 , hereinafter referred to as "COLLEGE ".
6 W I T N E S S E T H:
7 WHEREAS , COLLEGE has approved various educational training programs that require
8 facilities to provide clinical and field experience for required learning experiences for its students ;
9 WHEREAS , COUNTY , through its Department of Behavioral Health (DBH), ma i ntains and
1 O operates facilities suitable for furnishing such clin ical and field experience ;
11 WHEREAS , it is to the mutual benefit of the part ies hereto that personnel and students of
12 COLLEGE use such facilities of COUNTY fo r their clinical and field experience ; and
13 WHEREAS , those students part icipating in the following COLLEGE departments/programs are
14 subject to this Agreement:
15 1. Psychiatric Technician Program
1 6 2. Nursing Program
1 7 Other COLLEGE programs may be added to this Agreement upon the written consent of the COUNTY
18 DBH Director , or designee , and the COLLEGE.
19 NOW, THEREFORE , in consideration of their mutual covenants and conditions , the parties
2 O hereto agree as follows:
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1. RESPONSIBILITIES OF COLLEGE
A. COUNTY 's DBH Director , or designee , shall have sole authority as to how many
2 3 placements for internships shall be made available to COLLEGE during each term of this Agreement.
2 4 COLLEGE agrees that each participating student and/or instructor from COLLEGE shall be in
2 5 compliance with COUNTY 's health clearance requ irements. Prior to the first clinical rotation of each
2 6 student and/or instructor at COUNTY's facilit ies , COLLEGE must provide COUNTY proof that each
2 7 student and/or instructor assigned to COUNTY meets COUNTY 's health clearance requi rements ,
2 8 including , but not limited to:
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1)Hepatitis B Vaccination Series - Since the work may lead to a
reasonably anticipated skin, eye, mucous membrane, or parenteral contact with blood or other
potentially infectious materials, each student and/or instructor must have received Hepatitis B
vaccination series prior to commencing placement at COUNTY; or
2)Hepatitis B Vaccine Declination Form - In lieu of student and/or
instructor certifying to COUNTY that the student has been vaccinated for Hepatitis B, COUNTY will
accept from each student and/or instructor a form declining the Hepatitis B vaccination. The
declination form shall comply with the requirements of 29 Code of Federal Regulations, section
1910.1030, as set forth in attachment A, by this reference incorporated herein. Student and/or
instructor may use COUNTY’s Hepatitis B Vaccine Declination Form, identified as Exhibit A, attached
hereto and by this reference incorporated herein, to meet the above requirements; and
3)Providing proof of a negative skin test for tuberculosis (TB) within the
past twelve (12) months. For positive TB skin test within the past twelve (12) months, an initial
assessment and yearly assessment for signs and symptoms of disease will be required; and
4)Providing Measles, Mumps, and Rubella (MMR) or serological evidence
of immunity to rubella or rubeola; and
5)Providing proof of fulfillment of OSHA Blood-borne Pathogen Standards
(mandated training and post-exposure follow-up); and
6)Providing any other health clearance requirements as may be mandated
during the term of this Agreement by COUNTY due to licensing regulations and/or requirements.
B.COUNTY and COLLEGE mutually recognize that the health clearance
requirements identified above may be different and/or may change, as determined by COUNTY,
depending upon classification of student and/or instructor and the type of work performed in addition
to potential patient exposure.
C.COLLEGE recognizes that the clinical and field education programs conducted
pursuant to the terms and conditions of this Agreement are educational programs of COLLEGE and
not of COUNTY, and that students participating in COLLEGE’s programs shall at all times be under
the exclusive jurisdiction of COLLEGE.
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D.COLLEGE shall designate students enrolled in the various educational training
programs of COLLEGE to be assigned for clinical and field experience at COUNTY facilities, in such
numbers to be mutually agreed upon by both COUNTY and COLLEGE.
E.COLLEGE shall establish a rotational plan for the learning experience available
at COUNTY facilities and shall schedule the students in conformity with the calendar of COLLEGE’s
academic year and with the curriculum of the educational programs of COLLEGE; provided, however,
that the specific COUNTY patient care areas to be utilized by COLLEGE shall be selected
subsequently by mutual agreement between COUNTY’s DBH Director, or designee, and COLLEGE’s
chairpersons or duly authorized representatives of the various departments/programs listed in the
“Witnesseth” section above. Other COLLEGE programs may be added to this Agreement upon the
written consent of the COUNTY DBH Director, or designee, and the COLLEGE.
