HomeMy WebLinkAboutORANGE, COUNTY OF, ORANGE WORKFORCE INVESTMENT BOARD - 2009
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Agreement 1fW7-GJC-10
City of Santa Ana
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WIA YOUTH COST REIMBURSEMENT AGREEMENT
County of Orange
FUNDING SOURCES: 100% FEDERAL
AGREEMENT #: W7-GJC-10
THIS AGREEMENT between the County of Orange, hereinafter referred to as "COUNTY", and City of
Santa Ana hereinafter referred to as "CONTRACTOR", consists of fifty-three (53) sections al')d the
following ten (10) exhibits: A. General Requirements; B. Statement of Work; C. Performance Standards; D.
Budget Schedule; E. Drug Free Workplace Certification, F. Suspension & Debarment Certification G.
Certification Regarding Lobbying, H. Disciosure Form to Report Lobbying, I. Child Support Enforcement
Provision (for-profit providers only), and J. Employment Development Department Independent Operator
Reporting Requirements.
WIA Cost Reimbursement Agreement - Green Jobs Corps
Agreement #W7 -GJC-1 0
City of Santa Ana
TABLE OF CONTENTS
No.
Page
1. PURPOSE.... ...... ................................ ........................................................................ ......... ......... ....6
~ TERM.........................................................................................................................................7
3. STATEMENT OF WORK........... ........................................... ............................................................ 7
4. TERMINATION................. ........ ........................................................................................................ 7
5. SERViCES...................................................................................................................... .................8
6. MODIFICATION OF PROGRAM COMPONENTS AND SERVICE LEVELS ..................................8
7. BUDGET SCHEDULE................. ...................................................................................... .......... .....9
8. MODIFICATION OF BUDGET SCHEDULE.....................................................................................9
9. PAYMENTS BY COUNTY................................................................. ..................................... ...... ....9
(a) Monthly Payments ................ ........................................................................................... ...........9
(b) County Discretion ................ .......................................................................... ................ .......... ...10
(c) Invoices................................................ ...................................................................................... .10
10. CONTIGNENCY OF FUNDS..........................................................................................................10
11. COMPLIANCE WITH LAW ...............................................................................................................10
(a) Federal................................. .......................................................... ................ .......................... ...11
(1) Clear Air and Clean Water Act.............................................................................................11
(2) Energy Efficiency Standards ................................................................................................11
(b) State........................... .................................... ............................. ................. ..............................11
(c) County.... ................................ ............. ......... ............................................................................. ..11
(d) Local....................... .... ........ ....................................... ................................................ ......... ..... ...11
(e) Court Orders ...............................................................................................................................11
(I) Terms and Conditions ..................................................................................................................11
12. INSTRUCTORS........................................ ........................................................................................11
13. PERFORMANCE STANDARDS. ..... .......................................... ..................................... .............. ..12
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14. PLANS AND PROCEDURES ...................................................................... ....................................12
15. SATISFACTORY WORK ... .... ..... ...... ..... ........................ .......... .................................. .............. ...... ...12
16. REPORTS ............................... ....................................... .................................... .......... ............. ..... .12
17. NO SUPPLANTATION ................................................................................................. ....................13
18. INDEPENDENT CONTRACTOR. ........... ............ .................. ....................................................... ....13
19. EMPLOYEE ELIGIBILITY VERIFiCATION.......................................................................................13
20. ASSiGNMENT.................................,.................................,... ......................................................,.. ..14
21. SUBCONTRACTS.. ............................... .................,........ ........,............ ........ ................... ........,..... ..14
22. FISCAL ACCOUNTABILITY. ........... ....,...........,.... ........ .....,..., .............................,...,......................,,15
(a) Financial Management System .....................................,.....................................,......................15
(b) CONTRACTOR's Records ....................,........................................,...........................................15
(c) Costs Charged.,........... .... ...........,...,............ ............ ......... ................,.............,........,.... ......... .....15
23. PROGRAM INCOME..........................,... .....,....... ........ .............. ................................. ......... ......... ....15
24. PELL GRANT/HEA TITLE IV.......................................................,...........................,........,...............16
25. ANNUAL AUDIT. ..................... .......................... ............. ........., ....................,.,............... .........,.... ....17
26. ACCESS AND RECORDS .......,..................................,........................,..............,.........................,..17
(a) Access....................., ..........................,......., ............ ......... ......................................................... .17
(b) Records Retention.................. ..................,... ............. ..... ..... .......... ......................................... ....18
27, FRAUD............,........,...,............ .............' ........,... ......... ......... ....,.....................,.................,.......,.... ..18
28. MODIFICA liONS/CHANGE ORDERS......................,.... ........ ...................... ............................,.... ..18
(a) By CONTRACT ADMINISTRATOR.. ..................... ...., .... ....,....,................,............................... ..18
(b) By CONTRACTOR ..............,.........,........,..,........,.................,.....................................................19
29. PARTiCiPANTS......,..............................................,.......,...........................,......,............................. ..19
(a) Benefits.......................... .....,.... ..................... ....................."..............,.................,......,..........., ...19
(b) Labor Standards..............,................. ......... ............. ........,........,............................. ............... .....20
(c) Complaint Handling Procedures .......................,.......,.................................................................20
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(d) Non-Discrimination and Compliance Provisions.,...,............,...,............... ...,...............,...,...,...,..20
30. CONFIDENTIALITY...,...........,....,........, ..................,.......,...,............,.......,...,...,...,...,......., .........'... ...21
31. EQUIPMENT .......,....,................'........,...........,..........,...,................, ...........................,.....,...,.., ,... ....22
32. INDEMNIFICATION
33. INSURANCE
.....p.. ".. ... ..........."....... .............. '.. ........................ .................. '..
.............23
...... ........ ,................... .... ............,.. .......... ..' ..........."....... ...
,......,...,............,...,...,..24
34. PATENT/COPYRIGHT MATERIALS/PROPRIETARY INFORMATION ,..,....,...............,..................27
35. INTEllECTUAL PROPERTY.......,................,.........,........,...,...,...,....,.......,... ,...........,..................... .28
(a) Federal Funding.... ....,...,................,......., ..................,...'............,...,...,...,...,.......,............,...,..., ..28
(b) Ownership.....,....,........,..."......,........,.......".........,.......,....,...,...,...,.......",.,.......,....,....,..,..., ".,... ,28
(c) Retained Rights/License Rights.......,.......,.......,..,...........,........ ...............................,........,...,... ...30
(d) Copyright ...., ........, ..., '..., ... ......... ,'" .... '.., '.... ......,.., ...,..., ...., ....... ....., ...'..., ..., ... " .... ,.", ... ..., ... ,"" ...31
(e) Patent Rights..........,...............,.... ............,..........,.......,...,................,.......'..,...,.........,...........'... ..31
(I) Third Party Intellectual Property ,........................................................................,........................32
(g) Warranties, .............'...............,........,... ...................,...,...,...,............,... ....,.......,......................... .32
(h) Intellectual Property Indemnity.,............. ...........................,.......,............,.................. .....,...,.... ...33
(i) Survival.,.... .........,....,...........,........,...,.......,.......,..,...,...,...,................,.......,........,...,..,....'...,...,... ..34
36. CORPORATE STATUS..................,....,...,... .....,.............,................,...........,.......,...,................,..., ...35
37. STANDARDS OF CONDUCT.......,........,.......,....,.....,...............,...,....,.......,...,...,...,......,..........., ..... ..35
(a) General Assurance...........,....................,..............................,..., ............,.......,....... .................... ,35
(b) Employment of Former State and COUNTY Employees............................................................35
(c) Conducting Business Involving Relatives ...,......,......,....................,...,...,...,...,...,.......,...,.......,...,35
(d) Conducting Business Involving Close Personal Friends and Associates...................................35
(e) Avoidance of Conflict of Economic Interest ...............................................................................36
38. SWEATFREE CODE OF CONDUCT ........,.......,..,...................................,...,.......,...,..,....,......,.......36
39, DRUG FREE WORKPlACE...,....... .....,...'... .....,..................................,...,...,.......,...,...,..,........ .....,...36
40. DEBARMENT ...., ...., .... ,...,...' '.... ..., .... ...., .,. ..., ..... .., ..., .., ,... ,...,............, .... .... ..., ,.., ..., ..., ... ....... ..., ..., ... .37
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41. SECTARIAN ACTIVITIES..... ............. ...................,............. ......................... . ..................... ............. .37
42. LITERATURE............................................ ........................................................................ .......... .....37
43. LOBBYING ............ .... ............ ..... .... .... ...... ....... .... ..... .... ........ .... ..... .... ..... .... .... ........ .......... ..... .... ...... .37
44. BREACH - SANCTIONS.................................................................................................................. .38
45. 01 SPUTES............................................................................................................................ ........... .38
46. TOTAL AGREEMENT ........................................................................................................ ...... ..... ...39
47. CHILD SUPPORT ENFORCEMENT ....................,...................................... ....................................39
48. EDD INDEPENDENT CONTRACTOR REPORTING REQUIREMENTS........................................39
49. NOTiCES............................................................................................................................ ............. .39
50. GOVERNING LAW AND VENUE .............................................................................................,.......40
51. WAIVER.........................,.........................................................,............................,............ ...............40
52. PUBLiCiTy.... ........ ... ...., ..., .,. ...., ... ..... ............. .......' ....".. .... ..... ..'" ..., .... .... ........ .... ... .........., .... .... .... ..40
53. CALENDAR DAYS ......,...,...,.......... .................................,....,....................,................."..................40
SIGNATURES
EXHIBITS
A. General Program Requirements
B. Statement of Work
C. Performance Standards and Matrix
D. Budget Schedule
E. Drug-Free Workplace Certification
F. Suspension & Debarment
G. Certification Regarding Lobbying
H. Disclosure Form to Report Lobbying
I. Child Support Enforcement Provision (for profit only providers)
J. EDD Independent Operator Reporting Requirements
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Agreement #W7 -GJC-10
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1 WHEREAS, Congress has enacted the "Workforce Investment Act of 1998," hereinafter referred to
2 as "the Act," to provide workforce investment activities, through statewide and local workforce investment
3 systems, that increase employment, retention and earnings of participants, and increase occupational skill
4 attainment by participants, and, as a result, improve the quality of the workforce and enhance the
5 productivity and competitiveness of the Nation; and
6 WHEREAS, Congress has enacted the "American Recovery and Reinvestment Act of 2009,"
7 hereinafter referred to as "the Recovery Act," to preserve and create jobs, promote the nation's economic
8 recovery, and assist those most impacted by the recession; and
9 WHEREAS, Congress has directed employment and training programs of American Recovery and
10 Reinvestments Act to be administered through the Act; and
11 WHEREAS, COUNTY, by Minute Order dated, Auaust 25, 2009 a copy of which is on file with the
12 Clerk of the Board of Supervisors of Orange County and which by this reference is incorporated herein and
13 made a part hereof as if fully set forth, has appropriated a portion of grant funds in an amount not to
14 exceed eiahtv-four thousand four hundred ten dollars ($84,410) to engage CONTRACTOR to carry out
15 certain program services; and
16 WHEREAS, COUNTY'S OC Community Resources Director or designee (hereinafter referred to as
17 "DIRECTOR") shall administer this Agreement as is necessary or reasonable to comply with or implement
18 the grant funds received by COUNTY and as required by law or applicable regulations; and
19 WHEREAS, CONTRACTOR, in order to receive grant funds, is agreeable to the terms and
20 conditions hereinafter set forth;
21 NOW, THEREFORE, IT IS MUTUALLY AGREED AS FOLLOWS:
22 1.
PURPOSE
23 The purpose of the program funded by this Agreement is to provide workforce investment activities
24 under the Green Jobs Corps Project that increase employment, retention, earnings and occupations skill
25 attainment through local workforce investment systems to those seeking employment. Additionally, this
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Agreement #W7 -GJC-1 0
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1 program is funded to increase the effectiveness of local and regional business through business
2 improvement and development activities, job matching, and other services. All services are intended to
3 improve the quality of the workforce and enhance the productivity and competitiveness of Orange County
4 and the United States. CONTRACTOR shall ensure that the program funded hereby shall comply with this
5 purpose.
6 2.
TERM
7 The effective term of this Agreement shall commence on AUQust 1. 2009 and terminate on March
8 31, 2011 subject to the provisions of Sections 9, 43 and 45 of this Agreement; however, CONTRACTOR
9 shall be obligated to perform such duties as would normally extend beyond this term, including but not
10 limited to obligations with respect to indemnification, audits, reporting and accounting. CONTRACTOR and
11 CONTRACT ADMINISTRATOR may mutually agree in writing to extend the term of this Agreement up to
12 and including a period of one year, provided that COUNTY's maximum obligation stated in Subparagraph
13 19 of this Agreement does not increase as a resuit, and on the same terms and conditions upon mutual
14 agreement of the parties in writing without further Board action, unless the COUNTY earlier terminates this
15 AGREEMENT pursuant to the provisions contained in Paragraph 43 herein.
16 3.
STATEMENT OF WORK
17 This Agreement is based upon the Statement of Work, attached hereto and incorporated herein as
18 Exhibit B to this Agreement. CONTRACTOR agrees to comply with all provisions, to perform all work, and
19 to provide all services set forth in this Agreement and the aforementioned Statement of Work in a
20 professional, timely and diligent manner. The parties hereto agree that concerning matters not specifically
21 contained within the body of this Agreement, the Statement of Work will be controlling.
22 4.
TERMINATION
23 (a) CONTRACT ADMINISTRATOR may terminate this Agreement without penalty immediately with
24 cause or after thirty (30) days written notice without cause, unless otherwise specified. Notice shall be
25 deemed served on the date of mailing. Cause shall be defined as any breach of contract, any
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Agreement nW7 -GJC-1 0
City of Santa Ana
1 misrepresentation or fraud on the part of the CONTRACTOR. Exercise by CONTRACT ADMINISTRATOR
2 of the right to terminate this Agreement shall relieve COUNTY of all further obligation under this
3 Agreement.
4 (b) Upon termination, or notice thereof, CONTRACTOR agrees to cooperate with CONTRACT
5 ADMINISTRATOR in the orderly transfer of service responsibilities, active case records, pertinent
6 documents and all equipment or materials purchased with COUNTY funds.
7 5.
