CONTRACT 5542 Grant Agreement CLOSED Agreement No. 5542
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CONTRACT BY AND BETWEEN
COUNTY OF LOS ANGELES
AND
CITY OF EL SEGUNDO
FOR
HOMELESS SERVICES
CONTRACT NUMBER: AO-18-648
Agreement No. 5542
CONTRACT PROVISIONS
TABLE OF CONTENTS
PARAGRAPH TITLE PAGE
RECITALS ................................................................................................................................ 1
1 APPLICABLE DOCUMENTS........................ ».....,........................................,,,,.... 2
2 DEFINITIONS................................................................... ..»..........,..,,................. 2
2.1 Standard Definitions ................. ............................................................... 3
3 WORK ......................................................................................................I...........4
4 TERM OF CONTRACT ........................................................................................4
5 CONTRACT SUM ..,.....-.........................................................................................4
5.1 Total Contract Sum.................................................................................... 4
5.2 Written Approval for Reimbursement......................................................... 5
5.3 Intentionally Omitted .................................................................................. 5
5.4 No Payment for Services Provided Following Expiration-Termination
ofContract................................................................................................. 5
5.5 Invoices and Payments.............................................................................. 5
6 ADMINISTRATION OF CONTRACT- COUNTY .................................................. 6
6.1 County Administration ............................................................................... 6
6.2 County's Project Director........................................................................... 6
6.3 County's Project Manager.................................. ........ 7
6.4 County's Contract Project Monitor ............................................................. 7
7 ADMINISTRATION OF CONTRACT-CONTRACTOR......................................... 7
7.1 Contractor Administration ....................................... .............................., 7
7.2 Contractor's Project Manager.................................................................... 8
7.3 Approval of Contractor's Staff.................................................................... 8
7.4 Contractor's Staff Identification .................................................................. 8
7.5 Background and Security Investigations.................................................... 8
7.6 Confidentiality ............................................................................................ 9
8 STANDARD TERMS AND CONDITIONS.......................................................... 10
8.1 Amendments............................................................................................ 10
8.2 Assignment and Delegation..................................................................... 11
8.3 Authorization Warranty ............................................................................ 11
8.4 Budget Reductions .................................................................................. 12
8.5 Complaints............................................................................................... 12
8.6 Compliance with Applicable Law ............................................................. 13
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CONTRACT PROVISIONS Agreement No. 5542
TABLE OF CONTENTS
PARAGRAPH TITLE PAGE
8.7 Compliance with Civil Rights Laws .......................................................... 14
8.8 Compliance with the County's Jury Service Program .............................. 14
8.9 Conflict of Interest.................................................................................... 16
8.10 Intentionally Omitted ................................................................................ 16
8.11 Consideration of Hiring GAIN-GROW Participants .................................. 16
8.12 Contractor Responsibility and Debarment ............................................... 17
8.13 Contractor's Acknowledgement of County's Commitment to Safely
Surrendered Baby Law............................................................................ 20
8.14 Contractor's Warranty of Adherence to County's Child Support
Compliance Program ..................................................................... 20
8.15 County's Quality Assurance Plan............................................................. 20
8.16 Damage to County Facilities, Buildings or Grounds................................. 21
8.17 Employment Eligibility Verification ........................................................... 21
8.18 Facsimile Representations....................................................................... 21
8.19 Fair Labor Standards............................................................................... 22
8.20 Force Majeure....................................... ................................................. 22
8.21 Governing Law, Jurisdiction, and Venue.................................................. 23
8.22 Independent Contractor Status................................................................ 23
8.23 Mutual Indemnification............................................................................. 24
8.24 General Provisions for all Insurance Coverage...... ......... 24
8.25 Insurance Coverage .............. ......,........................ 29
8.26 Liquidated Damages................................................. 30
8.27 Most Favored Public Entity ...................................................................... 31
8.28 Nondiscrimination and Affirmative Action................... 32
8.29 Non Exclusivity .............................................. .............................. 33
8.30 Notice of Delays....................................................................................... 33
8.31 Notice of Disputes................................... 33
8.32 Notice to Employees Regarding the Federal Earned Income Credit.,,,.... 34
8.33 Notice to Employees Regarding the Safely Surrendered Baby Law.....,.. 34
8.34 Notices..................................................................................................... 34
8.35 Prohibition Against Inducement or Persuasion .. .. ..................... ........ 34
8.36 Public Records Act ................................... ...., 35
8.37 Publicity ................................................................................................... 35
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Agreement No. 5542
CONTRACT PROVISIONS
TABLE OF CONTENTS
PARAGRAPH TITLE PAGE
8.38 Record Retention and Inspection-Audit Settlement ................................. 36
8.39 Recycled Bond Paper.............................................................................. 37
8.40 Subcontracting......................................................................................... 37
8.41 Termination for Breach of Warranty to Maintain Compliance with
County's Child Support Compliance Program.......................................... 39
8.42 Termination for Convenience................................................................... 39
8.43 Termination for Default ............................................................................ 40
8.44 Termination for Improper Consideration .................................................. 41
8.45 Termination for Insolvency....................................................................... 42
8.46 Termination for Non-Adherence of County Lobbyist Ordinance............... 42
8.47 Termination for Non-Appropriation of Funds............................................ 43
8.48 Validity..................................................................................................... 43
8.49 Waiver...................................................................................................... 43
8.50 Warranty Against Contingent Fees.......................................................... 43
8.51 Warranty of Compliance with County's Defaulted Property Tax
Reduction Program.................................................................................. 44
8.52 Termination for Breach of Warranty to Maintain Compliance with
County's Defaulted Property Tax Reduction Program ............................. 44
8.53 Time off for Voting ................................................................................... 44
8.54 Compliance with County's Zero Tolerance Policy on Human Trafficking. 45
9 UNIQUE TERMS AND CONDITIONS.......... ............ .......................... .............45
9.1 Intentionally Omitted ................................................................................ 45
9.2 Contractor Protection of Electronic County Information_.... .........45
SIGNATURES .................................................................................................,,.....,....., 48
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Agreement No. 5542
CONTRACT PROVISIONS
TABLE OF CONTENTS
STANDARD EXHIBITS
A Statement of Work
B Pricing Schedule
C Contractor's EEO Certification
D County's Administration
E Contractor's Administration
F Form(s) Required at the Time of Contract Execution
G Jury Service Ordinance
H Safely Surrendered Baby Law
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Agreement No. 5542
CONTRACT BETWEEN
COUNTY OF LOS ANGELES
AND
CITY OF EL SEGUNDO
FOR
HOMELESS SERVICES —CITY PLANNING GRANTS
This Contract is entered into this 4t" day of Mav 2018, by and between the
County of Los Angeles (hereafter "County") and City of EI Segundo (hereafter
referred to as "Contractor"), to provide County with homeless services.
RECITALS
WHEREAS, on February 9, 2016, the County Board of Supervisors delegated
authority to the Chief Executive Officer, subject to review and approval of County
Counsel, to: a) prepare and execute agreements and any subsequent
amendments, up to $250,000, to implement the recommended homeless
strategies; and b) execute, as needed, any non-financial amendments or
financial amendments which increase or decrease the total contract amount by
not more than 10 percent; and
WHEREAS, on June 13, 2017, the County Board of Supervisors allocated a total
of $2 million from existing Homeless Initiative Provisional Financing Uses (PFU)
to be used for regional coordination services at the council of governments level
and homeless planning grants for cities ("City Planning Grants") in the Los
Angeles Continuum of Care; and
WHEREAS, on October 17, 2017, the County Board of Supervisors allocated an
additional $575,000 to ensure adequate funding for all City Planning Grant
proposals; and
WHEREAS, the Chief Executive Office has reviewed Contractor's proposal and
approved providing $30,000 to Contractor for homeless services; and
WHEREAS, pursuant to Government Code section 26227, the County Board of
Supervisors may appropriate and expend money to establish county programs or
to fund other programs deemed to be necessary to meet the social needs of the
population of the county.
NOW THEREFORE, in consideration of the mutual covenants contained herein,
and for good and valuable consideration, the parties agree to the following:
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Agreement No. 5542
1 APPLICABLE DOCUMENTS
Exhibits A, B, C, D, E, F, G, and H, 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 terms and conditions
of the Contract and then to the Exhibits according to the following
priority.
Standard Exhibits:
1.1 Exhibit A - Statement of Work
1.2 Exhibit B - Pricing Schedule
1.3 Exhibit C - Contractor's EEO Certification
1.4 Exhibit D - County's Administration
1.5 Exhibit E - Contractor's Administration
1.6 Exhibit F - Forms Required at the Time of Contract
Execution
1.7 Exhibit G - Jury Service Ordinance
1.8 Exhibit H - Safely Surrendered Baby Law
This Contract constitutes the complete and exclusive statement of
understanding between the parties, and supersedes all previous
contracts, written and oral, and all communications between the
parties relating to the subject matter of this Contract. No change to
this Contract shall be valid unless prepared pursuant to Paragraph
8.1 (Amendments) and signed by both parties.
2 DEFINITIONS
2.1 Standard Definitions:
2.1.1 The headings herein contained are for convenience and
reference only and are not intended to define the scope of
any provision thereof. The following words as used herein
shall be construed to have the following meaning, unless
otherwise apparent from the context in which they are used.
........................ ......... ............_......
..._
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Agreement No. 5542
2.1.1.1 City Planning Grants: One-time funding allocated
by the County Board of Supervisors from existing
Homeless Initiative Provisional Financing Uses
(PFU) funds to support proposals that will result in a
plan to prevent and combat homelessness for each
city which receives a grant. To administer the
grants, the Chief Executive Office partnered with the
United Way Home for Good Funders Collaborative.
2.1.1.2 Contract: This agreement executed between
County and Contractor. Included are all
supplemental agreements amending or extending
the service to be performed. The Contract sets forth
the terms and conditions for the issuance and
performance of all tasks, deliverables, services and
other work
2.1.1.3 Contractor: The person or persons, sole proprietor,
partnership, joint venture, corporation or other legal
entity who has entered into an agreement with the
County to perform or execute the work covered by
this contract.
2.1.1.4 Statement of Work: The directions, provisions, and
requirements provided herein and special provisions
pertaining to the method, frequency, manner and
place of performing the contract services.
2.1.1.5 Subcontract: An agreement by the contractor to
employ a subcontractor to provide services to fulfill
this contract.
2.1.1.6 Subcontractor: Any individual, person or persons,
sole proprietor, firm, partnership, joint venture,
corporation, or other legal entity furnishing supplies,
services of any nature, equipment, and/or materials
to contractor in furtherance of contractor's
performance of this contract, at any tier, under oral
or written agreement.
2.1.1.7 Board of Supervisors (Board): The Board of
Supervisors of the County of Los Angeles acting as
governing body.
2.1.1.8 County Project Manager: Person designated by
County's Project Director to manage the operations
under this contract.
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2.1.1.9 County Contract Project Monitor: Person with
responsibility to oversee the day to day activities of
this contract. Responsibility for inspections of any
and all tasks, deliverables, goods, services and
other work provided by the contractor.
2.1.1.10 County Project Director: Person designated by
County with authority for County on contractual or
administrative matters relating to this contract that
cannot be resolved by the County's Project
Manager.
2.1.1.11 Day(s): Calendar day(s) unless otherwise specified.
2.1.1.12 Contractor Project Manager: The person
designated by the Contractor to administer the
Contract operations under this Contract
2.1.1.13 Fiscal Year: The twelve (12) month period
beginning July 1st and ending the following June
30th.
2.1.1.14 United Way Home for Good Funders
Collaborative: a public-private partnership, which
collaborates on solutions to end homelessness in
Los Angeles County.
3 WORK
3.1 Pursuant to the provisions of this Contract, the Contractor shall fully
perform, complete and deliver on time, all tasks, deliverables,
services and other work as set forth in herein.
3.2 If the Contractor provides any tasks, deliverables, goods, services, or
other work, other than as specified in this contract, the same shall be
deemed to be a gratuitous effort on the part of the contractor, and
the contractor shall have no claim whatsoever against the County.
4 TERM OF CONTRACT
4.1 The term of this Contract shall commence upon execution by the
County's Chief Executive Officer and shall expire in one (1) year,
unless sooner terminated or extended, in whole or in part, as
provided in this Contract.
5 CONTRACT SUM
5.1 Total Contract Sum
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5.1.1 The Maximum Amount of this Contract shall be the amount
set forth in Exhibit B — Pricing Schedule, for the term of this
Contract as set forth Paragraph 4.0 - Term of Contract,
above. Any costs incurred to complete this Contract more
than the maximum not-to-exceed cost will be borne by the
Contractor.
5.2 Written Approval for Reimbursement
5.2.1 The Contractor shall not be entitled to payment or
reimbursement for any tasks or services performed, nor for
any incidental or administrative expenses whatsoever
incurred in or incidental to performance hereunder, except
as specified herein. Assumption or takeover of any of the
Contractor's duties, responsibilities, or obligations, or
performance of same by any person or entity other than the
Contractor, whether through assignment, subcontract,
delegation, merger, buyout, or any other mechanism, with
or without consideration for any reason whatsoever, shall
not occur except with the County's express prior written
approval.
5.3 Intentionally Omitted
5.4 No Payment for Services Provided Following Expiration-
Termination of Contract
5.4.1 The Contractor shall have no claim against County for
payment of any money or reimbursement, of any kind
whatsoever, for any service provided by the Contractor after
the expiration or other termination of this Contract. Should
the Contractor receive any such payment it shall
immediately notify County and shall immediately repay all
such funds to County. Payment by County for services
rendered after expiration-termination of this Contract shall
not constitute a waiver of County's right to recover such
payment from the Contractor. This provision shall survive
the expiration or other termination of this Contract.