F.COLLEGE shall supervise all instruction of the clinical and field experience
given at COUNTY facilities to assigned students and shall provide the necessary instructors for
educational training programs provided for under this Agreement.
G. COLLEGE shall keep all attendance and academic records of students
participating in the clinical and field experience programs provided for under this Agreement.
H.COLLEGE shall require students to act professionally and appropriately while at
COUNTY facilities.
I.COLLEGE shall require every student to conform to all applicable COUNTY
policies, procedures, regulations, and all requirements and restrictions specified jointly by
representatives of COLLEGE and COUNTY.
J.COLLEGE shall require its instructors to notify COUNTY’s DBH Director, or
designee, as appropriate in advance of student placement regarding:
1)Locations, dates, times and the number of hours or changes thereof,
regarding student availability for clinical or field assignment; and
2)Any change in the placement of students in clinical and field
assignments.
K.COLLEGE shall, in consultation and coordination with COUNTY’s DBH
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Director, or designee, arrange for periodic conferences between appropriate representatives of
COLLEGE and COUNTY to evaluate the clinical and field experience programs provided under this
Agreement.
L.COLLEGE shall provide and be responsible for the use and control of its
educational supplies, materials and equipment used for instruction during the clinical and field
experience programs.
M. COLLEGE shall distribute to each student a statement, which explains the
hazards of drug abuse in their profession.
N.COLLEGE shall provide for an introductory orientation of students assigned to
COUNTY facilities, which shall provide an overview of the clinical and field assignment(s) and the
terms and conditions of student placement at COUNTY facilities.
O. COLLEGE agrees that special reports, projects, thesis, and/or publications
based upon studies and research arising out of the cooperative education experience permitted by
this Agreement, shall be reviewed and approved prior to release through the committee responsible
for planning the course and then with COUNTY’s DBH Director, or designee, as appropriate, for
approval by means of such procedures as COUNTY shall designate. Approval of reports by
COLLEGE’s planning committee and COUNTY’s DBH shall not be unreasonably withheld.
P.COLLEGE agrees to complete an evaluation of each student at least once
during a specific program period.
Q. COLLEGE shall allow COUNTY program managers and other designated
personnel to attend meetings of COLLEGE’s faculty, or any committee thereof, to coordinate the
clinical and field experience programs provided under this Agreement and to designate lines of
authority and communication for coordination of relations between COUNTY personnel and
COLLEGE instructors.
R.COLLEGE’s employees, agents and students shall abide by the provisions of
State of California law relating to confidentiality of medical records, further described in Paragraph
Eleven (11) of this Agreement, and any person knowingly and intentionally violating the provisions of
State of California law may be guilty of a misdemeanor.
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S. COLLEGE’s employees, agents and students shall be issued COUNTY
identification badges, which must be worn only at COUNTY facilities while participating in the clinical
and field experience programs, pursuant to the terms and conditions of this Agreement.
T. COLLEGE will ensure each participating student referred for program
participation has adequate transportation and proof of auto insurance as participating students will
not be permitted to operate COUNTY vehicles to perform activities related to this Agreement.
COLLEGE will provide proof of Worker’s Compensation coverage for its employees for injury during
clinical and field experience.
U. COLLEGE acknowledges that select students shall be required to have
fingerprinting performed prior to entry to certain facilities.
V. COLLEGE acknowledges that services performed in certain COUNTY detention
facilities shall be performed in accordance to Exhibit B, “No Hostage Facility,” attached hereto and
incorporated herein by this reference.
W. COLLEGE’s students shall purchase food or bring food with them; no special
arrangement for food will be made.
2. RESPONSIBILITIES OF COUNTY
A. COUNTY shall permit each student who is designated by COLLEGE, pursuant
to Paragraph 1.C. of this Agreement, to receive clinical and field experience at appropriate COUNTY
facilities at an agreed (between COUNTY and COLLEGE) number of hours, and shall furnish and
permit students and/or instructors free access to appropriate COUNTY facilities for such clinical and
field experience, subject to the terms and conditions of this Agreement.
