California Contract Between La Probation and Youth Writing Program 2011
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COUNTY OF LOS A<'1GELES PROBATlO:>l DEPARTMENT '150 EAST N'6lII\lI«ltNiAY -llOWtEY. CAUFORHlA IION2 ~1lO(l.~1 DONALD H. BLEVINS en..! f'lob<ltion Officer April 19, 2011 The Honorable Board of Supervisors County of Los Angeles 383 Kenneth Hahn Hall of Administration 500 West Temple Street Los Angeles, California 90012 Dear Supervisors: APPROVAL OF CONTRACT WITH INSIDEOUT WRITERS, INC. TO PROVIDE A WRITING PROGRAM FOR YOUTH AT PROBATION JUVENILE HALLS UNDER THE JUVENILE JUSTICE CRIME PREVENTION ACT (JJCPA) SUBJECT This contract is to provide a writing program for youth ages 11 to 18 years old who have been found unfit for juvenile court or who are subject to long term detention in juvenile halls for the County of Los Angeles Probation Department. IT IS RECOMMENDED THAT YOUR BOARD: 1. Delegate authority to the Chief Probation Officer to prepare and execute a contract with InsideOut Writers, Inc. substantially similar to the attached standardized contract (Attachment I) to provide a writing program for youth at Probation juvenile halls in an estimated amount of $192,000 for a 12month period commencing July 1, 2011 through June 30, 2012, after final approval by County Counsel as to form. 2. Delegate authority to the Chief Probation Officer to approve the addition or replacement of any agency subcontracting with InsideOut Writers, and prepare and execute contract amendments to extend the contract term for up to four (4) additional 12-month periods, at an estimated amount of $192,000 per term, upon approval as to form by County Counsel and subject to the availability of funds. 3. Delegate authority to the Chief Probation Officer to execute modifications to the contract not exceeding 10% of the total contract cost and/or 180 days to the period of performance pursuant to The Honorable Board of Supervisors 4/19/2011 Page 2 the terms contained therein, upon approval as to form by County Counsel. PURPOSE/JUSTIFICATION OF RECOMMENDED ACTION The purpose of the recommended actions is to obtain Board approval of a sole source contract with InsideOUT Writers, Inc., to provide a writing program for youth ages 11 to 18 years old who have been found unfit for juvenile court or who are subject to long-term detention in juvenile halls. The program is designed to improve students’ school performance by improving their reading and writing skills, teaching students to communicate through writing and speaking rather than through violent means, and using the writings as a means of prevention by sharing the detained juveniles experiences with at-risk youth. The contracted services are consistent with the Comprehensive Multi-Agency Juvenile Justice Plan (Plan) approved by your Board on April 20, 2010, and subsequently authorized by the Corrections Standard Authority (CSA), formerly the Board of Corrections. Implementation of Strategic Plan Goals The recommended Board actions are consistent with the Countywide Strategic Plan Operational Effectiveness Goal #1 and Children and Family and Adult Well-Being Goal #2. Implementation of these recommendations will provide services that will be beneficial to probation youth by improving their well-being and promoting self-sufficiency. FISCAL IMPACT/FINANCING For the initial term commencing July 1, 2011 through June 30, 2012, the cost for contract is estimated at $192,000. This program is 100% offset by JJCPA funds. Therefore, no net County cost is required to continue this program. The contract includes provisions for non-appropriation of funds and budget reductions. FACTS AND PROVISIONS/LEGAL REQUIREMENTS The proposed contract is for the initial twelve (12) month period of July 1, 2011 through June 30, 2012, with four (4) additional 12-month extension options. The contract will be extended contingent on continued legislative funding and approval as to form by County Counsel. The scope of work for the contracted services include continuing the InsideOUT Writers Program which provides a creative writing class to high risk offenders housed at Central Juvenile Hall, Barry J. Nidorf Juvenile Hall and Los Padrinos Juvenile Hall. In accordance with the Department of Human Resources memorandum dated November 16, 1995, this contract has been reviewed in regard to the provisions for hiring displaced County employees. The contractor agrees to give first consideration to hire permanent County employees targeted for layoff, or qualified former County employees who are on a re-employment list after the effective date of this contract and during the life of the contract. The contract also contains County requirements regarding the hiring of participants in the GAIN/GROW program. The contract includes all County requirements, including non-responsibility and debarment, and the provision of paid jury service time The Honorable Board of Supervisors 4/19/2011 Page 3 for contractor employees. Probation will not request the contractor to perform services that exceed the Board approved contract amount, scope of work, and/or contract term. There is no departmental employee relations impact since this a Non-Prop A contract. This contract will not result in a reduction of County services. The Department has evaluated and determined that the Living Wage Program (County Code Chapter 2.201) does not apply to the recommended contract. In accordance with the Chief Administrative Office memorandum dated July 19, 2002, the proposed Contractor has registered on WebVen. County Counsel has approved the contract as to form. CONTRACTING PROCESS The proposed contract is recommended on a sole source basis (Attachment II) consistent with County policies. Due to the unique nature of the service delivery and the target population, the InsideOUT Writers were specifically identified in the Comprehensive Multi-Agency Juvenile Justice Plan (Plan) approved by your Board on March 7, 2001. The InsideOUT Writers initiated the program in May 1999 at Central Juvenile Hall, and expanded the contract to all three juvenile halls under the JJCPA program. As stated in the Plan, this agency has the resources available to provide the required services and comply with the Plan’s reporting mandates. IMPACT ON CURRENT SERVICES (OR PROJECTS) The current contract expires on June 30, 2011. The proposed sole source contract will allow services under the existing program to continue. The Honorable Board of Supervisors 4/19/2011 Page 4 Respectfully submitted, DONALD H. BLEVINS Chief Probation Officer DHB:TH:DS:gk Enclosures c: Executive Office, Board of Supervisors County Counsel Chief Executive Office ATTACHMENT I CONTRACT BY AND BETWEEN COUNTY OF LOS ANGELES PROBATION DEPARTMENT AND INSIDEOUT WRITERS, INC. TO PROVIDE WRITING PROGRAM FOR YOUTH AT PROBATION JUVENILE HALLS UNDER THE JUVENILE JUSTICE CRIME PREVENTION ACT (JJCPA) JULY 1, 2011 – JUNE 30, 2012 CONTRACT NO.: _________________ CONTRACT PROVISIONS TABLE OF CONTENTS PARAGRAPH TITLE PAGE RECITALS ...................................................................................................................... 1 PREAMBLE .................................................................................................................... 1 1.0 APPLICABLE DOCUMENTS............................................................................... 4 2.0 DEFINITIONS....................................................................................................... 5 3.0 WORK .................................................................................................................. 6 4.0 TERM OF CONTRACT ........................................................................................ 6 5.0 CONTRACT SUM ................................................................................................ 7 6.0 ADMINISTRATION OF CONTRACT - COUNTY ................................................. 9 6.1 COUNTY’S CONTRACT MANAGER ........................................................... 9 6.2 COUNTY’S PROGRAM MANAGER............................................................. 9 6.3 COUNTY’S CONTRACT MONITOR .......................................................... 10 7.0 ADMINISTRATION OF CONTRACT - CONTRACTOR..................................... 10 7.1 CONTRACTOR’S PROJECT DIRECTOR.................................................. 10 7.2 APPROVAL OF CONTRACTOR’S STAFF ................................................ 10 7.3 CONTRACTOR’S STAFF IDENTIFICATION ............................................. 11 7.4 BACKGROUND AND SECURITY INVESTIGATIONS ............................... 12 7.5 CONFIDENTIALITY.................................................................................... 13 7.6 NEPOTISM ................................................................................................ 14 8.0 STANDARD TERMS AND CONDITIONS.......................................................... 14 8.1 AMENDMENTS .......................................................................................... 14 8.2 ASSIGNMENT AND DELEGATION ........................................................... 15 8.3 AUTHORIZATION WARRANTY................................................................. 16 8.4 BUDGET REDUCTIONS............................................................................ 16 8.5 COMPLAINTS ............................................................................................ 16 8.6 COMPLIANCE WITH APPLICABLE LAW .................................................. 17 8.7 COMPLIANCE WITH CIVIL RIGHTS LAWS .............................................. 18 8.8 COMPLIANCE WITH THE COUNTY’S JURY SERVICE PROGRAM........ 18 8.9 CONFLICT OF INTEREST ......................................................................... 20 8.10 CONSIDERATION OF HIRING COUNTY EMPLOYEES TARGETED FOR LAYOFF/OR RE-EMPLOYMENT LIST .............................................. 20 Writing Program Page i CONTRACT PROVISIONS TABLE OF CONTENTS PARAGRAPH TITLE PAGE 8.11 CONSIDERATION OF HIRING GAIN/GROW PROGRAM PARTICIPANTS ......................................................................................... 20 8.12 CONTRACTOR RESPONSIBILITY AND DEBARMENT............................ 21 8.13 CONTRACTOR’S ACKNOWLEDGEMENT OF COUNTY’S COMMITMENT TO THE SAFELY SURRENDERED BABY LAW .............. 23 8.14 CONTRACTOR’S WARRANTY OF ADHERENCE TO COUNTY’S CHILD SUPPORT COMPLIANCE PROGRAM .......................................... 24 8.15 COUNTY’S QUALITY ASSURANCE PLAN ............................................... 24 8.16 DAMAGE TO COUNTY FACILITIES, BUILDINGS OR GROUNDS ........... 24 8.17 EMPLOYMENT ELIGIBILITY VERIFICATION ........................................... 25 8.18 FACSIMILE REPRESENTATIONS ............................................................ 25 8.19 FAIR LABOR STANDARDS ....................................................................... 26 8.20 FORCE MAJEURE..................................................................................... 26 8.21 GOVERNING LAW, JURISDICTION, AND VENUE ................................... 26 8.22 INDEPENDENT CONTRACTOR STATUS ................................................ 27 8.23 INDEMNIFICATION.................................................................................... 28 8.24 GENERAL INSURANCE REQUIREMENTS .............................................. 28 8.25 INSURANCE COVERAGE REQUIREMENTS ........................................... 32 8.26 LIQUIDATED DAMAGES ........................................................................... 33 8.27 MOST FAVORED PUBLIC ENTITY ........................................................... 34 8.28 NONDISCRIMINATION AND AFFIRMATIVE ACTION .............................. 35 8.29 NON EXCLUSIVITY ................................................................................... 36 8.30 NOTICE OF DELAYS................................................................................. 36 8.31 NOTICE OF DISPUTES ............................................................................. 36 8.32 NOTICE TO EMPLOYEES REGARDING THE FEDERAL EARNED INCOME CREDIT....................................................................................... 36 8.33 NOTICE TO EMPLOYEES REGARDING THE SAFELY SURRENDERED BABY LAW..................................................................... 37 8.34 NOTICES ................................................................................................... 37 8.35 PROHIBITION AGAINST INDUCEMENT OR PERSUASION .................... 37 8.36 PUBLIC RECORDS ACT ........................................................................... 37 Writing Program Page ii CONTRACT PROVISIONS TABLE OF CONTENTS PARAGRAPH TITLE PAGE 8.37 PUBLICITY ................................................................................................. 38 8.38 RECORD RETENTION AND INSPECTION/AUDIT SETTLEMENT........... 38 8.39 RECYCLED BOND PAPER ....................................................................... 40 8.40 SUBCONTRACTING.................................................................................. 40 8.41 TERMINATION FOR BREACH OF WARRANTY TO MAINTAIN COMPLIANCE WITH COUNTY’S CHILD SUPPORT COMPLIANCE PROGRAM ................................................................................................. 41 8.42 TERMINATION FOR CONVENIENCE ....................................................... 42 8.43 TERMINATION FOR DEFAULT ................................................................. 42 8.44 TERMINATION FOR IMPROPER CONSIDERATION ............................... 44 8.45 TERMINATION FOR INSOLVENCY .......................................................... 44 8.46 TERMINATION FOR NON-ADHERENCE OF COUNTY LOBBYIST ORDINANCE .............................................................................................. 45 8.47 TERMINATION FOR NON-APPROPRIATION OF FUNDS ....................... 45 8.48 VALIDITY ................................................................................................... 45 8.49 WAIVER ..................................................................................................... 45 8.50 WARRANTY AGAINST CONTINGENT FEES ........................................... 46 8.51 WARRANTY OF COMPLIANCE WITH COUNTY’S DEFAULTED PROPERTY TAX REDUCTION PROGRAM .............................................. 46 8.52 TERMINATION FOR BREACH OF WARRANTY TO MAINTAIN COMPLIANCE WITH COUNTY’S DEFAULTED PROPERTY TAX REDUCTION PROGRAM........................................................................... 46 9.0 UNIQUE TERMS AND CONDITIONS................................................................ 46 9.1 THIS SECTION IS INTENTIONALLY OMITTED ........................................ 46 9.2 CONTRACTOR’S OBLIGATIONS AS A “BUSINESS ASSOCIATE” UNDER THE HEALTH INSURANCE PORTABILITY & ACCOUNTABILITY ACT OF 1996 (HIPAA) AND THE HEALTH INFORMATION TECHNOLOGY FOR ECONOMIC AND CLINICAL HEALTH ACT (HITECH)...................... 47 9.3 THIS SECTION IS INTENTIONALLY OMITTED ........................................ 47 Writing Program Page iii CONTRACT PROVISIONS TABLE OF CONTENTS PARAGRAPH TITLE PAGE 9.4 THIS SECTION IS INTENTIONALLY OMITTED ........................................ 47 9.5 THIS SECTION IS INTENTIONALLY OMITTED ........................................ 47 9.6 CONTRACTOR’S CHARITABLE ACTIVITIES COMPLIANCE .................. 47 9.7 THIS SECTION IS INTENTIONALLY OMITTED ........................................ 47 9.8 SEXUAL HARASSMENT/DISCRIMINATION/RETALIATION TRAINING .. 47 SIGNATURES ............................................................................................................... 49 Writing Program Page iv CONTRACT PROVISIONS TABLE OF CONTENTS PARAGRAPH TITLE PAGE STANDARD EXHIBITS A STATEMENT OF WORK .............................................................................. 50 B CONTRACTOR’S BUDGET ......................................................................... 64 C INTENTIONALLY OMITTED ......................................................................... 65 D CONTRACTOR’S EEO CERTIFICATION..................................................... 66 E COUNTY’S ADMINISTRATION .................................................................... 67 F CONTRACTOR’S ADMINISTRATION .......................................................... 68 G EMPLOYEE’S ACKNOWLEDGMENT OF EMPLOYER................................ 69 G1 CONTRACTOR ACKNOWLEDGMENT AND CONFIDENTIALITY AGREEMENT .................................................................................... 70 G2 CONTRACTOR EMPLOYEE ACKNOWLEDGMENT AND CONFIDENTIALITY AGREEMENT.................................................... 71 G3 CONTRACTOR NON-EMPLOYEE ACKNOWLEDGEMENT AND CONFIDENTIALITY AGREEMENT .................................................... 72 H JURY SERVICE ORDINANCE...................................................................... 73 I SAFELY SURRENDERED BABY LAW................................................................ 76 J CONTRACTOR’S OBLIGATIONS AS A “BUSINESS ASSOCIATE” UNDER THE HEALTH INSURANCE PORTABILITY & ACCOUNTABILITY ACT OF 1996 (HIPAA) AND THE HEALTH INFORMATION TECHNOLOGY FOR ECONOMIC AND CLINICAL HEALTH ACT (HITECH) ........................ 81 K CHARITABLE CONTRIBUTIONS CERTIFICATION..................................... 92 L PERFORMANCE REQUIREMENTS SUMMARY (PRS) CHART ................. 93 M IRS NOTICE 1015......................................................................................... 97 N CONFIDENTIALITY OF CORI INFORMATION ............................................ 98 O BACKGROUND FORMS............................................................................... 99 P SEXUAL HARASSMENT POLICY .............................................................. 102 P1 SEXUAL HARASSMENT/DISCRIMINATION/RETALIATION PROHIBITED FORM........................................................................... 105 Q DEFAULTED PROPERTY TAX REDUCTION PROGRAM/FORM ............. 106 Writing Program Page v CONTRACT BETWEEN COUNTY OF LOS ANGELES PROBATION DEPARTMENT AND INSIDEOUT WRITERS, INC. TO PROVIDE WRITING PROGRAM FOR YOUTH AT PROBATION JUVENILE HALLS This Contract and Exhibits made and entered into this ____ day of _____________, 2011 by and between the County of Los Angeles, hereinafter referred to as COUNTY and InsideOUT Writers, Inc., hereinafter referred to as CONTRACTOR. InsideOUT Writers, Inc. is located at 1680 N. Vine Street, Suite 614, Hollywood, CA 90028. RECITALS WHEREAS, the County of Los Angeles Probation Department desires to select a qualified CONTRACTOR to provide a writing program for youth ages 11 to 18 years old, who have been found unfit for juvenile court and who are subject to long term detention in Juvenile Halls; and WHEREAS, the writing program will be funded under the Juvenile Justice Crime Prevention Act (JJCPA); and WHEREAS, the COUNTY through its Probation Officer, is authorized to contract under California Governmental Code Section 31000; and WHEREAS, the CONTRACTOR is duly qualified to engage in the business of providing a writing program as set forth hereunder and warrants that it possesses the licenses, competence, experience, preparation, organization, staffing and facilities to provide services as described in this contract; NOW THEREFORE, in consideration of the mutual covenants herein set forth and the mutual benefits to be derived therefrom, the parties agree as follows: PREAMBLE For over a decade, the COUNTY has collaborated with its community partners to enhance the capacity of the health and human services system to improve the lives of children and families. These efforts require, as a fundamental expectation, that the COUNTY’S contracting partners share the COUNTY and community’s commitment to provide health and human services that support achievement of the COUNTY’S vision, Writing Program Page 1 goals, values, and adopted outcomes. Key to these efforts is the integration of service delivery systems and the adoption of the Customer Service and Satisfaction Standards. The County of Los Angeles’ Vision is to improve the quality of life in the COUNTY by providing responsive, efficient, and high quality public services that promote the selfsufficiency, well-being and prosperity of individuals, families, business and communities. This philosophy of teamwork and collaboration is anchored in the shared values of: Responsiveness Professionalism Accountability Compassion Integrity Commitment A Can-Do Attitude Respect for Diversity These shared values are encompassed in the COUNTY Mission to enrich lives through effective and caring service and the COUNTY Strategic Plan’s eight goals: 1) Service Excellence; 2) Workforce Excellence; 3) Organizational Effectiveness; 4) Fiscal Responsibility; 5) Children and Families’ Well-Being; 6) Community Services; 7) Health and Mental Health; and 8) Public Safety. Improving the well being of children and families requires coordination, collaboration, and integration of services across functional and jurisdictional boundaries, by and between COUNTY departments/agencies, and community and contracting partners. The basic conditions that represent the well being we seek for all children and families in Los Angeles County are delineated in the following five outcomes, adopted by the Board of Supervisors in January 1993. Good Health; Economic Well-Being; Safety and Survival; Emotional and Social Well-Being; and Education and Workforce Readiness. Recognizing no single strategy - in isolation - can achieve the COUNTY’S outcomes of well-being for children and families, consensus has emerged among COUNTY and community leaders that making substantial improvements in integrating the COUNTY’S health and human services system is necessary to significantly move toward achieving these outcomes. The COUNTY has also established the following values and goals for guiding this effort to integrate the health and human services delivery system: D Families are treated with respect in every encounter they have with the health, educational, and social services systems. D Families can easily access a broad range of services to address their needs, build on their strengths, and achieve their goals. D There is no “wrong door”: wherever a family enters the system is the right place. D Families receive services tailored to their unique situations and needs. Writing Program