SERVICES
8 CONTRACTOR agrees that those specific program components to be performed by
9 CONTRACTOR, and the service levels to be utilized by COUNTY for program evaluation and monitoring,
10 include, but are not limited to, those set forth in Exhibits "A", "B", and "C" which are attached hereto and
11 incorporated herein as if fully set forth. CONTRACTOR agrees that it is responsible for and guarantees
12 performance of all of the specific program components and service levels listed in Exhibits "A", "8", and
13 "C". CONTRACTOR further agree:; that lack of compliance with Exhibits "A", "B", and "CO may, in addition
14 to those remedies set forth in Section 43 of this Agreement, constitute grounds for COUNTY to reduce the
15 level of payment otherwise provided under Section 8 (c) of this Agreement or to reduce the payment level
16 and budget at which CONTRACTOR will be funded for the remainder of the period of this Agreement.
17 Reductions in an amount up to 10% of the total contract may be made by CONTRACT ADMINISTRATOR.
18 Any reduction over 10% shall occur only as a result of action of Board of Supervisors upon
19 recommendation by CONTRACT ADMINISTRATOR.
20 6.
MODIFICATION OF PROGRAM COMPONENTS AND SERVICE LEVELS
21 The parties hereto agree that those program components, service levels, and line-item budget
22 information detailed in Exhibits "P\', "B", "C", and "0" may be modified upon mutual written agreement of
23 the CONTRACT ADMINISTRATOR and CONTRACTOR so long as the total payments under this
24 Agreement are not increased and the basic goals and objectives of the program are not altered. Should
25 the State of California modify any program component andlor service level detailed in Exhibits "A", "B", "C",
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1 and/or "D" then the COUNTY shall have the right to unilaterally modify this agreement to meet such
2 requirements.
3 7.
BUDGET SCHEDULE
4 CONTRACTOR agrees that the expenditures of any and all funds under this Agreement will be in
5 accordance with the BUDGET SCHEDULE, a copy of which is attached hereto as Exhibit "D" and which by
6 this reference is incorporated herein and made a part hereof as if fully set forth.
7 8.
MODIFICATION OF BUDGET SCHEDULE
8 The BUDGET SCHEDULE consists of the following budget categories: Salaries, Benefits,
9 Operations, Consultant/Subcontract, Office Supplies, Employer Reimbursement (OJT), Participant Wages,
10 Participant Benefits, Participant Supportive Services, Participant Incentives, Equipment, and Indirect. Upon
11 written approval of CONTRACT ADMINISTRATOR, CONTRACTOR shall have the authority to transfer
12 allocated program funds from one category of the overall program budget to any other category of the
13 overall program budget, as long as the amount of the total grant is not increased and the basic goals and
14 objectives of the program are not altered. No such transfer may be made without the express prior written
15 approval of CONTRACT ADMINISTRATOR. A modification of the BUDGET SCHEDULE may include the
16 addition of any new budget category. Approval of the Budget Modification by CONTRACT
17 ADMINISTRATOR includes approval of the new Budget Category.
18 9.
PAYMENTS BY COUNTY
19 CONTRACTOR agrees that any and all funds received under this Agreement shall be disbursed or
20 encumbered on or before March 31. 2011, and that any and all funds remaining as of March 31 2011,
21 which have not been disbursed or encumbered shall be returned by CONTRACTOR to COUNTY within
22 thirty (30) days of the expiration or earlier termination of the Agreement in accordance with paragraph 4.
23 No expense of CONTRACTOR will be reimbursed by COUNTY if incurred after March 31. 2011. No
24 CONTRACTOR expenses shall be paid if billing is received by COUNTY after April 30. 2011.
25
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Agreement #W7-GJC-1 0
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1 Upon the effective date of this Agreement, COUNTY shall make payments to CONTRACTOR in
2 accordance with the following payment schedule:
3 (a) Monthlv Payments. Beginning Sectember 1. 2009, upon receipt and approval by OC
4 Community Services/Community Investment Division (CID) of CONTRACTOR's invoice showing the prior
5 month's actual expenditures, COUNTY shall make monthly reimbursement payments based on
6 CONTRACTOR's invoice so long as the total payments under this Agreement do not exceed eiohtv-four
7 thousand four hundred ten dollars ($84,4 10).
8 (b) COUNTY Discretion. At the sole discretion of COUNTY, payments to CONTRACTOR may be
9 made more frequently than monthly, but such payments shall always be in arrears and not in advance of
10 the provision of services by CONTRACTOR.
11 (c) Invoices. CONTRACTOR shall provide to OC Community Services Community Investment
12 Division monthly invoices by the 20th day following the month being reported. CONTRACTOR's invoices
13 shail show the most up to date costs chargeable to the program(s) referenced in this Agreement. If
14 CONTRACTOR's expenditures for any program referenced in this Agreement fail below 20% of planned
15 expenditures for any cumulative period commencing from the beginning of the term of this Agreement,
16 CONTRACTOR may be subject to a reduction in funding. No payments wiil be authorized if any preceding
17 month's reports or invoices have not been received.
18 10. CONTINGENCY OF FUNDS
19 CONTRACTOR acknowledges that the obligations of COUNTY under this Agreement are
20 contingent upon the availability of Federal and/or State funds, as applicable, for the reimbursement of
21 CONTRACTOR's expenditures, and inclusion of sufficient funds for the services hereunder in the budget
22 approved by COUNTY's Board of Supervisors each fiscal year this Agreement remains in effect or
23 operation. In the event that such funding is terminated or reduced, CONTRACT ADMINISTRATOR may
24 immediately terminate this Agreement, reduce COUNTY's maximum obligation, or modify this Agreement,
25 without penalty. The decision of CONTRACT ADMINISTRATOR shail be binding on CONTRACTOR.
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1 CONTRACT ADMINISTRATOR shall provide CONTRACTOR with written notification of such
2 determination. CONTRACTOR shall immediately comply with CONTRACT ADMINISTRATOR's decision.
3 11. COMPLIANCE WITH LAW
4 In its performance under this Agreement, CONTRACTOR shall fully comply with the requirements of
5 the following. whether or not otherwise referred to in this Agreement:
6 (a) The Act and all applicable federal statutes, reguiations, policies, procedures and directives,
7 including but not limited to, 20 C.F.R. Parts 652 and 660 through 671.
8 (1) All applicable standards and orders and requirements issued under Section 306 of the
9 Clean Air Act. Section 508 of the Clean Water Act and Environmental Protection Agency regulations in
10 contracts in excess of $1 00,000.
11 (2) CONTRACTOR shall comply with such mandatory standards and policies relating to energy
12 efficiency as particulariz:ed in the State Energy Conservation Plan. (Title 20, California Code of
13 Regulations), as required by the U.S. Energy Policy and Conservation Act (P.L. 94-163) as each may now
14 exist or be hereafter amended.
15 (b) All applicable State statutes, regulations, policies, procedures and directives;
16 (c) All applicable COUNTY policies, procedures and directives;
17 (d) All applicable local ordinances and requirements, including use permits and licensing;
18 (e) Court orders applicable to CONTRACTOR'S operations; and
19 (f) The terms and conditions of this Agreement, including Exhibits.
20 If any of the foregoing is enacted, amended, or revised, CONTRACTOR will comply with such or will
21 notify CONTRACT ADMiNISTRATOR in writing within thirty (30) days after enactment or modification that
22 it cannot so comply. COUNTY may thereupon terminate this Agreement, if necessary.
23 12. INSTRUCTORS
24 CONTRACTOR shall ensure that all instructors involved in the training of participants are quaiified
25 to instruct in the appropriate program or training component or curriculum. If necessary, such instructors
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1 shall be appropriately certified by the State of California. Within thirty (30) days after the execution of this
2 Agreement, CONTRACTOR shall submit to CONTRACT ADMINISTRATOR a list of the names and
3 qualifications of all instructors who will be providing such training and shall notify CONTRACT
4 ADMINISTRATOR within five (5) business days of any amendments or revisions thereto.
5 13. PERFORMANCE STANDARDS
6 CONTRACTOR shall comply with and adhere to the performance accountability standards and
7 general program requirements described in Sections 136 (Performance Standards) and 195 (General
8 Program Requirements) of the Act and applicable regulations and as contained in Exhibit "C". Should the
9 Performance Requirements defined in the Agreement between the State of California and the County of
10 Orange be changed, COUNTY shall have the right to unilaterally modify this agreement to meet such
11 requirements.
12 14. PLANS AND PROCEDURES
13 CONTRACTOR shall monitor its program for compliance with the provisions of this Agreement.
14 CONTRACTOR shall also comply with all applicable parts of COUNTY's WIA Policies and Procedures for
15 recruitment, intake, assessment and referral, copies of which are available from CONTRACT
16 ADMINISTRATOR. Said Policies and Procedures may be modified by CONTRACT ADMINISTRATOR
17 upon ten (10) days written notice to CONTRACTOR.
18 15. SATISFACTORY WORK
19 Services rendered hereunder are to be performed to the written satisfaction of CONTRACT
20 ADMINISTRATOR. COUNTY's staff will interpret all reports and determine the quality, acceptability and
21 progress of the services rendered in accordance with the Performance Criteria listed in Exhibit "C".
22 Inconsistencies in performance will be corrected as they occur and are detected.
23 16. REPORTS
24 CONTRACTOR shall maintain records and submit such reports, data and information at such times
25 as CONTRACT ADMINISTRATOR may require, and in the form CONTRACT ADMINISTRATOR may
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1 require, regarding the performance of CONTRACTOR'S services, activities, costs or other data relating to
2 this Agreement as may be requested by CONTRACT ADMINISTRATOR, upon a form approved by
3 CONTRACT ADMINISTRATOR. CONTRACT ADMINISTRATOR may modify the provisions of this
4 paragraph without further Board action upon written notice to CONTRACTOR.
5 17. NO SUPPLANTATION
6 CONTRACTOR shall not supplant any Federal, State or COUNTY funds intended for the purposes
7 of this Agreement with any funds made available under this Agreement. CONTRACTOR shall not claim
8 reimbursement from COUNTY for, or apply sums received from COUNTY with respect to, that portion of its
9 obligations which have been paid by another source of revenue. CONTRACTOR agrees that it shall not
10 use funds received pursuant to this Agreement, either directly or indirectly, as a contribution or
11 compensation for purposes of obtaining Federal, State or COUNTY funds under any Federal, State or
12 COUNTY program without prior written approval of CONTRACT ADMINISTRATOR.
13 18. INDEPENDENT CONTRACTOR
14 CONTRACTOR is and shall at all times be deemed to be, an independent contractor and shall be
15 wholly responsible for the manner in which it performs the services required of it by the terms of this
16 Agreement. Nothing herein contained shall be construed as creating the relationship of employer and
17 employee, or principal and agent, between COUNTY and CONTRACTOR or any of CONTRACTOR'S
18 agents or employees. CONTRACTOR assumes exclusively the responsibility for the acts of its employees
19 or agents as they relate to services to be provided during the course and scope of their employment.
20 CONTRACTOR, its agents, employees and volunteers, shall not be entitled to any rights and/or privileges
21 of COUNTY employees, and shall not be considered in any manner to be COUNTY employees.
22 19. EMPLOYEE ELIGIBILITY VERIFICATION
23 The Contractor warrants that it fully complies with all Federal and State statutes and regulations
24 regarding the employment of aliens and others and that all its employees performing work under this
25 Contract meet the citizenship or alien status requirement set forth in Federal statues and regulations. The
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1 Contractor shall obtain, from all employees performing work hereunder, all verification and other
2 documentation of employment eligibility status required by Federal or State statutes and regulations
3 including, but not limited to, the Immigration Reform and Control Act of 1986,8 U.S.C. 31324 et seq., as
4 they currently exist and as they may be hereafter amended. The Contractor shall retain all such
5 documentation for all covered employees for the period prescribed by the law. The Contractor shall
6 indemnify, defend with counsel approved in writing by County, and hold harmless, the County, its agents,
7 officers, and employees from employer sanctions and any other liability which may be assessed against
8 the Contractor or the County or both in connection with any alleged violation of any Federal or State
9 statutes or regulations pertaining to the eligibility for employment of any persons performing work under
10 this Contract.
11 20. ASSIGNMENT
12 The terms, covenants, and conditions contained herein shall apply to and bind the heirs,
13 successors, executors, administrators, and assigns of the CONTRACTOR. No portion of this Agreement
14 shall be assigned without the express written consent of COUNTY. Any attempt by CONTRACTOR to
15 assign any portion of this Agreement without the express written consent of COUNTY shall be invalid and
16 shall constitute a breach of this contract.
17 21. SUBCONTRACTS
18 CONTRACTOR shall not subcontract for services under this Agreement without the prior written
19 consent of CONTRACT ADMINISTRATOR. If CONTRACT ADMINISTRATOR consents in writing to a
20 subcontract, in no event shall the subcontract alter, in any way, any legal responsibility of CONTRACTOR
21 to COUNTY. CONTRACT ADMINISTRATOR may refuse to pay obligations incurred under any
22 subcontract that does not comply with the terms of this Agreement. All subcontracts must be in writing and
23 copies of same shall be provided to CONTRACT ADMINISTRATOR within thirty (30) days of execution.
24 CONTRACTOR shall include in each subcontract any provision CONTRACT ADMINISTRATOR may
25 require
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1 CONTRACTOR shall ensure that all subcontracts for services and contracted staff are procured in a
2 manner consistent with Federal, State and local guidelines. Description of the intended method of
3 procurement must be included as part of the budget which is included as Exhibit "0" of this Agreement.
4 CONTRACTOR shall itemize all subcontractor and contracted staff costs in the budget so it is clear how
5 the funds will be allocated and spent by each subcontractor. By entering into this Agreement
6 CONTRACTOR agrees that it is the direct provider of services.
7 22. FISCAL ACCOUNTABILITY
8 (a) Financial ManaQement Svstem. CONTRACTOR shall establish and maintain a sound financial
9 management system, based upon generally accepted accounting principles. CONTRACTOR's system
10 shall provide fiscai control and accounting procedures that will include the following:
11 (1) Information pertaining to subgrant and contract awards, obligations, unobligated balances,
12 assets, expenditures, and income;
13 (2) Effective internal controls to safeguard assets and assure their proper use;
14 (3) A comparison of actual expenditures with budgeted amounts for each subgrant and contract;
15 (4) Source documentation to support accounting records; and
16 (5) Proper charging of costs and cost allocation.