B. COUNTY shall furnish the appropriate facilities, on a rotational basis, in such a
manner that there will be no conflict in the use thereof between COLLEGE’s students and those from
other educational institutions, if any.
C. COUNTY shall, subject to budgetary and operational concerns, maintain clinical
and field facilities used for the learning experience in a manner that shall at all times conform to the
requirements of COLLEGE’s departments/programs listed in the “Witnesseth” section of this
Agreement.
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D.COUNTY shall provide to students and instructors taking part in the clinical and
field experience (subject to space limitations) the following facilities:
1)A conference type room or office space suitably furnished for
COLLEGE’s instructors and faculty to conduct clinical and/or field classes;
2)A storage area for instructional materials and supplies;
3)Shelf space for books and other space for the use of COLLEGE’s
students and instructors; and
4)Restroom facilities and appropriate space for changing and storage of
uniforms.
E.COUNTY shall provide emergency health care (on a fee for service basis) for
any student and/or instructor who becomes sick or injured by conditions arising out of or in the course
of any student’s and/or instructor’s participation in the clinical and field experience at COUNTY
facilities. The recipient of emergency health care shall be responsible for the payment of all
emergency health care services provided.
F.COUNTY shall permit and encourage members of its resident staff and/or
attending medical staff to participate in the instructional phase of COLLEGE’s clinical and field
experience programs.
G. COUNTY shall permit its various program directors and other designated
personnel to attend meetings of COLLEGE’s faculty, or any committee thereof, to coordinate the
clinical and field experience programs provided for under this Agreement, and to designate lines of
authority and communication for coordination of relations between COLLEGE instructors and
COUNTY personnel.
H.COUNTY shall provide an introductory orientation for COLLEGE instructors and
faculty staff, which shall provide an overview of COUNTY facilities, field and experience programs,
and the terms and conditions of student placement at COUNTY’s facilities.
I.COUNTY shall notify COLLEGE’s instructors, in advance, of any change in its
Director (or designee) appointments.
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J.COUNTY shall reserve the absolute right to review, authorize, and at its sole
discretion, deny access or admission by any student, instructor and/or COLLEGE representative into
COUNTY facilities.
K.COUNTY shall provide input into the evaluation conducted by COLLEGE, of
students’ skills and progress.
L.COUNTY shall agree to allow access to existing dining room space for students’
break and meal periods. COLLEGE’s students shall purchase food in the regular system or bring
food with them; no special arrangements for food will be made.
3.TERM
This Agreement shall become effective the 1st day of July, 2019 and shall terminate on
the 30th day of June, 2022.
This Agreement shall automatically be extended for two (2) additional twelve (12) month
periods upon the same terms and conditions herein set forth, unless written notice of non-renewal is
given by COLLEGE or COUNTY or COUNTY’s DBH Director, or designee, not later than sixty (60)
days prior to the close of the current Agreement term.
4.TERMINATION
A.Non-Allocation of Funds - The terms of this Agreement, and the services to be
provided thereunder, are contingent on the approval of funds by the appropriating government
agency. Should sufficient funds not be allocated, the services provided may be modified, or this
Agreement terminated at any time by giving the COLLEGE thirty (30) days advance written notice.
B.Breach of Contract - COUNTY may immediately suspend or terminate this
Agreement in whole or in part, where in the determination of COUNTY there is:
1)A failure to comply with any term of this Agreement;
2)A substantially incorrect or incomplete report submitted to COUNTY.
3)Improperly performed service.
C.Without Cause - Under circumstances other than those set forth above, this
Agreement may be terminated by COLLEGE or COUNTY or COUNTY’s DBH Director, or designee,
upon the giving of thirty (30) days advance written notice of an intention to terminate.
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5.COMPENSATION
The clinical and field education programs conducted pursuant to the terms and
conditions of this Agreement shall be performed without the payment of any monetary consideration
by COLLEGE or COUNTY, one to the other, or by or to any student participating in said clinical
training programs.