Page 2 D Service providers and advocates involve families in the process of determining service plans, and proactively provide families with coordinated and comprehensive information, services, and resources. D The COUNTY service system is flexible, able to respond to service demands for both the Countywide population and specific population groups. D The COUNTY service system acts to strengthen communities, recognizing that just as individuals live in families, families live in communities. D In supporting families and communities, COUNTY agencies work seamlessly with public and private service providers, community-based organizations, and other community partners. D COUNTY agencies and their partners work together seamlessly to demonstrate substantial progress towards making the system more strength-based, familyfocused, culturally-competent, accessible, user-friendly, responsive, cohesive, efficient, professional, and accountable. D COUNTY agencies and their partners focus on administrative and operational enhancements to optimize the sharing of information, resources, and best practices while also protecting the privacy rights of families. D COUNTY agencies and their partners pursue multi-disciplinary service delivery, a single service plan, staff development opportunities, infrastructure enhancements, customer service and satisfaction evaluation, and revenue maximization. D COUNTY agencies and their partners create incentives to reinforce the direction toward service integration and a seamless service delivery system. D The COUNTY human service system embraces a commitment to the disciplined pursuit of results accountability across systems. Specifically, any strategy designed to improve the COUNTY human services system for children and families should ultimately be judged by whether it helps achieve the COUNTY’S five outcomes for children and families: good health, economic well-being, safety and survival, emotional and social well-being, and education and workforce readiness. The COUNTY, its clients, contracting partners, and the community will continue to work together to develop ways to make COUNTY services more accessible, customer friendly, better integrated, and outcome-focused. Several departments have identified shared themes in their strategic plans for achieving these goals including: making an effort to become more consumer/client-focused; valuing community partnerships and collaborations; emphasizing values and integrity; and using a strengths-based and multi-disciplinary team approach. COUNTY departments are also working to provide the Board of Supervisors and the community with a better understanding of how resources are being utilized, how well services are being provided, and what are the results of the services: is anyone better off? The County of Los Angeles health and human service departments and their partners are working together to achieve the following Customer Service And Satisfaction Standards in support of improving outcomes for children and families. Writing Program Page 3 Personal Service Delivery The service delivery team – staff and volunteers – will treat customers and each other with courtesy, dignity, and respect. Introduce themselves by name Listen carefully and patiently to customers Be responsive to cultural and linguistic needs Explain procedures clearly Build on the strengths of families and communities Service Access Service providers will work proactively to facilitate customer access to services. Provide services as promptly as possible Provide clear directions and service information Outreach to the community and promote available services Involve families in service plan development Follow-up to ensure appropriate delivery of services Service Environment Service providers will deliver services in a clean, safe, and welcoming environment, which supports the effective delivery of services. Ensure a safe environment Ensure a professional atmosphere Display vision, mission, and values statements Provide a clean and comfortable waiting area Ensure privacy Post complaint and appeals procedures The basis for all COUNTY health and human services contracts is the provision of the highest level of quality services that support improved outcomes for children and families. The COUNTY and its contracting partners must work together and share a commitment to achieve a common vision, goals, outcomes, and standards for providing services. 1.0 APPLICABLE DOCUMENTS Exhibits A, B, C, D, E, F, G, G1, G2, G3, H, I, J, K, L, M, N, O, P, P1, and Q are attached to and form a part of this Contract. In the event of any conflict or inconsistency in the definition or interpretation of 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 Contract and then to the Exhibits according to the following priority. Writing Program Page 4 Standard Exhibits: 1.1 1.2 1.3 1.4 1.5 1.6 1.7 1.8 1.9 1.10 1.11 1.12 1.13 1.14 1.15 1.16 1.17 EXHIBIT A EXHIBIT B EXHIBIT C EXHIBIT D EXHIBIT E EXHIBIT F EXHIBIT G EXHIBIT G1 EXHIBIT G2 - Statement of Work Contractor’s Budget Intentionally Omitted Contractor’s EEO Certification County’s Administration Contractor’s Administration Employee’s Acknowledgment of Employer Contractor Acknowledgment and Confidentiality Agreement Contractor Employee Acknowledgment and Confidentiality Agreement EXHIBIT G3 - Contractor Non-Employee Acknowledgment and Confidentiality Agreement EXHIBIT H - Jury Service Ordinance EXHIBIT I Safely Surrendered Baby Law EXHIBIT J Contractor’s Obligations as a “Business Associate” Under the Health Insurance Portability & Accountability Act of 1996 (HIPAA) and the Health Information Technology for Economic and Clinical Health Act (HITECH) EXHIBIT K - Charitable Contributions Certification EXHIBIT L - Performance Requirements Summary (PRS) Chart EXHIBIT M - IRS Notice 1015 EXHIBIT N - Confidentiality of CORI Information EXHIBIT O - Background Forms EXHIBIT P - Sexual Harassment Policy EXHIBIT P1 - Sexual Harassment/Discrimination/Retaliation Prohibited Form EXHIBIT Q - Defaulted Property Tax Reduction Program/Form This Contract, the Exhibits and the CONTRACTOR’S proposal, incorporated herein by reference, dated _____________ hereto constitute 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 sub-paragraph 8.1 - Amendments and signed by both parties. 2.0 DEFINITIONS 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. Writing Program Page 5 3.0 4.0 2.1 Contract: Agreement executed between COUNTY and CONTRACTOR. It sets forth the terms and conditions for the issuance and performance of the Statement of Work, Exhibit A. 2.2 CONTRACTOR: The sole proprietor, partnership, or corporation that has entered into a contract with the COUNTY to perform or execute the work covered by the Statement of Work. 2.3 CONTRACTOR Project Director: The individual designated by the CONTRACTOR to administer the Contract operations after the Contract award. 2.4 COUNTY Contract Monitor: Person with the responsibility to monitor the contract. Responsible for providing reports to COUNTY Contract Manager and COUNTY Program Manager. 2.5 COUNTY Contract Manager: Person designated by COUNTY with authority for COUNTY on contractual or administrative matters relating to this Contract. 2.6 COUNTY Program Manager: Person designated by COUNTY to manage the daily operations under this Contract. 2.7 Day(s): Calendar day(s) unless otherwise specified. 2.8 Fiscal Year: The twelve (12) month period beginning July 1st and ending the following June 30th. 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 in the Exhibit A - Statement of Work. 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. TERM OF CONTRACT 4.1 Writing Program The term of this contract shall be from July 1, 2011 through June 30, 2012. Contingent upon available funding, it may be extended by the Chief Probation Officer and the authorized official of the CONTRACTOR by mutual agreement for up to four (4) additional twelve (12) month periods for a maximum total Contract term of five (5) years. Page 6 5.0 4.2 Contingent upon available funding, the term of the contract may also be extended beyond the stated expiration date on a month-to-month basis, for a period of time not to exceed six (6) months, upon the written request of the Chief Probation Officer and the written concurrence of CONTRACTOR. All terms of the contract in effect at the time of extending the term shall remain in effect for the duration of the extension. 4.3 The CONTRACTOR shall notify Probation Department when this Contract is within six (6) months from the expiration of the term as provided for hereinabove. Upon occurrence of this event, the CONTRACTOR shall send written notification to Probation Department at the address herein provided in Exhibit E - County’s Administration. CONTRACT SUM 5. 1 The contract fee under the terms of this contract shall be the total monetary amount payable by COUNTY to the CONTRACTOR for supplying all services specified under this contract. The total sum, inclusive of all applicable taxes shall not exceed $192,021 for the initial period of July 1, 2011 through June 30, 2012. Notwithstanding said limitation of funds, CONTRACTOR agrees to satisfactorily perform and complete all work specified herein. For subsequent 12-month contract terms, the total sum inclusive of all applicable taxes shall not exceed $192,021. CONTRACTOR shall be paid monthly in arrears at the rate of $16,002 for work performed and for supplying the services specified herein. Deductions for performance variance in favor of COUNTY shall be applied against the monthly charges and shall be calculated upon the formula set forth in Exhibit L. 5.2 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 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 occur only with the COUNTY’S express prior written approval. 5.3 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 authorization under this Contract. Upon occurrence of this event, the CONTRACTOR shall send written notification to Probation Department at the address herein provided in Exhibit E - County’s Administration. Writing Program Page 7 5.4 No Payment for Services Provided Following Expiration/Termination of Contract 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. 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 – Contractor’s Budget, 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 – Contractor’s Budget. 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 5th calendar day of the month following the month of service. 5.5.5 All invoices under this Contract shall be submitted in two (2) copies to the following address: Larry Rubin, County Program Manager County of Los Angeles Probation Department 9150 East Imperial Highway, Room N-74 Downey, CA 90242 Writing Program Page 8 5.5.6 County Approval of Invoices All invoices submitted by the CONTRACTOR for payment must have the written approval of the COUNTY’S Program 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, and in no instance will such approval take more that two (2) weeks from receipts of properly prepared invoices by the COUNTY. 6.0 ADMINISTRATION OF CONTRACT - COUNTY COUNTY ADMINISTRATION A listing of all COUNTY Administration referenced in the following sub-paragraphs are designated in Exhibit E - County’s Administration. The COUNTY shall notify the CONTRACTOR in writing of any change in the names or addresses shown. 6.1 COUNTY’S CONTRACT MANAGER The responsibilities of the COUNTY’S Contract Manager include: 6.2 ensuring that the objectives of this Contract are met; and making changes in the terms and conditions of this Contract in accordance with Sub-paragraph 8.1 - Amendments; and providing direction to the CONTRACTOR in areas relating to COUNTY policy, information, and procedural requirements. COUNTY’S PROGRAM MANAGER The responsibilities of the COUNTY’S Program Manager include: meeting with the CONTRACTOR’S Project Director on a regular basis; and inspecting any and all tasks, deliverables, goods, services, or other work provided by or on behalf of the CONTRACTOR. The COUNTY’S Program 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. Writing Program Page 9 6.3 COUNTY’S CONTRACT MONITOR The COUNTY’S Contract Monitor is responsible for the monitoring of the contract and the CONTRACTOR, also for providing reports to COUNTY’S Contract Manager and COUNTY’S Program Manager. 7.0 ADMINISTRATION OF CONTRACT - CONTRACTOR 7.1 7.2 CONTRACTOR’S PROJECT DIRECTOR 7.1.1 The CONTRACTOR’S Project Director is designated in Exhibit F Contractor’s Administration. The CONTRACTOR shall notify the COUNTY in writing of any change in the name or address of the CONTRACTOR’S Project Director. 7.1.2 The CONTRACTOR’S Project Director shall be responsible for the CONTRACTOR’S day-to-day activities as related to this Contract and shall coordinate with COUNTY’S Program Manager and COUNTY’S Contract Monitor on a regular basis. 7.1.3 The Project Director shall have full authority to act for the CONTRACTOR on all matters relating to the daily operation of the contract. 7.1.4 The Project Director shall be available during normal weekday work hours, 8:00 a.m. to 5:00 p.m., to meet with COUNTY personnel designated by the COUNTY to discuss problem areas. 7.1.5 The Project Director must have a minimum of three (3) years of demonstrated previous experience within the last five (5) years providing the contracted services. The resume must include specific dates that demonstrate experience. 7.1.6 The Project Director and alternate(s) shall be able to read, write, speak, and understand English. APPROVAL OF CONTRACTOR’S STAFF 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 Director. Writing Program Page 10 7.2.1 7.2.2 Other Contractor Personnel 7.2.1.1 The CONTRACTOR shall be responsible for providing qualified staff to fulfill the contracted services. 7.2.1.2 The CONTRACTOR shall ensure that by the first day of employment, all person working on this contract shall have signed an acknowledgement form regarding confidentiality that meets the standards of the Probation Department for COUNTY employees having access to confidential Criminal Offender Record Information (CORI). CONTRACTOR shall retain the original CORI form and forward a copy to COUNTY Program Manager within five (5) business days of start of employment. (Refer to Exhibit N, Confidentiality of CORI Information). Contractor Employee Acceptability The COUNTY reserves the right to preclude the CONTRACTOR from employment or continued employment of any individual. The CONTRACTOR shall be responsible for removing and replacing any employee within twenty-four (24) hours when requested to do so by the COUNTY Program Manager. 7.3 CONTRACTOR’S STAFF IDENTIFICATION All of Contractor’s employees assigned to COUNTY facilities are required to have a County Identification (ID) badge on their person and visible at all times. CONTRACTOR bears all expense of the badging. Writing Program 7.3.1 CONTRACTOR is responsible to ensure that employees have obtained a County ID badge before they are assigned to work in a COUNTY facility. CONTRACTOR personnel may be asked to leave a COUNTY facility by a COUNTY representative if they do not have the proper County ID badge on their person. 7.3.2 CONTRACTOR shall notify the COUNTY within one business day when staff is terminated from working under this Contract. CONTRACTOR shall retrieve and return an employee’s ID badge to the COUNTY on the next business day after the employee has terminated employment with the CONTRACTOR. 7.3.3 If COUNTY requests the removal of CONTRACTOR’S staff, CONTRACTOR shall retrieve and return an employee’s ID badge Page 11 to the COUNTY on the next business day after the employee has been removed from working on the County’s Contract. 7.4 BACKGROUND AND SECURITY INVESTIGATIONS The CONTRACTOR shall be responsible for the ongoing implementation and monitoring of Sub-sections 7.4.1 through 7.4.7. On at least a quarterly basis, CONTRACTOR shall report in writing, monitoring results to COUNTY, indicating compliance or problem areas. Elements of monitoring report shall receive prior written approval from COUNTY. Writing Program 7.4.1 No personnel employed by the CONTRACTOR or Subcontractor for this program having access to Probation information or records shall have a criminal conviction record or pending criminal trial unless such information has been fully disclosed and employment of the employee for this program is approved (in writing) by the Probation Department. 7.4.2 COUNTY reserves the right to conduct a background investigation of CONTRACTOR’S prospective employees prior to employment or assignment to contract duties and further reserves the right to conduct a background investigation of CONTRACTOR’S employees at any time and to bar such employees from working on the contract under appropriate circumstances. 7.4.3 COUNTY reserves the right to preclude the CONTRACTOR from employment or continued employment of any individual for this contract service. 7.4.4 No personnel employed by the CONTRACTOR for this project shall be on active probation or parole currently or within the last three (3) years. 7.4.5 CONTRACTOR and employees of the CONTRACTOR shall be under a continuing obligation to disclose any prior or subsequent criminal conviction record or any pending criminal trial to the Probation Department. 7.4.6 The CONTRACTOR shall submit the names of employees to the Program Manager prior to the employee starting work on this contract. The COUNTY will schedule appointments to conduct background investigation/record checks based on fingerprints of CONTRACTOR’S employees, and further reserves the right to conduct a background investigation of CONTRACTOR’S employees at any time. The CONTRACTOR’S employees shall Page 12 not begin work on this contract before receiving written notification of clearance from COUNTY. 7.4.7 7.5 Because COUNTY is charged by the State for checking the criminal conviction records of CONTRACTOR’S employee; COUNTY will bill CONTRACTOR to recover expense. The current amount is $32.00 per record check, which is subject to change by the State. CONFIDENTIALITY The CONTRACTOR shall be responsible for safeguarding all COUNTY information provided for use by the CONTRACTOR. 7.5.1 The CONTRACTOR shall maintain the confidentiality of all records obtained from the COUNTY under this contract in accordance with all applicable Federal, State, or local laws, ordinances, regulations, and directives relating to confidentiality. The CONTRACTOR shall inform all of its officers, employees, agents, and subcontractors providing services hereunder of the confidentiality provisions of this contract. The CONTRACTOR shall cause each employee performing services covered by this contract to sign and adhere to the “Contractor Employee Acknowledgment and Confidentiality Agreement”, Exhibit G2. The CONTRACTOR shall cause each non-employee performing services covered by this Contract to sign and adhere to the “Contractor Non-Employee Acknowledgment and Confidentiality Agreement”, Exhibit G3. 7.5.2 Confidentiality of Adult and Juvenile Records By State law (California Welfare and Institutions Code § 827 and 828, and Penal Code § 1203.05, and 1203.09 and 11140 through 11144) all adult and juvenile records and Probation case information which is in the CONTRACTOR’S care and possession is confidential and no information related to anyone except those authorized employees of the Los Angeles County Probation Department and law enforcement agencies. 7.5.3 Writing Program Employees of CONTRACTOR shall be given copies of all cited code sections, and a form to sign (Refer to Exhibit N, Confidentiality of CORI Information) regarding confidentiality of the information in adult and juvenile records. CONTRACTOR shall retain original CORI forms and forward copies to the Page 13 COUNTY Program Manager within five (5) business days of start of employment. 7.5.4 7.6 Violations: CONTRACTOR agrees to inform all of its employees, agents, subcontractors, and partners of the above provision and that any person knowingly and intentionally violating the provisions of said State law is guilty of a misdemeanor. NEPOTISM CONTRACTOR shall not hire nor permit the hiring of any person in a position funded under this contract if a member of the person’s immediate family is employed in an administrative capacity by the CONTRACTOR. For the purposes of this section, the term “immediate family” means spouse, child, mother, father, brother, sister, brother-in-law, sister-in-law, son-in-law, daughter-in-law, mother-in-law, father-in-law, aunt, uncle, niece, nephew, step-parent, and step-child. The term “administrative capacity” means persons who have overall administrative responsibility for a program including selection, hiring, or supervisory responsibilities. 8.0 STANDARD TERMS AND CONDITIONS 8.1 Writing Program 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 shall be prepared and executed by the CONTRACTOR and by the Chief Probation Officer or his/her designee. 8.1.2 The County’s Board of Supervisors 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 County’s Board of Supervisors or Chief Executive Officer. To implement such changes, an Amendment to the Contract shall be prepared and executed by the CONTRACTOR and by the Chief Probation Officer or his/her designee. 8.1.3 The Chief Probation 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 Page 14 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 the Chief Probation Officer or his/her designee. 8.2 Writing Program ASSIGNMENT AND DELEGATION 8.2.1 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 sub-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 delegate 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. 8.2.2 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. 8.2.3 Any assumption, assignment, delegation, or takeover of any of the CONTRACTOR’S duties, responsibilities, obligations, or performance of same by any 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. Page 15 8.3 AUTHORIZATION WARRANTY 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 all requirements of the CONTRACTOR have been fulfilled to provide such actual authority. 8.4 BUDGET REDUCTIONS 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 The CONTRACTOR shall develop, maintain and operate procedures for receiving, investigating and responding to complaints. Writing Program 8.5.1 Within fifteen (15) business days after 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 The COUNTY will review the CONTRACTOR’S policy and provide the CONTRACTOR with approval of said plan or with requested changes. 8.5.3 If the COUNTY requests changes in the CONTRACTOR’S policy, the CONTRACTOR shall make such changes and resubmit the plan within five (5) business days for COUNTY approval. 8.5.4 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. Page 16 8.6 Writing Program 8.5.5 The CONTRACTOR shall preliminarily investigate all complaints and notify the COUNTY’S Program Manager of the status of the investigation within five (5) business days of receiving the complaint. 8.5.6 When complaints cannot be resolved informally, a system of followthrough shall be instituted which adheres to formal plans for specific actions and strict time deadlines. 8.5.7 Copies of all written responses shall be sent to the COUNTY’S Program Manager within three (3) business days of mailing to the complainant. 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 this Paragraph 8.6 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 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 Page 17 make any admission, in each case, on behalf of COUNTY without COUNTY’S prior written approval. 8.7 COMPLIANCE WITH CIVIL RIGHTS LAWS 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 D 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 sub-paragraph, “CONTRACTOR” means a person, partnership, corporation or other entity which has a contract with the COUNTY or a subcontract with a COUNTY Writing Program Page 18 CONTRACTOR and has received or will receive an aggregate sum of $50,000 or more in any 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 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 long-standing practice that defines the lesser number of hours as full-time. Full-time employees providing short-term, temporary services of 90 days or less within a 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 sub-paragraph. The provisions of this sub-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 sub-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 a period of time consistent with the seriousness of the breach. Writing Program Page 19 8.9 8.10 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 sub-paragraph shall be a material breach of this Contract. CONSIDERATION OF HIRING COUNTY EMPLOYEES TARGETED FOR LAYOFF/OR RE-EMPLOYMENT LIST 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 re-employment list during the life of this Contract. 8.11 CONSIDERATION OF HIRING GAIN/GROW PROGRAM PARTICIPANTS 8.11.1 Writing Program Should the CONTRACTOR require additional or replacement personnel after the effective date of this Contract, the CONTRACTOR shall give consideration for any such employment 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 Page 20 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. 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 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 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 Writing Program Page 21 honesty, or (4) made or submitted a false claim against the COUNTY or any other public entity. 8.12.4 Contractor Hearing Board Writing Program 1. If there is evidence that the CONTRACTOR may be subject to debarment, COUNTY 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. 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 COUNTY shall be provided an opportunity to object to the tentative proposed decision prior to its presentation to the Board of Supervisors. 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. 4. If a CONTRACTOR has been debarred for a period longer than five (5) years, that CONTRACTOR may 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 Page 22 (4) any other reason that is in the best interests of the COUNTY. 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. 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. 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 THE SAFELY SURRENDERED BABY LAW 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 Writing Program Page 23 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 8.15 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 Contract 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). COUNTY’S QUALITY ASSURANCE PLAN The COUNTY or its agent 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. 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 Writing Program The CONTRACTOR shall repair, or cause to be repaired, at its own cost, any and all damage to COUNTY facilities, buildings, or Page 24 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 8.17 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. 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. 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 Sub-paragraph 8.1, 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. Writing Program Page 25 8.19 FAIR LABOR STANDARDS 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 sub-paragraph as "force majeure events"). 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 sub-paragraph, the term “Subcontractor” and “Subcontractors” mean Subcontractors at any tier. 8.20.3 8.21 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. 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 Writing Program Page 26 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 Writing Program 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. 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 As previously instructed in Sub-paragraph 7.5 - Confidentiality, the CONTRACTOR shall cause each employee performing services covered by this Contract to sign and adhere to the “Contractor Employee Acknowledgment and Confidentiality Agreement”, Exhibit G2. The CONTRACTOR shall cause each non-employee performing services covered by this Contract to sign and adhere to the “Contractor Non-Employee Acknowledgment and Confidentiality Agreement”, Exhibit G3. Original to be retained on file with CONTRACTOR, a copy is to be sent to COUNTY Program Manager. Page 27 8.23 INDEMNIFICATION The CONTRACTOR shall indemnify, defend and hold harmless the COUNTY, its Special Districts, elected and appointed officers, employees, and agents 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 or connected with the CONTRACTOR’S acts and/or omissions arising from and/or relating to this Contract. 8.24 GENERAL INSURANCE REQUIREMENTS 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 Sections 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. 8.24.1 Evidence of Coverage and Notice to County Writing Program 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 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. Renewal Certificates shall be provided to COUNTY not less than 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. 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 Page 28 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 ($50,000.00) dollars, and list any COUNTY required endorsement forms. Neither the COUNTY’S failure to obtain, nor the COUNTY’S receipt of, or failure to object to a non-complying 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. Certificates and copies of any required endorsements shall be sent to: Gayane Kazaryan, Contract Analyst Los Angeles County Probation Department Contracts & Grants Management Division 9150 East Imperial Highway, Room C-01 Downey, CA 90242 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. 8.24.2 Additional Insured Status and Scope of Coverage The County of Los Angeles, its 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 Writing Program Page 29 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. 8.24.3 Cancellation of Insurance Except in the case of cancellation for non-payment of premium, CONTRACTOR’S insurance policies shall provide, and Certificates shall specify, that COUNTY shall receive not less than thirty (30) days advance written notice by mail of any cancellation of the Required Insurance. Ten (10) days prior notice may be given to COUNTY in event of cancellation for non-payment of premium. 8.24.4 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. 8.24.5 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. 8.24.6 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. 8.24.7 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 Writing Program Page 30 require its insurers to execute any waiver of subrogation endorsements which may be necessary to effect such waiver. 8.24.8 Sub-Contractor Insurance Coverage Requirements CONTRACTOR shall include all Sub-Contractors as insureds under CONTRACTOR’S own policies, or shall provide COUNTY with each Sub-Contractor’s separate evidence of insurance coverage. CONTRACTOR shall be responsible for verifying each Sub-Contractor complies with the Required Insurance provisions herein, and shall require that each Sub-Contractor 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 Sub-Contractor request for modification of the Required Insurance. 8.24.9 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. 8.24.10 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. 8.24.11 Application of Excess Liability Coverage CONTRACTORS may use a combination of primary, and excess insurance policies which provide coverage as broad as (“follow form” over) the underlying primary policies, to satisfy the Required Insurance provisions. 8.24.12 Separation of Insureds All liability policies shall provide cross-liability coverage as would Writing Program Page 31 be afforded by the standard ISO (Insurance Services Office, Inc.) separation of insureds provision with no insured versus insured exclusions or limitations. 8.24.13 Alternative Risk Financing Programs The COUNTY reserves the right to review, and then approve, CONTRACTOR use of self-insurance, risk retention groups, risk 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. 8.24.14 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 REQUIREMENTS 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: Products/Completed Operations Aggregate: Personal and Advertising Injury: Each Occurrence: $2 million $1 million $1 million $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 Writing Program Page 32 scope of coverage equivalent to ISO policy form WC 00 03 01 A) naming the COUNTY as the Alternate Employer, and the endorsement form shall be modified to provide that COUNTY will receive not less than thirty (30) days advance written notice of cancellation of this coverage provision. 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 Sexual Misconduct Liability: Insurance covering actual or alleged claims for sexual misconduct and/or molestation with limits of not less than $2 million per claim and $2 million aggregate, and claims for negligent employment, investigation, supervision, training or retention of, or failure to report to proper authorities, a person(s) who committed any act of abuse, molestation, harassment, mistreatment or maltreatment of a sexual nature. 8.26 LIQUIDATED DAMAGES 8.26.1 If, in the judgment of the Chief Probation Officer, or his/her designee, the CONTRACTOR is deemed to be non-compliant with the terms and obligations assumed hereby, the Chief Probation 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 the COUNTY will be forwarded to the CONTRACTOR by the Chief Probation Officer, or his/her designee, in a written notice describing the reasons for said action. 8.26.2 If the Chief Probation Officer, or his/her designee, determines that there are deficiencies in the performance of this contract that the Chief Probation Officer, or his/her designee, deems are correctable by the CONTRACTOR over a certain time span, the Chief Probation 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 Probation Officer, or his/her designee, may: (a) Writing Program Deduct from the CONTRACTOR’S payment, pro rata, those applicable portions of the Monthly Contract Sum; and/or Page 33 (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, or as specified in the Performance Requirements Summary (PRS) Chart, as defined in Exhibit L, hereunder, 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 CONTRACTOR 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 Sub-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 sub-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 Sub-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. 8.27 MOST FAVORED PUBLIC ENTITY 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. Writing Program Page 34 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 D - 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 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 Subparagraph 8.28 when so requested by the COUNTY. 8.28.7 Writing Program If the COUNTY finds that any provisions of this Sub-paragraph 8.28 have been violated, such violation shall constitute a material Page 35 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 Practices 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 Nothing herein is intended nor shall be construed as creating any exclusive arrangement with the CONTRACTOR. This Contract shall not restrict Probation Department from acquiring similar, equal or like goods and/or services from other entities or sources. 8.30 NOTICE OF DELAYS 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. 8.31 NOTICE OF DISPUTES The CONTRACTOR shall bring to the attention of the COUNTY’S Program Manager any dispute between the COUNTY and the CONTRACTOR regarding the performance of services as stated in this Contract. If the COUNTY’S Program Manager is not able to resolve the dispute, the Chief Probation Officer, or designee shall resolve it. 8.32 NOTICE TO EMPLOYEES REGARDING THE FEDERAL EARNED INCOME CREDIT The CONTRACTOR shall notify its employees, and shall require each Subcontractor to notify its employees, that they may be eligible for the Writing Program Page 36 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 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 of this Contract and is also available on the Internet at www.babysafela.org for printing purposes. 8.34 NOTICES 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 E - County’s Administration and F - Contractor’s Administration. Addresses may be changed by either party giving ten (10) days' prior written notice thereof to the other party. The Chief Probation Officer or his/her designee shall have the authority to issue all notices or demands required or permitted by the COUNTY under this Contract. 8.35 PROHIBITION AGAINST INDUCEMENT OR PERSUASION 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 Writing Program 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 Sub-paragraph 8.38 - Record Retention and Inspection/Audit Settlement of this Contract; as well as those documents which were required to be submitted in response to the Request for Proposals (RFP) used in the solicitation process for this Contract, become the exclusive property of the COUNTY. All such documents become a matter of public record and shall be Page 37 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 8.37 PUBLICITY 8.37.1 8.37.2 8.38 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. 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: The CONTRACTOR shall develop all publicity material in a professional manner; and 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 Program Manager. The COUNTY shall not unreasonably withhold written consent. 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 Sub-paragraph 8.37 shall apply. RECORD RETENTION AND INSPECTION/AUDIT SETTLEMENT The CONTRACTOR shall maintain accurate and complete financial records of its activities and operations relating to this Contract in accordance with Writing Program Page 38 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. Writing Program 8.38.1 In the event that an audit of the CONTRACTOR is conducted specifically regarding this Contract by any Federal or State 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). 8.38.2 Failure on the part of the CONTRACTOR to comply with any of the provisions of this Sub-paragraph 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 may 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 Page 39 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 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 Writing Program 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. 8.40.2 If the CONTRACTOR desires to subcontract, the CONTRACTOR shall provide the following information promptly at the COUNTY’S request: A description of the work to be performed by the Subcontractor; A draft copy of the proposed subcontract; and Other pertinent information and/or certifications requested by the COUNTY. 8.40.3 The CONTRACTOR shall indemnify 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 Page 40 under this Contract. The CONTRACTOR is responsible to notify its Subcontractors of this COUNTY right. 8.40.6 The COUNTY’S Contract Manager 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. The CONTRACTOR shall ensure delivery of all such documents to: Gayane Kazaryan, Contract Analyst Los Angeles County Probation Department Contracts & Grants Management Division 9150 East Imperial Highway, Room C-01 Downey, CA 90242 before any Subcontractor employee may perform any work hereunder. 8.41 TERMINATION FOR BREACH OF WARRANTY TO MAINTAIN COMPLIANCE WITH COUNTY’S CHILD SUPPORT COMPLIANCE PROGRAM Failure of the CONTRACTOR to maintain compliance with the requirements set forth in Sub-paragraph 8.14 - Contractor’s Warranty of Adherence to County’s Child Support Compliance Program, shall constitute a default by the CONTRACTOR 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 Sub-paragraph 8.43 Termination for Default and pursue debarment of the CONTRACTOR, pursuant to County Code Chapter 2.202. Writing Program Page 41 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: 8.42.3 8.43 Stop work under this Contract on the date and to the extent specified in such notice, and Complete performance of such part of the work as shall not have been terminated by such notice. 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 accordance with Sub-paragraph 8.38, Record Retention And Inspection/Audit Settlement. TERMINATION FOR DEFAULT 8.43.1 Writing Program 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 Contract Manager: CONTRACTOR has materially breached this Contract; or CONTRACTOR fails to timely provide and/or satisfactorily perform any task, deliverable, service, or other work required either under this Contract; or 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. Page 42 Writing Program 8.43.2 In the event that the COUNTY terminates this Contract in whole or in part as provided in Sub-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 subparagraph. 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 Sub-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 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 sub-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 this Sub-paragraph 8.43, it is determined by the COUNTY that the CONTRACTOR was not in default under the provisions of this Sub-paragraph 8.43, or that the default was excusable under the provisions of Sub-paragraph 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 Sub-paragraph 8.42 Termination for Convenience. 8.43.5 The rights and remedies of the COUNTY provided in this Subparagraph 8.43 shall not be exclusive and are in addition to any other rights and remedies provided by law or under this Contract. Page 43 8.44 8.45 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 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, service, the provision of travel or entertainment, or tangible gifts. TERMINATION FOR INSOLVENCY 8.45.1 Writing Program The COUNTY may terminate this Contract forthwith in the event of the occurrence of any of the following: 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; The filing of a voluntary or involuntary petition regarding the CONTRACTOR under the Federal Bankruptcy Code; The appointment of CONTRACTOR; or The execution by the CONTRACTOR of a general assignment a Receiver or Trustee for the Page 44 for the benefit of creditors. 8.45.2 8.46 The rights and remedies of the COUNTY provided in this Subparagraph 8.45 shall not be exclusive and are in addition to any other rights and remedies provided by law or under this Contract. TERMINATION FOR NON-ADHERENCE OF COUNTY LOBBYIST ORDINANCE 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. 8.47 TERMINATION FOR NON-APPROPRIATION OF FUNDS 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 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 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 Sub-paragraph 8.49 shall not be exclusive and are in addition to any other rights and remedies provided by law or under this Contract. Writing Program Page 45 8.50 8.51 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 full amount of such commission, percentage, brokerage, or contingent fee. WARRANTY OF COMPLIANCE WITH PROPERTY TAX REDUCTION PROGRAM COUNTY’S DEFAULTED 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 (Exhibit Q). 8.52 TERMINATION FOR BREACH OF WARRANTY TO MAINTAIN COMPLIANCE WITH COUNTY’S DEFAULTED PROPERTY TAX REDUCTION PROGRAM Failure of CONTRACTOR to maintain compliance with the requirements set forth in Sub-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 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 (Exhibit Q). 9.0 UNIQUE TERMS AND CONDITIONS 9.1 Writing Program THIS SECTION IS INTENTIONALLY OMITTED Page 46 9.2 CONTRACTOR’S OBLIGATIONS AS A “BUSINESS ASSOCIATE” UNDER THE HEALTH INSURANCE PORTABILITY & ACCOUNTABILITY ACT OF 1996 (HIPAA) AND THE HEALTH INFORMATION TECHNOLOGY FOR ECONOMIC AND CLINICAL HEALTH ACT (HITECH) The COUNTY is subject to the Administrative Simplification requirements of the Health Insurance Portability and Accountability Act of 1996 (HIPAA). Under this Contract, the CONTRACTOR provides services to the COUNTY and the CONTRACTOR receives, has access to, and/or creates Protected Health Information as defined in Exhibit J in order to provide those services. The COUNTY and the CONTRACTOR therefore agree to the terms of Exhibit J, Contractor’s Obligations As a “Business Associate” Under The Health Insurance Portability & Accountability Act of 1996 (HIPAA) and the Health Information Technology for Economic and Clinical Health Act (HITECH). 9.3 THIS SECTION IS INTENTIONALLY OMITTED 9.4 THIS SECTION IS INTENTIONALLY OMITTED 9.5 THIS SECTION IS INTENTIONALLY OMITTED 9.6 CONTRACTOR’S CHARITABLE ACTIVITIES COMPLIANCE The Supervision of Trustees and Fundraisers for Charitable Purposes Act regulates entities receiving or raising charitable contributions. The “Nonprofit Integrity Act of 2004” (SB 1262, Chapter 919) increased Charitable Purposes Act requirements. By requiring CONTRACTORS to complete the Charitable Contributions Certification - Exhibit K, the COUNTY seeks to ensure that all COUNTY CONTRACTORS which receive or raise charitable contributions comply with California law in order to protect the COUNTY and its taxpayers. A CONTRACTOR which receives or raises charitable contributions without complying with its obligations under California law commits a material breach subjecting it to either contract termination or debarment proceedings or both. (County Code Chapter 2.202) 9.7 THIS SECTION IS INTENTIONALLY OMITTED 9.8 SEXUAL HARASSMENT/DISCRIMINATION/RETALIATION TRAINING 9.8.1 CONTRACTOR shall provide training to their employees on sexual harassment, discrimination, and retaliation. This training shall be comparable to that provided by the County of Los Angeles Writing Program Page 47 Probation Department to its own staff based upon County Code Section 5.09. (Exhibit P) 9.8.2 CONTRACTOR shall provide County of Los Angeles Probation Department with a Certified Document (Sexual Harassment/ Discrimination/Retaliation Prohibited Form, Exhibit P1) noting that each individual employee has received the requisite training and has acknowledged in writing that he/she received the training and is familiar with the policies and reporting procedures. Such confirmation documentation will be required from the CONTRACTOR before the CONTRACTOR may place an employee at the County of Los Angeles Probation Department. / / / / / / / / / / / / / / / / / Writing Program Page 48 IN WITNESS WHEREOF, the parties by their duly authorized signatures, have caused this contract to become effective on the day, month, and year first above written. COUNTY OF LOS ANGELES PROBATION DEPARTMENT By _________________________________ DONALD H. BLEVINS CHIEF PROBATION OFFICER _________________ DATE INSIDEOUT WRITERS, INC. By_________________________________ ___________________________________ Name (Typed or Printed) ___________________________________ Title ________________ Date APPROVED AS TO FORM: ANDREA SHERIDAN ORDIN COUNTY COUNSEL By ____________________________ Gordon W. Trask Principal Deputy County Counsel Writing Program Page 49 EXHIBIT A STATEMENT OF WORK Writing Program Page 50 TABLE OF CONTENTS SECTION 1.0 2.0 3.0 4.0 5.0 6.0 7.0 8.0 9.0 Writing Program TITLE PAGE SCOPE OF WORK ................................................................................ 52 SPECIFIC TASKS ................................................................................. 52 QUALITY CONTROL PLAN.................................................................... 55 QUALITY ASSURANCE PLAN............................................................... 56 DEFINITIONS ......................................................................................... 56 RESPONSIBILITIES ............................................................................... 58 COUNTY 6.1 Personnel..................................................................................... 58 6.2 Furnished Items ........................................................................... 58 CONTRACTOR 6.3 Project Director ............................................................................ 59 6.4 Other Contractor Personnel .........................................................59 6.5 Contractor Furnished Items.......................................................... 61 6.6 Contractor’s Office ....................................................................... 61 HOURS/DAYS OF WORK ...................................................................... 61 UNSCHEDULED WORK ........................................................................ 61 PERFORMANCE REQUIREMENTS SUMMARY.......................................62 Page 51 EXHIBIT A STATEMENT OF WORK (SOW) 1.0 SCOPE OF WORK 1.1 CONTRACTOR shall provide fourteen (14) professional writers and two (2) substitute teachers to teach classes. Writing teachers assigned to Central Juvenile Hall, Los Padrinos Juvenile Hall, or Barry J. Nidorf Juvenile Hall shall be assigned to work in different units. CONTRACTOR shall conduct writing classes every Saturday morning, and in the evenings one night per week at each of the three halls. Classes shall last approximately hour and half (1 ½) to two (2) hours. Writing classes shall consist of no more than twelve (12) youth in a class at a time. Youth shall join these writing classes on a volunteer basis and classes shall be available to all high risk offenders who can read and write. If more than twelve (12) youth wish to participate in the writing class, CONTRACTOR shall start another writing class for those students if CONTRACTOR has the resources. 1.1.2 The InsideOUT Writers Program is designed to 1) improve students’ Scope performance by improving their reading and writing skills; 2) teach students to communicate through writing and speaking, rather than through violent behavior; 3) use the writing as a means of prevention and 4) improve interpersonal skills. 2.0 SPECIFIC TASKS 2.1 To meet the stated outcome goals and objectives, CONTRACTOR shall provide the InsideOUT Writing Program for youth, 11 to 18 years old, who have been found unfit for juvenile court or who are subject to long term detention in juvenile halls. Services to be provided shall include, but not be limited to, the following: Writing Program 2.1.1 CONTRACTOR shall provide fourteen (14) professional writers and two (2) substitute teachers to teach classes. Writing teachers assigned to Central Juvenile Hall, Los Padrinos Juvenile Hall, or Barry J. Nidorf Juvenile Hall shall be assigned to work in different units. 2.1.2 CONTRACTOR shall conduct writing classes every Saturday morning, these classes shall last approximately hour and half (1 ½) to two (2) hours. CONTRACTOR shall also provide one evening class at each of the juvenile halls. 2.1.3 Writing classes shall consist of no more than twelve (12) youth in a class at a time. Youth shall join these writing classes on a Page 52 volunteer basis and classes shall be available to all high risk offenders who can read and write. 2.1.4 CONTRACTOR shall provide additional writing classes if more than twelve (12) youth wish to participate in a writing class at any one time if the CONTRACTOR has the resources. 2.1.5 CONTRACTOR shall provide questionnaires to youth to evaluate youth’s progress. 2.1.6 CONTRACTOR shall host four (4) retreats total annually for the youth. The retreats shall rotate between Central Juvenile Hall, Los Padrinos Juvenile Hall, and Barry J. Nidorf Juvenile Hall. 2.1.7 CONTRACTOR shall collect material for a book of writings. 2.1.8 CONTRACTOR shall collect, record, and evaluate youth’s writings to determine the youth’s progress. 2.1.9 CONTRACTOR shall have an editor to oversee the publication of the InsideOUT newsletter. 2.1.10 CONTRACTOR shall begin publication of the InsideOUT quarterly newsletter, to be distributed among students in the program and in the community. 2.1.11 CONTRACTOR shall provide a program where participants may be eligible to receive high school credit toward graduation. 2.2 All changes must be made in accordance with sub-paragraph 8.1 Amendments of the Contract. 2.3 ADDITIONAL REQUIREMENTS CONTRACTOR shall attend meetings and provide monthly reports as part of the services listed above as follows: 2.3.1 Meetings CONTRACTOR shall attend or accommodate quarterly Juvenile Justice Coordinating Council (JJCC), monthly Program Manager meetings, and ad-hoc meetings requested by COUNTY representatives. COUNTY will make every effort to provide reasonable prior notice. 2.3.2 Monthly Reports CONTRACTOR shall produce at the end of each month informational reports that indicate the level and type of services Writing Program Page 53 rendered for COUNTY. Report format and content is subject to final COUNTY review and approval. CONTRACTOR shall input data into any Probation automated system, including the CBO Tracking System, as required by COUNTY. Data shall be inputted by CONTRACTOR within the timelines specified by COUNTY. CONTRACTOR shall provide COUNTY, upon request, with data relative to the program performance, as required under JJCPA. 2.4 To meet the stated goals of the program, CONTRACTOR shall maintain professional staff with appropriate experience with a minimum of three (3) years experience working with high risk offenders who will: 2.4.1 Be assessed annually on service delivery skills. Assessments will be documented and made available to COUNTY. 2.4.2 Receive regular supervision relevant to the services they are expected to provide. 2.4.3 Receive proper training in the theory and practice of interventions employed by the CONTRACTOR’S program and as approved by COUNTY. 2.4.4 Receive and be familiar with CONTRACTOR’S ethical guidelines or code of ethics for staff. Guidelines shall guide staff interactions with participants, ensure that staff understands their roles, and establish appropriate boundaries with clients. 2.5 CONTRACTOR shall hold bi-monthly staff meetings that will include discussions regarding procedural matters such as, but not limited to, new intakes, case reviews, and programming issues. Minutes of the meetings shall be retained by CONTRACTOR through the contract term and made available for COUNTY audits. 2.6 The Project Director assigned to the contract shall: 2.6.1 Hold a Bachelor’s degree in education, criminal justice, administration of justice, psychology, sociology, or a related field. 2.6.2 Have a minimum of three (3) years experience within the last five (5) years providing the contracted services. 2.6.3 Be directly involved in the hiring of staff who will deliver the contracted services. Writing Program Page 54 2.6.4 Be directly involved in supervising the staff responsible for service delivery. This shall include conducting staff meetings, and observing and reviewing/supervising staff. 2.6.5 Maintain documentation demonstrating that the contracted services are self-evaluated on an annual or semi-annual basis through contract term. Maintain documentation of evidence-based practices supporting the CONTRACTOR’S program and service delivery methods. 2.6.6 Participate in COUNTY discussion and/or audits (i.e., CPAI, CPC) intended to identify strengths and weaknesses in the delivery of contracted services. 3.0 QUALITY CONTROL PLAN CONTRACTOR shall establish and maintain a Quality Control Plan to assure that the requirements of the contract are met. An updated copy must be provided to the COUNTY Contract Manager within two (2) weeks of the contract date and as changes occur. The original plan and any future amendments are subject to COUNTY review and approval and shall include, but not limited to, the following: 3.1 An inspection system covering all the services listed in Exhibit L Performance Requirements Summary Chart. It must specify the activities to be inspected on either a scheduled and unscheduled basis, how often inspections will be accomplished, and the title of the individual(s) who will perform the inspection. 3.2 The methods for identifying and preventing deficiencies in the quality of service performed before the level of performance becomes unacceptable. 3.3 A file of all inspections conducted by the CONTRACTOR and, if necessary, the corrective action taken. This documentation shall be submitted with the monthly management narrative report to the COUNTY during the term of the contract as set forth in Contract, Section 8.38 - Record Retention and Inspection/Audit Settlement. 3.4 The methods for ensuring uninterrupted service to Probation Department in the event of a strike of the COUNTY’S or the CONTRACTOR’S employees or any other unusual occurrence (i.e., power loss or natural disaster) which would result in the CONTRACTOR being unable to perform the contracted work. 3.5 The methods for assuring that confidentiality of adult and juvenile record / information is maintained while in the care of CONTRACTOR’S employees. 3.6 The methods for maintaining security of records, and the methods for preventing the loss or destruction of data. Writing Program Page 55 4.0 QUALITY ASSURANCE PLAN COUNTY will evaluate CONTRACTOR’S performance under this contract using the quality assurance procedures specified in Exhibit L - Performance Requirements Summary Chart, or other such procedures as may be necessary to ascertain CONTRACTOR compliance with this contract. 4.1 Performance Evaluation Meetings CONTRACTOR Project Director or his/her alternate shall meet at least weekly with the COUNTY Contract Manager during the first three (3) months of the contract, if COUNTY Contract Manager finds it necessary. However, a meeting will be held whenever a Contract Discrepancy Report (CDR) is issued. A mutual effort will be made to resolve all problems identified. Whenever meetings are held, the written minutes taken by Probation personnel shall be signed by the CONTRACTOR’S Project Director and the COUNTY’S Contract Manager. Should CONTRACTOR not concur with the minutes, CONTRACTOR shall state in writing to the COUNTY Contract Manager within five (5) business days of receipt of the signed minutes any areas wherein CONTRACTOR does not concur. 5.0 4.2 After the first three (3) months of operation, regular performance evaluation meetings shall be monthly in accordance with a mutually agreed upon schedule. 4.3 COUNTY shall have the right to require any personnel assigned to CONTRACTOR who, in the opinion of the COUNTY Contract Manager, is unsatisfactory, will be removed and replaced by CONTRACTOR within twenty-four (24) hours. DEFINITIONS 5.1 Acceptable Quality Level (AQL) – A measure to express the leeway or variance from a standard before Probation Department can apply damages as specified in Exhibit L. An AQL does not imply that the CONTRACTOR may knowingly perform in a defective way. It implies that Probation Department recognizes that defective performance sometimes happens unintentionally. It is required that the CONTRACTOR(S) correct all defects whenever possible. A variance from the AQL can result in credit to Probation Department against the monthly charge for the CONTRACTOR’S service. 5.2 Adult/Juvenile Records – Personal and social history, including criminal information of adult and juvenile offenders. The records include legal documents and other information, which are confidential. The information is not to be discussed with, or disclosed to, unauthorized persons as defined by the Probation Department. Writing Program Page 56 5.3 Contract Discrepancy Report (CDR) – A report prepared by the Quality Assurance Evaluator to inform the CONTRACTOR(S) of the faulty service. The CDR requires a response from the CONTRACTOR(S) explaining the problem and outlining the remedial action being taken to resolve the problem within five (5) business days after receipt of CDR. 5.4 Contract Start Date – The date the CONTRACTOR begins work (start of the basic contract period) in accordance with the terms of the contract. 5.5 CONTRACTOR Project Director – The individual designed by the CONTRACTOR to administer the Contract operations after the contract award. 5.6 COUNTY Contract Manager – Person designed by COUNTY with authority for COUNTY on contractual or administrative matters relating to this Contract. 5.7 COUNTY Contract Monitor – Person with responsibility to monitor the contract. Responsible for providing reports to COUNTY Contract Manager and COUNTY Program Manager. 5.8 COUNTY Program Manager – Person designed by COUNTY to manage the daily operations under this contract. 5.9 Direct Service – Services provided directly to participants. Examples are face-to-face contact with youth and/or families, events, etc. Excluded activities include, but are not limited to, phone calls, drive-time, event or workshop planning, and administrative activities. 5.10 Enforcement – The COUNTY Contract Manager shall be responsible for the enforcement of this contract on behalf of the COUNTY and shall be assisted by those officers and employees of the COUNTY having duties in connection with the administration thereof. In the event the COUNTY commences legal proceedings for the enforcement of this contract of recovery of the premises used herein, the CONTRACTOR agrees to pay any sum, which may be awarded to the COUNTY and the Court for attorney’s fees and costs incurred in the action brought. 5.11 Liquidated Damages – The monetary amount deducted from CONTRACTOR'S payment due to contract non-compliance and/or deficiencies in performance. 5.12 Performance Requirements Summary (PRS) – The statement that identifies the key performance indicators of the contract which will be evaluated by the COUNTY to ensure contract performance standards are met by the CONTRACTOR. (Refer to Exhibit L) Writing Program Page 57 6.0 5.13 Quality Assurance Plan (Surveillance Plan) – The plan developed by Probation Department, specifically to monitor contract compliance with the elements listed in the Performance Requirements Summary (PRS). 5.14 Quality Control Plan – All necessary measures taken by the CONTRACTOR(S) to assure that the quality of service will meet the contract requirements regarding security, accuracy, timeliness, appearance, completeness, consistency and conformity to the requirements set forth in the Statement of Work. 5.15 User Complaint Report (UCR) – A report prepared by Probation personnel in order to inform the Quality Assurance Evaluator of incidents involving faulty performance by the CONTRACTOR. 5.16 Workday – Workdays are Sunday through Saturday. RESPONSIBILITIES The COUNTY’S and the CONTRACTOR’S responsibilities are as follows: COUNTY 6.1 Personnel The COUNTY will administer the Contract according to the Contract, Paragraph 6.0, Administration of Contract – COUNTY. Specific duties will include: 6.2 6.1.1 Monitoring the CONTRACTOR’S performance in the daily operation of this Contract. 6.1.2 Providing direction to the CONTRACTOR in areas relating to COUNTY policy, information, and procedural requirements. 6.1.3 Preparing Change Notices in accordance with the Contract, Paragraph 8.0, Standard Terms and Conditions, Sub-paragraph 8.1 Amendments. Furnished Items COUNTY shall provide CONTRACTOR with no real property and/or equipment necessary to perform the services required by the Statement of Work. Writing Program Page 58 CONTRACTOR 6.3 6.4 Writing Program Project Director 6.3.1 When contract work is being performed at times described above, or when the Project Director cannot and with prior approval of the Contract Manager, qualified individual shall be designated to act for Director. other than be present, an equally the Project 6.3.2 The Project Director shall have full authority to act for the CONTRACTOR on all contact matters relating to the daily operation of this contract. 6.3.3 The Project Director shall be available during normal weekday work hours, 8:00 a.m. to 5:00 p.m., to meet with COUNTY personnel designated by the COUNTY to discuss problem areas. 6.3.4 The Project Director must have a minimum of three (3) years of demonstrated previous experience within the last five (5) years providing the contracted services. 6.3.5 The Project Director and alternate(s) must be able to read, write, speak, and understand English. 6.3.6 COUNTY shall review the qualifications and approve the Project Director and any replacement recommended by CONTRACTOR. Other Contractor Personnel 6.4.1 The CONTRACTOR shall be responsible for providing qualified staff to fulfill the contracted services. COUNTY shall have the right to review and approve potential staff prior to assignment. 6.4.2 All personnel must be able to read, write, spell, speak and understand English. 6.4.3 The CONTRACTOR shall insure that by the first day of employment, all persons working on this contract shall have clearance through the COUNTY live scan fingerprint background and signed an acknowledgement that meets the standards of the Probation Department for COUNTY employees having access to Confidential Criminal Offender Record Information (CORI). CONTRACTOR shall retain original signed CORI form and forward a copy to Contract Manager within five (5) days of start of employment. (Refer to Exhibit N). 6.4.4. CONTRACTOR shall give advance notice to COUNTY’S Contract Manager, in writing ten (10) business days, of any change in CONTRACTOR personnel assigned to perform any work on this Page 59 contract, as well as include the information in the monthly narrative report. 6.4.5 Contractor Employee Acceptability COUNTY reserves the right to preclude the CONTRACTOR from employment or continued employment of any individual. CONTRACTOR shall be reasonable for removing and replacing any employee within twenty-four (24) hours when requested to do so by COUNTY Contract Manager. 6.4.6 Employee Criminal Records, Notice and County Approval CONTRACTOR shall be responsible for the ongoing implementation and monitoring of sub-sections 6.4.6.1 through 6.4.6.7. On at least a quarterly basis, CONTRACTOR shall report in writing, monitoring results to the COUNTY, indicating compliance or problem areas. Elements of monitoring report shall receive prior written approval from COUNTY. Writing Program 6.4.6.1 No personnel employed by the CONTRACTOR or Subcontractor for this program having access to Probation information or records shall have a criminal conviction record or pending criminal trial unless such information has been fully disclosed and employment of the employee for this program is approved (in writing) by the Probation Department. 6.4.6.2 COUNTY reserves the right to conduct a background investigation of CONTRACTOR’S prospective employees prior to employment or assignment to contract duties and further reserves the right to conduct a background investigation of CONTRACTOR’S employees at any time and to bar such employees from working on this contract under appropriate circumstances. 6.4.6.3 COUNTY reserves the right to preclude the CONTRACTOR from employment or continued employment of any individual for this contract service. 6.4.6.4 No personnel employed by the CONTRACTOR for this project shall be on active probation or parole currently or within the last three (3) years. 6.4.6.5 CONTRACTOR and employees of the CONTRACTOR shall be under a continuing obligation to disclose any prior or subsequent criminal conviction record or any pending criminal trial to the Probation Department. Page 60 6.5 6.4.6.6 CONTRACTOR shall submit the names of employees to the COUNTY Program Manager prior to the employee starting work on this contract. The COUNTY will schedule appointments to conduct background investigation/record checks based on fingerprints of CONTRACTOR’S employees, and further reserves the right to conduct a background investigation of CONTRACTOR’S employees at any time. The CONTRACTOR’ employees shall not begin work on this contract before receiving written notification of clearance from COUNTY. 6.4.6.7 Because COUNTY is charged by the State for checking the criminal records of CONTRACTOR’S employees; COUNTY will bill CONTRACTOR to recover expenses. The current amount is $32.00 per record check, which is subject to change by the State. Contractor Furnished Items CONTRACTOR shall furnish all personnel and equipment necessary to perform all services required by the Statement of Work. 6.6 Contractor’s Office CONTRACTOR shall maintain an office with a telephone in the company’s name where CONTRACTOR conducts business. The office shall be staffed during the hours of 8:00 a.m. to 5:00 p.m., Monday through Friday, Pacific Time, by at least one employee who can respond to inquiries and complaints, which may be received about the CONTRACTOR’S performance of the Contract. When the office is closed, an answering service shall be provided to receive calls. The CONTRACTOR shall answer calls received by the answering service within two (2) hours of receipt of the call. 7.0 HOURS/DAYS OF WORK The CONTRACTOR shall be required to provide writing program Monday through Saturday during each of the 12 months. The CONTRACTOR may also be required to provide services on COUNTY recognized holidays. 8.0 UNSCHEDULED WORK CONTRACTOR agrees that any work performed outside the scope of "Statement of Work" or the “Other Contractor Obligations” sections of this document, without the prior written approval of the COUNTY in accordance with Contract, Section 8.1 – Amendments, shall be deemed to be a gratuitous effort on the part of the CONTRACTOR, and the CONTRACTOR shall have no claim therefore against the COUNTY. Writing Program Page 61 9.0 PERFORMANCE REQUIREMENTS SUMMARY 9.1 All listings of services used in the Performance Requirements Summary (PRS) are intended to be completely consistent with the Contract and the Statement of Work (SOW), and are not meant in any case to create, extend, revise, or expand any obligation of CONTRACTOR beyond that defined in the Contract and the SOW. In any case of apparent inconsistency between services as stated in the Contract and the SOW and this PRS, the meaning apparent in the Contract and the SOW will prevail. If any service seems to be created in this PRS which is not clearly and forthrightly set forth in the Contract and the SOW, that apparent service will be null and void and place no requirement on CONTRACTOR. 9.2 A standard level of performance will be required of CONTRACTOR in the areas of employment services. Exhibit L summarizes the required services, performance standards, maximum allowable deviation from the standards, methods of surveillance to be used by the COUNTY, and liquidated damages to be imposed for unacceptable performance. COUNTY will evaluate the CONTRACTOR’S performance under this contract using the quality assurance procedures specified in Exhibit L, or other such procedures as may be necessary to ascertain CONTRACTOR compliance with this contract. Failure of the CONTRACTOR to achieve this standard can result in an assessment of liquidated damages against CONTRACTOR’S monthly payment as determined by COUNTY. 9.3 When the CONTRACTOR’S performance does not conform to the requirements of this Contract, the COUNTY will have the option to apply the following non-performance remedies: 9.3.1 Require CONTRACTOR to implement a formal corrective action plan, subject to approval by the COUNTY. In the plan, the CONTRACTOR must include reasons for the unacceptable performance, specific steps to return performance to an acceptable level, and monitoring methods to prevent recurrence. 9.3.2 Reduce payment to CONTRACTOR by a computed amount based on the assessment fee(s) in the PRS. 9.3.3 Reduce, suspend or cancel this Contract for systematic, deliberate misrepresentations or unacceptable levels of performance. 9.3.4 Failure of the CONTRACTOR to comply with or satisfy the request(s) for improvement of performance or to perform the neglected work specified within ten (10) days shall constitute authorization for the COUNTY to have the service(s) performed by others. The entire cost of such work performed by others as a consequence of the CONTRACTOR’S failure to perform said service(s), as determined by the COUNTY, shall be credited to the COUNTY on the CONTRACTOR’S future invoice. Writing Program Page 62 This section does not preclude the COUNTY’S right to terminate the contract upon ten (10) days written notice with or without cause, as provided for in Contract, Standard Terms and Conditions, Sub-paragraph 8.42, Termination for Convenience. / / / / / / / / / / / / / / / / / / / / / / Writing Program Page 63 EXHIBIT B CONTRACTOR’S BUDGET FOR WRITING PROGRAM AT PROBATION JUVENILE HALLS INSIDEOUT WRITERS, INC. CONTRACT NO: ___________ CONTRACT PERIOD: JULY 1, 2011 – JUNE 30, 2012 (CONTRACTOR MUST SUBMIT A BUDGET NARRATIVE FOR SERVICES BEING PROVIDED TO LOS ANGELES COUNTY PROBATION DEPARTMENT) Writing Program Page 64 EXHIBIT C INTENTIONALLY OMITTED Writing Program Page 65 EXHIBIT D 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 discrimination in all phases of employment. Yes No 2. The Contractor periodically conducts a self analysis or utilization analysis of its work force. Yes No 3. The Contractor has a system for determining if its employment practices are discriminatory against protected groups. Yes No 4. Where problem areas are identified in employment practices, the Contractor has a system for taking reasonable corrective action to include establishment of goal or timetables. Yes No Authorized Official’s Printed Name and Title Authorized Official’s Signature Writing Program Date Page 66 EXHIBIT E COUNTY’S ADMINISTRATION CONTRACTOR’S NAME: InsideOUT Writers, Inc. CONTRACT NO.: ______________ COUNTY’S CONTRACT MANAGER: Name: Title: Address: Telephone: Facsimile E-Mail Address: Tasha Howard Director, Contracts & Grants Management Division 9150 East Imperial Highway, Room B-82 Downey, CA 90242 562-940-2728 562-658-2307 LaTasha.Howard@probation.lacounty.gov COUNTY’S PROGRAM MANAGER: Name: Title: Address: Telephone: Facsimile E-Mail Address: Larry Rubin Director, Detention Services Bureau 9150 East Imperial Highway, Room N-74 Downey, CA 90242 562-940-2523 562-803-3053 Larry.Rubin@probation.lacounty.gov COUNTY’S CONTRACT ANALYST: Name: Title: Address: Telephone: Facsimile E-Mail Address: Gayane Kazaryan Program Analyst 9150 East Imperial Highway, Room C-01 Downey, CA 90242 562-658-4306 562-658-4771 Gayane.Kazaryan@probation.lacounty.gov COUNTY’S CONTRACT MONITOR: Name: Title: Address: Telephone: Facsimile E-Mail Address: Writing Program Sandra Torres Supervising Program Analyst, Contract Monitoring Unit 7639 South Painter Avenue Whittier, CA 90602 562-907-3004 562-464-2831 Sandra.Torres@probation.lacounty.gov Page 67 EXHIBIT F CONTRACTOR’S ADMINISTRATION CONTRACTOR’S NAME: ___________________________________ CONTRACT NO.: _________________ CONTRACTOR’S PROJECT DIRECTOR: 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: Writing Program Page 68 EXHIBIT G EMPLOYEE’S ACKNOWLEDGEMENT OF EMPLOYER I understand that employment. is my sole employer for purposes of this I rely exclusively upon for payment of salary and any and all other benefits payable to me on my behalf during the period of this employment. I understand and agree that I am not an employee of Los Angeles County for any purpose and that I do not have and will not acquire any rights or benefits of any kind from the County of Los Angeles during the period of this employment. I understand and agree that I do not have and will not acquire any rights or benefits pursuant to any agreement between my employer __ and the County of Los Angeles. ACKNOWLEDGED AND RECEIVED: SIGNATURE: _______________________________ DATE: _____________________________________ NAME (Print): _______________________________ Original must be signed by each employee by first day of employment and must be retained by CONTRACTOR(S). Copy must be forwarded by CONTRACTOR(S) to County Worker's Compensation Division with the Los Angeles County Department of Human Resources, Workers’ Compensation Division, Claims Section, 3333 Wilshire Boulevard, Los Angeles, California 90010, within five (5) business days. Writing Program Page 69 EXHIBIT G1 CONTRACTOR ACKNOWLEDGMENT AND CONFIDENTIALITY AGREEMENT (Note: This certification is to be executed and returned to County with Contractor's executed Contract. Work cannot begin on this Contract until County receives this executed document.) 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 Program 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: PRINTED NAME: ________________________________ Writing Program DATE: _____/_____/_____ POSITION: _________________________ Page 70 EXHIBIT G2 CONTRACTOR EMPLOYEE ACKNOWLEDGMENT AND CONFIDENTIALITY AGREEMENT (Note: This certification is to be executed and returned to County with Contractor's executed Contract. Work cannot begin on this Contract until County receives this executed document.) CONTRACTOR NAME _________________________________________ CONTRACT NO.___________ EMPLOYEE NAME ______________________________________________________________________________ GENERAL INFORMATION: Your employer referenced above has entered into a Contract with the County of Los Angeles to provide certain services to the County. The County requires your signature on this Contractor Employee Acknowledgement and Confidentiality Agreement. EMPLOYEE ACKNOWLEDGEMENT: I understand and agree that the Contractor referenced above is my sole employer for purposes of the above-referenced contract. I understand and agree that I must rely exclusively upon my employer for payment of salary and any and all other benefits payable to me or on my behalf by virtue of my performance of work under the above-referenced contract. I understand and agree that I am not an employee of the County of Los Angeles for any purpose whatsoever and that I 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. I understand and agree that I do not have and 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. I understand and agree that I may be required to undergo a background and security investigation(s). I understand and agree that my continued performance of work under the above-referenced contract is contingent upon my passing, to the satisfaction of the County, any and all such investigations. I understand and agree that my failure to pass, to the satisfaction of the County, any such investigation shall result in my immediate release from performance under this and/or any future contract. CONFIDENTIALITY AGREEMENT: I may be involved with work pertaining to services provided by the County of Los Angeles and, if so, I may have access to confidential data and information pertaining to persons and/or entities receiving services from the County. In addition, I 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. I understand that if I am involved in County work, the County must ensure that I, too, will protect the confidentiality of such data and information. Consequently, I understand that I must sign this agreement as a condition of my work to be provided by my employer for the County. I have read this agreement and have taken due time to consider it prior to signing. I hereby agree that I will not divulge to any unauthorized person any data or information obtained while performing work pursuant to the above-referenced contract between my employer and the County of Los Angeles. I agree to forward all requests for the release of any data or information received by me to my immediate supervisor. I 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 or by me under the above-referenced contract. I agree to protect these confidential materials against disclosure to other than my employer or County employees who have a need to know the information. I agree that if proprietary information supplied by other County vendors is provided to me during this employment, I shall keep such information confidential. I agree to report to my immediate supervisor any and all violations of this agreement by myself and/or by any other person of whom I become aware. I agree to return all confidential materials to my immediate supervisor upon completion of this contract or termination of my employment with my employer, whichever occurs first. SIGNATURE: PRINTED NAME: Writing Program ____ ________________________________ DATE: _____/_____/_____ POSITION: __________________________ Page 71 EXHIBIT G3 CONTRACTOR NON-EMPLOYEE ACKNOWLEDGMENT AND CONFIDENTIALITY AGREEMENT (Note: This certification is to be executed and returned to County with Contractor's executed Contractor. Work cannot begin on this Contract until County receives this executed document.) CONTRACTOR NAME ______________________________________________ CONTRACT NO.________________ NON-EMPLOYEE NAME __________________________________________________________________________ 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 your signature on this Contractor Non-Employee Acknowledgement and Confidentiality Agreement. NON-EMPLOYEE ACKNOWLEDGEMENT: I understand and agree that the Contractor referenced above has exclusive control for purposes of the above-referenced contract. I understand and agree that I must rely exclusively upon the Contractor referenced above for payment of salary and any and all other benefits payable to me or on my behalf by virtue of my performance of work under the above-referenced contract. I understand and agree that I am not an employee of the County of Los Angeles for any purpose whatsoever and that I 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. I understand and agree that I do not have and 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. I understand and agree that I may be required to undergo a background and security investigation(s). I understand and agree that my continued performance of work under the above-referenced contract is contingent upon my passing, to the satisfaction of the County, any and all such investigations. I understand and agree that my failure to pass, to the satisfaction of the County, any such investigation shall result in my immediate release from performance under this and/or any future contact. CONFIDENTIALITY AGREEMENT: I may be involved with work pertaining to services provided by the County of Los Angeles and, if so, I may have access to confidential data and information pertaining to persons and/or entities receiving services from the County. In addition, I 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. I understand that if I am involved in County work, the County must ensure that I, too, will protect the confidentiality of such data and information. Consequently, I understand that I must sign this agreement as a condition of my work to be provided by the abovereferenced Contractor for the County. I have read this agreement and have taken due time to consider it prior to signing. I hereby agree that I will not divulge to any unauthorized person any data or information obtained while performing work pursuant to the above-referenced contract between the above-referenced Contractor and the County of Los Angeles. I agree to forward all requests for the release of any data or information received by me to the abovereferenced Contractor. I 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 or by me under the above-referenced contract. I agree to protect these confidential materials against disclosure to other than the above-referenced Contractor or County employees who have a need to know the information. I agree that if proprietary information supplied by other County vendors is provided to me, I shall keep such information confidential. I agree to report to the above-referenced Contractor any and all violations of this agreement by myself and/or by any other person of whom I become aware. I agree to return all confidential materials to the above-referenced Contractor upon completion of this contract or termination of my services hereunder, whichever occurs first. SIGNATURE: PRINTED NAME: Writing Program DATE: ______/_____/_____ ________________________________ ______________ POSITION: ___________________ Page 72 EXHIBIT H Page 1 of 3 Title 2 ADMINISTRATION Chapter 2.203.010 through 2.203.090 CONTRACTOR EMPLOYEE JURY SERVICE 2.203.010 Findings. 2.203.020 Definitions. 2.203.030 Applicability. 2.203.040 Contractor Jury Service Policy. 2.203.050 Other Provisions. 2.203.060 Enforcement and Remedies. 2.203.070 Exceptions. 2.203.090 Severability. 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 Writing Program Page 73 EXHIBIT H Page 2 of 3 D. E. 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. “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. “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) Writing Program Page 74 EXHIBIT H Page 3 of 3 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) 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. 20020015 § 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) Writing Program Page 75 EXHIBIT I SAFELY SURRENDERED BABY LAW Posters and Fact Sheets are available in English and Spanish for Printing Purposes at the following Website: www.babysafela.org Writing Program Page 76 EXHIBIT I Writing Program Page 77 EXHIBIT I How does it work? A~"" p..... ...ho ...... b1... ...nIinC 00 cu. '"' .1>obJ con I<c.ur. ~ ..fdy ............ ,h <l.pQ~ ho.on) oi l>irth. Tho b.I>y m .., I>< l.ondaJ ro . . <mpIor« ... hoop;'" .. Ii« ..,.... io. oon§d••" lo.br Ioac .. ,j,. lo.br .......... "co oi ob_ 0< ."'C1"". 1.00 ""cd.. c....'Y. lu 1IIlIooo8,.... or Bebr oller ...... ~ wHctl 1If¥lI'Ie 10 wtlom . . paNftI ' - gWen 'e 110 CCllllcleiiIIIIW ,*,,' ......... bMJr· AI brG. . . bMJr II )a (72 IQnI (II or vowv-lNl " - not been abuMd or ~Itd, _ ... ~I !he bIby...,. be Id-w-t ... 01 .. ""'" .,.. odxr ~ • "'l""";' l.o __ do< p"'''' doo"C" hi, .,.. .... ",iDol ... 1.<.. d..t< ..... _ _ do< lo.br hook, .uK will _ ...><d<u 00 hdp .......... ,h"" .....d.<><I.« On< ........., ...... I>< pIoood Ofi do. hob,-, .... .......t.u., I><..d<t roill be cM>o ,~ do< ........ .,.. mhO" ....,......<rinc xIuh. What if a parent wants thil baby back? P....... -.k d.."C' ...." an kp. ,h. pn>«U of ""~ ;, lo.br ....... 14d..,.. Th<.<P-O.. .houId <ill ,... 1.00 Aoj:d.. Couo'Y D<~ ...., of (],;l,d,.o ..... liuo.Jr Sonio=.,I StO-'lOOO. hrinf in t-1UI cbana /0" A Iwahhy lifi, !fsomco,u yoU ItmJw is crmsideri"K ahanJoni"K A baby, let bn /mow ~ tJl'r othnr options, Eo",hwc Jays (72 hours) bt.by ca" be su~J to staffAt Any hospital 0" fiw station in aftnr birth, A Los A"Kk CoU"ty, What happens to thil baby? n.. I..h, I>< <Dmiood ~ malic.l , """"" Upon nl r...... "" Iooop; ..0...1 -.lo< tdy p!o« ,h. I..br;~ • uk Iaoinc t.o...... !>To .... ad<rp<.... 1""""'" What happens to thil parent or surrendemll adult? On« do. 1""""'" """"d<rinc ..lui, ..1<.. do< """',~ .... pi... 0< f p<........ ti, ....,. ~ leo , "'1 ~ n.. I""P""' oi tho S""," s-.."""od m. b.oby. ,h. t.... .u.-. ..h.. .....,p. '0 brine .. ,I.< tJ No. Ha-<on, hcopi 0< f .u.... f""""U"1 .,;u .-It , ti.of ~ to 611 , d.-.:...d to , ' .-!Oed IW.....,. ;oFon..o, .,f,;d. • ""'l' • .dUJ .. ",,,,,,,",, 1..'" Th.~ .......... ;.d...l ......pal « .... ",.1>< io • • 1.. , . Wily is California doing this? Can only I parent bmg in the baby? No. n.l... __ .-. • l""", ...... Every bt.by tksnrws Does thil parent or swnndemll adlllt haw to till anytJjng III thil people taking the baby? by if ,10<,""" <U....d~ Does the parent or SLnenclering adult hllVll to cal before bmging in thil baby? "'ul, No. A ........ <>,~ an hrinf io.. bob,- ...,......., ~4 ho.on y; 7 d..,.. • ....,k, .Io<.f. do< .. ............"'" .dtl. .........,j.,., do. b.obr .. ...-....-ho .......... d.< ........... .,.. fu....Iion. &loy t - i. '0 p kioc.bontlo-I. hobO.. from l.1IIod br tIrir 0< P-O"" V... """,1..... '• .ron... oib.J,;", I<f. ;~ d or ~ ....h.......... n..v pu<." ...,. h... ""'" W>d<• ......,.-...J d....... no........h... ....,. ho•• h....... tIrir p ~ brtul oi ........ -dd h.pp<n if tIrir f...,;L" ""ad ,""L Il<au>< ,h.,. .f~ ..... hod DO -= """ " . hdp, .... or •~ w.,- i. D,p """"". ~ dq A~ • i pIoo.. d.. h"" io Too oiu... ;, ......... io "" """'.. <lo.dL Th. s.f<lr S-.....I..od Ilob,- t - I"""""" ohio ,»p!r r...... .... ~"l:.... io ~ A baby" story Eod, i. ,I.< .......... f 00 April 9• .'OOS. • I><o.Ido, b.obr bar _..fdy ..........l...< 00 nwK> . . H..l.or_ UCL\ M<dkoI Coo n.. ......... -.kb....ch' do< w.,- ... ,... ~ OI<... iliaJ h,."df. d.. """' , ...d ...,«1 do< h.by' hod .. k<d .... to hrinf do< lo.br 00 d..1ooop;a.loa h.. hd..If. n.. •••, ,""""' bn<d.. ,..;d, Ixr dUne m• .,.kJ., plo<od 00 ,I.< I..b]: .IU• ...<>UId 1"""01< ><><or id..,iI'"","", ;. ,I.<~, "" ...,/,.. "'-E;od iDol...,.. ........J..i.., do< lo.br...d ahod .. «dUm th.. bob,-" ,h. l~, p<riod"""""; by ,... Uw. n.. aU>! I"""idod "';m • .-!Oed <p><R d.Ud . . ......l.d 1..... do. -.do.. oooopl... d ..... hod< .. .... __pod .....,. p...,.;,lod. n.. b.oh, .... """"io<d br .....IK ...IF ..... ~ h.,.j,b, lUI_no. H. _ ...h .Iaoinc .. mil, IuJ .......... p........ , • ..>op< hiao by th.. 0< ", of (],;l,d,....... FoaUI, Son"... Writing Program pb...J Page 78 EXHIBIT I En el Condado d8los Angeles: t-8n-BABY SAFE. 1-877-222-9723 wWW.~)'$arfla.0t9 Writing Program Page 79 EXHIBIT I En el Condado de Los Angeles: l·an·BABY SAFE· 1·an·222·9723 LeJ!. de Entregade Bebtis Sin Pelif{l;.o La Ley de EntJega de Bebes Ul Pellgro de C8.lIfomla permlte III entrega confldenclal de un reei8n nacldo por parte de sus padres u otras personas con custodla legal. 8S etedr cualquler persona a qUien los padres Ie hayan dado permlso. Slempre que el bebe tenga tres dlas (72 hares) de vida 0 menos. V no haya SUfI1dO abuso nI Leomo funciana? E1I'><lroflnadt<' ron difl<ul..<k. quo no p"«b,, no '1"i<r' cuid>.r de '" r«i<'n nacid" puck "'tr<gark> on fOrm, 1%,1. confidcnci.J y segu .... dm'ro Jc.1os lIe. <Ii.. (72 hor.u) dol ru<imimto, FJ hch< dob< "'" .n'",gado a un <rnpbdo tk ' ....lquior hospit:;ll" c....,«1 de hoInbero< tkl0:>ndado de Lo& A"l;dcs. Si<10I'''' 'I..... cl beN no pf'C'O<nl< ,is'',,, d< .buso 0 n<glig<nci.o. no "".... OC'CC$l";" .umini«,. .....,.nbrrt "i infu,maci60 .Igu"". Si eI p><!relma<!re cambi. de opiniOn 1>O.<<<no.n1<nre y d.... """p""" .'" bel><'. k..lr'bojul"",. u,ili",""" bn,,,let.. p.ra podc, ,';nc"l"k... l~ beN IItv.... "n b....1,1Icr. y d p>.<l",Im.d" oel .d"l", 'I'" 10 """'gue ""ibid un br...Ie« ig...l. i.Que pasa si el padre/madre desea recuperar a su bebe? I..,. pad«. 'I"" .. mbien d. "pini6n pu,d.n ,oon""...11''''''''' tk ""1>,,,... m ""k'n narido tknlro de 10, 14 d'''' F""o. pad,... d.be.... " lI.m...1 D'palUrnm", d< Sen'i"i", p.ar' Nin", y F.rnili.. (D.p1!lmrn. ofChik!",n .nd hmily Se,,,,...) tkl Cond.do de t..,. Angclcsall-SOO·540.4000, neg¥gencla. pueden enlregar aJ recI8n naddo sln temar de ser i.SOIO los padres podran lIevar al recien nacido? Nn. Si bi<:n en I. 01')'0'" de In. """>s SO" los p.d", k.. que lIe....".1 bet.:'. I. Icy pc'n';l< 'l'1C "n.. pc.-.n .... lo h.gan ri ri",... ""wdi" uF,QI. arrestaclos 0 prooesados. redhllMdrlo $t.' men'c!' ttl oponl/ujdtld· de (mer tf11fl lIidt/ Sttlud"ble. Sf it/glfiell qlle i.Los padres 0 el adulto que entrega al bebe deben lIamar antes de lIevar al bebe? listed COIlOCt' estd pl.'/lSfmdo No. El pad,dmad,.." .dult" purrlr llev.. • 1brb.' en .....I'Iuioo "'"",r"'o. I.. 24 hnr.. dd di•. Io. 7 d;.. tk I> ..",..... ,irmp'" y <uand" .n<reg".n ••u brb.'. un .mplead" del hr..pi.,l" c"•.<td dr bombe,... , C~U"1 ell (tblll/dollar tl fill rede/111l1ddo. iujOnul'le que tielle OO'tlS i opciones. IltlSfff 'res di,ls (72 homs) drspuh del llacimie1J(Q, se pm'de nlfl"egtlr 1111 redell lldcido til persolla! de {"/fIr/quier bospiltll 0 c1I(/rlel de bomberos del comhldo de Los Allgeles. i.Es necesario que el padre/ madre 0 adulto diga algo a las personas que reciben al bebe? No. Sin embo,S". d p,,,..,,,.1 .lei hospiul" , ....,tel d< bo",bero< Ie pcJi .... 0.1. pe,sona 'I'" <lm.gue .11x-b! 'I'" Ilene "n ' ....."ion.. io '"n 1. fi""IKbd tk ,ecabo. .n'CCCde"fOS ",Cdiros i",I""''''''=' 'I'" """I",,, de l1an u,ilid.J pa'" euUh, bio" dd hcb.:'. I~ cu...ion"io ind"yc "n..,l,« ron d ",,110 I""'all'.gado para ."vi...lo." olm momen'o. i.Que pasara con el bebe? EI bcb< ..,••""",inaJo y '" brind....." .tenciOn m~dic•. C"""do k d<n d .1,. dd IImpi..l. k>s ".boj.do,.. ..,.;.1.. inm.di...m.nte "bic.rin oJ hcb.:' en un I><:>gaf ""g"'" <luntk .."' .... bien .tendido. y "" c"m.n<=! d procc"", de a<!opeiOn. i.Que pasara con el padre/madre o adulto que entregue al bebe? Un. ,... que I", padr.. 0 .d"l.o hay>n e", ..gado.1 be~ oJ pe,sonal del b"'pi",1 cuartel tk bo",ber",. p"ed<n ir"" en ....I'l"i., m"""n'O. i.POr que se esta haciendo esto en California? ? La fi".lidad d.1a Ley de E",,,,8" d.lkbes ,ill I'c~gro .. P"'''gc' .100 hcb.:', I""" '1u. no "".n >bando""dos, I"--"i",ad,,, po.- " .. pad",.. lhtcd proboble""n.. Iuy••""".hado hi"",i.. ,....gi... >Obrc beb.<, .bondo...d"" en bas"",,,,,, o.n bon", publi",.. I..,. padr.. tk ..." bebk p,~lem.nte ha,..n e..ado p..-.ndo po.- difi,,,lud....,,,,ion.le. 11....... Las ",.d",. I'uetk" h.bo.., oc"ltaJo ." e",bora",. po.- lem",.10 'I'" p...ri•• i " .. f."'ili.... enlerann. Abandon.",n • .us bel><', 1""'1'" teni.n ",i.do y no teni.n ""di•• 'lui.n pcJi, ay"d•. l~ all.nd"no de un reck'n nKid" .. ilegal y pone.1 hcb.:' .n "n. ,i",.,i6n de peligro .x'''''''o, ,\Auy • "'<nud" d >bandono prl>\'OC' L. nme,te rid hcb.:'. La L:y de Enlrcg. de Bebi, ';11 pdigro impide que ,·"eI"... 'u.ed" e'" lragedi ••n Calif"rni•. "HOC"'" Historia de un bebe A I. m.n.n. lempr.no rid rli. 9 de ab,il rI~ 2005.... ~nlrcg<l un "",;cn n.~ido <alud.bl~ ~ I.. ~nf~,m~r.. riel ° EXHIBIT J H.,bo,-UCLA ~vkdical Cenler. b muje, que Ilrv<\ d ,cci~n nacKlo.t hospiut '" dio. "'''OCcr ~"mo I. ". del b<l>C. y diio'l'" I. n...Jre k h.h .. p"dkb 'lu" lkv.ra.1 kl>C.1 hmpilal "n nnmhre. t.;: ,n'rega"''''1. ,o. un b...",I«" 00" "" ""mern que coin<idr. <on I> 1'"1...... del beb<'; """" ...",i,i. como id"",ifica,i6" ,,, cas<> do: 'l"" I. madre cambia.... de opini6n <on rc:<pccw. I. ~"'rcga dd b<M Y rlccidi~e. ,,-"Cupe ...."" d'''rrud<l pcrK.do de 14 di,,--, que pc,mil< <sr.l ley. T.rnbk'n Ie dicron a I.... un """"in"",;., medi<o. y .11. dip que I. madre 10 lIeo>," y 10 envi.t,.. de ,""d.. denu" dd sob« con fr.,,'1""'" l"'{;'I<Io 'I'" I. dado, E11"r.,,,,.1 ".edi<o c,,"\lni,,6.1 bcM y ... d<rcrminc'i '1u' <sr.lbo ...Judahl" y. ,~,m;no, FJ hcb« fi.. ubie-arlo con uo> bue"" furnil" que ra h.bia sido .prob.d. 1'..... adop"rb po' d Dep.... men'" de S.f\licios 1'..... Niflos Y I'.mili... ,lI h.b.,,, Writing Program ° Page 80 EXHIBIT J Page 1 of 11 AGREEMENT CONTRACTOR’S OBLIGATIONS AS A “BUSINESS ASSOCIATE” UNDER THE HEALTH INSURANCE PORTABILITY AND ACCOUNTABILITY ACT OF 1996 (HIPAA) AND THE HEALTH INFORMATION TECHNOLOGY FOR ECONOMIC AND CLINICAL HEALTH ACT (HITECH) (BUSINESS ASSOCIATE AGREEMENT) Under this Agreement, Contractor (“Business Associate”) provides services (“Services”) to County (“Covered Entity”) and Business Associate receives, has access to or creates Protected Health Information in order to provide those Services. Covered Entity is subject to the Administrative Simplification requirements of the Health Insurance Portability and Accountability Act of 1996, Public Law 104-191 (“HIPAA”), and regulations promulgated thereunder, including the Standards for Privacy of Individually Identifiable Health Information (“Privacy Regulations”) and the Health Insurance Reform: Security Standards (“the Security Regulations”) at 45 Code of Federal Regulations (C.F.R.) Parts 160 and 164 (together, the “Privacy and Security Regulations”). The Privacy and Security Regulations require Covered Entity to enter into a contract with Business Associate ("Business Associate Agreement") in order to mandate certain protections for the privacy and security of Protected Health Information, and those Regulations prohibit the disclosure to or use of Protected Health Information by Business Associate if such a contract is not in place. Further, pursuant to the Health Information Technology for Economic and Clinical Health Act, Public Law 111-005, title XIII and title IV of Division B, ("HITECH Act"), effective February 17, 2010, certain provisions of the HIPAA Privacy and Security Regulations apply to Business Associates in the same manner as they apply to Covered Entity and such provisions must be incorporated into the Business Associate Agreement. This Business Associate Agreement and the following provisions are intended to protect the privacy and provide for the security of Protected Health Information disclosed to or used by Business Associate in compliance with HIPAA's Privacy and Security Regulations and the HITECH Act, as they now exist or may hereafter be amended. Therefore, the parties agree as follows: DEFINITIONS 1.1 "Breach" has the same meaning as the term “breach" in 45 C.F.R. § 164.402. 1.2 “Disclose” and “Disclosure” mean, with respect to Protected Health Information, the release, transfer, provision of access to, or divulging in any other manner of Protected Health Information outside Business Associate’s internal operations or to other than its employees. Writing Program Page 81 EXHIBIT J Page 2 of 11 1.3 “Electronic Health Record” has the same meaning as the term “electronic health record" in the HITECH Act, 42 U.S.C. section 17921. Electronic Health Record means an electronic record of health-related information on an individual that is created, gathered, managed, and consulted by authorized health care clinicians and staff. 1.4 “Electronic Media” has the same meaning as the term “electronic media” in 45 C.F.R. § 160.103. Electronic Media means (1) Electronic storage media including memory devices in computers (hard drives) and any removable/ transportable digital memory medium, such as magnetic tape or disk, optical disk, or digital memory card; or (2) Transmission media used to exchange information already in electronic storage media. Transmission media include, for example, the internet (wide-open), extranet (using internet technology to link a business with information accessible only to collaborating parties), leased lines, dial-up lines, private networks, and the physical movement of removable/ transportable electronic storage media. Certain transmissions, including of paper, via facsimile, and of voice, via telephone, are not considered to be transmissions via electronic media, because the information being exchanged did not exist in electronic form before the transmission. The term “Electronic Media” draws no distinction between internal and external data, at rest (that is, in storage) as well as during transmission. 1.5 “Electronic Protected Health Information” has the same meaning as the term “electronic protected health information” in 45 C.F.R. § 160.103. Electronic Protected Health Information means Protected Health Information that is (i) transmitted by electronic media; (ii) maintained in electronic media. 1.6 “Individual” means the person who is the subject of Protected Health Information and shall include a person who qualifies as a personal representative in accordance with 45 C.F.R. § 164.502(g). 1.7 "Minimum Necessary" refers to the minimum necessary standard in 45 C.F.R. § 162.502 (b) as in effect or as amended. 1.8 "Privacy Rule" means the Standards for Privacy of Individually Identifiable Health Information at 45 Code of Federal Regulations (C.F.R.) Parts 160 and 164, also referred to as the Privacy Regulations. 1.9 “Protected Health Information” has the same meaning as the term “protected health information” in 45 C.F.R. § 160.103, limited to the information created or received by Business Associate from or on behalf of Covered Entity. Protected Health Information includes information that (i) relates to the past, present or future physical or mental health or condition of an Individual; the provision of health care to an Individual, or the past, present or future payment for the provision of health care to an Individual; (ii) identifies the Individual (or for which there is a reasonable basis for believing that the information can be used to Writing Program Page 82 EXHIBIT J Page 3 of 11 identify the Individual); and (iii) is received by Business Associate from or on behalf of Covered Entity, or is created by Business Associate, or is made accessible to Business Associate by Covered Entity. “Protected Health Information” includes Electronic Health Information. 1.10 “Required By Law” means a mandate contained in law that compels an entity to make a Use or Disclosure of Protected Health Information and that is enforceable in a court of law. Required by law includes, but is not limited to, court orders and court-ordered warrants; subpoenas or summons issued by a court, grand jury, a governmental or tribal inspector general, or any administrative body authorized to require the production of information; a civil or an authorized investigative demand; Medicare conditions of participation with respect to health care providers participating in the program; and statutes or regulations that require the production of information, including statutes or regulations that require such information if payment is sought under a government program providing benefits. 1.11 “Security Incident” means the attempted or successful unauthorized access, Use, Disclosure, modification, or destruction of information in, or interference with system operations of, an Information System which contains Electronic Protected Health Information. However, Security Incident does not include attempts to access an Information System when those attempts are not reasonably considered by Business Associate to constitute an actual threat to the Information System. 1.12 "Security Rule" means the Security Standards for the Protection of Electronic Health Information also referred to as the Security Regulations at 45 Code of Federal Regulations (C.F.R.) Part 160 and 164. 1.13 “Services” has the same meaning as in the body of this Agreement. 1.14 "Unsecured Protected Health Information" has the same meaning as the term “unsecured protected health information" in 45 C.F.R. § 164.402. 1.15 “Use” or “Uses” mean, with respect to Protected Health Information, the sharing, employment, application, utilization, examination or analysis of such Information within Business Associate’s internal operations. 1.16 Terms used, but not otherwise defined in this Business Associate Agreement shall have the same meaning as those terms in the HIPAA Regulations and HITECH Act. OBLIGATIONS OF BUSINESS ASSOCIATE 2.3 Permitted Uses and Disclosures of Protected Health Information. Business Associate: Writing Program Page 83 EXHIBIT J Page 4 of 11 (a) shall Use and Disclose Protected Health Information only as necessary to perform the Services, and as provided in Sections 2.4, 2.5, 2.6, 2.7, 2.8, 2.9, 2.10, 4.3 and 5.2 of this Agreement; (b) shall Disclose Protected Health Information to Covered Entity upon request; (c) may, as necessary for the proper management and administration of its business or to carry out its legal responsibilities: (i) Use Protected Health Information; and (ii) Disclose Protected Health Information if the Disclosure is Required by Law. Business Associate shall not Use or Disclose Protected Health Information for any other purpose or in any manner that would constitute a violation of the Privacy Regulations or the HITECH Act if so Used or Disclosed by Covered Entity. 2.2 Prohibited Uses and Disclosures of Protected Health Information. Business Associate: (a) shall not Use or Disclose Protected Health Information for fundraising or marketing purposes. (b) shall not disclose Protected Health Information to a health plan for payment or health care operations purposes if the Individual has requested this special restriction and has paid out of pocket in full for the health care item or service to which the Protected Health Information solely relates. (c) shall not directly or indirectly receive payment in exchange for Protected Health Information, except with the prior written consent of Covered Entity and as permitted by the HITECH Act. This prohibition shall not affect payment by Covered Entity to Business Associate. Covered Entity shall not provide such written consent except upon express approval of the departmental privacy officer and only to the extent permitted by law, including HIPAA and the HITECH Act. 2.3 Adequate Safeguards for Protected Health Information. Business Associate: (a) shall implement and maintain appropriate safeguards to prevent the Use or Disclosure of Protected Health Information in any manner other than as permitted by this Business Associate Agreement. Business Associate agrees to limit the Use and Disclosure of Protected Health Information to the Minimum Necessary in accordance with the Privacy Regulation’s minimum necessary standard as in effect or as amended. Writing Program Page 84 EXHIBIT J Page 5 of 11 (b) as to Electronic Protected Health Information, shall implement and maintain administrative, physical, and technical safeguards that reasonably and appropriately protect the confidentiality, integrity, and availability of Electronic Protected Health Information; effective February 17, 2010, said safeguards shall be in accordance with 45 C.F.R. Sections 164.308, 164.310, and 164.312, and shall comply with the Security Rule's policies and procedure and documentation requirements. 2.4 Reporting Non-Permitted Use or Disclosure and Security Incidents and Breaches of Unsecured Protected Health Information. Business Associate: (a) shall report to Covered Entity each Use or Disclosure of Protected Health Information that is made by Business Associate, its employees, representatives, Agents, subcontractors, or other parties under Business Associate's control with access to Protected Health Information but which is not specifically permitted by this Business Associate Agreement or otherwise required by law. (b) shall report to Covered Entity each Security Incident of which Business Associate becomes aware. (c) shall notify Covered Entity of each Breach by Business Associate, its employees, representatives, agents or subcontractors of Unsecured Protected Health Information that is known to Business Associate or, by exercising reasonable diligence, would have been known to Business Associate. Business Associate shall be deemed to have knowledge of a Breach of Unsecured Protected Health Information if the Breach is known, or by exercising reasonable diligence would have been known, to any person, other than the person committing the Breach, who is an employee, officer, or other agent of the Business Associate as determined in accordance with the federal common law of agency. 2.4.1 Immediate Telephonic Report. Except as provided in Section 2.4.3, notification shall be made immediately upon discovery of the nonpermitted Use or Disclosure of Protected Health Information, Security Incident or Breach of Unsecured Protected Health Information by telephone call to (562) 940-3335. 2.4.2 Written Report. Except as provided in Section 2.4.3, the initial telephonic notification shall be followed by written notification made without unreasonable delay and in no event later than three (3) business days from the date of discovery of the non-permitted Use or Disclosure of Protected Health Information, Security Incident, or Breach by the Business Associate to the Chief Privacy Officer at: Writing Program Page 85 EXHIBIT J Page 6 of 11 Chief Privacy Officer Kenneth Hahn Hall of Administration 500 West Temple Street Suite 525 Los Angeles, California 90012 HIPAA@auditor.lacounty.gov (213) 974-2166 Writing Program (a) The notification required by section 2.4 shall include, to the extent possible, the identification of each Individual whose Unsecured Protected Health Information has been, or is reasonably believed by the Business Associate to have been, accessed, acquired, Used, or Disclosed; and (b) The notification required by section 2.4 shall include, to the extent possible, all information required to provide notification to the Individual under 45 C.F.R. 164.404(c), including: (i) A brief description of what happened, including the date of the Breach and the date of the discovery of the Breach, if known; (ii) A description of the types of Unsecured Protected Health Information that were involved in the Breach (such as whether full name, social security number, date of birth, home address, account number, diagnosis, disability code, or other types of information were involved); (iii) Any other details necessary to conduct an assessment of whether there is a risk of harm to the Individual; (iv) Any steps Business Associate believes that the Individual could take to protect him or herself from potential harm resulting from the breach; (v) A brief description of what Business Associate is doing to investigate the Breach, to mitigate harm to the Individual, and to protect against any further Breaches; and (vi) The name and contact information for the person most knowledge regarding the facts and circumstances of the Breach. Page 86 EXHIBIT J Page 7 of 11 If Business Associate is not able to provide the information specified in section 2.3.2 (a) or (b) at the time of the notification required by section 2.4.2, Business Associate shall provide such information promptly thereafter as such information becomes available. 2.4.3 Request for Delay by Law Enforcement. Business Associate may delay the notification required by section 2.4 if a law enforcement official states to Business Associate that notification would impede a criminal investigation or cause damage to national security. If the law enforcement official's statement is in writing and specifies the time for which a delay is required, Business Associate shall delay notification, notice, or posting for the time period specified by the official; if the statement is made orally, Business Associate shall document the statement, including the identity of the official making the statement, and delay notification, notice, or posting temporarily and no longer than 30 days from the date of the oral statement, unless a written statement as described in paragraph (a) of this section is submitted during that time. 2.5 Mitigation of Harmful Effect. Business Associate agrees to mitigate, to the extent practicable, any harmful effect that is known to Business Associate of a Use or Disclosure of Protected Health Information by Business Associate in violation of the requirements of this Business Associate Agreement. 2.6 Breach Notification. Business Associate shall, to the extent Covered Entity determines that there has been a Breach of Unsecured Protected Health Information, provide Breach notification for each and every Breach of Unsecured Protected Health Information by Business Associate, its employees, representatives, agents or subcontractors, in a manner that permits Covered Entity to comply with its obligations under Subpart D, Notification in the Case of Breach of Unsecured PHI, of the Privacy and Security Regulations, including: (a) Notifying each Individual whose Unsecured Protected Health Information has been, or is reasonably believed to have been, accessed, acquired, Used, or Disclosed as a result of such Breach; (b) The notification required by paragraph (a) of this Section 2.6 shall include, to the extent possible: (i) A brief description of what happened, including the date of the Breach and the date of the discovery of the Breach, if known; (ii) A description of the types of Unsecured Protected Health Information that were involved in the Breach (such as whether full name, social security number, date of birth, home address, account number, diagnosis, disability code, or other types of information were involved); Writing Program Page 87 EXHIBIT J Page 8 of 11 (iii) Any steps the Individual should take to protect him or herself from potential harm resulting from the Breach; (iv) A brief description of what Business Associate is doing to investigate the Breach, to mitigate harm to individuals, and to protect against any further Breaches; and (v) Contact procedures for Individual(s) to ask questions or learn additional information, which shall include a toll-free telephone number, an e-mail address, Web site, or postal address. (vi) The notification required by paragraph (a) of this section shall be written in plain language Covered Entity, in its sole discretion, may elect to provide the notification required by this Section 2.6, and Business Associate shall reimburse Covered Entity any and all costs incurred by Covered Entity, including costs of notification, internet posting, or media publication, as a result of Business Associate's Breach of Unsecured Protected Health Information. 2.7 Availability of Internal Practices, Books and Records to Government Agencies. Business Associate agrees to make its internal practices, books and records relating to the Use and Disclosure of Protected Health Information available to the Secretary of the federal Department of Health and Human Services for purposes of determining Covered Entity’s compliance with the Privacy and Security Regulations. Business Associate shall immediately notify Covered Entity of any requests made by the Secretary and provide Covered Entity with copies of any documents produced in response to such request. 2.8 Access to Protected Health Information. Business Associate shall, to the extent Covered Entity determines that any Protected Health Information constitutes a “designated record set” as defined by 45 C.F.R. § 164.501, make the Protected Health Information specified by Covered Entity available to the Individual(s) identified by Covered Entity as being entitled to access and copy that Protected Health Information. Business Associate shall provide such access for inspection of that Protected Health Information within two (2) business days after receipt of request from Covered Entity. Business Associate shall provide copies of that Protected Health Information within five (5) business days after receipt of request from Covered Entity. If Business Associate maintains an Electronic Health Record, Business Associate shall provide such information in electronic format to enable Covered Entity to fulfill its obligations under the HITECH Act. 2.9 Amendment of Protected Health Information. Business Associate shall, to the extent Covered Entity determines that any Protected Health Information constitutes a “designated record set” as defined by 45 C.F.R. § 164.501, make any amendments to Protected Health Information that are requested by Covered Writing Program Page 88 EXHIBIT J Page 9 of 11 Entity. Business Associate shall make such amendment within ten (10) business days after receipt of request from Covered Entity in order for Covered Entity to meet the requirements under 45 C.F.R. § 164.526. 2.10 Accounting of Disclosures. Upon Covered Entity’s request, Business Associate shall provide to Covered Entity an accounting of each Disclosure of Protected Health Information made by Business Associate or its employees, agents, representatives or subcontractors, in order to permit Covered Entity to respond to a request by an Individual for an accounting of disclosures of Protected Health Information in accordance with 45 C.F.R. § 164.528 and/or the HITECH Act which requires an Accounting of Disclosures of Protected Health Information maintained in an Electronic Health Record for treatment, payment, and health care operations. [Optional, to be used when all Uses and Disclosures permitted in order to perform the Services will be for the Covered Entity’s payment or health care operations activities: However, Business Associate is not required to provide an Accounting of Disclosures that are necessary to perform the Services because such Disclosures are for either payment or health care operations purposes, or both.] Any accounting provided by Business Associate under this Section 2.10 shall include: (a) the date of the Disclosure; (b) the name, and address if known, of the entity or person who received the Protected Health Information; (c) a brief description of the Protected Health Information disclosed; and (d) a brief statement of the purpose of the Disclosure. For each Disclosure that could require an accounting under this Section 2.10, Business Associate shall document the information specified in (a) through (d), above, and shall securely maintain the information for six (6) years from the date of the Disclosure. Business Associate shall provide to Covered Entity, within ten (10) business days after receipt of request from Covered Entity, information collected in accordance with this Section 2.10 to permit Covered Entity to respond to a request by an Individual for an accounting of disclosures of Protected Health Information in accordance with 45 C.F.R. § 164.528. If Business Associate maintains an Electronic Health Record, Business Associate shall provide such information in electronic format to enable Covered Entity to fulfill its obligations under the HITECH Act. 2.11 Indemnification. Business Associate shall indemnify, defend, and hold harmless Covered Entity, including its elected and appointed officers, employees, and agents, from and against any and all liability, including but not limited to demands, claims, actions, fees, costs, penalties and fines (including regulatory penalties and/or fines), and expenses (including attorney and expert witness fees), arising from or connected with Business Associate's acts and/or omissions arising from and/or relating to this Business Associate Agreement; Business Associate's obligations under this provision extend to compliance and/or Writing Program Page 89 EXHIBIT J Page 10 of 11 enforcement actions and/or activities, whether formal or informal, of Secretary of the federal Department of Health and Human Services and/or Office for Civil Rights. 3.0 OBLIGATION OF COVERED ENTITY 3.1 Obligation of Covered Entity. Covered Entity shall notify Business Associate of any current or future restrictions or limitations on the use of Protected Health Information that would affect Business Associate’s performance of the Services, and Business Associate shall thereafter restrict or limit its own uses and disclosures accordingly. 4.0 TERM AND TERMINATION 4.1 Term. The term of this Business Associate Agreement shall be the same as the term of this Agreement. Business Associate’s obligations under Sections 2.1 (as modified by Section 4.2), 2.4, 2.5, 2.6, 2.7, 2.8, 2.9, 2.10, 4.3 and 5.2 shall survive the termination or expiration of this Agreement. 4.2 Termination for Cause. In addition to and notwithstanding the termination provisions set forth in this Agreement, upon either party's knowledge of a material breach by the other party, the party with knowledge of the other party's breach shall: (a) Provide an opportunity for the breaching party to cure the breach or end the violation and terminate this Agreement if the breaching party does not cure the breach or end the violation within the time specified by the non-breaching party; (b) Immediately terminate this Agreement if a party has breached a material term of this Agreement and cure is not possible; or (c) If neither termination nor cure is feasible, report the violation to the Secretary of the federal Department of Health and Human Services. 4.3 Disposition of Protected Health Information Upon Termination or Expiration. (a) Except as provided in paragraph (b) of this section, upon termination for any reason or expiration of this Agreement, Business Associate shall return or destroy all Protected Health Information received from Covered Entity, or created or received by Business Associate on behalf of Covered Entity. This provision shall apply to Protected Health Information that is in the possession of subcontractors or agents of Business Associate. Business Associate shall retain no copies of the Protected Health Information. Writing Program Page 90 EXHIBIT J Page 11 of 11 (b) In the event that Business Associate determines that returning or destroying the Protected Health Information is infeasible, Business Associate shall provide to Covered Entity notification of the conditions that make infeasible. If return or destruction is infeasible, Business Associate shall extend the protections of this Business Associate Agreement to such Protected Health Information and limit further Uses and Disclosures of such Protected Health Information to those purposes that make the return or destruction infeasible, for so long as Business Associate maintains such Protected Health Information. 5.0 MISCELLANEOUS 5.1 No Third Party Beneficiaries. Nothing in this Business Associate Agreement shall confer upon any person other than the parties and their respective successors or assigns, any rights, remedies, obligations, or liabilities whatsoever. 5.2 Use of Subcontractors and Agents. Business Associate shall require each of its agents and subcontractors that receive Protected Health Information from Business Associate, or create Protected Health Information for Business Associate, on behalf of Covered Entity, to execute a written agreement obligating the agent or subcontractor to comply with all the terms of this Business Associate Agreement. 5.3 Relationship to Services Agreement Provisions. In the event that a provision of this Business Associate Agreement is contrary to another provision of this Agreement, the provision of this Business Associate Agreement shall control. Otherwise, this Business Associate Agreement shall be construed under, and in accordance with, the terms of this Agreement. 5.4 Regulatory References. A reference in this Business Associate Agreement to a section in the Privacy or Security Regulations means the section as in effect or as amended. 5.5 Interpretation. Any ambiguity in this Business Associate Agreement shall be resolved in favor of a meaning that permits Covered Entity to comply with the Privacy and Security Regulations. 5.6 Amendment. The parties agree to take such action as is necessary to amend this Business Associate Agreement from time to time as is necessary for Covered Entity to comply with the requirements of the Privacy and Security Regulations and other privacy laws governing Protected Health Information Writing Program Page 91 EXHIBIT K CHARITABLE CONTRIBUTIONS CERTIFICATION ______________________________________________________________________ Company Name ______________________________________________________________________ Address ______________________________________________________________________ Internal Revenue Service Employer Identification Number ______________________________________________________________________ California Registry of Charitable Trusts “CT” number (if applicable) The Nonprofit Integrity Act (SB 1262, Chapter 919) added requirements to California’s Supervision of Trustees and Fundraisers for Charitable Purposes Act which regulates those receiving and raising charitable contributions. Check the Certification below that is applicable to your company. Vendor or Contractor has examined its activities and determined that it does not now receive or raise charitable contributions regulated under California’s Supervision of Trustees and Fundraisers for Charitable Purposes Act. If Vendor engages in activities subjecting it to those laws during the term of a County contract, it will timely comply with them and provide County a copy of its initial registration with the California State Attorney General’s Registry of Charitable Trusts when filed. OR Vendor or Contractor is registered with the California Registry of Charitable Trusts under the CT number listed above and is in compliance with its registration and reporting requirements under California law. Attached is a copy of its most recent filing with the Registry of Charitable Trusts as required by Title 11 California Code of Regulations, sections 300-301 and Government Code sections 12585-12586. ______________________________________ Signature ____________________________ Date Name and Title of Signer (please print) Writing Program Page 92 EXHIBIT L PERFORMANCE REQUIREMENTS SUMMARY (PRS) CHART This Performance Requirements Summary (PRS) Chart lists the required services which will be monitored by the COUNTY during the term of this contract; the required standard of performance; the maximum deviation from the Acceptable Quality Level Standards (AQLS) which can occur before damages can be assessed; the method of COUNTY surveillance; and the liquidated damages for not meeting the AQLS. Quality Assurance On an on-going basis, CONTRACTOR performance will be compared to the contract standards. The Probation Department may use a variety of inspection methods to evaluate the CONTRACTOR’S performance. The methods of surveillance, which may be used, but not limited to, are: User and/or Staff Complaints Random Inspections Random and/or Judgmental Samplings Criteria for Acceptance and Unacceptable Performance Performance of a required service is considered acceptable when it meets the AQLS as set forth in Exhibit L. When the performance does not meet this standard, the CONTRACTOR will be notified promptly of any performance variances identified. When an instance of unacceptable performance comes to the attention of Probation personnel, a User Complaint Form (UCR) may be filled out and forwarded to the Quality Assurance Evaluator. The complaint will be investigated, if necessary, and may be brought to the attention of the CONTRACTOR. The CONTRACTOR shall be required to explain, in writing, within ten (10) calendar days of date of notice when performance was unacceptable, how performance will be returned to acceptable levels, and how recurrence of the problem will be prevented. CONTRACTOR will pay COUNTY for liquidated damages as provided herein. The assessment of monetary damages against the CONTRACTOR for unacceptable services shall be calculated as shown on the Performance Requirement Summary (PRS) Chart. Liquidated Damages Periodically, the CONTRACTOR’S performance will be evaluated comparing service (as stated in the Performance Work Statement) with the AQLS, using the method of surveillance. If the CONTRACTOR’S performance falls below the AQLS, liquidated damages shall be paid by CONTRACTOR as set forth in Exhibit L. Writing Program Page 93 EXHIBIT L PERFORMANCE REQUIREMENTS SUMMARY (PRS) CHART The CONTRACTOR will be notified promptly of any performance variance identified. Corrective Action The CONTRACTOR shall be required to immediately correct those activities found by Probation Department to be unacceptably performed at no additional cost to COUNTY. / / / / / / / / / / / / / / / / / / / Writing Program Page 94 EXHIBIT L PERFORMANCE REQUIREMENTS SUMMARY (PRS) CHART MAXIMUM DEVIATION OF DEGREE FROM REQUIREMENT (AQL) REQUIRED SERVICES STANDARD Contractor shall provide all services listed in Exhibit A SOW. (Exhibit A, 1.0 & 2.0) 100% Adhere to County requirements 5% Contractor shall attend or accommodate quarterly Juvenile Justice Coordinating Council (JJCC), monthly Program Manager meetings, and ad-hoc meetings requested by County representatives. (Exhibit A, 2.3.1) Contractor shall produce at the end of each month informational reports that indicate the level and type of services rendered for County. Report format and content is subject to final County review and approval. (Monthly Reports) (Exhibit A, 2.3.2) Contractor shall input data into any Probation Automated System, including the CBO Tracking System as required under JJCPA. (Exhibit A, 2.3.2) Contractor shall establish and maintain a Quality Control Plan to assure that the requirements of the contract are met. (Exhibit A, 3.0) 100% Adhere to County requirements 5% 100% Completed monthly reports on time Writing Program METHOD OF SURVEILLANCE DEDUCTION FROM CONTRACT PRICE FOR FAILURE TO MEET THE AQL - User and/or Staff Complaints - Random Inspections - Random and/or judgmental samplings - User and/or Staff Complaints - Random Inspections - Random and/or judgmental samplings Up to $100 per occurrence. 5% - User and/or Staff Complaints - Random Inspections - Random and/or judgmental samplings Up to $100 per employee per occurrence. 100% Adhere to County requirements 5% - User and/or Staff Complaints - Random Inspections - Random and/or judgmental samplings Up to $100 per occurrence. 100% Adhere to County requirements 0% - User and/or Staff Complaints - Random Inspections Up to $100 per employee per occurrence. Up to $100 per occurrence. Page 95 EXHIBIT L PERFORMANCE REQUIREMENTS SUMMARY (PRS) CHART MAXIMUM DEVIATION OF DEGREE FROM REQUIREMENT (AQL) METHOD OF SURVEILLANCE DEDUCTION FROM CONTRACT PRICE FOR FAILURE TO MEET THE AQL REQUIRED SERVICES STANDARD No personnel employed by Contractor or Subcontract for this service, having access to Probation information or records shall have a criminal conviction record or pending criminal trial unless such information has been fully disclosed and employment of the employee for this service is approved in writing by the Probation Department. (Exhibit A, 6.4.6.1) Personnel assigned to provide service under this contract shall be fingerprinted and cleared prior to employment. (Exhibit A, 6.4.6.6) Contractor shall reimburse County for record check (Exhibit A, 6.4.6.7) Contractor in compliance with Standard Terms and Conditions. (Contract, Section 8.0) 100% Adhere to County requirements 0% - User and/or Staff Complaints - Random Inspections Up to $100 per employee per occurrence. 100% Adhere to County requirements 0% - User and/or Staff Complaints - Random Inspections Up to $100 per employee per occurrence. 100% Adhere to County requirements 0% - User and/or Staff Complaints - Random Inspections Up to $100 per employee per occurrence. 100% Adhere to County requirements 5% - User and/or Staff Complaints - Random Inspections - Random and/or judgmental samplings Up to $100 per occurrence. Writing Program Page 96 EXHIBIT M IRS NOTICE 1015 (Obtain latest version from IRS website – http://www.irs.gov/pubirs-pdf/n1015.pdf) $".& Depaib ...nl ollhe Treas.y ~ Internal Rewnu. Service Notice 1015 (Rev. o.c.,h 20101 H.... You Told Your Emf~ About !he ... _ ..... _,t7"' __ . ........ ,,...._ ,._"' " .._,.. . . -... <_. ._""'."om_ b,.,...,.. "'"-_.....".. -. . . , ...- __ --' _--,_ -_.. _--_._ _-_ . ...... _.... _ _ _ _--....... __ ...... _, _ _ _ . . . . . _ . /0_ ._.,.,._7_. . _000. . . .,.._ .. ..... __ _ _ .. ... ... _._--_ ... _-..... -_ . _._-_ ...... _ ....._._-'"-._-,..""'11 _-.... ......._.... ,,-_ ..:_-' .._ ---_ .. _....... - ... __,... _. ..."'---"'-" __ ..... ,._-_on ea.- Inco.... Cnodil (ElC)? _ ..... EIe? ThoEJC'. . _ ' It _ ....- IJ, v.. _ ....... ,= .,.-....- ...... _ _ "_I~_lho ElC1 .. ,.. ,.,.. .... ""'-"''''' ... -..,........-,,.,.. , r..... w..,-...'.w--.. ........-c..._ '10_-"_,... _ .. "". . . _ _ 5OUlll ......... _ ...... N_Y.. _ • ~MOO . . . . . . . . . . 0::. _ _ _ _ '1IoOWy1ll16:;I I .... _ ~ W ~ __ ElC_ ..... _ _ 'NIII Mr EmI'loJ- CIaIIn 11>0 EIC'f .. _ ~ • ' ...... c... , 00 Illy Llf' ) 0..- .,. faofo _. -. _ CIoh . . D;:f • , • EIC._:I01O ... _ , ••• _ _ no ... __ .. _ - ... erop, ..... "'_W.,2. E'C, V"""'lI" fIS.""", .. '_'0400\." .000EZ. ·1tw . . r-W-,2.W_ .... , . . . .. _ _ ~-r";'" 0:: ...... _ .. • """" ~ , _ _t, _ _ e.- (EICI. t ..... h,_" v......... _ ac_ .... , _ -. _""" • -.. Eoo.-_~lBQ. _111 _ -. ... ... ec .. _ _ ..... _ ,_ W.l .. _ _ , ..., .,.,. _ .._ • ""'W4 '_',2011 Writing Program W. ... _ _ _ .. .. _ 7 t 1 _r.... w . l l o _ _ • ..,...,..... c...MjtLo;I'1 -~.- ._.:1:110 _ " _.w...__ ... ... ...._ O C ...._ . , _. bo_.. _ "-W-G. _ _ e.-_..." " - " ~ •• Io .... _ .. _ _,'01$,... __ 0.."_ Page 97 EXHIBIT N CONFIDENTIALITY OF CORI INFORMATION Criminal Offender Record Information (CORI) is that information which is recorded as the result of an arrest, detention or other initiation of criminal proceedings including any consequent proceedings related thereto. As an employee of_____________________ during the legitimate course of your duties, you may have access to CORI. The Probation Department has a policy of protecting the confidentiality of Criminal Offender Record Information. You are required to protect the information contained in case files against disclosure to all individuals who do not have a right-to-know or a need-to-know this information. The use of any information obtained from case files or other related sources of CORI to make contacts with probationers or their relatives, or to make CORI available to anyone who has no real and proper reason to have access to this information as determined solely by the Probation Department is considered a breach of confidentiality, inappropriate and unauthorized. Any ______ employee engaging in such activities is in violation of the Probation Department's confidentiality policy and will be subject to appropriate disciplinary action and/or criminal action pursuant to Section 11142 of the Penal Code. I have read and understand the Probation Department's policy concerning the confidentiality of CORI records. ______________________________________ Signature ______________________________________ Name (Print) ______________________________________ Title ______________________________________ Date Copy to be forwarded to Probation Contract Manager within five (5) business days of start of employment. Writing Program Page 98 EXHIBIT O COUNTY OF LOS ANGELES PROBATION DEPARTMENT - PERSONNEL SERVICES OFFICE BACKGROUND REQUEST FORM (Fax 562- 803-4558) Requesting Agency: Agency Address: City and Zip Code: Agency Contact Person: Telephone No.: Fax No.: LEAD AGENCY (if different) Completed by Requesting Agency Applicant’s Name Applicant’s Position Available Dates & Times Completed by Central Processing Unit Appointment Appointment Date Time 1 2 3 4 5 6 7 8 9 10 Instructions to Applicants: 1. Prior to the background interview you will complete the application in black ink. 2. Please bring valid photo identification. (Example: CA Driver’s License, CA Identification Card) Writing Program Page 99 EXHIBIT O CONTRACT BACKGROUND APPLICATION BTS# CONTRACTOR NAME POSITION 1. LAST NAME FIRST NAME MIDDLE NAME 2. Social Security Number 3. RESIDENCE – Street and Number City and Zip Code 4. Since (date) 6. Telephone 5. Email Address 7. Date Residence Established in California and L.A. County 8. BIRTHDATE 9. DRIVER’S LICENSE (OPERATORS OR CHAUFFEURS LICENSE SERIAL NUMBER) 11. 10. Expiration Date Have you, as a juvenile or adult, ever been convicted, fined, imprisoned, arrested, or placed on probation or a suspended sentence, or have you forfeited bail in connection with any offense (misdemeanor or felony) in any criminal, civil or military court of law on or after your 15th birthday? (Include any current investigations or pending charges). Yes No 12. Do you have any felony convictions within the past ten (10) years? Yes No 13. Have you been convicted for use/possession or admitted to use /possession of any controlled substance within the past five (5) years? Yes No 14. Do you have any convictions with elements of violence (assault, battery, mayhem, etc.) within the past five (5) years? Yes No 15. Do you have any convictions relating to the use of weapons? Yes No 16. Do you have any convictions or admissions for theft? Yes No 17. Do you have any convictions or admissions for falsification of public records, including employment records? Yes No 18. Have you ever been convicted for crimes against property within the past two (2) years? Yes No 19. Have you ever been convicted for any sex crimes? Yes No 20. 21. Have you ever been convicted for crimes against children? Are you presently on probation, formal or informal, or diversion? (Must be off probation at least one [1] year prior to completion of application) Yes No Yes No 22. Do you have more than five (5) vehicle code citations/moving violations, convictions, or at fault accidents within the past five (5) years? Yes No 23. Have you ever been convicted of Driving Under the Influence (DUI)? (No more that one [1] in the past five [5] years? Yes No 24. Do you have any outstanding failures to appear? Yes No 25. Have you been convicted for any hit and run accidents within the past five (5) years? Yes No If “Yes,” give the following information for each offense: If additional space is needed, please attach a separate page. Age at Time of Action Date Police Department or Court Charge Disposition 26. Have you ever been convicted of a crime under a different name? If so, please list 27. Have you ever been discharged or asked to resign? If yes, include employer name, address, contact number and date of occurrence. 28. ALL STATEMENTS MADE HEREIN BY ME ARE TRUE TO THE BEST OF MY KNOWLEDGE. FAILURE TO DISCLOSE OR FALSIFY ANY INFORMATION MAY RESULT IN DISQUALIFICATION. Signature of Applicant Writing Program Date Page 100 EXHIBIT O 29. Check the work function that best describes the type of work you will perform. Work Function #1 Care, Oversight, or Protection of Persons Through Direct Contact with Such Persons (e.g., Physician, Nurse, Clinical Social Worker, etc.). Work Function #2 Direct or Indirect Access to Funds or Negotiable Instruments (e.g., Assistant Deputy Director, Finance Manager, Cashier, etc.). Work Function #3 Requirement of State and/or Professional Licensing (e.g., Registered Nurse, Physician, Optometrist, Pharmacist, Physical Therapist, etc.). Work Function #4 Public Safety or Law Enforcement (e.g., Environmental Health Specialist, Public Health Investigator, etc.) Work Function #5 Access to or Charge for Drugs or Narcotics (e.g., Pharmacist Tech, Pharmacy Helper, Physician, Registered Nurse, Clinical Pharmacist, etc.). Work Function #6 Access to Confidential or Classified Information, Including Criminal Conviction Information (e.g., Personnel Officer, Systems Analyst, Patient Resources Worker, Eligibility Worker, etc.). Work Function #7 Charge of or Access to County, Public or Private Property (e.g., Warehouse Worker, Custodian, Materials Manager, Facilities Manager, etc.) REVIEWED BY – SIGNATURE L: Bdgt\Forms\Contract Emp Info.doc TITLE DEPARTMENT DATE P L E A S E T Y P E W R I T E O R P R I N T I N BLACK I N K Revised 7/2009 Writing Program Page 101 EXHIBIT P Title 5 PERSONNEL Chapter 5.09.010 through 5.09.030 SEXUAL HARASSMENT POLICY Page 1 of 3 5.09.010 Sexual harassment prohibited. 5.09.020 Sexual harassment defined. 5.09.030 Responsibilities of county personnel. 5.09.010 Sexual harassment prohibited. Sexual harassment is a form of unlawful sex discrimination, which is a violation of Title VII of the Civil Rights Act of 1964, as amended, and Chapter 6 of the California Fair Employment and Housing Act. It is the policy of the county of Los Angeles that sexual harassment is unacceptable and will not be tolerated. It is improper and against this policy for a county officer or employee to ask for or receive sexual favors from another county employee or prospective employee in return for or as a condition of county employment, promotion, job retention, a particular job or duty assignment, or any other action relating to county employment. It shall be the policy of the county of Los Angeles to: A. Dissuade such practices through communication, training and other appropriate methods that will sensitize employees and all persons involved with the county work force concerning sexual harassment issues; B. Investigate all observed or reported instances of sexual harassment, and take appropriate corrective action, including disciplinary action, when warranted; C. Provide an internal complaint process for employees who experience or witness a violation of the sexual harassment policy which will protect employee confidentiality to the extent legally permissible, shield the individual from retaliation, and allow for appropriate corrective action. (Ord. 94-0074 § 2 (part), 1994.) 5.09.020 Sexual harassment defined. Sexual harassment is defined as unwelcome sexual advances, requests for sexual favors and/or other verbal or physical conduct of a sexual nature when: A. Submission to such conduct is made either explicitly or implicitly a term or condition of employment; or B. Submission to or rejection of such conduct by an individual is used as a basis for employment decisions affecting such individual; or C. Such conduct has the purpose or effect of unreasonably interfering with an employee’s work performance or creating an intimidating, hostile or offensive working environment. (Ord. 94-0074 § 2 (part), 1994.) Writing Program Page 102 EXHIBIT P Title 5 PERSONNEL Chapter 5.09.010 through 5.09.030 SEXUAL HARASSMENT POLICY Page 2 of 3 5.09.030 Responsibilities of county personnel. A. County employees: All county employees are responsible for assuring that sexual harassment does not occur in the Los Angeles County work environment. Any employee who believes that she or he has been the object of or has been affected by sexual harassment in county work situations, or who is aware of an occurrence of sexual harassment, should report any such action or incidents to his or her supervisors, department head, departmental affirmative action coordinator or the county’s affirmative action compliance officer so that the matter can be promptly investigated and appropriate corrective action considered. B. Department heads: Each department head shall be responsible for promoting a work environment free from sexual harassment in his or her department. Each department head shall personally acknowledge his or her commitment to the county’s sexual harassment policy by assuring that: C. D. 1. The county’s sexual harassment policy is disseminated to every employee in the department; 2. All managers and supervisory personnel are held accountable for complying with the county’s sexual harassment policy; and 3. A process for promptly responding to and resolving sexual harassment complaints within the department is in place and is communicated to all employees. Managers and supervisory personnel: Managers and supervisory personnel are responsible for the prevention and correction of sexual harassment occurrences in their areas of responsibility. Managers and supervisory personnel at all levels are responsible for: 1. Ensuring that all employees in their areas of responsibility are aware of the county’s sexual harassment policy; 2. Ensuring that all personnel decisions are made in accordance with this policy; and 3. Implementing and/or recommending immediate and appropriate corrective action when warranted. Office of Affirmative Action Compliance (OAAC): The OAAC is responsible for the following: Writing Program Page 103 EXHIBIT P Title 5 PERSONNEL Chapter 5.09.010 through 5.09.030 SEXUAL HARASSMENT POLICY Page 3 of 3 1. Educating managers, supervisors and employees, and informing them of their rights and responsibilities under the county’s sexual harassment policy; 2. Developing processes for conducting investigations of alleged violations and advising management on corrective actions when such actions appear to be warranted; 3. Investigating employee complaints of sexual harassment when filed with the OAAC; 4. Responding to charges of sexual harassment filed by county employees with state and federal enforcement agencies; and 5. Investigating, at the request of a department head, employee complaints of sexual harassment or complaints of other types of employment discrimination, harassment or related misconduct prohibited by federal or state law, or County ordinance, policy, or departmental regulation. (Ord. 2003-0040 § 1, 2003: Ord. 94-0074 § 2 (part), 1994.) Writing Program Page 104 EXHIBIT P1 SEXUAL HARASSMENT/DISCRIMINATION/RETALIATION PROHIBITED FORM A copy of this completed document must be forwarded to the Los Angeles County Probation Department Contract Manager within five (5) business days of start of employment. All staff assigned/working under the contract must complete a Sexual Harassment/Discrimination/ Retaliation Prohibited form. Please forward a copy as follows: Los Angeles County Probation Department Attn: Contracts & Grants Management Division 9150 East Imperial Highway, Room B-82 Downey, CA 90242 Sexual harassment is a form of unlawful sex discrimination, which is a violation of Title VII of the Civil Rights Act of 1964, as amended, and Chapter 6 of the California Fair Employment and Housing Act. Sexual harassment is defined as unwelcome sexual advances, requests for sexual favors and/or other verbal or physical conduct of a sexual nature when: • • • Submission to such conduct is made either explicitly or implicitly a term or condition of employment; or Submission to or rejection of such conduct by an individual is used as a basis for employment decisions affecting such individual; or Such conduct has the purpose or effect of unreasonably interfering with an employee’s work performance or creating an intimidating, hostile or offensive working environment The County of Los Angeles has a policy that sexual harassment is unacceptable and will not be tolerated. In addition, the County of Los Angeles has a policy that individuals should be educated and informed of their rights and responsibilities. Based upon the existence of a contract, all Contractors’ employees assigned under the contract shall receive sexual harassment training and be familiar with policies and reporting procedures. Such training shall be provided by the contractor and shall include the following at a minimum: 1. 2. 3. 4. 5. 6. 7. Definition of Sexual Harassment Definition of Discrimination Definition of Retaliation Their Rights Their Responsibilities Procedure for Reporting Discrimination/Harassment/Retaliation with the Contractor Procedure for Filing a Complaint of Discrimination/Harassment/Retaliation with the Contractor I have read and understand that as an employee of _________________________assigned under the contract that I must receive the above referenced training. I ______________________ hereby confirm that I have received such training and information on _____________________, 20_____. NAME (PRINT): POSITION: SIGNATURE: Writing Program DATE: Page 105 EXHIBIT Q Title 2 ADMINISTRATION Chapter 2.206.010 through 2.206.080 DEFAULTED PROPERTY TAX REDUCTION PROGRAM Page 1 of 3 2.206.010 Findings and declarations. 2.206.020 Definitions. 2.206.030 Applicability. 2.206.040 Required solicitation and contract language. 2.206.050 Administration and compliance certification. 2.206.060 Exclusions/Exemptions. 2.206.070 Enforcement and remedies. 2.206.080 Severability. 2.206.010 Findings and declarations. The Board of Supervisors finds that significant revenues are lost each year as a result of taxpayers who fail to pay their tax obligations on time. The delinquencies impose an economic burden upon the County and its taxpayers. Therefore, the Board of Supervisors establishes the goal of ensuring that individuals and businesses that benefit financially from contracts with the County fulfill their property tax obligation. (Ord. No. 2009-0026 § 1 (part), 2009.) 2.206.020 Definitions. The following definitions shall be applicable to this chapter: A. “Contractor” shall mean any person, firm, corporation, partnership, or combination thereof, which submits a bid or proposal or enters into a contract or agreement with the County. B. “County” shall mean the county of Los Angeles or any public entities for which the Board of Supervisors is the governing body. C. “County Property Taxes” shall mean any property tax obligation on the County's secured or unsecured roll; except for tax obligations on the secured roll with respect to property held by a Contractor in a trust or fiduciary capacity or otherwise not beneficially owned by the Contractor. D. “Department” shall mean the County department, entity, or organization responsible for the solicitation and/or administration of the contract. E. “Default” shall mean any property tax obligation on the secured roll that has been deemed defaulted by operation of law pursuant to California Revenue and Taxation Code section 3436; or any property tax obligation on the unsecured roll that remains unpaid on the applicable delinquency date pursuant to California Revenue and Taxation Code section 2922; except for any property tax obligation dispute pending before the Assessment Appeals Board. F. “Solicitation” shall mean the County’s process to obtain bids or proposals for goods and services. G. “Treasurer-Tax Collector” shall mean the Treasurer and Tax Collector of the County of Los Angeles. (Ord. No. 2009-0026 § 1 (part), 2009.) 2.206.030 Applicability. This chapter shall apply to all solicitations issued 60 days after the effective date of the ordinance codified in this chapter. This chapter shall also apply to all new, renewed, extended, and/or amended contracts entered into 60 days after the effective date of the ordinance codified in this chapter. (Ord. No. 2009-0026 § 1 (part), 2009.) Writing Program Page 106 EXHIBIT Q Title 2 ADMINISTRATION Chapter 2.206.010 through 2.206.080 DEFAULTED PROPERTY TAX REDUCTION PROGRAM Page 2 of 3 2.206.040 Required solicitation and contract language. All solicitations and all new, renewed, extended, and/or amended contracts shall contain language which: A. Requires any Contractor to keep County Property Taxes out of Default status at all times during the term of an awarded contract; B. Provides that the failure of the Contractor to comply with the provisions in this chapter may prevent the Contractor from being awarded a new contract; and C. Provides that the failure of the Contractor to comply with the provisions in this chapter may constitute a material breach of an existing contract, and failure to cure the breach within 10 days of notice by the County by paying the outstanding County Property Tax or making payments in a manner agreed to and approved by the Treasurer-Tax Collector, may subject the contract to suspension and/or termination. (Ord. No. 2009-0026 § 1 (part), 2009.) 2.206.050 Administration and compliance certification. A. The Treasurer-Tax Collector shall be responsible for the administration of this chapter. The Treasurer-Tax Collector shall, with the assistance of the Chief Executive Officer, Director of Internal Services, and County Counsel, issue written instructions on the implementation and ongoing administration of this chapter. Such instructions may provide for the delegation of functions to other departments. B. Contractor shall be required to certify, at the time of submitting any bid or proposal to the County, or entering into any new contract, or renewal, extension or amendment of an existing contract with the County, that it is in compliance with this chapter is not in Default on any County Property Taxes or is current in payments due under any approved payment arrangement. (Ord. No. 20090026 § 1 (part), 2009.) 2.206.060 Exclusions/Exemptions. A. This chapter shall not apply to the following contracts: 1. Chief Executive Office delegated authority agreements under $50,000; 2. A contract where federal or state law or a condition of a federal or state program mandates the use of a particular contractor; 3. A purchase made through a state or federal contract; 4. A contract where state or federal monies are used to fund service related programs, including but not limited to voucher programs, foster care, or other social programs that provide immediate direct assistance; 5. Purchase orders under a master agreement, where the Contractor was certified at the time the master agreement was entered into and at any subsequent renewal, extension and/or amendment to the master agreement. 6. Purchase orders issued by Internal Services Department under $100,000 that is not the result of a competitive bidding process. 7. Program agreements that utilize Board of Supervisors' discretionary funds; 8. National contracts established for the purchase of equipment and supplies for and by the National Association of Counties, U.S. Communities Government Purchasing Alliance, or any similar related group purchasing organization; Writing Program Page 107 EXHIBIT Q Title 2 ADMINISTRATION Chapter 2.206.010 through 2.206.080 DEFAULTED PROPERTY TAX REDUCTION PROGRAM Page 3 of 3 9. A monopoly purchase that is exclusive and proprietary to a specific manufacturer, distributor, reseller, and must match and inter-member with existing supplies, equipment or systems maintained by the county pursuant to the Los Angeles Purchasing Policy and Procedures Manual, section P-3700 or a successor provision; 10. A revolving fund (petty cash) purchase pursuant to the Los Angeles County Fiscal Manual, section 4.6.0 or a successor provision; 11. A purchase card purchase pursuant to the Los Angeles County Purchasing Policy and Procedures Manual, section P-2810 or a successor provision; 12. A non-agreement purchase worth 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 13. A bona fide emergency purchase pursuant to the Los Angeles County Purchasing Policy and Procedures Manual section P-0900 or a successor provision; 14. Other contracts for mission critical goods and/or services where the Board of Supervisors determines that an exemption is justified. B. Other laws. This chapter shall not be interpreted or applied to any Contractor in a manner inconsistent with the laws of the United States or California. (Ord. No. 2009-0026 § 1 (part), 2009.) 2.206.070 Enforcement and remedies. A. The information furnished by each Contractor certifying that it is in compliance with this chapter shall be under penalty of perjury. B. No Contractor shall willfully and knowingly make a false statement certifying compliance with this chapter for the purpose of obtaining or retaining a County contract. C. For 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; and/or, 3. Recommend to the Board of Supervisors that an exemption is justified pursuant to Section 2.206.060.A.14 of this chapter or payment deferral as provided pursuant to the California Revenue and Taxation Code. (Ord. No. 2009-0026 § 1 (part), 2009.) 2.206.080 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. No. 2009-0026 § 1 (part), 2009.) Writing Program Page 108 EXHIBIT Q CERTIFICATION OF COMPLIANCE WITH THE COUNTY’S DEFAULTED PROPERTY TAX REDUCTION PROGRAM Company Name: Company Address: City: State: Zip Code: Telephone Number: Email address: Solicitation/Contract For _______________________Services:_______________________________ The Proposer/Bidder/Contractor certifies that: □ It is familiar with the terms of the County of Los Angeles Defaulted Property Tax Reduction Program, Los Angeles County Code Chapter 2.206; AND To the best of its knowledge, after a reasonable inquiry, the Proposer/Bidder/ Contractor is not in default, as that term is defined in Los Angeles County Code Section 2.206.020.E, on any Los Angeles County property tax obligation; AND The Proposer/Bidder/Contractor agrees to comply with the County’s Defaulted Property Tax Reduction Program during the term of any awarded contract. - OR - □ I am exempt from the County of Los Angeles Defaulted Property Tax Reduction Program, pursuant to Los Angeles County Code Section 2.206.060, for the following reason: __________________________________________________________________ __________________________________________________________________ I declare under penalty of perjury under the laws of the State of California that the information stated above is true and correct. Print Name: Title: Signature: Date: Writing Program Page 109 ATTACHMENT II SOLE SOURCE CHECKLIST Check ( .J) JUSTIFICATION FOR SOLE SOURCE CONTRACTS Identify applicable justification and provide documentation for each checked item. ~ Only one bona fide source for the service exists; performance and price competition are not available. ~ Quick action is required (emergency situation). ~ Proposals have been solicited but no satisfactory proposals were received. ~ Additional services are needed to complete an ongoing task and it would be prohibitively costly in time and money to seek a new service provider. ~ Maintenance service agreements exist on equipment which must be serviced by the authorized manufacturer's service representatives. ~ It is most cost-effective to obtain services by exercising an option under an existing contract. ~ It is in the best interest of the County e.g., administrative cost savings, excessive learning curve for a new service provider, etc. ~ Other reason. Please explain: Due to the unique nature of the service delivery and the target population, the InsideOUT Writers were specifically identified in the Comprehensive Multi-Agency Juvenile Justice Plan (Plan) approved by your Board March 7, - " 0:' f:L. - 6 /// L.-/ ~d" r.//7~ J8PtJ' Chief Executive Officer, CEO Revised: 2/08 Services Contracting Manual - Appendix Q ~4j"h Date I