5.5 Invoices and Payments
5.5.1 The Contractor shall invoice the County only for providing
the tasks, deliverables, goods, services, and other work
specified in Exhibit A - Statement of Work and elsewhere
hereunder. The Contractor shall prepare invoices, which
shall include the charges owed to the Contractor by the
County under the terms of this Contract. The Contractor's
payments shall be as provided in Exhibit B (Pricing
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Homeless
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Schedule) and the Contractor shall be paid only for the
tasks, deliverables, goods, services, and other work
approved in writing by the County. If the County does not
approve work in writing no payment shall be due to the
Contractor for that work.
5.5.2 The Contractor's invoices shall be priced in accordance with
Exhibit B (Pricing Schedule).
5.5.3 The Contractor's invoices shall contain the information set
forth in Exhibit A (Statement of Work) describing the tasks,
deliverables, goods, services, work hours, and facility and/or
other work for which payment is claimed.
5.5.4 All invoices under this Contract shall be addressed to the
following and submitted electronically to the following email
address:
Homeless Initiative Unit
Los Angeles County Chief Executive Office
Hall of Administration
500 W. Temple Street, Rm 493
Los Angeles, CA 90012
hiadmin(cDceo.lacount ov
5.5.5 County Approval of Invoices
All invoices submitted by the Contractor for payment must
have the written approval of the County's Project Manager
prior to any payment thereof. In no event shall the County
be liable or responsible for any payment prior to such
written approval. Approval for payment will not be
unreasonably withheld.
6 ADMINISTRATION OF CONTRACT - COUNTY
6.1 County Administration
6.1.1 A listing of all County Administration referenced in the
following subparagraphs are designated in Exhibit D -
County's Administration. The County will notify the
Contractor in writing of any change in the names or
addresses shown.
6.2 County's Project Director
6.2.1 The role of the County's Project Director may include
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6.2.1.1 Coordinating with Contractor and ensuring
Contractor's performance of the Contract; however,
in no event shall Contractor's obligation to fully
satisfy all of the requirements of this Contract be
relieved, excused or limited thereby; and
6.2.1.2 Upon request of the Contractor, providing direction
to the Contractor, as appropriate in areas relating to
County policy, information requirements, and
procedural requirements; however, in no event,
shall Contractor's obligation to fully satisfy all of the
requirements of this Contract be relieved, excused
or limited thereby.
6.3 County's Project Manager
6.3.1 The role of the County's Project Manager is authorized to
include:
6.3.1.1 Meeting with the Contractor's Project Manager on a
regular basis; and
6.3.1.2 Inspecting any and all tasks, deliverables, goods,
services, or other work provided by or on behalf of
the Contractor; however, in no event shall
Contractor's obligation to fully satisfy all of the
requirements of this Contract be relieved, excused
or limited thereby.
The County's Project Manager is not authorized to make any
changes in any of the terms and conditions of this Contract
and is not authorized to further obligate County in any
respect whatsoever.
6.4 County's Contract Project Monitor
6.4.1 The role of the County's Project Monitor is to oversee the
day-to-day administration of this Contract; however, in no
event shall Contractor's obligation to fully satisfy all of the
requirements of this Contract be relieved, excused or limited
thereby. The Project Monitor reports to the County's Project
Manager.
7 ADMINISTRATION OF CONTRACT - CONTRACTOR
7.1 Contractor Administration
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Agreement No. 5542
A listing of all of Contractor's Administration referenced in the
following paragraphs is designated in Exhibit E (Contractor's
Administration). The Contractor will notify the County in writing of
any change in the names or addresses shown.
7.2 Contractor's Project Manager
7.2.1 The Contractor's Project Manager is designated in Exhibit
E (Contractor's Administration). The Contractor shall notify
the County in writing of any change in the name or address
of the Contractor's Project Manager.
7.2.2 The Contractor's Project Manager shall be responsible for
the Contractor's day-to-day activities as related to this
Contract and shall meet and coordinate with County's
Project Manager and County's Contract Project Monitor on
a regular basis.
7.3 Approval of Contractor's Staff
7.3.1 County has the absolute right to approve or disapprove all
of the Contractor's staff performing work hereunder and any
proposed changes in the Contractor's staff, including, but
not limited to, the Contractor's Project Manager.
7.4 Contractor's Staff Identification
Contract shall provide, at Contractor's expense, all staff providing
services under this Contract with a photo identification badge.
7.5 Background and Security Investigations
7.5.1 Each of Contractor's staff performing services under this
Contract, who is in a designated sensitive position, as
determined by County in County's sole discretion, shall
undergo and pass a background investigation to the
satisfaction of County as a condition of beginning and
continuing to perform services under this Contract. Such
background investigation must be obtained through
fingerprints submitted to the California Department of
Justice to include State, local, and federal-level review,
which may include, but shall not be limited to, criminal
conviction information. The fees associated with the
background investigation shall be at the expense of the
Contractor, regardless of whether the member of
Contractor's staff passes or fails the background
investigation.
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If a member of Contractor's staff does not pass the
background investigation, County may request that the
member of Contractor's staff be removed immediately from
performing services under the Contract. Contractor shall
comply with County's request at any time during the term of
the Contract. County will not provide to Contractor or to
Contractor's staff any information obtained through the
County's background investigation
7.5.2 County, in its sole discretion, may immediately deny or
terminate facility access to any member of Contractor's staff
that does not pass such investigation to the satisfaction of
the County or whose background or conduct is incompatible
with County facility access.
7.5.3 Disqualification of any member of Contractor's staff pursuant
to this Paragraph 7.5 shall not relieve Contractor of its
obligation to complete all work in accordance with the terms
and conditions of this Contract.
7.6 Confidentiality
7.6.1 Contractor shall maintain the confidentiality of all records
and information in accordance with all applicable Federal,
State and local laws, rules, regulations, ordinances,
directives, guidelines, policies and procedures relating to
confidentiality, including, without limitation, County policies
concerning information technology security and the
protection of confidential records and information.
7.6.2 Contractor shall indemnify, defend, and hold harmless
County, its officers, employees, and agents, from and
against any and all claims, demands, damages, liabilities,
losses, costs and expenses, including, without limitation,
defense costs and legal, accounting and other expert,
consulting, or professional fees, arising from, connected
with, or related to any failure by Contractor, its officers,
employees, agents, or subcontractors, to comply with this
Paragraph 7.6, as determined by County in its sole
judgment. Any legal defense pursuant to contractor's
indemnification obligations under this Paragraph 7.6 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
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Agreement No. 5542
in its sole judgment, County shall be entitled to retain its own
counsel, including, without limitation, County Counsel, and to
reimbursement from Contractor for all such costs and
expenses incurred by County in doing so. Contractor shall
not have the right to enter into any settlement, agree to any
injunction, or make any admission, in each case, on behalf
of County without County's prior written approval.
7.6.3 Contractor shall inform all of its officers, employees, agents
and subcontractors providing services hereunder of the
confidentiality provisions of this Contract.
7.6.4 Contractor shall sign and adhere to the provisions of the
"Contractor Acknowledgement and Confidentiality
Agreement", Exhibit F.
8 STANDARD TERMS AND CONDITIONS
8.1 Amendments
8.1.1 For any change which affects the scope of work, term,
contract sum, payments, or any term or condition included
under this Contract, an amendment to the Contract shall be
prepared and executed by the contractor and by Chief
Executive Officer or his/her designee.
8.1.2 For any change which does not materially affect the
statement of work or any other term or condition included
under this Contract, a Change Notice shall be prepared and
signed by the County's Project Manager and Contractor's
Project Manager.
8.1.3 The 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 Chief Executive Officer. To implement such
changes, an Amendment to the Contract shall be prepared
and executed by the contractor and by Chief Executive Officer
and his/her designee.
8.1.4 The Chief Executive Officer or his/her designee, may at
his/her sole discretion, authorize extensions of time as
defined in Paragraph 4 - Term of Contract. The contractor
agrees that such extensions of time shall not change any
other term or condition of this Contract during the period of
such extensions. To implement an extension of time, an
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Amendment to the Contract shall be prepared and executed
by the contractor and by Chief Executive Officer.
8.2 Notwithstanding Section 8.1.1 above, 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
paragraph, County consent shall require a written
Amendment to the Contract, which is formally approved and
executed by the parties. Any payments by the County to any
approved delegatee or assignee on any claim under this
Contract shall be deductible, at County's sole discretion,
against the claims, which the contractor may have against the
County.
8.2.2 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 person or entity other than the
contractor, whether through assignment, subcontract,
delegation, merger, buyout, or any other mechanism, with or
without consideration for any reason whatsoever
without County's express prior written approval, shall be a
material breach of the Contract which may result in the
termination of this Contract. In the event of such termination,
County shall be entitled to pursue the same remedies against
contractor as it could pursue in the event of default by
contractor.
8.3 Authorization Warranty
8.3.1 The contractor represents and warrants that the person
executing this Contract for the contractor is an authorized
agent who has actual authority to bind the contractor to each
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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
8.4.1 In the event that the County's Board of Supervisors adopts,
in any fiscal year, a County Budget which provides for
reductions in the salaries and benefits paid to the majority of
County employees and imposes similar reductions with
respect to County contracts, the County reserves the right to
reduce its payment obligation under this Contract
correspondingly for that fiscal year and any subsequent
fiscal year during the term of this Contract (including any
extensions), and the services to be provided by the
contractor under this Contract shall also be reduced
correspondingly. The County's notice to the contractor
regarding said reduction in payment obligation shall be
provided within thirty (30) calendar days of the Board's
approval of such actions. Except as set forth in the
preceding sentence, the contractor shall continue to provide
all of the services set forth in this Contract.
8.5 Complaints
8.5.1 The contractor shall develop, maintain and operate
procedures for receiving, investigating and responding to
complaints.
8.5.2 Complaint Procedures
8.5.2.1 Within thirty (30) business days after the Contract
effective date, the contractor shall provide the
County with the contractor's policy for receiving,
investigating and responding to user complaints.
8.5.2.2 The County will review the contractor's policy and
provide the contractor with approval of said plan or
with requested changes.
8.5.2.3 If the County requests changes in the contractor's
policy, the contractor shall make such changes
and resubmit the plan within fifteen (15) business
days for County approval.
8.5.2.4 If, at any time, the contractor wishes to change the
contractor's policy, the contractor shall submit
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proposed changes to the County for approval
before implementation.
8.5.2.5 The contractor shall preliminarily investigate all
complaints and notify the County's Project
Manager of the status of the investigation within
thirty (30) business days of receiving the
complaint.
8.5.2.6 When complaints cannot be resolved informally, a
system of follow-through shall be instituted which
adheres to formal plans for specific actions and
strict time deadlines.
8.5.2.7 Copies of all written responses shall be sent to the
County's Project Manager within ten (10) business
days of mailing to the complainant.
8.6 Compliance with Applicable Law
8.6.1 In the performance of this Contract, contractor shall comply
with all applicable Federal, State and local laws, rules,
regulations, ordinances, directives, guidelines, policies and
procedures, and all provisions required thereby to be included
in this Contract are hereby incorporated herein by reference.
8.6.2 Contractor shall indemnify, defend, and hold harmless
County, its officers, employees, and agents, from and
against any and all claims, demands, damages, liabilities,
losses, costs, and expenses, including, without limitation,
defense costs and legal, accounting and other expert,
consulting or professional fees, arising from, connected with,
or related to any failure by contractor, its officers,
employees, agents, or subcontractors, to comply with any
such laws, rules, regulations, ordinances, directives,
guidelines, policies, or procedures, as determined by County
in its sole judgment. Any legal defense pursuant to
contractor's indemnification obligations under Paragraph 8.6
(Compliance with Applicable Law) shall be conducted by
contractor and performed by counsel selected by contractor
and approved by County. Notwithstanding the preceding
sentence, County shall have the right to participate in any
such defense at its sole cost and expense, except that in the
event contractor fails to provide County with a full and
adequate defense, as determined by County in its sole
judgment, County shall be entitled to retain its own counsel,
including, without limitation, County Counsel, and to
reimbursement from contractor for all such costs and
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expenses incurred by County in doing so. Contractor shall
not have the right to enter into any settlement, agree to any
injunction or other equitable relief, or make any admission, in
each case, on behalf of County without County's prior written
approval.
8.7 Compliance with Civil Rights Laws
8.7.1 The contractor hereby assures that it will comply with
Subchapter VI of the Civil Rights Act of 1964, 42 USC
Sections 2000 (e) (1) through 2000 (e) (17), to the end that
no person shall, on the grounds of race, creed, color, sex,
religion, ancestry, age, condition of physical handicap,
marital status, political affiliation, or national origin, be
excluded from participation in, be denied the benefits of, or
be otherwise subjected to discrimination under this Contract
or under any project, program, or activity supported by this
Contract. The contractor shall comply with Exhibit C -
Contractor's EEO Certification.
8.8 Compliance with the County's Jury Service Program
8.8.1 Jury Service Program:
This Contract is subject to the provisions of the County's
ordinance entitled Contractor Employee Jury Service ("Jury
Service Program") as codified in Sections 2.203.010 through
2.203.090 of the Los Angeles County Code, a copy of which
is attached as Exhibit G 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.
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2. For purposes of this paragraph, "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 fifty thousand dollars ($50,000) or
more in any twelve (12) month period under one or
more County contracts or subcontracts. "Employee"
means any California resident who is a full-time
employee of the contractor. "Full-time" means forty (40)
hours or more worked per week, or a lesser number of
hours if: 1) the lesser number is a recognized industry
standard as determined by the County, or 2) contractor
has a long-standing practice that defines the lesser
number of hours as full-time. Full-time employees
providing short-term, temporary services of ninety (90)
days or less within a twelve (12) month period are not
considered full-time for purposes of the Jury Service
Program. If the contractor uses any subcontractor to
perform services for the County under the Contract, the
subcontractor shall also be subject to the provisions of
this paragraph. The provisions of this paragraph shall
be inserted into any such subcontract agreement and a
copy of the Jury Service Program shall be attached to
the agreement.