6.INDEPENDENT CONTRACTOR
In performance of the work, duties, and obligations assumed by COLLEGE under this
Agreement, it is mutually understood and agreed that COLLEGE, including any and all of
COLLEGE’s students, instructors, faculty, officers, agents, and employees will at all times be acting
and performing as an independent contractor, and shall act in an independent capacity and not as an
officer, agent, servant, employee, joint venturer, partner, or associate of COUNTY. Furthermore,
COUNTY shall have no right to control or supervise or direct the manner or method by which
COLLEGE shall perform its work and function. However, COUNTY shall retain the right to administer
this Agreement so as to verify that COLLEGE is performing its obligations in accordance with the
terms and conditions thereof. COLLEGE and COUNTY shall comply with all applicable provisions of
law and the rules and regulations, if any, of governmental authorities having jurisdiction over matters
which are directly or indirectly the subject of this Agreement.
Because of its status as an independent contractor, COLLEGE, its instructors,
employees and students, shall have absolutely no right to employment rights and benefits available to
COUNTY employees. COLLEGE shall be solely liable and responsible for providing to, or on behalf
of, its employees all legally-required employee benefits. In addition, COLLEGE shall be solely
responsible and save COUNTY harmless from all matters relating to payment of COLLEGE’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, COLLEGE may
be providing services to others unrelated to COUNTY or to this Agreement.
7.MODIFICATION
Any matters of this Agreement may be modified from time to time by the written consent
of all the parties without, in any way, affecting the remainder.
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8.NON-ASSIGNMENT
Neither party shall assign, transfer or subcontract this Agreement nor their rights or
duties under this Agreement without the prior written consent of the other party.
9.HOLD-HARMLESS
A.COLLEGE agrees to indemnify, save, hold harmless, and at COUNTY’s
request, defend COUNTY, its officers, agents, employees from any and all costs and expenses,
including attorney fees and court costs, damages, liabilities, claims and losses occurring or resulting
to COUNTY in connection with the performance, or failure to perform, by COLLEGE, its officers,
agents, instructors, faculty, employees, students and volunteers under this Agreement, and from any
and all costs and expenses, including attorney fees and court costs, damages, liabilities, claims and
losses occurring or resulting to any person, firm or corporation who may be injured or damaged by
the performance, or failure to perform, of COLLEGE, its officers, agents, instructors, faculty,
employees, students and volunteers under this Agreement. In addition, COLLEGE agrees to
indemnify COUNTY for Federal, State of California and/or local audit exceptions resulting from
noncompliance herein on the part of COLLEGE.
B.COUNTY and COLLEGE shall give timely notice to the other of any claim,
demand, lien or suit coming to its knowledge which in any way might affect the other party and each
party shall have the right to participate in the defense of the same to the extent of its interest.
COUNTY and COLLEGE recognize that the significant mutual benefits of this Agreement depend
upon close cooperation and good faith handling of matters subject to such indemnification provisions.
10.INSURANCE
Without limiting COUNTY’s right to obtain indemnification from COLLEGE or any third
parties, COLLEGE, 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
of Joint Powers Agreement (JPA) throughout the term of this Agreement:
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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 coverage including completed operations,
product liability, contractual liability, Explosion, Collapse, and Underground
(XCU), fire legal liability or any other liability insurance deemed necessary
because of the nature of this Agreement.
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 COLLEGE employs licensed professional staff (e.g. Ph.D., R.N., L.C.S.W.,
M.F.T.) in providing services, Professional Liability Insurance with Limits of not
less than One Million Dollars ($1,000,000) per occurrence, Three Million Dollars
($3,000,000) annual aggregate. COLLEGE shall ensure that each student who
participates in COUNTY's "covered functions" (as defined by the HIPAA
regulations at 45 C.F.R. §164.501) is provided with and maintains in force
during the term of this Agreement, Professional Liability Insurance in amounts
reasonably necessary to protect the student against liability arising from any and
all negligent acts or incidents caused by the student. Coverage under such
professional liability insurance shall not be less than One Million Dollars
($1,000,000) per occurrence, Three Million Dollars ($3,000,000) annual
aggregate. This policy shall include Limited General Liability coverage for sexual
harassment and abuse, standards of care, property damage, bodily injury, and
personal injury within the stated limits.