17 (b) CONTRACTOR's Records. CONTRACTOR's records shall be sufficient to:
18 (1) Permit preparation of required reports;
19 (2) Permit the tracking of funds to a levei of expenditure adequate to establish that funds have
20 not been used in violation of the applicabie restrictions on the use of such funds; and
21 (3) Permit the tracking of program income, or profits earned, and any costs incurred (such as
22 stand-in costs) that are otherwise allowable except for funding limitations.
23 (c) Costs Charoed. Costs shall be charged to this Agreement only in accordance with the
24 following:
25 (1) the Act;
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Agreement #W7 -GJC-10
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1
(2) 20 C.F.R. Part 667; and
2
(3) State implementing legislation.
3 23. PROGRAM INCOME
4 COUNTY's maximum obligation hereunder shall be reduced by the amount of any program income
5 earned by CONTRACTOR, from sources other than COUNTY, as a result of this Agreement or the
6 services provided by CONTRACTOR pursuant to this Agreement. It shall be the responsibility of
7 CONTRACTOR to inform the COUNTY in writing of any income earned as a result of this Agreement.
8 It is mutually understood that the State or Federal agency responsible for providing the funding for
9 this Agreement may designate certain revenue of CONTRACTOR as Program Income. To be designated
10 as Program Income and, therefore, as other than a cost off-set, CONTRACTOR shall do all of the
11 following:
12 (a) Submit a plan to the CONTRACT ADMINISTRATOR for use of any and all proposed Program
13 Income;
14 (b) Set-up and maintain a separate bank account for any proposed Program Income and account
15 for any and all such income received; and
16 (c) Report to CONTRACT ADMINISTRATOR any and all Program Income received no later than
17 thirty (30) days from the date of receipt; record the amount received on internal financial records; and
18 indicate the amount received on the monthly claim submitted to CONTRACT ADMINISTRATOR.
19 CONTRACT ADMINISTRATOR shall then forward the plan for the requested use of the proposed
20 Program Income to the appropriate State and/or Federal agencies for approval.
21 CONTRACTOR shall not spend any of the proposed Program Income unless or until such time as
22 CONTRACT ADMINISTRATOR obtains authorization for the use of the Program Income from the
23 responsible State and/or Federal agency and provides CONTRACTOR with prior written approval for the
24 use of the funds.
25
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Agreement #W7 -GJC-1 0
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1 CONTRACT ADMINISTRATOR may, in its sole discretion, issue future policy statements and/or
2 instructions with respect to Program Income. CONTRACTOR shall immediately comply with such policy
3 statements and/or instructions.
4 24. PELL GRANTS1HEA TITLE IV
5 If CONTRACTOR provides any services under this Agreement to applicants for or recipients of Pell
6 Grants or awards pursuant to Title IV of the Higher Education Act, CONTRACTOR shall cooperate with
7 CONTRACT ADMINISTRATOR in coordinating these grants and awards with WIA funding in accordance
8 with 20 C.F.R. 663.320 and Section 134 (d) of the Act. CONTRACTOR shall inform CONTRACT
9 ADMINISTRATOR in writing of the amounts and disposition of any Pell Grants, Higher Education Act Title
10 IV awards and other financial aid granted to each WIA participant under this Agreement.
11 25. ANNUAL AUDIT
12 CONTRACTOR shall arrange for an independent audit to be performed by a Certified Public
13 Accountant, which shall include an audit of the WIA funds received from COUNTY, in accordance with the
14 Act and 20 C.F.R. Section 667.200. CONTRACTOR shall submit two (2) copies of each required audit
15 report to COUNTY within thirty (30) days after the date received by CONTRACTOR.
16 26. ACCESS AND RECORDS
17 (a) Access. COUNTY, the State of California and the United States Government and/or their
18 representatives, shall have access, for purposes of monitoring, auditing, and examining, to
19 CONTRACTOR's activities, books, documents and papers (including computer records and emails) and to
20 records of CONTRACTOR's subcontractors, consultants, contracted employees, bookkeepers,
21 accountants, employees and participants related to this Agreement. CONTRACTOR shall insert this
22 condition in each agreement between CONTRACTOR and a subcontractor that is pursuant to this
23 Agreement shall require the subcontractor to agree to this condition. Such agencies or representatives
24 shall have the right to make excerpts, transcripts and photocopies of such records and to schedule on site
25 monitoring at their discretion. Monitoring activities also may include, but are not limited to, questioning
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Agreement #W7-GJC-10
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1 employees and participants and entering any premises or onto any site in which any of the services or
2 activities funded hereunder are conducted or in which any of the records of CONTRACTOR are kept.
3 CONTRACTOR shall make available its books, documents, papers, financial records, etc., within three (3)
4 days after receipt of written demand by CONTRACT ADMINISTRATOR which shall be deemed received
5 upon date of sending. In the event CONTRACTOR does not make the above referenced documents
6 available within the County of Orange, California, CONTRACTOR agrees to pay all necessary and
7 reasonable expenses incurred by COUNTY, or COUNTY's designee, in conducting any audit at the
8 location where said records and books of account are maintained.
9 (b) Records Retention. All accounting records and evidence pertaining to all costs of
10 CONTRACTOR and all documents related to this Agreement shall be kept available at CONTRACTOR's
11 office or place of business for the duration of this Agreement and thereafter for four (4) years after
12 completion of an audit. Records which relate to (1) complaints, claims, administrative proceedings or
13 litigation arising out of the performance of this Agreement, or (2) costs and expenses of this Agreement to
14 which COUNTY or any other governmental agency takes exception, shall be retained beyond the four (4)
15 years until final resolution or disposition of such appeals, litigation, claims, or exceptions.
16 (c) CONTRACTOR shall pay to COUNTY the full amount of COUNTY's liability to the State or
17 Federal government or any agency thereof resulting from any disallowance or other audit exceptions to the
18 extent that such liability is attributable to CONTRACTOR's failure to perform under this Agreement.
19 27. FRAUD
20 CONTRACTOR shall immediately report all suspected or known instances and facts concerning
21 possible fraud, abuse or criminal activity under this Agreement.
22 28. MODIFICATIONS/CHANGE ORDERS
23 (a) CONTRACT ADMINISTRATOR may at any time, by written order to CONTRACTOR, make
24 changes within the general scope of this Agreement, in the definition of services and tasks to be
25 performed, the manner in which services are performed, the time and place of performance thereof and
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Agreement tNV7 -GJC.1 0
City of Santa Ana
1 additional related provisions. Such change orders may be made when necessitated by changes in the
2 Orange County One-Stop System operations or performance, the operations or performance of
3 CONTRACTOR, or changes in applicable statutes, regulations or State of California or Federal mandates
4 or directives. CONTRACTOR may submit a program or budget modification request in response to
5 change orders which significantly aiter CONTRACTOR's Statement of Work. Without further Board action,
6 CONTRACT ADMINISTRATOR may execute amendments to this Agreement modifying CONTRACTOR's
7 services in amounts that do not collectively increase or decrease by more than 10% the price of said
8 services under this Agreement when originally executed. Modifications in excess of 10% of the original
9 Agreement price, and modifications that materially alter either of the parties' obligations hereunder must be
10 approved by the COUNTY's Board of Supervisors.
11 CONTRACTOR and CONTRACT ADMINISTRATOR shall make a good faith effort to reach an
12 agreement with respect to change orders, which affect the price of services under the Agreement.
13 CONTRACTOR's protest or failure to agree to the amount of any adjustment to be made as a result of a
14 change order shall be a dispute for which an appeal may be made pursuant to Section 44 of this
15 Agreement. Notwithstanding the foregoing, the price of services under this Agreement shall not be
16 increased except by written modification of this Agreement indicating the new services and price of this
17 Agreement if applicable. Until the parties reach agreement, CONTRACTOR shall not be obligated to
18 assume increased performance under the change order beyond the limitation of funds established within
19 this Agreement.
20 (b) CONTRACTOR may request changes in the scope of performance or services under this
21 Agreement, by submitting a written request to CONTRACT ADMINISTRATOR describing the request and
22 its impact on CONTRACTOR's Proposal, Statement of Work and Budget Schedule. CONTRACT
23 ADMINISTRATOR will review the request and respond in writing within ten (10) business days. Requests
24 shall be reviewed in light of all CID program activities. CONTRACT ADMINISTRATOR's decision whether
25
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Agreement #W7 -GJC-10
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1 to approve the request or request Board of Supervisors' approval shall be final. CONTRACT
2 ADMINISTRATOR may approve a request that meets all of the following criteria:
3 (il) It does not materially change other terms of this Agreement, and
4 (iii) It is supported by adequate consideration to COUNTY.
5 Board of Supervisors' action is necessary to approve a request from CONTRACTOR that does not
6 satisfy all of the criteria listed above.
7 29. PARTICIPANTS
8 (a) Benefits. CONTRACTOR shall provide wages and benefits to individuals who participate in the
9 activities and services funded by this Agreement ("participants") in accordance with the standards and
1 0 requirements of the Act, including Section 181 of the Act.
11 (b) Labor Standards. CONTRACTOR shall adhere to the Labor Standards described in the Act,
12 including Section 181 of the Act, and all other applicable codes and regulations.
13 (c) Comolaint HandlinQ Procedures. CONTRACTOR shall comply with the "Complaint Handling
14 Procedures" under the Act, a copy of which is available from the CONTRACT ADMINISTRATOR.
15 CONTRACTOR shall advise participants of their right to file complaints under the Act and of the
16 procedures for resolution of any complaints. CONTRACTOR shall follow COUNTY's procedures for
17 handling complaints which is available from the CONTRACT ADMINISTRATOR alleging a violation of the
18 Act, regulations, grants or other agreements under the Act, and any decision of the COUNTY, the State or
19 the Federal government relating to the complaint shall be binding on and shall be followed by
20 CONTRACTOR.
21 (d) Nondiscrimination and Comoliance Provisions
22 (1) CONTRACTOR shall comply fully with the nondiscrimination and equal opportunity
23 provisions of the Act (Section 188); the Nontraditional Employment for Women Act of 1991; Title VI of the
24 Civil Rights Act of 1964, as amended; section 504 of the Rehabilitation Act of 1973, as amended; the Age
25 Discrimination Act of 1975, as amended; the Americans with Disabilities Act of 1990; Title IX of the
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Agreement #W7 -GJC-1 0
City of Santa Ana
1 Education Amendments of 1972, as amended; the Equal Opportunity provisions in Executive Order 11246,
2 as amended by Executive Order 11375 and supplemented by the requirements of 41 C,F,R. Part 60; and
3 with ail applicable requirements imposed by or pursuant to regulations or Executive Order implementing
4 those laws, including, but not limited to, 29 C.F,R Part 37, The United States, the State of California and
5 COUNTY have the right to seek judicial enforcement of this requirement.
6 (2) CONTRACTOR shall comply with the provisions of the Fair Employment and Housing Act
7 (California Government Code, Section 12900 et seq,) and the regulations promulgated thereunder
8 (California Code of Regulations, Title 2, Section 7285,0 et seq.), The applicable regulations of the Fair
9 Employment and Housing Commission implementing Government Code Section 12990 (a-f) , set forth in
10 Chapter 5 of Division 4 of Title 2 of the California Code of Regulations are incorporated into this Agreement
11 by reference and made a part hereof as if set forth in full.
12 (3) In the performance of this Agreement, CONTRACTOR and its subcontractors shall not
13 deny the Agreement's benefits to any person on the basis of race, ancestry, national origin, religion, color,
14 ethnic group identification, sex, age, mental or physical disability (including HIV and AIDS), medical
15 condition (including cancer), marital status, denial of family care leave, political affiliation or belief, nor will
16 they unlawfully discriminate, harass or allow harassment against any employee or applicant for
17 employment because of race, ancestry, national origin, religion, color, ethnic group identification, sex, age,
18 mental or physical disability (including HIV and AIDS), medical condition (including cancer), marital status,
19 deniai of family care leave, political affiliation or belief. CONTRACTOR shall insure that the evaluation and
20 treatment of employees and applicants for employment are free from such discrimination and harassment.
21 (4) CONTRACTOR will include the non-discrimination and compliance provisions of this
22 Section of the Agreement in all subcontracts to perform work under this Agreement.
23 (5) CONTRACTOR wiil give written notice of its obligations under this Section of the
24 Agreement to labor organizations with which CONTRACTOR has a coilective bargaining or other
25 agreement.
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Agreement #W7 .GJC.1 0
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1 (6) CONTRACTOR shall furnish any and all information requested by CONTRACT
2 ADMINISTRATOR and shall permit CONTRACT ADMINISTRATOR access, during business hours, to
3 books, records and accounts in order to ascertain CONTRACTOR's compliance with the above non-
4 discrimination requirements.
5 30. CONFIDENTIALITY
6 (a) Without prejudice to any other section of this Agreement, CONTRACTOR shall, where
7 applicable, maintain the confidential nature of information provided to it concerning participants in
8 accordance with the requirements of Federal and State law. However, CONTRACTOR shall submit to
9 COUNTY, the State of California and/or the United States Government or their representatives, all records
10 requested for administrative purposes, including audit, examinations, monitoring and verification of reports
11 submitted by CONTRACTOR, costs incurred and services rendered hereunder.
12 (b) CONTRACTOR shall require all of its employees, agents, subcontractors and volunteer staff
13 who may provide services to CONTRACTOR under this Agreement to sign an agreement with
14 CONTRACTOR before commencing the provision of any such services, to maintain the confidentiality of
15 any and all materials and information with which they may come into contact, or the identities or any
16 identifying characteristics or information with respect to any and all participants referred to CONTRACTOR
17 by COUNTY, except as may be required to provide services under this Agreement or to those specified in
18 this Agreement as having the capacity to audit CONTRACTOR, and as to the latter, only during such audit.
19 CONTRACTOR shall provide reports and any other information required by COUNTY in the administration
20 of this Agreement, and as otherwise permitted by law.
21 (c) CONTRACTOR agrees that any and all subcontracts entered into shall be subject to the
22 confidentiality requirements of this Agreement.
