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12-16-08 Item 5To: Via: From: Date: South Miami All- Ammica City CITY OF SOUTH MIAMI OFFICE OF THE CITY MANAGER INTER - OFFICE MEMORANDUM 200' The Honorable Mayor & Members of the City Commission W. Ajibola Balogun, City Manager Carol M. Aubrun, A- Grants Writer and Administrator December 16, 2008 Agenda Item No.: 5 Subject: South Miami Social Services Grant with Miami -Dade County Office of Grants Coordination for the After School House and the Senior Meals Programs Request: A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF SOUTH MIAMI, FLORIDA, AUTHORIZING THE CITY MANAGER TO EXECUTE A GRANT AGREEMENT WITH MIAMI -DADE COUNTY BY AND THROUGH ITS OFFICE OF GRANTS COORDINATION IN THE AMOUNT OF $56,650.00 FOR SOCIAL SERVICES, WHICH CONSIST OF AFTER SCHOOL HOUSE TUTORING AND SENIOR MEALS PROGRAMMING; AND PROVIDING FOR AN EFFECTIVE DATE. Request: To authorize the City Manager to execute a grant agreement with Miami -Dade County Office of Grants Coordination for the After School House and the Senior Meals Programs Reason/Need: The City of South Miami was awarded two (2) separate grant funds from Miami -Dade County Department of Human Services, which were: 1) After School House Tutoring in the amount of $72,000.00; and 2) Senior Meals in the $18,400.00. Both programs have been consolidated through the County's most recent budget process and now fall under the Office of Grants Coordination. This fiscal year's total award amount is $56,650.00 with a breakdown of $38,250.00 for After School House Tutoring and $18,400.00 for Senior Meals. The exact same scope of services will be provided as with the previous contracts. The resolution will allow the City Manager to execute the grant agreement with the County. Cost: N/A Funding Source: Miami -Dade County Office of Grants Coordination Backup Documentation: ❑ Proposed Resolution ❑ Proposed Contract ❑ Previous Resolutions ❑ Previous Contracts RESOLUTION NO.: A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF SOUTH MIAMI, FLORIDA, AUTHORIZING THE CITY MANAGER TO EXECUTE A GRANT AGREEMENT WITH MIAMI -DADE COUNTY BY AND THROUGH ITS OFFICE OF GRANTS COORDINATION IN THE AMOUNT OF $56,650.00 FOR SOCIAL SERVICES, WHICH CONSIST OF AFTER SCHOOL HOUSE TUTORING AND SENIOR MEALS PROGRAMMING; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the Mayor and City Commission wish to accept the grant agreement with Miami -Dade County Office of Grants Coordination; and WHEREAS, the Grant Agreement will allow social services, which consist of After School House Tutoring and Senior Meals Programming; and WHEREAS, the City Manager is authorized to execute the grant agreement in the amount of $56,650.00. NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY COMMISSION OF THE CITY OF SOUTH MIAMI, FLORIDA THAT: Section 1: The Mayor and City Commission authorize the City Manager to execute the grant agreement with Miami -Dade County office of Grants Coordination. Section 2: The attached exhibit is incorporated by reference into this resolution. PASSED AND ADOPTED this ATTEST: CITY CLERK READ AND APPROVED AS TO FORM CITY ATTORNEY day of 12008. APPROVED: MAYOR COMMISSION VOTE: Mayor Feliu: Vice Mayor Beasley: Commissioner Palmer: Commissioner Beckman: Control V.9- SMIA41711­1-00 VI AMI, . DADF,CO N IVOFFICE : OP GRANTS COORDINATION ' U. SO , CIA . LS , E , RVICES CONTRACT T, adadrid"enteredintbAllis 206. by N&I.Conteatt In day and mi-OadeCounty, I Subdivision -6f. the, State of Florida {hereinafter tdOrd to betweenMia I a political . to as C"). sr'Office of Coordination _h ef' d "OG located at 'gig "County "} through it tion, ereinafter �r , 2525 62n1d "33147,. :and �Q, City Street; _4 Floor, Miaml.-Floridar South Miami having offices at,6130 S'Uhset: Drive, South Miami Florida 3314 (hardihafter r4fOtrad to as 'ProVider.") states condit.ions and covenants "for the to nd aring ref Social and/or crime :prevention services (hereinafter refOrrbd to, As !'SeNices'!) for the County. WHEREAS; the 'Home %'Rule bhg ,r aUr t h rze's ther r C ounty to provide f6ft;the uniform health not and Welfare of the: riasid6nts throughout the Colunty, an further r provides that MI_ function .�Sprebifidally a-si ' bd:,tb: others undbethb.,01iArter shall bapeftrmed.under the:'Supervislon 6thierwis4l s gn of the Mayor or :the Mayor's ,designee; rxand, WHEREAS, the Provider provides or will develop services at value to :The County and. has :demdnttrtted an ability to,; provide . th ase. services; and WHEREAS, the Go desirous ofa6sigingthaPt6vid'erin'-pr v'iding:'rtho's'e'.servicosrand the I d . PfOV, is desirous, of Or ., providing suqh. rvices.;, and WHEREAS, :the County has appropriated hinds through brdinancet"'08 -105 10 for the, proposed ed Services; And WHERES, thatbuWhas appropriated funds to the Proyider-for the proposed.1servicbs, .NOW, THEREFORE, in:c0sidergition of "the mutual covenants recorded herein, the parties ,hereto 6dree as follows'. 14 AMOUNT PAYABLEr . SLibject4o avallable,fundsthe maximum payable for services rendered under this contriactshall not exceed' South ' th Miami Senior Meals $18;400 The" After r'School House: (Tutor) 38j250 Fundin 111' be available as noted below based'on thepripryear perfomanca ,qpndcontra tpaymentsw individual allocation arid corresponding program:. grade issued :by the County-far each. . service Performance Grade -P6rcent Available 10000 85.0% 70%. D 60% F 0% For .service "programs with a performance' grade Of Bj , t, Or 0 the maximum amount payable Will only be available upon written notice. from„ the .0 IoUnty Ifthe' PtdVid6rs . ssfuliy satiSfieS,011 of the terms and conditions of the corrective action .plan issued by,1fid-Courity,foreakh service p'rograiti within six (6) months :from October 1,,20084 ap.dthe Couro d6fer IppsJhatav6l1c!b1e1dndi - ng should be pq ble. 'The PtovIder,,b ysigping tho A6knowledgment . restored A6 100%,oftha-maxlmumampun YCP Form incorporated herein as Attachment J, acknowledges and agrees that the County is only responsible for a percentage of the maximum amount payable based on the Provider's already determined Performance Grade. Further, the Provider acknowledges that the maximum amount payable will only be due, if at all, when the County in its sole discretion determines that the Provider has successfully satisfied all of the terms and conditions of the corrective action plan issued by the County for each service program within six (6) months from October 1, 2008. Service programs that received a performance grade of F will have three (3) months from October 1, 2008 to successfully satisfy all of the terms and conditions of the corrective action plan issued for each service program as determined by the County that available funding should be restored to 100% Of the maximum amount payable, as defined in the Fiscal Year 2008 -2009 contract. Both parties agree that should available County funding be reduced, the amount payable under this Contract may be proportionately reduced at the option of the County. All services undertaken by the Provider before the County's approval of this Contract shall be at the Provider's risk and expense. It is the responsibility of the Provider to maintain sufficient financial resources to .meet the expenses incurred during the period between the provision of services and payment by the County. H. SCOPE OF SERVICES. The Provider agrees to render services in accordance with the Scope of Services incorporated herein and attached hereto as Attachment A. The Provider will implement the Scope of Services as described in Attachment A in a manner deemed satisfactory to the County. Any modification or amendment to the Scope of Services shall not be effective until approved by the OGG in Writing. BUDGET SUMMARY. The Provider agrees that all expenditures or costs shall be made In accordance with the Budget that is attached herein and incorporated hereto as Attachment B. The provider may shift funds between line items not to exceed fifteen percent (15 %) of the total budget by submission of a Budget Modification Request to the OGG for approval. Variances greater than fifteen percent (15 %) In any line item shall require . prior approval and a budget modification approved by the President, Vice President; or Executive Director of the Provider as well as the OGG. The Budget Modification shall replace Attachment B. In no event shall the budget include a line item for indirect costs in excess of fifteen percent (15 %) of the total budget. If the budget includes a line item for indirect costs of less than fifteen percent- (15 %), then the Provider must support.such expenditure with proper documentation. The Provider may amend the budget no more than twice during the term of this Contract. A final budget revision must be submitted to the OGG no later than 45 days prior to the expiration of the Contract. IV, EFFECTIVE TERM. The effective term of this Contract shall be from October 1. 2008 to September 30. 2009. The County will not entertain any request for extensions, This contract is not subject to renewal. V. INDEMNIFICATION BY PROVIDER. A. Government Entity. Government entity shall indemnify and hold harmless the County and its officers, employees, agents and Instrumentalities from any and all liability,. losses or damages, Including attorney's fees and costs of defense, which the County or its officers, employees, agents or Page 2 of 17 (CB) 'instrumentalities may incur as ta.rdsult of.6laims-, demands suits, causes of actions or proceedin 7, proceedings of any kind, or natureiarisUl.g. out of, ,re I lating to or resulting Jior%,th e: performance b f the Contrabt.WIfte ,government: entity, or its :employees ai'geht$;, servants, partners, 'prinicipOls or subcontractors:. shall, all: blaims and loissos, ift bohn dtidn. therewith a h Govern, merit, entity na,s :shall investigate :and defend'': a all:dJain16 tuts hykihdoth tUrein thwha'meofthe :County, Whereapplicable,. includirij, appellate proceadingsj and shall pay. all costs, judgments; .and attorney's fees,lWhIch may issue lhereom. Provided,. this Indemnification .shall` only ;be to. the extent and within' the limitations. of Section 768-28 Florida 8tat, subject to the prdVIS'i6ft9: bf.: the 8tititutb� whereby the :govomm.6.ht on'tity,shali not Wheld1ibbld.,tapay..6 per fiaHhjury or propbrty:damage claim or ,judgment by arty 'one person which, exceeds: the sum of $100,000, or any claim orjudgm:Ont or portion's the reof, Which,, When totaled: With all other claims or judgments paid by the government entity •Osing;qut, of the same Incident or occurrence, exceed 'the : sum,,, $, y andall per sonal 200;0001t6man Injury,or property damage claims, '11 llitlies. losses- or causes of action which may a" 6 result Of go iab, arse: ..the negligence .of thegoviammeht entity:, B. AI Other. Providers., The. provider shall indemnify, and' hold harmless the; County ,and its Officers,, employees,,. agents and instrumentalities from any !.and. all liability, losses or damages,: including attorneys' fees and costs, of defen86,,,wfiIch:the County .or 061.6ffidert, °employezo, agents or irvstrumentalltios". may Incur as 6 result of,clairiis,,ddm'Einds,,,,sUits,:causes of actions or proceedings -of at!ykkfd,6r nature arising out of,. telating to or resulting"from the performance of this Contract'.bylhe Pr-Vider-or' its employees, agents, servants, partners principals orsubcontractots. Provider shall pay all etaims: :and "losses ,:ih connection ' arid shall Investigate: and :defend all on WOWIth I claims suits nor Actions, of 'any kind or n6tu[re� 16.,Ihe- name ame of the CbUnty,, Where applicable, Including appellate proceedings,, and shall 06V all costs, judgments, andl'zittorney,$ fees',which may issue 'thereon. Provider expressly:: understands andagrees that -any, insurance protection required by.this Contract or otherwise proVided by Provider shall in no way keep y limit, theret onsibility, toinddmnify, k T and. save, harmless. and defend . the; County ,or its .officers a I mentalities as employees, 8gents 1 ,and � n9tru heroin provided. C. Tdtffl of indemnification. The provisions of this section or:lnd.igmn'lficafionl:st 'all :.,survive the ,expiration .:or terminationof thjs,Contract. VL INSURANCE. A. Government: EhtitV., If the Provider is the State of Florida or agency or political subdiV!§Ion.of the State as defined in, Section 768028, Florida Statutes; .,the;,,Pr,ovidbrshall,furnish'tottte Count written ti 6fliabififty protection in With section . d�yp n, request, verificamn 768261 Statutes:; Florl Nothing herein 'shall be construed Iaextend any party's liability beyond pr6vided in section 768.28, Florida Statues. The Provider shall also furrilsh the County, upon fequest, written 'Verification of Workers Compens6tldn-protecti6n in accordance with fioddaStatute 440. B. All Other Providers. 'the''ProVider6hei'llf'um,ish'it)miami-DadOCouilty,,O.ffice.,bfGrants. coordination, 2525. N.W. 20 Street, � 4' oor, Miami' Florldd 33147, Certificate(s) of Insurance or *rltton,verification -as determined by 06 County's Risk M,ana'q I Oent. Division after review : i , - . o,f the. he ScOpe of,Services (Attachment A). The Certifcate holder shall be listed as: Miami -Dade Count y , 11 :'1 NW 1sT Sfreet,� Sulte:234OV .MIamI,,F1ord �8 2 .. T h C ounty shil i n a I urseany fund's is provided with the necessary ,cettificate(s) brmrIttOn.,VedfiddtI6n (binders) and such documents haVe t . been approved by Risk: Management., Thd:�Certificat:6 (s) shall indicate -that insurance n co cover g6 has :beenbbtalned Which meets the requirements as outline.cUbelow.- Vi ork.eirs Compensation on I I nsurance,,foral I drhpi oyees of the .Provider As,required. by Florida Statub§ 440. 'Page,8"Of 17 (CB). Public Liabilit y Insurance on .a comprehensive basig in an 6MOUbt:h6t, less than. $300,000 combined single limit per 6ccUrrdhce for bodily. jhjury,and., A roperty damage. Mlar'6-Dade County must be shown as an additional insured :with r9spect to, this coverage. Automobile Liability. Insurance covering: all owned, non -owned and hired vehicles used in connection with the work, 1n an amount not lost than '$300;000 combined single limit per occurrence for bodily, injury and property.4amage., Profession6l, Liabilityinsu m-nee,whena icabi 1 6.1 . n I I he name of Pro der ih,an amount not pp, - less than ,$ 56,006. IhsUtance: polidies required above shall be issued by. companies' aq.tho'dzed . to do business under the IamofIheSt44,ofr-Iorida,. J following, qualifications. , . � e with the The,corripaoy'must berated ,nolett than "B" as toinanageffidnt,' a'n&no lessIhan, "Claqs VP as to financial strength, by` lhe latest dditi6wof Best's. Insurance: GUId&j published by AM. Best 0. pany Oldwick, 'New Jersey; or its eqpWillent sublect, to the approval of the County Risk M.On.agement Division., or The,cbm"pany 'must hold ti valid Florid&Certificate of 'Authority as •6hown in -the latest "List pfAll Jhsufa nce Oonpanles Au moilz ed to do Business inPlodda""J sued,bv the, da" Gb of Insurance and must:. State. Of 4:10r, -0 ,members of the Florida Guaranty Fund: n lbiertffid6t of Insurance shall indicate that no rOddification or change. In Insurance. shall be Made without thirty (30) days written: advance notice -eto thcertificate holder. Compliance ebW 'th ifi a foregoing requirements .:shailh6t�rolieV.O. the Pr6vider' bf its :liability �,indobligations under this :Section or Under any,othdt section -ofthe Contract. The County reserves the right to inspect the Provider's insurance .policies :,st.any timez, during the term. bl"this; Cant . ract.: C. Pillut.0 to Provi& Certificates of, Ins UrAh ce The Contractor shall, be responsible for assuring. that.the Insurance certificates required id. conjunction with this'Section, remain in1 force :for the dur4tion, of the effdcflVd term . of the Agreement: If insurance certif! - 6ates are scheduled to expire during the effective . term,, the 'ProWdershall be responsible for submitting now or renewed insurance certificatestothe County prior to exoiration. In'thd event that expired certifleates,,are'not replaced with,newbr renewed' cortificoteS which cover the -offoctive'term, the. County. may suspend the Agreement until. such time as the new or renewed' cdrtificaltesar4 received .bi the County in the manner prescribq�d,hereln: provided, however,. that this 'suspended: doer, not exceed . thirty 1 (30) cal I andeir days. Thereafter, the County may, at its sold :Ocreilomterminate this contract: IL PROOF OF LICENSUREZERTIPICATION AND BACKGROUND SCREENING.. A. Licehaurb. Wthe Provider is.req . uire&by1he, Statd.df: Florldd� or Miami -Dade County to ,be licensed Ot certified to provide the gerVides or operate: the facilities outlined in the Scop& of S.Orvices: (Attachment A), the, Provider shall fumish ,a copy of all ,required licenses or certificates, Examples: of Sweeg or operations, requiring: such IldenSure or certification -include but are notlirrilted, to chl(Ocare, day care; :-,n"r9Ing .homes, and boarding homes. Page:4of 11 {t!3)1 r-cort cates required under, I If the Provideirfalls , f � furnish the County with lha� liddngds 6 ' certificates this Section, the. County shall not any funds I until it is, prov"d d, with such Alcenspsor certificates: Failure Fallur to provide the .:licenses or certificates within' sixty (00). ;days :of execution .0f:this C6.0tract, may result in t ineffidn of this COntrAdt. 13.- , Background 8c . regnigg, The C ount y requires ha t only employees and-subcon, tracted personnel with a satisfactory background, checK as de scribet in Sect {on ;39;00'1 {2 }, Florida .Statutes° and through ana pro priatesc reenno 8gehoy (i.e., 46,0e partMent; "juvenile. Justice, PI dhdd Department of LaW Enforcement, ,Federal Bureau of Investigation) Work with direct contact With juveniles. Me ices delivered on an Putguaritto, 085.01 2(OY Flori0a;Statutot, "each 'contract entered e appointrhientor friterrriiftent'bEigis:..by8orovidbr,thdtdbe6tibt,.hay.0,.rdgulaie.i�Ust6ditil, responsibility for -.dh'ildrbn..i: must 6ritufbz-that the owners, opdratdts,_a .and: all p ersd - Mel who have 6, . dire . ct contact . W ith: children .are . of good moral to ensure this condition The bepartmentof: Juvenile Ju9tites'.. shall require employ ent,,screening p urpuant to :chapter 48.5, using the level, 2 .staridarld's'set.forth in.thatchaoter for personnel 1hprOgraMS for ch1Idre.n,or',,.y.ouths,.. Puf§uwit to Ahd. above passages' from, Florida; Ztatutesj "it it `required ;that 11: provider agency personnel i ,' working directly with children have a completed Level I Screening response.from the Florida . Oepartment, of Law:,Ent.orceme,nt-th6,t'l:ndicates that there has been ,no prior Involvement ln' any of theAlsallowed conditions, before beginning work with clientybuths..Levd. 1 8dreenincis can be accompi ishedectroli � le k 11 I nica y on line VIth the Department of Law 8riforc6nienti take several :MNM.fdle.tt�ttd.fi.Us/C'hrhirialHigto In addition,, r,6dogriizihj.1h.1tIL6vi�1,2,.Sc'reening can WeOksVLeve[2 Screening .must be Initiated prior to be , gin , ning'. workdirectly With clients:: Any omplp am e oplvi Ing positive response/responses to any of the as defined In Ya , Level andIevol Zbapkground, checks , cease working With children or youths: All ecks musu-mme 'd completion. I . of :the required . red background employee Personnel files shall reflect, the initiation: an serberilho Checks. From the date Of execution o I f this contract Provider Shall , furi ish the County with proof that background screening Level 1 was completed. If the Provider fails to furnish to the County proof that background screening Level 1 was =Mpletedlind. Level ,.2 was : initiated prior to working directly with client youths, the County shall not disburse any further funds. and this. Contract may be: subject to. termination at the discrelloh Of County., The County reqtArev that only employees and subcontracted employees with a satisfactory background check . -as described . . i I n: :Section 435.05(3)(a),, and through f an appropriate screening: agency (Le. Florida: Department of` LawEnforcement, Federal Bureau of Investigation) work iri.direct settings,such'cls but`n6t`]irhited16 contact With the Oldetly, disAble&afid p6tsbris'with me'tital,111ness, in ' ' adult day care centeri gs.sisted . living: facilities, home equipment, screening nursing, homes, home d, and mentif.. health facilities� ealth. agencies ,(facilities for :or developmen tally disable Within 30 days of execution of this d6fitetict, Provider shall furnish the County, with:,prbOf that backgrOyOq:sceeenJhg. was Initiated/completed. . Ifth,e.'Pt6viderfAlla:t6futhish:,.td;;the-C.6uhty orb6f..tha't ,background screening: was 'initiated 86 days pf'executionof this. contract,, the County shall not rse any urth Contract, be . U Oct to termination, at-tho4is- Alsbui further erfurids -arid this may -s subject cr6an of the, ,County. MIL, CONPLICT - OF. INTEREST The Provider: aarees,to abide by and, be governed by Dade County 0 .d ... i nance,No: 72-82 (Conflict of Interest Ordinanc6,wdiffe,d ,a,t.,8ection 2-11,1 et al.: of ` the Page 6 of 1:7 tCB) Code of Miami -Dade County), as amended,. which is' incorporated herein by references as if fully set forth herein, in connection with its Contract obligations hereunder X',: ,CIVIL RIGHTS Provider .agrees to abide by Chapter-IIA of the Code of Miami�Dade County: ( "County Code " ), as amended. which prohibits discrimination in. empioy:ment, :Housing and public accommodations; Title UII of the Civil Rlghts Act of 1968, as amended, which prohibits .discrimination' In em 'lo p ment y and public accommodation;, the Age Discrimination Act of 1975, 42 U:S.C. §200t7d,. as amended; which prohibits discrimination in empioyment because of age; the Rehabilitation Act of 1973, 2` U'S.0 §794, as amended, which prohibits discrirninafiort on the. basis of disabr6ty;. the - A;mericans with ©isabillties Act, 4-21 6112 03 "et seq., which prohibits discrimination in employment `and public accommodations because of ;disability,; the: Federal, Transit Act; 49 U:S.0 §'i612, as.amended; MAW Fair.Housing Act „42 U S:G. §380 st seq. it is expressly understood that the Provider must submit an.af.ldavitattesting that it is not in violation of the Acts; If'the Provider or,any owner, subsidiary; or tither firm afftiiafed with or related; to the Provider rs found by tt'e responsible enforcement agency, "the Courts or the County to be in” Violation ,ofAhese acts; the County. will condUct -,no;furthb busirid8s With the Provider:- Any contract entered into based upon a.false :affidavit shall be voidable by the County iti the Provider Violates any of the Acts during the term of an Contract I e Provider has with the, Gounty, such Contract shall be voidable" by the County, even if' the Provider was not in violation at the time ft submitted its,affidavit: The Provider- agrees that ](is in compliance with'ihe Domestic Violence Leave, codified as "§ 1'IA -60 et::seq: of the Miami -Dade County Code, which requires an employer, wtio`; in the regular course of business has fifty (50)- or more,employees working in;Mia`mr -Dade County for each working day:d'uring each of twenty` (20) or more calendar work weeks to provide domestic 'violence ;leave to; Its employees; :Failure to comply with ,this focal law may be :grounds for voiding or terminating this Contractor forZommencemer t of debarment proceedings against Provider. X NOTICES. It is understood and,;agreed between the" parties (fiat written notice addressed to the OGG and mailed or delivered;;. to the address" appearing. on page one '(1): 0f the Contract and Written notice addressed to the Provider and 'mailed 'dr':delivefed to the address appearing on page one (1): of this Contra shall <constitute. sufficlent notice to either party. Either party may at any time designate:a different address and/or contact:person by giving, wntten :notice as provided :above.to the -other party. M. AUTONOMY. $3oih: po ttes;agroe. that this'Contract rec ©gnizes the .autonornyot and" stipulates or implies no affiliation.