D. Worker’s Compensation
A policy of Worker’s Compensation Insurance as may be required by the
California Labor Code. COLLEGE shall be responsible for Workers’
Compensation coverage for students who participate in the program.
E. Child Abuse/Molestation and Social Services Coverage
COLLEGE shall have either separate policies or umbrella policy with
endorsements covering Child Abuse/Molestation and Social Services Liability
coverage or have a specific endorsement on their General Commercial liability
policy covering Child Abuse/Molestation and Social Services Liability. The
policy limits for these policies shall be $1,000,000 per occurrence with
$2,000,000 annual aggregate. This policy shall be issued on a per occurrence
basis.
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Additional Requirements Relating to Insurance
COLLEGE 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 COLLEGE’s policies herein. This insurance shall not be
cancelled or changed without a minimum of thirty (30) days advance written notice given to COUNTY.
COLLEGE 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. COLLEGE is solely responsible to obtain any endorsement to such policy that may be
necessary to accomplish such waiver of subrogation, but COLLEGE’s waiver of subrogation under
this paragraph is effective whether or not COLLEGE obtains such an endorsement.
Within thirty (30) days from the date COLLEGE signs this Agreement, COLLEGE shall
provide certificates of insurance and endorsements as stated above for all of the foregoing policies,
as required herein, to the County of Fresno, Department of Behavioral Health, 4441 East Kings
Canyon Road, Fresno, California, 93702, Attention: Contracts Section, stating that such insurance
coverages have been obtained and are in full force; that the County of Fresno, its officers, agents and
employees will not be responsible for any premiums on the policies; that such Commercial General
Liability insurance names the County of Fresno, its officers, agents and employees, individually and
collectively, as additional insured, but only insofar as the operations under this Agreement are
concerned; that such coverage for additional insured shall apply as primary insurance and any other
insurance, or self-insurance, maintained by COUNTY, its officers, agents and employees, shall be
excess only and not contributing with insurance provided under COLLEGE’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.
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In the event COLLEGE fails to keep in effect at all times insurance coverage as herein
provided, COUNTY may, in addition to other remedies it may have, suspend or terminate this
Agreement upon the occurrence of such event.
All policies shall be with admitted insurers licensed to do business in the State of
California. Insurance purchased shall be from companies possessing a current A.M. Best, Inc. rating
of A FSC VII or better.
11.HEALTH INSURANCE PORTABILITY AND ACCOUNTABILITY ACT
COUNTY and COLLEGE each consider and represent themselves as covered entities
as defined by the U.S. Health Insurance Portability and Accountability Act of 1996, Public Law 104-
191(HIPAA) and agree to use and disclose protected health information as required by law.
COUNTY and COLLEGE acknowledge that the exchange of protected health
information between them is only for treatment, payment, and health care operations.
COUNTY and COLLEGE intend to protect the privacy and provide for the security of
Protected Health Information (PHI) pursuant to the Agreement in compliance with HIPAA, the Health
Information Technology for Economic and Clinical Health Act, Public Law 111-005 (HITECH), and
regulations promulgated thereunder by the U.S. Department of Health and Human Services (HIPAA
Regulations) and other applicable laws.
As part of the HIPAA Regulations, the Privacy Rule and the Security Rule require
COLLEGE to enter into a contract containing specific requirements prior to the disclosure of PHI, as
set forth in, but not limited to, Title 45, Sections 164.314(a), 164.502(e) and 164.504(e) of the Code of
Federal Regulations (CFR).
12. DATA SECURITY
For the purpose of preventing the potential loss, misappropriation or inadvertent
disclosure of COUNTY data including sensitive or personal client information; abuse of COUNTY
resources; and/or disruption to COUNTY operations, individuals and/or agencies that enter into a
contractual relationship with the COUNTY for the purpose of providing services under this Agreement
must employ adequate data security measures to protect the confidential information provided to the
COLLEGE by the COUNTY, including but not limited to the following:
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A. COLLEGE-Owned Mobile, Wireless, or Handheld Devices
COLLEGE may not connect to COUNTY networks via personally-owned mobile,
wireless or handheld devices except: 1) when authorized by COUNTY for telecommuting purposes; 2)
if virus protection software currency agreements are in place; and 3) if a secure connection is used.