23 31. EQUIPMENT
24 All items purchased with funds provided under this Agreement or which are furnished to
25 CONTRACTOR by COUNTY which have a single unit cost of at least five thousand dollars ($5,000),
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Agreement #W7 -GJC-1 0
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1 including all taxes, shipping, handling and installation costs shali be considered Equipment. Title to ali
2 items of Equipment purchased vests and wili remain in COUNTY as such shali be designated by
3 CONTRACT ADMINISTRATOR. The use of such items of Equipment is limited to the performance of this
4 Agreement. Upon the termination of this Agreement, CONTRACTOR shali immediately return any items of
5 Equipment to COUNTY or its representatives, or dispose of them in accordance with the directions of
6 CONTRACT ADMINISTRATOR.
7 CONTRACTOR further agrees to the foliowing:
8 (a) To maintain ali items of Equiprnent in good working order and condition, except for normal
9 wear and tear.
10 (b) To label ali items of Equipment, do periodic inventories as required by CONTRACT
11 ADMINISTRATOR and to maintain an inventory list showing where and how the Equipment is being used,
12 in accordance with procedures developed by CONTRACT ADMINISTRATOR. All such lists shali be
13 submitted to CONTRACT ADMINISTRATOR within ten (10) days of the request therefore. Inventory lists
14 must be maintained for four (4) years after final disposition of property.
15 (c) To report in writing to CONTRACT ADMINISTRATOR immediately after discovery, the loss or
16 theft of any items of Equipment. For stolen items, the local law enforcement agency must be contacted
17 and a copy of the police report submitted to CONTRACT ADMINISTRATOR.
18 (d) To purchase a policy or policies of insurance covering loss or damage to any and all
19 Equipment purchased under this Agreement, in the amount of the fuli replacement value thereof, providing
20 protection against the classification of fire, extended coverage, vandalism, malicious mischief and special
21 extended perils (all risks) covering the parties' interests as they appear.
22 (e) The purchase of any Equipment by CONTRACTOR shali be requested by CONTRACTOR in
23 writing, shall require the prior written approval of CONTRACT ADMINISTRATOR, and shali fulfill the
24 provisions of this Agreement which are appropriate and directly related to CONTRACTOR's service or
25 activity under the terms of this Agreement. COUNTY may refuse reimbursement for any costs resulting
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Agreement #W7 -GJC-10
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1
from Equipment purchased, which are incurred by CONTRACTOR, if prior written approval has not been
2
obtained from CONTRACT ADMINISTRATOR.
3
(f) The purchase of computer-related and electronic equipment under $5,000, including, but not
limited to laptops, desktop computers, cell phones, PDAs, cameras, and DVD players, must be approved
4
5
by CONTRACT ADMINISTRATOR.
32. INDEMNIFICATION
6
7
CONTRACTOR agrees to indemnify, defend with counsel approved in writing by COUNTY, and hold
8
COUNTY, the State of California, and the Orange County Workforce Investment Board, their elected and
9
appointed officials, officers, employees, agents and those special districts and agencies which COUNTY's
10
Board of Supervisors acts as the governing Board ("COUNTY INDEMNITEES") harmless from any claims,
11
demands or liability of any kind or nature, including but not limited to personal injury or property damage,
12
arising from or related to the services, products or other performance provided by CONTRACTOR
13
14
pursuant to this Agreement. If judgment is entered against CONTRACTOR and COUNTY by a court of
15
competent jurisdiction because of the concurrent active negligence of COUNTY or COUNTY
16
INDEMNITEES, CONTRACTOR and COUNTY agree that liability will be apportioned as determined by the
17
court.
18 33. INSURANCE
19
(a) Prior to the provision of services under this Agreement, the CONTRACTOR agrees to purchase
20
all required insurance at CONTRACTOR's expense and to deposit with CONTRACT ADMINISTRATOR
21
Certificates of Insurance, including all endorsements required herein, necessary to satisfy COUNTY that
22
the insurance provisions of this Agreement have been complied with and to keep such insurance coverage
23
and the certificates therefore on deposit with CONTRACT ADMINISTRATOR during the entire term of this
24
Agreement. In addition, all subcontractors performing work on behalf of CONTRACTOR pursuant to this
25
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Agreement #W7 -GJC.1 0
City of Santa Ana
1 Agreement shall obtain insurance subject to the same terms and conditions as set forth herein for
2 CONTRACTOR.
3 (b) All insurance policies required by this Agreement shall declare any deductible or self-insured
4 retention (SIR) in an amount in excess of $25,000 ($5,000 for automobile liability), which shall specifically
5 be approved by the County Executive Office (CEO)/Office of Risk Management. CONTRACTOR shall be
6 responsible for reimbursement of any deductible to the insurer. Any self-insured retentions (SIRs) or
7 deductibles shall be clearly stated on the Certificate of Insurance. If the CONTRACTOR fails to maintain
8 insurance acceptable to the COUNTY for the full term of this Agreement, the COUNTY may terminate this
9 Agreement.
10 (c) If CONTRACTOR is a governmental entity, CONTRACTOR may elect to self-insure for the
11 insurance coverage required by this Agreement.
12 (d) The policy or policies of insurance required herein must be issued by an insurer licensed to do
13 business in the State of California (California Admitted Carrier). If the insurer is not licensed to do
14 business in the State of California, CEO/Office of Risk Management retains the right to approve or reject
15 the insurer after a review of the insurer's performance and financial ratings.
16 (e) The policy or policies of insurance required herein must be issued by an insurer with a minimum
17 rating of "A- (Secure Best's Rating)" and a minimum financial rating of "VIII (Financial Size Category)," as
18 determined by the most current edition of the Best's Key Rating Guide/Property-Casualty/United States or
19 by going on-line to "ambest.com."
20 (I) The policy or policies of insurance maintained by CONTRACTOR shall provide the minimum
21 limits and coverage as set forth below:
22
Coverage
Commercial General liability with
Minimum Limits
$1,000,000 combined single limit
23
Broad Form Property Damage
per occurrence
24
Endorsement and Contractual Liability
$2,000,000 Aggregate
25
Automobile Liability including all owned,
$1,000,000 combined single limit
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Agreement #W7 -GJC-10
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1
non-owned and hired vehicles
per occurrence
2
Workers' Compensation
Statutory
3
Employer's Liability
$1,000,000 per occurrence
4
Sexual Misconduct
$1,000,000 per occurrence
5 (g) All liability insurance required by this Agreement shall be at least $1,000,000 combined single
6 limit per occurrence. The minimum aggregate limit for the Commercial General Liability policy shall be
7 $2,000,000.
8 (h) The County of Orange, Orange County Workforce Investment Board, and State of California
9 shall be added as additional insureds on all insurance policies required by this Agreement with respect to
10 the services provided by CONTRACTOR under the terms of this Agreement (except Workers'
11 Compensation/Employers' Liability). An additional insured endorsement evidencing that the County of
12 Orange is an additional insured shall accompany the Certificate of Insurance.
13 (i) All insurance policies required by this Agreement shall be primary insurance, and any insurance
14 maintained by the County of Orange shall be excess and non-contributing with insurance provided by
15 these policies. An endorsement evidencing that CONTRACTOR's insurance is primary and non-
16 contributing shall specifically accompany the Certificate of Insurance for the Commercial General Liability
17 and Sexual Misconduct Insurance.
18 0} All insurance policies required by this Agreement shall give the County of Orange 30 days notice
19 in the event of cancellation. This shall be evidenced by an endorsement separate from the Certificate of
20 Insurance. In addition, the cancellation clause must include language as follows, which edits the pre-
21 printed ACORD certificate:
22 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE
23 EXPIRATION DATE THEREOF, THE ISSUING COMPANY WILL MAIL 30 DAYS WRITTEN
24 NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT.
25
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Agreement #W7 -GJC-10
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1 (k) All insurance policies required by this Agreement shall waive all rights of subrogation against the
2 County of Orange and members of the Board of Supervisors, its elected and appointed officials, officers,
3 agents and employees when acting within the scope of their empioyment or appointment.
4 (I) The Commercial General Liability policy shall contain a severability of interests clause.
5 (m) CONTRACTOR is aware of the provisions of Section 3700 of the California Labor Code which
6 requires every employer to be insured against Iiabiiity for Workers' Compensation or be self-insured in
7 accordance with provisions of that code. CONTRACTOR will comply with such provisions and shall furnish
8 COUNTY satisfactory evidence that CONTRACTOR has secured, for the period of this Agreement,
9 statutory Workers' Compensation insurance and Empioyers' Liability insurance with minimum limits of
10 $1,000,000 per occurrence.
11 (n) If CONTRACTOR fails to provide the insurance certificates and endorsements within seven (7)
12 days of notification by CEO/Risk Management or by CONTRACT ADMINISTRATOR, award may be made
13 to the next qualified proponent.
14 (0) COUNTY expressly retains the right to require CONTRACTOR to increase or decrease
15 insurance of any of the above insurance types throughout the term of this Agreement. Any increase or
16 decrease in insurance will be as deemed by CEO/Risk Management as appropriate to adequately protect
17 COUNTY.
18 (p) COUNTY shali notify CONTRACTOR in writing of changes in the insurance requirements. if
19 CONTRACTOR does not deposit copies of acceptable certificates of insurance and endorsements with
20 CONTRACT ADMINISTRATOR incorporating such changes within thirty (30) days of receipt of such
21 notice, this Agreement may be in breach without further notice to CONTRACTOR, and COUNTY shall be
22 entitled to all legal remedies.
23 (q) The procuring of such required policy or policies of insurance shall not be construed to limit
24 CONTRACTOR's liability hereunder or to fulfill the indemnification provisions and requirements of this
25 Agreement.
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Agreement #W7-GJC-10
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1 (r) The County of Orange Certificate of Insurance and the Special Endorsement for the County of
2 Orange can be utilized to verify compliance with the above-mentioned insurance requirements in place of
3 commercial insurance certificates and endorsements.
4 34. PATENT/COPYRIGHT MATERIALS/PROPRIETARY INFORMATION
5 CONTRACTOR agrees to grant the COUNTY, Federal and State governments a royalty-free,
6 nonexclusive and irrevocable license to publish, copy, translate or use, now and hereafter, all materials,
7 data, films, tapes, etc., developed under this Agreement including those covered by copyright. The
8 COUNTY, Federal, and State governments reserve the right to authorize others to use or reproduce such
9 materials. Further, the COUNTY, Federal, and State governments shall have access to any report,
10 preliminary findings or data assembled by CONTRACTOR under this Agreement and shall retain
11 ownership and patent rights to any discovery or invention under this Agreement, as provided in 29 CFR
12 97.34 and 97.36(i)(8&9).
13 35. INTELLECTUAL PROPERTY
14 (a) Federal Funding. In any Agreement funded in whole or in part by the federal government,
15 COUNTY may acquire and maintain the Intellectual Property rights, title, and ownership, which result
16 directly or indirectly from the Agreement, except as provided in 37 Code of Federal Regulations part
17 401.14. CONTRACTOR agrees to grant the COUNTY, Federal and State governments a royalty-free,
18 non-exclusive, irrevocable, paid-up license throughout the world to use, duplicate, or dispose of such
19 Intellectual Property throughout the world in any manner for governmental purposes and to have and
20 permit others to do so.
21 (b) Ownership.
22 (1) Except where COUNTY has agreed in a signed writing to accept a license, COUNTY shall
23 be and rernain, without additional compensation, the sole owner of any and all rights, title and interest in all
24 intellectual property, from the moment of creation, whether or not jointly conceived, that are made,
25
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Agreement #W7 -GJC-10
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1 conceived, derived from, or reduced to practice by CONTRACTOR or COUNTY and which result directly or
2 indirectly from this Agreement.
3 (2) For the purposes of this Agreement, Intellectual Property means recognized protectable
4 rights and interest such as: patents, (whether or not issued) copyrights, trademarks, service marks,
5 applications for any of the foregoing, inventions, trade secrets, trade dress, logos, insignia, color
6 combinations, slogans, moral rights, right of publicity, author's rights, contract and licensing rights, works,
7 mask works, industrial design rights, rights of priority, know how, design flows, methodologies, devices,
8 business processes, developments, innovations, good will, any data or information maintained, collected or
9 stored in the ordinary course of business by COUNTY, and all other legal rights protecting intangible
10 proprietary information as may exist now andlor hereafter come into existence, and all renewals and
11 extensions, regardless of whether those rights arise under the laws of the United States, or any other state,
12 country or jurisdiction.
13 (I) For the purposes of the definition of Intellectual Property, "works" means all literary works,
14 writings and printed matter including the medium by which they are recorded or reproduced, photographs,
15 art work, pictorial and graphic representations and works of a similar nature, film, motion pictures, digital
16 images, animation cells, and other audiovisual works including positives and negatives thereof, sound
17 recordings, tapes, educational materials, interactive videos, computer software and any other materials or
18 products created, produced, conceptualized and fixed in a tangible medium of expression. It, includes
19 preliminary and final products and any materials and information developed for the purposes of producing
20 those final products. "Works" does not include articles submitted to peer review or reference journals or
21 independent research projects.
22 (3) In the performance of this Agreement, CONTRACTOR may exercise and utilize certain of its
23 Intellectual Property in existence prior to the effective date of this Agreement. In addition, under this
24 Agreement, CONTRACTOR may access and utilize certain of COUNTY's Intellectual Property in existence
25 prior to the effective date of this Agreement. Except as otherwise set forth herein, CONTRACTOR shall
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Agreement #W7 -GJC-10
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1 not use any of COUNTY's Intellectual Property now existing or hereafter existing for any purposes without
2 the prior written permission of COUNTY. Except as otherwise set forth herein, neither the CONTRACTOR
3 nor COUNTY shall give any ownership interest in or rights to its Intellectual Property to the other Party. If,
4 during the term of this Agreement, CONTRACTOR accesses any third-party Intellectual Property that is
5 licensed to COUNTY, CONTRACTOR agrees to abide by all license and confidentiality restrictions
6 applicable to COUNTY in the third-party's license agreement.
7 (4) CONTRACTOR agrees to cooperate with COUNTY in estabiishing or maintaining
8 COUNTY's exclusive rights in the Intellectual Property, and in assuring COUNTY's sole rights against third
9 parties with respect to the intellectual Property. If the CONTRACTOR enters into any agreements or
10 subcontracts with other parties in order to perform this Agreement, CONTRACTOR shall require the terms
11 of the agreement(s) to include all Intellectual Property provisions of paragraphs thirty-four (34) (a) through
12 thirty-four (i). Such terms must include, but are not limited to, the subcontractor assigning and agreeing to
13 assign to COUNTY all rights, title and interest in Intellectual Property made, conceived, derived from, or
14 reduced to practice by the subcontractor, CONTRACTOR or COUNTY and which result directly or
15 indirectly from this Agreement or any subcontract.