` between the, contracting parties: It is 'expressly understood sand intended; that the .;Provider is only a recipient: support and is not an agent or instrumentality of the County. Furthermore, the Provider's agents;and. employees are not agents or;employees of the County. Xtl. SU&NAL.. The parties, acknowledge that any of the obligations in this agreement, .including but not limited to ProvidePs obligation to indemnify the County; will survive the `term, termination, and cancellation hereof.; Accordingly, the respective obligations of the Provider and the County under this agreement, which by, nature would continue beyond the" termination, cancellation br expiration thereof; "shall survive termination, cancellation or, expiration, hereof. Xlll': BREACH` 'OF CONTRACT :. COUNTY REMEDIES: A- A breach by'the Provider shall have occurred ,under this Contract. If: (1)` the. "Provider fails to, provide the -services outlined In the - Scope: of Services (Attachment A) within the- effective term ot" this Contract, (2) the Provider :ineffectively or Improperly -uses' the County funds allocated °under this Contract,.,(3j,fhe Provider does not furnish the Gerilficates of Insurance "required by this Contract or as detemnined by the County's Fti"sk -Management Division;. ,(4) the Provider "does Page d of 17 (t✓B); not furnish prnofbf 'iicensure %ertification.or; proof of background screening required by this Contract;; (5) the: Providerlails to submit,, or submits 'incorrect or incomplete proof of expenditures to support disbursement:; requests "or advance funding disbursements or fails to submit or submits incomplete or incorrectdeteiled reports of expenditures or.finb expenditure reports;, (6) ti e.Provide,r does not submit or submits I incomplete or incorrect required reports °(Y) the; 'Provider refuses to allow the County access to records or refuses to :;allow the County to monitor, evaluate -and review the ;Provider's program; (8) the Provider discriminates under any of the laws outlined in Section IX of this Contract,, (4 the Provrderfa!!s to provide. Domestic Vidlence Leave to its employees, pursuant to local law; (10) the Provider- faisifles or violates the. provisions of the Drug 66e Workplace Affidavit (Attachment D); (19) the Provldec attempts to iireet its ob!lgafions` under this cent "tact through fraud,. misrepresentation or me terlal misstatement, (12) the Providerfails to correct deficiencies found during a monitoring, evaluation; or review within the specified time, (1'3) the Provider fails to meet the: terms and`conditions of any obiigation under anycontract or otherwlse -or any repayment schedule to- the County or any of�lts agencies orInstrumenfallties; (14) "the Provider fails to'submit the Certificate of Corporate Status, Board of Directors requrrerrrent or:proof of tax status; "(15) fails to meet any of the terms and conditions of the,Dade County Affidavits "(Attachment D) or the State AMdavit:(Attachment. E); or (1:8) the Provider fails to fulfill in a timely and proper manner. any and all of its obligations, covenants, agreements and stipulations'in this - Contract. of Waiver breach of any provisions of this Contract shall riot be deemed to be a waiver ,of any other breach and, shall not be `construed to be a modification of the terms of this Contract. B. :County Remedies. 'If the ;Provider breaches this Contract, the County may pursue any or all of thefoilowing remediew. 1. -the County i8y _terminatethis Contract,by'lying written notice to the.Provider' of;such terililhatI66.6nd specifying the effective date.fhereof at least five (5) days before the effective date of termination. in the event,of terminatronj; the County: rnay: (a) request the return iif all finished or' :unfinished documents, data studies, surveys, drawings, maps, models, photographs; reports prepared and secured by the Provider with County funds under this Contract; (b) seek reimbursement of County funds allocated to the Provider under this: Contract; or (c) terminate or` cancel any other ,contracts entered into between the County and. the Provider. The.Provider`shail be,:respohsibie;for all direct.and indirect costs associated with such termination, including attomey's fees; 2. The County, may suspend payment'in whole or impart under this Contract by providing written notice to the, Provider of such suspension and specifying the. effective date, there "of, . at„ least five (5) days before =the effective" date of suspension. Un: the effective date of suspension the Provider Must, irrrmediately cease' :to provide ;services pursuant to. this "Contract; All payments to Provider as of this date shall cease: If payments are suspended, the County shall specify in writing: the actions that must be taken by the Provider as. condition ;precedent to resumption of payments and shall specify a, reasonable, date for compliance. The County may also suspend. any payments in; whole or in :part under any other contracts entered into between the County and the Provider: The Provider shall be responsible for all direct and indirect costs assoclated with such suspension, including attorney's fees ..3:, The County may seek enforcement of this Contract including but not limited to :filing an action with a court.of:,appropnate :jurisdiction. The Provider shall be responsible foe'ail direct and lhdirect costs associated with such enforcement, including aftdfndy'sfees 4. The;Countjr may debar the Provider front future County contracting;. 5:: If, for any reason, fife Provider should attempt to meet its obligations under fhis Contract through fraud, misrepresentation or material misstatement, the County shall, whenever 1. practicable terminate this Conntract! by giving written: notice to the provider of such, term! on and specrfyirig the effective date - thereof, at least five; (a) dajis before the effectivo,4ate of such - termine tion: Page 7 of 17. ((j% The County may terminate or cancel any other contracts which such individual or entity has with ilio County. Such individual or entity shall be. `responsible for all direct and indirect costs associated with such termination or cancellation, including attorney's fees. Any individual or entity who :attempts to meet its contractual obligations with the county through 'fraud, misrepresentation or material misstatement may be disbarred from county contracting for upto five (5) years;. 6. Anyother remedy available at lawor equity. C. The Mayor or the Mayor's designee is authorized to, terminate this Contract on behalf' of the County. D< Failures or walvers to insist ion; :strict. performance of any covenant,..conditi'on, or provision of this Contract by the County shall n t. -be deemed a waiver of any rights or remedies, nor shall 'it:relieve the Provider :from,perforn ing any subsequentobligatinns stric#iy in accordance with the term of .this Contract: No waiver shall be effective unless in writing and signed :by the parties. Such waiver shall be limited to provisions, of this Contract: specifically referred to therein and 'shall not - be deemed :a, waiver of ;any, other provision: No waiver, shall constitute a continuing waiver unless the 'writing :Mtates.otherwise. E. Damaiaes Sustained. Notwithstanding the above, the Provider st ali not:be relieved pf liability to the County, for damages sustained by ;the County by virtue of any breach of ,the. Contract; :and the County may withhold; any; payments to the . Prov'ider until such time as the exact amouht.of damages due the County:is determined. The County may also pursue any remedies�avallable at =law or equity to compensate for an damages sustained by the breach. The, Providerzhall be responsibie for aN direct and indirect costs associated With such action, including - attorney's fees. Xlv. TERMIN8Tl4N_BYEiTHER`PARTY.' both parties agreethat his Cvntract:rriay be-terrrilnated . by either party'hereto by written notice to the other party;af such intent.to .terminate at least thirty ,(30) days prior to the effective date of.such termination. The Mayor or ihe'iUlayor.'s designee is authorized' to, terminate this Contract on the behalf of'the County. XVI. PAYMENT PROCEDt1RES: The County agrees to ,pay the ;Provider for services rende "red under this- Agreement based on tine payment :schedule, the line item budget; or both, which. are incorporated herein and attached hereto as Attachment B Payment shall be. made In accordance with written procedures provided by .the OG,C arid 'if applicable; the Sherman S. Winn Prompt': Payment,prdinance (Ordinance 94.40):. A. Reimbursement:and Advances. The parties: agree that-this, is a cost =basis Agreement and that. -the Provider shall be paid through reimbursement payment based on the budget approved: underthis Contract{ {See Attachment B) and when documentation, of service delivery is provided. An advance Hof up to - twenty=five ;percent` (2$76); of the total amount payable. under this Agreement may be ,paid to the Provider if approved in writing by the OGC. An•advance of more than twenty -five percent (25 %) ;may be paid to the Provider if approved in writing bythe Mayor or °the Mayor's rdesignee : An advance up to: the 'total amount payable. under°this Agreement may be paid to the Provider in one lump sum payment if approved in Wrift by the Mayor. orthe Mayor's designee.. The. Provider's request foradvance =payment must be submitted in writing and must specify the: :reasons and justifications for such advance payment. It need not, be accompanied` by a detailed eXperiditured report. The County .shall have :the sole discretion'in choosing whether or not to provide: any advance payments and is not obligated to do` so urider any circumstances.. A Provider shall 11mit its request-for on advance to once during the term of this Agreement If a Provider needs an ,additional: advance for igood' cause shown It shall request it 1n writing from the Mayor arthe Mayor's designee.: Page 8 of'17 '(CB) 8. No Payment.of Subcontractors. In no? event shall County funds be advanced d rectiytc� any subcontractor'hereunder C Requests for Payment; The Gounty agrees to -pay all budgeted costs mcurred:by the Pravider:whrch are allowable under.the .County guidelines. In order to receive; payment for allowabie costs, the Provider shall submit a Monthly Summary of 'Expenditures .Report ,and a Monthly Performance Report on farms provided by the OGG The OGC must receive the Monthly Summary of Expenditures Report and the Monthly Performance .Report no" later - thorn" the 15 " .day of the month following; the month for in which services were. provided. The Monthly Summary of Expenditures Report shall. reflectAhe expenses incur "red by the Provider for the month = services were rendered and docomeritecl. in the Monthly Performance Report Upon submission of satisfactory required monthly reports, the OGC shall m0kaPpyrment. The, County will not approve, payments for. in kind or volunteer services provided by the Provider on behalf of the project; The OGC shall accept originals of invoices, ;receip #s and other evidence of indebtedness as proof of. expendlture: when original documents "cannot be produced, the Provider must. adequately 'ju "stify their absence In writing ?and" furnish copies as proof' of, the' expenditures. D. Processing the Request" for Payment: After the OGC reviews and approves the payment > request, the OGC wtll submit a check request #o the County's Finance Department: The: Count y`s 'Finance Department will issue and mail the check; directly to the Provider at the address listed on page,one . {1) of this Agreement, unloss otherw'lse directed by the. Provider in wnting . The .parties agree tt at the :processing of a payment request from date of submission shall take a minimum of thirty (30) days from, receipt, if support documentation /invoices are properly documented- As the responsibility of the Provider to maintain sufficient financial resources to meet the�expenses incurred. during,the period between the provision of services and p'ayrnent;by the .County: Failure to, submit monthly reimbursement requests in a" manner deem. ed correct and: acceptable by the County,, by the 15th day of eachmonth following the. month in which the service was delivered, shall "a: be considered. breach. of this :a :agreement rid may result in termination of this Agreement. E, Final Request: for Payment: A final request: for payment: from the Provider will be accepte&by, the OGC up to forty-five (45) days after the expiration of this Agreement. if the Provider fails to comply, all.rights to payment shall be forfeited The request for the final payment'' ay include accruals of the personnel costs'listed in Attachment B i ch the Providerls obligated to paywafter the close of the period for services provided within the term of the-Agreement, F Cioseout <Reporting ProcesstRecap"turefof Funds. Upon the expiration of this Contract, the Provider shall submit Closeout ;Report: documents to the OGC, :h6 more than forty -five {4.5). days after the expiration of #his Contraci These documents shall include, a cumulative :Year- -end summaiy of Provider's" program performance, the Year -End Closeout Report and the :Property Inventory Report,. If after receipt of these documents, the .OGC determines that the Provider has been paid ,fundsnot in. accordance with :the Contract, and to which'it =is not entitled, the Provider shall return such1unds to the. County or submit appropriate documentation. The `County shall have the :sale discretion :in determining if the. Provider is entitled to such "funds.and the County's decision on this matter shall be binding: Additionally, any unexoonded or unallocated hinds shall be recaptured by the County. G. OGC Contract Management :Guidance. All requests for payment wilt be processed. pursuant to written instruct.idns provided by the QCC. XV14 PROHMITED USE OF'FUNDS. A. Adverse Actions or, Proceeding. The provider shall not utilize County funds to retain legal counsel for any action or proceeding against the County or any of its agents, instrumentalities, employees or officials. The Provider shall not utilize County funds to provide legal representation, advice or counsel to any client in any action or proceeding against the County or any of its agents, instrumentalities, employees or officials. B. religious Purposes. County funds shall not be used for religious purposes. C. Commingling Funds. The Provider shall not commingle funds provided under this Contract with funds received from any other funding sources. XVII. RECORDS,, REPORTS, AUDITS. MONITORING AND REVIEW. A. Certificate of Corporate Status. The provider must submit to the OGC, within thirty (30) days from the date of execution of this Contract, a certificate of status in the name of the provider, which certifies the following: that the provider is organized under the laws of the State of Florida; that all fees and penalties have been paid; that the providers most recent annual report has been filed; that its status Is active; and that the provider has not filed an Article of Dissolution. B. Board of Director Requirements. The Provider shall insure. that the Board of Directors is apprised of the fiscal, administrative and contractual obligations of the project funded through the County by passage of a formal resolution authorizing execution of the Contract with the County. Failure to provide a copy of the resolution within 15 days of execution of this contract may result in termination of this Contract. C. Proof of Tax Status. The Provider is required to submit to the County the following documentation: (a) The I.R.S. tax exempt status determination letter; (b) the most recent I.R.S. form 990; (c) the annual submission of I.R.S. form 980 within (6) months after the Provider's fiscal year end; (d) IRS 941 - Quarterly Federal Tax Return Reports within thirty -five (35) days after the quarter ends and if the 941 reflects a tax liability, proof of payment must be submitted within sixty (60) days after the quarter ends. D. Accounting Records, The Provider shall keep accounting records which conform with generally accepted accounting principles. All such records will be retained by the Provider for not less than five (5) years beyond the term of this Contract. E. Financial Audit. if the Provider has or is required to have an annual certified public accountant's opinion and related financial statements, the Provider agrees to provide these documents to the OGC no later than one hundred eighty (180) calendar days following the, end of the Provider's fiscal year, for each year during which this Contract remains in force or until all funds earned from this Contract have been so audited, whichever is later. F. Access to Records: Audit. The County reserves the right to require 'the Provider to submit to an audit by an auditor of the County's choosing. The Provider shall provide access to all of its records which relate to this Contract at its place of business during regular business hours. The Provider agrees to provide such assistance as may be necessary to facilitate their review or audit by the County to Insure compliance with applicable accounting and financial standards; The Provider agrees to maintain supporting documentation for all services provided under this Contract and shall submit such supporting documentation to the County upon request. G. Office of Miami -Dade County Inspector General. Miami -Dade County has established the Office of Inspector General which is empowered to perform random audits on all County contracts Page 10 of 17 (CB) throughout the duration , of each ddritract. Grant recipients, are exempt from paying the. cost of the: dudit. hidiis:ndrm'eilly%,6fl%6fthO,tOtalboritrddtomoUnt.. The I Miami -bade .County inspector Ge. n­era"l . is authorized and em1powerb: d I 4o review jpast , ,­piesent,and proposed County and Publ I C H ea th rrpst p rp grams,: .cpRtfact$, transactl on& accounts,: records and :programs. Jn, ddifidi the Inspector oen6r6l h":thd poworlo, sub i nes . se s administer oaths. require the producti6n.of rec6rds--and.M6nit0- existing projects and prqgr8M, s.: linclude ideithirtgWhether the project is on g of an or may e apaport.con., lime', within budget .-aril :i..r,v: compliance . with plans, specificatiqn-s: and applicable :law. Tho.10'spector General Is empowered toanaljrze the :necessity of and ,reasonableness, of proposed 'thprig& orders to the Contract. The: Inspector General 'is: emtpoWbted to retain the 6&Vliceg. of 'independent orders sector inspectors general fo audit, investigate; . - monitor, oversee; , . . Mpecf and r4y�16w operations, activities, performance and,procurement,prpcess including ut.not limited.to project. ,design, bid sp.0cifid4ohS, proposal submittalsi activities of the Provider; its officers, agents and employees, lobbyists County staff and officials) to ensure ontract,- Ilahce With specificai.rion,s,an.01 to: detect fraud and corn . p 41 1 on. Upon ten (10) fdays prior written notice to the, Provider from the Inspector General or Independent r BPSIG retained by thwhspecto 'ProVider shall make r General, the P�'ate .6 eh.iaral Sedtor Inspect all requested' fecordsahel documentsi available'to the 1n.sipecito'rGeneral . orIPSIGlor inspection and copying. The Inspeicitor Generalland IPSIG 6balEhave ,the' right to inspect and I copy alVd0cuments -and records in th& Provi . d . br's.pogsossioti, custody or control whibN in the 'Inspector General's. or IP81G'i so)e o pe ;limited , t judgrhen�t, ,pertain t ' rfdT66 nce Of the. .contract; Inbidding,but not : o original, estimate filK. worksheetsi. proposals and : rb o; a p s I Contracts frbrn and Wk successful and un successful subcontractors and suppliers, all pr6ject-related ,correspondence,, r-ndmotandai inst cti6ht, financial documents, � construction documentsj proposal and contract documents,:baick .c h arge :documents, all documents and records which involve cash, trade or volume .-discounts, insurance-proceeds, : rebates, or dl. Vidends: reeelVed, . payroll ,and. p ersonne I reco rd s,:ano supporting docu antation for the aforesaid documents and records. 