B. COLLEGE-Owned Computers or Computer Peripherals
COLLEGE may not bring COLLEGE-owned computers or computer peripherals
into the COUNTY for use without prior authorization from the COUNTY’s Chief Information Officer, or
designee(s), including but not limited to mobile storage devices. If approved to be transferred, data
must be stored on a secure server approved by the COUNTY and transferred by means of a virtual
private network (VPN) connection or another type of secure connection.
C. COUNTY-Owned Computer Equipment
COLLEGE, or anyone having an employment relationship with the COUNTY,
may not use COUNTY computers or computer peripherals on non-COUNTY premises without prior
authorization from COUNTY’s Chief Information Officer, or designee(s).
D. COLLEGE may not store COUNTY’s private, confidential or sensitive data on
any hard-disk drive.
E. COLLEGE shall be responsible to employ strict controls to ensure the integrity
and security of the COUNTY’s confidential information and to prevent unauthorized access to data
maintained in computer files, program documentation, data processing systems, data files and data
processing equipment which stores or processes COUNTY data internally and externally.
F. Confidential client information transmitted to one party by the other by means of
electronic transmissions must be encrypted according to Advanced Encryption Standards (AES) of
128 BIT or higher. Additionally, a password or pass phrase must be utilized.
G. COLLEGE shall be responsible to immediately notify COUNTY of any breaches
or potential breaches of security related to COUNTY’s confidential information, data maintained in
computer files, program documentation, data processing systems, data files and data processing
equipment which stores or processes COUNTY data internally or externally.
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H.In the event of a breach of security related to COUNTY’s confidential client
information provided to COLLEGE, COUNTY will manage the response to the incident; however,
COLLEGE will be responsible to issue any notification to affected individuals as required by law or as
deemed necessary by COUNTY in its sole discretion. COLLEGE will be responsible for all costs
incurred as a result of providing said required notification.
13.NON-DISCRIMINATION
During the performance of this Agreement, COLLEGE, and its employees, agents and
students shall not unlawfully discriminate 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.
14.AUDITS AND INSPECTIONS
COLLEGE shall at any time during business hours, and as often as COUNTY may
deem necessary, make available to COUNTY for examination all of its records and data with respect
to the matters covered by this Agreement. COLLEGE shall, upon request by COUNTY, permit
COUNTY to audit and inspect all such records and data necessary to ensure COLLEGE compliance
with the terms of this Agreement.
15.NOTICES
The persons having authority to give and receive notices under this Agreement and
their addresses include the following:
COUNTY COLLEGE
Director, County of Fresno Director of Health Careers
Department of Behavioral Health West Hills Community College District
4441 E. Kings Canyon 9900 Cody Street
Fresno, CA 93702 Coalinga, CA 93210
Any and all notices between COUNTY and COLLEGE provided for or permitted under
this Agreement, or by law, shall be in writing and shall be deemed duly served when personally
delivered to one of the parties, or in lieu of such personal service, when deposited in the United
States Mail, postage prepaid, addressed to such party.
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16.GOVERNING LAW
The parties agree, that for the purposes of venue, performance under this Agreement is
to 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.
17.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.
18.SELF-DEALING TRANSACTION DISCLOSURE (FINANCIAL)
Members of the COLLEGE’S Board of Directors shall disclose any self-dealing transactions
that they are party to while COLLEGE is providing goods or performing services under this
Agreement. A self-dealing transaction shall mean a transaction to which the COLLEGE 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 transaction that they are a party to by completing and signing
a Self-Dealing Transaction Disclosure Form (Exhibit C, which attached hereto and incorporated
herein) and submitting it to the COUNTY prior to commencing with the self-dealing transaction or
immediately after.
19.ENTIRE AGREEMENT
This Agreement, including all Exhibits, constitutes the entire agreement between
COLLEGE and COUNTY with respect to the subject matter hereof and supersedes all previous
agreement negotiations, proposals, commitments, writings, advertisements, publications, and
understandings of any nature whatsoever unless expressly included in this Agreement.