16 (5) Pursuant to paragraph thirty-four (34) (b) (4) of the Intellectual Property Provisions of this
17 Agreement, the requirement for the CONTRACTOR to include all Intellectual Property Provisions of
18 paragraph thirty four (a) through thirty-four (I) of the Intellectual Property Provisions in all agreements and
19 subcontracts it enters into with other parties does not apply to agreements or subcontracts that are for
20 customized and on-the-job training as authorized under 20 CFR 663.700-730.
21 (6) CONTRACTOR further agrees to assist and cooperate with COUNTY in all reasonable
22 respects, and execute all documents and, subject to reasonable availability, give testimony and take all
23 further acts reasonably necessary to acquire, transfer, maintain, and enforce COUNTY's Intellectual
24 Property rights and interests.
25 (c) Retained Riahts/License Riahts.
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Agreement #W7 -GJC-10
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1 (1) Except for Intellectual Property made, conceived, derived from, or reduced to practice by
2 CONTRACTOR or COUNTY and which result directly or indirectly from this Agreement, CONTRACTOR
3 shall retain title to all of its Intellectual Property to the extent such Intellectual Property is in existence prior
4 to the effective date of this Agreement. CONTRACTOR hereby grants to COUNTY, without additional
5 compensation, a permanent, non-exclusive, royalty free, paid-up, worldwide, irrevocable, perpetual, non-
6 terminable license to use, reproduce, manufacture, sell, offer to sell, import, export, modify, publiciy and
7 privately display/perform, distribute, and dispose of CONTRACTOR's Intellectual Property with the right to
8 sublicense through multiple layers, for any purpose whatsoever, to the extent it is incorporated in the
9 Intellectual Property resulting from this Agreement, unless CONTRACTOR assigns all rights, title and
10 interest in the Intellectual Property as set forth herein,
11 (2) Nothing in this provision shall restrict, limit, or otherwise prevent CONTRACTOR from using
12 any ideas, concepts, know-how, methodology or techniques related to its performance under this
13 Agreement, provided that CONTRACTOR's use does not infringe the patent, copyright, trademark rights,
14 license or other Intellectual Property rights of COUNTY or third party, or result in a breach or default of any
15 provisions of paragraphs thirty four (a) through thirty-four (i) or result in a breach of any provisions of law
16 relating to confidentiality,
17 (d) Copvriaht.
18 (1) CONTRACTOR agrees that for purposes of copyright law, all works (as defined in
19 Ownership, paragraph thirty-four (b) (2) (i) of authorship made by or on behalf of CONTRACTOR in
20 connection with CONTRACTOR's performance of this Agreement shall be deemed "works made for hire,"
21 CONTRACTOR further agrees that the work of each person utilized by CONTRACTOR in connection with
22 the performance of this Agreement will be a "work made for hire," whether that person is an employee of
23 CONTRACTOR or that person has entered into an agreement with CONTRACTOR to perform the work,
24 CONTRACTOR shall enter into a written agreement with any such person that (i) all work performed for
25 CONTRACTOR shall be deemed a "work made for hire" under the Copyright Act and (ii) that person shall
26
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Agreement #W7 -GJC-1 0
City of Santa Ana
1 assign all right, title, and interest to COUNTY to any work product made, conceived, derived from or
2 reduced to practice by CONTRACTOR or COUNTY and which result directly or indirectly from this
3 Agreement.
4 (2) All materials, including, but not limited to, computer software, visual works or text,
5 reproduced or distributed pursuant to this Agreement that include Intellectual Property made, conceived,
6 derived from, or reduced to practice by CONTRACTOR or COUNTY and which result directly or indirectly
7 from this Agreement may not be reproduced or disseminated without prior written permission from
8 COUNTY.
9 (e) Patent Riahts. With respect to inventions made by CONTRACTOR in the performance of this
10 Agreement, which did not result from research and development specifically included in the Agreement's
11 scope of work, CONTRACTOR hereby grants to COUNTY a license as described under paragraph thirty
12 four (c) for devices or material incorporating, or made through the use of such inventions. If such
13 inventions resuit from research and development work specifically included within the Agreement's scope
14 of work, then CONTRACTOR agrees to assign to COUNTY, without additional compensation, all its right,
15 title and interest in and to such inventions and to assist COUNTY in securing United States and foreign
16 patents with respect thereto.
17 (f) Third-Partv Intellectual Property. Except as provided herein, CONTRACTOR agrees that its
18 performance of this Agreement shall not be dependent upon or include any Intellectual Property of
19 CONTRACTOR or third party without first: (i) obtaining COUNTY's prior written approval; and (ii) granting
20 to or obtaining for COUNTY's, without additional compensation, a license, as described in paragraph thirty-
21 four (c), for any of CONTRACTOR's or third-party's Intellectual Property in existence prior to the effective
22 date of this Agreement. If such a license upon these terms is unattainable, and COUNTY determines that
23 the Intellectual Property should be included in or is required for CONTRACTOR's performance of this
24 Agreement, CONTRACTOR shall obtain a license under terms acceptable to COUNTY.
25 (g) Warranties.
26
WIA Cost Reimbursement Agreement - Green Jobs Corps
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Agreement #W7-GJC-10
City of Santa Ana
1 (1) CONTRACTOR represents and warrants that:
2 (i) CONTRACTOR has secured and will secure all rights and licenses necessary for its
3 performance of this Agreement.
4 (ii) Neither CONTRACTOR's performance of this Agreement, nor the exercise by either Party
5 of the rights granted in this Agreement, nor any use, reproduction, manufacture, sale, offer to sell, import,
6 export, modification, public and private display/performance, distribution, and disposition of the Intellectual
7 Property made, conceived, derived from, or reduced to practice by CONTRACTOR or COUNTY and which
8 result directly or indirectly from this Agreement will infringe upon or violate any Intellectual Property right,
9 non-disclosure obligation, or other proprietary right or interest of any third-party or entity now existing under
10 the laws of, or hereafter existing or issued by, any state, the United States, or any foreign country. There
11 are currently no actual or threatened claims by any such third party based on an alleged violation of any
12 such right by CONTRACTOR.
13 (ili) Neither CONTRACTOR's performance nor any part of its performance will violate the right
14 of privacy of, or constitute a libel or slander against any person or entity.
15 (iv) CONTRACTOR has secured and will secure all rights and licenses necessary for
16 Intellectual Property including, but not limited to, consents, waivers or releases from all authors of music or
17 performances used, and talent (radio, television and motion picture talent), owners of any interest in and to
18 real estate, sites locations, property or props that may be used or shown.
19 (v) CONTRACTOR has not granted and shall not grant to any person or entity any right that
20 would or might derogate, encumber, or interfere with any of the rights granted to COUNTY in this
21 Agreement.
22 (vi) CONTRACTOR has appropriate systems and controls in place to ensure that state funds
23 will not be used in the performance of this Agreement for the acquisition, operation or maintenance of
24 computer software in violation of copyright laws.
25
26
WIA Cost Reimbursement Agreement - Green Jobs Corps
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Agreement #W7 -GJC-10
City of Santa Ana
1 (vii) CONTRACTOR has no knowledge of any outstanding claims, licenses or other charges,
2 liens or encumbrances of any kind or nature whatsoever that could affect in any way CONTRACTOR's
3 performance of this Agreement.
4 (2) COUNTY MAKES NO WARRANTY, THAT THE INTEllECTUAL PROPERTY RESULTING
5 FROM THIS AGREEMENT DOES NOT INFRINGE UPON ANY PATENT, TRADEMARK, COPYRIGHT
6 OR THE LIKE, NOW EXISTING OR SUBSEQUENTLY ISSUED
7 (h) Intellectual Prooertv Indemnitv.
8 (1) CONTRACTOR shall indemnify, defend and hold harmless COUNTY and its licensees and
9 assignees, and its officers, contract administrators, employees, agents, representatives, successors, and
10 users of its products, ("Indemnities") from and against all claims, actions, damages, losses, liabilities (or
11 actions or proceedings with respect to any thereof), whether or not rightful, arising from any and all actions
12 or claims by any third party or expenses related thereto (including, but not limited to, all iegal expenses,
13 court costs, and attorney's fees incurred in investigating, preparing, serving as a witness in, or defending
14 against, any such claim action, or proceeding, commenced or threatened) to which any of the Indemnities
15 may be subject, whether or not CONTRACTOR is a party to any pending or threatened litigation, which
16 arise out of or are related to (i) the incorrectness or breach of any of the representations, warranties,
17 covenants or agreements of CONTRACTOR pertaining to Intellectual Property; or (ii) any Intellectual
18 Property infringement, or any other type of actual or alleged infringement claim, arising out of COUNTY's
19 use, reproduction, manufacture, sale, offer to sell, distribution, import, export, modification, public and
20 private performance/display, license, and disposition of the Intellectual Property made, conceived, derived
21 from, or reduced to practice by CONTRACTOR or COUNTY and which result directly or indirectly from this
22 Agreement. This indemnity obligation shall apply irrespective of whether the infringement claim is based on
23 a patent, trademark or copyright registration that was issued after the effective date of this Agreement.
24 COUNTY reserves the right to participate in and/or control, at CONTRACTOR's expense, any such
25 infringement action brought against COUNTY.
26
WlA Cost Reimbursement Agreement - Green Jobs Corps
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Agreement #W7 -GJC-10
City of Santa Ana
1 (2) Should any Intellectual Properly licensed by the CONTRACTOR to COUNTY under this
2 Agreement become the subject of an Intellectual Property Infringement claim CONTRACTOR will exercise
3 its authority reasonably and in good faith to preserve COUNTY's right to use the licensed Intellectual
4 Property in accordance with this Agreement at no expense to COUNTY. COUNTY shall have the right to
5 monitor and appear through its own counsel (at CONTRACTOR's expense) in any such claim or action. In
6 the defense or settlement of the claim, CONTRACTOR may obtain the right for COUNTY to continue using
7 the licensed intellectual Property or, replace or modify the licensed Intellectual Property, so that the
8 replaced or modified Intellectual Properly becomes non-infringing provided that such replacement or
9 modification is functionally equivalent to the original licensed Intellectual Property. If such remedies are not
10 reasonably available, COUNTY may be entitled to a refund of all monies paid under this Agreement,
11 without restriction or limitation of any other rights and remedies available at law or in equity.
12 (3) CONTRACTOR agrees that damages alone would be inadequate to compensate COUNTY
13 for breach of any term of these Intellectual Properly provisions of paragraphs thirty three (a) through thirty-
14 four (i) by CONTRACTOR. CONTRACTOR acknowledges COUNTY would suffer irreparable harm in the
15 event of such breach and agrees COUNTY shall be entitled to obtain equitable relief, including without
16 limitation an injunction, from a court of competent jurisdiction, without restriction or limitation of any other
17 rights and remedies available at law or in equity.
18 (i) Survival. The provisions set forth herein shall survive any termination or expiration of this
19 Agreement or any project schedule.
20 36. CORPORATE STATUS
21 All corporate CONTRACTORS shall be registered with the California Secretary of State and shall be
22 in good standing, without suspension by the California Secretary of State, Franchise Tax Board, or Internal
23 Revenue Service. Any change in corporate status or suspension shall be reported by CONTRACTOR
24 immediately in writing to CONTRACT ADMINISTRATOR.
25 37. STANDARDS OF CONDUCT
26
WIA Cost Reimbursement Agreement ~ Green Jobs Corps
35
Agreement #W7.GJC-10
City of Santa Ana
1 (a) General Assurance. Every reasonable course of action will be taken by CONTRACTOR in order
2 to maintain the integrity of this expenditure of public funds and to avoid favoritism and questionable or
3 improper conduct. This Agreement will be administered in an impartial manner, free from efforts to gain
4 personal, financial or political gain. CONTRACTOR, its officers and employees, in administering this
5 Agreement, will avoid situations which give rise to a suggestion that any decision was influenced by
6 prejudice, bias, special interest or desire for personal gain.
7 (b) Emplovment of Former State or COUNTY Emolovees. CONTRACTOR will ensure that any of its
8 employees who were formerly employed by the State of California or the County of Orange, in a position
9 that could have enabled such individuals to impact policy regarding or implementation of programs covered
10 by this Agreement, will not be assigned to any part or phase of the activities conducted pursuant to this
11 Agreement for a period of not less than two (2) years following the termination of such employment.
12 (c) Conductina Business Involvina Relatives. No relative by blood, adoption or marriage of any
13 executive or employee of CONTRACTOR will receive favorable treatment when considered for enrollment
14 in programs provided by, or employment with, CONTRACTOR.
15 (d) Conductina Business Involvina Close Personal Friends and Associates. Executives and
16 employees of CONTRACTOR will be particularly aware of the varying degrees of influence that can be
17 exerted by personal friends and associates and, in administering this Agreement, will exercise due
18 diligence to avoid situations which give rise to an assertion that favorable treatment is being granted to
19 friends and associates.
20 (e) Avoidance of Conflict of Economic Interest. No executive or employee of CONTRACTOR,
21 elected official in the area, or voting or non-voting member of a WIB, will solicit or accept money or any
22 other consideration from a third person, for the performance of an act reimbursed in whole or part by
23 CONTRACTOR or COUNTY. Supplies, materials, equipment or services purchased with Agreement funds
24 will be used solely for purposes allowed under this Agreement. No voting member of the OCWIB will cast
25 a vote on the provision of services by that member (or any organization which that member represents) or
26
W1A Cost Reimbursement Agreement - Green Jobs Corps
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Agreement #W7 -GJC-10
City of Santa Ana
1 vote on any matter which would provide direct financial benefit to that member or any business or
2 organization which the member directly represents,
3 38. SWEA TFREE CODE OF CONDUCT
4 All CONTRACTORs contracting for the procurement or laundering of apparel, garments or
5 corresponding accessories, or the procurement of equipment, materials, or supplies, other than
6 procurement related to a public works contract, declare under penalty of perjury that no apparel, garments
7 or corresponding accessories, equipment, or supplies furnished to the sweatshop labor, forced labor,
8 convict labor, indentured labor under penal sanction, abusive forms of child labor or exploitation of children
9 in sweatshop labor, The CONTRACTOR further declares under penalty of perjury that they adhere to the
10 Sweatfree Code of Conduct as set forth on the California Department of Industrial Relations website
11 located at www,diLca,gov, and Public Contract Code Section 6108,
12 The CONTRACTOR agrees to cooperate fully in providing reasonable access to the
13 CONTRACTOR's records, documents, agents or employees, or premises if reasonably required by
14 authorized officials of the State or COUNTY, the Department of Industrial Relations, or the Department of
15 Justice to determine the CONTRACTOR's compliance with the requirements under paragraph a of the
16 Sweatfree Code of Conduct
17 39. DRUG FREE WORKPLACE
18 CONTRACTOR shall execute and abide by the Drug Free Workplace Certification attached hereto
19 as Exhibit "E" and incorporated herein by this reference,
20 40. DEBARMENT
21 CONTRACTOR shall execute and abide by the Debarment & Suspension Certification attached
22 hereto as Exhibit "F" and incorporated herein by this reference and by so doing declares that it is not
23 debarred or suspended or otherwise excluded from or ineligible for participation in Federal/State
24 assistance programs in accordance with 29 C,F.R. Part 98.