3. If the contractor is not required to comply with the Jury
Service Program when the Contract commences, the
contractor shall have a continuing obligation to review
the applicability of its "exception status" from the Jury
Service Program, and the contractor shall immediately
notify the County if the contractor at any time either
comes within the Jury Service Program's definition of
"contractor" or if the contractor no longer qualifies for an
exception to the Jury Service Program. In either event,
the contractor shall immediately implement a written
policy consistent with the Jury Service Program. The
County may also require, at any time during the
Contract and at its sole discretion, that the contractor
demonstrate, to the County's satisfaction that the
contractor either continues to remain outside of the Jury
Service Program's definition of "contractor" and/or that
the contractor continues to qualify for an exception to
the Program.
4. Contractor's violation of this paragraph of the Contract
may constitute a material breach of the Contract. In the
event of such material breach, County may, in its sole
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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.
8.9 Conflict of Interest
8.9.1 No County employee whose position with the County
enables such employee to influence the award of this
Contract or any competing Contract, and no spouse or
economic dependent of such employee, shall be employed
in any capacity by the contractor or have any other direct or
indirect financial interest in this Contract. No officer or
employee of the contractor who may financially benefit from
the performance of work hereunder shall in any way
participate in the County's approval, or ongoing evaluation,
of such work, or in any way attempt to unlawfully influence
the County's approval or ongoing evaluation of such work.
8.9.2 The contractor shall comply with all conflict of interest laws,
ordinances, and regulations now in effect or hereafter to be
enacted during the term of this Contract. The contractor
warrants that it is not now aware of any facts that create a
conflict of interest. If the contractor hereafter becomes
aware of any facts that might reasonably be expected to
create a conflict of interest, it shall immediately make full
written disclosure of such facts to the County. Full written
disclosure shall include, but is not limited to, identification
of all persons implicated and a complete description of all
relevant circumstances. Failure to comply with the
provisions of this paragraph shall be a material breach of
this Contract.
8.10 Intentionally Omitted
8.11 Consideration of Hiring GAIN-GROW Participants
8.11.1 Should the contractor require additional or replacement
personnel after the effective date of this Contract, the
contractor shall give consideration for any such employment
openings to participants in the County's Department of
Public Social Services Greater Avenues for Independence
(GAIN) Program or General Relief Opportunity for Work
(GROW) Program who meet the contractor's minimum
qualifications for the open position. For this purpose,
consideration shall mean that the contractor will interview
qualified candidates. The County will refer GAIN-GROW
participants by job category to the contractor. Contractors
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shall report all job openings with job requirements to:
GAlNGROW cbdPss.lacountv.qpv to obtain a list of qualified
GAIN/GROW job candidates.
8.11.2 In the event that both laid-off County employees and
GAIN/GROW participants are available for hiring, County
employees shall be given first priority.
8.12 Contractor Responsibility and Debarment
8.12.1 Responsible Contractor
A responsible contractor is a contractor who has
demonstrated the attribute of trustworthiness, as well as
quality, fitness, capacity and experience to satisfactorily
perform the contract. It is the County's policy to conduct
business only with responsible contractors.
8.12.2 Chapter 2.202 of the County Code
The contractor is hereby notified that, in accordance with
Chapter 2.202 of the County Code, if the County acquires
information concerning the performance of the contractor
on this or other contracts which indicates that the
contractor is not responsible, the County may, in addition
to other remedies provided in the Contract, debar the
contractor from bidding or proposing on, or being awarded,
and/or performing work on County contracts for a specified
period of time, which generally will not exceed five (5)
years but may exceed five (5) years or be permanent if
warranted by the circumstances, and terminate any or all
existing contracts the contractor may have with the County.
8.12.3 Non-responsible contractor
The County may debar a contractor if the Board of
Supervisors finds, in its discretion, that the contractor has
done any of the following: 1) violated a term of a contract
with the County or a nonprofit corporation created by the
County, 2) committed an act or omission which negatively
reflects on the contractor's quality, fitness or capacity to
perform a contract with the County, any other public entity,
or a nonprofit corporation created by the County, or
engaged in a pattern or practice which negatively reflects
on same, 3) committed an act or offense which indicates a
lack of business integrity or business honesty, or 4) made
or submitted a false claim against the County or any other
public entity.
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8.12.4 Contractor Hearing Board
8.12.4.1 If there is evidence that the contractor may be
subject to debarment, the Department will notify
the contractor in writing of the evidence which is
the basis for the proposed debarment and will
advise the contractor of the scheduled date for
a debarment hearing before the Contractor
Hearing Board.
8.12.4.2 The Contractor Hearing Board will conduct a
hearing where evidence on the proposed
debarment is presented. The contractor and/or
the contractor's representative shall be given an
opportunity to submit evidence at that hearing.
After the hearing, the Contractor Hearing Board
shall prepare a tentative proposed decision,
which shall contain a recommendation
regarding whether the contractor should be
debarred, and, if so, the appropriate length of
time of the debarment. The contractor and the
Department shall be provided an opportunity to
object to the tentative proposed decision prior to
its presentation to the Board of Supervisors.
8.12.4.3 After consideration of any objections, or if no
objections are submitted, a record of the
hearing, the proposed decision, and any other
recommendation of the Contractor Hearing
Board shall be presented to the Board of
Supervisors. The Board of Supervisors shall
have the right to modify, deny, or adopt the
proposed decision and recommendation of the
Contractor Hearing Board.
8.12.4.4 If a contractor has been debarred for a period
longer than five (5) years, that contractor may
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
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was imposed; or 4) any other reason that is in
the best interests of the County.
8.12.4.5 The Contractor Hearing Board will consider a
request for review of a debarment determination
only where 1) the contractor has been debarred
for a period longer than five (5) years; 2) the
debarment has been in effect for at least five (5)
years; and 3) the request is in writing, states
one or more of the grounds for reduction of the
debarment period or termination of the
debarment, and includes supporting
documentation. Upon receiving an appropriate
request, the Contractor Hearing Board will
provide notice of the hearing on the request. At
the hearing, the Contractor Hearing Board shall
conduct a hearing where evidence on the
proposed reduction of debarment period or
termination of debarment is presented. This
hearing shall be conducted and the request for
review decided by the Contractor Hearing Board
pursuant to the same procedures as for a
debarment hearing.
8.12.4.6 The Contractor Hearing Board's proposed
decision shall contain a recommendation on the
request to reduce the period of debarment or
terminate the debarment. The Contractor
Hearing Board shall present its proposed
decision and recommendation to the Board of
Supervisors. The Board of Supervisors shall
have the right to modify, deny, or adopt the
proposed decision and recommendation of the
Contractor Hearing Board.
8.12.5 Subcontractors of Contractor
These terms shall also apply to subcontractors of County
contractors.
8.13 Contractor's Acknowledgement of County's Commitment to
Safely Surrendered Baby Law
8.13.1 The contractor acknowledges that the County places a high
priority on the implementation of the Safely Surrendered Baby
Law. The contractor understands that it is the County's policy
to encourage all County contractors to voluntarily post the
County's "Safely Surrendered Baby Law" poster, in Exhibit H,
in a prominent position at the contractor's place of business,
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The contractor will also encourage its subcontractors, if any,
to post this poster in a prominent position in the
subcontractor's place of business. Information and posters
for printing are available at www.babvsafela.or ..
8.14 Contractor's Warranty of Adherence to County's Child Support
Compliance Program
8.14.1 The contractor acknowledges that the County has
established a goal of ensuring that all individuals who
benefit financially from the County through contracts are in
compliance with their court-ordered child, family and
spousal support obligations in order to mitigate the
economic burden otherwise imposed upon the County and
its taxpayers.
8.14.2 As required by the County's Child Support Compliance
Program (County Code Chapter 2.200) and without limiting
the contractor's duty under this Contract to comply with all
applicable provisions of law, the contractor warrants that it is
now in compliance and shall during the term of this Contract
maintain in compliance with employment and wage
reporting requirements as required by the Federal Social
Security Act (42 USC Section 653a) and California
Unemployment Insurance Code Section 1088.5, and shall
implement all lawfully served Wage and Earnings
Withholding Orders or Child Support Services Department
Notices of Wage and Earnings Assignment for Child, Family
or Spousal Support, pursuant to Code of Civil Procedure
Section 706.031 and Family Code Section 5246(b).
8.15 County's Quality Assurance Plan
The County or its agent(s) will monitor the contractor's performance
under this Contract on not less than an annual basis. Such
monitoring will include assessing the contractor's compliance with all
Contract terms and conditions and performance standards.
Contractor deficiencies which the County determines are significant
or continuing and that may place performance of the Contract in
jeopardy if not corrected will be reported to the Board of Supervisors
and listed in the appropriate contractor performance database. The
report to the Board 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.
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8.16 Damage to County Facilities, Buildings or Grounds
8.16.1 The contractor shall repair, or cause to be repaired, at its
own cost, any and all damage to County facilities, buildings,
or grounds caused by the contractor or employees or
agents of the contractor. Such repairs shall be made
immediately after the contractor has become aware of such
damage, but in no event later than thirty (30) days after the
occurrence.
8.16.2 If the contractor fails to make timely repairs, County may
make any necessary repairs. All costs incurred by County,
as determined by County, for such repairs shall be repaid by
the contractor by cash payment upon demand.
8.17 Employment Eligibility Verification
8.17.1 The contractor warrants that it fully complies with all
Federal and State statutes and regulations regarding the
employment of aliens and others and that all its employees
performing work under this Contract meet the citizenship or
alien status requirements set forth in Federal and State
statutes and regulations. The contractor shall obtain, from
all employees performing work hereunder, all verification
and other documentation of employment eligibility status
required by Federal and State statutes and regulations
including, but not limited to, the Immigration Reform and
Control Act of 1986, (P.L. 99-603), or as they currently
exist and as they may be hereafter amended. The
contractor shall retain all such documentation for all
covered employees for the period prescribed by law.
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 Contract
Signature page, Amendments prepared pursuant to Paragraph 8.1
(Amendments) and received via communications facilities, as
..............._
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legally sufficient evidence that such original signatures have been
affixed to this Contract.
8.19 Fair Labor Standards
8.19.1 The contractor shall comply with all applicable provisions of
the Federal Fair Labor Standards Act and shall indemnify,
defend, and hold harmless the County and its agents,
officers, and employees from any and all liability, including,
but not limited to, wages, overtime pay, liquidated damages,
penalties, court costs, and attorneys' fees arising under any
wage and hour law, including, but not limited to, the
Federal Fair Labor Standards Act, for work performed
by the contractor's employees for which the County may be
found jointly or solely liable.
8.20 Force Majeure
8.20.1 Neither party shall be liable for such party's failure to
perform its obligations under and in accordance with this
Contract, if such failure arises out of fires, floods,
epidemics, quarantine restrictions, other natural
occurrences, strikes, lockouts (other than a lockout by such
party or any of such party's subcontractors), freight
embargoes, or other similar events to those described
above, but in every such case the failure to perform must
be totally beyond the control and without any fault or
negligence of such party (such events are referred to in
this paragraph as "force majeure events").
8.20.2 Notwithstanding the foregoing, a default by a subcontractor
of contractor shall not constitute a force majeure event,
unless such default arises out of causes beyond the control
of both contractor and such subcontractor, and without any
fault or negligence of either of them. In such case,
contractor shall not be liable for failure to perform, unless
the goods or services to be furnished by the subcontractor
were obtainable from other sources in sufficient time to
permit contractor to meet the required performance
schedule. As used in this subparagraph, the term
"subcontractor" and "subcontractors" mean subcontractors
at any tier.
8.20.3 In the event contractor's failure to perform arises out of a
force majeure event, contractor agrees to use commercially
reasonable best efforts to obtain goods or services from
other sources, if applicable, and to otherwise mitigate the
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damages and reduce the delay caused by such force
majeure event.
8.21 Governing Law, Jurisdiction, and Venue
This Contract shall be governed by, and construed in accordance
with, the laws of the State of California. The contractor agrees and
consents to the exclusive jurisdiction of the courts of the State of
California for all purposes regarding this Contract and further agrees
and consents that venue of any action brought hereunder shall be
exclusively in the County of Los Angeles.
8.22 Independent Contractor Status
8.22.1 This Contract is by and between the County and the
contractor and is not intended, and shall not be construed,
to create the relationship of agent, servant, employee,
partnership, joint venture, or association, as between the
County and the contractor. The employees and agents of
one party shall not be, or be construed to be, the employees
or agents of the other party for any purpose whatsoever.
8.22.2 The contractor shall be solely liable and responsible for
providing to, or on behalf of, all persons performing work
pursuant to this Contract all compensation and benefits. The
County shall have no liability or responsibility for the
payment of any salaries, wages, unemployment benefits,
disability benefits, Federal, State, or local taxes, or other
compensation, benefits, or taxes for any personnel provided
by or on behalf of the contractor.
8.22.3 The contractor understands and agrees that all persons
performing work pursuant to this Contract are, for purposes
of Workers' Compensation liability, solely employees of the
contractor and not employees of the County. The contractor
shall be solely liable and responsible for furnishing any and
all Workers' Compensation benefits to any person as a
result of any injuries arising from or connected with any
work performed by or on behalf of the contractor pursuant to
this Contract.
8.22.4 The contractor shall adhere to the provisions stated in
Paragraph 7.6 (Confidentiality).
8.23 Mutual Indemnification
Contractor shall indemnify, defend and hold harmless County, its
trustees, officers, agents, and employees from and against any and
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all liability, loss, expense (including reasonable attorney's fees), or
claims for injury or damages arising out of the performance of this
Agreement, but only in proportion to and to the extent such liability,
loss, expense, attorney's fees, or claims for injury or damages are
caused by or result from the negligent or intentional acts or
omissions of Contractor, its trustees, officers, agents or employees.
County shall indemnify, defend and hold harmless Contractor, its
trustees, officers, agents, and employees from and against any and
all liability, loss, expense (including reasonable attorney's fees), or
claims for injury or damages arising out of the performance of this
Agreement, but only in proportion to and to the extent such liability,
loss, expense, attorney's fees, or claims for injury or damages are
caused by or result from the negligent or intentional acts or
omissions of County, its trustees, officers, agents or employees.
8.24 General Provisions for all Insurance Coverage
8.24.1 Without limiting contractor's indemnification of County,
and in the performance of this Contract and until all of its
obligations pursuant to this Contract have been met,
contractor shall provide and maintain at its own expense
insurance coverage satisfying the requirements specified
in Paragraphs 8.24 and 8.25 of this Contract. These
minimum insurance coverage terms, types and limits (the
"Required Insurance") also are in addition to and separate
from any other contractual obligation imposed upon
contractor pursuant to this Contract. The County in no
way warrants that the Required Insurance is sufficient to
protect the contractor for liabilities which may arise from or
relate to this Contract.
8.24.2 Evidence of Coverage and Notice to County
8.24.2.1 Certificate(s) of insurance coverage (Certificate)
satisfactory to County, and a copy of an
Additional Insured endorsement confirming
County and its Agents (defined below) has been
given Insured status under the contractor's
General Liability policy, shall be delivered to
County at the address shown below and
provided prior to commencing services under
this Contract.
8.24.2.2 Renewal Certificates shall be provided to
County not less than ten (10) days prior to
contractor's policy expiration dates. The County
reserves the right to obtain complete, certified
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copies of any required contractor and/or
subcontractor insurance policies at any time.
8.24.2.3 Certificates shall identify all Required Insurance
coverage types and limits specified herein,
reference this Contract by name or number, and
be signed by an authorized representative of
the insurer(s). The Insured party named on the
Certificate shall match the name of the
contractor identified as the contracting party in
this Contract. Certificates shall provide the full
name of each insurer providing coverage, its
NAIC (National Association of Insurance
Commissioners) identification number, its
financial rating, the amounts of any policy
deductibles or self-insured retentions exceeding
fifty thousand dollars ($50,000), and list any
County required endorsement forms.
8.24.2.4 Neither the County's failure to obtain, nor the
County's receipt of, or failure to object to a 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.
8.24.2.5 Certificates and copies of any required
endorsements shall be sent to:
County of Los Angeles
Homeless Initiative Unit - INSURANCE
Chief Executive Office
Hall of Administration
500 W. Temple Street, Rm 493
Los Angeles, CA 90012
hiadmin@ceo.,Iacounty.gov
8.24.2.6 Contractor also shall promptly report to County
any injury or property damage accident or
incident, including any injury to a contractor
employee occurring on County property, and
any loss, disappearance, destruction, misuse,
or theft of County property, monies or securities
entrusted to contractor. Contractor also shall
promptly notify County of any third party claim
or suit filed against contractor or any of its
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subcontractors which arises from or relates to
this Contract, and could result in the filing of a
claim or lawsuit against contractor and/or
County.
8.24.3 Additional Insured Status and Scope of Coverage
The County of Los Angeles, 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 scope
of protection also shall apply to the County and its Agents
as an additional insured, even if they exceed the County's
minimum Required Insurance specifications herein. Use of
an automatic additional insured endorsement form is
acceptable providing it satisfies the Required Insurance
provisions herein.
8.24.4 Cancellation of or Changes in Insurance
Contractor shall provide County with, or contractor's
insurance policies shall contain a provision that County
shall receive, written notice of cancellation or any change
in Required Insurance, including insurer, limits of coverage,
term of coverage or policy period. The written notice shall
be provided to County at least ten (10) days in advance of
cancellation for non-payment of premium and thirty (30)
days in advance for any other cancellation or policy
change. Failure to provide written notice of cancellation or
any change in Required Insurance may constitute a
material breach of the Contract, in the sole discretion of the
County, upon which the County may suspend or terminate
this Contract.
8.24.5 Failure to Maintain Insurance
Contractor's failure to maintain or to provide acceptable
evidence that it maintains the Required Insurance shall
constitute a material breach of the Contract, upon which
County immediately may withhold payments due to
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contractor, and/or suspend or terminate this Contract.
County, at its sole discretion, may obtain damages from
contractor resulting from said breach. Alternatively, the
County may purchase the Required Insurance, and without
further notice to contractor, deduct the premium cost from
sums due to contractor or pursue contractor
reimbursement.
8.24.6 Insurer Financial Ratings
Coverage shall be placed with insurers acceptable to the
County with A.M. Best ratings of not less than A:VII unless
otherwise approved by County.
8.24.7 Contractor's Insurance Shall Be Primary
Contractor's insurance policies, with respect to any claims
related to this Contract, shall be primary with respect to all
other sources of coverage available to contractor. Any
County maintained insurance or self-insurance coverage
shall be in excess of and not contribute to any contractor
coverage.
8.24.8 Waivers of Subrogation
To the fullest extent permitted by law, the contractor
hereby waives its rights and its insurer(s)' rights of
recovery against County under all the Required Insurance
for any loss arising from or relating to this Contract. The
contractor shall require its insurers to execute any waiver
of subrogation endorsements which may be necessary to
effect such waiver.
8.24.9 Subcontractor Insurance Coverage Requirements
Contractor shall include all subcontractors as insureds
under contractor's own policies, or shall provide County
with each subcontractor's separate evidence of insurance
coverage. Contractor shall be responsible for verifying
each subcontractor complies with the Required Insurance
provisions herein, and shall require that each subcontractor
name the County and contractor as additional insureds on
the subcontractor's General Liability policy. Contractor
shall obtain County's prior review and approval of any
subcontractor request for modification of the Required
Insurance.
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8.24.10 Deductibles and Self-Insured Retentions (SIRs)
Contractor's policies shall not obligate the County to pay
any portion of any contractor deductible or SIR. The
County retains the right to require contractor to reduce or
eliminate policy deductibles and SIRs as respects the
County, or to provide a bond guaranteeing contractor's
payment of all deductibles and SIRs, including all related
claims investigation, administration and defense expenses.
Such bond shall be executed by a corporate surety
licensed to transact business in the State of California.
8.24.11 Claims Made Coverage
If any part of the Required Insurance is written on a claims
made basis, any policy retroactive date shall precede the
effective date of this Contract. Contractor understands and
agrees it shall maintain such coverage for a period of not
less than three (3) years following Contract expiration,
termination or cancellation.
8.24.12 Application of Excess Liability Coverage
Contractors may use a combination of primary and excess
insurance policies which provide coverage as broad as the
underlying primary policies, to satisfy the Required
Insurance provisions.
8.24.13 Separation of Insureds
All liability policies shall provide cross-liability coverage as
would be afforded by the standard ISO (insurance Services
Office, Inc.) separation of insureds provision with no
insured versus insured exclusions or limitations.
8.24.14 Alternative Risk Financing Programs
The County reserves the right to review, and then approve,
Contractor use of self-insurance, risk retention groups, risk
purchasing groups, pooling arrangements and captive
insurance to satisfy the Required Insurance provisions.
The County and its Agents shall be designated as an
Additional Covered Party under any approved program.
8.24.15 County Review and Approval of Insurance
Requirements
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The County reserves the right to review and adjust the
Required Insurance provisions, conditioned upon County's
determination of changes in risk exposures.
8.25 Insurance Coverage
8.25.1 Commercial General Liability insurance (providing
scope of coverage equivalent to ISO policy form CG 00
01), naming County and its Agents as an additional
insured, with limits of not less than:
General Aggregate: $2 million
Products/Completed Operations Aggregate: $1 million
Personal and Advertising Injury $1 million
Each Occurrence: $1 million
8.25.2 Automobile Liability insurance (providing scope of
coverage equivalent to ISO policy form CA 00 01) with
limits of not less than $1 million for bodily injury and
property damage, in combined or equivalent split limits, for
each single accident. Insurance shall cover liability arising
out of contractor's use of autos pursuant to this Contract,
including owned, leased, hired, and/or non-owned autos,
as each may be applicable.
8.25.3 Workers Compensation and Employers' Liability
insurance or qualified self-insurance satisfying statutory
requirements, which includes Employers' Liability
coverage with limits of not less than one million
($1,000,000) per accident. If contractor will provide leased
employees, or, is an employee leasing or temporary
staffing firm or a professional employer organization
(PEO), coverage also shall include an Alternate Employer
Endorsement (providing scope of coverage equivalent to
ISO policy form WC 00 03 01 A) naming the County as
the Alternate Employer, 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.
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8.25.4 Unique Insurance Coverage
8.25.4.1 Sexual Misconduct Liability
Insurance covering actual or alleged claims for
sexual misconduct and/or molestation with
limits of not less than two million ($2,000,000)
per claim and two million ($2,000,000)
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.
8.25.4.2 Professional Liability-Errors and Omissions
Insurance covering contractor's liability arising
from or related to this Contract, with limits of
not less than one million dollars ($1,000,000)
per claim and two million dollars ($2,000,000)
aggregate. Further, contractor understands
and agrees it shall maintain such coverage for
a period of not less than three (3) years
following this Agreement's expiration,
termination or cancellation.
8.26 Liquidated Damages
8.26.1 If, in the judgment of the Chief Executive Officer, or his/her
designee, the contractor is deemed to be non-compliant
with the terms and obligations assumed hereby, the Chief
Executive Officer, or his/her designee, at his/her option, in
addition to, or in lieu of, other remedies provided herein,
may withhold the entire monthly payment or deduct pro
rata from the contractor's invoice for work not performed.
A description of the work not performed and the amount to
be withheld or deducted from payments to the contractor
from the County, will be forwarded to the contractor by the
Chief Executive Officer, or his/her designee, in a written
notice describing the reasons for said action.
8.26.2 If the Chief Executive Officer, or his/her designee,
determines that there are deficiencies in the performance
of this Contract that the Chief Executive Officer, or his/her
designee, deems are correctable by the contractor over a
certain time span, the Chief Executive Officer, or his/her
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designee, will provide a written notice to the contractor to
correct the deficiency within specified time frames. Should
the contractor fail to correct deficiencies within said time
frame, the Chief Executive Officer, or his/her designee,
may: (a) Deduct from the contractor's payment, pro rata,
those applicable portions of the Monthly Contract Sum;
and/or (b) Deduct liquidated damages. The parties agree
that it will be impracticable or extremely difficult to fix the
extent of actual damages resulting from the failure of the
contractor to correct a deficiency within the specified time
frame. The parties hereby agree that under the current
circumstances a reasonable estimate of such damages is
one hundred dollars ($100) per day per infraction, and that
the contractor shall be liable to the County for liquidated
damages in said amount. Said amount shall be deducted
from the County's payment to the contractor; and/or (c)
Upon giving five (5) days notice to the contractor for failure
to correct the deficiencies, the County may correct any and
all deficiencies and the total costs incurred by the County
for completion of the work by an alternate source, whether
it be County forces or separate private contractor, will be
deducted and forfeited from the payment to the contractor
from the County, as determined by the County.
8.26.3 The action noted in Paragraph 8.26.2 shall not be
construed as a penalty, but as adjustment of payment to
the contractor to recover the County cost due to the failure
of the contractor to complete or comply with the provisions
of this Contract.
8.26.4 This Paragraph shall not, in any manner, restrict or limit the
County's right to damages for any breach of this Contract
provided by law or as specified in the PRS or Paragraph
8.26.2, and shall not, in any manner, restrict or limit the
County's right to terminate this Contract as agreed to
herein.
8.27 Most Favored Public Entity
8.27.1 If the contractor's prices decline, or should the contractor at
any time during the term of this Contract provide the same
goods or services under similar quantity and delivery
conditions to the State of California or any county,
municipality, or district of the State at prices below those set
forth in this Contract, then such lower prices shall be
immediately extended to the County.
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8.28 Nondiscrimination and Affirmative Action
8.28.1 The contractor certifies and agrees that all persons
employed by it, its affiliates, subsidiaries, or holding
companies are and shall be treated equally without regard
to or because of race, color, religion, ancestry, national
origin, sex, age, physical or mental disability, marital status,
or political affiliation, in compliance with all applicable
Federal and State anti-discrimination laws and regulations.
8.28.2 The contractor shall certify to, and comply with, the
provisions of Exhibit C (Contractor's EEO Certification).
8.28.3 The contractor shall take affirmative action to ensure that
applicants are employed, and that employees are treated
during employment, without regard to race, color, religion,
ancestry, national origin, sex, age, physical or mental
disability, marital status, or political affiliation, in compliance
with all applicable Federal and State anti-discrimination laws
and regulations. Such action shall include, but is not limited
to: employment, upgrading, demotion, transfer, recruitment
or recruitment advertising, layoff or termination, rates of pay
or other forms of compensation, and selection for training,
including apprenticeship.
8.28.4 The contractor certifies and agrees that it will deal with its
subcontractors, bidders, or vendors without regard to or
because of race, color, religion, ancestry, national origin,
sex, age, physical or mental disability, marital status, or
political affiliation.
8.28.5 The contractor certifies and agrees that it, its affiliates,
subsidiaries, or holding companies shall comply with all
applicable Federal and State laws and regulations to the
end that no person shall, on the grounds of race, color,
religion, ancestry, national origin, sex, age, physical or
mental disability, marital status, or political affiliation, be
excluded from participation in, be denied the benefits of, or
be otherwise subjected to discrimination under this
Contract or under any project, program, or activity
supported by this Contract.
8.28.6 The contractor shall allow County representatives access to
the contractor's employment records during regular
business hours to verify compliance with the provisions of
this Paragraph 8.28 (Nondiscrimination and Affirmative
Action) when so requested by the County.
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8.28.7 If the County finds that any provisions of this Paragraph
8.28 (Nondiscrimination and Affirmative Action) have been
violated, such violation shall constitute a material breach of
this Contract upon which the County may terminate or
suspend this Contract. While the County reserves the right
to determine independently that the anti-discrimination
provisions of this Contract have been violated, in addition,
a determination by the California Fair Employment and
Housing Commission or the Federal Equal Employment
Opportunity Commission that the contractor has violated
Federal or State anti-discrimination laws or regulations
shall constitute a finding by the County that the contractor
has violated the anti-discrimination provisions of this
Contract.
8.28.8 The parties agree that in the event the contractor violates
any of the anti-discrimination provisions of this Contract, the
County shall, at its sole option, be entitled to the sum of five
hundred dollars ($500) for each such violation pursuant to
California Civil Code Section 1671 as liquidated damages in
lieu of terminating or suspending this Contract.
8.29 Non Exclusivity
8.29.1 Nothing herein is intended nor shall be construed as
creating any exclusive arrangement with the contractor.
This Contract shall not restrict County from acquiring similar,
equal or like goods and/or services from other entities or
sources.
8.30 Notice of Delays
8.30.1 Except as otherwise provided under this Contract, when
either party has knowledge that any actual or potential
situation is delaying or threatens to delay the timely
performance of this Contract, that party shall, within one (1)
business day, give notice thereof, including all relevant
information with respect thereto, to the other party.
8.31 Notice of Disputes
8.31.1 The contractor shall bring to the attention of the County's
Project Manager and/or County's Project Director any
dispute between the County and the contractor regarding
the performance of services as stated in this Contract. If
the County's Project Manager or County's Project Director
is not able to resolve the dispute, the Chief Executive
Officer, or designee shall resolve it.
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8.32 Notice to Employees Regarding the Federal Earned Income
Credit
8.32.1 The contractor shall notify its employees, and shall require
each subcontractor to notify its employees, that they may be
eligible for the Federal Earned Income Credit under the
federal income tax laws. Such notice shall be provided in
accordance with the requirements set forth in Internal
Revenue Service Notice No. 1015.
8.33 Notice to Employees Regarding the Safely Surrendered Baby
Law
8.33.1 The contractor shall notify and provide to its employees,
and shall require each subcontractor to notify and provide
to its employees, information regarding the Safely
Surrendered Baby Law, its implementation in Los Angeles
County, and where and how to safely surrender a baby.
The information is set forth in Exhibit H, Safely
Surrendered Baby Law of this Contract. Additional
information is available at www.babvsafela.orq.
8.34 Notices
8.34.1 All notices or demands required or permitted to be given or
made under this Contract shall be in writing and shall be
hand delivered with signed receipt or mailed by first-class
registered or certified mail, postage prepaid, addressed to
the parties as identified in Exhibits D (County's
Administration) and E (Contractor's Administration).
Addresses may be changed by either party giving ten (10)
days prior written notice thereof to the other party. The
Chief Executive Officer or his/her designee shall have the
authority to issue all notices or demands required or
permitted by the County under this Contract.
8.35 Prohibition Against Inducement or Persuasion
8.35.1 Notwithstanding the above, the contractor and the County
agree that, during the term of this Contract and for a period
of one year thereafter, neither party shall in any way
intentionally induce or persuade any employee of one party
to become an employee or agent of the other party. No bar
exists against any hiring action initiated through a public
announcement.
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8.36 Public Records Act
8.36.1 Any documents submitted by the contractor; all information
obtained in connection with the County's right to audit and
inspect the contractor's documents, books, and accounting
records pursuant to Paragraph 8.38 (Record Retention and
Inspection-Audit Settlement) of this Contract; 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, if applicable, become
the exclusive property of the County. All such documents
become a matter of public record and shall be regarded as
public records. Exceptions will be those elements in the
California Government Code Section 6250 et seq. (Public
Records Act) and which are marked "trade secret",
"confidential", or "proprietary". The County shall not in any
way be liable or responsible for the disclosure of any such
records including, without limitation, those so marked, if
disclosure is required by law, or by an order issued by a
court of competent jurisdiction.
8.36.2 In the event the County is required to defend an action on a
Public Records Act request for any of the aforementioned
documents, information, books, records, and/or contents of
a proposal marked "trade secret", "confidential", or
"proprietary", the contractor agrees to defend and indemnify
the County from all costs and expenses, including
reasonable attorney's fees, in action or liability arising under
the Public Records Act.
8.37 Publicity
8.37.1 The contractor shall not disclose any details in connection
with this Contract to any person or entity except as may be
otherwise provided hereunder or required by law. However,
in recognizing the contractor's need to identify its services
and related clients to sustain itself, the County shall not
inhibit the contractor from publishing its role under this
Contract within the following conditions:
8.37.1.1 The contractor shall develop all publicity material
in a professional manner; and
8.37.1.2 During the term of this Contract, the contractor
shall not, and shall not authorize another to,
publish or disseminate any commercial
advertisements, press releases, feature articles,
or other materials using the name of the County
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without the prior written consent of the County's
Project Director. The County shall not
unreasonably withhold written consent.
8.37.2 The contractor may, without the prior written consent of
County, indicate in its proposals and sales materials that it
has been awarded this Contract with the County of
Los Angeles, provided that the requirements of this
Paragraph 8.37 (Publicity) shall apply.
8.38 Record Retention and Inspection-Audit Settlement
8.38.1 The contractor shall maintain accurate and complete
financial records of its activities and operations relating to
this Contract in accordance with generally accepted
accounting principles. The contractor shall also maintain
accurate and complete employment and other records
relating to its performance of this Contract. The contractor
agrees that the County, or its authorized representatives,
shall have access to and the right to examine, audit,
excerpt, copy, or transcribe any pertinent transaction,
activity, or record relating to this Contract. All such material,
including, but not limited to, all financial records, bank
statements, cancelled checks or other proof of payment,
timecards, sign-in/sign-out sheets and other time and
employment records, and proprietary data and information,
shall be kept and maintained by the contractor and shall be
made available to the County during the term of this
Contract and for a period of five (5) years thereafter unless
the County's written permission is given to dispose of any
such material prior to such time. All such material shall be
maintained by the contractor at a location in Los Angeles
County, provided that if any such material is located outside
Los Angeles County, then, at the County's option, the
contractor shall pay the County for travel, per diem, and
other costs incurred by the County to examine, audit,
excerpt, copy, or transcribe such material at such other
location.
8.38.2 In the event that an audit of the contractor is conducted
specifically regarding this Contract by any Federal or State
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
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County shall make a reasonable effort to maintain the
confidentiality of such audit report(s) 8.38.3 Failure on the
part of the contractor to comply with any of the provisions of
this subparagraph 8.38 shall constitute a material breach of
this Contract upon which the County may terminate or
suspend this Contract.
8.38.3 If, at any time during the term of this Contract or within five
(5) years after the expiration or termination of this Contract,
representatives of the County conduct an audit of the
contractor regarding the work performed under this
Contract, and if such audit finds that the County's dollar
liability for any such work is less than payments made by
the County to the contractor, then the difference shall be
either: a) repaid by the contractor to the County by cash
payment upon demand or b) at the sole option of the
County's Auditor-Controller, deducted from any amounts
due to the contractor from the County, whether under this
Contract or otherwise. If such audit finds that the County's
dollar liability for such work is more than the payments
made by the County to the contractor, then the difference
shall be paid to the contractor by the County by cash
payment, provided that in no event shall the County's
maximum obligation for this Contract exceed the funds
appropriated by the County for the purpose of this Contract.
8.39 Recycled Bond Paper
8.39.1 Consistent with the Board of Supervisors' policy to reduce
the amount of solid waste deposited at the County landfills,
the contractor agrees to use recycled-content paper to the
maximum extent possible on this Contract.
8.40 Subcontracting
8.40.1 The requirements of this Contract may not be subcontracted
by the contractor without the advance approval of the
County. Any attempt by the contractor to subcontract
without the prior consent of the County may be deemed a
material breach of this Contract.
8.40.2 If the contractor desires to subcontract, the contractor shall
provide the following information promptly at the County's
request:
8.40.2.1 A description of the work to be performed by the
subcontractor;
..
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8.40.2.2 A draft copy of the proposed subcontract; and
8.40.2.3 Other pertinent information and/or certifications
requested by the County.
8.40.3 The contractor shall indemnify, defend, and hold the County
harmless with respect to the activities of each and every
subcontractor in the same manner and to the same degree
as if such subcontractor(s) were the contractor employees.
Any entity hired by Contractor shall indemnify, defend and
hold harmless the County, its Special Districts, elected and
appointed officers, employees, agents and volunteers
("County Indemnitees") from and against any and all liability,
including but not limited to demands, claims, actions, fees,
costs, and expenses (including attorney and expert witness
fees), arising from or relating to this Contract, except for
such loss or damage arising from the sole negligence or
willful misconduct of the County Indemnitees.
8.40.4 The contractor shall remain fully responsible for all
performances required of it under this Contract, including
those that the contractor has determined to subcontract,
notwithstanding the County's approval of the contractor's
proposed subcontract.
8.40.5 The County's consent to subcontract shall not waive the
County's right to prior and continuing approval of any and all
personnel, including subcontractor employees, providing
services under this Contract. The contractor is responsible
to notify its subcontractors of this County right.
8.40.6 The County's Project Director is authorized to act for and on
behalf of the County with respect to approval of any
subcontract and subcontractor employees. After approval of
the subcontract by the County, contractor shall forward a
fully executed subcontract to the County for their files.
8.40.7 The contractor shall be solely liable and responsible for all
payments or other compensation to all subcontractors and
their officers, employees, agents, and successors in interest
arising through services performed hereunder,
notwithstanding the County's consent to subcontract.
8.40.8 The contractor shall obtain certificates of insurance, which
establish that the subcontractor maintains all the programs
of insurance required by the County from each approved
subcontractor. Before any subcontractor employee may
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perform any work hereunder, contractor shall ensure
delivery of all such documents to:
County of Los Angeles
Homeless Initiative Unit - INSURANCE
Chief Executive Office
Hall of Administration
500 W. Temple Street, Rm 493
Los Angeles, CA 90012
hiadmin(@ceo.lacountv.g2v
8.41 Termination for Breach of Warranty to Maintain Compliance
with County's Child Support Compliance Program
8.41.1 Failure of the contractor to maintain compliance with the
requirements set forth in Paragraph 8.14 (Contractor's
Warranty of Adherence to County's Child Support
Compliance Program) shall constitute default under this
Contract. Without limiting the rights and remedies available
to the County under any other provision of this Contract,
failure of the contractor to cure such default within ninety
(90) calendar days of written notice shall be grounds upon
which the County may terminate this Contract pursuant to
Paragraph 8.43 (Termination for Default) and pursue
debarment of the contractor, pursuant to County Code
Chapter 2.202.
8.42 Termination for Convenience
8.42.1 This Contract may be terminated, in whole or in part, from
time to time, when such action is deemed by the County, in
its sole discretion, to be in its best interest. Termination of
work hereunder shall be effected by notice of termination to
the contractor specifying the extent to which performance of
work is terminated and the date upon which such
termination becomes effective. The date upon which such
termination becomes effective shall be no less than ten (10)
days after the notice is sent.
8.42.2 After receipt of a notice of termination and except as
otherwise directed by the County, the contractor shall:
8.42.2.1 Stop work under this Contract on the date and to
the extent specified in such notice, and
8.42.2.2 Complete performance of such part of the work
as shall not have been terminated by such
notice.
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8.42.3 All material including books, records, documents, or other
evidence bearing on the costs and expenses of the
contractor under this Contract shall be maintained by the
contractor in accordance with Paragraph 8.38 (Record
Retention and Inspection-Audit Settlement).
8.43 Termination for Default
8.43.1 The County may, by written notice to the contractor,
terminate the whole or any part of this Contract, if, in the
judgment of County's Project Director:
8.43.1.1 Contractor has materially breached this Contract;
or
8.43.1.2 Contractor fails to timely provide and/or
satisfactorily perform any task, deliverable,
service, or other work required either under this
Contract; or
8.43.1.3 Contractor fails to demonstrate a high probability
of timely fulfillment of performance requirements
under this Contract, or of any obligations of this
Contract and in either case, fails to demonstrate
convincing progress toward a cure within five (5)
working days (or such longer period as the County
may authorize in writing) after receipt of written
notice from the County specifying such failure.
8.43.2 In the event that the County terminates this Contract in
whole or in part as provided in Paragraph 8.43.1, the County
may procure, upon such terms and in such manner as the
County may deem appropriate, goods and services similar
to those so terminated. The contractor shall be liable to the
County for any and all excess costs incurred by the County,
as determined by the County, for such similar goods and
services. The contractor shall continue the performance of
this Contract to the extent not terminated under the
provisions of this paragraph.
8.43.3 Except with respect to defaults of any subcontractor, the
contractor shall not be liable for any such excess costs of
the type identified in Paragraph 8.43.2 if its failure to
perform this Contract arises out of causes beyond the
control and without the fault or negligence of the contractor.
Such causes may include, but are not limited to: acts of
God or of the public enemy, acts of the County in either its
sovereign or contractual capacity, acts of Federal or State
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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
paragraph, the term "subcontractor(s)" means
subcontractor(s) at any tier.
8.43.4 If, after the County has given notice of termination under the
provisions of Paragraph 8.43 (Termination for Default) it is
determined by the County that the contractor was not in
default under the provisions of Paragraph 8.43 (Termination
for Default) or that the default was excusable under the
provisions of subparagraph 8.43.3, the rights and
obligations of the parties shall be the same as if the notice
of termination had been issued pursuant to Paragraph 8.42
(Termination for Convenience).
8.43.5 The rights and remedies of the County provided in this
Paragraph 8.43 (Termination for Default) shall not be
exclusive and are in addition to any other rights and
remedies provided by law or under this Contract.
8.44 Termination for Improper Consideration
8.44.1 The County may, by written notice to the contractor,
immediately terminate the right of the contractor to proceed
under this Contract if it is found that consideration, in any
form, was offered or given by the contractor, either directly
or through an intermediary, to any County officer, employee,
or agent with the intent of securing this Contract or securing
favorable treatment with respect to the award, amendment,
or extension of this Contract or the making of any
determinations with respect to the contractor's performance
pursuant to this Contract. In the event of such termination,
the County shall be entitled to pursue the same remedies
against the contractor as it could pursue in the event of
default by the contractor.
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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, services, the provision of travel
or entertainment, or tangible gifts.
8.45 Termination for Insolvency
8.45.1 The County may terminate this Contract forthwith in the
event of the occurrence of any of the following:
8.45.1.1 Insolvency of the contractor. The contractor shall
be deemed to be insolvent if it has ceased to pay
its debts for at least sixty (60) days in the ordinary
course of business or cannot pay its debts as
they become due, whether or not a petition has
been filed under the Federal Bankruptcy Code
and whether or not the contractor is insolvent
within the meaning of the Federal Bankruptcy
Code;
8.45.1.2 The filing of a voluntary or involuntary petition
regarding the contractor under the Federal
Bankruptcy Code;
8.45.1.3 The appointment of a Receiver or Trustee for the
contractor; or
8.45.1.4 The execution by the contractor of a general
assignment for the benefit of creditors.
8.45.2 The rights and remedies of the County provided in this
Paragraph 8.45 (Termination for Insolvency) shall not be
exclusive and are in addition to any other rights and
remedies provided by law or under this Contract.
8.46 Termination for Non-Adherence of County Lobbyist Ordinance
8.46.1 The contractor, and each County Lobbyist or County
Lobbying firm as defined in County Code Section 2.160.010
retained by the contractor, shall fully comply with the
County's Lobbyist Ordinance, County Code Chapter 2.160.
Failure on the part of the contractor or any County Lobbyist
or County Lobbying firm retained by the contractor to fully
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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
8.47.1 Notwithstanding any other provision of this Contract, the
County shall not be obligated for the contractor's
performance hereunder or by any provision of this Contract
during any of the County's future fiscal years unless and
until the County's Board of Supervisors appropriates funds
for this Contract in the County's Budget for each such
future fiscal year. In the event that funds are not
appropriated for this Contract, then this Contract shall
terminate as of June 30 of the last fiscal year for which
funds were appropriated. The County shall notify the
contractor in writing of any such non-allocation of funds at
the earliest possible date.
8.48 Validity
8.48.1 If any provision of this Contract or the application thereof to
any person or circumstance is held invalid, the remainder
of this Contract and the application of such provision to
other persons or circumstances shall not be affected
thereby.
8.49 Waiver
8.49.1 No waiver by the County of any breach of any provision of
this Contract shall constitute a waiver of any other breach
or of such provision. Failure of the County to enforce at
any time, or from time to time, any provision of this
Contract shall not be construed as a waiver thereof. The
rights and remedies set forth in this paragraph 8.49 shall
not be exclusive and are in addition to any other rights and
remedies provided by law or under this Contract.
8.50 Warranty Against Contingent Fees
8.50.1 The contractor warrants that no person or selling agency
has been employed or retained to solicit or secure this
Contract upon any Contract or understanding for a
commission, percentage, brokerage, or contingent fee,
excepting bona fide employees or bona fide established
commercial or selling agencies maintained by the contractor
for the purpose of securing business.
.......... ................ .
Homeless Services-City Planning Grants Page 43
AO-18-648
Agreement No. 5542
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.
8.51 Warranty of Compliance with County's Defaulted Property Tax
Reduction Program
8.51.1 Contractor acknowledges that County has established a
goal of ensuring that all individuals and businesses that
benefit financially from County through contract are current
in paying their property tax obligations (secured and
unsecured roll) in order to mitigate the economic burden
otherwise imposed upon County and its taxpayers.
Unless contractor qualifies for an exemption or exclusion,
contractor warrants and certifies that to the best of its
knowledge it is now in compliance, and during the term of
this contract will maintain compliance, with Los Angeles
County Code Chapter 2.206.
8.52 Termination for Breach of Warranty to Maintain Compliance
with County's Defaulted Property Tax Reduction Program
8.52.1 Failure of contractor to maintain compliance with the
requirements set forth in Paragraph 8.51 "Warranty of
Compliance with County's Defaulted Property Tax
Reduction Program" shall constitute default under this
contract. Without limiting the rights and remedies available
to County under any other provision of this contract, failure
of contractor to cure such default within ten (10) days of
notice shall be grounds upon which County may terminate
this contract and/or pursue debarment of contractor,
pursuant to County Code Chapter 2.206.
8.53 Time Off for Voting
8.53.1 The contractor shall notify its employees, and shall require
each subcontractor to notify and provide to its employees,
information regarding the time off for voting law (Elections
Code Section 14000). Not less than ten (10) days before
every statewide election, every contractor and
subcontractors shall keep posted conspicuously at the
place of work, if practicable, or elsewhere where it can be
seen as employees come or go to their place of work, a
notice setting forth the provisions of Section 14000.
...............
Homeless Services-City Planning Grants Page 44
AO-18-648
Agreement No. 5542
8.54 Compliance with County's Zero Tolerance Policy on Human
Trafficking
Contractor acknowledges that the County has established a Zero
Tolerance Policy on Human Trafficking prohibiting contractors from
engaging in human trafficking.
If a Contractor or member of Contractor's staff is convicted of a
human trafficking offense, the County shall require that the
Contractor or member of Contractor's staff be removed immediately
from performing services under the Contract. County will not be
under any obligation to disclose confidential information regarding
the offenses other than those required by law.
Disqualification of any member of Contractor's staff pursuant to this
paragraph shall not relieve Contractor of its obligation to complete all
work in accordance with the terms and conditions of this Contract.
9 UNIQUE TERMS AND CONDITIONS
9.1 Intentionally Omitted
9.2 Contractor Protection of Electronic County Information
9.2.1 Data Encryption
Contractor and subcontractors that electronically transmit or
store personal information (PI), protected health information
(PHI) and/or medical information (MI) shall comply with the
encryption standards set forth below. PI is defined in California
Health Insurance Portability and Accountability Act of 1996
(HIPPA), and implementing regulations, MI is defined in
California Civil Code Section 56.050).
a. Stored Data
Contractors' and subcontractors' workstations and
portable devices that are used to access, store,
receive and/or transmit County PI, PHI or MI (e.g.,
mobile, wearables, tablets, thumb drives, external
hard drives) require encryption (i.e. software and/or
hardware) in accordance with: a) Federal Information
Processing Standard Publication (FIPS) 140-2; b)
National Institute of Standards and Technology
(NIST) Special Publication 800-57 Recommendation
for Key Management — Part 1: General (Revision 3);
c) NIST Special Publication 800-57 Recommendation
____............ fory _K Management — Part 2: Best Practices forKeir
Homeless Services-City Planning Grants Page 45
AO-18-648
Agreement No. 5542
Management Organization; and d) NIST Special
Publication 800-111 Guide to Storage Encryption
Technologies for End User Devices. Advanced
Encryption Standard (AES) with cipher strength of
256-bit is minimally required.
b, Transmitted Data
All transmitted (e.g. network) County PI, PHI and/or
MI require encryption in accordance with: a) NIST
Special Publication 800-52 Guidelines for the
Selection and Use of Transport Layer Security
Implementations; and b) NIST Special Publication
800-57 Recommendation for Key Management — Part
3: Application-Specific Key Management Guidance.
Secure Sockets Layer (SSL) is minimally required
with minimum cipher strength of 128-bit.
C. Certification
The County must receive within ten (10) business
days of its request, a certification from the Contractor
(for itself and any Subcontractors) that certifies and
validates compliance with the encryption standards
set for the above. In additional, Contractor shall
maintain a copy of any validation/attestation report
that its data encryption product(s) generate and such
reports shall be subject to audit in accordance with
the Contract. Failure on the part of the Contractor to
comply with any of the provisions of this
Subparagraph 9.3.1(Data Encryption) shall constitute
a material breach of this Contract upon which the
County may terminate or suspend this Contract.
Homeless Services-City Planning Grants Page 46
AO-18-648
Agreement No. 5542
Intentionally Left Blank
Homeless Services-City Planning Grants Page 47
AO-18-648
Agreement No. 5542
IN WITNESS WHEREOF, County has caused this Contract to be executE
by its Chief Executive Officer. Contractor has caused this Contract to be executb�
by its duly authorized representative.
COUNTY OF LOS ANGELES
B
Y_� CHI A�HA�MAI Date
CHIEF EXECUTIVE OFFICER
APPROVED AS TO FORM:
MARY C. WICKHAM
County Counsel
B y'
KATHERPNE-4. BOVI SER . 9W
Principal Deputy County Counsel
.. ..
B y
contractor
Signed:.,
Printed: '!SUL WHALM
Title: C.Hic-F OF C 1 Cc
- q5 - 6000 '70 (-) ,
Tax Identification No.
Homeless-Services-City Planning Grants,
Page 48
AO-18-648
Agreement No. 5542
EXHIBIT A
STATEMENT OF WORK
City of EI Segundo
City Planning Grants for Homelessness Plan
Section (.Overview
On June 13, 2017, the County of Los Angeles Board of Supervisors (Board) approved
Measure H funding allocations in support of the County's Homeless Initiative (HI)
strategies to prevent and combat homelessness in the County. The Board also allocated
funding for individual cities to develop a plan to address homelessness in their respective
cities, in collaboration with the County and its contractors.
The City of EI Segundo (City) has a residential population of approximately 17,000
and a daytime population of approximately 90,000 people. EI Segundo falls within
County Service Planning Area 8 —South Bay. The city is also in the Fourth Supervisorial
District of Los Angeles County.
Homelessness in EI Segundo has increased exponentially. Those who are homeless
often find themselves in a position where they are violating local or state law which creates
situations that further exacerbate their predicament. While the overall homeless count in
EI Segundo is relatively low (25), the City has experienced increases in the last few
years. Even when no crime is committed , with a more visible homeless population,
there are more people calling the police department for homeless related incidents. The
City's police officers lack the plans, resources, or tools to effectively manage these
types of calls.
Section II. Objective
This planning grant will allow the City to draft a plan for working with the homeless
population. The grant will help the City develop a homelessness plan and assess existing
services/opportunities to prevent homelessness and provide appropriate services to
those in need.
Given that other South Bay communities are actively working on developing
homelessness plans, the grant will also allow the City to collaborate with other South
Bay communities for a regional effort.
Section III. Tasks/Deliverables
Task I: Coordinate with Recommended Partners for the Development of the City's
Homelessness Plan
The City of EI Segundo shall engage in diverse community partnerships to develop a
comprehensive plan to prevent and combat homelessness. Recommended vital
s l ,?,Iders are listed below (but are not limited to): Page 49
Agreement No. 5542
EXHIBIT A
STATEMENT OF WORK
City D
epartments City Council
City Manager
Parks and Recreation
Public Works
Public Safety
Council of Governments South Bay Council of Governments
............ ...............
Coordinated Entry System Lead Harbor Interfaith Services
Homeless Service Provider(s)
Other homeless service providers Corporation of Supportive Housing
People Assisting the Homeless
Community based providers (other non-profits
es)
providing non-homeless related servic ...._.......w...
The City shall provide a final report describing the completion of Task 1, Coordination with
Community Partners. A final report will be due to the County within 30 days of contract
execution.
The City shall use the Statement of Work Exhibit A-1, City Homelessness Plan Template
to develop the Homelessness Plan with its community partners.
Deliverable 2: Homelessness Plan Completion
The City shall provide a final Homelessness Plan as the deliverable for Task 2.
ble
DeliveraDue Date
.._......_........._W � . ... ._...._.__....... .. __...__.._......m..w.ww..._ ,
Partnership Report Within 30 days of contract execution
Draft Homelessness Plan (Draft) Upon completion of Task 2
Homelessness Plan (Final) No later than June 30, 2018
The Partnership Report and Homelessness Plan (draft and final) shall be submitted
to County Chief Executive Office - Homeless Initiative at the following email address:
Samangi Mudalige, Sr. Analyst
smudalige@ceo.lacounty.gov
AO-18-648 Page 50
Agreement No. 5542
EXHIBIT B
PRICING SCHEDULE
Total budgetfor project is$30,000, to be paid by County of Los Angeles. The first half of
the total budget is to be paid by the County of Los Angeles upon the completion of
Deliverable 1, Partnership Report. The remaining balance to be paid by the County upon
delivery of the City Homelessness Plan.
CITY PLANNING GRANT
BUDGET
...............
CONSULTANT COSTS
CONSULTANT COST TOTAL n $20,000
CITYADMINISTRATIVE COSTS
STAFFING COST TOTAL $5,000
COMMUNITY MEETINGS rrrrr ..rr w
MEETING EXPENSES $5,000
_........................... .........mm.........................mm....................................
PROGRAM BUDGET TOTAL $30,000
AO-18-648 Page 51
Agreement No. 5542
CONTRACTOR'S EEO CERTIFICATION
Contractor Name
Address
Internal Revenue Service Employer Identification Number
GENERAL CERTIFICATION
In accordance with Section 4.32.010 of the Code of the County of Los Angeles, the contractor,
supplier, or vendor certifies and agrees that all persons employed by such firm, its affiliates,
subsidiaries, or holding companies are and will be treated equally by the firm without regard to
or because of race, religion, ancestry, national origin, or sex and in compliance with all anti-
discrimination laws of the United States of America and the State of California.
CONTRACTOR'S SPECIFIC CERTIFICATIONS
1. The Contractor has a written policy statement prohibiting Yes)] No ❑
discrimination in all phases of employment.
2, The Contractor periodically conducts a self analysis Yes I'� No ❑
or utilization analysis of its work force.
3. The Contractor has a system for determining if Yes No ❑
its employment practices are discriminatory
against protected groups.
4. Where problem areas are identified in employment Yes)o No ❑
practices, the Contractor has a system for taking
reasonable corrective action, to include
establishment of goals or timetables.
L - C+_J)Er Or POLICE
Authori ��e "rolls Printed IName and Title
Authorized Offi ial's Signature Date
AO-18-648 Page 52
Agreement No. 5542
EXHIBIT D
COUNTY'S ADMINISTRATION
CONTRACT NO. ,
COUNTY PROJECT DIRECTOR:
Name: Jerry Ramirez
Title: Manaqer, CEO
Address: 500 West Temple Street, Room 493
LA, CA 90012
Telephone: Facsimile:
E-Mail Address:
COUNTY PROJECT MANAGER:
Name: Samangi Mudalige
Title: Senior Analyst
Address: 500 West Temple Street, Room 493
Los Anqeles, CA 90012
Telephone: Facsimile:
E-Mail Address:
COUNTY CONTRACT PROJECT MONITOR:
Name:
Title:
Address:
Telephone: Facsimile:
E-Mail Address:
AO-18-648 Page 53
Agreement N%,5542
CONTRACTOR'S ADMINISTRATION
CONTRACTOR'S NAME
CONTRACT NO:
CONTRACTOR'S PROJECT MANAGER:
Name: ` A J K I M
Title: L[EU-' ENANT
Address:
3 q 8 M.A t N sem.
E( SEGUNK C'4 QVC 45
Telephone: 3) o1``µ aD-61
Facsimile: 10 , d- h l_f g ._
E-Mail Address:
CONTRACTOR'S AUTHORIZED OFFICIAL(S)
Name: 91 ( L w44LEN
Title: Cµf OF o u Cc
Address: ` MAIN S I.
El s E GU Nh0 , CA Q D Iq5
Telephone: ( 3)0 5 - :2Q)$0
Facsimile: (-j)()) G q ` 6,_l g
E-Mail Address: � W' hCk 14Qh @ e1 s e (-r)4o. a r-)
Notices to Contractor shall be sent to the following:
Name: N K s< AQV
Title:
Address:
Telephone:
Facsimile:
E-Mail Address:
AO-18-648 Page 54
Agreement No. 5542
EXHIBIT F
CONTRACTOR ACKNOWLEDGEMENT AND CONFIDENTIALITY AGREEMENT
(Note:This certification is to be executed and returned to County with Contractor's executed Contract.
Work cannot begin on the 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 Project Manager.
Contractor and Contractor's Staff agree to keep confidential all health, criminal, and welfare recipient records
and all data and information pertaining to persons and/or entities receiving services from the County, design
concepts, algorithms, programs, formats, documentation, Contractor proprietary information and all other
original materials produced, created, or provided to Contractor and Contractor's Staff under the above-
referenced contract. Contractor and Contractor's Staff agree to protect these confidential materials against
disclosure to other than Contractor or County employees who have a need to know the information.
Contractor and Contractor's Staff agree that if proprietary information supplied by other County vendors is
AO-18-648 Page 55
Agreement No. 5542EXHIBIT F
CONTRACTOR ACKNOWLEDGEMENT AND CONFIDENTIALITY AGREEMENT
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.
COPYRIGHT ASSIGNMENT AGREEMENT
I agree that all materials, documents, software programs and documentation, written designs, plans, diagrams,
reports, software development tools and aids, diagnostic aids, computer processable media, source codes,
object codes, conversion aids, training documentation and aids, and other information and/or tools of all types,
developed or acquired by me in whole or in part pursuant to the above referenced contract, and all works
based thereon, incorporated therein, or derived therefrom shall be the sole property of the County. In this
connection, I hereby assign and transfer to the County in perpetuity for all purposes all my right, title, and
interest in and to all such items, including, but not limited to, all unrestricted and exclusive copyrights, patent
rights, trade secret rights, and all renewals and extensions thereof. Whenever requested by the County, I
agree to promptly execute and deliver to County all papers, instruments, and other documents requested by
the County, and to promptly perform all other acts requested by the County to carry out the terms of this
agreement, including, but not limited to, executing an assignment and transfer of copyright in a form
substantially similar to Exhibit M1, attached hereto and incorporated herein by reference.
The County shall have the right to register all copyrights in the name of the County of Los Angeles and shall
have the right to assign, license, or otherwise transfer any and all of the County's right, title, and interest,
including, but not limited to, copyrights, in and to the items described above.
I acknowledge that violation of this agreement may subject me to civil and/or criminal action and that the
County of Los Angeles may seek all possible legal redress.
SIGNATURE: DATE:
PRINTED NAME:
POSITION:
AO-18-648 Page 56
Agreement No. 5542
EXHIBIT G
Title 2 ADMINISTRATION
Chapter 2.203.010 through 2.203.090
CONTRACTOR EMPLOYEE JURY SERVICE
2.203.010 Findings.
The board of supervisors makes the following findings. The county of Los Angeles allows its permanent, full-
time employees unlimited jury service at their regular pay. Unfortunately, many businesses do not offer or
are reducing or even eliminating compensation to employees who serve on juries. This creates a potential
financial hardship for employees who do not receive their pay when called to jury service, and those
employees often seek to be excused from having to serve. Although changes in the court rules make it more
difficult to excuse a potential juror on grounds of financial hardship, potential jurors continue to be excused
on this basis, especially from longer trials. This reduces the number of potential jurors and increases the
burden on those employers, such as the county of Los Angeles, who pay their permanent, full-time
employees while on juror duty. For these reasons, the county of Los Angeles has determined that it is
appropriate to require that the businesses with which the county contracts possess reasonable jury service
policies. (Ord. 2002-0015 § 1 (part), 2002)
2.203.020 Definitions.
The following definitions shall be applicable to this chapter:
A. "Contractor" means a person, partnership, corporation or other entity which has a contract with the
county or a subcontract with a county contractor and has received or will receive an aggregate sum
of$50,000 or more in any 12-month period under one or more such contracts or subcontracts.
B. "Employee" means any California resident who is a full-time employee of a contractor under the laws
of California.
C. "Contract" means any agreement to provide goods to, or perform services for or on behalf of, the
county but does not include:
1. A contract where the board finds that special circumstances exist that justify a waiver of the
requirements of this chapter; or
2. A contract where federal or state law or a condition of a federal or state program mandates the
use of a particular contractor; or
3. A purchase made through a state or federal contract; or
4. A monopoly purchase that is exclusive and proprietary to a specific manufacturer, distributor,
or reseller, and must match and inter-member with existing supplies, equipment or systems
maintained by the county pursuant to the Los Angeles County Purchasing Policy and
Procedures Manual, Section P-3700 or a successor provision; or
5. A revolving fund (petty cash) purchase pursuant to the Los Angeles County Fiscal Manual,
Section 4.4.0 or a successor provision; or
6. A purchase card purchase pursuant to the Los Angeles County Purchasing Policy and
Procedures Manual, Section P-2810 or a successor provision; or
7. A non-agreement purchase with a value of less than $5,000 pursuant to the Los Angeles
County Purchasing Policy and Procedures Manual, Section A-0300 or a successor provision;
or
AO-18-648 Page 57
Agreement No. 5542
EXHIBIT G
Title 2 ADMINISTRATION
Chapter 2.203.010 through 2.203.090
CONTRACTOR EMPLOYEE JURY SERVICE
8. A bona fide emergency purchase pursuant to the Los Angeles County Purchasing Policy and
Procedures Manual, Section PP-1100 or a successor provision.
D. "Full time" means 40 hours or more worked per week, or a lesser number of hours if:
1. The lesser number is a recognized industry standard as determined by the chief administrative
officer, or
2. The contractor has a long-standing practice that defines the lesser number of hours as full
time.
E. "County" means the county of Los Angeles or any public entities for which the board of supervisors is
the governing body. (Ord. 2002-0040 § 1, 2002: Ord. 2002-0015 § 1 (part), 2002)
2.203.030 Applicability.
This chapter shall apply to contractors who enter into contracts that commence after July 11, 2002. This
chapter shall also apply to contractors with existing contracts which are extended into option years that
commence after July 11, 2002. Contracts that commence after May 28, 2002, but before July 11, 2002, shall
be subject to the provisions of this chapter only if the solicitations for such contracts stated that the chapter
would be applicable. (Ord. 2002-0040§ 2, 2002: Ord. 2002-0015 § 1 (part), 2002)
2.203.040 Contractor Jury Service Policy.
A contractor shall have and adhere to a written policy that provides that its employees shall receive from the
contractor, on an annual basis, no less than five days of regular pay for actual jury service. The policy may
provide that employees deposit any fees received for such jury service with the contractor or that the
contractor deduct from the employees' regular pay the fees received for jury service. (Ord. 2002-0015 § 1
(part), 2002)
2.203.050 Other Provisions.
A. Administration. The chief administrative officer shall be responsible for the administration of this
chapter. The chief administrative officer may, with the advice of county counsel, issue interpretations
of the provisions of this chapter and shall issue written instructions on the implementation and
ongoing administration of this chapter. Such instructions may provide for the delegation of functions
to other county departments.
B. Compliance Certification. At the time of seeking a contract, a contractor shall certify to the county
that it has and adheres to a policy consistent with this chapter or will have and adhere to such a
policy prior to award of the contract. (Ord. 2002-0015 § 1 (part), 2002)
2.203.060 Enforcement and Remedies.
For a contractor's violation of any provision of this chapter, the county department head responsible for
administering the contract may do one or more of the following:
1. Recommend to the board of supervisors the termination of the contract; and/or,
2. Pursuant to chapter 2.202, seek the debarment of the contractor. (Ord. 2002-0015§ 1 (part), 2002)
AO-18-648 Page 58
Agreement No. 5542
EXHIBIT G
Title 2 ADMINISTRATION
Chapter 2.203.010 through 2.203.090
CONTRACTOR EMPLOYEE JURY SERVICE
2.203.070. Exceptions.
A. Other Laws. This chapter shall not be interpreted or applied to any contractor or to any employee in
a manner inconsistent with the laws of the United States or California.
B. Collective Bargaining Agreements. This chapter shall be superseded by a collective bargaining
agreement that expressly so provides.
C. Small Business. This chapter shall not be applied to any contractor that meets all of the following:
1. Has ten or fewer employees during the contract period; and,
2. Has annual gross revenues in the preceding twelve months which, if added to the annual
amount of the contract awarded, are less than $500,000; and,
3. Is not an affiliate or subsidiary of a business dominant in its field of operation.
"Dominant in its field of operation" means having more than ten employees and annual gross revenues in the
preceding twelve months which, if added to the annual amount of the contract awarded, exceed $500,000.
"Affiliate or subsidiary of a business dominant in its field of operation" means a business which is at least 20
percent owned by a business dominant in its field of operation, or by partners, officers, directors, majority
stockholders, or their equivalent, of a business dominant in that field of operation. (Ord. 2002-0015 § 1 (part),
2002)
2.203.090. Severability.
If any provision of this chapter is found invalid by a court of competent jurisdiction, the remaining provisions
shall remain in full force and effect. (Ord. 2002-0015 § 1 (part), 2002)
AO-18-648 Page 59
Agreement No. 5542
EXHIBIT H
SAFELY SURRENDERED BABY LAW
AO-18-648 Page 60
Agreement No. 5542
EXHIBIT H
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AO-18-648 Page 61
Agreement No. 5542
EXHIBIT H
I I
^ IIIIIIIIIIIIIIIIIIII ''^ '�
1° I' ItD.vi moos it viaDrk? t.)sle's tale tmrent or stu'rendering
...., is m A distressed parent who is unable or a(ft@it hea'd0 t0 trill allytlUln(i 10
PoD
unwilling to care for a baby :.in legally. , I,DeQIt'ki, ta"814in" j the hithy'?
confidentially,and safely surrender a No. Ho%,cvcr,hospital or lire station
baby within three days(72 hours)of personnel,will ask the surrendrrin parrs,
birth. The baby must be handed to.in to fill out a questionnaire designed to
employee at.a hospital or fire station in
P I t,aeltee important medical Insn,n•
Los Am-cles County. s on\ lg,,s the
• information,which is,cit•useful in
�a hats, sho,ss no sign of abuse or neglect, wring for the bah%. "['he questionnaire
Cfornia's: y Iced no name or other inl'ormation is
Safel Surrerxfe imludcs a stamped return envelope and
l3'd required In case the parent ch.tnges hi, can be sent in at a later time.
Baby Law allows patents or or her mind at a later date and Nvants the
other persons,with lawful hats} back,sealTWill use bracelets to hell' °'wuga�t u'VrNI}IDk".Illl;i to the b"11hy?
connecr them to each other. One The bah}will be examined and giscn
Custody,which means anyone bracelet will be placed on the bats%and medical treatment. Upon release from
a matching bracelet will be given to the the hospital,social workers immediateh-
to whom the parent has given parent or other surrendering adult. place the baby in a safe and loving home
and begin the adoption process.
permission to confidentialY tJ haot lit n fmre'int ^vwmlts
thehaahy hack'? t"'„P'lliant hap.iem to the l,Daalrent
surrender a baby. As brag as.
Parents who changetheir mind,c.ua raU"�;UUIIa°VaQtr,ItllPl�rta�rlKVlt":r
the baby Is three,days,(72 begin the process of reclaiming their Once the parent or surrendering
baba•within 14 days These parents adult%urrenders the baby to hospital
hours)of age'or younger and should call the Los An;;cics County station Y � i or fire s[aon personnel,they may
Department of Children and Family Iea,c at any time.
has not been abusedlor Services at I-800-5.90-i000.
neglected,'the bats ma be Why is Ci iforniaf doing this"?
-
Y Y Can onlyao Dttirent
t The purpose of the wkly Surrendered
Surrendered without fear of tiring in the haa1)y„?' Baby Law-is to protect babies from
No. While in most cases a parent will being abandoned,hurt or killed b,•their
arrest or prosecution. bring in[he baby,the Lw shoats other parents. You may have heard tragic
people to bring in the 6a6r if they ha%c stories of babies left in dumpstcrs or
muuuuuuunmmlmummuunuulmmuuumuuuuuummuwuuuuuuuuuuuuuuuuuuuuuuuuuililiuuuuuuuuuumlrmmlmlrrmmmmmmuuumttnnnnnnmmmmmmmmmmmnmmmmwluwmmmmm Itmmrrrrmmmmm' a lawful custody. public bathrooms. Thcir parents may
NIIIIIIIIIIIIIIIIII have been under severe emotional
Does the 'Ye�V'eII1V, f"1K Stll'V"GUD'Qt CIV1lb..0 distress. The mothers mayhave hidden
i1dUlt NIV' 10 p,iallt tD00l'0% g
Frc their nat-I fearful of what would
r�III I G V� y of iii�uI W a u w,rm uw
VSf'ln kt IVU the D�BI:D 'k
d t� y happen it their families found out.
No. A parent or surrendering adult can Because they were afraid and had no
IIIo- iJ D ulllullll brim in a baby am•timc.24 hours a day, one or nO„•herc to[urn for help,duv
IIIA ui l� till IIIIINIII�IIIINIIIIII _days a week.as long as the parent or abandoned their babies. Abandoning
nBIVVVVwIVVVVwIo mu a Hw „III surrendering adult surrenders the baht' baby is illegal and places the baby in-
µ1„1'1I IIIIIIIIIIIIIIIIIIV IIS III f r w utu
to someone who works at the hospital extreme dan�cr. •ioo often,it results in
I
or lire station. -
the baby's death. The Safely
a.
' Surrendered Baby Law prc,•cnts this
D° tragedy from ever happening again in
�pp�'1S'�lulmlmlwluuw
m
........... L. � California. - -
fIwWWVVmIwWwmWWnwweal�IWwwNIWUVuwwNwlwmlWmllYWwuwuuuuuuuumuuwHNwmWuu•••••••••••••••••••••••••,•^•,•••,••,,•,,•,^uwwmuuuuuuuwuwuwuuuuuuuuuui
LIC1, m the morning on April! o V Os ital identified herself ap the baby's.lona m VllIN411,2005,a healthy baby boy as safely surrendered to nurses at Harbor- #I1 UCL• Medical Center. The%•Oman w•ho brought the baby oo the h p• h• � P h p p .and stated the babas mother had asked her to bran_the baby to the os ital on her behalf. I he aunt wx, l!"�II'IN6,tl
bracelet with a number matching the anklet laced on the 6O6p.this would provide some identification in the event the m"I
mother changed her mind about surrendering the baby and wished to reclaim the baby to the 14-day period allowed by the it a!,Vl IJ II^„° N papa,
Law. The aunt was also provided with a medical questionnaire and said she would have the mother complete and mail back in m+, ll I,('i'lflo ilii l NII'
the stamped return envelope provided. The baby was examined by medical staff pronounced healthy and full-term. He was placed
with a loving family that had 6cen approved to adopt him by the Department of Children and Famih•Scrvicm. W^Nye%'
AO-18-648 Page 62
Agreement No. 5542
EXHIBIT H
�liliifuiu1liuimiuu I
��""""P" mummmouuuuul �Wp 'N°911hIIIIIIIIIIIIII,Imll�ll�l„1 VIII
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dull
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w � I
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fl I I @ IIII IV IIIIIIII M n 011 I,9M m,l &! III ry IIA 11 'ix"61 dI 0 IV� Nil1
x IIII I I I IIV d �1 Ill llul,IIIIII SII II
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�M1 V��1�IJ11111111I�11 o f N�oyN.
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„lNl uuul° I1���II SISI"IYn11 MJIIN�I IB "�I„�”I I��I!I Ilry I �'m Bell ��IV��I g' (1.11111,1111� 'I Iw,^;'Ill VIIMIII � ,1�!1�Ihl r I"�I nl � I I' ^'!4�I VV U"1,�, "',JVIilIm „gull",
..,,, lil, I,���II � v �Y� b,�I VrvI�� �w IIIIrv1�1,,I1, IV �� IIIhI�jIIIVI�, ( �IWNu,",L�NNN�d�I��P dli ',�� ���IO�flll1�11°ilup,Vl'�IIYII�Iko1�,ry�0111 I .IIA I'�'I ��� IIII w p,. ,'." uJl ,
I � !� I�'�"� I�IM,��iII IIS" .�tl�''���w���N Ids II WP',i�u�1N no�l� Ml�lo,'w� �, � �N�MN �P"� ,�,;���pl�ma�,Mr,� ^Nn����"�'r''�" p np!,uww�. d I Nl d'✓�' w",,�I��;I;W „�� N'm :i��d��a"V �,W� (�I,IIIIIIIIII�W'141 � 4
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AO-18-648 Page 63
Agreement No. 5542
EXHIBIT H
I
„: III •
!Cdv o funcialu? t[::s Iriecesa rIo que rill IpaL rof
.,.'�..� u�'� �" Erol u• � w.,,,„„
w � -
f.l Ii.:dOmadr:eon diheulrade,qui,nes IllalBe is a d( to d$ga Mgce a lays
puc,Li w no yes:r.1 o6d.0 d:,,i m it'll I{
Iersrc11r1,iIs a cull° Irlca.a,luell all k1eb&?
n:cido puede entregarlo en te,rnla legal, in.Sin,•tnbarp.el p,onn::l del hn,piral n
I ial•r u:,Ir.l dcntlo d, In,IN, d61, ul.utrl J,1 11111crn• I,-I.-die l.1 1a Itel mnla
,73 horn)del n.6micnto. 1.1 bd%t deb,a yuecnercguc al bAh yue III te un
ylJe�.1 till ell{IIIt'.Idw Ji,II.11,Il11:1 Olle,lioll Iitl,"ll 11llll.dnlmddoIOt.lb-
11ll,plcal n t'.1 til dc I)e[i11'[,+,del C eelld.nlw ancie:dcntl°e i11,'Jliwc imporranto.ylle
iicnlplc yui.•I Ixhr rtes I 1111an dr glan❑tied.d Iml..,IIidm bion
Loy g� pq Y y pr"nee•ignws de abinw<r negligence a.no del lw'br. EI caw,timuriw iitduye till•nhre
,I La Lodi der En"rega do'"''1"�fl'""s°' sIn Wk,ffe,i•.tr lBr.If lllllll'ot rail llnlnhle•Ili lent:I,:Il,e p"I'd 1,,:.rl:116.1do ell
mlwrm.:il,tn.Ili tuna. ll ei p.idicinadre wtrw rewiltmic).
Peliapla�de Oaalll�trtla rlrllle In wpin„ll I41,t:°IIn1111iIlti
e,ul,crar.l a Ix F'.los rr.lh.,jadorr., ZQn6 para iral 0011 el be{he?
eQtlIA B a�aan9l�Sarllial d un YP6I Pb 1166,r.:n hrar.detc,I—_ps In virt,ulmrins Irl lull:-.i ix.nnill,ki., Ir blind.u.in
na'icldo por pie de,sus padres u 11 bcber Ik°c;ra tilt hr.lr lll.ee e el acenci,in ntidic.l. Ctwi ,Ir den el alta(IJ1l,ldre.flt.l,lre 11 el.IJIdPw 11ll”les dire.' hw,pltal.Iw,1r.lh.11adw101•011.1k••
&DIras Qtersovaa s Win¢;Ojsl(Oai egal, Iccihir.i nn hlartlrte igual innlAiarunentc tebi,.o.in A heli en un
hopir,cgttro donde e,ti m bion mcodido.I
es QEociw ra1nklalil:r persona a9 rga@Iouw
y,Qu&19uasa ;sli 1x911 palrlU"a°CII.116i:1a ire s. ,nnlenr.11.i el pwwc•o
ul0�rsca relculj9linrall"a Sill j..11"I:eU;",:a
Ibbs padr0,s ie Mayan da d6 pcnr' so, I w,padre.,yuc c,lnlhien d;„pini,'rn jft6 paasi al con el padre/UIaadre
Itmdilt inlnen/Jr el prwce,w de re,lantar,: 0 adlllto que entregue al bete?
Itmr pile qUO el hebO teriG,ga UPS ,11 left iile Ila,idw dentis,de lo, I°'I di.n. lana sir yuc lu.,pmdrr.,n and illw IN;,'
h,tw,padre,debcr.in Ilam.r al enercgad—,1 1,`6,.d I,er.u,n.d del hwiplul w
dfas(72 harau)de Aida o tP6Q nns,y Dopar t.rtnruu,&'-,id-p,t.;:iiii—'s ul.lrlcl do h nu1:m,,pucdrn i—;n
ktinili..s(Ucpartntent ofChiklrrn.Ind cualyuict nwutrnm.
Ito l'taya su idu aL"tuso W kilns ti;n'ie r,)d,•I C`wndmdw,le I w,
Angcle,.11 1-800-440-4000. j Poir delle se es6 haclendu esl0
neg irdenda,pwxlen onluTar al en Callll°trl'19a? ?
G 6111 les padres 1110d111°5U1 nevar 1.1 limilid:d do I_Lcy do Lutrup do IkWs
Iroclebn naddo,sial temor are Ser all U•O ciOn nacide? sin Pdigro_.,luo ger a lo,luhc,paint yue
No.Si hien en la marwrl.l do Ins ca—, nw,tan ah.mdunado,.Iastinadu,u
arreslad ices o pr cesados. ,nn In,padre.,Il„,Iuc Iler:ul A 6ebc,la nlue[[n.pill+u,padre, U,red
lej perinirc yue un.le perunla,Il,flagon Prwlzthlenlentc haya c,cuchadw hkruri:,
rr fie rrrn rnrurhn ir;rrl migle.•,o{+rr bchl,m1,.ndnn..dn,en
W �IVQI mIU f VIpIN� ", I)^ tlllylo'"{IN NmVIIY�I!Wl VI�41Y {'Nq �OWiIIl�!m!�mII�YII Ia, N
I,' 'W'N'110�m11 II!,IN, �v�l�lll"„I r ilr�I.,,111 9� V1�" ds Vml ��I H"VI„1 Xt hyl� II�NIm I IIII N II�� {N1 �INlyl� w puhll,w,, I
h,l.,ureru, ,•n hams, I.,. ,ado.,
' u„ h, c
d,I.QDS pa@�UeS'01 el all@1llQ.D qLUk. Je: Ix•hL,pow IbI mcn[i hm1'.tn i,taJw
V�m�uigV II IIYr�yLFIII I'i"" ' II WI to ,,dl�i Yl4ml^III ;tlrallllill"ON ^Ily ll des^�W IwY:„Iiy4nWP a„I`I'I:' ;I 1w' entiregal aai hcb� debenil ll"al mF p.l.,andw pwr dilicidudc•,•tnncioiwIc,
Ijglp I�I IO,kI,{d^r ”"�Omu irll N'pV "ter w r p alb w it I r Jly,�li� a r re � l o I� V ,,11 !rd'!' iWes de Nevar all lA4'lS@"�'.+ gr.:se, Lit,niAr c pucJcn hahr,Ktaltadw
” �I INy fltll I"o'Ay IVII b�l nA lrl la 91V IIw„I,"I����� 1 n Iy !,W rdl yl" IIPI
\u. til I+ldrehu lJre a mduhll puidr Ilos 1 ,u nnhal.vn.I,l,l [nowt.I to yui p:,.tial,i
i IN IIII '°pt"xNUiQM Ill I, M IY' II I,'gIlm' Q °md III''a Irp'Id
II, I Ii „„ I p �I �I` I @x'1 NI'IIIY,I"' III �y-III II1C I�N1II I�''�'tllrA�lfill ISI"'Iry,V�"y'��I��Iw�r^A4II lylp ,'.I 11:h::Il ellalihli:r lltwllh'rltw.IA,29 >il,1.I Illi tial•c,';Il t::.16111. :Ihalldwllaron.I
�IVII, �IIIII'IPhIV� r^'4p+� 41Y�I�'µ1IIII^ Mi��I^CII, II IIIQ�I�I ,,IllrairyN%I I��I alllll 'a4Yl� „Ii",1
I,II� I,I IIII'�lll I I',��'�p'�iP"W,i�r""p"'I!r��ml'I�,IIPI�I�" ^"��'I��j"�,p�^all�l+r II, IU!aIhelrYlalaQ'�`I�m�aj'�I�"Idl�^ Iii1'''Id"I{I „ I'Yl h,n.l•,Irl di'-,lo, di,,do L:-enlmn,. ,u,1.-1x1,Iwnptr Ivnimn irides 1 nes rrni.lu
�" III ,(""mllli;'w,;aIol IV✓�aI IVIKW,V,IrM1t as I:a'I A!'It", Y W II IWII V JIII"�ry,„'' �VIVII^x .II'"1°' 'NIN w I• .h. w
slcmpn} eu,utd entrrrucn.l cu beth°.I�un na,Ie.r yulcn p:Jir,n ud.l. III and no
rill 'v tI�Nrs Ird� p.,k IrA N, W „^s'r rC veyrmwraJu to Oy ga U"w, „
Id Ie tr,icl e,ile,.I r •le 1c1,;
I' Irl „ Ilry 'I °1II o IQwuwIYw l r
hflnnbcrw,, en un.l,iruacnin Js Itelign+eetrinw. \lulu
olPy I Illw III ,"i� r ya°t ll° Iw°° mik ll r Iyl 4' r
I� 11'Wluli lilIfI11N�r� m�ll° IP� t °Ip,l' "a""«�'�'Im�w Uu'V�wM� rMo�ll dl'�'�i�WN"dIt J„"loge� m ulcnudn rl.I,mn,wow prn,wcm IA noel(.•
dem bcbx% lo Lry do hitrcga do BcW.%Sin
�i�Walll Wil",G a 1 [ �l�g"I,' d alp owl"rr toll OAdI Iu II Peligro impidc yue t•uels•a a,kiceder c,t.l
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