'Ttye pro sions in this ..section. shall apply to. the Provider its officers, agents, employees, %subcontractorg .1 an .1 d suppliers. The Provider sha I I[ Incorporate ihe provisions in this section in all subd4titractors and all other Contracts executed, by theProvider, in connection "with the performance of the contract; Mthirkg in thEs. contract . shall impair any independent right 61'Ah.b. County to conduct audit or - Investigative . e . act . Ivitips. I the provisions of this . , �.ar.e I ne1.t,herj.nten.ded:nor shall:,` they be construed 10', imp , ose any1labilitydin the Count yby the Provider ,or ird parties, H. ;Independent Private S06for Inspector General Reviews.. Pursuant to 'Midmi-Dade 'County Administrative. Order 3 20i the Provider. is aware that the County has they right to retain the services ,of an Independent"PrIvatie Sector Inspector Generalf'11PSGII), whenever iheto.unty.deem$ ft,tippropriat to.do.so: Uponwritten noflcelr in, the County, the Provider shall ,,make available to the IPSIG reta.1 ined by tI he County, all fbq,uasted. r's. oords A. nd documentation pertaining to this Contract for Inspection and co py ing: The; County shalt be responslble for the payment' of - these IPSIG-setvices, and under 'no circumstance shall the Provider's. budget and any changes thereto approved by the, County, be, inclusive W-- any :charges reidmg to these IPSIG .-services. T , he; terms of this . provision herein, apply to the Provider, its officers agents, e0ploiye'e's, ,s boonsUltants anjassigriees, NotF irig: contained In this provision shall ImoairanyIn epqn.0 ent rig, h t .Page 11 of'17 of the County to con d uct an audit or Investigate the operations, activities and performance Providerin connection with this Contract. The toffns of this Section shall n6timooge, any 'liability . on the County by the Ptovideroreny third party. 1. °Progress ,keoorts,. The Provider ihall f u is h :1 h 0 02Wth :written monthly progress reports - Oftpchm Attachment the achievement - I . of its goals .as l outlined in its Scope of SeNices. The reports: shall exp lain .the Providers progress ,for that month, . The data should b e q Ua i ifi6dWh when appropriate. Said reports�.ar.e due .by�.thb'1.51". day .�of the month following the end of each month. The. . . progress r I ogress re . p . ort shall be due' fottyAve .(4%. days' a . fter the expiration . or, to ination: of this Agreement J. ;Mona tors hi-M, Management Evaluation and Perfdrryi6fte: Review. This, section shaliz .,PertEiihbtilytoPtbVider.s , whose fu'n'ding, 116catiori under this Contract is more.. than an $1.QjQQ0 orwbose ,funding 6116cMloh becoriies more.than.:,$ID,000 during the term of this Qontract:. Tho.',P h ...rovilera.grees to permit County personnel to perform random scheduled monitoring, OaVldws and evaluations of the ;prograhi(s) which As the. tubjectbUthisGotitract. The ,OGC:thdil. monitor ,fiscal; 6dMinistrative; and p6bgtdrnrhafI&CoMpIi6nde with all the lorms-and,:conditions of the Contract. The Provider sh,01111 permit the 01"G''C": to conduct .site; visits, ,cllent ;assessment surveys, and othbr techniques deemed reasonably necessary to fulfill the monitoring function. A repcirt,10ftho, 0GC'6 swil te delivered to the Provider d the Provider will- rectify all defici cited within. finding' er an re enclea ci e , Wit ni the podod,,:,bf time "specified .'ih'.thd. report. . If sUdh deficiencies-are not corrected. within the i'spdcified time, the - County may suspend payments` -or terminate this � Contract. T I he,OGC shall,,conductono ormore formal management evpIuatioft:and peff6rmanc 1 9 . reviews, . of , the;. Provider. l Continuation . 1. of this Contractlo , r future funding is dependent upon�satisfactory evaluation conclusions, I<: Client Records, The Prdviddt shall thbi ntain z separate individuaLcas6 file-fdr,eath d1lerttfamity served. This ,case :,file hall in c lUde all 06Ai hent Information regarding case activity., At a minimum, the case M6 will contain; referral, and i6take'Information, treatment and case notes documenting the dates services, were provided and.,jilie . type of service ot.ovid.6..d. , These files ,.shall be ,subject., to-the audit.and irispaddon.ti5qUit0t"nents)Uhder ArtleW XVII Section F, G, H,.. and :J 6f1h Phis contract. L Health Insurance Portabilitv, and Accountability- Oct Any person or entity that' performs or assWg Miami-Daide, County with :6 function or activity , Jnv0IVIn'gthe u ,Health Infornititl6h _(PHI)" shall comply with the; Heailthl Insurance Portability and Accountability Act Hl PAA) of 1,996, and th&Mlaml-Dade; C,ounbf Privacy Standards Administrative Or er. HIPAA ,mandates for, privacy, security and electronic transfer standards include but are not limited 1, 'Use of information ohlyf& p6rfOrtrilng se - rvices reqUire'd by th e contract or as required by lax 2. Use of appropriate safeguards ,,,to,pre'vent.n'On�-petrhittdd disclosures- 3, Reporting to Miami -Dade County ::of any nom-permitted use or dis.closum 4, Assurances jhat,an t y agent s.and subcontractors agree to the.s.0ma restrictions arid conditions that apply to the,Pr6v!der and, roasonoblo 99surandes.1hat. IIHI/PHJ will '46 held fidential; S. Making Prbtechad,HeAlth lnfdrmdtion,,(PHQ available to the customer 6. Making 'PHI available .to the client for review ,and amendmen' and incorporating y: pora Ing n a amendments roqUested by the !cIlent'i Z Making FjHl,-availgib'leito Miami -Cade County .for .6ft accounting' 6f disclosures; :,and ! 8. IV16klnd internal practices, books;. and tecords:fel6ted..,to PH] 'Eivai,lalble to Mia:ml-Dade County for comipliahcd.4udltsl Page !Zof I? (CM PHI shall maintain its protected status regardless of !the: form- and method of transmission (paper records `;and /or electronic transfer of data) The' Provider must give :its cliblits written notice of .its privacy information practices; including' specifically„ a description of the e types of uses and disclosures tt et would be roads with protected`; health information. Provider must post, and distribute upon, request'to %sorVice recipients, a copy of the County' Notice ,Of Privacy Practices: M. bisamfer Pian/Continuity of Oporations Plan (COOP). The Provider. shall` submit:to the OGC- an;Agency pisaster,Plan/COOP by April ill of each contract.year If the Provider does not�.have a COOP- Plan currently with:the QGC (submitted within the past year} it;must submit a'COOP Pie6 Within 30 days of execution of this !Contract. The Plan: should be updated :annually At, a minimum, the Plan should -describe .how 4he PrOVider establishes and , maintains an effective :response 'to ,eniergerticies and disasters, and must comply with any Emergency Management. related Florida. Statutes. applicable to "the Provider, The Disaster.. Plan is subject to review and approval. of ;the, County. XV!!!. PUI3CONTftACtdk AND. a 3S[GNMENTS: A ,Subcontracts. The parties agree that no assignment or subcontract will be <made or let in connection with this Contract without the prior written approval .of the OGC, which shall not: be unreasonably withheld, and that 11 subcontrac #ors or assignees shall be governed by the terms and conditions of this Contract. B. 1f this 'Contract involves the expenditure: of "$100,000' or more by the County and the provider intends to use subcontractors° toi provide the. services listed in the Scope of Services (Attachment, Al or suppliers to supply the materials, 'the Provider shall provide' ;the name`s of the subcontractors and suppliers on the fiorm attached as Attachment G; Provider agrees that it will not change or substitute subcontractors or suppliers' from those listed 'in Attachment G without ,prior written approval of the County: 1) If the Provider will cause any part of this Agreement to be performed by a Subcontractor, the provisions of this Agreement -will apply �to. such :Subcontractor andIts officers, agents and employees in all respects as if it and they were employees of the Provider; and the .Provider will not: be in any manner thereby discharged`from its obligations and liabilities hereunder, but will; be liable hereunder for all acts and negligence of the Subcontractor, its officers, agents, and employees, as if. they were employees of the Provider: The services performed by the .Subcontractor will be subject, toi the provisions. hereof as if performed °directly by the Provider: 2} TN Provider, before,makiing any, subcontract for anyportion of the :services; will state in writing to the County the name .of the proposed Subcontractor„ the portion of the Services which the Subcontractor is to perform, the place of business :of .such Subcontractor; and such other information as the Coufty may require:; The County =will have the ;rightto require,the Provider notto. award' any subcontract to a person, firm,. or corporation'disapproved by the County:: 3) Before entering into any subcontract hereunder,:, the Provider :will lnform the: Subcontractor fully and completely of all. provisions and requirements z of this Agreement relating either directly pr indirectly to the Services to be,performed: Such Services ,performed by such Subcontractor will strictly comply with the requirements 'of this Agreement: 4) 1n order to qualify as a Subcontractor satisfactory to ih& County; h addition; to ,the other requirements herein provided,`the Subcontractor rnus #be prepared to Page ,1 S ofl? (CB); Provo. to the satisfaction :of .the County that' it has ,the 'necessary facilities, skill: and experience, and ..ample financial ,,resources 4o.porforrn the Services in a, �sati§Wtory manner: . To be considered skilled vwand` experienced, the ,Subcontractor must show to, the satisfaction of :the. County �t t if V he i ., 'has, satisfactoril : performed 1, services of-tie 8ame. Qoneral . typo which 'is � t6quited1d: Y be P'606rmed'uhder thIs,.AgroeMdnt. a : 5) The, County shall' have the tight, to withdraw its. con.sent,"'to :a subcontract ct: if 4t, 'the County that the subcontract, Will I . delay, prevent, or',.OthorwVi I so performance of the Contractors obligationsi Under thitAgtoornont. appears i the Ail 'p' u�b hfi 8, rs,-,aro. required to protect- the 0 dentiality of the County's and. CoUh fumlsh� f the ty's'Proprie'tary and confidential Information. Provider 6 CWnty copies, of all subcontracts between ProMer and Subcontractors and f suppliers hereunder. Within each such co,,nt.r.icflhe.re,,shall.boa.,cl,au'se.,,or. p1l uch-stib the benefit of the County Perrnitting.. the County 10 request completion of P I erformance by the Subcontractor of <it$:obligations under the subcontract,. In the event the County finds the Contractor in breach of.its obligations, the option t6::' 6 the directly for the peffbrmance� b such y e y subcontractor, 'NotMth anding Iha foregoing sha, ll 4therco nveynor imply -any ,obligation or liability on the oart,of the County to any,s UOWn't more fully described herein. Ce Ptompt Payments to Subqontrsqtqrsl. 'The 'ProVider, shall'issue prompt'paym ' ents, to. subcontractors; that we small businesses � (annu6t'gross: sal , eg� of V66,000 or loss with its principal 7011ac,e W bUsiflosq, in Miami'- Dade- County)" , and shall haVe a dispute resolution procedure In ' plAc e. :to addro$s�ds uted paymenI& PUrsUaht to the County's Sherman Winn Prompt Payment {Ordinance 94-40), Section 2-8A.4ioftho Code of Miarni-Dadd County, Administrative Order No. 31 19;. and: the FloridaPrompt ,13ayment Act, payments,'must be made ,,vVithInth.Jrty�:(4 dayspf receipt of :a, proper , Invoice Failure . I . ure to issue prompt, payments to small business subcontractors or adhere to dispute `resolution. procedures may b e,grpun d s or suspens Ion or termination of `this Agreement or disbarment XIX LOCAL, STATE, AND FEDERAL COMPLIANCE REQUIREMENTS Provider agrees, to .comply; subject to applicable professional standards, with thelprovislons of any .and . aW Federal, Statid and the: County :.orders, . statutes; ordinances, the rule's and gulations which may pertain to the .Sery ces..,required under this Agre eme including but hot Jimitod to 0) Mlami-DadO­ County Florida, :Department of BUsinebs t6velopmdrit Pa,fricipation Provislbhs,as applicable to this Agreement. 15). Mlami;Dade County Code, Chapter il,A, Article 3'. All Providers and subcontractors perforrriing work in connection Viththis., Aorbetnerit shall provide equal opportunity -for employment ,[and servicds]', because of race, religion, color; age, sox, national ,originu sexual preference,, -disability. or marital status.: Theaforesaid': provision . shall. Include, but n b limited d of e. to the fallowirig: �ernploymOnt, upgrading, demotion. or transfer, recruitment advertising; ; ley I off or, fermfinafl6n; rates. of 'pay or' other forms.: Of compensation; and selection f6r ;training, including apprenticeship:: The Provider agroes. tq post in a conspicuous Mace available: for employees and appillbants for employment. ;such notices as may be: required ,;by the Dade County Fair Housing and. 1 ladicti n� overthe:,wor 'Setting Orployment, Cornrplssion,. or other authority Av hg Jud 6 k forth,the ptovisloftof the;p6n.disidriminatioh law. Page 14 of 97 {CB) c) "Conflicts ,df IhWW'SeotiOh -2 -11 of'fhe County Code anti Ordinance '.01-190., d) Miami -Dade: Count y Code Section C d ;10-8 �' ' ebarm , Mani-Di, do County Ordinance cp of t difidd At 11A - 0 et., §64. Miami-Dade Cade p tainiriq to complying with t he CbL1htY% Domestic Leave Oedlhande. MiahiDbd C ounty Ord' nance 00-15 proh.1bitl ingthe .presentation, ' maintenance, or Oroseculio- n offall go qr,f rqud ulbnt;d Ial against Marhitadetounty, Notwithstanding any other provision of thi s,,AOt000eht, ;provider shall hot be required 'pursuant to this Agreement, to take any action or.,&StaIrffr6m'taking any action if such action .�orabstentionwould,� in. the good ftflth dat0trnihAtion.W. the Contractor, constitute avirolatio.06fany, . law or regUlation'to Which �Contractor Is sUbjebt;, ihcludlng but not llrrilted ld, laws: and 'regulations requiring that Contractor ponduct'i ts operations is in .a. safe and sound manner. 4'.. XX. MISCIELLANEOU& A.. Out of To Travel: Costs for. 'out -of -town travel, are allow . able, -if they are useful for the -administering. of,programactivities; A111ravel, must, be approved by�OGG, twos weeks prior to date travel I's to.l., belikem. B . PgtbL Cash, Comfnuhity: Based Organizations who ::establish .a, petty :cash fund Must rnaintaindetailedsuppart documentation.. -C, ICU_ blicit It is understood 6d agreed between` the pa t"ies hereto that this Providerls funded b y Miami -Dade Cou nt Y u rth erj y the acceptdrico of these funds, the P rovider aareas that ,events funded by this Contract, shall tecbgrilid, 9 the County qs:�afundlh source. - The Oru�id6tshail �. ensure that all publicity, pUbIid:1r6Wtions, adver'fis'ements, and signs recognizes the County for the A upp6rtofall contracted activities; This is 'to include, is hot limited �,Wl post pamphlets; wall pla nes. 6, but td, mph a ques, comersto. dedications, . wtices,JlYert'o br6chure6i heWs-,,Wdases, media promotions,, . zind.91:4 , stationery; The -Provider'shdil submit sample: or mock-up of auch. publicity or materials to the O.G for review an . d, approval prior to Using such materials. The use, of the official County logoi is permissible for- -the- eXpres6ed, purposes listed herein. The Provider shall ensure that all media representatives,. when inquiring about the activities . funded by this. contract are informed that the County,: is b funding sourr.e. R Contract Guidelines This Contract is made; in 4h& State of Florida and shall be governed according,to, the laws.ofthe State .of'Flodda.,. Proper vei!LiOfor :this ;Contract shall be Miami- ,Dade . 'County; - Florida. E, Modifications and Change.. Orders. Any, alterations, yariations, modificatiOns, :extensions or waivers of prqvisions, of this Contract including ing but not limited to amount payable and effectIve'termsha,11.0niv be�valid when'they have been reduced to writing, duly approved .and )signed: by, both , rties: rid:titt'athddtb'thdo.r.igin;�lbf this Contract. :P0 th The Cdurityand Provider mutually agree ;that .; ofthe ScOpbof-ServIcbs,:, �schedule: modification of 'Payments, billing ; and cash payment procedures,, set forth her4in.,and other Such revisions- may be negotiated as a Written aftn4merit to this ,Contract .bdtW0dh the parties., Page 15:.ofJ7 (013), The Mayor or the Maybr's, designee is aulthofte'd to make modifications to this Contract as described herein on behalf of the County: The Office of the Insp%tor General shall have the powerto analyze the need for, and the reasonableness s of proposed change orders. F. Countib[parts. This Codtrabt is signed in five .L5) counterparts, and each counterpart shall constitute an oriainal-of this Contract. G. Paragraph headings' are for convenience only 611d' are :not intended to expand or rais'trict the scope or substance of the provisjonsz of this Contract. Wherever used herein, the singular shall . include the plural and plural shall include the singular, and pronouns: shall be read as. masculine, fe.minine-or neuter as the context requires. H. Totality of'ContractlSdiverabilify, of LDLovi§ions. This seventeen (17) page Contract with it recitals on the first page of the Contract and with its -attachments as referenced below contain all the terms and condition's agreed upon by the parties: .Attachment A: Attachment B: Attachment C, Attachment 0: Attachment E: Attachment F: Attachment G: Attachment H., Attachment]: Scope of Services, Budget Payment Request Miami -Dade County Affidavits. State Public Entities Crime Affidavit Progress Report (to be provided by OGC) List ol'Subcontractors and. Suppliers Authorized Signatur&Form Acknowledgement. Form (if applicable) No other Contract, oral or otherwise, regarding, the subject matter of this Contract shall be deemed to i ex st or bind any of `the parties hereto. If any provision of this Contract ls,held invalid or void, . the remainder of this Contract shall not be affected thereby if such remainder would then continue to conform to the terms and requirements of applicable law Page I 6,of 17 Owited.4 C6ntrdlV'0-SM'IXHH-,CB INWITNE88'WHEREOF lfici-pattl h' executed this Contract' effective :as. of the contract date I I . es, ave hereln'46ove set. . forth. Attest: Authorized Person OR Notary Public 'Print Name: Corporate Seal OR Notary, Seal/Stamp, MIA-MI-DADECOUNV Aft—t- ,HARVEY , .,EY AMN, Clerk BocW of County Commissioners; Sys Page 17 of 17 ' {CB) ATTACHMENT A MIAMI -DADE COUNTY OFFICE OF GRANTS COORDINATION CONTRACTS AND' GRANT MANAGEMENT SCOPE OF SERVICE NARRATIVE (Complete a separate form for.every allocation identified in your organization's award letter) SECTION I: GENERAL INFORMATION Name of Organization: Cjt roof South 'Miami Address: 6130 Sunset Drive South Miami FL 33143 Program Contact Person: Cesar Garcia Phone Number. . 305- 668 -7231 Fax Number: 305- 666 -7388 E -mail Address: Gaarcia0- cityofsouthmiami.net _ Fiscal Contact Person: Ana Larzabal Phone Number: . 305 -669 -0712 : _ Fax Number. 305- 667 -1758 E -mail Address: Alarzabal@cityofsouthmiami :net Contract Amount $18,400.00 Contract Period: October 1. 2008 — September 30, 2009 SECTION It: PROGRAM NARRATIVE [descriptive Program Name: I South Miami Senior Meals Describe the program goals; To provide positives ocial cultural educational and -recreational opportunities for the City of South Miami seniors. In addition, our goal is toe ate a healthy aping environment for our senior population by encouraging physical activities and providing nutritional meals, which will lead to a healthier life style for the targeted population. Services will be provided to residents at the HUD Senior Center for participants regardless of acre, race, religion, gender, or family income level. Describe the program and services and how program funding will be used: Throw fz0 r Parks and Recreation Department the Cif of South'Miami intends to provide senior ATTAOMMEN SECTION III:: PROFILE-OF SERVIC Etl 'Ann ual worki opd measures :,(for ,each type -of servIcetq'be. Provided intiddihqAhe hUMb.0`6f clients to. basorvgd, In the prqgro, m 3 tp uro of affer. schol ol pare' tor twenty jive (25), children :age§, 5 —1 O.j ome.'.d delivered 26 meals)];. .one home eiv iodMOtil'f6t:509tni.6t,.4.eVOiYdgy(18.. 0 Unit Cost :(DefIn6,*the .'.UnIt(s) of service and detail,the uhit,cost(s),.,., for the .,service; :: Location of- Service,81te(8) and Hours of Service at each' I , ich 8*t(§: (List all 19ite.sin the physical street addresswith "zip codes and the hours of operation for 'each sitO SECTION M _TIVES-. (Define measurable and specific program objectives;,. - &TAT8MgNT 05'gBi8p Pl sequatitif' and n of 0 9 ea �y note each 'bjocilve[j.,o.,7,5%of',ehilde,6nattondiri after � C-hool tUtoft ftrqgr6thvill increase their reading score by vullleftr grade as measured by pre prid post-t6sUrig durIn 9 the.,c6nttact year]) SECTION . ORGANIZATIONAL. SUPPORT Describe how your organization Will do outreach and -public awareness Of PrOgramadiviflIes,; 2qf3 HMENTA 'I understand that while thiS InforMfion represents a per(dr mance projection, I trust rece- ive, ap prova I from Miaw-Dade,6frice, of Grants Coordination odor to an y operstional:or performance .varlaiio.ns.: Grants 'Writer,& Admin. Sibi'latu're and Tifle of`Person Completing Forra 3: of3 Carol AubrUh, Grtints. Writer & Ad min Print Name,and Title O 6 ka ?I W C� co —M 2; at tt. N a v N M V a -1 a- m! , a N *" M. -= N N a N, 8 J, 0 (D M 0 (D M C) 0 M S a a ll R a 0- N 0 P am 3. CD 0 CL to, oCL 3 G. -n to M.C) Q 2 3 r- b- Cn CL oOp O 6 ka ?I W C� co —M City of-Sdufh,MIAmII 'Son: for.:Weekiand Mdals Pro gram :frith. ;Miami... ad&-Countv -- September go, 2000 DlRfCT COSTS Other,DlrbctCosts (IF ($j&400.00):-. 'This flneltom will cover the Wookend,Senlor "Meals for Up 16:60: seniors, In the 86'Uth miami . Senior Center. Each I sle I senior will re 'Senior 2) meals each weekend delivered to their Miami door step. 60 sehl . or&x 2 1 �Moalg per woo kand =12 . 0 meals: 12Q meals X44 weeks= 5,280 Meals total. `The cost per meal is estimated at $3.66, based on previous contract ,yearn Page 1 Of ATTACHMENT A MIAMI -DARE COUNTY OFFICE O GRANTS COORDINATION CONTRACTS AND GRANT MANAGEMENT SCOPE OF SERVICE: NARRATIVE. (Complete a separate form for every allocation identified in your organization's award letter) SECTION I: GENERAL INFORMATION Name of Organization: City of South Miami Address: . 6130 Sunset Drive South Miami FL 33143 Program Contact Person Cesar Garcia .Phone'Number: 305 - 668 -7231' Fax Number: .305-668-7388 E -mail Address: Cgarcia(citvafso'uthmfarnf.net Fiscal Contact Person: Worrell Troup Phone Number: 305 -668 -7232 Fax Number: 305 -858 -7388 E -mail Address: Wtroup(W-cityofsouthmiami.net Contract Amount:. $38,266.00. Contract Period - ,October 2008 — September 30; 2009. SECTION II: PROGRAM NARRATIVE Descriptive Program Name: The After School House (Tutoring ) . religion, gender, family income or abiliiyr to pay: ;Describe the program and services and how program funding will be used: • - ATTACHMENTA SECTION III: PROFILE OF SERVICES Annual workload measures (for each type : of service -to be provided including the numbed of dlieht6 to be served in the program) IiA,:3: hours, of After school, care for 1wenty-five (25)� children a.ges:5: 10, ,'one home delivered meal, for 5b seniors Meals Unit cost pefine,theunit(s),.of service and detail the unit ddst(0) 'fo ' f the service) Location of Service Sife,(s) and :.Hours of 8ervideat:each Sit (List all it 2 dot and the hours of operation for each site): ztreetaddtess'; With zip i co SECTION IV. STATEMENT OF OBJECTIVES-,(POfine Mee . Wrable and specific progrWobjoctives.,, Please, quantify note timefraMeWcOMpletion of:eadh:objective [i.6,75% of children 'tutbr program will . - �l . ncreaser theirfe reading score by A'fUll:16ttetgrade as measured`l�y after, school, ing � ro prpand post - testing during the contract . I. year]).. StOTIMW ORGANIZATIONAL ,SUPPORT :ACT !.V.ITIE$ 210 Ij . V, ' 'Signature and Title of Per�bh, Completing Form P ribt.Nama: and Title ATTACHMENT A Fh ED m a ;2- T N ED . ...... CL Ln 18 CD gx gig > if 1�� I 01 I th: 0 E" City of South Miami' After School House Program with Miami -Made :County Octo�er'1;2fl08 - Septemtver'80;.2009. DIRECT COSTS Personnel: Salaries Teachers./Instructors `($37,440)i These line items represent the salaelesi of three (3) part4lme teachers /instructors. These teachers /instructors will dedicate. b0% of their time ;to students enrolied in the; After School House Program. These teacherslinattuOtOrs .will provide; tutoring and homework assistance for chlidren participatift in the program. Grant funds 'are being charged Fi0 %q.of these positions' salaries: The teachers are part -time employees and do not recelve fringe benefits. Other l9irect Goats jSnacks ) ($810.00)= This line item covora s portion of the cost of snacks for the After School House Program. and costs of Saturday Schoo Breakfast durina our Saturday MAT Aicademy'Sesslons. Paged of ''1 MIAMI• mot coUNTY OFFICE OF GRANTS COORDINATION MONTHLY SUMMARY OF EXPENDITURE'S REPORT AWAR6INPORMATION (complete tall sections noted with ) Agency Harr "'c ProJect;tismo: PRWOPULATE 'ToWl AWard Amount :' 'PREPOPULATE Addrass -*. Aliraernent period: October 1. 2009 - September, 50 2009 ordinance No: PREPOPULATE Index No: PREPOPULATE contactPersair -: Talephono" : Today°s'60104 ': E)UDGETED AMOUNT 1 MONTHLY AC 'UAL EXPENDITURE AMOUNT pint Maur show Operating expenses for the Month of '� ` are outlined in Column 2 moor 1 ±x A DIRECT COSTS: .Position Frince s Position Fringes. Position Fringes position Fringes Sub Travel Supplies Equipment Contractual Services Other Direct Casts Other Direct Costs Other Direct Costs Subtotal Other INDIRECT COSTS: Posrdort ':Fringes Position Fringes. Other Indirect costs Other Indirect Costs - Subtotal'In Total Operatin Pace i or 2 Monthly Expenses Y.T.O.Expended Contract Balances $0.00 $0.00 $0.00 50.00 $0.00 $0:00 $0.00 $0.00 $0.00 $0:00 $0.00 -$0 :00 :00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0-00 $0.00 30:00 $0.00 $0.00 $0:010. $0.00 $0.51 $0.00 $0.00 $0.00 $0.00 $0.00 $0.0X1 $0.001 $0.00 $0.00 $0.001 $0.00 $01% $0.001 $0.00 $0.00 $0.001 $0.00 $0.00 $0.00 $0.00 $9.00 $0.00 $0.00 10,00 10.00 $0.00 $0.00 19 QO $0.00 $0.00 $0.00 $0.00. $0.00 40.00. $0.00 $0.00 $0100 $0.00 $0.00 $0.00 $0.00 0 o:ao . o ,AUTHORIZATION.- .. I:hersliy certify that Ihls exj>bn o t ©port subm tod by #ha undarslpned consfi#► rtes apprbW tidpet expenses turinfl iho,period3istod`above. DATE . . . ARINT NAME gRINTTITLE 51GNATURE, Coun4wepam"wif use only -Coo. Te EHC) AL❑ NRo 0 OTHER:. DDo- 'SJ I - . YM 0 0 OTHER KK ❑ AN Cl . 0 OTHER.: AGENCY NAME: MONTH 20l . OGlQOVT Q JN, OJ j] JAN, - U ( JAN,:2009, �❑;`, , 2O2(W: o FtEB, 2009 Q FE8b 0 FE8; 20f9 [] ,DEC, 20W.r. ❑ MAR, 200gr Q MAR ;20D9 Q MAR 2t)OJ RECEIVED BY QG`j]. _ ..O'::OTFIER ruopi (j`oTt -I�a tut�rO` . p oTHr: z TOTAL AMOUNT TO PAY: VIN #:1 PR01/1l�R�INVOICE #: Pape 2 nt2, Miami -Dade County MIAMHkfIDE �/ENDOR,AF'RDAVITS FORM Mm (Uniform County Affidavits) Department of Procurement .Management Vendor Assistance Unit 111 NW 1# Street, Suite 1300, Miami, Florida .33128-1974 Telephone; 305 - 375 - 5773 Fax No: 305 -375 -5409 .www.raiamidade.aov/dnm Complete the Vendor Affldavlts Form to update affidavits previously submitted with the Vendor Registration Package. It Is :the vendorie responsibility, to keep all affidavit Information current, complete and accurate, by submitting any modifications to the Department of Procurement Management, Vendor Assistance Unit: FEDERAL EMPLOYER ZOEN77FZCA770nt NUMBER (FEIN) In order to establish a file for your firm, you must . enter: your firm's FEIN or If none,, (fie owner's Social Secudty Number. III& number becomes. your "Gaurtty Vendor Number':. Please. enter your federal Cmployee Identification Number (FEIN) 91 your 'social Security Number (SSN).: D F.tE.x.k. 0 S.S.N. Name of Entity, Individual (s), Partners,:or Corporation Doing Business As jif sane as ubovo, leave blank) Street Address (Post Office addresses are.not acceptable) 7. MIAMI -DADS COUNTY OWNERSHiP DISCLOSURE AFFIDAVfr (Sec. 2-8.1.46f the Mloml -Dade County Code) q. Firms registered to do business With. .Miaml -Dade County must fully disclose their legal name, physical address and ownership. Publicly traded `Corporations are exempt from this requirement, but: must Indicate by letter that It is a Publicly Traded Corporation and include the name of the stock exchange market and symbol where registered. If the contract or business transaction Is with a corporation, the full legal name and business address shall be provided for each', officer and director and ead stockholder Who holds directly .or Indirectly' five percent (5°/u) or more, the corporation's stock, if the contract or business transaction is with a trust, the full legal name and address shaft be provided for each trustee and each beneficiary. (Post Office addresses are not acceptable). (Duplicate gaffe if needed for addit;onal.nomes). If no officer, director or stockholder owns (3 %) or more of stack,. please write "None" below. FULL LEGAL NAME t7ILE ADDRESS aF OWNERSHIP b. Provide the full legal names and business addresses of any other individuals (other than subcontractors, material men, suppliers, laborers, or lenders) that have, .of will have, any interest (legal, equitable beneficial or otherwise) in the contract or business transaction with Miami Dade County (Post Office addresses are not, acceptable). If "Nonotr, ploase mitcate in space below. FULL LEGAL NAME roe ADDRESS 16 f OWNERSHIP +yia/sow 2. MIAMI -DADE COUNTY EMPLOYMENT DiSCIOSUR[ AFFIDAVIT (Cauniy Ordinance No. 90 -133, amending Section 2,8- 1(d)(2) of the Mlami -Dade County Code) The following information Is for compliance with all items In the aforementioned Sections. 1.. Does lows f1mi have a collective bargaldng agreement with In. employees? Yes No :2.. Does your firm provide paid hooldr core beriefits for its employees? Yes No 3. Provide a current breakdown (number of persons) of your firm's work force and ownership as to race, national origin and genders White Black Males Males Females Females )fisptsnic Other Mates Males Females Females AlyidlWi acknowlodgo thot r have read the oforomenllonod retpIrementt and the aanty Iola comptance. 0 3. MIAMI -BADE COUNTY EMPLOYMENT DRUG -FREE WORKPLACE CERTIFICATION (Section 2- 8.1.2(b) of.he Miami- Dade County Code) All persons and entities drat contract with Miami -Dade County are required to certify that they will maintain a drug -free, workplace. and such persons and entitles are required to provide notice to employees and to Impose sanctions for drug violations occurring in the workplace. In compliance with Ordinance No. 92 -15 of Ilse Code of Miami -Dade County, lite above named firm Is providing a drag =free workplace. A written statement to eadh employee shall Inform Cite employee abouh 1. Danger of drug abuse in the workplace 2. The firms' policy of maintaining a drug -free environment of till woikplaces 3. Availability of drug counseling, rehabilitation and employee assistance programs 4. Penalties that may be Imposed upon employees for drug abuse violations The firm shall also require an employee to sign a statement, as a condition of employment that the employee will abide, by the terms of the drug- free workplace policy and notify the :employer of any criminal drug, conviction occurring no later than five (5) days after ..receiving notice of such conviction and Impose appropriate personnel action against the employee up to and Including termtnallon. Firms may also comply with the County's Drug Free Workplace Certification where a person or entity is required to have a drug -free workplace policy by another local, state or federal agency, or maintains sutra policy of Its own accord and such polity meets the intent of this ordinance, My k0uh acknowkdge That 1 have read the afaremesrrloried reyvirerrreph mrd the entity is In compkerice. Q 4. MIAMI DADE COUNTY DISABILITY AND NONDISCRIMINATION AFFIDAVIT (Article 1, Section 2.8.1.5 Resolution 8182 -00 Amending R- 385.95 of the Miami -Dade County Code) Firms transacting business with Mlaml -Dade County shall provide an affidavit (ndicaiinq compllance with all requirements of the Americans with Disabilities Act (A.D.A.). t, state that this firm, is in compliance with and agrees to continue to comply wGh, and assure that any subcontractor, or third party contractor shall comply with all applicable requirements of the laws Including, but: not limited to, those provisions pertaining to employment, provision of programs and services, transportation, communications, access to facilltes, renovations, and new consiructlon. The American with'Dlsabllhles Act of 1990 (ADA), Pub. L 101 -336, 104 Start 327,42 U.S.C. Seclions.225 and 611 Including Titles 1,11,111, IV and V. The Rehabilitation Act of 1973, 29 U.S.C. Section 744 The Federal Transit Act, as amended, 49 U.S.C. Section 16.12 The Fair dousing Act as amended, 42 U.S.C. Section 3601-3631 Section .2- 10.4(4)(3) of file Code of Miami -Dada County (Ordinance No. 82 -37), which requires that all properly licensed architectural, engineering, landscape architectural, and land surveyors have an affirmative action plan on file with Mlaml -Dade County. Section 2 -8.1.5 of the Code of Miami -Dade County, which requires that firms that have annual gross revenues In excess of five (5) million dollars have an affirmative action plan and procurement policy on file with Mlaml -Dade County. Firms that have a Board of.Directors that are representative of the population make-up of the nation may be exempt. MyNtlah acknowledge thaf f have read this td6rementioned requIremenfs and the entity Is In eanowe 0 4/23/2003 S - <MtAti9l'DADL COUNTY DEBat2R9EM7 i31SCt QS(i E,A Ft1OAVii .(Section 10:38 of tle.Mtaml -Dade County Code) Ffrms;wishing to do 6u4ness.with Miami Dade County must certify 4hat tls.coniractors subconfibetors, officers, principals; stockholders;. or affiliates are not debarred by iho County befor i submilting•.a bid. 1,.confirnrthat nona'of this,firms agents, officers, principals, stockholders, subcontrador. or thelt affiliates are dlobarred by Mluml -Cfado County.: Mylnfftdra�lcnowtedpe ;t�ot:l7wve:rtad the vfaerrkntFpned rewdlo mnii and lke.cnniy "Al cwnpkm er . 6. MAM1 -b ADE1C0UNTY VENDOWOBU+GOON TO,td UNTY,AFF1OAVff (Section 2 -81 of the.Mlanil -Dade County Code)., Firms wishing; to'transact business`with Mlomlwoncle County must certlfy that all dellnquent and currently h fees,;aaxesand.:parktnq ; tickets'Iravo. been paid <and no Individual or entity In arreors fn day.- .payment under.a contract,; promissory note, or other document with Ste•County shots he etitowed to recelve any no* :busine3s.• ' I, eoitflrrri iHp1 dll deilnquent itnd currently due fees or taxes lhduding,,but not itmitedao, real and porsonal =property fazes, convention and touWt development taxes, :ulliity taxes; and Local Business Tax Recoipt;,collected ln::Ihe normal course by the 'Mlaml -Dad's County sax Collector and County lssued;:parkingAckets for vehicle sregistered'in:tho;name.of'tlie above firm; have been pale!.. f for'flidr gffirm that tills firm 'coniplleswhh $action 243, which, requires that na 1ndividual;`or:enit #I that Is In: arrears •ln: any payment under.a. cohlract,:,promissory note or other document with the t'ounty. hall be oliowed to reeelve any new: business.. My -falott acknawledye Ad t hnva kadthe c6rcmenrloned Mqulrenientr and the enNrylan;ronip7mK& 7. MIAMI-DADE COUNTY CODE OF 11WINES5 h7H a AFFIDAVIT (Article 11 Sertian 2.8.1(i) and 2= 11(b)(i) of the Miami.666 County .Cade through (6) =and (9) "of the Count' Code .ond County 0rr1lnonce No OU =I amending Soctlan; 2 -1 t.! (c) of the CoinN Code). Firms wishing o transad businoss with Miaml•Dade County must certify that It has aclopteci ct.`Codo4hot complies williAhe. requirements of Secllon 2.8.1,.of the County'Code. The Code.of 1usiness;Ethics AWN apply to all iusiooss that.tha contractor does with the County and•sholi, at 'a m1nlmum): require the :eonliddor to comply.with all'appitcafile goverrrmentai rulris and'regulaflops. [confirm tharthts firm has adopted a Code of business ethics which complies =with?tho requirements ofSecitons Z 1'of the County. Code, and that such code of business ethics shaWapply to all business thatAls firm:doas.with.1he County °and shdll, at a mintmum, require the contractor•to comply with:all:appticabio governmental rulos..ond:regulations. Myfnilioii acknoviledgo lhni l /rave tees! the afaremeotibnedtagpirerrtenlrand .thaenfifylr tn'cortwidtmtce: 0 8. A"*t w ;ADE COUNTY FAMILY LEAVE AFFIDAW (Amide V of.`Chapter ;11,, of' the Miami- Dade Coun ty ; C Firms contractn business with Miami -Dade Coun 8' ry whldt have more: than fifty, (50) emplayoes'foreach.:working day during cadi.:of twenty (20) or more'work weeks in tho current or precodina`cdlandaryear, are requlydd :to certify 1.6t1hey provlde family, leave to tlielr employees; Firms -vWlh loss'ihan_ the. number :of employees, indicated above are exempt:from this requirement, but mustar<dkate by "letter (signed by an authorized agent) that itdaes,nothave tho:minlmutrt number'of employees required by the County Co'de,: l tooflrm that ?lf dpplicable, this firth 'tontpiles with Article'V of :Chdpter Ihof the County Code, whldt; requires that firms conttact(ng business with Mlamf -Odds County which have mare Sian fifty (5b) empoyyees for each working, day' during each of twenty {2t)} or more work .weeks In, tine ,curren't ar preceding calendar year are required to certify that they provide family leave to their employees: htykdNah ;otknowtedgo;tkart.iMrreread: Cheat' oremeriNonedregrikcmentraiidt6eeatlly &lnconip9�ca. 9. MfAmf -DADE GOuwYvvWG WAoE AMbAVtT ( Sedion 2 -8.9 of::(he MI6ml =Dade Coun(y:Cock), -Ail applicable contractors. entering Into a`conhaet +with th'e. County shall agree to pay the prevailing Ilving. wage required by this sedlon of the County Code. I: °confirm thatif applicable,,;Stis lirm compiles with Sedlon 24.9 of the County Code,,;whkh requires that all applleabid employers ientering; a contract wlth;Mlamt =pads County `shotl pay tha prevailing ilvthg wage required by ihd;sectio'n of W6 county Coda. My lgrtwtr d1*.tiv1a4go,1h4 lliave read the a"forgiiwnllanoJ requtreMOirfs'ant! fhe entity ir`In dompRonte.: ' 4/21,603 10. MIAMWA'VE COUNTY DOMESW iE A Vlr "AND RE OWITING AFFIbAviT (Article tl, Section 11A�tS0 - 1 l A- t57'of the Miami -t)ndc County. Coda] Flans wishing to- transact bii'h,6is with'Mtaml =Dade County must ceitify:that It is in comnlignce with the Domesticl:eove Ordinance, I conflim`lhat 1F appllcabict,, hls'ilrm coinplles whli the m thet have, in the regular' course of business, flfty,(50) -or more employoos.:wotkincd to Mldrfil -Duda County for &tch working';day durlho lhe• current or preceding cal4ndar year. My 1aft1dr;a&owkdge ",I have road Mo viorenmitoned rew6mentr and ib enflfy G In cori }p1k�Ke:; a . -1,-be rin dutysworit, do attest under;pennity df' perjury that the�enttiyis in compilance with olf, requirements ouillned In We•Mtaini- Dadetounly, Vendor Affidavits y — 10, pages 5 1hrough t3 "of.this Vendor Red1strati6n;Packoge. . I aiso ritt©st that l will cottiply wlih and keep current at stntentent's sworn to in iho;above afftdavfis and:.:reglstrallon applicatlbn.'. 141.11 notify 'the, AMarni,Dade:County, YeddoP Assistance Unit,. immediately if any of the• statements "aftested.hereto are no, longer valid.: (Stdtieture of.Affiant) Printed Nome of Affiant`rind Tiffe �t?TARY PtJBtI�'1fJfQ�Mi4j70�(. ;(Datof t+lotary:Pubfic — Stalo:o3r State . CcUWyof; SUBSCRIBED AND SWORN TO for aff rmed) before"mo this day of 20. by 'Ile or she Is persondAlyknown to me ] Or has.waduced ldentificallan. .0 Type'of ldenfificalion Produced Slonaturo of Notary Ptibtic (Seridl,Number) Print or <Stomp of :Notary Public fxpkohon ode tfineiy Public Sea) 4/24 /2ons 4 ATTACHMENT E SWORN STATEMENT PURSUANT TO SECTION 287.133 (3) (a), FLORIDA STATUTES, ON PUBLIC ENTITY CRIMES T1 1S FORM MUST BE SIGNED AND SWORN TO IN THE PRESENCE OF A NOTARY PUBLIC OR OTHER OFFICIAL AUTIIORIZED TO ADMMSTER OATHS 1. This sworn statement is submitted to by (Print individual's name and title) for (Print Naive of entity submitting sworn statement) whose business address Is and If applicable its Federal Employer Identification Number (FEIN) is I f the entity has no FEIN, include the Social Security Number of the individual signing this sworn statement: 2. t understand that a "public entity crime" as defined in paragraph 287.133 (1)(g), Florida Statutes, means a violation of any state or federal law by a person with respect to and directly related to the transactions of business with any public entity or with an agency or political subdivision of any other state or with the United States, including, but not limited to, any bid or contract for goods or services to be provided to public entity or agency or political subdivision. of any other state or of the United States and involving antitrust, fraud, theft, bribery, collusion, racketeering, conspiracy, or material misinterpretation. 3. 1 understand that "convicted" or "conviction" as defined In Paragraph 287.133 (1)(b), Florida Statutes, means a finding of guilt; or a conviction of a public entity crime, with or without an adjudication of guilt, in any federal or state trial court of record relating to charges brought by indictment or information after July 1, 1869, as a result of a jury verdict, non jury trial, or entry of a plea of guilty or nolo contenders. 4. 1 understand that an "affiliate" as defined in paragraph 287.133(1)(a), Florida Statutes, means: A. A predecessor or successor of a person convicted of a public entity crime; or B, An entity under the control of any natural person who is active in the management of the entity and who has been convicted of a public entity crime The term "affiliate" includes those officers, directors, executives, partners, shareholders, employees, members, and agents who are active in the management of an affiliate. The ownership by one person of shares constituting a controlling interest in another person, or a pooling of equipment or income among persons when not for fair market value under an arm's length agreement,. shall be a prima facie case that one person controls another person. A person who knowingly enters into a joint venture with a S of 2 person who has been convicted of a public entity crime in Florida during the preceding 36 months shall be considered an affiliate. 5. I understand that a "person" as defined in Paragraph 287.133(1)(e), Florida Statutes, means any natural person or entity organized under the laws of any state or of the United States within the legal power to enter into a binding contact and which bids: or applies to bid on contracts for the provision of goods or services let by a public entity, or which otherwise transacts or applies to transact business with a. public entity. The term "person" includes those officers, executives, partners, shareholders, employees, members, and agents who are active in management of an entity. 6. Based on information and belief, the statement which I have marked below is true in relation to the entity submitting this sworn statement: (Please indicate which statement applies.) Neither the entity submitting this sworn statement, nor any of its officers, directors, executives, partners, shareholders, employees, members, or agents who are active in the management of the. entity, nor any affiliate of the entity has been charged with and convicted of a public entity crime subsequent to July 1, 1989. The entity submitting this sworn statement, or one or more of its officers, directors, executives; partners, shareholders, employees, members, or agents who are active in the management of the entity, nor any affiliate of the entity has been charged with and convicted of a public entity crime subsequent to July 1, 1989. However, there has been a subsequent proceeding before a Hearing Officer of the State of Florida, Division of Administrative Hearings and the Final Order entered by the Hearing Officer determined 'that it was not in the public interest to place the entity submitting this sworn statement on the convicted vendor list. (attach a copy of the final order). I UNDERSTAND THAT THE SUBMISSION OF THIS FORM TO THE CONTRACTING OFFICER FOR THE PUBLIC ENTITY IDENTIFIED IN PARAGRAPH 1 (ONE) ABOVE IS FOR THAT PUBLIC ENTITY ONLY AND, THAT THIS FORM IS VALID THROUGH DECEMBER 31 OF THE CALENDAR YEAR IN WHICH IT IS FILED. I ALSO UNDERSTAND TNAT I AM REQUIRED TO INFORM THAT PUBLIC ENTITY PRIOR TO ENTERING INTO A CONTRACT IN EXCESS OF THE THRESHOLD AMOUNT PROVIDED IN SECTION 287.017 FLORIDA STATUTES FOR CATEGORY TWO OF ANY CHANGE IN THE INFORMATION CONTAINED IN THIS FORM. (Signature) Sworn to and subscribed before me this day of , 20 . Personally known OR Produced Identification Notary Public - State of My commission expires (Type of Identification) (Printed typed or stamped commissioned name of notary public) 2 of ATTACHMENT G PROVIDER'S DISCLOSURE OF SUBCONTRACTORS AND SUPPLIERS (Ordinance 97.1 Q4) Name of Organization. Address: REQUIRED LISTING OF SUBCONTRACTORS .ON COUNTY CONTRACT In compliance with Miami - Dade County Ordinance 97 -104, the Community Based Organization must submit the list of first their subcontractors or sub- consultants who will perform any part of the Scope of Services Work, if this Agreement is for $100,000 or more. The Community Based Organization must complete this. information. If the Community Based Organization will not utilize subcontractors, then the Community Based Organization must state "No subcontractors will be used "; 'do not state "N/K.. NAME OF SUBCONTRACTOR OR SUB- CONSULTANT ADDRESS _ CITY AND STATE REQUIRED LIST OF SUPPLIERS ON COUNTY CONTRACT In compliance with Miami-Dade County Ordinance 97 -104, the Community Based Organization must submit a list of suppliers who will supply materials for the Scope. of Services to the Community Based Organization, if this Contract Agreement is $100,000 or more. The Community Based Organization must fill out this information. If the Community Based Organization will not use :suppliers, the Community Based Organization must state "No suppliers will be used", do not state "NIA ". 12AME-OF SUPPUER ADDRESS CITY AND STATE / hereby certify that the foregoing information Is true, correct and complete Signature of Authorized Representative: Title. Date: Firm Name: Fed. lA No. Address: City% StatefZip Telephone: { ) Fax. L E-mail. :Page 1 of 1 (USE SERVICE' PROVIDER'S'LETT13RI:IF,Al)) AT O LIGATU F L R HATE: This fbrtn cettihes the names, titles and signatures o£' ndivi�itj ap orize�i,by the ser lee provider's by- laws or board.resolution to sign coritracts, cliecks;.btxaget revsron requests; payniient requests,.;and,any oth$r requests thitt arosequired by the-O Tiw of Grants- Cciortiiriation for disbtirsetnerit of: fiinds These signature autliorizat ons ate retained by the Office ©f Grants- Cgordir ation for attditing,purposes Service: Providers are requited to submit updates to thi's list as they become.necessary NAME (( lease 'je TITLE please;tvoel ,SiGNATLTRB I Pkhne Con tracts and Subcontracts II, Checks (List amount limits IH. "$ud met IZeyisio11Regttests IV. Payment Requests;. Attachnient."I ,AdK - 0 LEDGMENT FORK .. I. N.M. - The undersigned, as the he duly authorized sighatoryfor the 4k signing the 'Ad( owled gmen t Fo— rm a6 now I d ges and agrees the County is only responsible fora percentage of the maximum amount ipayable based on-the Providbes already -determined POrWhiaftb Grade of A' Further, Provider acknowledges, . . that. the,maAmum amount,.payable will only be due, if-at all, when the County "in its sole discretion determines that the Prov-id& has successfully satisfied %.all .0f the terms and conditions of the corrective 'action plan , issued by the Gounty for each service prograMs within sI ix (6) months ths from October 1L,, 2008. [ENTER FULL LEGAL, NAME OF AGENCYINBOLO.�CAPS; LINE URWITH SOXEIS� AT RIGHT) Title: bafeii Attb%: Authorized Person'.OR Notary Public ,Prin. tLName; TRW,: -Corporate Seal OR.-Notary"Sealt8taMp- ­ A . ttlachme.00 AC1 K OW—L1.EDGI MENT FO"RM , The Undersigrred,, as the duly authorized' signatory for the . .'Provider., by in ,sig 04 g :the Abkh6wfed0ment.Fo.rmackn 6wile d ges and agrees th't the -County ,only responsible .f.or.g,,percentage of the maximum 'amount payable based on.,th.e P Foy idbr's already determined Perform pnC6 Grade of FUrt'hdr. the P'r6Vid'er:gibknciW]edgeg,thit,the maximum amount, payable will orily,.be duo, if .at all, when the County in :its; sole discretion determines. es. t, 'h at 'the Providerbas ,sur,cessful[V.:-,§atisfied.,.a'lI bf,tho4."tbtm8;:::and.c(jh'difiong:of:.the dortective actlon,plan issued by the Count . y for each service program within six -(6) months from October 1, 2008: [ENTER FULL LEGAL NAME OF AGENCY IN J310LD.C-AP8; LI.Nr=:up WITH' BOXES AT RiGHTj Name:, Title! Date: ,Aftest: Au'th.odzed Person OR `Notary Public Print Name: Title: Corporate Seal OR Notary Seof/Stanip. RESOLUTION NO:: 174-07-1.25S9 A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE:CITY OF SOUTH MIAMI, FLORIDA, AUTORIZING THE CITY MANAGER TO EXECUTE A GRANT AMENDMENT WITH M1AMI- DADE COUNTY BY AND THROUGH ITS DEPARTMENT OF HUMAN SERVICES FOR A MAXIMUM AMOUNT OF $72,000.00 FOR THE AFTER SCHOOL HOUSE'S PROGRAMMING AND TUTORING SERVICES; PROVIDING FOR AN EFFECTIVE DATE WHEREAS; the Mayor and City Commission wishes to continue to accept the grant from the Miami -Dade .County by and through its Department of Human Services; and WHEREAS, the; Amendment will continue. the grant for'the After School. House's programming and tutoring services. NOW, THEREFORE, BE IT RESOLVED BY THE .MAYOR AND CITY COMMISSION OF THE CITY OF SOUTH MIAM11 FLORIDA THAT: Section 1: The Mayor and City Commission authorizes the City Manager to execute a grant amendment with the Miami -Dade County by and through its Department of Human Services Section 2: The attached Amendment is made ;a part of the resolution. PASSED AND ADOPTED this .. day of , 2007. A EST: CLERK READ AND File Name`and:Path AS TO FORM: OVED: MAYOR COMMISSION VOTE: 5-0 Mayor Feliu: Yea Vice Mayor Wiscombe: Yea Commissioner Palmer. Yea Commissioner Birts: Yea Commissioner Beckman: Yea CONTROL # PS0607 =24 AMENDMENT #1 TO 2006 -2007 CONTRACT BETWEEN MIAMI -DADE' COUNTY AND City of South Mian ii Miami -Dade County by and through its Department of Human Services located at 2525' NW 62ne Street, 4h' loor, Miami Florida 33147 (hereinafter called "the County") and City ofof South Miami located at 6130 Sunset Drive South MiamL Florida 33143 (hereinafter called "the Provider") hereby agree on this / 200 - to amend the .Agreement. dated March 6, 2007 between the. County and Provider (hereinafter called "the Agreement ") and therefore makes the following recitals. WHEREAS, the County and theTrovider entered into the Agreement for the provision of SociaUHuman services; and. WHEREAS; the Agreement allows for amendment by written consent of the County and the'Provider, NOW, TBEREFORE, in consideration of the mutual covenants recorded herein and made part of this Amendment, the County and the Provider agree to the amendment as follows: L ATTACHMENT A, Scope of Services, of the original agreement shall. be stricken in its entirety and replaced in its entirety with Attachment A of this Amendment, which. has been designated Attachment A, Amendment #1 . II. ATTACHMENT B. Budget,: of the original Agreement shall be stricken in its entirety and replaced in its entirety with Attachment B of this Amendment, which has been designated. Attachment B, Amendment #1 .M. EFFECTIVE TERM, 'Both parties agree: that. the effective term of this Agreement shall be from January, 1, 2007 to Seoteuiber 30, 2008. IV. AMOUNT PAYABLE is amended to read: Subject to available funds, the. maximum amount payable for services.;�endered under this Agreement shall not exceed $72.000, -of which $38,250; repr�sentMthe FY 07 -08 award. Both parties agree that should available County funding be reduced, the .amount payable under this Agreement may be proportionately reduced at the option of the County. rs I of 3 FTWU672007 NovidtfAmendment #1 )T any t nPia in'l;angu;Lge exists between the Agreement; and this Amendment #1 t . he ianguage in this -Amendment #IAAff prevail. VL d by this� Amendment are. Allterins'and conditions of the Agreement not'aH60e Am d':' nt #1 still inl4l . I force and efrbct:. VII.. This Amendment #1 , is hereby made Part of the Agreement. and is binding upon the County and the'Provider. Zqf3 CONTR6L: fPS0607-24 FY'20064007 Proy,iderAmeridinent #1 t se this three (3) page arn6ndtfidnt to IN WY7tNESS' HEREOFthe:partieg here 0':.ave caused 6d executed by tlieir,oTici'vits. ,thereunto ,duly .authorized. (SEAL). AtT'E8T: t AGENCY witnessm (Sigmn re 11 (2. Type or Print Name, Rev. 5/07 -Authorized Representative) Type or?rint Name I c.:> ru 'Type or Pi , int, warne MIAW-DARE COUNTY, FLORIDA. '3 ofj and RESOLUTION NO.: 12 -07 -1 2397 A RESOLUTION OF THE. MAYOR AND CITY COMMISSION OF THE. CITY OF SOUTH MIAMI, FLORIDA, AUTHORIZING THE CITY MANAGER TO EXECUTE A FISCAL YEAR (FY) 2007 GRANT AGREEMENT WITH THE MIAMI- DADE'. COUNTY- DEPARTMENT OF HUMAN SERVICES r*OR A MAXIMUM AMOUNT OF $33,750 FOR THE AFTER SCHOOL PROGRAMMING AND TUTORING SERVICES; PROVIDING AN EFFECTIVE DATE. ` WHEREAS,; the Mayor and City Commission of the City..of South Miami wish to accept FY 2007 grant funds .from the Miami -Dade County Departrient'of Human Services; and WHEREAS, the grant will provide funds for after- school tutoring and homework assistance; WHEREAS, the Mayor. and City Commission authorize the;C.ity Manager to execute the grant contract for FY 2007 Department of Human Services Grant with1he Miami =Dade County Department of Human Services, NOW, THEREFORE, BE IT RESOLVED THE MAYOR AND CITY COMMISSION OF THE CITY OF SOUTH MIAMI, FLORIDA: Section 4. That the City wishes to accept the FY 2607 award from the Miami -Dade County Department of Human Services. Section 2 That the Mayor and City Commission authorize the City Manager to. execute the FY 2007 grant contract with the Miami -Dade County.Department of Human Services. Section 3. The attached exhibit is incorporate by reference into this resolution. PASSED AND ADOPTED this 'day of-Geu , 2007. ATTEST: CITY CLERK `J . ■ 7no ' Include FIIe Name and Path APPROVED:. COMMISSION VOT`) Mayor Horace Feliu Vice Mayor Randy G. Wiscombe. Commissioner Jay Beckman. Commissioner Marie Brits Comm. ssiorter Velma Palmer Yea Yea Yea Yea Yea. Ps0607 24 MLAW DARE DEPARTMENT OF HUMAN SERVICES SOCIAL SERVICES CONTRACT This Contract, made this day of , .2i• , by and between Miami Dade County,. a political subdivision of the State of Florida' (hereinafter referred to as "County ") through its Department of Human Services_ (hereinafter referred to as "Department"), located at 2525 NW 62nd Street. 0 Floor, Miami,, Florida 33147, and City of South Miami having offices at 6310 Sunset Drive, Miami FL 33143 (hereinafter referred to as "Provider ") states conditions and covenants for the rendering of social and/or crime prevention services (hereinafter referred to as "Services ") for the County. WHEREAS, the Home Rule Charter authorizes the County to provide for the uniform health and welfare of the residents throughout the County and further provides that all functions not otherwise specifically assigned to others under the Charter shall be performed under the supervision of the County Manager; and WHEREAS, the Provider provides or will develop services of value to the County and has demonstrated an ability to provide these services; and WHEREAS, the County is desirous of assisting the Provider in providing those services and the Provider is desirous of providing such services; and WHEREAS, the County has appropriated funds through Ordinance 05 -173 to the Provider for the proposed services; WHEREAS, the County has appropriated funds to the Provider for the proposed services, NOW, THEREFORE, in consideration of the mutual covenants recorded herein, the parties hereto agree as follows: L AMOUNT PAYABLE. Subject to available funds, the maximum amount payable for services rendered under this Contract, shall not exceed $33,750. Both parties agree that should available County funding be reduced, the amount payable under - this Contract may be proportionately reduced at the option of the County. IL SCOPE. OF SERVICES. The Provider agrees to render services. in accordance with the Scope of Services incorporated herein and attached hereto as Attachment A. The Provider will implement the Scope of Services as described in Attachment A in a manner deemed satisfactory to the County. Any modification or amendment to the Scope of Services shall not be effective until approved by the Department in writing. W. BUDGET SUMMARY. The Provider agrees that all expenditures or costs shall be made in accordance with the Budget which is attached herein and incorporated hereto as Attachment B. 1 of I6 C$ The provider may shk. rands between line items not to exceed n'teen percent (15 %) of the total budget by submission of a Budget Modification Request to the Department for approval. Variances greater than fifteen percent (15 %) in any line item shall require prior approval and a budget modification approved by the President or Vice President of the provider as well as the Department. The,Budget Modification shall. replace Attachment B. In no event shall the budget include aline item for indirect costs in excess of fifteen percent (15 %) of the total budget. If the budget includes aline item for indirect costs of less than fifteen percent (15 %), then the Provider must support such expenditure with proper documentation. The Provider. may amend the budget no more than twice during the term of this Contract. A final budget revision must be submitted 45 days prior to. the expiration of the Contract, IV, EFFECTIVE TERM. The effective term of this Contract shall be from January 1, 2007 or when. executed by both parties, whichever is later, to September 30, 2007. V. INDEMNIFICATION BY PROVIDER, A. Government Entity. Government entity shall indemnify and hold harmless the County audits officers, employees, agents and instrumentalities from any and all liability, losses or damages, including attorney's fees and costs of defense, which • the County or its officers, employees, agents or instrumentalities may incur as a result of claims, demands, suits, causes of actions or proceedings of any kind or nature arising out of, relating to or resulting from the performance of the .Contract by the government entity or its employees, agents, servants,. partners, . principals or subcontractors. Government entity shall pay all claims and Iosses in connection therewith and shall investigate and defend all claims, suits or actions of any kind or nature in the name of the County, where applicable, including appellate proceedings, and shall pay all costs, judgments, and attorney's fees which may issue thereon. Provided, however, this indemnification shall only be to the extent and within the limitations of Section 768.28 Florida Stat., subject to the provisions of the Statute whereby the government entity shall not be field liable to pay a personal injury or property damage claim or judgment by any one person which exceeds the sum of $100,000, or any claim or judgment or portions thereof, which, when totaled with all other claims or judgments paid by the government entity arising out of the same incident or occurrence, exceed the sum of $200,000 from any and all personal injury or property damage claims, liabilities, losses or causes of action which may arise as a result of the negligence of the government entity. B. All Other Providers. The Provider shall indemnify and hold harmless the County , and. its officers, employees, agents and instrumentalities from any and all ;liability, losses or damages, including attorneys' fees and costs of defense, which the County or its officers, employees, agents or instrumentalities may incur as a result of claims, demands, suits, causes of actions or. proceedings of any laud or nature arising out of, relating to or resulting from the performance of this Contract by the Provider or its employees, agents, servants, partners principals or subcontractors. Provider shall pay all claims and losses in connection therewith and shall investigate and defend all claims, suits or, actions of any kind or nature in the name of the County, where applicable, including appellate proceedings, and shall pay all costs, judgments, and attorney's fees which, may issue thereon. Provider expressly understands and agrees that any insurance protection required by this Contract or otherwise provided by Provider shall in no way limit the responsibility to indemnify, keep and save harmless and defend the County or its officers, employees, agents and instrumentalities as herein provided. 2 ofr6 WA C] -Indei, * cation, The indemnification :shall To= of "iffi Provisions of, this geduva or. r survive the expiration 6 termination this Contract. VI. INSURANCE,., A. Government trifityi, IT the Provider is the 'State: of Florida .°oragency Or political, subdivis.. on of the State as defined Section.168.28 Florida Statutes shall, the Provider. '.R=sh to the i. County, upon:reque9t, written vdrifickioi of HAI i protection c t id m':,acc^o''rdan'ce With, section 7-68.2&,Florida Statdtes, Nothing herein shall: be construed to ektond any parry's liability' beyond that providedim section 768.281. Florida Statues:, B. All 'Other Providers. County, bep, ent an es. 2525 NV. F106r.,.H..ami, Florida 31147. Certificate(s) of of Hbm.. Servie 62nd Street 40 Insurance or written. . valficatioji as determined by the County's Risk Management Division after review of the Scope =of Services (Attachment A). The 'C6unty:shall not disburse any funds until ifis -provided with the -necessary,Certificate( ) or: Written verification (bffi'ders) and sudhAocuments have been approvedby "Risk Management. Certificate, (s) shall . al indicate that insurance has been obtained . whi . ch..meets the requirernlentsas outlined below: 3 9f0: CB Certif cater of Insurance shah indicate that no ;motif cation ;d change ;ern. irisurarice. shall a made Without thirty (30) days vc'r tien advance notice.to the = certificate holder.. PROOF'OF LICENSTTRE /CERTIFICATION AND BACKGRObOsCREENING. Lieensure If the Provider is required by the State of Florida or Miami Dade County, to be.Ecensed or certified to- provide the services or operate the facxlrt'es outlined in the Scope of Services (Attachrriei t A), 'the provider shall furnish a copy of :all required current' licenses or certificates. Examples of services. or, operafions requiring such licensure or certification include but are not limited:to childcare; day care,mursing.homes, boarding homes: If the cProvzder farls'to furnish the County with the `licenses or. certif cates;required under this Section; the County shall not disburse any funds until it is provided. with such licenses or certificates. Failure to provide the: licenses ,or certificates within, sixty 00) days of execution of this Contract may result in ermination ;of this Contract. L'' Background Screening. The County requires that only empIOyees and subcontracted personnel with a satisfactory background check; as described in Sect on,'39;001 (2 }, Florida Statutes and through an. appropriate screenin a end i.e., the Florida De artinent of Juvenile' Justice; g g Y p Florida Department of Law, Enforcement, Federal Bureau of Investigation)' work with direct contact with juveniles.: Pursuant't6 985:01, 2(a} Florida:Stattites ` :each contract.ei teredinto.., for services delivered pan an appointment or intermittent. basis by a provider that does not have regular. cit°stodial responsibility for children.:. ;must ensure that the owners; operators;; and. all personnel. who °have, direct contact with children are of good moral character..." In order to ensure this condition "(47he Department of Juvenile Justice.,,. shall require. employment screening pursuant to chapter 435, usitig the level 2' standard "s sei forth in that chaptez for personnel 'n programs for, children or youths,," Pursuant to the above passages from Florida Statutes, it is required 'that all provider agency personnel wor kift ire ctly with children must have a completed Level I Screeiz ng 'response from the Florida D=conditions, f Law, Enforcement that indicates,thai there has been; no prior;irivolvement ' in,any of the before beginning work with client,youths. Level 1 Screenings. can be accoiripl shed electronically on line with the Florida. Department of Law Enforcement: www. fate .state.fl.us /Crinvnatffistory/ : In addition, recognizing :that Level, 2 Screening= :can 'take severatweeks, Level 2 Screening must be inifiatedprior to bea nning work directlywxtlt clients: Any employee.,rece%ving positive response/re'sponses to any'-Of th& enui merated:charges as defined in Level 1 and Level 2 background checks -:must imniediaiely :ceaase working with children. or youths: All employeepersonnel files shall,reflect the initiation and.complet on. ofthe required background screening checks. From the. date= of execution: of this - con rad, Provider shall ,fiiri ish. the County,: witi proof that background, Level 1 was completed. If the Provider fails to fixrnn `sh t, thC.1 ounty proof that background screening Level 1 was completed and Level 2 was initiated prior to working directly with client youths; the County shall disburse anyfurther' inds and this Contract maybe subject to terrri natioi .attheAiscretion ofthe Co nnty. 4 of..1 G CB The County ,requires chat :ou.y 'employees and subcontracted emp._yees vtth. a satisfactory background check..as described in Section. 43,5.03(3)(a);: and through:.. appropriate screening agency, (i.e Florida Department of Law :Enforcement,; Federal Bureau of Investigation) work in direct contact with the: elderly; disabled `arid person`s with mental illness, ;irz settings -such as but. not limited'fo adult daycare center, asssted.living faciirties, ho "me 'equipment screening..nursing homes, home health.agencies` (facilities "for developmentally disabled,and mental health treatment facilities.. Withiri. 30 days of execution of this contract, Provider shall furnish the County with proof `that background, screening was uutiated/completed If the :Pro "videt fails to furnish to: the Couniy proof that background screening was, initiated within. 30 days of execution of this contract, the County shall not disburse any further f nds ;and this Contract may be subject to termination at the discretion: of the County: VM. CONFLICT OF INTEREST. The Provider agrees to abide by an&be..governed by Dade County Ordinance.No. 7242 (Conflict of Interest Ordinance codified at Section 241.1 et al. of the -Code .ofMiami -Dade. County), as amended, which is incorporated.herein by`reference as if fally"set. .forth herein, in connection" with its: < Contract obligations hereunder.. ;IX.: . CIVIL RIGHTS: The Provider agrees to abide"by Chapter 11A. of the Code of Miami- Dade County ( "County Code "), ;as :ainerided. which prohibits dscrunriation in :employment,. hou'singzand public accornspodations; Title VII of the Civil Righis.Act of 1968, as amended, which prohibits discrimination "in; employment and public accommodation; the Age Disenimination, Act of 1.975, 42: "US.C., as amended, which prohibits discrimination in employment because of age; Section 504 of the Rehabilitation, Act of 1973,. 29 U S C. ;§ 794, as amended, which Prolub'its discrimination on the :basis of disability; and the Americans witli, Disabilities Act, 42 U.S C. 1 2103 et' seq,,. which prohibits discrimination iri:employment and public accommodations because of disability. It is expressly understood that upon receipt of evidence of disciiinination >under any of these laws, the: County shall have thewright w terminate this Contract. It is furthcr-understood``that the Provider must submit an affidavit attesting that it: is not in violation: of the Americans with. Disability, .Act, the .Relabilitation.Act, the Federal Transit, Act, 49 U.S.C. §. 1612; and the Fair „ Housing Act, 42 U.8 C. § 360I et seq:: If "the Provider, or any owner, subsidiary,. or other frrri affiliated with or'related to"the Provider, is: found by the responsible enforcement agency, the Courts or the County to be in violation of these Acts; the `County will :conduct;no further business with the: Provider. Any contract: entered into based upon a :false. affidavit. shall be voidable by the - Comity. If, the :Provider violates any of the Acts during theterm of.any;Contract ihe:Provider has with the County, suchContract shall be voidable by tile. County,. even if the Providerwas not: in violation. at the time it submitted its adav #; The Provider agrees that it is in compliance v4th.the=Domestic: "V-iolence Leave; codiied:as § I IA, 60et. seq. ofthe;:lVliaini -Dade County Code, whieh:requires an employer,. who mthe regular course . ofbu'sines's has" fry (50) or rriore employees worki A , Miamii =Dade County for each working day ,during each of twenty (20) or -more calendar work weeks to provide domestic violence Leave. to ,its employees: .Failure to .comply with this local law may be ,grounds for voiding .or'terminating fitus: Contractor for commencement::of debarment proceedings agahist.Provider. S. nJI6: CB. X. NOTICES. It is understood and agreed between the parties that ,written notice addressed to the Department and mailed or delivered to the address appearing on page one (1) of the Contract and written notice addressed to the Provider and mailed or delivered to the address appearing on page one (1) of this Contract shall constitute sufficient notice to either party. NI AUTONOMY.. Both parties agree that this Contract recognizes the autonomy of and stipulates or implies no affiliation between the contracting parties: It is expressly understood and intended that ' the Provider is only a recipient of funding support and is not an agent or instrumentality of the County. Furthermore, the Provider's agents and employees are not agents or employees of the County. XI I. BREACH OF CONTRACT: COUNTY REMEDIES. A. Breach. A breach by the Provider shall have occurred under this Contract if. (1) the Provider fails to provide the services outlined in the Scope of Services (Attachment A:) within. the effective term of this Contract; (2) the Provider ineffectively or improperly uses the County funds allocated undef this Contract; (3) the . Provider does not furnish the Certificates of Insurance required by this Contract or as determined by the County's Risk Management Division; (4) the Provider does not furnish proof of licensure /certification or proof of background screening required by this Contract; -(5) the Provider fails to submit, or submits incorrect or incomplete proof of expenditures to support disbursement requests or advance funding disbursements or, fails to submit or submits incomplete or incorrect detailed reports. of expenditures or final expenditre reports; (6) • the Provider does not submit or submits incomplete or incorrect required reports; (7) the Provider refuses to allow the County access to records or refuses to allow the County to monitor, evaluate and review the Provider's program; (8) the Provider discriminates under any of the laws outlined in Section IX of this Contract; (9) the Provider fails to provide Domestic Violence Leave to its employees pursuant to local law; (10) the Provider falsifies or violates the provisions of the Drug Free Workplace Affidavit (Attachment C); (11) the Provider attempts to meet its obligations under this contract through fraud, misrepresentation or material misstatement)- (12) the Provider fails to-correct deficiencies found during a monitoring, evaluation or review within the specified -time; (13) the Provider fails to meet the terms and conditions of any obligation under any contract or otherwise or any repayment schedule to the County or any of its agencies or instrumentalities; (14) the Provider fails to submit the Certificate of Corporate Status,.Board of Directors requirement or proof of tax status; (15) fails to meet any of the terms and conditions of the Dade County Affidavits (Attachment -Q or the State _Affidavit (Attachment D); or (16) the Provider fails to fulfill in a timely and proper manner any and all of its obligations, covenants, agreements and stipulations iii this Contract. Waiver of breach of any provisions of this Contract shall not be deemed to be a waiver of any other breach and shall not be construed to be a. modification of the terms of this Contract. B. County Remedies. If the Provider breaches this Contract, the County may pursue any or all of the following remedies: 1. The County may terminate this Contract by giving written notice to the Provider of such termination and specifying the effective date thereof at least five (5) days before . the effective date of termination. 6of16 CB In the event of termination, the County may: (a) request the return or all finished or unfinished documents, data studies, surveys, drawings, maps, models, photographs, reports prepared and secured by the Provider with County fluids under this Contract; (b) seek reimbursement of County Rinds allocated to the Provider under this Contract; or (c) terminate or cancel any other contracts entered into between. the County and the Provider; The Provider shall be responsible for all direct and indirect costs associated with such termination, including attorney's fees ;. 2. The County may. suspend payment in whole or in part under this Contract by providing written notice to the Provider of such suspension and specifying the effective date thereof, at least five (5) days before the effective date of suspension. On the effective date of suspension the Provider must immediately cease to provide services pursuant to this Contract. All payments to Provider as of this date shall cease. If payments are .suspended, the County shall specify in writing the actions that must be taken by the Provider as condition precedent to resumption of payments and shall specify a reasonable date for compliance. The County may also suspend any payments in whole or in part under any other contracts entered into between the County and the Provider. The Provider shall be responsible for all direct and indirect costs associated. with such suspension, including attorney's fees; 3. The County may seek enforcement of this Contract including but not limited to filing. an action with a court of appropriate jurisdiction. The Provider shall be responsible for all direct and indirect costs associated with such enforcement, including attorney's fees; 4. The County may debar the Provider from future County contracting; 5. If, for any reason, the Provider should attempt -to meet its obligations under this Contract through fraud, misrepresentation or material misstatement, the County shall, whenever practicable terminate this Contract by giving written notice to the provider of such termination and specifying the effective date thereof at least five (5) days before the effective date of such termination.- The County may terminate or cancel any other contracts which such individual or entity has with the County. Such individual or entity shall be responsible for all direct and indirect costs associated with such termination or cancellation, including attorney's fees. Any individual or -entity who attempts to meet its contractual obligations with the county through • fraud, misrepresentation or material misstatement may be disbarred from county contracting for up to five (5) years; b. Any other remedy.available at law or equity.. C. The County Manager is authorized to terminate this Contract on behalf of the County. D. Damages Sustained. Notwithstanding the above, the Provider shall not be relieved of .liability" to the County for damages sustained by the County by virtue of any breach of thie Contract, and the County may withhold any payments to the Provider until such time as the exact amount of damages due the County is determined.. The County may also pursue any remedies -available at law or equity to compensate for any damages 'sustained by the breach. The Provider shall be responsible for all direct and indirect costs: associated with such action, including attorney's fees. 7 of16 CB X H. TERMINATION BI DITHER PARTY. Both. parties agree Lhat this Contract may be terminated by either party hereto by written notice to the other party of such intent to terminate at least thirty (30) days prior to the effective date of such termination. The County Manager is authorized to terminate this Contract on the behalf of the County. XIV. PAYMENT PROCEDURES. The County agrees to pay the Provider for services rendered under this Agreement based on the payment schedule, the 'line item budget, or both, which are incorporated herein and attached hereto as Attachment B. Payment shall be made in accordance ^with procedures outlined below in the Department's General Procedures Manual and if applicable, the Sherman S. Winn Prompt Payment Ordinance (Ordinance 94 -40). A. Reimbursement and Advances. The parties agree that this is a cost -basis Agreement and that the Provider shall be paid through reimbursement payment based on the budget approved under this Agreement (See Attachment B) and when documentation of service delivery is provided. An advance up to the total amount payable under this Agreement may be paid to the Provider in one lump sum payment. An advance of up to twenty -five percent (25 %o) of the total amount payable under this Agreement may be paid, to the Provider if approved in writing by the Department. An advance of more than twenty -five percent (25 %) maybe paid to the Provider if approved in writing by the County Manager. The Provider's request for advance payment must be submitted in writing and must specify the reasons and justifications for such advance payment. It need not be accompanied by a detailed expenditure report. The County shall have the sole discretion in choosing whether or not to provide any advance payments and is not obligated to do so under any circumstances. A Provider shall limit its request for an advance to once during the term. of this Agreement. If a Provider needs an additional advance for good cause shown it shall request it in writing from . the County Manager. B. No Payment of Subcontractors. In no event shall County fands be advanced directly to any subcontractor hereunder. C. Requests for Patent. The County agrees to pay all budgeted costs incurred by the Provider which are allowable under the, County guidelines. In order to receive payment for allowable costs, the Provider shall submit a Monthly Summary of Expenditures Report and a Monthly Performance Report on forms provided by the Department. The Department must receive the Monthly Summary of Expenditures Report and the Monthly Performance Report no later than the 15a' day of the month following the monih for in which services were provided. The Monthly Summary of Expenditures Report shall reflect the expenses incurred by the Provider for the month services were rendered and documented in the Monthly Performance Report; Upon submission of satisfactory: required monthly reports, the Department shall make payment. The County will not approve payments for in -kind or volunteer services provided by the .Provider on behalf of the project. The Department shall accept originals of invoices, receipts and other evidence of indebtedness as proof of expenditure. When original documents cannot be produced, the Provider must adequately justify their absence in writing and furnish copies as proof of the expenditures. 9of16 CB D. Processing the Requesa for Payment. After the Department reviews and approves the payment request, the Department will submit a check request to the County's Finance Department. The County's Finance Department will issue and mail the check, directly to the Provider at the address listed on page one. (1) of this Agreement, unless otherwise directed by the Provider in writing. The parties agree that the processing of a payment request from date of submission shall take a minimum of thirty (30) days from receipt, if support documentation/invoices are properly documented. It is the responsibility of the Provider to maintain sufficient financial resources to meet the expenses incurred during the period between the provision of services and payment by the County. Failure to submit monthly reimbursement requests in a manner deemed correct and acceptable by the County, by the 1$a' day of each month following the month in which the service was delivered, shall be considered a breach of this agreement and may result in termination of this Agreement. E. Final Request for Payment. A final request for payment from the Provider will be accepted by the Department up to forty -five (45) days after the expiration of this Agreement. If the Provider fails to comply, all rights to payment shall be forfeited. The request for the final payment may include accruals of the personnel costs listed in Attachment B which the Provider is obligated to pay after the close of the period for services provided within the term of the Agreement. F. Closeout Rmort/RecaUture of Funds. Upon the expiration of this Contract, the Provider shall submit a Closeout Report to the Department no, more than forty -five (45) days after, the expiration of this Contract. This report shall include a -cumulative year -end summary of Provider's performance and fiscal expenditures. If after receipt of this Closeout Report, the Department determines that the Provider has been paid funds not in accordance with the Contract, and to which it is not entitled, the Provider shall return such funds to the County or submit appropriate documentation. The County shall have the sole discretion in determining if the Provider is entitled to such funds and the County's decision on this matter shall be binding.. Additionally, any unexpended or unallocated funds shall be recaptured by the: County. G. DHS Contract Management Manual. All requests for payment will be processed " pursuant to the Department's General Procedures Manual. The Department will provide a copy of this Manual to Provider. X'V. PROHIBITED USE OF FUNDS. A. Adverse Actions or Proceeding. The Provider shall not utilize County funds to retain legal counsel for any action or proceeding.against the County or any of its agents, instrumentalities, employees or officials. The Provider shall not utilize County funds to provide Iegal representation, advice or counsel to any client in any action or proceeding against the County or any of its agents, instrumentalities, employees or officials. B. Relitrious Purposes. County funds shall not be used for religious purposes. C. Commingling Funds. The Provider shall not commingle funds provided under this Contract.: with funds received from any other finding sources, 916 Cs XVT. 12ECC?RD5,12EP R �, A:YJD.!T9i QNTTORING AND RE v I W. A: Certificate of Corporate, Status. The provider must submit to the;Department; within thirty (30) days from the date of execution of this Contract, a certificate- of'status.in the mine of the Provider which certifies, the following that the provider s. organized under the laws of the State of Florida; that all fees and penalties have been paid; that the providers most recent annual report.has been filed.; that its status is:active,:and.that "the provider ": has not filedan Article of Dissolution:: B; Board of Director Requirepnents., The Provider shall insure that the Board. of I. Directors, is apprise&of the fiscal; administrative and contractual obligations of the project funded through the County'bypassage of a formal resohition' aiithori iiig execution of tiieContract with the County. Failure to provide a copy of the resolution within 15 days ;of execution:of this contractnay result in termination of this Contract.. C; Proaf of Tax - Status`. The Provider is. require,to sub'rnit to the County the following .documentation: (a) The W.R.S. tax exempt status, determination letter; (b) the most: recent. I R.S _ forrrt 990; (c) the:aiuival submission of.I.R.S, -form 99`0: within (6) months after the Provider's fiscal year end,,'(d );1itS 941 Quarterly Federal Tax Return Reports witliiu thirty: five (35) .days after 'tlie quarter ends and if the 941:reflects'a tax liability; proof of payment must; be, submitted within `sixty (60) days; after the quarter ends: D. Accounting Recdrds. The Provider shalt keep accounting records which conform with generally; accepted accountig principles: A.11 such records will be retained by the Provider for :not less than:five (5) years beyond term of;this- Contract. E:.' Financial Audit. Tf'tiie Provider has of is required to have an annvai certif`ed. public accountant's opinion and; related . fwanciit statements; the Provider agrees to provide these documents, to the Department no later than one: hundred eighty (18 0) calendar days following the end.of the, Provider's fiscal year, for each'year during'whi6 th's Contract remains in force or until all funds earned' from this Contract have been so audited, whichever is later. F. Access to Records`. Audit; The `County':reserves the right to require the Provider to submit to -m audit-by ail auiditor .of the CounW8 ; choosing. The Provider shall provide access to - ail of its records which relate to this Contract at its place o , business during regular business }lours:: The: Provider agrees to provide such assistance as may be necessary to facilitate their review or .audit ,by the County to insure compliance with applicable accounting a, d: hanaial standard's. 'Tiie Provider agrees to maintain suppofting,documentatcoii for ,all services provided under this Contract aiid shall subm such supporting- documentationto the County upon request. G. Office` of IyL arni -Dade County' Inspector Genial, Maori -Dade County has established: the Office of Inspector General which is is to perform random, audits on, atl County contracts throughoitt:the duration of each contract. Grant recipients are exempt £rom .paying l. the cost of the audit.which is normally Ia of 1% ofthe total contract amount. Z:Q -vfI6 CB The Mianji Dade Comty Inspector General is 'authorized, and empowered to :review-,past, present anzl proposed County and Public Health, Trust programs, contracts, transactions; -accounts,; records and programs; In ad'd:tion., the Inspector General has the power to subpoena witnesses, administer laths, require the'pro:ductton of records; and.montor existing projects and programs.. Monitoring of an existing project or program may include a report.concerning whether the project, is on..time;, within.budget and in compliance:wrth plans, specifications and applicable law: The Inspector General is empowered' 'to analyze the necessity o£ and reasonableness. of proposed change orders to the.Contract The Inspector General is :empowered to, ietan the services of independent private sector inspectors general to audit, ,investigate; monitor, oversee, inspect and review operations,, activities; performance and: procurement process including but not limited to project design;, bid specifications,,: proposal subznittais activities of the;Provider, its officers, agents and employees,; lobbyists. County staff and elected 6W,.mals to ensure compliance with 'contract specifications and to detect' gaud and corruption. Upon, ten (10)' days prior written notice to the.Provider.from'the Inspector General or Independent Private: Sector Inspector General:'(Ll?SIG) retained .b the Inspector General; the'Piovider, shall make all requested records; and documents .available to the Inspector General or IPSIG for inspection and Copying. The inspector' Gerierat arid; IPSICr I .shall, have. tlhe right to inspect and copy all documents and records in the' Provider's possession, custody or control.. which, in the inspector General''s or IPSIG's sole. judgment, pertai to performance -of the contract, i kidding, but not limited 'to 6nglfiAt estirnate files, worksheets; proposals, and Contracts from aid with. successful an unsuccessful subcontractors and suppliers, all projectzelatedcorrespondence, memoranda; instructions; financial documents, construction documents; proposal and. contract documents, back- cliarge. locumel ts,. all documents and records which involve cash, trade or volume discounts, .insurance proceeds; rebates, or dividends received, payroll and, personnel records, and supporting documentation for the: aforesaid documents and records: 'The provisions in this section shall 'apply %to the Provider; its officers; agents, employees; subcontractors: and suppliers. The; Provider shall incorporate the. provisions in this section in,, all.. subcontractors -and all other Contracts executed by the Provider in connection with the performance Of the contract: Nothing in this contract shall impair any 'independent ,right of the County. to 'conduct audit ,or investigative.. act! viiies The provisions of this, section are neithe intended-.n6r shall they be, construed to.impose any liability oti,the. County'by the Pr ' ideror th rci parties. _H. Independent Private Sector Inspector,. General, Reviews. Pursuant to hEami Dade: County Administrative Order 3 -20; the Provider ;is aware that the County has the right to retain,the services of an Thdependent' Private: <Sector Inspector General (" IPSIG "), whenever the County deems rt appropriate to do so:: Upon written notice from tlieCounty; theProvider shall make available to the IPSIG retained by the County, all. requested records and documentation pertaining to :this, Contract f6t: uspecUori and ;copying. The County shall be:responsible for the payment of these:, IPSIG 'services, and °under no circumstance; shall the Provider's budge "t And any changes thereto approved by the'County, be inclusive of any ch. aqes relating'W these IPSIG'services... I of 16 CT The terms of this provision herein, apply to the Provider, its orncers, agents, employees, subconsultants and assignees. Nothing contained in this provision shall impair any independent right of the County to conduct an audit or investigate the operations, activities and performance of the Provider in connection with this Contract. The terms of this Section shall not impose any liability on the County by the Provider or any third party. I. Press Reports. The: Provider shall furnish the Department with written monthly progress reports (Attachment F) on the achievement of its goals as outlined in its Scope of Services. The reports shall explain the Providers progress for that month. The data should be quantified when appropriate. Said reports are due by the 15a` day of the month following the end of each month. The final progress report shall be due forty-five (45) days after the expiration or termination of this Agreement. J. Monitoring: Management Evaluation and Performance Review. This section shall pertain only to Providers whose funding allocation under this Contract is more than $10,000 or whose funding allocation becomes more than $10,000 during the term of this Contract. The Provider agrees to permit County personnel to perform random scheduled monitoring, reviews and evaluations of the program which is the subject of this Contract. The Department shall monitor both fiscal and programmatic compliance with all the terms and conditions of the Contract. The Provider shall permit the Department to conduct site visits, client assessment surveys, and other techniques' deemed reasonably necessary to fulfill the monitoring function. A report of the Department's findings will be delivered to the Provider and the Provider will rectify all deficiencies cited within the period of time specified in the report. If such deficiencies are not corrected within the specified time, the County may suspend payments or terminate this Contract. The Department shall conduct one or more formal management evaluation and performance reviews of the Provider. Continuation of this Contract or future funding is dependent ' upon satisfactory evaluation conclusions. The Provider agrees that all monitoring reports completed by the Department shall be made available to the Alliance fof Human Services and its members /partners. K. Client Records. The Provider shall maintain a separate individual case file for each -,clieni/family served. This case file shall include all pertinent information regarding case activity. At a minimum, the case file will contain referral and intake information, treatment plans, and case notes documenting the dates services were provided and the kind of service provided. These files shall'be subject to the audit and inspection requirements under Article XVI Section F, G, H and J of this 'Contract. L. Health Insurance Portability and Accountability Act. Any person or entity that performs or assists Miami -Dade County with a function or activity involving the use or disclosure of individually identifiable health information (MM and/or Protected Health Information (PHI). shall comply with the Health insurance Portability and Accountability Act (HTPAA) of 1995 and the .Miami -Dade County Privacy Standards Administrative Order. HIPAA mandates -for privacy, security and electronic transfer standards, that include but are not limited to: 1.2 of 16 CB L Use of informauon only for performing services required by the contract or as required by law 2. Use of appropriate safeguards to prevent non - permitted disclosures; 3. Reporting to Miami -Dade County of any non- permitted use or disclosure; 4. Assurances that any agents and subcontractors agree to the same restrictions and conditions that apply to the Bidder/Proposer and reasonable assurances that IIHP/PHI will be held confidential; S. Malting Protected health Information (PHI) available to the customer; S. Making PHI available to the customer for review and amendment; and incorporating any amendments requested by the customer; 7. Making PHI available to Miami -Dade County for an accounting of disclosures; and S. Making internal practices, books and records related to PHI available to Miami -Dade County for compliance audits. PHI shall maintain its protected status regardless of the form and method of transmission (paper records, and/or electronic transfer of data). The Bidder/Proposer must give its customers written. notice of its privacy information practices including specifically, a description of the types of uses and disclosures that would be made with protected health information. M. Disaster Plan/Continuity of Operations Plan (COOP). The Provider shall submiteo the Department an Agency Disaster Plan/COOP by April 1" of each contract year. If the Provider does not have a COOP Plan currently with the Department: (submitted within the past year) it must submit a COOP Plan within 30 days of execution of this: Contract. The Plan should be updated annually. At a minimum, the Plan should describe how the Provider establishes and maintains an effective response to emergencies and disasters, and must comply with any Emergency Management related Florida_ Statutes. applicable to the Provider. The Disaster Plan is subject to review and approval ofthe County. XVEL SUBCONTRACTORS AND ASSIGN rAMNTS.. A. Subcontracts. The parties agree that no assignment or subcontract will be made or let in eonnection.with this Contract without the prior written approval of the Department, which shall not be unreasonably withheld, and that all subcontractors or assignees shall be governed by the terms and conditions of this Contract. B. If this Contract involves the expenditure of $100,000 or more by the County and the Provider intends to use subcontractors to provide the services listed in the Scope of Service (Attachment A) or suppliers to supply the materials, the Provider shall provide the names of the subcontractors and suppliers on the form attached as Attachment E. Provider agrees that it will not change or substitute subcontractors or suppliers from those listed in Attachment E without prior written approval of the County. XVIII. MISCELLANEOUS. A. Out of Town Travel. Costs for out -of -town travel are allowable, if they are useful for the administering of program activities. All travel must be approved through DHS Contract Management Division two weeks prior to date travel is to be taken and pursuant to the provisions outlined in the Contract Management Manual. 13 of 16 CB B. Pet!y Cash. Community Based Organizations who estauiish: a petty cash fund must maintain detailed support documentation in accordance with the provisions outlined in the Contract Management Manual. C. Publicitv. It is understood and agreed- between the parties .hereto that this Provider is funded by Miami -Dade County. Further, by the acceptance of these funds, the Provider agrees that events funded by this. Contract shall recognize the County as a funding source. The Provider .shall ensure that all publicity, public relations, advertisements and signs recognizes the County for the support of all contracted activities. This is to include, but is not limited.to, all posted signs, pamphlets, wall plaques, cornerstones, dedications, notices, flyers, brochures, news releases, media.packages, promotions, and stationery. The use of the official County logo is' permissible.. The Provider shall ensure that all media representatives, when: inquiring about the activities funded by this contract, are informed that the County is its funding source. D. Contract Guidelines. This Contract is made in the State of Florida. and shall be governed according to the laws of the State of Florida. Proper venue. for this Contract shall be Miami -Dade County,. Florida.. E. Modifications and Change Orders. Any alteration's, -variations, modifications, extensions or waivers of provisions of this Contract including but not limited to amount payable :and effective terns shall only be valid when they have been reduced to writing, duly approved and signed by both parties and attached to the original of this Contract. The County and 'Provider mutually agree that. modification of 'the Scope of Services schedule of payments, billing and cash payment procedures, set forth herein. and other such revisions may be negotiated as .a written amendment to this Contract between the parties. The- County Manager is authorized to make modifications to this Contract as described herein on behalf of the County. The Office of the Inspector General shall have the power to analyze the•need.for, and the reasonableness of proposed change orders. F. Counterparts. • This Contract is signed in five 5 counterparts, and each counterpart shall constitute an original of this Contract. G. Headings Use of Singular and Gender. Paragraph headings are for convenience only and are not intended to expand or restrict the scope or substance of the. provisions of this Contract. Wherever used herein, the singular shall include the plural and plural shall include the singular, and pronouns --shall be read as masculine, feminine or neuter as the context requires. 14 of 15 CB V6biesses: Signature. Type' or Print Name ATTEST: HARVEYRVVIN, CtEI Type or Print Name mjAwT bAADF- COUNTY, FLORIDA OF By. GIRO EM, BURGESS Y MANAGER .:1 Of,I CB RESOLUTION NO.: 181-07-12566 A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF`SOUTH MIAMI, FLORIDA, AUTHORIZING THE CITY MANAGER TO EXECUTE A GRAN` .AGREEMENT WITH THE MIAMI -DADE COUNTY BY AND THROUGH ITS DEPARTMENT OF HUMAN SERVICES FOR A MAXIMUM, AMOUNT OF $18,400.00 FOR THE SENIOR MEALS PROGRAM; PROVIDING FOR AN EFFECTIVE DATE WHEREAS, the Mayor and City Commission 'wishes to .accept the grant from the Miami- Dade. County by and through its Department of Human Services; WHEREAS, the Agreement will provide funding for the Senior' Meals Program's services; and WHEREAS, the City Manager is authorized to execute the grant agreement in an amount of` $1 8,400. NOW, THEREFORE, BE IT RESOLVED BY THE. MAYOR AND CITY COMMISSION OF THE CITY OF SOUTH MIAMI, FLORIDA THAT:, Section 1: The Mayor and City Commission authorize the City Manager to execute a grant agreement with the Miami -Dade County by and through its Department.of Human Services in an amount of $18;400 for Program. Section 2 The attached Agreement is made apart of the resolution. PASSED AND ADOPTED this [O day of. , 2007. ATTEST:. CITY CLERK READ,AND APPROVEDAS TO FORM: A File Name and Path APPROVED: .COMMISSION VOTE: 5 -o Mayor Fellu: Yea Vice Mayor Wiscombe: Yea Commissioner Palmer. Yea Commissioner Birts: Yea Commissioner Beckman: yea SA070s -80 M AMI -DADE COUNTY DEPARTMENT OF HUMAN SERVICES SOCIAL SERVICES CONTRACT This Contract, made this � day of ecavu , Jt_ 200_7 by and between Miami -Dade. County, a political subdivision of the State of Florida (hereinafter referred to as "County ") through its, Department of Human Services (hereinafter referred to as "Department "), located at 2525 NW 62nd Street 4a' Floor, Miami: Florida 33147, and City _of South Miami (Senior Center having offices at 6130 Sunset Drive South'Miami Florida 33143 (hereinafter referred to as "Provider ") states conditions and covenants for the rendering of social and /or crime prevention services (hereinafter referred to as "Services ") for the County. WHEREAS, the Home Rule Charter authorizes the County to provide for the uniform health and welfare of the residents throughout the County and. further provides that all functions not otherwise specifically assigned to others under the Charter shall be performed under the supervision of the County Manager; and 'WHEREAS, the Provider provides or will develop , services of value to the County and has demonstrated an ability to provide these services; and WHEREAS, the County is: desirous of assisting the Provider in providing those services and the Provider is desirous of providing such services; and WHEREAS, the County has appropriated hinds through Ordinances 07.1.25 and 07 -127 for the proposed services; and WHEREAS, the County has appropriated funds tothe Provider for the proposed services, NOW, THEREFORE, in consideration of the mutual covenants recorded herein, the parties hereto agree as follows: L AMOUNT PAYABLE. Subject to available funds, the maximum amount payable for services rendered under this Contract, shall not exceed $18,400. Both parties agree: that should available County funding. be reduced, the amount payable under this Contract may be proportionately reduced at the option of the County. 11. SCOPE OF SERVICES. The Provider agrees to. render services in accordance with the Scope of Services incorporated herein and attached hereto as Attachment A. The Provider will implement the Scope of Services as described in Attachment A in a manner deemed satisfactory to the County. Any modification or amendment to the Scope of Services shall not be effective.until approved by the Department in. writing. Rev. 9107 1 of 16 CB III. BUDGET SCJIVIMARY. The Provider agrees that all expenditures or costs shall be made in accordance with the Budget` which is attached her and incorporated hereto as Attachment B. They provider may shift funds between line items not to exceed fifteen percent (15 %) of the total budget by submission: of a ,Budget Modifeation Request to the Department for approval. Variances ,greater than fifteen percent° (1S %) iri any. line Item ;shall require prior approval Nand a budget inodifieation approved by the President or Vice President of the provider as: well as =the Department. The Budget Modification shall replace Attachment:B. In no event shall the budget include aline item for:indirectcosts in excess of fifteen percent (15 %) of the total budget. If tho budget':ixicludes zjinelttm for indiiect costs of,less than: fifteen percent`(15 %6), then :the Provider:must support such expenditure with proper documentation: The Provider,, may amend the budget no more than twice during the terin, of this Contract. A final budget revision-must'be submitted 45 days prior to the expiration of the Contract. IV EFFECTIVE'JEJt21VI The,effective term of'this Contract shall be from October 1, 2007 to September 30, 200"8. V. INDEMNIFICATION BY PROVIDER. A Government,. Ent Government entity shall indemnify and ;hold. harmless the County and• its officers„employees;: agents aiid'instrumentalities from any'and all liability; losses or damages, including attorney's fees acid "costs of ;defense, which the- County or its officers, dr4.1oyees, agents or instrumentalities may incur as !a result of , claims., demands, suits, causes of actions or proceedings of any .kind or nature arising out -of, relating to or, resulting from the performance °of the Contract by the goveriunent entity or its- employees, agents, servants,. partners,. pr no pals or- subcontractors. Governr ent, entity shall pay all claiizis and losses in. connection therewith and shall ;investigate 'and defend ,all. claims;. suits or actions of any kind - or nature in the 'name. of';the County, where applicable,, including; appellate ,proceedings, and shall pay all costs, judgments, and attorney's fees which may issue thereon. Provided, however, thus indemnification shall only be to the extent and within the limitations of Section 76.818 Florida Stat., subject to the provisions of the Statute whereby the goveinment entity shall not be held liable to pay a personal . injury or property damage claim or judgment by any one person which exceeds the sum of $100,000, or any claim or, judgment or portions thereof, which, when totaled with all other claims or judgments paid by the government entity arising: out of the same incident or occurrence, exceed the sum of $200,000 from any and all personal injury or proportyI damage claims, liabilities, losses or cause°§ of action which may arise as a result of'the negligence of the government entity. Ii :All Other Providers: The "Provider shall ; indemnify acid Bold Harmless the County and its officers, - employees, agents and instrumentalities from any aril all liability, losses; or damages,, including attorneys' fees and costs of` defense, which the County or its �offizers, employees, agents or` instrumentalities may incur as a result of claims,, demands, _suits, `causes of actions or proceedings of 'any kind or nature :arising out of, relating to or resulting fr fixi the performance of this Contract by the Provider or its employees, agents,, servants, partners Prinelpals or subcontractors. Rev —0107, 2 of 16' Provider shall pay all claims and losses in connection. therewith and shall investigate and defend all claims, suits or actions of any kind or nature in the name of the County, where applicable, including appellate proceedings, and shall pay all costs, judgments, and attorney's fees which may issue thereon. Provider expressly understands and agrees that any insurance protection required by this Contract or otherwise provided by Provider shall in no way limit the responsibility to indemnify, keep and save harmless and defend the County or its officers, employees, agents and instrumentalities as herein provided. . C. Term of Indemnification. The provisions of this section or indemnification shall survive the expiration or termination of this Contract. VI. INSURANCE. A. Government Entity. If the Provider is the State of Florida or agency or political subdivision of the State as defined in Section 768.28, Florida Statutes, the Provider shall fiunish to the County, upon request, written verification of liability protection in accordance with section 768.28, Florida Statutes. Nothing herein shall be construed to extend any party's liability beyond that provided in section 768.28, Florida. Statues. B. All Other Providers. The Provider shall furnish to Miami -Dade County, Department of Human Services, 2525 N.W. 62 "a Street, 4°i Floor, Miami, Florida 33147, Certificate(s) of Insurance or written verification as .determined by the County's Risk Management Division after review of the Scope of Services (Attachment A). The Certificate holder shall be listed as: MiamiL Dade County, 111 N.W. 1sT Street, Suite 2340, Miami, Florida 33128. The County shall not disburse any funds until it is provided with the necessary Certificate(s) or written verification (binders) and such documents have been approved by Risk Management. The Certificate (s) shall indicate that insurance coverage has been obtained which meets the requirements as outlined below: Worker's Compensation Insurance for all employees of the Provider as required by Florida Statute 440. Public Liability Insurance on a comprehensive basis,in an amount not less than $300,000 combined single limit per occurrence for bodily injury and property damage. Miami -Dade County must be shown as an additional insured with respect to this coverage. Automobile Liability Insurance covering all owned, non - owned and hired vehicles used in connection with the work, in an amount not less than $300,000 combined single limit per occurrence for bodily injury and property damage. Professional Liability Insurance, when applicable, in the name of the Provider in an amount not less than $250,000. Insurance policies required above shall be issued by companies authorized to do business under the laws of the State of Florida, with the following qualifications: Rev 9107 3 of 16 CB The company must be rated rio less than "B as to management, and no less than "Class V as to financial strength by the latest edition of Best's Insurance Guide, published by A.M. Best. Company, Oldwick, New Jersey, or its. equivalent subject to the approval of the County Risk Management Division. or The company must hold a valid Florida Certificate of Authority as shown: in the latest "List of All Insurance. Companies Authorized to do .Business in Florida," issued. by the State of Florida Department of Insurance and must be members of the Florida Guaranty Fund. Certificates of Insurance shall indicate that no modification or change in insurance shall be made without thirty (30) days written advance notice to the certificate holder. VIL PROOF OF LICENSUR.E /CERTIFICATION AND BACKGROUND SCREENING. A. Licensure. If the Provider is required by the State of Florida or Miami -Dade County to be licensed or certified to provide the services or operate the facilities outlined in the Scope of Services (Attachment A), the Provider shall ' furnish a copy of all required current licenses or certificates. Examples of services or operations requiring such licensure or certification include but are not limited to childcare, daycare, nursing homes, boarding homes. .If the Provider fails to furnish the County with the licenses or certificates required under this Section, the County shall not disburse any funds until it is provided with such licenses or certificates. Failure to provide the licenses or certificates within sixty (60) days of execution of this Contract may result in termination of this Contract. B. Backg_round Screening. The County requires that only employees and subcontracted personnel with a satisfactory background check as described in Section 39.001 (2), Florida Statutes and through an appropriate screening agency (i.e., the Florida Department of Juvenile Justice, Florida Department of Law Enforcement, Federal Bureau of Investigation) work with direct contact with juveniles. Pursuant to 9$5.01 2(a) Florida Statutes, "each. contract entered into—for services delivered on an appointment or intermittent basis by a provider that does not have regular custodial responsibility for children:.. must ensure that the owners, operators, and all personnel who have direct contact with children are of good moral character..." In order to ensure this condition "(b) The Department of Juvenile Justice... shall require employment screening pursuant to chapter 435, using the level 2 standards set forth in that chapter for personnel in programs for children or youths." Pursuant to the above passages from .Florida Statutes, it is required that all provider agency personnel working directly with children must have a completed Level l Screening response from the Florida Department of Law Enforcement that indicates that there has been no prior involvement in any of the disallowed conditions, before beginning work with client youths. Level 1 Screenings can be accomplished electronically on line with the Florida Department of Law Enforcement: www.fdle .state.fl.us /CriminalHistory /. In addition, recognizing that Level 2 Screening can take several weeks, Level 2 Screening must be initiated prior to beginning work directly with clients. Rev. 9167 4 of 16 c8 Any employee receiving positive response /responses to any of the enumerated charges as defined in Level 1 and Level 2 background checks must immediately cease working with children or youths. All employee personnel files shall reflect the initiation and completion of the required background screening checks. From the date of execution of this contract, Provider shall furnish the County with proof that background screening Level 1 was completed. If the Provider fails to furnish to the County proof that background screening Level 1 was completed and. Level 2 was initiated prior to working directly with client youths, the County shall not disburse any further fiends and this Contract may be subject to termination at the discretion of the County. The County requires that only employees and subcontracted employees with a satisfactory background check as described in Section 435.03(3)(a), and through an appropriate screening agency (i.e. Florida Department of Law Enforcement, Federal Bureau of Investigation) work in direct contact with the elderly, disabled and persons with mental illness, in settings such as but not limited to adult day care center, assisted living: facilities, home equipment screening nursing homes,. home health agencies (facilities for developmentally disabled, and mental health treatment facilities. Within 30 days of execution of this contract, Provider shall furnish the County with proof that background screening was initiated/completed.. If the Provider fails to furnish to the County proof that background screening was initiated within 30 days of execution of this contract, the County shall not disburse any further funds and this Contract may be subject to termination at the discretion of the County. VIII. CONFLICT OF INTEREST. The Provider agrees to abide by and be governed by Dade County Ordinance No. 72 -82 (Conflict of Interest Ordinance codified at Section 2-11.1 et al. of the Code of Miami -Dade County), as amended, which is incorporated herein by reference as if fully set forth herein, in connection with its Contract obligations hereunder. IX. C.iVIL RIGHTS. Provider agrees to abide by Chapter 1.1A of the Code of Miami -Dade County ( "County Code "), as amended, which prohibits discrimination in employment, housing and public accommodations; Title VII of the Civil Rights Act of 1968, as amended, which prohibits discrimination. in employment and public accommodation; the Age Discrimination Act of 1975, 42 U.S.C. §2000d, as amended, which prohibits discrimination in employment because of age; the Rehabilitation Act of 1973, 29 U.S.C. §794, as amended, which prohibits discrimination on the basis of disability; the Americans with Disabilities Act, 42 U.S.C. § 12103 et seq., which prohibits discrimination in employment and public accommodations because of disability; the Federal Transit Act, 49 U.S.C. §1612, as amended; and the Fair Housing Act, 42 U.S.C. §3601 et seq. It is expressly understood that the Provider must submit an affidavit attesting that it is not in violation of the Acts. if the Provider or any owner, subsidiary, or other firm affiliated with or related to the Provider is found by the responsible enforcement agency, the Courts or the County to be in violation of these acts, the County will conduct no further business with the Provider. Any contract entered into based upon a false affidavit shall be voidable by the County. If the Provider violates any of the Acts during the term of any Contract the Provider has with the County, such Contract shall. be voidable by the County, even if the Provider was not in violation at the time it submitted. its affidavit. Rea: 9107 :3 of 16 CB The Provider agrees that it is in compliance with the Domestic Violence Leave, codified as § 1 IA- 60 et, seq. of the Miami -Dade County Code, which requires an employer, who in the regular course of business has fifty (50) or more employees working in Miami -Dade County for each working day during each of twenty (20) or more calendar work weeks to provide domestic violence leave to its employees. Failure to comply with this local law may be grounds for voiding or terminating this Contract or for commencement of debarment proceedings against Provider. X. NOTICES. It is understood and agreed between the parties that written notice addressed to the Department and mailed or delivered to the address appearing on page one (1) of the Contract and written notice addressed to the Provider and mailed or delivered to the address appearing on page one (1) of this Contract shall constitute sufficient notice to either party. XI AUTONOMY. Both parties agree that this Contract recognizes the autonomy of and stipulates or implies no affiliation between. the contracting parties. It is expressly understood and intended that the Provider is only a recipient of funding support and is not an agent or instrumentality of the County. Furthermore., the Provider's agents and employees are not agents or employees of the County.. XH. SURVIVAL. The parties acknowledge that any of the obligations in this agreement, including but not limited to Provider's obligation to indemnify the County, will survive the term, termination, and cancellation hereof. Accordingly, the respective obligations of the. Provider and the County under this agreement, which by nature would continue beyond the termination, cancellation or expiration thereof, shall survive termination, cancellation or expiration hereof. XHI. BREACH OF CONTRACT: COUNTY REMEDIES. A. Breach. A breach by the Provider shall have occurred under this Contract if: (1) the Provider fails to provide the services outlined in the Scope of Services (Attachment A) within the effective term of this Contract; (2) the Provider ineffectively or improperly uses the County funds allocated under this Contract; (3) the Provider does not furnish the Certificates of Insurance required by this Contract or as determined by the County's Risk Management Division; (4) the Provider does not furnish proof of licensure /certification or proof of background screening required by this Contract; (5) the Provider fails to submit, or submits incorrect or incomplete proof of expenditures to support disbursement requests or advance funding disbursements or fails to submit or submits incomplete or incorrect detailed reports of expenditures or final expenditure reports; (6) the Provider does not submit or submits incomplete or incorrect required reports; (7) the Provider refuses to allow the Cotunty access to records or refuses to allow the County to monitor, evaluate and.review the Provider's program; (S) the Provider discriminates under any of the laws outlined in Section IX of this Contract; (9) the .Provider fails to provide Domestic Violence Leave to its employees pursuant to local Iaw; (10) the Provider falsifies or violates the provisions of the Drug Free Workplace Affidavit (Attachment D); (11) the Provider attempts to meet its obligations under this contract through fraud, misrepresentation or material misstatement; (12) the Provider fails to correct deficiencies found during a monitoring, evaluation or review within the specified time; (13) the Provider fails to meet the terms and conditions of any obligation under any contract or otherwise or any repayment schedule to the County or any of its agencies or instrumentalities; (14) the Provider fails to submit the Certificate of Corporate Status, Board of Directors requirement Rev. 9107 6 Of 16 CB or proof of tax :status- (15) fails �to meet any of the, terms and 'conditions. of the Dad—e. County Affidavits ''(Aftad'hmieriti)).,oriheSi,a,te,.A,,f,ftd..aVii(Attachment E);, or (1.6) the Provider fails to fulfill iina.Aimel and proper,manner any and all of ' its obligations, covenants, agreements aiid .,stipuldt ons III this Contract. W.AiVdf, of breach of any provisions tf this .Contract shall :not be 8 e me :to be a 'waiver of any .other breach, and' 'shall 'not be construed., to be a.modlificatioq of the terms of this -Contract, R. County Remedies. If 'the: Prbvider breaches this Contract, the County ffiay- pursue Any of�allbf the f6llowiiigreftiedies: L The County may terminate t hi s Contract. 'by giving' written notice to Provider ,of such termination and specifying g thet.5ective datethereGf at least five (5) days before the effective .date of 'termination. In the :event bttdnn'matibi�,: the .'County irli!IA t the (a request return of 611 fi niched br unh4shed, document's, d I ata studies, I Sur' ' 's drawings, . maps, model .: Vey photographs, reports prepared . and secured by the Provider` with County fiinds under this Contract. y rovi. er under this Contract. or fqN �(6) seek reimbursement of Count ftmds allocated to, the P M "terminate or cancel any other: contracts entered into betwdefi - the County, and the Provider. TT lie Provider shall. be, responsible a, 11 , direct . -and indirect costs associated with such termination, including attorney's f6es; I The'County may suspend payment in whole -or in part under this Contract by providing written :notice to the Provider of such §usp `on,,and specify ensi in the effective date thereof; at least; five :,(5) dayt: before the effective -date of suspension. On th =e effective date of suspension the Provider must immediately cease to provide services pursuanttothis Contract. All paympitsto Provider as­ofthis date shall' cease. If payments are .suspended, the County shall specify in writing the actions that "must be ta,`&I by the :Provider As condition precedent resumption of payments tried shall specify reasonable date ;far compliance ., The Count Ymay also suspend any payments in wliole or in part under any other contracts entered into, between 'the, County, and the, . Prodder: id er The�'Provider shall be responsible- for all direct and 'indirect costs associated with such suspension, 'including attorney'sTdes; I The County may seek enforedment 6 this Contract including but t I i r nike d glu,no .., to filing an action with a court of appr I opriate jurisdiction. The Piovider-shall,be responsible for �alt direct and indiiect costs associated with such enforcement,- including attorney's fees; 4, The County may debar Provider from ounty contracting" S. 'I£, for. any reason, the Provider should atteinptto,meet its 6bli 'lonsunder Jgat ., this 'Contract ihrbV.gh,.fraud.,;rni§tept6sehtdtibn or material misstate e it Cbthty shall whenever practicdbt.lte riate, thi's I Contract by giving written notice to the provider of such termination and specifying the e ctiVe date thereof '.at least five (5) days before the effective 'date of such peel Oq termination: The County :may terminate or cancel any .other ,'contracts which such :individual or entity,ha§:wA the, .County: Such individual or ehti shall be responsible for All direct and indirect s associated. , ..., th - '. ­111. including ,cost' wi. suchte hatibnJOrbAntellationattorney'skes. Any individual ot entity: who afte nPts to meet, contractual obligations, with the county through fiavd, five misrepresentation;ormateti�lmisst�4temerit:m4y'bedis'baTre.d�Ifto,m�:county.cont,rqqt.ingfio,rpp.:to _1(5):. years Rev. M7 7,of, 16 CB 6. Any other remedy available at law or equity. C. The County Manager is authorized to terminate this Contract on behalf of the County. D. Damages - .Sustained. Notwithstanding the above, the Provider shall not be relieved of liability to the County for damages sustained by the County by virtue of any breach of the Contract, and the County may withhold any payments to the Provider until such time as the exact amount of damages due the County is determined. The County may also pursue any remedies available at law or equity to compensate for any damages sustained by the breach. The Provider shall be responsible for all direct and indirect costs associated with such action, including attorney's fees. XIV. TERMINATION BY EITHER PARTY. Both parties agree that this Contract may be terminated by either party hereto by written notice to the other party of such intent to terminate at least thirty (30) days prior to the effective date of such termination. The County Manager is authorized to terminate this Contract on the behalf of the County. XV. PAYMENT PROCEDURES. The County agrees to pay the Provider for services rendered under this Agreement based on the payment schedule, the line item budget, or both, which are incorporated herein and attached hereto as Attachment B. Payment shall be made in accordance with procedures outlined below in the Department's General Procedures Manual and if applicable, the Sherman S. Winn Prompt Payment Ordinance (Ordinance 94 -40). A. Reimbursement and Advances. The parties agree that this is a cost -basis Agreement and that the Provider shall be paid through reimbursement payment based on the budget approved under this Agreement (See Attachment B) and when documentation of service delivery is provided. :An advance up to the total amount payable under this Agreement may be paid to the Provider in one lump sum payment. An advance of up to twenty -five percent (25 %) of the total amount payable under this Agreement may be paid to the Provider if approved in writing by the Department. An advance of more than twenty -five percent (25 %) may be paid to the Provider if approved in writing by the County Manager. The Provider's request for advance payment must be submitted in 'writing and must specify the reasons and justifications for such advance payment. It need not be accompanied by a detailed expenditure report. The County shall have the sole discretion in choosing whether or not to provide' any advance payments and is not obligated to do so under any circumstances. A Provider shall limit its request for an advance to once during the term of this Agreement. If a Provider needs an additional advance for good cause shown it shall request it in writing from the County Manager. B, No Payment of Subcontractors. In no event shall County funds be advanced directly to any subcontractor hereunder. ltev. 9107 s ojrb ca C. ;Requests fbr?Ament. Tile 'County agree'' to pay all W ete costs incurred by the Provider which are' allowable under. the. County guidelines. , In order. to receive payment for allowable costs, 1heProvider. shall submit. a Monthly Summary of Expenditures'. Report, :and :a MonWy Performance Report.,on4f6rms-provided by 'theDe'p'artment. The", Department must.teedi.*6 the Mo n thly S. u ' ary oft penditur Repoft And tie 1Vlonthly Pd86fnance R eport no later than. the .1.5 th,� day ,of !he, monthlollowin.g. the month .for. in.v&ch services were provided. The Monthly, Summary . ummar.pf.:,EE3?cp Expenditures. Rervortsh6ll reflect the expenses incurred ,by the Provider ;for the month.. `services were rendered, and documented in the Monthly Performance Report. Upon submission of :Satisfactory,.required,,mon,thly,rel)ortgi the Department shall .make pAymefit., will , 11 hotE�pprov.e payments for in -kind volunteer services:proVid provided' or Provider on behalf of the project. T-he.Department,, shall :accept .l.originals of invoices;: receipts and other, evidence of. - indebtedness as proof .0f expenditure. When original documents cannot be produced, the Provider must adequkdly''J4. ustifY their absence iii Writing and furnish : copies as proof of the expenditures. Prooessin , g . the Request for Payment. After the Departmentreviews ;. and approves the payment re uesti the Department will submitA.,chedk request to the Couhtys. Finance Department. The. County's Finance ; Department will issue and mail the check directly to the Provi d e at, i r the address listed on page one (1) of this, Agreement, I -urifess.:otherwise 'directed by the Provider in writing: The parties agreethat .the processing of payment request from -date . of submission shall take minimum of thirty QO), days from receipt,, If suDi)6rt�,dbeiiiiidnttitidh&voices. are properly .a min. documented. It is the responsibility of the Ptovid&lo maintain sufficient; financial resources to. , � ,meet the expenscs.,micur"ked during the period.between theproVisi6n.zof services and paymerif,by the County. Failure to submit monthly reimburse ffie'ht,ke'quests in alhannerdebmed correct and acceptab . I . 6 by, the County. by the 15. th day—ofta knonthfollowing " t I hd:mon1h--.in which: the `service :was delivered, . shall be considered a breach of, this agreement and may result in termination of this Agreement. E. ;Final =Request for,PgymeTit. A final request for payment, from the ,,Provider will be accepted bylthd Department up to forty-flve'(45) 'days. after the expuiatioti, oNhisAg-rqement.. If the Provider fail8lo, comply, all rights,to payment shallbe,forf6ited.. Thelequest forthe.fi-nal payment may include accruals ,of the personnel 'Costs listed4n: Attachment B.which the Providdt is.obligated to, pay after the close:ofthe period-Bor'servites' provided within the term d the Agreement. F. Closeout P,61)ott'mq,.Pr6.cegs/Reegpture of` Fund& Upon the expiration of this 'Contract,, the Provider sh all ;'submit Closeout Report documents to the.'Department no, more than forty.fiv6, (45) days after the expiration of this Contract: These documents shall include a, cumulative yeanend :summary of Provi d er� program performance, the Year -End Closeout Repot ft— Inventory ry ep of these ,documents, .Ahe. Department determines and the Property en o Report: Itafter receipt that, the .Provider '.has :been paid funds :..rfot,,,in. accordance with the Contract; .and to. which it g, not, entitled,the Provider shall return such funds to the 'County or submit appfopkiAte documentation. The County shall have the sold, discretion in deterimn ing ifth - Ptov t-ti "d, o such funds and.. the> County's decision ;on this matter,shah'be binding, e Provider isen.4 e. t.. . such. funds I..... Additionally ,,:4oyuftqxpend.edor-unalloc.ated funds" shall be recaptured by the County. fey: -;9%07 CB 0 ofl 6 G. DHS Contract Management Manual. All requests for payment will be processed pursuant to the Department's General Procedures Manual. The Department will provide a copy of this Manual to Provider. XVI. PROHIBITED USE OF FUNDS. A. Adverse Actions or Proceeding. The Provider shall not utilize County funds to retain legal counsel for any action or proceeding against the County or any of its agents, instrumentalities, employees or officials. The Provider shall not utilize County funds to provide legal representation, advice or counsel to any client in any action or proceeding against the County or any of its agents, instrumentalities, employees or officials. B. Religious Purposes. County funds shall not be used for religious. purposes. C. Commingling Funds. The Provider shall not commingle funds provided under this Contract with funds received from any other funding sources. XVII. RECORDS, REPORTS. AUDITS, MONITORING AND REVIEW. A. Certificate of Co1porate Status. The provider, must submit to the Department, within. thirty (30) days from the date of execution of this Contract,, a certificate of status in the name of the provider, which certifies the following: that the provider is organized under the laws of the State of Florida; that all fees and penalties have been paid; that the providers most recent annual report has been filed; that its status is active; and that the provider has not filed an Article of Dissolution. B. Board of Director Requirements. The Provider shall insure that the Board of Directors is apprised of the fiscal, administrative and contractual obligations of the project funded through the County by passage of a formal resolution authorizing execution of the Contract with the County. Failure to provide a copy of the resolution within 15 days of execution of this contract may result in termination of this Contract. C. Proof of Tax Status. The Provider is required to submit to the County the following documentation: (a) The I.R.S. tax exempt status determination letter; (b) the most recent I.R.S. form 990; (c) the annual submission of I.R.S. form 990 within (6) months after the Provider's fiscal year end; (d) IRS 941 - Quarterly Federal Tax Return Reports within thirty -five (35) days after the quarter ends and if the 941 reflects a. tax liability, proof of payment must be submitted within sixty (60) days after the quarter ends. D. Quarterly Expenditure Reports: The Provider is required to submit to the Department the Quarterly Expenditure Report (Attachment I) which shall reflect the actual quarterly expenses incurred by the Provider. These reports are due to the Department thirty five (35) days after the quarter ends. E. Accounting_ Records. The Provider shall keep accounting records which conform with generally accepted accounting principles. All such records will be retained by the Provider for not less than five (5) years beyond the term of this Contract. Rev. 9107 10 of 16 CB