25 41. SECTARIAN ACTIVITIES
26
W1A Cost Reimbursement Agreement - Green Jobs Corps
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Agreement #W7-GJC-10
City of Santa Ana
1 CONTRACTOR agrees that this Agreement will not provide for the advancement or aid to any
2 religious sect, church or creed for a purpose that is sectarian in nature, nor will it help to support or sustain
3 any school, college, university, hospital or other institution controlled by any religious creed, church, or
4 sectarian denomination. However, in accordance with Presidential Executive Order No. 13279, issued
5 December, 2002, CONTRACTOR shall also provide and promote equal treatment to all faith-based
6 organizations in administering its federally-funded activities.
7 42. LITERATURE
8 Any literature distributed by CONTRACTOR for the purpose of apprising businesses, participants, or
9 the general public of its programs under this Agreement shall state that its programs are supported by the
10 County of Orange and the Orange County Workforce Investment Board, and shall state that the program is
11 an "equal opportunity employer/program" and that "auxiliary aids and services are available upon request
12 to individuals with disabilities."
13 43. LOBBYING
14 (a) CONTRACTOR shall execute and abide by the terms of the "Certification Regarding Lobbying,"
15 which is attached hereto as Exhibit "G" and incorporated herein by this reference. CONTRACTOR shall
16 complete and immediately forward to CONTRACT ADMINISTRATOR the "Disclosure Form to Report
17 Lobbying," a copy of which is attached hereto as Exhibit "H", incorporated herein by this reference, if
18 CONTRACTOR, or any person, firm or corporation acting on CONTRACTOR's behalf, engaged or
19 engages in lobbying any federal officer, employee, elected official or agency with respect to this Agreement
20 or the funds to be received by CONTRACTOR pursuant to this Agreement.
21 (b) CONTRACTOR agrees that the funds provided herein shall not be used to promote, directly or
22 indirectly, any political party, political candidate or political activity, except as permitted by law.
23 44. BREACH. SANCTIONS
24 If, through any cause, CONTRACTOR violates any of the terms and conditions of this Agreement, or
25 any prior Agreements whereby grant funds were received by CONTRACTOR, or if CONTRACTOR reports
26
WIA Cost Reimbursement Agreement - Green Jobs Corps
38
Agreement #W7 -GJC-1 0
City of Santa Ana
1 inaccurately, or if an audit report makes disallowances, CONTRACTOR shall promptly remedy its acts or
2 omissions and/or repay COUNTY all amounts due COUNTY as a result thereof. For any such failures or
3 violations COUNTY shall also have the right, at its sole discretion, to: (1) immediately discontinue program
4 support until such time as CONTRACTOR fulfills its obligations or remedies all violations of this Agreement
5 or prior Agreements; and/or (2) collect outstanding amounts, as determined by CONTRACT
6 ADMINISTRATOR to be due COUNTY from CONTRACTOR, by offsetting or debiting from current claims
7 or invoices, if after thirty (30) days written notice CONTRACTOR has failed to repay same or a repayment
8 schedule has not been made; and/or (3) terminate this Agreement in accordance with Section 43 herein.
9 CONTRACT ADMINISTRATOR shall give CONTRACTOR written notice of any action pursuant to this
10 paragraph, which notice shall be deemed served on the date of mailing.
11 45. DISPUTES
12 Except as otherwise provided in this Agreement, any dispute concerning any question arising after
13 the commencement of this Agreement shall be decided by CONTRACT ADMINISTRATOR. In such a
14 case, CONTRACT ADMINISTRATOR shall reduce its decision to writing and mail or otherwise furnish a
15 copy thereof to CONTRACTOR. The decision of CONTRACT ADMINISTRATOR shall be final and
16 conclusive unless within thirty (30) calendar days from the mailing or delivery of such copy, CONTRACT
17 ADMINISTRATOR receives from CONTRACTOR a written request to appeal said decision to the COUNTY
18 Board of Supervisors. Pending final decision of the appeal, CONTRACTOR shall act in accordance with
19 the written decision of CONTRACT ADMI NISTRA TOR.
20 46. TOTAL AGREEMENT
21 This Agreement, together with the attachments hereto, expresses the total understanding of the
22 parties. There are no oral understandings of the parties or terms and conditions other than as are stated
23 herein. CONTRACTOR acknowledges that it has read and agrees to all terms and conditions included in
24 this Agreement.
25 47. CHILD SUPPORT ENFORCEMENT
26
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Agreement #W7 -GJC-10
City of Santa Ana
1 In order to comply with child support enforcement requirements of the County of Orange,
2 CONTRACTOR shall execute and abide by the "Child Support Enforcement Provision" (for profit only
3 providers) attached hereto as Exhibit "I" and incorporated herein by this reference within thirty (30) days of
4 award of contract.
5 Failure of CONTRACTOR to timely submit the data and/or certifications required above or to comply
6 with all federal and state reporting requirements for child support enforcement or to comply with all lawfully
7 served Wage and Earnings Assignment Orders and Notices of Assignment shall constitute a material
8 breach of this Agreement. Failure to cure such breach within sixty (60) days of notice from COUNTY shall
9 constitute grounds for termination of this Agreement.
10 48. EDD INDEPENDENT CONTRACTOR REPORTING REQUIREMENTS
11 CONTRACTOR shall execute and abide by the "EDD Independent Contractor Reporting
12 Requirements Certification" attached hereto as Exhibit "J" and incorporated herein by this reference.
13 49. NOTICES
14 All notices, reports and correspondence between the parties hereto respecting this Agreement shall
15 be in writing and deposited in the United States Mail, postage prepaid, addressed as follows:
16
COUNTY:
OC Community Resources
17
OC Community Services / Community Investment Division
18
1300 South Grand Avenue
19
Building "B"
20
Santa Ana, California 92705
21
CONTRACTOR:
City of Santa Ana / Santa Ana Workforce Investment Board
22
1 000 East Santa Ana Blvd, #200
23
Santa Ana, CA 92701
24 50. GOVERNING LAW AND VENUE
25
26
WIA Cost Reimbursement Agreement - Green Jobs Corps
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Agreement #W7-GJC-10
City of Santa Ana
1 This Agreement has been negotiated and executed in the state of California and shall be governed
2 by and construed under the laws of the state of California. In the event of any legal action to enforce or
3 interpret this Agreement, the sole and exclusive venue shall be a court of competent jurisdiction located in
4 Orange County, California, and the parties hereto agree to and do hereby submit to the jurisdiction of such
5 court, notwithstanding Code of Civil Procedure Section 394. Furthermore, the parties specifically agree to
6 waive any and all rights to request that an action be transferred for trial to another County.
7 51. WAIVER
8 No delay or omission by either party hereto to exercise any right or power accruing upon any
9 noncompliance or default by the other party with respect to any of the terms of this Agreement shall impair
10 any such right or power or be construed to be a waiver thereof. A waiver by either of the parties hereto of
11 any of the covenants, conditions, or agreements to be performed by the other shall not be construed to be
12 a waiver of any succeeding breach thereof or of any other covenant, condition or agreement herein
13 contained.
14 52. PUBLICITY
15 Information and solicitations, prepared and released by CONTRACTOR, concerning the services
16 provided under this Agreement, shall state that the program, wholly or in part, is funded by the County of
17 Orange and the Orange County Workforce Investment Board.
18 53. CALENDAR DAYS
19 Any reference to the word "day" or "days" herein shall mean calendar day or calendar days,
20 respectively, unless otherwise expressly provided.
21
II
22
II
23
24
25
26
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41
Agreement #W7.GJC-10
City of Santa Ana
IN WITNESS WHEREOF, the parties hereto certify that they have read and understand all the
terms and conditions contained herein and have duly authorized and caused this Agreement to be
executed as of the date stated below written.
"COUNTY OF ORANGE a political
Subdivision of the State of California"
Dated:
By:
Steve Franks
Director, OC Community Resources
CITY OF SANTA ANA
SEE ATTACHED
Dated:
By:
Title:
Dated:
By:
Title:
'[Authorized signatures for corporations. Requirement of two signatures as follows: (1) One signature by the
Chairman of the Board, the President or any Vice President, and (2) one signature by the Secretary, any Assistant
Secretary, the Chief Financial Officer or an Assistant Treasurer. For contractors that are not corporations, a person
who has the authority to bind the contractor to a contract.]
WIA Cost Reimbursement Agreement - Green Jobs Corps
42
Agreement #W7 -GJC-1 0
City of Santa Ana
WIA YOUTH COST REIMBURSEMENT AGREEMENT
IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and
year first above written.
ATTEST:
CITY OF SANTA ANA
a municipal corporation of the
State of California
{)JtJ2~
David N. Ream
City Manager
~~..c~
-W Maria D. Huiiar
Clerk of the Council
APPROVED AS TO FORM:
Joseph W. Fletcher
City Attorney
(~A'~ (. ~
BY: Lisa E. Storck
Assistant City Attorney
Agreement #'1>17 -GJC-10
City of Santa Ana
EXHIBIT A
TO WIA COST REIMBURSEMENT AGREEMENT
GREEN JOBS CORPS
AUGUST 1, 2009-MARCH 31, 2011
GENERAL PROGRAM REQUIREMENTS
I. PURPOSE
The Employment Development Department (EDD) and CaliforniaVolunteers in
coordination with the California Workforce Investment Board (State Board), and
the Labor and Workforce Development Agency (LWDA) awarded American
Recovery and Reinvestment Act (ARRA) funds to the County of Orange to
develop and implement the Orange County Green Job Corps Project (OCGJC).
The OCGJC will target at-risk young people between the ages of 16 and 24 to
develop job skills for the emerging green economy. The program will train at-risk
youth for technical, construction and other skilled jobs in eco-friendly industries
that are expected to help fuel economic recovery. Green Jobs Corps participants
will be expected to continue their education and contribute to their communities
through community service activities while receiving job training and assistance
with job placement.
II. OCGJC PROGRAM ELIGIBILITY
A. The OCGJC Program is for youth and young adults ages 16 to 24 who are
at-risk and disconnected from the workforce.
1. Youth ages 16 through 18 must be low income as defined in the
WIA Eligibility Technical Assistance Guide referenced in Directive
WIAD04-18.
2. In accordance with the WIA 15 Percent Project Requirements,
WIAD02-14, youth ages 19 through 24 will not need to meet the low
income requirements.
3. All at-risk youth must meet one or more of the following criteria:
a. Out-of-School youth
b. Foster youth
c. Youth offender
d. Youth with a disability
e. Migrant and seasonal farm worker youth
f. Youth of incarcerated parents
g. Native American and Indian youth
h. Requires additional assistance to complete an educational
program or to secure and hold employment
4. Special emphasis will be placed on adjudicated youth identified by
the Orange County Probation Department and foster youth
(particularly those transitioning to emancipation), who are served by
the County's Social Services Agency.
WIA Cost Reimbursement Agreement- Green Jobs Corps
Exhibit A
Page 1018
Agreement #W7-GJC-1 0
City of Santa Ana
EXHIBIT A
TO WIA COST REIMBURSEMENT AGREEMENT
GREEN JOBS CORPS
AUGUST 1, 2009-MARCH 31, 2011
GENERAL PROGRAM REQUIREMENTS
III. PROGRAM DESIGN AND REQUIREMENTS
The Project seeks to empower youth to explore and train for a variety of green
career options in eco-friendly industries, while they continue their education and
contribute to the greening of their communities. Project services will include:
A. Recruitment, Intake, Service Planning and Case Management:
CONTRACTOR is responsible for all up-front services including outreach,
eligibility determination/intake, orientation (including promotion of Green
Corps branding), basic skills assessment, individual service planning, and
case management.
B. Pre-Vocational/Green Basics Training: This component will include job
readiness/work maturity and life skills training to provide corps members
with skills necessary to secure and retain employment. Also included are
civic responsibility and environmental stewardships training.
C. Academic and Basic Skills Enhancement: Remediation to increase
literacy and numeracy skills will be offered by all of the project's public
education partners. In addition, Campfire USA will offer Money Smart
training, homework clubs, and College Bound workshops for in-school
youth. Urban Strategies will provide its successful family strengthening
training as an optional service for corps members.
D. Community Service Activities: The project incorporates a broad range
of community service activities in which corps members will participate.
These include both one-time service projects and integrated community
service projects are interwoven throughout the program design and occur
over the course of corps members' participation. Community service
activities planned for in-school youth total 20 hours (over 9 months), and
108 hours (over 16 months) for out of school youth. Following are
examples of both types of activities:
1. One-Time Service Projects: Coastal/inter-coastal litter removal
day; community gardening; creek restoration; e-waste collection;
recycling drive; native plant restoration; and building retrofitting
events.
2. Integrated Community Service Projects: Presentations at
community events about conservation, restoration and energy
efficiency; zero waste presentations to schools, community groups,
chambers of commerce, and City Councils; conducting zero waste
audits of small businesses and developing/providing
recommendation reports; and working on projects related to green
WIA Cost Reimbursement Agreement - Green Jobs Corps
Exhibit A
Page 2 of 8
Agreement #W7 -GJC-1 0
City of Santa Ana
EXHIBIT A
TO WIA COST REIMBURSEMENT AGREEMENT
GREEN JOBS CORPS
AUGUST 1, 2009-MARCH 31, 2011
GENERAL PROGRAM REQUIREMENTS
job skills training (e.g. a home building/restoration project using
green building practices). Vital Link will be responsible for
coordinating, overseeing, and tracking all community service
activities, including recording participation of each corps member in
scheduled activities.
E. Green Skills Training: Skills training for green occupations is the
centerpiece of the project. Training is targeted to six industries, which in
whole or part, offer eco-friendly employment opportunities; construction,
manufacturing, utilities, landscaping, automotive and waste management.
IV. PERFORMANCE ACCOUNTABILITY MEASURES
In addition to the Common Measures, GJC performance measures include:
A. Completed Civic Responsibility Education and Completed Environmental
Stewardship Education: These achievements will be measured through
sign-in sheets/other attendance records and copies of certificates of
achievement.
S. Participation in Community Service: All hours will be recorded and tracked
by Vital Link DC staff, whose signatures, along with those of participants,
will attest to corps service hours completed.
C. Placement in Employment, Education or Training: The goals for entry into
a career technical training program and post-secondary education
program will be measured through enrollment and attendance records
and, as applicable, attainment of certificates/credentials. The goals for
entry into unsubsidized employment, apprenticeship program and
customized employer-based training will be measured through employer
records, timesheets, evaluations and base-wage files.
D. Attainment of Recognized Certificate/Diploma/Degree: The goals for high
school diploma/GED attainment will be measured through academic
transcripts, academic advising forms, and copies of diploma/GED.
Completion of industry-identified soft skills programs will be measured
through attendance records and copies of certificates of achievement.
E. Literacy/Numeracy Gains: For out-of-school youth who are basic skills
deficient, attainment of prescribed increases in literary and numeracy
proficiency will be measured through pre- and post-assessments.
F. Retained or Returned to Secondary School (for at least two semesters):
This goal will be measured through academic transcripts and/or
appropriate academic advising forms.
WIA Cost Reimbursement Agreement - Green Jobs Corps
Exhibit A
Page 3 of 8
Agreement #W7 -GJC-10
City of Santa Ana
EXHIBIT A
TO WIA COST REIMBURSEMENT AGREEMENT
GREEN JOBS CORPS
AUGUST 1, 2009-MARCH 31, 2011
GENERAL PROGRAM REQUIREMENTS
V. PERFORMANCE STANDARDS
A. Contractor shall meet or exceed required federal, State and local
standards, measurements and outcomes of all funding streams included in
this Agreement and subsequent updates. Failure to meet performance
levels may be grounds for funding de-obligation.
B. Contractor shall adhere to WIA Customer Satisfaction Policy for
Participants and Employers per OCWlB Information Notices No. 04-
OCWDA-22, OCWDA-04-16 and any subsequent updates.
C. Contractor shall ensure that participant activities remain uninterrupted in
accordance with service delivery requirements of TEGL 17-05, and any
subsequent updates.
VI. SYSTEM SECURITY AND CONFIDENTIALITY
Contractor agrees to the following:
A. That all applications and individual records related to services provided
under this Agreement, including eligibility for services, enrollment, and
referral, shall be confidential and shall not be open to examination for any
purpose not directly connected with the delivery of such services.
B. That the sharing of individual and client information necessary for
provision of services under this Agreement, Le.: assessment; universal
intake; program or training referral; job developmen"t, placement or follow-
up activities; and other services as needed for employment or program
support purposes, constitutes a valid use of such information.
C. That no person or employee shall otherwise publish or disclose, use, or
permit, cause to be published, disclosed or used, any confidential
information pertaining to applicants, participants, or customers overall.
D. That files are kept in a secure location on site and should not be removed
for any reason unless authorized by OCWIS Contract Administrator.
E. To abide by the current confidentiality provisions of respective statutes
and share information necessary for the administration of programs
operated through the OCWIB.
F. To abide by EDD Information Bulletin #WIAB02-78 Identity Theft.
VII. NON-DISCRIMINATION AND GRIEVANCE PROCEDURES
A. In the event individuals accessing the program file a program grievance or
discrimination complaint, the process for filing grievances shall be
determined by the services the individual received and the matter about
which the grievance is filed. Contractor agrees to process and resolve
WIA Cost Reimbursement Agreement - Green Jobs Corps
Exhibit A
Page 4 of 8
Agreement #W7 -GJC-1 0
City of Santa Ana
EXHIBIT A
TO WIA COST REIMBURSEMENT AGREEMENT
GREEN JOBS CORPS
AUGUST 1, 2009-MARCH 31, 2011
GENERAL PROGRAM REQUIREMENTS
grievances regarding their own programs. Individuals, who seek to file a
grievance with respect to services funded under this Agreement about
program service, or file a grievance against the Contractor, shall be
subject to the WIA grievance procedures of the funding source.
B. Contractor shall keep a current copy of their non-discrimination and
grievance policy and procedure on file at the OCWIB Office at all times.
C. Contractor shall adhere to OCWIB Information Notices 06-0CWDA-05
and 08-0CWDA-17, any subsequent updates.
VIII. OPERATIONS
A. Contractor shall be responsible to train all staff assigned to the OCGJC
Project including subcontractor(s), if any and partner agency personnel, in
all program rules, regulations, policies and procedures including but not
limited to eligibility, case management, JTA, MIS, targeted recruitment and
completion of required forms and reports.
B. Contractor shall be responsible to keep current on and implement all EDD
Directives and Bulletins, U.S. DOL Training and Employment Guidance
Letters (TEGLs), Information Notices (TEINs), Technical Assistance
Guides (TAGs), and OCWIB Policies and Procedures.
C. Contractor shall establish operating agreements with OCWIB One Stop
Centers and Business Service Centers in Contractor's area of service to
establish a direct link with business as a customer as well as a source for
jobs leading to meaningful employment. The U.S. DOL ETA's New
Strategic Vision for the Delivery of Youth Services Under WIA as issued in
TEGL 3-04 recommends that youth programs focus on meeting the
demands of business, especially in high-growth industries and
occupations.
D. Service and System Operating Costs - Contractor shall establish and
maintain a budget consistent with the requirements and policy of the
OCWIB and WIA.
E. Internal Monitoring - Contractor shall conduct internal monitoring of all
programs funded under this Agreement at least on a bi-monthly basis to
ensure compliance with legislation, regulations, bulletins, directives and
local policies and procedures. Internal monitoring procedures must be in
writing. Results of the bi-monthly internal monitoring and corrective action
taken as a result of the internal monitoring must be in writing and must be
available to OeWIB staff, upon request. Internal monitoring will include,
but is not limited to the following:
W1A Cost Reimbursement Agreement - Green Jobs Corps
Exhibit A
Page 5 of 8
Agreement #W7 -GJC-10
City of Santa Ana
EXHIBIT A
TO WIA COST REIMBURSEMENT AGREEMENT
GREEN JOBS CORPS
AUGUST 1, 2009-MARCH 31, 2011
GENERAL PROGRAM REQUIREMENTS
1. Review of all files to determine that eligibility criteria have been met
and supporting documents have been secured.
2. Random file review for ISP updates; case note documentation;
attendance verification; placement verification; supportive service
documentation and delivery; post placement follow-up, and post-
exit services.
3. Verification of participant's attendance and employment
information.
4. Verification of proper documentation for performance outcomes,
including, but not limited to pre- and post- testing for
literacy/numeracy, credentials, employment verification,
supplemental data, and gaps in service delivery.
F. Data Collection, MIS and Reporting
1. Contractor agrees that data, necessary to meet service and
reporting requirements implied by the terms and conditions of this
Agreement, shall be collected in accordance with federal, State and
OCWIB policy mandates, including but not limited to State Bulletin
WIA B04-43, TEGL 3-03 Change 1, and/or any subsequent
updates.
2. Contractor shall adhere to MIS reporting requirements outlined in
Information Notice No. 06-0CWDA-04 and/or any subsequent
updates, including program year-end reporting timelines.
3. Contractor shall be responsible to manage and track participant
progress and outcomes in order to ensure meeting all OCWIB
performance standards. CONTRACTOR is responsible to access
Crystal reports at htto:/Icsa-intra/sodcrlweb files/index.htm
IX. DELlVERABLES
A. Contractor shall adhere to the OCGJC approved budget as delineated in
EXHIBIT D of this Agreement.
B. CONTRACTOR shall maintain a database of employers that provide
OJT/WEX and other training-related services under this project.
C. CONTRACTOR shall submit a monthly report with each invoice. The
report shall follow the format designed by OCWIB.
D. Contractor shall adhere to OCWIB's invoice procedures outlined in
Information Notice 02-0CWDA-64 and any subsequent updates. At the
beginning of each fiscal year and with any subsequent funding increase or
decrease, Contractor will be required to submit a list of personnel, their job
WIA Cost Reimbursement Agreement - Green Jobs Corps
Exhibit A
Page 6 of 8
Agreement #W7-GJC-10
City of Santa Ana
EXHIBIT A
TO WIA COST REIMBURSEMENT AGREEMENT
GREEN JOBS CORPS
AUGUST 1, 2009-MARCH 31, 2011
GENERAL PROGRAM REQUIREMENTS
description, salary and the full time equivalent percentage of their time that
will be allocated for each funding stream. Contractor shall provide the
personnel and actual percentage of their time as supporting
documentation to each invoice. Contractor shall submit two originally
signed copies of the monthly invoice, personnel breakdown, and
operational costs breakdown by the 20th day of each month for the
previous month's expenditures to the OCWIB's Contract administrator.
Contractor shall answer any questions regarding invoices. Invoices with
incorrect or disallowed costs will be returned to Contractor with an
explanation.
E. CONTRACTOR shall submit an in-kind tracking form with each monthly
invoice.
F. In case the Contractor has a need to adjust budget line items (without
increasing their total OCGJC allocation), Contractor shall complete all
budget modification forms necessary for processing request and shall
attain written approval from the designated OCWIB Workforce
Development Analyst before making any changes to or invoicing
differently from the budget in EXHIBIT D under this Agreement.
Decreases in direct client service line items (participant wages,
miscellaneous client fees, and/or student supplies) will not be accepted
after the end of the second quarter. No budget modifications will be
processed after April 30.
G. Contractor shall respond to monitoring reports by the date indicated in the
report. Contractor agrees to submit all required information on time in
order to alleviate outstanding program/monitoring items, observations,
concerns and findings.
H. With the exception of information required to complete State MIS reporting
requirements, if Contractor knows they will be unable to comply with
required due dates for standard information requested by WIA, the
Contractor must submit a letter to the appropriate party self-documenting
their inability to comply.
X. CONTINUOUS SYSTEM IMPROVEMENT
A. Contractor shall implement a procedure for continuous system
improvement in all aspects of service delivery in accordance with the
OCWIB. This may include, but not be limited to: staff training and cross-
training; participant and employer customer satisfaction; employer
W1A Cost Reimbursement Agreement - Green Jobs Corps
Exhibit A
Page 7 of 8
Agreement #W7 -GJC-10
City of Santa Ana
EXHIBIT A
TO WIA COST REIMBURSEMENT AGREEMENT
GREEN JOBS CORPS
AUGUST 1, 2009-MARCH 31, 2011
GENERAL PROGRAM REQUIREMENTS
outreach; marketing; system-wide policies and procedures; performance
management, and any other best practices as identified by the OCWIB.
B. Continuous Quality Improvement shall be facilitated internally by the
Contractor through constant review of and compliance with policies and
procedures, heightened sensitivity to the needs of customers, and
increased level of knowledge and services.
C. Contractor shall attend all OCWIB sponsored training(s) relevant to
OCGJC Programmatic and regulatory issues, as well as all youth
performance
WIA Cost Reimbursement Agreement - Green Jobs Corps
Exhibit A
Page 8 of 8
Agreement #W7 -GJC-10
City of Santa Ana
EXHIBIT B
TO WIA COST REIMBURSEMENT AGREEMENT
GREEN JOB CORPS
AUGUST 1, 2009-MARCH 31, 2011
STATEMENT OF WORK
I. PURPOSE
The OCGJC program will train at-risk youth for technical, construction and other
skilled jobs in eco-friendly industries that are expected to help fuel economic
recovery. Green Jobs Corps recruits will be expected to continue their education
and contribute to their communities through community service activities while
receiving job training and assistance with job placement.
II. YOUTH TO BE SERVED
A. CONTRACTOR shall enroll 28 at-risk and disconnected youth between
the ages of 16 and 24 as follows:
a. 4 in-school youth between the ages of 16-18 (WIA low-
income eligibility required).
b. 19 out-of-school youth between the ages of 19-21 (W1A low-
income eligibility NOT required).
c. 5 out-of-school youth between the ages of 22-24 (WIA low-
income eligibility NOT required).
d. All All at-risk youth must meet one or more of the following
criteria:
(1) Out-of-School youth
(2) Foster youth
(3) Youth offender
(4) Youth with a disability
(5) Migrant and seasonal farm worker youth
(6) Youth of incarcerated parents
(7) Native American and Indian youth
(8) Requires additional assistance to complete an
educational program or to secure and hold
employment
e. Special emphasis will be placed on adjudicated youth
identified by the Orange County Probation Department and
foster youth (particularly those transitioning to
emancipation), who are served by the County's Social
Services Agency.
III. SERVICES TO BE PROVIDED
A. CONTRACTOR shall prOVide the following services to youth and young
adults ages 16 to 24 as part of the Green Jobs Corps (GJC) project:
B. Outreach & Recruitment. CONTRACTOR shall submit an outreach and
recruitment plan to OCWIS by October 1, 2009. The outreach and
WIA Cost Reimbursement Agreement - Green Jobs Corps
Exhibit B
Page1of8
Agreement #W7 -GJC-10
City of Santa Ana
EXHIBIT B
TO WIA COST REIMBURSEMENT AGREEMENT
GREEN JOB CORPS
AUGUST 1, 2009-MARCH 31, 2011
STATEMENT OF WORK
recruitment plan shall identify specific organizations, including but not
limited to community agencies, secondary and alternative schools, and
post-secondary schools. The outreach and recruitment plan shall include
marketing methods.
C. Eligibility Determination. WIA is not an entitlement program, and selection
for a participant's participation in the program is a decision based on an
assessment of the participant's needs, interests, abilities, motivation, their
prospects for successfully completing the program, and available funding
levels. CONTRACTOR shall ensure that each participant meets the
eligibility requirements as delineated in Exhibit A, General Program
Requirements.
D. WIA Registration. Registration involves certifying and documenting the
eligibility of the individuals to be served, in accordance with federal, 8tate
and local policies and procedures.