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1 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and
2 year first hereinabove written .
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COLLEGE:
WEST HILLS COMMUNITY
COLLEGE ~l~/RICT
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Pr int Name : k\C:Y\<Axd :":2\:ox:\:i
Title 1J:y,1 (!,)Mt! /,\(r./
Date : ,-1-/
Mailing Address :
9900 Cody Street
Coal inga , CA 93210
Phone No .: (559) 925-3490
Contact: Director of Health Careers
Fund/Subclass :
Organization:
Account#:
FT
0001/10000
56302003
7295
-16 -
COUNTY OF FRESNO
s ~S~~
Nathan Magsig , Chairman of the Board of
Supervisors of the County of Fresno
ATTEST:
Bernice E. Seidel
Clerk of the Board of Supervisors
County of Fresno, State of California
By .. C\ASO.u\:&sbop
Deputy
Exhibit A
HEPATITIS B VACCINE DECLINATION
I understand that due to my occupational exposure to blood or other potentially
infectious materials, I may be at risk of acquiring Hepatitis B virus (HBV)
infection. I have been given the opportunity to be vaccinated with Hepatitis B
vaccine, at the expense of the sponsoring COLLEGE department/program;
however, I decline Hepatitis B vaccination at this time. I understand that by
declining this vaccine, I continue to be at risk of acquiring Hepatitis B, a serious
disease.
__________________________ ______________ _________________
Print Name Job Title Department
________________________________ ____________________
Signature Date
***If I continue to have occupational exposure to blood and other potentially
infectious material, I understand that I have the option to receive the Hepatitis B
vaccination series at a later date, at the expense of the sponsoring COLLEGE
department/program.
Exhibit B
NO HOSTAGE FACILITY
SECURITY: COUNTY’s Juvenile Justice Campus, Fresno County South Annex Jail,
Fresno County North Annex Jail, Fresno County Main Jail and Fresno County
Satellite Jail are no hostage facilities operated by the County’s Sheriff and Probation
Departments.
The security of each Detention Facility is paramount and takes precedence over all
processes. Before the start of any work, COLLEGE and any subcontractors shall
review with a representative of the Sheriff’s Department, Probation Department and
COUNTY Coordinator, the proposed process and how his work will interface with the
respective Detention Facility’s operations. The Detention Facility’s operations shall
take precedence. COLLEGE shall perform his work in accordance with the
procedures established by the Sheriff’s and Probation Departments. Should any
revisions to any procedures become necessary, such revisions shall be reviewed and
approved by Sheriff’s Department or Probation Department and the COUNTY
Coordinator before execution of such revisions. Exit facilities, distress warning
devices and similar devices and equipment shall remain operable at all times in
accordance with regulations of the State Fire Marshall.
COLLEGE shall plan and execute his work in such a manner so as to prevent a
breach of the Detention Facilities’ Security or allowing an inmate to escape. This
maintenance of security shall remain in effect for the duration of the project.
COLLEGE shall be responsible for preventing the introduction of any material or
equipment into the facility that could be deemed contraband. Such contraband shall
include, but not be limited to, tools, equipment, supplies, construction waste, and
construction materials.
Only tools, supplies and equipment necessary to complete a given task shall be
taken into an inmate occupied space. Such tools, supplies, and materials shall be
inventoried in and out of the secured area by COLLEGE. Any discrepancy shall be
called to the attention of the Sheriff’s Department or Probation Department
representative immediately.
The Sheriff’s Department or Probation Department may want to limit the number of
individuals in any one area at one time. Only individuals with proper identification as
issued by the Sheriff’s Department shall be allowed into the work area within the
Detention Facilities. The appropriate identification will be issued on an as needed
basis.
The Detention Facilities have no “Off Hours”. COLLEGE shall confer with the
Sheriff’s Department’s representative and COUNTY DBH Coordinator on a case by
case basis for all work to be performed outside normal hours.
Exhibit B
Any violations of security procedures which result in extraordinary man hour
expenditures by COUNTY, such as for unscheduled searches to retrieve contraband
or man hour costs expended to report and/or recapture an escapee, will be the
responsibility of the COLLEGE.
Exhibit C
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 C
(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: