K. Each entity agrees that the insurance held by the other, whether commercial or self-insurance is sufficient for the purpose of this MOU.
L. This MOU may be executed in any number of counterparts, each of which shall be deemed an original and all of which together shall constitute the same agreement.
M. Authority and Signatures: The individuals signing this MOU, and its exhibits, which are incorporated herein by reference, have the authority to commit the entity they represent to the terms of this MOU, and do so commit by signing.
SOUTH BAY CITIES COUNCIL OF GOVERNMENTS
By: _____________________________________ Date:_________________ John Cruikshank, SBCCOG 1st Vice Chair
ATTEST:
By:_____________________________________
Jacki Bacharach, Executive Director/Board Secretary
APPROVED AS TO FORM:
By: _____________________________________
Michael Jenkins, Legal Counsel
CITY OF MANHATTAN BEACH
By:_____________________________________ Date:_________________ Steve Napolitano, Mayor
ATTEST:
By:_____________________________________
Bruce Moe, City Manager
CITY OF EL SEGUNDO
By:_��·-_fl Dr�Mayor ____ _
ATTEST:
CITY OF HERMOSA BEACH
By:
Michael
_________ Detoy, Mayor ____ _
ATTEST:
By:
Suja Lowenthal,
______________
City Manager
_
CITY OF REDONDO BEACH
By: _ William
_C. Brand, Mayor_________ _
ATTEST:
By: _ _
Eleanor
___
Manzano,
___
City
__
Clerk
___ _
APPROVED AS TO FORM:
By: ___
Michael
__
W. Webb,
___
City
___
Attorney
__
Date: -------
Date: -------
CONTRACT BY AND BETWEEN
COUNTY OF LOS ANGELES
AND
SOUTH BAY CITIES COUNCIL OF GOVERNMENTS
FOR
HOMELESS SERVICES
CONTRACT NUMBER: AO-22-604
CONTRACT PROVISIONS
TABLE OF CONTENTS
PARAGRAPH TITLE PAGE
Page i
RECITALS ..................................................................................................................... 1 1 APPLICABLE DOCUMENTS............................................................................... 2 2 DEFINITIONS....................................................................................................... 3
2.1 Standard Definitions .................................................................................. 3 3 WORK ................................................................................................................ 4 4 TERM OF CONTRACT ........................................................................................ 4 5 CONTRACT SUM ................................................................................................ 4
5.1 Total Contract Sum.................................................................................... 4
5.2 Written Approval for Reimbursement......................................................... 5
5.3 Notification of 75% of Total Contract Sum ................................................. 5
5.4 No Payment for Services Provided Following Expiration-Termination of Contract ................................................................................................. 5
5.5 Invoices and Payments.............................................................................. 5
5.6 Default Method of Payment: Direct Deposit or Electronic Funds Transfer..5 6 ADMINISTRATION OF CONTRACT- COUNTY .................................................. 6
6.1 County Administration ............................................................................... 6
6.2 County’s Project Director ........................................................................... 7
6.3 County’s Project Manager.......................................................................... 7
6.4 County’s Contract Project Monitor ............................................................. 7 7 ADMINISTRATION OF CONTRACT-CONTRACTOR......................................... 8
7.1 Contractor Administration .......................................................................... 8
7.2 Contractor’s Project Manager .................................................................... 8
7.3 Approval of Contractor’s Staff.................................................................... 8
7.4 Contractor’s Staff Identification .................................................................. 8
7.5 Background and Security Investigations.................................................... 8
7.6 Confidentiality ............................................................................................ 9 8 STANDARD TERMS AND CONDITIONS.......................................................... 10
8.1 Amendments............................................................................................ 10
8.2 Assignment and Delegation/Mergers or Acquisitions............................... 11
8.3 Authorization Warranty ............................................................................ 12
8.4 Budget Reductions .................................................................................. 12
CONTRACT PROVISIONS
TABLE OF CONTENTS
PARAGRAPH TITLE PAGE
Page ii
8.5 Complaints............................................................................................... 12
8.6 Compliance with Applicable Law ............................................................. 13
8.7 Compliance with Civil Rights Laws .......................................................... 14
8.8 Compliance with the County’s Jury Service Program .............................. 14
8.9 Conflict of Interest.................................................................................... 16
8.10 Consideration of Hiring County Employees Targeted for Layoff or ReEmployment List ...................................................................................... 16
8.11 Consideration of Hiring GAIN-GROW Participants .................................. 16
8.12 Contractor Responsibility and Debarment ............................................... 17
8.13 Contractor’s Acknowledgement of County’s Commitment to Safely Surrendered Baby Law ............................................................................ 20
8.14 Contractor’s Warranty of Adherence to County’s Child Support Compliance Program ............................................................................... 20
8.15 County’s Quality Assurance Plan............................................................. 20
8.16 Damage to County Facilities, Buildings or Grounds................................. 21
8.17 Employment Eligibility Verification ........................................................... 21
8.18 Facsimile Representations....................................................................... 22
8.19 Fair Labor Standards ............................................................................... 22
8.20 Force Majeure.......................................................................................... 22
8.21 Governing Law, Jurisdiction, and Venue.................................................. 23
8.22 Independent Contractor Status ................................................................ 23
8.23 Indemnification......................................................................................... 24
8.24 General Provisions for all Insurance Coverage........................................ 24
8.25 Insurance Coverage ................................................................................ 29
8.26 Liquidated Damages................................................................................ 30
8.27 Most Favored Public Entity ...................................................................... 31
8.28 Nondiscrimination and Affirmative Action................................................. 31
8.29 Non Exclusivity ........................................................................................ 33
8.30 Notice of Delays....................................................................................... 33
8.31 Notice of Disputes.................................................................................... 33
8.32 Notice to Employees Regarding the Federal Earned Income Credit........ 33
8.33 Notice to Employees Regarding the Safely Surrendered Baby Law ........ 34
CONTRACT PROVISIONS
TABLE OF CONTENTS
PARAGRAPH TITLE PAGE
Page iii
8.34 Notices..................................................................................................... 34
8.35 Prohibition Against Inducement or Persuasion ........................................ 34
8.36 Public Records Act .................................................................................. 34
8.37 Publicity ................................................................................................... 35
8.38 Record Retention and Inspection-Audit Settlement ................................. 36
8.39 Recycled Bond Paper .............................................................................. 37
8.40 Subcontracting......................................................................................... 37
8.41 Termination for Breach of Warranty to Maintain Compliance with County’s Child Support Compliance Program.......................................... 38
8.42 Termination for Convenience................................................................... 39
8.43 Termination for Default ............................................................................ 39
8.44 Termination for Improper Consideration .................................................. 41
8.45 Termination for Insolvency....................................................................... 42
8.46 Termination for Non-Adherence of County Lobbyist Ordinance............... 42
8.47 Termination for Non-Appropriation of Funds............................................ 42
8.48 Validity ..................................................................................................... 43
8.49 Waiver...................................................................................................... 43
8.50 Warranty Against Contingent Fees .......................................................... 43
8.51 Warranty of Compliance with County’s Defaulted Property Tax Reduction Program.................................................................................. 43
8.52 Termination for Breach of Warranty to Maintain Compliance with County’s Defaulted Property Tax Reduction Program ............................. 44
8.53 Time off for Voting ................................................................................... 44
8.54 Compliance with County’s Zero Tolerance Policy on Human Trafficking. 45
8.55 Compliance with Fair Chance Employment Practices……………………...46
8.56 Compliance with the County Policy of Equity……………………………… 46
8.57 COVID-19 Vaccinations of County Contractor Personnel………………….47 9 UNIQUE TERMS AND CONDITIONS.............................................................. 48
9.1 Contractor Protection of Electronic County Information..………………… 48
9.2 Health Insurance Portability and Accountability Act of 1996 (HIPAA)..… 50 SIGNATURES .............................................................................................................. 52
CONTRACT PROVISIONS
TABLE OF CONTENTS
Page iv
STANDARD EXHIBITS
A Statement of Work
B Pricing Schedule
C Contractor’s EEO Certification
D County’s Administration
E Contractor’s Administration
F COVID-19 Vaccination Certification of Compliance
G Contractor Acknowledgement and Confidentiality Agreement H Jury Service Ordinance
I Safely Surrendered Baby Law
J Compliance with Fair Chance Employment Hiring Practices Certification SBCCOG Page 1
AO-22-604
CONTRACT BY AND BETWEEN
COUNTY OF LOS ANGELES
AND
SOUTH BAY CITIES COUNCIL
OF GOVERNMENTS
FOR
HOMELESS SERVICES
This Contract (“Contract”) is made and entered into by and between the County of Los Angeles, hereinafter referred to as "County," and South Bay Cities Council of Governments, hereinafter referred to as “Contractor” or “SBCCOG”, with County and Contractor individually referred to as “Party” or collectively as “Parties.”
RECITALS
WHEREAS, Contractor desires to provide, and County desires to acquire from Contractor, services as a contractor; and
WHEREAS, on July 13, 2021, the Board approved the County Fiscal Year 2021-22 Homeless Initiative funding recommendations by the County Chief Executive Office and delegated authority to the Chief Executive Officer, or her designee, to prepare, execute and amend agreements with Councils of Government (COGs) and cities with authority to increase contract sums up to ten percent subject to sufficient Measure H funding and review and approval as to form by County Counsel; and
WHEREAS, pursuant to Government Code section 26227, the County Board of Supervisors (“Board”) may appropriate and expend money to establish county programs or to fund other programs deemed to be necessary to meet the social needs of the population of the county; and
WHEREAS, the SBCCOG will provide regional homeless coordination services to support member cities in their goal to prevent and combat homelessness regionally; and
WHEREAS, the County Homeless Initiative Unit will provide up to a maximum of $776,416 in Measure H Funds to fund this contract.
NOW THEREFORE, in consideration of the mutual covenants contained herein, and for good and valuable consideration, the parties agree to the following:
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1 APPLICABLE DOCUMENTS
Exhibits A, B, C, D, E, F, G, H, I, and J are attached to and form a part of this Contract. In the event of any conflict or inconsistency in the definition or interpretation of an any word, responsibility, schedule, or the contents or description of any task, deliverable, goods, service, or other work, or otherwise between the base Contract and the Exhibits, or between Exhibits, such conflict or inconsistency shall be resolved by giving precedence first to the terms and conditions of the Contract and then to the Exhibits according to the following priority.
Standard Exhibits:
1.1 Exhibit A - Statement of Work
1.2 Exhibit B - Pricing Schedule
1.3 Exhibit C - Contractor’s EEO Certification
1.4 Exhibit D - County’s Administration
1.5 Exhibit E - Contractor’s Administration
1.6 Exhibit F - COVID-19 Vaccination Certification of
Compliance
1.7 Exhibit G - Contractor Acknowledgement and
Confidentiality Agreement
1.8 Exhibit H - Jury Service Ordinance
1.9 Exhibit I - Safely Surrendered Baby Law
1.10 Exhibit J - Compliance with Fair Chance Employment Hiring Practices Certification
This Contract constitutes the complete and exclusive statement of understanding between the parties, and supersedes all previous contracts, written and oral, and all communications between the parties relating to the subject matter of this Contract. No change to this Contract shall be valid unless prepared pursuant to Paragraph 8.1 (Amendments) and signed by both parties.
2 DEFINITIONS
2.1 Standard Definitions:
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2.1.1 The headings herein contained are for convenience and reference only and are not intended to define the scope of any provision thereof. The following words as used herein shall be construed to have the following meaning, unless otherwise apparent from the context in which they are used.
2.1.1.1 Contract: This agreement executed between County and Contractor. Included are all supplemental
agreements amending or extending the service to be
performed. The Contract sets forth the terms and
conditions for the issuance and performance of all
tasks, deliverables, services and other work
2.1.1.2 Contractor: The person or persons, sole proprietor, partnership, joint venture, corporation or other legal
entity who has entered into an agreement with the
County to perform or execute the work covered by
this contract.
2.1.1.3 Statement of Work: The directions, provisions, and requirements provided herein and special provisions
pertaining to the method, frequency, manner and
place of performing the contract services.
2.1.1.4 Subcontract: An agreement by the contractor to
employ a subcontractor to provide services to fulfill
this contract.
2.1.1.5 Subcontractor: Any individual, person or persons, sole proprietor, firm, partnership, joint venture,
corporation, or other legal entity furnishing supplies, services of any nature, equipment, and/or materials
to contractor in furtherance of contractor's
performance of this contract, at any tier, under oral or written agreement.
2.1.1.6 Board of Supervisors (Board): The Board of
Supervisors of the County of Los Angeles acting as
governing body.
2.1.1.7 County Project Manager: Person designated by
County’s Project Director to manage the operations
under this contract.
2.1.1.8 County Contract Project Monitor: Person with
responsibility to oversee the day to day activities of
this contract. Responsibility for inspections of any
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and all tasks, deliverables, goods, services and other
work provided by the contractor.
2.1.1.9 County Project Director: Person designated by
County with authority for County on contractual or
administrative matters relating to this contract that
cannot be resolved by the County’s Project Manager.
2.1.1.10 Day(s): Calendar day(s) unless otherwise specified.
2.1.1.11 Contractor Project Manager: The person
designated by the Contractor to administer the
Contract operations under this Contract
2.1.1.12 Fiscal Year: The twelve (12) month period beginning July 1st and ending the following June 30th.
3 WORK
3.1 Pursuant to the provisions of this Contract, the Contractor shall fully perform, complete and deliver on time, all tasks, deliverables, services and other work as set forth herein and in Exhibit A – Statement of Work, attached hereto and incorporated herein by reference.
3.2 If the Contractor provides any tasks, deliverables, goods, services, or other work, other than as specified in this contract, the same shall be deemed to be a gratuitous effort on the part of the contractor, and the contractor shall have no claim whatsoever against the County. 4 TERM OF CONTRACT
4.1 The term of this Contract shall commence upon execution by the County’s Chief Executive Officer and shall expire in one (1) year, unless sooner terminated or extended, in whole or in part, as provided in this Contract.
4.2 The County shall have the sole option to extend this Contract term for an additional 12-month period, for up to an additional four (4) years. Each such extension option shall be exercised at the sole discretion of the Chief Executive Officer, or her designee as authorized by the Board of Supervisors.
5 CONTRACT SUM
5.1 Total Contract Sum
5.1.1 The Maximum Contract Sum of this Contract shall be as set forth in Exhibit B – Pricing Schedule, for the term of the SBCCOG Page 5
AO-22-604
Contract, as set forth in Paragraph 4.0 - Term of Contract, above. Any costs incurred to complete this Contract in excess of the maximum not-to-exceed cost will be borne by the
Contractor.
5.2 Written Approval for Reimbursement
5.2.1 The Contractor shall not be entitled to payment or reimbursement for any tasks or services performed, nor for any incidental or administrative expenses whatsoever
incurred in or incidental to performance hereunder, except as specified herein. Assumption or takeover of any of the
Contractor’s duties, responsibilities, or obligations, or performance of same by any person or entity other than the Contractor, whether through assignment, subcontract,
delegation, merger, buyout, or any other mechanism, with or without consideration for any reason whatsoever, shall not occur except with the County’s express prior written
approval.
5.3 Notification of 75% of Total Contract Sum
5.3.1 The Contractor shall maintain a system of record keeping that will allow the Contractor to determine when it has incurred seventy-five percent (75%) of the total contract sum under this Contract. Upon occurrence of this event, the Contractor shall send written notification to Chief Executive Office at the address herein provided in Exhibit D (County’s Administration).
5.4 No Payment for Services Provided Following ExpirationTermination of Contract
5.4.1 The Contractor shall have no claim against County for payment of any money or reimbursement, of any kind
whatsoever, for any service provided by the Contractor after the expiration or other termination of this Contract. Should the Contractor receive any such payment it shall immediately notify County and shall immediately repay all such funds to County. Payment by County for services rendered after
expiration-termination of this Contract shall not constitute a waiver of County’s right to recover such payment from the Contractor. This provision shall survive the expiration or other termination of this Contract.
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5.5 Invoices and Payments
5.5.1 The Contractor shall invoice the County only for providing the tasks, deliverables, goods, services, and other work specified in Exhibit A (Statement of Work) and elsewhere hereunder.
The Contractor shall prepare invoices, which shall include the charges owed to the Contractor by the County under the
terms of this Contract. The Contractor’s payments shall be as provided in Exhibit B (Pricing Schedule) and the Contractor shall be paid only for the tasks, deliverables, goods, services, and other work approved in writing by the County. If the County does not approve work in writing no payment shall be due to the Contractor for that work.
5.5.2 The Contractor’s invoices shall be priced in accordance with Exhibit B (Pricing Schedule).
5.5.3 The Contractor’s invoices shall contain the information set forth in Exhibit A (Statement of Work) describing the tasks, deliverables, goods, services, work hours, and facility and/or other work for which payment is claimed.
5.5.4 The Contractor shall submit the monthly invoices to the County by the 15th calendar day of the month following the month of service.
5.5.5 All invoices under this Contract shall be addressed to the following and submitted electronically to the following email address: [email protected]
5.5.6 County Approval of Invoices
All invoices submitted by the Contractor for payment must have the written approval of the County’s Project Manager prior to any payment thereof. In no event shall the County be liable or responsible for any payment prior to such written approval. Approval for payment will not be unreasonably withheld.
5.6 Default Method of Payment: Direct Deposit or Electronic Funds Transfer
5.6.1 The County, at its sole discretion, has determined that the most efficient and secure default form of payment for goods and/or services provided under an agreement/ contract with the County shall be Electronic Funds Transfer (EFT) or direct SBCCOG Page 7
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deposit, unless an alternative method of payment is deemed appropriate by the Auditor-Controller (A-C).
5.6.2 The Contractor shall submit a direct deposit authorization request via the website https://directdeposit.lacounty.gov with banking and vendor information, and any other
information that the A-C determines is reasonably necessary to process the payment and comply with all accounting,
record keeping, and tax reporting requirements.
5.6.3 Any provision of law, grant, or funding agreement requiring a specific form or method of payment other than EFT or direct deposit shall supersede this requirement with respect to those payments.
5.6.4 At any time during the duration of the agreement/contract, a Contractor may submit a written request for an exemption to this requirement. Such request must be based on specific legal, business or operational needs and explain why the payment method designated by the A-C is not feasible and an alternative is necessary. The A-C, in consultation with the contracting department(s), shall decide whether to
approve exemption requests.
6 ADMINISTRATION OF CONTRACT - COUNTY
6.1 County Administration
6.1.1 A listing of all County Administration referenced in the following subparagraphs are designated in Exhibit D
(County’s Administration). The County will notify the
Contractor in writing of any change in the names or addresses shown.
6.2 County’s Project Director
6.2.1 The role of the County’s Project Director may include:
6.2.1.1 Coordinating with Contractor and ensuring
Contractor’s performance of the Contract; however,
in no event shall Contractor’s obligation to fully
satisfy all of the requirements of this Contract be
relieved, excused or limited thereby; and
6.2.1.2 Upon request of the Contractor, providing direction to the Contractor, as appropriate in areas relating to
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County policy, information requirements, and
procedural requirements; however, in no event, shall
Contractor’s obligation to fully satisfy all of the
requirements of this Contract be relieved, excused
or limited thereby.
6.3 County’s Project Manager
6.3.1 The role of the County’s Project Manager is authorized to include:
6.3.1.1 Meeting with the Contractor’s Project Manager on a regular basis; and
6.3.1.2 Inspecting any and all tasks, deliverables, goods, services, or other work provided by or on behalf of the Contractor; however, in no event shall Contractor’s
obligation to fully satisfy all of the requirements of this Contract be relieved, excused or limited thereby.
The County’s Project Manager is not authorized to make any changes in any of the terms and conditions of this Contract and is not authorized to further obligate County in any respect whatsoever.
6.4 County’s Contract Project Monitor
6.4.1 The role of the County’s Project Monitor is to oversee the day-to-day administration of this Contract; however, in no event shall Contractor’s obligation to fully satisfy all of the requirements of this Contract be relieved, excused or limited thereby. The Project Monitor reports to the County’s Project Manager.
7 ADMINISTRATION OF CONTRACT - CONTRACTOR
7.1 Contractor Administration
A listing of all of Contractor’s Administration referenced in the following paragraphs is designated in Exhibit E (Contractor’s Administration).
The Contractor will notify the County in writing of any change in the names or addresses shown.
7.2 Contractor’s Project Manager
7.2.1 The Contractor’s Project Manager is designated in Exhibit E (Contractor’s Administration). The Contractor shall notify SBCCOG Page 9
AO-22-604
the County in writing of any change in the name or address of the Contractor’s Project Manager.
7.2.2 The Contractor’s Project Manager shall be responsible for the Contractor’s day-to-day activities as related to this Contract and shall meet and coordinate with County’s
Project Manager and County’s Contract Project Monitor on a regular basis.
7.3 Approval of Contractor’s Staff
7.3.1 County has the absolute right to approve or disapprove all of the Contractor’s staff performing work hereunder and any proposed changes in the Contractor’s staff, including, but not limited to, the Contractor’s Project Manager.
7.4 Contractor’s Staff Identification
Contractor shall provide, at Contractor’s expense, all staff providing services under this Contract with a photo identification badge.
7.5 Background and Security Investigations
7.5.1 Each of Contractor’s staff performing services under this Contract, who is in a designated sensitive position, as determined by County in County's sole discretion, shall undergo and pass a background investigation to the
satisfaction of County as a condition of beginning and
continuing to perform services under this Contract. Such background investigation must be obtained through
fingerprints submitted to the California Department of Justice to include State, local, and federal-level review, which may include, but shall not be limited to, criminal conviction information. The fees associated with the background
investigation shall be at the expense of the Contractor, regardless of whether the member of Contractor’s staff
passes or fails the background investigation.
If a member of Contractor’s staff does not pass the
background investigation, County may request that the
member of Contractor’s staff be removed immediately from performing services under the Contract. Contractor shall comply with County’s request at any time during the term of the Contract. County will not provide to Contractor or to Contractor’s staff any information obtained through the County’s background investigation
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7.5.2 County, in its sole discretion, may immediately deny or terminate facility access to any member of Contractor’s staff that does not pass such investigation to the satisfaction of the County or whose background or conduct is incompatible with County facility access.
7.5.3 Disqualification of any member of Contractor’s staff pursuant to this Paragraph 7.5 shall not relieve Contractor of its obligation to complete all work in accordance with the terms and conditions of this Contract.
7.6 Confidentiality
7.6.1 Contractor shall maintain the confidentiality of all records and information in accordance with all applicable Federal, State and local laws, rules, regulations, ordinances, directives, guidelines, policies and procedures relating to confidentiality, including, without limitation, County policies concerning information technology security and the protection of
confidential records and information.
7.6.2 Contractor shall indemnify, defend, and hold harmless County, its officers, employees, and agents, from and against any and all claims, demands, damages, liabilities, losses, costs and expenses, including, without limitation, defense costs and legal, accounting and other expert, consulting, or professional fees, arising from, connected with, or related to any failure by Contractor, its officers, employees, agents, or subcontractors, to comply with this Paragraph 7.6, as
determined by County in its sole judgment. Any legal defense pursuant to contractor’s indemnification obligations under this Paragraph 7.5 shall be conducted by contractor and
performed by counsel selected by Contractor and approved by County. Notwithstanding the preceding sentence, County shall have the right to participate in any such defense at its sole cost and expense, except that in the event Contractor fails to provide County with a full and adequate defense, as determined by County in its sole judgment, County shall be entitled to retain its own counsel, including, without limitation, County Counsel, and to reimbursement from Contractor for all such costs and expenses incurred by County in doing so.
Contractor shall not have the right to enter into any settlement, agree to any injunction, or make any admission, in each case, on behalf of County without County’s prior written approval.
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7.6.3 Contractor shall inform all of its officers, employees, agents and subcontractors providing services hereunder of the
confidentiality provisions of this Contract.
Contractor shall sign and adhere to the provisions of the “Contractor Acknowledgement and Confidentiality
Agreement,” Exhibit G.
8 STANDARD TERMS AND CONDITIONS
8.1 Amendments
8.1.1 For any change which affects the scope of work, term, Contract Sum, payments, or any term or condition included under this Contract, an amendment to the Contract shall be prepared and executed by the Contractor and by Chief Executive Officer or his/her designee.
8.1.2 For any change which does not materially affect the statement of work or any other term or condition included under this Contract, a Change Notice shall be prepared and signed by the County’s Project Manager and Contractor’s Project Manager.
8.1.3 The Board or Chief Executive Officer or designee may require the addition and/or change of certain terms and conditions in the Contract during the term of this Contract. The County reserves the right to add and/or change such provisions as required by the Board or Chief Executive Officer. To implement such changes, an Amendment to the Contract shall be
prepared and executed by the Contractor and by Chief
Executive Officer and his/her designee.
8.1.4 The Chief Executive Officer or his/her designee, may at his/her sole discretion, authorize extensions of time as defined in Paragraph 4.0 – Term of Contract. The Contractor agrees that such extensions of time shall not change any other term or condition of this Contract during the period of such extensions.
To implement an extension of time, an Amendment to the
Contract shall be prepared and executed by the contractor and by Chief Executive Officer or his/her designee.
8.2 Assignment and Delegation/Mergers or Acquisitions
8.2.1 The contractor shall notify the County of any pending acquisitions/mergers of its company unless otherwise legally prohibited from doing so. If the contractor is restricted from legally notifying the County of pending acquisitions/mergers, SBCCOG Page 12
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then it should notify the County of the actual
acquisitions/mergers as soon as the law allows and provide to the County the legal framework that restricted it from notifying the County prior to the actual acquisitions/mergers.
8.2.2 The contractor shall not assign its rights or delegate its duties under this Contract, or both, whether in whole or in part, without the prior written consent of County, in its discretion, and any attempted assignment or delegation without such consent shall be null and void. For purposes of this paragraph, County consent shall require a written Amendment to the Contract, which is formally approved and executed by the parties. Any payments by the County to any approved delegatee or
assignee on any claim under this Contract shall be deductible, at County’s sole discretion, against the claims, which the contractor may have against the County.
8.2.3 Shareholders, partners, members, or other equity holders of contractor may transfer, sell, exchange, assign, or divest themselves of any interest they may have therein. However, in the event any such sale, transfer, exchange, assignment, or divestment is effected in such a way as to give majority control of contractor to any person(s), corporation, partnership, or legal entity other than the majority controlling interest therein at the time of execution of the Contract, such disposition is an assignment requiring the prior written consent of County in accordance with applicable provisions of this Contract.
8.2.4 Any assumption, assignment, delegation, or takeover of any of the contractor’s duties, responsibilities, obligations, or performance of same by any person or entity other than the contractor, whether through assignment, subcontract,
delegation, merger, buyout, or any other mechanism, with or without consideration for any reason whatsoever
without County’s express prior written approval, shall be a material breach of the Contract which may result in the termination of this Contract. In the event of such termination, County shall be entitled to pursue the same remedies against contractor as it could pursue in the event of default by contractor.
8.3 Authorization Warranty
8.3.1 The contractor represents and warrants that the person executing this Contract for the contractor is an authorized agent who has actual authority to bind the contractor to each and every term, condition, and obligation of this Contract and that SBCCOG Page 13
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all requirements of the contractor have been fulfilled to provide such actual authority.
8.4 Budget Reductions
8.4.1 In the event that the County’s Board of Supervisors adopts, in any fiscal year, a County Budget which provides for
reductions in the salaries and benefits paid to the majority of County employees and imposes similar reductions with
respect to County contracts, the County reserves the right to reduce its payment obligation under this Contract
correspondingly for that fiscal year and any subsequent fiscal year during the term of this Contract (including any
extensions), and the services to be provided by the contractor under this Contract shall also be reduced correspondingly.
The County’s notice to the contractor regarding said reduction in payment obligation shall be provided within thirty (30) calendar days of the Board’s approval of such actions. Except as set forth in the preceding sentence, the contractor shall continue to provide all of the services set forth in this Contract.
8.5 Complaints
8.5.1 The contractor shall develop, maintain and operate procedures for receiving, investigating and responding to complaints.
8.5.2 Complaint Procedures
8.5.2.1 Within thirty (30) business days after the Contract effective date, the contractor shall provide the
County with the contractor’s policy for receiving,
investigating and responding to user complaints.
8.5.2.2 The County will review the contractor’s policy and provide the contractor with approval of said plan or
with requested changes.
8.5.2.3 If the County requests changes in the contractor’s policy, the contractor shall make such changes and
resubmit the plan within fifteen (15) business days
for County approval.
8.5.2.4 If, at any time, the contractor wishes to change the contractor’s policy, the contractor shall submit
proposed changes to the County for approval
before implementation.
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8.5.2.5 The contractor shall preliminarily investigate all complaints and notify the County’s Project Manager
of the status of the investigation within thirty (30)
business days of receiving the complaint.
8.5.2.6 When complaints cannot be resolved informally, a system of follow-through shall be instituted which
adheres to formal plans for specific actions and
strict time deadlines.
8.5.2.7 Copies of all written responses shall be sent to the County’s Project Manager within ten (10) business
days of mailing to the complainant.
8.6 Compliance with Applicable Law
8.6.1 In the performance of this Contract, contractor shall comply with all applicable Federal, State and local laws, rules, regulations, ordinances, directives, guidelines, policies and procedures, and all provisions required thereby to be included in this Contract are hereby incorporated herein by reference.
8.6.2 Contractor shall indemnify, defend, and hold harmless County, its officers, employees, and agents, from and against any and all claims, demands, damages, liabilities, losses, costs, and expenses, including, without limitation, defense costs and legal, accounting and other expert, consulting or professional fees, arising from, connected with, or related to any failure by contractor, its officers, employees, agents, or subcontractors, to comply with any such laws, rules,
regulations, ordinances, directives, guidelines, policies, or procedures, as determined by County in its sole judgment.
Any legal defense pursuant to contractor’s indemnification obligations under Paragraph 8.6 (Compliance with Applicable Law) shall be conducted by contractor and performed by
counsel selected by contractor and approved by County.
Notwithstanding the preceding sentence, County shall have the right to participate in any such defense at its sole cost and expense, except that in the event contractor fails to provide County with a full and adequate defense, as determined by County in its sole judgment, County shall be entitled to retain its own counsel, including, without limitation, County Counsel, and to reimbursement from contractor for all such costs and expenses incurred by County in doing so. Contractor shall not have the right to enter into any settlement, agree to any injunction or other equitable relief, or make any admission, in SBCCOG Page 15
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each case, on behalf of County without County’s prior written approval.
8.7 Compliance with Civil Rights Laws
8.7.1 The contractor hereby assures that it will comply with Subchapter VI of the Civil Rights Act of 1964, 42 USC
Sections 2000 (e) (1) through 2000 (e) (17), to the end that no person shall, on the grounds of race, creed, color, sex, religion, ancestry, age, condition of physical handicap, marital status, political affiliation, or national origin, be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination under this Contract or under any project, program, or activity supported by this Contract. The contractor shall comply with Exhibit C (Contractor’s EEO Certification).
8.8 Compliance with the County’s Jury Service Program
8.8.1 Jury Service Program:
This Contract is subject to the provisions of the County’s ordinance entitled Contractor Employee Jury Service (“Jury Service Program”) as codified in Sections 2.203.010 through
2.203.090 of the Los Angeles County Code, a copy of which is attached as Exhibit H and incorporated by reference into and made a part of this Contract.
8.8.2 Written Employee Jury Service Policy.
1. Unless the contractor has demonstrated to the County’s satisfaction either that the contractor is not a “contractor” as defined under the Jury Service Program (Section
2.203.020 of the County Code) or that the contractor
qualifies for an exception to the Jury Service Program
(Section 2.203.070 of the County Code), the contractor
shall have and adhere to a written policy that provides that its Employees shall receive from the contractor, on an annual basis, no less than five days of regular pay for actual jury service. The policy may provide that
Employees deposit any fees received for such jury
service with the contractor or that the contractor deduct from the Employee’s regular pay the fees received for
jury service.
2. For purposes of this paragraph, “contractor” means a person, partnership, corporation or other entity which
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has a contract with the County or a subcontract with a
County contractor and has received or will receive an
aggregate sum of fifty thousand dollars ($50,000) or
more in any twelve (12) month period under one or more
County contracts or subcontracts. “Employee” means
any California resident who is a full-time employee of the contractor. “Full-time” means forty (40) hours or more
worked per week, or a lesser number of hours if: 1) the lesser number is a recognized industry standard as
determined by the County, or 2) contractor has a longstanding practice that defines the lesser number of hours as full-time. Full-time employees providing short-term, temporary services of ninety (90) days or less within a twelve (12) month period are not considered full-time for purposes of the Jury Service Program. If the contractor uses any subcontractor to perform services for the
County under the Contract, the subcontractor shall also be subject to the provisions of this paragraph. The
provisions of this paragraph shall be inserted into any such subcontract agreement and a copy of the Jury
Service Program shall be attached to the agreement.
3. If the contractor is not required to comply with the Jury Service Program when the Contract commences, the
contractor shall have a continuing obligation to review the applicability of its “exception status” from the Jury Service Program, and the contractor shall immediately
notify the County if the contractor at any time either
comes within the Jury Service Program’s definition of
“contractor” or if the contractor no longer qualifies for an exception to the Jury Service Program. In either event, the contractor shall immediately implement a written
policy consistent with the Jury Service Program. The
County may also require, at any time during the Contract and at its sole discretion, that the contractor
demonstrate, to the County’s satisfaction that the
contractor either continues to remain outside of the Jury Service Program’s definition of “contractor” and/or that the contractor continues to qualify for an exception to the Program.
4. Contractor’s violation of this paragraph of the Contract may constitute a material breach of the Contract. In the event of such material breach, County may, in its sole
discretion, terminate the Contract and/or bar the
contractor from the award of future County contracts for SBCCOG Page 17
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a period of time consistent with the seriousness of the breach.
8.9 Conflict of Interest
8.9.1 No County employee whose position with the County enables such employee to influence the award of this Contract or any competing Contract, and no spouse or economic dependent of such employee, shall be employed in any capacity by the contractor or have any other direct or indirect financial interest in this Contract. No officer or employee of the contractor who may financially benefit from the performance of work
hereunder shall in any way participate in the County’s
approval, or ongoing evaluation, of such work, or in any way attempt to unlawfully influence the County’s approval or ongoing evaluation of such work.
8.9.2 The contractor shall comply with all conflict of interest laws, ordinances, and regulations now in effect or hereafter to be enacted during the term of this Contract. The contractor warrants that it is not now aware of any facts that create a conflict of interest. If the contractor hereafter becomes aware of any facts that might reasonably be expected to create a conflict of interest, it shall immediately make full written disclosure of such facts to the County. Full written disclosure shall include, but is not limited to, identification of all persons implicated and a complete description of all relevant circumstances. Failure to comply with the
provisions of this paragraph shall be a material breach of this Contract.
8.10 Consideration of Hiring County Employees Targeted for Layoff or Re-Employment List
8.10.1 Should the contractor require additional or replacement personnel after the effective date of this Contract to perform the services set forth herein, the contractor shall give first consideration for such employment openings to qualified, permanent County employees who are targeted for layoff or qualified, former County employees who are on a reemployment list during the life of this Contract.
8.11 Consideration of Hiring GAIN-GROW Participants
8.11.1 Should the contractor require additional or replacement personnel after the effective date of this Contract, the contractor shall give consideration for any such employment SBCCOG Page 18
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openings to participants in the County‘s Department of Public Social Services Greater Avenues for Independence (GAIN) Program or General Relief Opportunity for Work (GROW)
Program who meet the contractor’s minimum qualifications for the open position. For this purpose, consideration shall mean that the contractor will interview qualified candidates.
The County will refer GAIN-GROW participants by job
category to the contractor. Contractors shall report all job openings with job requirements to:
[email protected] and
[email protected] and DPSS will
refer qualified GAIN/GROW job candidates.
8.11.2 In the event that both laid-off County employees and GAIN/GROW participants are available for hiring, County employees shall be given first priority.
8.12 Contractor Responsibility and Debarment
8.12.1 Responsible Contractor
A responsible contractor is a contractor who has
demonstrated the attribute of trustworthiness, as well as quality, fitness, capacity and experience to satisfactorily perform the contract. It is the County’s policy to conduct business only with responsible contractors.
8.12.2 Chapter 2.202 of the County Code
The contractor is hereby notified that, in accordance with Chapter 2.202 of the County Code, if the County acquires information concerning the performance of the contractor on this or other contracts which indicates that the contractor is not responsible, the County may, in addition to other
remedies provided in the Contract, debar the contractor from bidding or proposing on, or being awarded, and/or
performing work on County contracts for a specified period of time, which generally will not exceed five (5) years but may exceed five (5) years or be permanent if warranted by the circumstances, and terminate any or all existing
contracts the contractor may have with the County.
8.12.3 Non-responsible contractor
The County may debar a contractor if the Board of
Supervisors finds, in its discretion, that the contractor has done any of the following: 1) violated a term of a contract SBCCOG Page 19
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with the County or a nonprofit corporation created by the County, 2) committed an act or omission which negatively reflects on the contractor’s quality, fitness or capacity to perform a contract with the County, any other public entity, or a nonprofit corporation created by the County, or engaged in a pattern or practice which negatively reflects on same, 3) committed an act or offense which indicates a lack of
business integrity or business honesty, or 4) made or
submitted a false claim against the County or any other public entity.
8.12.4 Contractor Hearing Board
8.12.4.1 If there is evidence that the contractor may be subject to debarment, the Department will notify
the contractor in writing of the evidence which is
the basis for the proposed debarment and will
advise the contractor of the scheduled date for a
debarment hearing before the Contractor
Hearing Board.
8.12.4.2 The Contractor Hearing Board will conduct a
hearing where evidence on the proposed
debarment is presented. The contractor and/or
the contractor’s representative shall be given an
opportunity to submit evidence at that hearing.
After the hearing, the Contractor Hearing Board
shall prepare a tentative proposed decision,
which shall contain a recommendation regarding
whether the contractor should be debarred, and,
if so, the appropriate length of time of the
debarment. The contractor and the Department
shall be provided an opportunity to object to the
tentative proposed decision prior to its
presentation to the Board of Supervisors.
8.12.4.3 After consideration of any objections, or if no objections are submitted, a record of the hearing,
the proposed decision, and any other
recommendation of the Contractor Hearing
Board shall be presented to the Board of
Supervisors. The Board of Supervisors shall
have the right to modify, deny, or adopt the
proposed decision and recommendation of the
Contractor Hearing Board.
8.12.4.4 If a contractor has been debarred for a period longer than five (5) years, that contractor may
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after the debarment has been in effect for at least
five (5) years, submit a written request for review
of the debarment determination to reduce the
period of debarment or terminate the debarment.
The County may, in its discretion, reduce the
period of debarment or terminate the debarment
if it finds that the contractor has adequately
demonstrated one or more of the following: 1)
elimination of the grounds for which the
debarment was imposed; 2) a bona fide change
in ownership or management; 3) material
evidence discovered after debarment was
imposed; or 4) any other reason that is in the best
interests of the County.
8.12.4.5 The Contractor Hearing Board will consider a
request for review of a debarment determination
only where 1) the contractor has been debarred
for a period longer than five (5) years; 2) the
debarment has been in effect for at least five (5)
years; and 3) the request is in writing, states one
or more of the grounds for reduction of the
debarment period or termination of the
debarment, and includes supporting
documentation. Upon receiving an appropriate
request, the Contractor Hearing Board will
provide notice of the hearing on the request. At
the hearing, the Contractor Hearing Board shall
conduct a hearing where evidence on the
proposed reduction of debarment period or
termination of debarment is presented. This
hearing shall be conducted and the request for
review decided by the Contractor Hearing Board
pursuant to the same procedures as for a
debarment hearing.
8.12.4.6 The Contractor Hearing Board’s proposed
decision shall contain a recommendation on the
request to reduce the period of debarment or
terminate the debarment. The Contractor
Hearing Board shall present its proposed
decision and recommendation to the Board of
Supervisors. The Board of Supervisors shall
have the right to modify, deny, or adopt the
proposed decision and recommendation of the
Contractor Hearing Board.
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8.12.5 Subcontractors of Contractor
These terms shall also apply to Subcontractors of County Contractors.
8.13 Contractor’s Acknowledgement of County’s Commitment to Safely Surrendered Baby Law
8.13.1 The contractor acknowledges that the County places a high priority on the implementation of the Safely Surrendered Baby Law. The contractor understands that it is the County’s policy to encourage all County contractors to voluntarily post the County’s “Safely Surrendered Baby Law” poster in a prominent position at the contractor’s place of business. The contractor will also encourage its subcontractors, if any, to post this poster in a prominent position in the subcontractor’s place of business.
The County’s Department of Children and Family Services will supply the contractor with the poster to be used. Information on how to receive the poster can be found on the Internet at www.babysafela.org.
8.14 Contractor’s Warranty of Adherence to County’s Child Support Compliance Program
8.14.1 The contractor acknowledges that the County has
established a goal of ensuring that all individuals who benefit financially from the County through contracts are in
compliance with their court-ordered child, family and spousal support obligations in order to mitigate the economic burden otherwise imposed upon the County and its taxpayers.
8.14.2 As required by the County’s Child Support Compliance Program (County Code Chapter 2.200) and without limiting the contractor’s duty under this Contract to comply with all applicable provisions of law, the contractor warrants that it is now in compliance and shall during the term of this Contract maintain in compliance with employment and wage reporting requirements as required by the Federal Social Security Act (42 USC Section 653a) and California Unemployment
Insurance Code Section 1088.5, and shall implement all
lawfully served Wage and Earnings Withholding Orders or Child Support Services Department Notices of Wage and
Earnings Assignment for Child, Family or Spousal Support, pursuant to Code of Civil Procedure Section 706.031 and Family Code Section 5246(b).
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8.15 County’s Quality Assurance Plan
The County or its agent(s) will evaluate the contractor’s performance under this Contract on not less than an annual basis. Such evaluation will include assessing the contractor’s compliance with all Contract terms and conditions and performance standards. Contractor deficiencies which the County determines are severe or continuing and that may place performance of the Contract in jeopardy if not corrected will be reported to the Board of Supervisors.
8.15.1 The report will include improvement/corrective action measures taken by the County and the contractor. If
improvement does not occur consistent with the corrective action measures, the County may terminate this Contract or impose other penalties as specified in this Contract.
8.16 Damage to County Facilities, Buildings or Grounds
8.16.1 The contractor shall repair, or cause to be repaired, at its own cost, any and all damage to County facilities, buildings, or grounds caused by the contractor or employees or agents of the contractor. Such repairs shall be made immediately after the contractor has become aware of such damage, but in no event later than thirty (30) days after the occurrence.
8.16.2 If the contractor fails to make timely repairs, County may make any necessary repairs. All costs incurred by County, as determined by County, for such repairs shall be repaid by the contractor by cash payment upon demand.
8.17 Employment Eligibility Verification
8.17.1 The contractor warrants that it fully complies with all Federal and State statutes and regulations regarding the
employment of aliens and others and that all its employees performing work under this Contract meet the citizenship or alien status requirements set forth in Federal and State statutes and regulations. The contractor shall obtain, from all employees performing work hereunder, all verification and other documentation of employment eligibility status required by Federal and State statutes and regulations
including, but not limited to, the Immigration Reform and Control Act of 1986, (P.L. 99-603), or as they currently exist and as they may be hereafter amended. The contractor
shall retain all such documentation for all covered
employees for the period prescribed by law.
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8.17.2 The contractor shall indemnify, defend, and hold harmless, the County, its agents, officers, and employees from
employer sanctions and any other liability which may be assessed against the contractor or the County or both in connection with any alleged violation of any Federal or State statutes or regulations pertaining to the eligibility for employment of any persons performing work under this
Contract.
8.18 Facsimile Representations
The County and the contractor hereby agree to regard facsimile representations of original signatures of authorized officers of each party, when appearing in appropriate places on the Amendments prepared pursuant to Paragraph 8.1 (Amendments) and received via communications facilities, as legally sufficient evidence that such original signatures have been affixed to Amendments to this Contract, such that the parties need not follow up facsimile transmissions of such documents with subsequent (non-facsimile) transmission of “original” versions of such documents.
8.19 Fair Labor Standards
8.19.1 The contractor shall comply with all applicable provisions of the Federal Fair Labor Standards Act and shall indemnify, defend, and hold harmless the County and its agents,
officers, and employees from any and all liability, including, but not limited to, wages, overtime pay, liquidated damages, penalties, court costs, and attorneys' fees arising under any wage and hour law, including, but not limited to, the
Federal Fair Labor Standards Act, for work performed by the contractor’s employees for which the County may be
found jointly or solely liable.
8.20 Force Majeure
8.20.1 Neither party shall be liable for such party's failure to perform its obligations under and in accordance with this Contract, if such failure arises out of fires, floods, epidemics, quarantine restrictions, other natural occurrences, strikes, lockouts (other than a lockout by such party or any of such party's subcontractors), freight embargoes, or other similar events to those described above, but in every such case the failure to perform must be totally beyond the control and without any fault or negligence of such party (such events are
referred to in this paragraph as "force majeure events").
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8.20.2 Notwithstanding the foregoing, a default by a subcontractor of contractor shall not constitute a force majeure event, unless such default arises out of causes beyond the control of both contractor and such subcontractor, and without any fault or negligence of either of them. In such case,
contractor shall not be liable for failure to perform, unless the goods or services to be furnished by the subcontractor were obtainable from other sources in sufficient time to permit contractor to meet the required performance
schedule. As used in this subparagraph, the term
“subcontractor” and “subcontractors” mean subcontractors at any tier.
8.20.3 In the event contractor's failure to perform arises out of a force majeure event, contractor agrees to use commercially
reasonable best efforts to obtain goods or services from other sources, if applicable, and to otherwise mitigate the damages and reduce the delay caused by such force majeure event.
8.21 Governing Law, Jurisdiction, and Venue
This Contract shall be governed by, and construed in accordance with, the laws of the State of California. The contractor agrees and consents to the exclusive jurisdiction of the courts of the State of California for all purposes regarding this Contract and further agrees and consents that venue of any action brought hereunder shall be exclusively in the County of Los Angeles.
8.22 Independent Contractor Status
8.22.1 This Contract is by and between the County and the contractor and is not intended, and shall not be construed, to create the relationship of agent, servant, employee,
partnership, joint venture, or association, as between the County and the contractor. The employees and agents of
one party shall not be, or be construed to be, the employees or agents of the other party for any purpose whatsoever.
8.22.2 The contractor shall be solely liable and responsible for providing to, or on behalf of, all persons performing work pursuant to this Contract all compensation and benefits. The County shall have no liability or responsibility for the payment of any salaries, wages, unemployment benefits, disability benefits, Federal, State, or local taxes, or other
compensation, benefits, or taxes for any personnel provided by or on behalf of the contractor.
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8.22.3 The contractor understands and agrees that all persons performing work pursuant to this Contract are, for purposes of Workers' Compensation liability, solely employees of the contractor and not employees of the County. The contractor shall be solely liable and responsible for furnishing any and all Workers' Compensation benefits to any person as a result of any injuries arising from or connected with any work performed by or on behalf of the contractor pursuant to this Contract.
8.22.4 The contractor shall adhere to the provisions stated in Paragraph 7.6 (Confidentiality).
8.23 Indemnification
8.23.1 The contractor shall indemnify, defend and hold harmless the County, its Special Districts, elected and appointed officers, employees, agents and volunteers (County
Indemnitees) from and against any and all liability, including but not limited to demands, claims, actions, fees, costs and expenses (including attorney and expert witness fees),
arising from and/or relating to this Contract, except for such loss or damage arising from the sole negligence or willful misconduct of the County indemnitees.
8.24 General Provisions for all Insurance Coverage
8.24.1 Without limiting contractor's indemnification of County, and in the performance of this Contract and until all of its obligations pursuant to this Contract have been met,
contractor shall provide and maintain at its own expense insurance coverage satisfying the requirements specified in Paragraphs 8.24 and 8.25 of this Contract. These
minimum insurance coverage terms, types and limits (the “Required Insurance”) also are in addition to and separate from any other contractual obligation imposed upon
contractor pursuant to this Contract. The County in no way warrants that the Required Insurance is sufficient to protect the contractor for liabilities which may arise from or relate to this Contract.
8.24.2 Evidence of Coverage and Notice to County
8.24.2.1 Certificate(s) of insurance coverage (Certificate) satisfactory to County, and a copy of an
Additional Insured endorsement confirming
County and its Agents (defined below) has been
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given Insured status under the contractor’s
General Liability policy, shall be delivered to
County at the address shown below and
provided prior to commencing services under this
Contract.
8.24.2.2 Renewal Certificates shall be provided to County not less than ten (10) days prior to contractor’s
policy expiration dates. The County reserves the
right to obtain complete, certified copies of any
required contractor and/or subcontractor
insurance policies at any time.
8.24.2.3 Certificates shall identify all Required Insurance coverage types and limits specified herein,
reference this Contract by name or number, and
be signed by an authorized representative of the
insurer(s). The Insured party named on the
Certificate shall match the name of the contractor
identified as the contracting party in this
Contract. Certificates shall provide the full name
of each insurer providing coverage, its NAIC
(National Association of Insurance
Commissioners) identification number, its
financial rating, the amounts of any policy
deductibles or self-insured retentions exceeding
fifty thousand dollars ($50,000), and list any
County required endorsement forms.
8.24.2.4 Neither the County’s failure to obtain, nor the County’s receipt of, or failure to object to a noncomplying insurance certificate or endorsement, or any other insurance documentation or
information provided by the contractor, its
insurance broker(s) and/or insurer(s), shall be
construed as a waiver of any of the Required
Insurance provisions.
8.24.2.5 Certificates and copies of any required
endorsements shall be sent to:
Samuel Han
County of Los Angeles
500 W. Temple Street – Room 493
Los Angeles, CA 90012
[email protected]
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8.24.2.6 Contractor also shall promptly report to County any injury or property damage accident or
incident, including any injury to a contractor
employee occurring on County property, and any
loss, disappearance, destruction, misuse, or
theft of County property, monies or securities
entrusted to contractor. Contractor also shall
promptly notify County of any third party claim or
suit filed against contractor or any of its
subcontractors which arises from or relates to
this Contract, and could result in the filing of a
claim or lawsuit against contractor and/or
County.
8.24.3 Additional Insured Status and Scope of Coverage
The County of Los Angeles, it’s Special Districts, Elected Officials, Officers, Agents, employees and volunteers
(collectively County and its Agents) shall be provided
additional insured status under contractor’s General Liability policy with respect to liability arising out of contractor’s ongoing and completed operations performed on behalf of the County. County and its Agents additional insured status shall apply with respect to liability and defense of suits arising out of the contractor’s acts or omissions, whether such liability is attributable to the contractor or to the County.
The full policy limits and scope of protection also shall apply to the County and its Agents as an additional insured, even if they exceed the County’s minimum Required Insurance
specifications herein. Use of an automatic additional insured endorsement form is acceptable providing it satisfies the Required Insurance provisions herein.
8.24.4 Cancellation of or Changes in Insurance
Contractor shall provide County with, or contractor’s
insurance policies shall contain a provision that County shall receive, written notice of cancellation or any change in Required Insurance, including insurer, limits of coverage, term of coverage or policy period. The written notice shall be provided to County at least ten (10) days in advance of cancellation for non-payment of premium and thirty (30) days in advance for any other cancellation or policy change.
Failure to provide written notice of cancellation or any change in Required Insurance may constitute a material
breach of the Contract, in the sole discretion of the County, SBCCOG Page 28
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upon which the County may suspend or terminate this
Contract.
8.24.5 Failure to Maintain Insurance
Contractor's failure to maintain or to provide acceptable evidence that it maintains the Required Insurance shall constitute a material breach of the Contract, upon which County immediately may withhold payments due to
contractor, and/or suspend or terminate this Contract.
County, at its sole discretion, may obtain damages from contractor resulting from said breach. Alternatively, the County may purchase the Required Insurance, and without further notice to contractor, deduct the premium cost from sums due to contractor or pursue contractor reimbursement.
8.24.6 Insurer Financial Ratings
Coverage shall be placed with insurers acceptable to the County with A.M. Best ratings of not less than A:VII unless otherwise approved by County.
8.24.7 Contractor’s Insurance Shall Be Primary
Contractor’s insurance policies, with respect to any claims related to this Contract, shall be primary with respect to all other sources of coverage available to contractor. Any
County maintained insurance or self-insurance coverage
shall be in excess of and not contribute to any contractor coverage.
8.24.8 Waivers of Subrogation
To the fullest extent permitted by law, the contractor hereby waives its rights and its insurer(s)’ rights of recovery against County under all the Required Insurance for any loss arising from or relating to this Contract. The contractor shall require its insurers to execute any waiver of subrogation
endorsements which may be necessary to effect such
waiver.
8.24.9 Subcontractor Insurance Coverage Requirements
Contractor shall include all subcontractors as insureds under contractor’s own policies, or shall provide County with each subcontractor’s separate evidence of insurance
coverage. Contractor shall be responsible for verifying each SBCCOG Page 29
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subcontractor complies with the Required Insurance
provisions herein, and shall require that each subcontractor name the County and contractor as additional insureds on the subcontractor’s General Liability policy. Contractor shall obtain County’s prior review and approval of any
subcontractor request for modification of the Required
Insurance.
8.24.10 Deductibles and Self-Insured Retentions (SIRs)
Contractor’s policies shall not obligate the County to pay any portion of any contractor deductible or SIR. The County retains the right to require contractor to reduce or eliminate policy deductibles and SIRs as respects the County, or to provide a bond guaranteeing contractor’s payment of all deductibles and SIRs, including all related claims
investigation, administration and defense expenses. Such bond shall be executed by a corporate surety licensed to transact business in the State of California.
8.24.11 Claims Made Coverage
If any part of the Required Insurance is written on a claims made basis, any policy retroactive date shall precede the effective date of this Contract. Contractor understands and agrees it shall maintain such coverage for a period of not less than three (3) years following Contract expiration, termination or cancellation.
8.24.12 Application of Excess Liability Coverage
Contractors may use a combination of primary and excess insurance policies which provide coverage as broad as the underlying primary policies, to satisfy the Required
Insurance provisions.
8.24.13 Separation of Insureds
All liability policies shall provide cross-liability coverage as would be afforded by the standard ISO (Insurance Services Office, Inc.) separation of insureds provision with no insured versus insured exclusions or limitations.
8.24.14 Alternative Risk Financing Programs
The County reserves the right to review, and then approve, Contractor use of self-insurance, risk retention groups, risk SBCCOG Page 30
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purchasing groups, pooling arrangements and captive
insurance to satisfy the Required Insurance provisions. The County and its Agents shall be designated as an Additional Covered Party under any approved program.
8.24.15 County Review and Approval of Insurance
Requirements
The County reserves the right to review and adjust the
Required Insurance provisions, conditioned upon County’s determination of changes in risk exposures.
8.25 Insurance Coverage
8.25.1 Commercial General Liability insurance (providing scope of coverage equivalent to ISO policy form CG 00 01),
naming County and its Agents as an additional insured,
with limits of not less than:
General Aggregate: $2 million
Products/Completed Operations Aggregate: $1 million
Personal and Advertising Injury: $1 million
Each Occurrence: $1 million
8.25.2 Automobile Liability insurance (providing scope of coverage equivalent to ISO policy form CA 00 01) with limits of not less than $1 million for bodily injury and property damage, in combined or equivalent split limits, for each single accident. Insurance shall cover liability arising out of contractor’s use of autos pursuant to this Contract,
including owned, leased, hired, and/or non-owned autos, as each may be applicable.
8.25.3 Workers Compensation and Employers’ Liability
insurance or qualified self- insurance satisfying statutory requirements, which includes Employers’ Liability coverage with limits of not less than $1 million per accident. If Contractor will provide leased employees, or, is an
employee leasing or temporary staffing firm or a
professional employer organization (PEO), coverage also shall include an Alternate Employer Endorsement
(providing scope of coverage equivalent to ISO policy form WC 00 03 01 A) naming the County as the
Alternate Employer. The written notice shall be provided SBCCOG Page 31
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to County at least ten (10) days in advance of cancellation for non-payment of premium and thirty (30) days in
advance for any other cancellation or policy change. If applicable to Contractor’s operations, coverage also shall be arranged to satisfy the requirements of any federal
workers or workmen’s compensation law or any federal
occupational disease law.
8.25.4 Unique Insurance Coverage
8.25.4.1 Professional Liability-Errors and Omissions
Insurance covering contractor’s liability arising
from or related to this Contract, with limits of not
less than $1 million per claim and $2 million
aggregate. Further, contractor understands and
agrees it shall maintain such coverage for a
period of not less than three (3) years following
this Agreement’s expiration, termination or
cancellation.
8.25.4.2 Privacy/Network Security (Cyber) Liability
Insurance coverage providing protection
against liability for (1) privacy breaches
[liability arising from the loss or disclosure
of confidential information no matter how
it occurs]; (2) system breach; (3) denial or
loss of service; (4) introduction, implantation,
or spread of malicious software code; (5)
unauthorized access to or use of computer
systems with limits of not less than $2
million. No exclusion/restriction for
unencrypted portable devices/media may be
on the policy.
8.26 Liquidated Damages
8.26.1 If, in the judgment of the Chief Executive Officer, or his/her designee, the contractor is deemed to be non-compliant with the terms and obligations assumed hereby, the Chief
Executive Officer, or his/her designee, at his/her option, in addition to, or in lieu of, other remedies provided herein, may withhold the entire monthly payment or deduct pro rata from the contractor’s invoice for work not performed. A
description of the work not performed and the amount to be withheld or deducted from payments to the contractor from SBCCOG Page 32
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the County, will be forwarded to the contractor by the Chief Executive Officer, or his/her designee, in a written notice describing the reasons for said action.
8.26.2 If the Chief Executive Officer, or his/her designee, determines that there are deficiencies in the performance of this Contract that the Chief Executive Officer, or his/her designee, deems are correctable by the contractor over a certain time span, the Chief Executive Officer, or his/her designee, will provide a written notice to the contractor to correct the deficiency within specified time frames. Should the contractor fail to correct deficiencies within said time frame, the Chief Executive Officer, or his/her designee, may:
(a) Deduct from the contractor’s payment, pro rata, those applicable portions of the Monthly Contract Sum; and/or (b) Deduct liquidated damages. The parties agree that it will be impracticable or extremely difficult to fix the extent of actual damages resulting from the failure of the contractor to correct a deficiency within the specified time frame. The parties hereby agree that under the current circumstances a reasonable estimate of such damages is one hundred
dollars ($100) per day per infraction, and that the contractor shall be liable to the County for liquidated damages in said amount. Said amount shall be deducted from the County’s payment to the contractor; and/or (c) Upon giving five (5) days notice to the contractor for failure to correct the deficiencies, the County may correct any and all deficiencies and the total costs incurred by the County for completion of the work by an alternate source, whether it be County forces or separate private contractor, will be deducted and forfeited from the payment to the contractor from the County, as
determined by the County.
8.26.3 The action noted in Paragraph 8.26.2 shall not be construed as a penalty, but as adjustment of payment to the contractor to recover the County cost due to the failure of the contractor to complete or comply with the provisions of this Contract.
8.26.4 This Paragraph shall not, in any manner, restrict or limit the County’s right to damages for any breach of this Contract provided by law or as specified in the PRS or Paragraph
8.26.2, and shall not, in any manner, restrict or limit the County’s right to terminate this Contract as agreed to herein.
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8.27 Most Favored Public Entity
8.27.1 If the contractor’s prices decline, or should the contractor at any time during the term of this Contract provide the same goods or services under similar quantity and delivery
conditions to the State of California or any county,
municipality, or district of the State at prices below those set forth in this Contract, then such lower prices shall be immediately extended to the County.
8.28 Nondiscrimination and Affirmative Action
8.28.1 The contractor certifies and agrees that all persons employed by it, its affiliates, subsidiaries, or holding companies are and shall be treated equally without regard to or because of race, color, religion, ancestry, national origin, sex, age, physical or mental disability, marital status, or political affiliation, in compliance with all applicable Federal and State
anti-discrimination laws and regulations.
8.28.2 The contractor shall certify to, and comply with, the provisions of Exhibit C (Contractor’s EEO Certification).
8.28.3 The contractor shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to race, color, religion, ancestry, national origin, sex, age, physical or mental disability, marital status, or political affiliation, in compliance with all applicable Federal and State anti-discrimination laws and regulations. Such action shall include, but is not limited to: employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship.
8.28.4 The contractor certifies and agrees that it will deal with its subcontractors, bidders, or vendors without regard to or because of race, color, religion, ancestry, national origin, sex, age, physical or mental disability, marital status, or political affiliation.
8.28.5 The contractor certifies and agrees that it, its affiliates, subsidiaries, or holding companies shall comply with all applicable Federal and State laws and regulations to the end that no person shall, on the grounds of race, color, religion, ancestry, national origin, sex, age, physical or mental disability, marital status, or political affiliation, be excluded SBCCOG Page 34
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from participation in, be denied the benefits of, or be otherwise subjected to discrimination under this Contract or under any project, program, or activity supported by this Contract.
8.28.6 The contractor shall allow County representatives access to the contractor’s employment records during regular business hours to verify compliance with the provisions of this
Paragraph 8.28 (Nondiscrimination and Affirmative Action) when so requested by the County.
8.28.7 If the County finds that any provisions of this Paragraph 8.28 (Nondiscrimination and Affirmative Action) have been
violated, such violation shall constitute a material breach of this Contract upon which the County may terminate or
suspend this Contract. While the County reserves the right to determine independently that the anti-discrimination provisions of this Contract have been violated, in addition, a determination by the California Fair Employment and
Housing Commission or the Federal Equal Employment
Opportunity Commission that the contractor has violated Federal or State anti-discrimination laws or regulations shall constitute a finding by the County that the contractor has violated the anti-discrimination provisions of this Contract.
8.28.8 The parties agree that in the event the contractor violates any of the anti-discrimination provisions of this Contract, the County shall, at its sole option, be entitled to the sum of five hundred dollars ($500) for each such violation pursuant to California Civil Code Section 1671 as liquidated damages in lieu of terminating or suspending this Contract.
8.29 Non Exclusivity
8.29.1 Nothing herein is intended nor shall be construed as creating any exclusive arrangement with the contractor. This Contract shall not restrict County from acquiring similar, equal or like goods and/or services from other entities or sources.
8.30 Notice of Delays
8.30.1 Except as otherwise provided under this Contract, when either party has knowledge that any actual or potential situation is delaying or threatens to delay the timely
performance of this Contract, that party shall, within one (1) business day, give notice thereof, including all relevant information with respect thereto, to the other party.
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8.31 Notice of Disputes
8.31.1 The contractor shall bring to the attention of the County’s Project Manager and/or County’s Project Director any
dispute between the County and the contractor regarding the performance of services as stated in this Contract. If the County’s Project Manager or County’s Project Director is not able to resolve the dispute, the Chief Executive Officer, or designee shall resolve it.
8.32 Notice to Employees Regarding the Federal Earned Income Credit
8.32.1 The contractor shall notify its employees, and shall require each subcontractor to notify its employees, that they may be eligible for the Federal Earned Income Credit under the federal income tax laws. Such notice shall be provided in accordance with the requirements set forth in Internal
Revenue Service Notice No. 1015.
8.33 Notice to Employees Regarding the Safely Surrendered Baby Law
8.33.1 The contractor shall notify and provide to its employees, and shall require each subcontractor to notify and provide to its employees, a fact sheet regarding the Safely
Surrendered Baby Law, its implementation in Los Angeles County, and where and how to safely surrender a baby.
The fact sheet is set forth in Exhibit I (Safely Surrendered Baby Law) of this Contract and is also available on the Internet at www.babysafela.org for printing purposes.
8.34 Notices
8.34.1 All notices or demands required or permitted to be given or made under this Contract shall be in writing and shall be hand delivered with signed receipt or mailed by first-class registered or certified mail, postage prepaid, addressed to the parties as identified in Exhibits D (County’s
Administration) and E (Contractor’s Administration).
Addresses may be changed by either party giving ten (10) days prior written notice thereof to the other party. The Chief Executive Officer or his/her designee shall have the authority to issue all notices or demands required or permitted by the County under this Contract.
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8.35 Prohibition Against Inducement or Persuasion
8.35.1 Notwithstanding the above, the contractor and the County agree that, during the term of this Contract and for a period of one year thereafter, neither party shall in any way
intentionally induce or persuade any employee of one party to become an employee or agent of the other party. No bar exists against any hiring action initiated through a public announcement.
8.36 Public Records Act
8.36.1 Any documents submitted by the contractor; all information obtained in connection with the County’s right to audit and inspect the contractor’s documents, books, and accounting records pursuant to Paragraph 8.38 (Record Retention and Inspection-Audit Settlement) of this Contract , become the exclusive property of the County. All such documents
become a matter of public record and shall be regarded as public records. Exceptions will be those elements in the California Government Code Section 6250 et seq. (Public Records Act) and which are marked “trade secret”,
“confidential”, or “proprietary”. The County shall not in any way be liable or responsible for the disclosure of any such records including, without limitation, those so marked, if disclosure is required by law, or by an order issued by a court of competent jurisdiction.
8.36.2 In the event the County is required to defend an action on a Public Records Act request for any of the aforementioned documents, information, books, records, and/or contents of a proposal marked “trade secret”, “confidential”, or
“proprietary”, the contractor agrees to defend and indemnify the County from all costs and expenses, including reasonable attorney’s fees, in action or liability arising under the Public Records Act.
8.37 Publicity
8.37.1 The contractor shall not disclose any details in connection with this Contract to any person or entity except as may be otherwise provided hereunder or required by law. However, in recognizing the contractor’s need to identify its services and related clients to sustain itself, the County shall not inhibit the contractor from publishing its role under this Contract within the following conditions:
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8.37.1.1 The contractor shall develop all publicity material in a professional manner; and
8.37.1.2 During the term of this Contract, the contractor shall not, and shall not authorize another to,
publish or disseminate any commercial
advertisements, press releases, feature articles,
or other materials using the name of the County
without the prior written consent of the County’s
Project Director. The County shall not
unreasonably withhold written consent.
8.37.2 The contractor may, without the prior written consent of County, indicate in its proposals and sales materials that it has been awarded this Contract with the County of
Los Angeles, provided that the requirements of this
Paragraph 8.37 (Publicity) shall apply.
8.38 Record Retention and Inspection-Audit Settlement
8.38.1 The contractor shall maintain accurate and complete financial records of its activities and operations relating to this Contract in accordance with generally accepted accounting principles.
The contractor shall also maintain accurate and complete employment and other records relating to its performance of this Contract. The contractor agrees that the County, or its authorized representatives, shall have access to and the right to examine, audit, excerpt, copy, or transcribe any pertinent transaction, activity, or record relating to this Contract. All such material, including, but not limited to, all financial records, bank statements, cancelled checks or other proof of payment, timecards, sign-in/sign-out sheets and other time and employment records, and proprietary data and
information, shall be kept and maintained by the contractor and shall be made available to the County during the term of this Contract and for a period of five (5) years thereafter unless the County’s written permission is given to dispose of any such material prior to such time. All such material shall be maintained by the contractor at a location in Los Angeles County, provided that if any such material is located outside Los Angeles County, then, at the County’s option, the
contractor shall pay the County for travel, per diem, and other costs incurred by the County to examine, audit, excerpt, copy, or transcribe such material at such other location.
8.38.2 In the event that an audit of the contractor is conducted specifically regarding this Contract by any Federal or State SBCCOG Page 38
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auditor, or by any auditor or accountant employed by the contractor or otherwise, then the contractor shall file a copy of such audit report with the County’s Auditor-Controller within thirty (30) days of the contractor’s receipt thereof, unless otherwise provided by applicable Federal or State law or under this Contract. Subject to applicable law, the County shall make a reasonable effort to maintain the confidentiality of such audit report(s) 8.38.3 Failure on the part of the contractor to comply with any of the provisions of this subparagraph 8.38 shall constitute a material breach of this Contract upon which the County may terminate or suspend this Contract.
8.38.3 If, at any time during the term of this Contract or within five (5) years after the expiration or termination of this Contract, representatives of the County conduct an audit of the
contractor regarding the work performed under this Contract, and if such audit finds that the County’s dollar liability for any such work is less than payments made by the County to the contractor, then the difference shall be either: a) repaid by the contractor to the County by cash payment upon demand or b) at the sole option of the County’s Auditor-Controller, deducted from any amounts due to the contractor from the County, whether under this Contract or otherwise. If such audit finds that the County’s dollar liability for such work is more than the payments made by the County to the
contractor, then the difference shall be paid to the contractor by the County by cash payment, provided that in no event shall the County’s maximum obligation for this Contract exceed the funds appropriated by the County for the purpose of this Contract.
8.39 Recycled Bond Paper
8.39.1 Consistent with the Board of Supervisors’ policy to reduce the amount of solid waste deposited at the County landfills, the contractor agrees to use recycled-content paper to the
maximum extent possible on this Contract.
8.40 Subcontracting
8.40.1 The requirements of this Contract may not be subcontracted by the contractor without the advance approval of the
County. Any attempt by the contractor to subcontract without the prior consent of the County may be deemed a material breach of this Contract.
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8.40.2 If the contractor desires to subcontract, the contractor shall provide the following information promptly at the County’s request:
8.40.2.1 A description of the work to be performed by the subcontractor;
8.40.2.2 A draft copy of the proposed subcontract; and
8.40.2.3 Other pertinent information and/or certifications requested by the County.
8.40.3 The contractor shall indemnify, defend, and hold the County harmless with respect to the activities of each and every subcontractor in the same manner and to the same degree as if such subcontractor(s) were the contractor employees.
8.40.4 The contractor shall remain fully responsible for all performances required of it under this Contract, including those that the contractor has determined to subcontract, notwithstanding the County’s approval of the contractor’s proposed subcontract.
8.40.5 The County’s consent to subcontract shall not waive the County’s right to prior and continuing approval of any and all personnel, including subcontractor employees, providing services under this Contract. The contractor is responsible to notify its subcontractors of this County right.
8.40.6 The County’s Project Director is authorized to act for and on behalf of the County with respect to approval of any
subcontract and subcontractor employees. After approval of the subcontract by the County, contractor shall forward a fully executed subcontract to the County for their files.
8.40.7 The contractor shall be solely liable and responsible for all payments or other compensation to all subcontractors and their officers, employees, agents, and successors in interest arising through services performed hereunder,
notwithstanding the County’s consent to subcontract.
8.40.8 The contractor shall obtain certificates of insurance, which establish that the subcontractor maintains all the programs of insurance required by the County from each approved
subcontractor. Before any subcontractor employee may
perform any work hereunder, contractor shall ensure delivery of all such documents to:
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Samuel Han
County of Los Angeles
500 W. Temple Street – Room 493
Los Angeles, CA 90012
[email protected]
8.41 Termination for Breach of Warranty to Maintain Compliance with County’s Child Support Compliance Program
8.41.1 Failure of the contractor to maintain compliance with the requirements set forth in Paragraph 8.14 (Contractor’s
Warranty of Adherence to County’s Child Support
Compliance Program) shall constitute default under this Contract. Without limiting the rights and remedies available to the County under any other provision of this Contract, failure of the contractor to cure such default within ninety (90) calendar days of written notice shall be grounds upon which the County may terminate this Contract pursuant to
Paragraph 8.43 (Termination for Default) and pursue
debarment of the contractor, pursuant to County Code
Chapter 2.202.
8.42 Termination for Convenience
8.42.1 This Contract may be terminated, in whole or in part, from time to time, when such action is deemed by the County, in its sole discretion, to be in its best interest. Termination of work hereunder shall be effected by notice of termination to the contractor specifying the extent to which performance of work is terminated and the date upon which such termination becomes effective. The date upon which such termination becomes effective shall be no less than ten (10) days after the notice is sent.
8.42.2 After receipt of a notice of termination and except as otherwise directed by the County, the contractor shall:
8.42.2.1 Stop work under this Contract on the date and to the extent specified in such notice, and
8.42.2.2 Complete performance of such part of the work as shall not have been terminated by such notice.
8.42.3 All material including books, records, documents, or other evidence bearing on the costs and expenses of the contractor under this Contract shall be maintained by the contractor in SBCCOG Page 41
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accordance with Paragraph 8.38 (Record Retention and
Inspection-Audit Settlement).
8.43 Termination for Default
8.43.1 The County may, by written notice to the contractor, terminate the whole or any part of this Contract, if, in the judgment of County’s Project Director:
8.43.1.1 Contractor has materially breached this Contract; or
8.43.1.2 Contractor fails to timely provide and/or
satisfactorily perform any task, deliverable, service,
or other work required either under this Contract; or
8.43.1.3 Contractor fails to demonstrate a high probability of timely fulfillment of performance requirements
under this Contract, or of any obligations of this
Contract and in either case, fails to demonstrate
convincing progress toward a cure within five (5)
working days (or such longer period as the County
may authorize in writing) after receipt of written
notice from the County specifying such failure.
8.43.2 In the event that the County terminates this Contract in whole or in part as provided in Paragraph 8.43.1, the County may procure, upon such terms and in such manner as the County may deem appropriate, goods and services similar to those so terminated. The contractor shall be liable to the County for any and all excess costs incurred by the County, as determined by the County, for such similar goods and
services. The contractor shall continue the performance of this Contract to the extent not terminated under the provisions of this paragraph.
8.43.3 Except with respect to defaults of any subcontractor, the contractor shall not be liable for any such excess costs of the type identified in Paragraph 8.43.2 if its failure to perform this Contract arises out of causes beyond the control and without the fault or negligence of the contractor. Such causes may include, but are not limited to: acts of God or of the public enemy, acts of the County in either its sovereign or
contractual capacity, acts of Federal or State governments in their sovereign capacities, fires, floods, epidemics,
quarantine restrictions, strikes, freight embargoes, and unusually severe weather; but in every case, the failure to perform must be beyond the control and without the fault or SBCCOG Page 42
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negligence of the contractor. If the failure to perform is caused by the default of a subcontractor, and if such default arises out of causes beyond the control of both the contractor and subcontractor, and without the fault or negligence of either of them, the contractor shall not be liable for any such excess costs for failure to perform, unless the goods or services to be furnished by the subcontractor were obtainable from other sources in sufficient time to permit the contractor to meet the required performance schedule. As used in this paragraph, the term "subcontractor(s)" means
subcontractor(s) at any tier.
8.43.4 If, after the County has given notice of termination under the provisions of Paragraph 8.43 (Termination for Default) it is determined by the County that the contractor was not in default under the provisions of Paragraph 8.43 (Termination for Default) or that the default was excusable under the provisions of subparagraph 8.43.3, the rights and obligations of the parties shall be the same as if the notice of termination had been issued pursuant to Paragraph 8.42 (Termination for Convenience).
8.43.5 The rights and remedies of the County provided in this Paragraph 8.43 (Termination for Default) shall not be
exclusive and are in addition to any other rights and remedies provided by law or under this Contract.
8.44 Termination for Improper Consideration
8.44.1 The County may, by written notice to the contractor, immediately terminate the right of the contractor to proceed under this Contract if it is found that consideration, in any form, was offered or given by the contractor, either directly or through an intermediary, to any County officer, employee, or agent with the intent of securing this Contract or securing favorable treatment with respect to the award, amendment, or extension of this Contract or the making of any
determinations with respect to the contractor’s performance pursuant to this Contract. In the event of such termination, the County shall be entitled to pursue the same remedies against the contractor as it could pursue in the event of default by the contractor.
8.44.2 The contractor shall immediately report any attempt by a County officer or employee to solicit such improper
consideration. The report shall be made either to the County manager charged with the supervision of the employee or to SBCCOG Page 43
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the County Auditor-Controller's Employee Fraud Hotline at (800) 544-6861.
8.44.3 Among other items, such improper consideration may take the form of cash, discounts, services, the provision of travel or entertainment, or tangible gifts.
8.45 Termination for Insolvency
8.45.1 The County may terminate this Contract forthwith in the event of the occurrence of any of the following:
8.45.1.1 Insolvency of the contractor. The contractor shall be deemed to be insolvent if it has ceased to pay
its debts for at least sixty (60) days in the ordinary
course of business or cannot pay its debts as they
become due, whether or not a petition has been
filed under the Federal Bankruptcy Code and
whether or not the contractor is insolvent within the
meaning of the Federal Bankruptcy Code;
8.45.1.2 The filing of a voluntary or involuntary petition regarding the contractor under the Federal
Bankruptcy Code;
8.45.1.3 The appointment of a Receiver or Trustee for the contractor; or
8.45.1.4 The execution by the contractor of a general
assignment for the benefit of creditors.
8.45.2 The rights and remedies of the County provided in this Paragraph 8.45 (Termination for Insolvency) shall not be exclusive and are in addition to any other rights and remedies provided by law or under this Contract.
8.46 Termination for Non-Adherence of County Lobbyist Ordinance
8.46.1 The contractor, and each County Lobbyist or County Lobbying firm as defined in County Code Section 2.160.010 retained by the contractor, shall fully comply with the County’s Lobbyist Ordinance, County Code Chapter 2.160. Failure on the part of the contractor or any County Lobbyist or County Lobbying firm retained by the contractor to fully comply with the County’s Lobbyist Ordinance shall constitute a material breach of this Contract, upon which the County may in its sole discretion, immediately terminate or suspend this Contract.
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8.47 Termination for Non-Appropriation of Funds
8.47.1 Notwithstanding any other provision of this Contract, the County shall not be obligated for the contractor’s
performance hereunder or by any provision of this Contract during any of the County’s future fiscal years unless and until the County’s Board of Supervisors appropriates funds for this Contract in the County’s Budget for each such future fiscal year. In the event that funds are not appropriated for this Contract, then this Contract shall terminate as of June 30 of the last fiscal year for which funds were
appropriated. The County shall notify the contractor in writing of any such non-allocation of funds at the earliest possible date.
8.48 Validity
8.48.1 If any provision of this Contract or the application thereof to any person or circumstance is held invalid, the remainder of this Contract and the application of such provision to other persons or circumstances shall not be affected thereby.
8.49 Waiver
8.49.1 No waiver by the County of any breach of any provision of this Contract shall constitute a waiver of any other breach or of such provision. Failure of the County to enforce at any time, or from time to time, any provision of this Contract shall not be construed as a waiver thereof. The rights and
remedies set forth in this paragraph 8.49 shall not be
exclusive and are in addition to any other rights and
remedies provided by law or under this Contract.
8.50 Warranty Against Contingent Fees
8.50.1 The contractor warrants that no person or selling agency has been employed or retained to solicit or secure this Contract upon any Contract or understanding for a commission,
percentage, brokerage, or contingent fee, excepting bona fide employees or bona fide established commercial or
selling agencies maintained by the contractor for the purpose of securing business.
8.50.2 For breach of this warranty, the County shall have the right to terminate this Contract and, at its sole discretion, deduct from the Contract price or consideration, or otherwise recover, the SBCCOG Page 45
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full amount of such commission, percentage, brokerage, or contingent fee.
8.51 Warranty of Compliance with County’s Defaulted Property Tax Reduction Program
8.51.1 Contractor acknowledges that County has established a goal of ensuring that all individuals and businesses that benefit financially from County through contract are current in paying their property tax obligations (secured and
unsecured roll) in order to mitigate the economic burden otherwise imposed upon County and its taxpayers.
Unless contractor qualifies for an exemption or exclusion, contractor warrants and certifies that to the best of its knowledge it is now in compliance, and during the term of this contract will maintain compliance, with Los Angeles County Code Chapter 2.206.
8.52 Termination for Breach of Warranty to Maintain Compliance with County’s Defaulted Property Tax Reduction Program
8.52.1 Failure of contractor to maintain compliance with the requirements set forth in Paragraph 8.51 "Warranty of
Compliance with County’s Defaulted Property Tax
Reduction Program” shall constitute default under this
contract. Without limiting the rights and remedies available to County under any other provision of this contract, failure of contractor to cure such default within ten (10) days of notice shall be grounds upon which County may terminate this contract and/or pursue debarment of contractor,
pursuant to County Code Chapter 2.206.
8.53 Time Off for Voting
8.53.1 The contractor shall notify its employees, and shall require each subcontractor to notify and provide to its employees, information regarding the time off for voting law (Elections Code Section 14000). Not less than ten (10) days before every statewide election, every contractor and
subcontractors shall keep posted conspicuously at the place of work, if practicable, or elsewhere where it can be seen as employees come or go to their place of work, a notice setting forth the provisions of Section 14000.
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8.54 Compliance with County’s Zero Tolerance Policy on Human Trafficking
Contractor acknowledges that the County has established a Zero Tolerance Policy on Human Trafficking prohibiting contractors from engaging in human trafficking.
If a Contractor or member of Contractor’s staff is convicted of a human trafficking offense, the County shall require that the Contractor or member of Contractor’s staff be removed immediately from performing services under the Contract. County will not be under any obligation to disclose confidential information regarding the offenses other than those required by law.
Disqualification of any member of Contractor’s staff pursuant to this paragraph shall not relieve Contractor of its obligation to complete all work in accordance with the terms and conditions of this Contract.
8.55 Compliance with Fair Chance Employment Practices
Contractor shall comply with fair chance employment hiring practices set forth in California Government Code Section 12952, Employment Discrimination: Conviction History. Contractor’s violation of this paragraph of the Contract may constitute a material breach of the Contract. In the event of such material breach, County may, in its sole discretion, terminate the Contract. Contractor shall sign and adhere to the provisions of the “Compliance with Fair Chance Employment Hiring Practices Certification,” Exhibit J.
8.56 Compliance with the County Policy of Equity
The contractor acknowledges that the County takes its commitment to preserving the dignity and professionalism of the workplace very seriously, as set forth in the County Policy of Equity (CPOE) (https://ceop.lacounty.gov/). The contractor further acknowledges that the County strives to provide a workplace free from discrimination, harassment, retaliation and inappropriate conduct based on a protected characteristic, and which may violate the CPOE. The contractor, its employees and subcontractors
acknowledge and certify receipt and understanding of the CPOE.
Failure of the contractor, its employees or its subcontractors to uphold the County's expectations of a workplace free from harassment and discrimination, including inappropriate conduct based on a protected characteristic, may subject the contractor to termination of contractual agreements as well as civil liability.
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8.57 COVID-19 Vaccinations of County Contractor Personnel
8.57.1 At Contractor's sole cost, Contractor shall comply with Chapter 2.212 (COVID-19 Vaccinations of County
Contractor Personnel) of County Code Title 2 -
Administration, Division 4. All employees of Contractor and persons working on its behalf, including but not limited to, Subcontractors of any tier (collectively, “Contractor
Personnel”), must be fully vaccinated against the novel coronavirus 2019 (“COVID-19”) prior to (1) interacting in person with County employees, interns, volunteers, and
commissioners ("County workforce members"), (2) working on County owned or controlled property while performing services under this Contract, and/or (3) coming into contact with the public while performing services under this Contract (collectively, “In-Person Services”).
8.57.2 Contractor Personnel are considered “fully vaccinated” against COVID-19 two (2) weeks or more after they have
received (1) the second dose in a 2-dose COVID-19 vaccine series (e.g. Pfizer-BioNTech or Moderna), (2) a single-dose COVID-19 vaccine (e.g. Johnson and Johnson
[J&J]/Janssen), or (3) the final dose of any COVID-19
vaccine authorized by the World Health Organization
("WHO").
8.57.3 Prior to assigning Contractor Personnel to perform In-Person Services, Contractor shall obtain proof that such Contractor Personnel have been fully vaccinated by confirming
Contractor Personnel is vaccinated through any of the
following documentation: (1) official COVID-19 Vaccination Record Card (issued by the Department of Health and
Human Services, CDC or WHO Yellow Card), which includes the name of the person vaccinated, type of vaccine provided, and date of the last dose administered ("Vaccination Record Card"); (2) copy (including a photographic copy) of a
Vaccination Record Card; (3) Documentation of vaccination from a licensed medical provider; (4) a digital record that includes a quick response ("QR") code that when scanned by a SMART HealthCard reader displays to the reader client name, date of birth, vaccine dates, and vaccine type, and the QR code confirms the vaccine record as an official record of the State of California; or (5) documentation of vaccination from Contractors who follow the CDPH vaccination records guidelines and standards. Contractor shall also provide written notice to County before the start of work under this SBCCOG Page 48
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Contract that its Contractor Personnel are in compliance with the requirements of this section. Contractor shall retain such proof of vaccination for the document retention period set forth in this Contract, and must provide such records to the County for audit purposes, when required by County.
8.57.4 Contractor shall evaluate any medical or sincerely held religious exemption request of its Contractor Personnel, as required by law. If Contractor has determined that Contractor Personnel is exempt pursuant to a medical or sincerely held religious reason, the Contractor must also maintain records of the Contractor Personnel’s testing results. The Contractor must provide such records to the County for audit purposes, when required by County. The unvaccinated exempt
Contractor Personnel must meet the following requirements prior to (1) interacting in person with County workforce members, (2) working on County owned or controlled
property while performing services under this Contract, and/or (3) coming into contact with the public while
performing services under this Contract:
a. Test for COVID-19 with either a polymerase chain
reaction (PCR) or antigen test has an Emergency Use
Authorization (EUA) by the FDA or is operating per the
Laboratory Developed Test requirements by the U.S.
Centers for Medicare and Medicaid Services. Testing
must occur at least weekly, or more frequently as
required by County or other applicable law, regulation
or order.
b. Wear a mask that is consistent with CDC
recommendations at all times while on County
controlled or owned property, and while engaging with
members of the public and County workforce
members.
c. Engage in proper physical distancing, as determined
by the applicable County department that the Contract
is with.
8.57.5 In addition to complying with the requirements of this section, Contractor shall also comply with all other applicable local, departmental, State, and federal laws, regulations and
requirements for COVID-19. A completed Exhibit F (COVID19 Vaccination Certification of Compliance) is a required part of any agreement with the County.
SBCCOG Page 49
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9 UNIQUE TERMS AND CONDITIONS
9.1 Contractor Protection of Electronic County Information
9.1.1 Data Encryption
Contractor and subcontractors that electronically transmit or store personal information (PI), protected health information (PHI) and/or medical information (MI) shall comply with the encryption standards set forth below. PI is defined in
California Health Insurance Portability and Accountability Act of 1996 (HIPPA), and implementing regulations, MI is defined in California Civil Code Section 56.05(j).
a. Stored Data
Contractors’ and subcontractors' workstations and
portable devices that are used to access, store, receive and/or transmit County PI, PHI or MI (e.g., mobile,
wearables, tablets, thumb drives, external hard drives) require encryption (i.e. software and/or hardware) in
accordance with: a) Federal Information Processing
Standard Publication (FIPS) 140-2; b) National Institute of Standards and Technology (NIST) Special
Publication 800-57 Recommendation for Key
Management – Part 1: General (Revision 3); c) NIST
Special Publication 800-57 Recommendation for Key
Management – Part 2: Best Practices for Key
Management Organization; and d) NIST Special
Publication 800-111 Guide to Storage Encryption
Technologies for End User Devices. Advanced
Encryption Standard (AES) with cipher strength of 256-
bit is minimally required.
b. Transmitted Data
All transmitted (e.g., network) County PI, PHI and/or MI require encryption in accordance with: a) NIST Special
Publication 800-52 Guidelines for the Selection and
Use of Transport Layer Security Implementations; and
b) NIST Special Publication 800-57 Recommendation
for Key Management – Part 3: Application-Specific Key
Management Guidance. Secure Sockets Layer (SSL)
is minimally required with minimum cipher strength of
128-bit.
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c. Certification
The County must receive within ten (10) business days
of its request, a certification from the Contractor (for itself and any Subcontractors) that certifies and
validates compliance with the encryption standards set
for the above. In additional, Contractor shall maintain a copy of any validation/attestation report that its data encryption product(s) generate and such reports shall
be subject to audit in accordance with the Contract.
Failure on the part of the Contractor to comply with any of the provisions of this Subparagraph 9.2.1 (Data
Encryption) shall constitute a material breach of this
Contract upon which the County may terminate or
suspend this Contract.
9.2 Health Insurance Portability and Accountability Act of 1996 (HIPAA)
9.2.1 Contractor expressly acknowledges and agrees that the provision of services under this Agreement does not require or permit access by Contractor or any of its officers, employees, or agents, to any patient medical records/patient
information. Accordingly, Contractor shall instruct its officers, employees, and agents that they are not to pursue, or gain access to, patient medical records/patient information for any reason whatsoever.
9.2.2 Notwithstanding the forgoing, the parties acknowledge that in the course of the provision of services hereunder, Contractor or its officers, employees, and agents, may have inadvertent access to patient medical records/patient
information. Contractor understands and agrees that neither it nor its officers, employees, or agents, are to take advantage of such access for any purpose whatsoever.
9.2.3 Additionally, in the event of such inadvertent access, Contractor and its officers, employees, and agents, shall maintain the confidentiality of any information obtained and shall notify Director that such access has been gained
immediately, or upon the first reasonable opportunity to do so. In the event of any access, whether inadvertent or
intentional, Contractor shall indemnify, defend, and hold harmless County, its officers, employees, and agents, from and against any and all liability, including but not limited to, actions, claims, costs, demands, expenses, and fees (including
attorney and expert witness fees) arising from or connected with Contractor’s or its officers’, employees’, or agents’, access SBCCOG Page 51
AO-22-604
to patient medical records/patient information. Contractor agrees to provide appropriate training to its employees regarding their obligations as described hereinabove.
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IN WITNESS WHEREOF, County has caused this Contract to be executed by its Chief Executive Officer. Contractor has caused this Contract to be executed by its duly authorized representative.
COUNTY OF LOS ANGELES
By___________________________________________________
FESIA A. DAVENPORT Date
Chief Executive Officer
APPROVED AS TO FORM:
RODRIGO A. CASTRO-SILVA
County Counsel
By___________________________
Senior Deputy County Counsel
By_____________________________
Contractor
Signed:__________________________
Printed: _________________________
Title: ___________________________
South Bay Cities Council of Governments
Drew Boyles
Chair, SBCCOG Board of Directors
. EXHIBIT A
STATEMENT OF WORK
SOUTH BAY CITIES COUNCIL OF GOVERNMENTS (SBCCOG)
REGIONAL HOMELESSNESS COORDINATION AND INNOVATION FUNDS I. Overview
Homelessness is a regional crisis. As such, one of the top priorities of the County of Los Angeles (County) Chief Executive Office’s Homeless Initiative (CEO-HI) is to continue strengthening the collaboration between the County and diverse stakeholders, including the 88 cities in Los Angeles County. Since cities have jurisdiction over planning/land use activities and have the insight to support locally specific solutions, cities play a unique role in our countywide efforts to prevent and combat homelessness. The Councils of Governments (COGs) have a unique and important role in facilitating a regional approach with their member cities to address homelessness.
The South Bay Cities Council of Government (SBCCOG) includes the unincorporated South Bay areas of the County and the cities of Carson, El Segundo, Gardena, Hawthorne, Hermosa Beach, Inglewood, Lawndale, Lomita, Manhattan Beach, Palos Verdes Estates, Rancho Palos Verdes, Redondo Beach, Rolling Hills, Rolling Hills Estates, Torrance, and the San Pedro/Harbor City/Harbor Gateway/Wilmington communities of the City of Los Angeles (South Bay Cities). The SBCCOG Board of Directors is comprised of elected officials from each of the SBCCOG’s member cities and County Districts 2 and 4 and serves as the primary governing body taking actions to support endeavors aimed at maximizing the quality of life and productivity of the South Bay region.
On July 13, 2021, the County Board of Supervisors (Board) unanimously approved the Fiscal Year (FY) 2021-22 Homeless Initiative Funding Recommendations, which included funding for COGs in Homeless Initiative Strategy E7 – Strengthen the Coordinated Entry System, for (1) Regional Homelessness Coordination and (2) Innovation. These funds are intended to be used to support COGs and cities for activities that align with the approved Homeless Initiative Action Plan to Prevent and Combat Homelessness.
This Statement of Work (SOW) is in three parts:
• Part I: Information on the required deliverables for Regional Homelessness Coordination Funds. The SBCCOG will conduct activities to support the member cities in regional engagement and city plan implementation. The SBCCOG will receive $39,584 in Regional Homelessness Coordination Funds.
• Part II. Information on the required deliverables for Innovation Funds (Round One).
COGs should use these Innovation Funds to support cities to implement activities that align with the approved Homeless Initiative Action Plan to Prevent and Combat Homelessness. These tasks are to be separate from and not duplicative of work funded for Regional Homelessness Coordination. The SBCCOG will receive $256,000 in Innovation Funds (Round One).
• Part III. Information on the required deliverables for Innovation Funds (Round Two).
COGs should use these Innovation Funds to support cities to implement activities that AO-22-604 Page 53
align with the approved Homeless Initiative Action Plan to Prevent and Combat Homelessness. These tasks are to be separate from and not duplicative of work funded for Regional Homelessness Coordination. The SBCCOG will receive $480,832 in Innovation Funds (Round Two).
Innovation Funds Methodology: The SBCCOG Innovation Fund Review Panel has reviewed roughly $3.5 million worth of Requests for Proposal (RFP) submitted by nine South Bay cities.
In reviewing the RFPs, the Review Panel had the following considerations:
1) Support the Priority Areas of the County RFPs:
a. Increasing supply of permanent and interim housing
b. Enhancing the service system for those experiencing homelessness 2) Assess the efficacy of the proposals
3) Achieve an equitable distribution of the reward based on the cities’ homeless count The maximum contract amount is not to exceed $776,416.
II. Objective
SBCCOG will use this funding to manage the tasks described below, including coordinating with cities to participate in interjurisdictional activities and meetings and facilitating a regional approach to prevent and combat homelessness in Los Angeles County.
The Objective of this SOW is to set the South Bay Cities on a pathway towards achieving functional zero in five years. To achieve this goal, the SBCCOG has identified near term priority goals that are addressed in this SOW:
Priority #1: Increase permanent housing and interim housing inventory Priority #2: Focus on mental health care and beds
Priority #3: Data mine to better direct resources to match the needs of the area III. Tasks/Deliverables
Part 1: Regional Homelessness Coordination Services
Task 1: Regional Homelessness Coordination (Priority Area 2) Program Description: The SBCCOG will use a multi-prong approach to achieve functional zero in five years. The high-level goals will be to increase interim and permanent housing stock, increase mental health services and beds, data mine Homeless Management Information System (HMIS) population to better link services to needs specific for the area, and increase funding for the area.
Deliverables/Performance Targets Timeline
1.a a. Coordinate public-private efforts to identify 2 Project Homekey (PHK) sites by providing technical assistance to the hosting cities and private developer to apply for State PHK funding.
b. Identify the second PHK site.
a. March 2022
b. May 2022
1.b a. Develop and present preliminary Housing Trust Fund Draft Joint Powers Authority to the Steering Committee for feedback.
June 2022
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1.c a. Identify 1 CalTrans site for Interim Housing development; Identify 1 non-CalTrans site for Interim Housing development.
b. Develop and submit an Interim Housing proposal to County and/or State funding partners. Begin negotiating a Statement of Work to begin build out during FY22-23
a. March 2022
b. June 2022
1.d a. Develop South Bay permanent housing inventory utilizing the Los Angeles Homeless Services Authority (LAHSA) permanent
housing database, PATH Lease-up, Home Share South Bay,
SHARE, Family Promise, housing authority database, and listings of Section 8 friendly landlords.
b. Identify gaps in housing in various jurisdictions and develop recommendations for the Board of Directors to fill those gaps. a. March 2022
b. May 2022
1.e a. Develop and launch the Beach Cities/County Psychiatric Mobile Response Team (PMRT) Pilot
b. Launch the Beach Cities PMRT team.
a. March. 2022
b. Apr. 2022
1.f a. In partnership with community partners, develop an assessment of mental health needs in the region.
b. Submit report to the County
June 2022
1.g a. Submit report on delays in housing clients and develop recommendations to the County to address the issue.
Bi-weekly
1.h Data mine HMIS population in the South Bay. Identify service and income gaps to better target service delivery that compliments the population characteristics of SPA 8. Develop recommendations in combination with 1.g
April 2022
1.i SBCCOG’s Homeless Services Taskforce to evaluate regional labor supply issues of local homeless service agencies’ staff to assess the impact on the homeless service system. Develop/submit
recommendations to the County
Quarterly
1.j a. Research and report to the SBCCOG Homeless Taskforce on legislation and/or government affairs that will affect
homelessness in the region, such as the Blue Ribbon
Commission on Homelessness (BRCH), and various Federal, State, and Local legislation (i.e., anti-camping ordinances) – At least bi-monthly
b. Legislation/Advocacy recommendations will be submitted to the SBCCOG’s Legislative committee at least once a year
c. SBCCOG to submit recommendations to the BRCH on
Homelessness.
a. Bi-Monthly
b. Annually
c. March 2022
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1.k Work with the South Bay Workforce Investment Board (SBWIB) to develop a project that will increase employment opportunities for those formerly incarcerated, or with complicated background checks.
Launch the project by June 2022
June 2022
1.l a. Convene Homelessness Task Force meetings to set goals, discuss progress, identify pain points, share lessons learned and present information to further educate the region on new solutions to end homelessness
b. Develop a 3-year Plan to achieve Functional Zero in the South Bay and present the Plan to the Board
a. Bi-monthly
b. June 2022
Part 2: Innovation Funds (Round One)
Task 2: Redondo Beach Homeless Court and Interim Beds (Priority Area 2) Program Description: The Redondo Beach Homeless Court will be expanded to include Hermosa Beach. The logistics and legal jurisdiction issues have been sorted out. The Innovation Fund will fund a portion of the costs to run this program – namely the site costs and services for those seeking restorative justice (mental health and substance abuse counselling).
Furthermore, the Homeless Court program dates serve as a mini-homeless connect day to link Homeless Court participants and people experiencing homelessness (PEH), who walk in and are not currently participating in Homeless Court, to service providers such as the Criminal Record Clearing Project, Department of Health Services, Department of Mental Health, Workforce Development, and more.
Additionally, 5 SRO (single room occupancy) apartments will be secured to serve as bridge housing. The previous funding for these units has run out. With the expansion of the Homeless Court, the Review Panel deemed these units necessary, with the caveat that they be open to all Beach Cities.
Redondo Beach and Hermosa Beach PEH will be prioritized, however, these units may not exclusively serve these cities.
Deliverables/Performance Targets Timeline
2.a Develop Housing Plans, including income plans (e.g., Social Security Income and Disability Income), job assistance, housing vouchers, documentation support, and legal aid (e.g., background checks and credit checks) for all participants.
Ongoing
2.b Develop Behavioral Health Plans, including plans for mental health, substance abuse, In Home Supportive Services, medication administration, and Medi-Cal for all participants
Ongoing
2.c Quarterly report detailing:
• At least 25 quarterly referrals
• At least 45 quarterly court appearances
• At least 15 unduplicated clients with all motions granted Quarterly
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• At least 60 unduplicated clients connected to services including clients bypassing the court, but utilizing the services offered onsite • At least 12 unduplicated clients housed in interim housing • At least 6 unduplicated clients housed in permanent housing • Maintain 100% bed assignment rate
• Progress on behavioral health plans and housing timeline, including anticipated housing dates, for all participants. Data such as demographic data and service linkages should be queryable in HMIS by SBCCOG.
Task 3: Home Share South Bay Project (Priority Area 1)
Program Description: The SBCCOG would like to extend the trial period for the Home Share program another 6 months. We believe the success of Home Share has been hampered by Covid and the subsequent Delta variant. We are seeking to give the program additional runway as we come out of the Delta variant. The funding will go towards costs to support the site, and promotion costs (PSAs, social media, and newspaper ads).
Client eligibility will demonstrate direct linkage to homelessness or at risk.
Additionally, while promoting Home Share, SBCCOG will also promote PATH Lease Up, a countywide program that aims to increase Section 8 friendly inventory.
Deliverables/Performance Targets Timeline
3.a a. Conduct community outreach using public service announcements, social media, and newspaper campaigns
b. Track site traffics, click throughs, sign ups, etc.
c. Increase traffic by 500% at Home Share South Bay website at:
homesharesouthbay.org
Quarterly
Report
3.b Outcomes and Metrics
a. At least 30 unduplicated homeowner sign ups
b. At least 10 matches (between landlord and tenant)
c. Achieve a 90% retention after 6 months
d. Complete the Participant (Landlord/Tenant) Survey to evaluate program and develop/implement quality improvement efforts to improve client engagement, matching, and retention.
e. Conduct customer satisfaction surveys for all participants (Landlord/Tenant) including: 1 month after tenants move in to troubleshoot; post-move out survey. Collect at least 90% of surveys. f. Monitor income needs of tenants through light touch case management and link clients to services if needed
a. June 2022
b. June 2022
c. June 2022
d. March 2022
e. Ongoing
f. Narrative to
be included in
the progress
report.
Task 4: Client Aid (Priority Area 2) $35,000
Program Description:
South Bay Cities and providers are seeking easily accessible client aid funds for prevention and bridge strategies to support people experiencing homelessness. The SBCCOG is seeking AO-22-604 Page 57
$35,000 for a 12-month program, 100% due upon execution of this SOW, to administer the Client Aid program that will include, but is not limited to:
• Motel stays for those who cannot go into traditional shelter settings or are in transition to permanent housing
• Move-in assistance: rental & utility deposits
• Boot fees, car impound fees, and temporary auto insurance to help sustain employment • Minor medical fees to help sustain employment such as glasses and hearing aids • Bridge rental subsidy for those not eligible for Rapid Rehousing or Problem Solving. Not to exceed $600 a month for 6 months. After 6 months, clients must transition to rapid rehousing or other funding subsidy. Suitable only for those with income between $800-$1,500.
Deliverables/Performance Targets Timeline
4.a Develop a Client Aid program that aligns with the County homeless eligibility requirements and metrics. Program will include process to link clients who have not been connected to homeless services.
4.b Conduct targeted Outreach to partners including agencies and city staff.
4.c Serve at least 18 unduplicated individuals or families who are at risk of becoming homeless (to avert homelessness), or who need a bridge to shelter and/or permanent housing.
Metrics to include:
• # of people receiving prevention services (auto related expenses, job related expenses, rental related expenses, and others)
• # of people transitioned to interim housing (bridge housing, storage fees, and others)
• # of people transitioned to permanent housing (document fees, bridge housing, storage fees, and others)
Quarterly
Task 5: Torrance Interim Shelter Project (Priority Area 1) Program Description: Slated on the Torrance Civic Center grounds, the Torrance Interim Shelter project will build 40-45 non-congregate single unit shelters. The Innovation Fund will fund the purchase and construction of the Pallet Shelter (capital cost) Deliverables/Performance Targets Timeline
5.a Construction and delivery of shelters to site March, 2022 Part 3: Innovation Funds (Round Two)
Task 6: Torrance Interim Shelter Project (Priority Area 1) Program Description: Slated on the Torrance Civic Center grounds, the Torrance Interim Shelter project will build 40-45 non-congregate single unit shelters. Additionally, the proposal calls for two Outreach/Housing Navigation staff. The project will provide interim shelter and services for people experiencing homelessness. The total project cost for 18 months is $3.4 million. The Innovation Fund will fund $115,000 of these costs, which include site work and funding for the two outreach/navigation staff. It is recommended that the site prepares a list of individuals ready to move-in.
Potential risks and mitigation plans:
AO-22-604 Page 58
• Delays in funding for other components of the program. • Labor supply competition. Mitigation: Consider creating a regional Labor Pool Funds to benchmark starting salaries with Los Angeles Homeless Services Authority’s (LAHSA) salaries.
Deliverables/Performance Targets Timeline
SITE PREPARATION
6.a Torrance site completion, ready for move-in
6.b New interim housing to achieve full occupancy April 2022
CLIENT PREPARATION
6.c Current South Bay outreach teams assist service provider with creating initial 30+ MoveIn Potential List. 30 clients are prepared for move-in
SUB-CONTRACTOR PREPARATION
6.d Torrance executes a SOW signed with service provider(s)
6.e Torrance posts job openings and vendors RFP
6.f Torrance selects the vendor/shelter operator
6.g Shelter operator completes a Training Program Design, or utilizes existing operator training programs, for the shelter program staff and Torrance outreach workers.
6.h Shelter operator conducts 2 weeks of intensive training, or as prescribed by the operator
THROUGH-PUT
6.i Develop Housing Plans, including plans regarding income (e.g., Social Security income and disability income), job assistance, housing vouchers, documentation, and legal aid (e.g., background checks and credit checks), for all participants.
6.j Quarterly Report detailing metrics and outcomes, including progress on behavioral health plans and housing timeline (e.g., anticipated housing dates) for all participants. Data such as demographic data and service linkages should be searchable in HMIS by SBCCOG.
a. At least 60 unduplicated clients serviced at site and in outreach. b. At least 25 unduplicated clients added to CES
c. Complete housing and services plan for all clients
d. At least 45 unduplicated clients receive Case Management services e. At least 40 unduplicated clients receive Housing Navigation services f. At least 10 unduplicated interim housing clients exit to housing permanent housing (i.e., emergency housing voucher, rapid rehousing, reunification, permanent supportive housing, etc.) g. At least 4 unduplicated clients, who received outreach services, secure housing exit to permanent housing
h. Develop a behavioral health plan for all eligible clients and link them to behavioral health services
i. Report on exits back to the streets and the reasons
Quarterly
Task 7: Hawthorne/LA CADA Project (Priority Area 2)
Program Description: Hawthorne is partnering with an agency called Los Angeles Centers for Alcohol and Drug Abuse (LA CADA). LA CADA provides comprehensive behavioral healthcare services that addresses alcohol, drug, mental health, trauma disorders, and other exhibited symptoms of homelessness. The proposal calls for 2 Outreach Case Managers, who will provide intensive case management and clinical coordination. LA CADA will initially dedicate 4 behavioral health beds for Hawthorne residents, with the option to expand. LA CADA will also match 40% of AO-22-604 Page 59
the personnel costs. This funding is predicated on Hawthorne maintaining its existing 2 Homeless Coordinator positions so that this new funding does not supplant current expenditures.
Potential risks and mitigation plans: Labor supply competition. Mitigation: Consider creating a regional Labor Pool Funds to benchmark starting salaries with LAHSA’s salaries.
Deliverables/Performance Targets Timeline
7.a Finalize an Outreach Plan
7.b Execute a subcontract with the provider
7.c Achieve a full caseload (20-25) per Manager
7.d Develop Housing Plans, including plans regarding income (e.g., Social Security income and disability income), job assistance, housing vouchers, documentation, and legal aid (e.g., background checks and credit checks), for all participants.
7.e Develop Behavioral Health Plans, including plans for mental health, substance abuse, InHome Supportive Services (IHSS), medication administration, and Medi-Cal, for all participants.
7.f Achieve a full bed occupancy March 2022
7.g Quarterly Report detailing metrics and outcomes, including progress on behavioral health plans and housing timeline (e.g., anticipated housing dates) for all participants. Data such as demographic data and service linkages should be searchable in HMIS by SBCCOG.
Metrics to include:
• At least 50 unduplicated clients serviced at site and in outreach. • At least 30 unduplicated clients added to CES.
• At least 12 unduplicated clients are housed in the following categories: emergency housing voucher, rapid rehousing, reunification, permanent supportive housing, etc.
Quarterly
Task 8: Beach Cities Dedicated Case Management Services (Priority Area 2) Program Description: Manhattan Beach will serve as the lead city in this multi-jurisdictional program to provide consistent case management, closer linkage between outreach activity and city stakeholders, decrease burden of homeless calls to police, and increase housing placements for cities of El Segundo, Manhattan Beach, Hermosa Beach, and Redondo Beach.
This SOW will provide funding for two full-time case managers to provide this coverage.
Potential risks and mitigation plans: Labor supply competition. Mitigation: Consider creating a regional Labor Pool Funds to benchmark starting salaries with LAHSA’s salaries.
Deliverables/Performance Targets Timeline
8.a Develop Staff Training Program and conduct staff training (service provider) March 2022
8.b Maintain a client ratio of 1:25 (Case Manager to Clients) March 2022
8.c Develop Housing Plans, including plans regarding income (e.g., Social Security income and disability income), job assistance, housing vouchers, documentation, and legal aid (e.g., background checks and credit checks), for all participants.
To be reported
in Quarterly
Reports
8.d Develop Behavioral Health Plans, including plans for mental health, substance abuse, IHSS, medication administration, and Medi-Cal, for all participants.
Ongoing
8.e Quarterly Report detailing metrics and outcomes, including progress on behavioral health plans and housing timeline (e.g., anticipated housing Quarterly
Contract Period
AO-22-604 Page 60
dates) for all participants. Data such as demographic data and service linkages should be searchable in HMIS by SBCCOG.
• At least 50 unduplicated clients are serviced in outreach. • At least 30 unduplicated clients are added to CES
• At least 30 unduplicated clients receive case management services • At least 20 unduplicated clients are housed in interim housing • At least 8 unduplicated clients are permanently housed (include destinations: emergency housing voucher, rapid rehousing, reunification, permanent supportive housing, etc.)
Task 9: Inglewood Homeless Coordinator Project (Priority Area 2) Program Description: A homeless service coordinator will help integrate Inglewood with homeless systems, better align resources, and increase housing placements. Inglewood seeks to partner with St. Margaret’s Center to manage this Coordinator position.
Potential risks and mitigation plans: Labor supply competition. Mitigation: Consider creating a regional Labor Pool Funds to benchmark starting salaries with LAHSA’s salaries.
Deliverables/Performance Targets Timeline
9.a Tasks to be completed by Coordinator include, but not limited to:
Agency (sub-contractor) to design a Training Program (include abundant case studies)
March 2022
9.b On a weekly basis:
a. Meet with outreach teams
b. Review Housing Plans and Behavioral Health Plans for clients c. Identify gaps in plans and outreach
d. Help identify solutions to bridge gaps
e. Maintain a case load of 12 people
Narrative to be
provided in
progress
reports
9.c Quarterly Report detailing metrics and outcomes, including progress on behavioral health plans and housing timeline (e.g., anticipated housing dates) for all participants. Data such as demographic data and service linkages should be searchable in HMIS by SBCCOG.
a. At least 12 unduplicated clients are serviced in outreach. (Outcome:
12 people)
b. At least 8 unduplicated clients are added to CES. Report the number of people added to CES (Outcome: 8 people)
c. Complete housing and services plan for all clients
d. Develop a behavioral health plan for all eligible clients and link them to behavioral health services
e. At least 4 unduplicated clients are placed in interim housing. f. At least 2 unduplicated clients are housed in permanent housing (i.e., emergency housing voucher, rapid rehousing, reunification, permanent supportive housing, etc.)
Quarterly
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g. Increase outreach outcomes in area (outcome: increase people housed by 20% for the quarter when compared year-over-year) Task 10: Gardena Homeless Plan and Outreach Coordinator (Priority Area 2) Program Description: Gardena is seeking funds to develop a Homeless Plan. Gardena anticipates, as a result of this Plan, the need for an Outreach Coordinator to facilitate Plan recommendations and increase housing placements. Currently, Gardena staff is handling a large volume of homeless services requests. This Coordinator position will alleviate the burden on the city staff and provide the attention that the requests deserve. However, the Coordinator position will be hired after the Plan is put in place, which will be outside the 6-month window of this SOW.
Potential risks and mitigation plans: Labor supply competition. Mitigation: Consider creating a regional Labor Pool Funds to benchmark starting salaries with LAHSA’s salaries.
Deliverables/Performance Targets Timeline
10.a Contract in place for consultant services
10.b SBCCOG to submit the city’s Partnership Report to the County March 2022
10.c Develop Homeless Plan. Plan will include, but not be limited to:
• Comprehensive needs assessment for Gardena’s homeless population, including looking at mental health needs, substance abuse needs, income needs, restorative justice needs, other needs of the demographics of Gardena’s homeless population, and homeless inflows/outflows
• Tactical steps to reach functional zero in 5 years, including potential funding to address the needs assessed
• Suggests sites for interim housing
• Plans to increase permanent housing inventory
• Prevention strategies to mitigate inflow
10.d Plan adopted by City Council May 2022
10.e Coordinator Hired June 2022
Task 11: Rancho Palos Verdes Homeless Plan Project (Priority Area 2) Program Description: Rancho Palos Verdes is seeking to develop an actionable plan to prevent and combat homelessness. The plan sets goals and strategies, with input from city staff, sheriff and fire departments, community members, and neighboring peninsula cities.
Deliverables/Performance Targets Timeline
11.a Contract in place for Consultant services
11.b SBCCOG to submit the city’s Partnership Report to the County March 2022
11.c Develop a Homeless Plan. Plan will include, but not be limited to:
• Create a comprehensive plan with city departments and community partners to address homelessness when it occurs and how cities can get people into shelter and what permanent and affordable housing options are available
April 2022
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• Discuss with neighboring cities regarding coordinating efforts throughout the peninsula
• Discuss realistic projections of homeless inflow and outflow • Discuss prevention strategies to mitigate inflow
11.d • Plan adopted by City Council June 2022
Task 12: Innovation Fund Administration
Program Description: The SBCCOG will administer the Innovation Fund Projects and provide oversight to ensure program goals and reporting processes are met within each task timeline.
The SBCCOG will also disburse funding and coordinate any budget modifications that may arise.
Deliverables/Performance Targets Timeline
12.a Oversight and technical assistance of the included programs.
Quarterly check-ins of each project.
Collect quarterly reports on each project.
Quarterly
12.b Develop and submit consolidated quarterly reports to the funder and participate in program monitoring calls.
Quarterly
12.c Invoice and disburse funding Quarterly
IV. Reporting, Documentation, and Invoices
The SBCCOG shall provide quarterly reports, complete on-line surveys, and submit invoices, describing progress made on items in Tasks listed above. A final report will be due to the County prior to contract expiration describing the outcomes for all Tasks.
A. Provide a copy of the any subcontracted agreements necessary to implement the funded program in advance for County approval.
i. Within 60 days of contract execution
B. Submit invoices monthly to the County CEO-HI.
i. Invoices will not be paid without the associated report describing progress made during the invoicing period
C. Submit Quarterly Reports and supporting documents.
D. Submit Final Report
i. Prior to contract expiration
All reports, invoices, and required documents must be submitted to the following three email addresses:
Ashlee Oh, Principal Analyst: [email protected]
with copies to
[email protected]
[email protected]
AO-22-604 Page 63
EXHIBIT B
PRICING SCHEDULE
SOUTH BAY CITIES COUNCIL OF GOVERNMENTS
REGIONAL HOMELESSNESS COORDINATION AND INNOVATION FUNDING Maximum Contract Amount Not to Exceed: $776,416.
Up to $39,584 of the total contract budget is to be paid by County for South Bay Cities Council of Governments (SBCCOG) Regional Homelessness Coordination costs. Up to $256,000 of the total contract budget is to be paid by County for SBCCOG Innovation costs (Round One). Up to $480,832 of the total contract budget is to be paid by County for SBCCOG Innovation costs (Round Two).
The County may pay up to $13,195 of the total Regional Homelessness Coordination sum amount upon submission and County approval of Regional Homelessness Coordination Implementation Plan detailing contract services. The County may also pay up to $151,290 of the total amount of the Innovation Fund (Round One) and up to $179,055 of the total amount of the Innovation Fund (Round Two) upon submission to and County approval of subcontracts necessary to perform contract services to County.
When the Board approves future Fiscal Year funding allocations for Measure H, the contract may be amended to increase the contract budget.
REGIONAL HOMELESSNESS COORDINATION PROGRAM BUDGET
STAFFING COSTS
Position FTE/Months Rate Hours Total
Senior Project Manager 0.28/ 6 mo. $105 215 $22,532
Analyst 0.28/ 6 mo. $62 219 $13,604
Data Intern (part time) 0.14/ 6 mo. $25 138 $3,448
STAFFING COSTS $39,584
OPERATIONS COSTS
$
PROGRAM OPERATION COSTS $
REGIONAL HOMELESSNESS COORDINATION SUBTOTAL $ 39,584
INNOVATION FUNDS (ROUND ONE) PROGRAM BUDGET
OPERATIONS COSTS
Torrance Interim Shelter Project- Capital cost $100,000 Homeless Court – City of Redondo Beach $100,000
Home Share South Bay Project $6,000
Client Aid $35,000
PROGRAM OPERATIONS COST $241,000
AO-22-604 Page 64
STAFFING COSTS
Position FTE/Months Rate Hours Total
Senior Project Manager 0.12/ 6 mo. $105 95.24 $10,000
Analyst 0.12/ 6 mo. $62 80.65 $5,000
STAFFING COSTS $15,000
INNOVATION FUNDS (ROUND ONE) SUBTOTAL $256,000
INNOVATION FUNDS (ROUND TWO) PROGRAM BUDGET
OPERATIONS COSTS
Torrance Interim Shelter Project $115,000
Hawthorne/LA CADA Project $116,031
Beach Cities Dedicated Case Managers Project $70,000
Inglewood Homeless Coordinator Project $41,634
Gardena Homelessness Plan Project $30,000
Rancho Palos Verdes Homelessness Plan Project $20,000
PROGRAM OPERATIONS COST $392,665
STAFFING COSTS
Position FTE/Months Rate Hours Total
Senior Project Manager 0.60/ 6 mo. $105 473.50 $49,718
Analyst 0.60/ 6 mo. $62 481.15 $29,832
Data Intern 0.36/ 6 mo. $25 345 $ 8,617
STAFFING COSTS $88,167
INNOVATION FUNDS (ROUND TWO) SUBTOTAL $480,832
TOTAL CONTRACT SUM $776,416
*Changes within line items and/or categories require written authorization from the County Project Manager. Written authorization may be defined to include letter, email, and fax. A contract amendment is not required for changes within line items and/or categories, not to exceed the maximum contract amount.
AO-22-604 Page 65
EXHIBIT C
CONTRACTOR'S EEO CERTIFICATION
Contractor Name
Address
Internal Revenue Service Employer Identification Number
GENERAL CERTIFICATION
In accordance with Section 4.32.010 of the Code of the County of Los Angeles, the contractor, supplier, or vendor certifies and agrees that all persons employed by such firm, its affiliates, subsidiaries, or holding companies are and will be treated equally by the firm without regard to or because of race, religion, ancestry, national origin, or sex and in compliance with all anti-discrimination laws of the United States of America and the State of California.
CONTRACTOR'S SPECIFIC CERTIFICATIONS
1. The Contractor has a written policy statement prohibiting Yes No discrimination in all phases of employment.
2. The Contractor periodically conducts a self analysis Yes No or utilization analysis of its work force.
3. The Contractor has a system for determining if Yes No Its employment practices are discriminatory
against protected groups.
4. Where problem areas are identified in employment Yes No practices, the Contractor has a system for taking
reasonable corrective action, to include
establishment of goals or timetables.
Authorized Official’s Printed Name and Title
Authorized Official’s Signature Date
AO-22-604 Page 66
EXHIBIT D
COUNTY’S ADMINISTRATION
CONTRACT NO. _________________
COUNTY PROJECT DIRECTOR:
Name: _____________________________
Title: _____________________________
Address:
Telephone: ________________________________ Facsimile:____________________ E-Mail Address: ________________________________________________________ COUNTY PROJECT MANAGER:
Name: _____________________________
Title: _____________________________
Address:
Telephone: ________________________________ Facsimile:____________________ E-Mail Address: ________________________________________________________ COUNTY CONTRACT PROJECT MONITOR:
Name: _____________________________
Title: _____________________________
Address:
Telephone: ________________________________ Facsimile:____________________ E-Mail Address: ________________________________________________________ AO-22-604 Page 67
EXHIBIT E
CONTRACTOR’S ADMINISTRATION
CONTRACTOR’S NAME:_______________________________________________________ CONTRACT NO: ______________________________________________________________ CONTRACTOR’S PROJECT MANAGER:
__________________________________________
Name:
Title:
Address:
Telephone: ________________________________
Facsimile: ________________________________
E-Mail Address: ________________________________
CONTRACTOR’S AUTHORIZED OFFICIAL(S)
Name:
Title:
Address:
Telephone: ________________________________
Facsimile: ________________________________
E-Mail Address: ________________________________
Name:
Title:
Address:
Telephone: ________________________________
Facsimile: ________________________________
E-Mail Address: ________________________________
Notices to Contractor shall be sent to the following:
Name:
Title:
Address:
Telephone: ________________________________
Facsimile: ________________________________
E-Mail Address: ________________________________
AO-22-604 Page 68
EXHIBIT F
COVID-19 Vaccination Certification of Compliance
Urgency Ordinance, County Code Title 2 – Administration, Division 4 – Miscellaneous – Chapter 2.212 (COVID-19 Vaccinations of County Contractor Personnel) I, ______________________________, on behalf of _______________________________, (the “Contractor”), certify that on County Contract __________________________________[ENTER CONTRACT NUMBER AND NAME]:
____ All Contractor Personnel* on this Contract are fully vaccinated as required by the Ordinance.
____ Most Contractor Personnel* on this Contract are fully vaccinated as required by the Ordinance. The Contractor or its employer of record, has granted a valid medical or religious exemption to the below identified Contractor Personnel. Contractor will certify weekly that the following unvaccinated Contractor Personnel have tested negative within 72 hours of starting their work week under the County Contract, unless the contracting County department requires otherwise. The Contractor Personnel who have been granted a valid medical or religious exemption are [LIST ALL CONTRACTOR PERSONNEL]:
*Contractor Personnel includes subcontractors.
_____________________________________________________________________________ _____________________________________________________________________________ _____________________________________________________________________________ I have authority to bind the Contractor, and have reviewed the requirements above and further certify that I will comply with said requirements. _________________________________ _____________________________ Signature Date
_________________________________
Title
__________________________________
Company/Contractor Name
Released December 14, 2021
AO-22-604 Page 69
EXHIBIT G
CONTRACTOR ACKNOWLEDGEMENT AND CONFIDENTIALITY AGREEMENT CONTRACTOR NAME _________________________________________ Contract No.______________________ GENERAL INFORMATION:
The Contractor referenced above has entered into a contract with the County of Los Angeles to provide certain services to the County.
The County requires the Corporation to sign this Contractor Acknowledgement and Confidentiality Agreement.
CONTRACTOR ACKNOWLEDGEMENT:
Contractor understands and agrees that the Contractor employees, consultants, Outsourced Vendors and independent contractors (Contractor’s Staff) that will provide services in the above referenced agreement are Contractor’s sole responsibility. Contractor understands and agrees that Contractor’s Staff must rely exclusively upon Contractor for payment of salary and any and all other benefits payable by virtue of Contractor’s Staff’s performance of work under the above-referenced contract.
Contractor understands and agrees that Contractor’s Staff are not employees of the County of Los Angeles for any purpose whatsoever and that Contractor’s Staff do not have and will not acquire any rights or benefits of any kind from the County of Los Angeles by virtue of my performance of work under the above-referenced contract. Contractor understands and agrees that Contractor’s Staff will not acquire any rights or benefits from the County of Los Angeles pursuant to any agreement between any person or entity and the County of Los Angeles.
CONFIDENTIALITY AGREEMENT:
Contractor and Contractor’s Staff may be involved with work pertaining to services provided by the County of Los Angeles and, if so, Contractor and Contractor’s Staff may have access to confidential data and information pertaining to persons and/or entities receiving services from the County. In addition, Contractor and Contractor’s Staff may also have access to proprietary information supplied by other vendors doing business with the County of Los Angeles. The County has a legal obligation to protect all such confidential data and information in its possession, especially data and information concerning health, criminal, and welfare recipient records. Contractor and Contractor’s Staff understand that if they are involved in County work, the County must ensure that Contractor and Contractor’s Staff, will protect the confidentiality of such data and information. Consequently, Contractor must sign this Confidentiality Agreement as a condition of work to be provided by Contractor’s Staff for the County.
Contractor and Contractor’s Staff hereby agrees that they will not divulge to any unauthorized person any data or information obtained while performing work pursuant to the above-referenced contract between Contractor and the County of Los Angeles.
Contractor and Contractor’s Staff agree to forward all requests for the release of any data or information received to County’s Project Manager.
Contractor and Contractor’s Staff agree to keep confidential all health, criminal, and welfare recipient records and all data and information pertaining to persons and/or entities receiving services from the County, design concepts, algorithms, programs, formats, documentation, Contractor proprietary information and all other original materials produced, created, or provided to Contractor and Contractor’s Staff under the above-referenced contract. Contractor and Contractor’s Staff agree to protect these confidential materials against disclosure to other than Contractor or County employees who have a need to know the information. Contractor and Contractor’s Staff agree that if proprietary information supplied by other County vendors is provided to me during this employment, Contractor and Contractor’s Staff shall keep such information confidential.
Contractor and Contractor’s Staff agree to report any and all violations of this agreement by Contractor and Contractor’s Staff and/or by any other person of whom Contractor and Contractor’s Staff become aware.
Contractor and Contractor’s Staff acknowledge that violation of this agreement may subject Contractor and Contractor’s Staff to civil and/or criminal action and that the County of Los Angeles may seek all possible legal redress.
SIGNATURE: DATE: _____/_____/_____
PRINTED NAME: __________________________________________ POSITION: _______________________________________________ AO-22-604 Page 70
EXHIBIT H
Title 2 ADMINISTRATION
Chapter 2.203.010 through 2.203.090
CONTRACTOR EMPLOYEE JURY SERVICE
2.203.010 Findings.
The board of supervisors makes the following findings. The county of Los Angeles allows its permanent, full-time employees unlimited jury service at their regular pay. Unfortunately, many businesses do not offer or are reducing or even eliminating compensation to employees who serve on juries. This creates a potential financial hardship for employees who do not receive their pay when called to jury service, and those employees often seek to be excused from having to serve. Although changes in the court rules make it more difficult to excuse a potential juror on grounds of financial hardship, potential jurors continue to be excused on this basis, especially from longer trials.
This reduces the number of potential jurors and increases the burden on those employers, such as the county of Los Angeles, who pay their permanent, full-time employees while on juror duty. For these reasons, the county of Los Angeles has determined that it is appropriate to require that the businesses with which the county contracts possess reasonable jury service policies. (Ord. 2002-0015 § 1 (part), 2002)
2.203.020 Definitions.
The following definitions shall be applicable to this chapter:
A. “Contractor” means a person, partnership, corporation or other entity which has a contract with the county or a subcontract with a county contractor and has received or will receive an aggregate sum of $50,000 or more in any 12-month period under one or more such contracts or subcontracts.
B. “Employee” means any California resident who is a full-time employee of a contractor under the laws of California.
C. “Contract” means any agreement to provide goods to, or perform services for or on behalf of, the county but does not include:
1. A contract where the board finds that special circumstances exist that justify a waiver of the requirements of this chapter; or
2. A contract where federal or state law or a condition of a federal or state program mandates the use of a particular contractor; or
3. A purchase made through a state or federal contract; or
4. A monopoly purchase that is exclusive and proprietary to a specific manufacturer, distributor, or reseller, and must match and inter-member with existing supplies, equipment or systems maintained by the county pursuant to the Los Angeles County Purchasing Policy and Procedures Manual, Section P-3700 or a successor provision; or
5. A revolving fund (petty cash) purchase pursuant to the Los Angeles County Fiscal Manual, Section
4.4.0 or a successor provision; or
6. A purchase card purchase pursuant to the Los Angeles County Purchasing Policy and Procedures Manual, Section P-2810 or a successor provision; or
7. A non-agreement purchase with a value of less than $5,000 pursuant to the Los Angeles County Purchasing Policy and Procedures Manual, Section A-0300 or a successor provision; or
8. A bona fide emergency purchase pursuant to the Los Angeles County Purchasing Policy and Procedures Manual, Section PP-1100 or a successor provision.
AO-22-604 Page 71
EXHIBIT H
Title 2 ADMINISTRATION
Chapter 2.203.010 through 2.203.090
CONTRACTOR EMPLOYEE JURY SERVICE
D. “Full time” means 40 hours or more worked per week, or a lesser number of hours if:
1. The lesser number is a recognized industry standard as determined by the chief administrative officer, or
2. The contractor has a long-standing practice that defines the lesser number of hours as full time.
E. “County” means the county of Los Angeles or any public entities for which the board of supervisors is the governing body. (Ord. 2002-0040 § 1, 2002: Ord. 2002-0015 § 1 (part), 2002)
2.203.030 Applicability.
This chapter shall apply to contractors who enter into contracts that commence after July 11, 2002. This chapter shall also apply to contractors with existing contracts which are extended into option years that commence after July 11, 2002. Contracts that commence after May 28, 2002, but before July 11, 2002, shall be subject to the provisions of this chapter only if the solicitations for such contracts stated that the chapter would be applicable. (Ord. 2002-0040 § 2, 2002: Ord. 2002-0015 § 1 (part), 2002)
2.203.040 Contractor Jury Service Policy.
A contractor shall have and adhere to a written policy that provides that its employees shall receive from the contractor, on an annual basis, no less than five days of regular pay for actual jury service. The policy may provide that employees deposit any fees received for such jury service with the contractor or that the contractor deduct from the employees’ regular pay the fees received for jury service. (Ord. 2002-0015 § 1 (part), 2002)
2.203.050 Other Provisions.
A. Administration. The chief administrative officer shall be responsible for the administration of this chapter.
The chief administrative officer may, with the advice of county counsel, issue interpretations of the provisions of this chapter and shall issue written instructions on the implementation and ongoing administration of this chapter. Such instructions may provide for the delegation of functions to other county departments.
B. Compliance Certification. At the time of seeking a contract, a contractor shall certify to the county that it has and adheres to a policy consistent with this chapter or will have and adhere to such a policy prior to award of the contract. (Ord. 2002-0015 § 1 (part), 2002)
2.203.060 Enforcement and Remedies.
For a contractor’s violation of any provision of this chapter, the county department head responsible for administering the contract may do one or more of the following:
1. Recommend to the board of supervisors the termination of the contract; and/or,
2. Pursuant to chapter 2.202, seek the debarment of the contractor. (Ord. 2002-0015 § 1 (part), 2002) AO-22-604 Page 72
EXHIBIT H
Title 2 ADMINISTRATION
Chapter 2.203.010 through 2.203.090
CONTRACTOR EMPLOYEE JURY SERVICE
2.203.070. Exceptions.
A. Other Laws. This chapter shall not be interpreted or applied to any contractor or to any employee in a manner inconsistent with the laws of the United States or California.
B. Collective Bargaining Agreements. This chapter shall be superseded by a collective bargaining agreement that expressly so provides.
C. Small Business. This chapter shall not be applied to any contractor that meets all of the following:
1. Has ten or fewer employees during the contract period; and,
2. Has annual gross revenues in the preceding twelve months which, if added to the annual amount of the contract awarded, are less than $500,000; and,
3. Is not an affiliate or subsidiary of a business dominant in its field of operation. “Dominant in its field of operation” means having more than ten employees and annual gross revenues in the preceding twelve months which, if added to the annual amount of the contract awarded, exceed $500,000.
“Affiliate or subsidiary of a business dominant in its field of operation” means a business which is at least 20 percent owned by a business dominant in its field of operation, or by partners, officers, directors, majority stockholders, or their equivalent, of a business dominant in that field of operation. (Ord. 2002-0015 § 1 (part), 2002)
2.203.090. Severability.
If any provision of this chapter is found invalid by a court of competent jurisdiction, the remaining provisions shall remain in full force and effect. (Ord. 2002-0015 § 1 (part), 2002) AO-22-604 Page 73
EXHIBIT I
SAFELY SURRENDERED BABY LAW
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EXHIBIT I
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EXHIBIT I
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EXHIBIT I
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EXHIBIT I
AO-22-604 Page 78
EXHIBIT J
COMPLIANCE WITH FAIR CHANCE EMPLOYMENT HIRING PRACTICES
CERTIFICATION
Company Name:
Company Address:
City: State: Zip Code:
Telephone Number: Email address:
Solicitation/Contract for _______________________________ Services
PROPOSER/CONTRACTOR CERTIFICATION
The Los Angeles County Board of Supervisors approved a Fair Chance Employment Policy in an effort to remove job barriers for individuals with criminal records. The policy requires businesses that contract with the County to comply with fair chance employment hiring practices set forth in California Government Code Section 12952, Employment Discrimination: Conviction History (California Government Code Section 12952), effective January 1, 2018.
Proposer/Contractor acknowledges and certifies compliance with fair chance employment hiring practices set forth in California Government Code Section 12952 and agrees that proposer/contractor and staff performing work under the Contract will be in compliance.
Proposer/Contractor further acknowledges that noncompliance with fair chance employment practices set forth in California Government Code Section 12952 may result in rejection of any proposal, or termination of any resultant Contract, at the sole judgment of the County.
I declare under penalty of perjury under the laws of the State of California that the information herein is true and correct and that I am authorized to represent this company.
Print Name:
Title:
Signature: Date:
AO-22-604 Page 79