E. Objective Assessments. The Objective Assessment shall include an
evaluation of academic and employability skill levels, interests, values,
aptitudes, abilities, and educational and employment history.
1. CONTRACTOR shall use approved instruments to assess basic
skills, including Comprehensive Adult Student Assessment
Instrument (CASAS), Test of Adult Basic Education (TABE), and
the Adult Basic Learning Exam (ABLE).
2. CONTRACTOR shall submit a listing of the assessment tools and
instruments to OCWIB by October 1, 2009.
F. Remediation of basic skills and literacy/numeracy gains, and referral to
Campfire USA-OC for participation in their "homework club", as
appropriate.
G. CONTRACTOR shall use the Individual 8ervice Strategy (IS8) developed
for the GJC Project.
1. CONTRACTOR shall work collaboratively with the participants to
develop basic skills, educational, and career goals.
2. The ISS shall record barriers, plan for education and career
achievement, program services, literacy and numeracy gains,
supportive services, On-The-Job Training (OJT)/Work Experience
(WEX), and incentives.
3. Each participant must have an 18S.
H. Case Management I File maintenance and Documentation
1. A case file shall be maintained for every registered participant. At a
minimum, the case file will include information and documentation
of each ofthe following:
WIA Cost Reimbursement Agreement - Green Jobs Corps
Exhibit B
Page 2 of 8
Agreement #W7-GJC-10
City of Santa Ana
EXHIBIT B
TO WIA COST REIMBURSEMENT AGREEMENT
GREEN JOB CORPS
AUGUST 1, 2009-MARCH 31, 2011
STATEMENT OF WORK
2. Program eligibility/determination of need;
3. WIA MIS forms, including source documents for validation;
4. Initial and Comprehensive Assessments;
5. ISP, including all updates of services provided and completed;
6. Progress reports, time and attendance if receiving WIA and non-
WIA funded training (including short-term pre-vocational training);
7. Counseling notes printed from the computer
8. All components of the data validation tool referenced in DOL TEGL
9-06, and any subsequent updates.
I. Supportive Services. CONTRACTOR shall coordinate and manage the
provision of supportive services to WIA registrants in accordance with
OCWIB Information Notice No. 04-0CWDA-15. Supportive services shall
include, but are not limited to transportation, clothing, childcare and other
costs that may be a barrier to an individual's job search, training or
placement. Supportive services shall only be issued after a need has been
identified and when no other funding is available to pay for such services.
The CONTRACTOR is responsible for managing the provision of
supportive services in as cost efficient manner as possible to ensure fair
distribution and non-duplication of resources and services.
CONTRACTOR shall develop an internal approval process and ensure
compliance with OCWIB Information Notice No. 04-0CWDA-15,
Supportive Service Policy and Procedures, and any subsequent updates.
J. Coordinate with Vital Link for the completion of the Kuder Career and
Education Planning, Interest, Skills and Work Values Assessment.
K. Pre-Vocational Skills/Green Basic Training which will be integrated into
the Civic Responsibility and Environmental Stewardship components.
L. Civic Responsibility
1. Coordinate with Vital Link the educational workshop. All Green Job
Corps members must complete the 6 hour workshop.
2. Coordinate with Vital Link a field trip to a government meeting
combined with a research project on environmental issues and
recommendations being dealt with by local government. All Green
Job Corps members must participate at minimum, for 4 hours.
3. Coordinate with Vital Link for the completion of Civic Responsibility
demonstration project in which Green Job Corps members will
develop content to populate OCGJC website with information to
include the purpose of the Green Jobs Green Job Corps,
community service activities and accomplishments, and green skills
Exhibit B
WIA Cost Reimbursement Agreement - Green Jobs Corps
Page 3 018
Agreement #W7-GJC-10
City of Santa Ana
EXHIBIT B
TO WIA COST REIMBURSEMENT AGREEMENT
GREEN JOB CORPS
AUGUST 1, 2009-MARCH 31, 2011
STATEMENT OF WORK
training programs. All Green Job Corps members must participate
in the project (estimated 15 hours total to complete project).
M. Environmental Stewardships Education. All youth are required to
participate in the Environmental Stewardship component. CONTRACTOR
shall:
1. Coordinate with Earth Resource Foundation (ERF) and Vital Link
for the completion of the two 4 hour training sessions. All Green
Job Corps members must complete the workshop.
2. Coordinate with ERF and Vital Link for field trip to local businesses,
habitats, water conservation project, recycling center, etc. All
Green Job Corps members must attend the field trip (one 4 hour
session).
3. Coordinate with ERF and Vital Link for the attendance at the Green
Career Day workshop (on 8 hour session).
N. Community Service Projects
1. CONTRACTOR shall coordinate with Vital Link for age-appropriate
and individual interest activities that are one-time projects and
integrated community service projects.
2. Coordinate the scheduling of community service projects to ensure
there is not a time/schedule conflict for the Green Job Corps
members who are in-school or in training.
3. In-School Youth must complete 20 hours of Community Service
activities over a 9 month period.
4. Out-of-School Youth must complete 100 hours of Community
Service activities over a 16 month period.
O. Coordinate with "green" businesses for On-The-Job Training (OJT)
opportunities leading to unsubsidized employment. The boilerplate and
contract used for OJTs must be approved by OCWIB.
P. Coordinate with "green" businesses for paid Work Experience (WEX).
Q. Coordinate with OC Conservation Green Job Corps for Green Job Corps
members to complete paid WEX that also need to complete their high
school diploma.
R. Enrollment in Green Skills Training Programs at Taller San Jose,
Coastline Community College, Fullerton College, Golden West Community
College, Saddleback Community College or Central County ROP.
S. Coordinate with Campfire USA-OC for workshops for "College-Bound" and
"Money Smart" program.
T. Job Placement
WIA Cost Reimbursement Agreement - Green Jobs Corps
Exhibit B
Page 4 of 8
Agreement #W7 .GJC-1 0
City of Santa Ana
EXHIBIT B
TO WIA COST REIMBURSEMENT AGREEMENT
GREEN JOB CORPS
AUGUST 1, 2009-MARCH 31, 2011
STATEMENT OF WORK
U. Incentives. CONTRACTOR may implement an incentive plan for youth
participants enrolled in WIA funded programs, in accordance with OCWIB
Information Notice 05-0CWDA-03. CONTRACTOR shall submit their
incentive plan to OCWIB for approval.
1. Incentive details must be specified in the participant's WIA
Incentive Log, including how much was expended, the funding
source used and the participant's acknowledgement of receipt.
2. All incentive payments must be relevant to the results of the
objective assessment of each participant's Individual Service Plan
(ISP).
3. Participant records (ISP/case notes/Incentive Log) and financial
records pertaining to incentive payments must be documented.
V. Post Exit Follow-Up Services. Post Exit Follow-Up and Retention Services
are required for four (4) quarters after exit.
IV. SERVICE DELIVERY
A. Hours of Operation
1. Hours of operation shall be, at a minimum, from 8:00 am to 5:00 pm
Monday through Friday. The OCWIB reserves the right to mandate
hours of operation that will most effectively serve the needs of its
participants. The CONTRACTOR must ensure that arrangements
are made to keep service delivery available throughout the holiday
seasons with limited closings for major holidays. To the extent
possible, CONTRACTOR shall coordinate schedules and eliminate
overtime hours.
2. CONTRACTOR shall adhere to the County of Orange Holiday
Schedule and shall not close during school Winter Break and
Spring Break.
B. Printed Material
1. Printed material and other information must be provided, at
minimum in English and Spanish.
C. Notice and Communication Requirements:
1. Where materials indicate that the CONTRACTOR may be reached
by telephone, the telephone number of any TDD/TTY or relay
service used by the CONTRACTOR must be indicated. If the
CONTRACTOR does not have a TDD/TTY, the California Relay
Service (CRS) (1-800/735-2922) is an alternative. [29CFR Part
37; WIAD01-21]
WIA Cost Reimbursement Agreement - Green Jobs Corps
Exhibit B
Page 5 of 8
Agreement #W7 -GJC-1 0
City of Santa Ana
EXHIBIT B
TO WIA COST REIMBURSEMENT AGREEMENT
GREEN JOB CORPS
AUGUST 1, 2009-MARCH 31,2011
STATEMENT OF WORK
2. For information and services accessed electronically,
CONTRACTOR shall establish a procedure which assures that the
notice requirements of Title 29 CFR Part 37 are met. [29 CFR Part
37; WSD07-06)]
3. Distributed publications, broadcasts, and other communications,
which promote WIA programs or activities, must include the
following tagline:
'This WIA Title I financially assisted program or activity is an equal
opportunity employer/program. Auxiliary aids and services are
available upon request to individuals with disabilities'. [29 CFR
Part 37; WSD07-06]
4. CONTRACTOR must provide reasonable accommodations to
participants in need of special assistance to attend meetings,
workshops, seminars, job fairs, etc. sponsored by or offered by the
CONTRACTOR. CONTRACTOR must include the following tagline
on all flyers, notices and other communication promoting,
advertising and lor informing the public of meetings, workshops,
seminars, job fairs, etc. sponsored by or offered by the
CONTRACTOR:
'If you need special assistance to participate in this
(meeting, workshop, etc.), call or the TOO at
. Please call 48 hours in advance to allow the
(Youth Center) to make reasonable arrangements to
ensure accessibility to this (meeting, workshop ete.) [28
CFR 35.102-35.104 American Disabilities Act Title II]
5. CONTRACTOR shall submit written publications to OCWIS for
approval prior to distribution.
V. PERFORMANCE
A. Performance Measures:
1. The CONTRACTOR agrees to meet or exceed required federal,
state and local standards. measurements and outcomes included in
this Agreement. At a minimum, CONTRACTOR shall meet all
performance outlined in Exhibit C. CONTRACTOR's performance
WIA Cost Reimbursement Agreement - Green Jobs Corps
Exhibit B
Page 6 of 8
Agreement #W7-GJC-10
City of Santa Ana
EXHIBIT B
TO WIA COST REIMBURSEMENT AGREEMENT
GREEN JOB CORPS
AUGUST 1, 2009-MARCH 31,2011
STATEMENT OF WORK
statistics shall be evaluated and are expected to meet or exceed
the performance targets on a quarterly basis.
2. Performance on new participant enrollments will be assessed by
comparing the CONTRACTOR's planned versus actual year to date
cumulative new numbers.
3. Performance on gaps in service delivery will be evaluated quarterly,
and if warranted, exits will be processed.
4. Performance on required follow-up will be measured on a quarterly
basis.
5. Performance on the mandated measures will be evaluated
quarterly.
6. Refer to OCWIB policy and procedure 06-0CWDA-04 - MIS/JTA
Procedures for Data Entry, Reporting and Timelines for WIA
Programs.
7. Failure to submit timely information may result in penalties such as
de-obligation of funds or revocation of the Agreement with the
County of Orange.
B. Corrective Action Plans:
1. Performing at or below the contract level on a quarterly basis on
any individual performance measure will be subject to the following
corrective action:
a. Intensive technical assistance and thorough assessment of
the causes of the low performance.
b. Development and implementation of appropriate Corrective
Action Plan(s) to raise performance.
c. Monitoring of subsequent performance to assess the impact
of the corrective action plan(s).
2. Failure to achieve the goals set forth in the corrective action plan
may result in penalties such as de-obligation of funds or revocation
of the agreement with County of Orange. All corrective action plans
will include a date for responding to observations, questions,
concerns and findings.
VI. ORGANIZATIONAL QUALIFICATIONS AND EXPERTISE
CONTRACTOR will submit their organizational chart and staffing plan, including
job titles and job descriptions to OCWIB by October 15, 2009.
WIA Cost Reimbursement Agreement - Green Jobs Corps
Exhibit B
Page 7 of B
Agreement #W7 -GJC-1 0
City of Santa Ana
EXHIBIT B
TO WIA COST REIMBURSEMENT AGREEMENT
GREEN JOB CORPS
AUGUST 1, 2009.MARCH 31, 2011
STATEMENT OF WORK
VII. DELlVERABLES
A. CONTRACTOR shall submit monthly reports to OCWIS Contract
Administrator on or before the 20th of each month for the preceding
month's activities.
S. Submit monthly invoices and in-kind tracking on or before the 20th of each
month for the preceding month's activities.
C. Employers that submitted an in-kind letter (for field trips, tours, etc) will
need to track their in-kind and submit their report. It is CONTRACTOR's
responsibility to collect verification of in-kind from employers that provided
the service/program to their Green Job Corps members.
WIA Cost Reimbursement Agreement - Green Jobs Corps
Exhibit B
Page 8 of 8
Agreement #W7 -GJC-10
City of Santa Ana
EXHIBIT C
TO WIA COST REIMBURSEMENT AGREEMENT
GREEN JOB CORPS
AUGUST 1, 2009-MARCH 31, 2011
PERFORMANCE
I. ENROLLMENTS
A. CONTRACTOR shall enroll 28 at-risk and disconnected youth between
the ages of 16 and 24 as follows:
1. 4 in-school participants between the ages of 16-18. Youth ages 16
through 18 must be low income as defined in the WIA Eligibility
Technical Assistance Guide referenced in Directive WIAD04-18.
2. 19 out-of-school youth between the ages of 19-21. In accordance
with the WIA 15 Percent Project Requirements, WIAD02-14, youth
ages 19 through 24 will not need to meet the low income
requirements.
3. 5 out-of-school youth between the ages of 22-24. In accordance
with the WIA 15 Percent Project Requirements, WIAD02-14, youth
ages 19 through 24 will not need to meet the low income
requirements.
4. All at-risk youth must meet one or more of the following criteria:
a. Out-of-School youth
b. Foster youth
c. Youth offender
d. Youth with a disability
e. Migrant and seasonal farm worker youth
f. Youth of incarcerated parents
g. Native American and Indian youth
h. Requires additional assistance to complete an educational
program or to secure and hold employment
A. 50% of enrollments shall be adjudicated youth identified by the Orange
County Probation Department and foster youth (particularly those
transitioning to emancipation), who are served by the County's Social
Services Agency.
II. PERFORMANCE MEASURES
In addition to Common Measures, participants must also meet the performance
measures for Civic Responsibility, Environmental Stewardships, and Community
Service. It is the responsibility of the CONTRACTOR to obtain the achievement
tracking from Vital Link and report to OCWIS Contract Administrator and MIS.
WlA Cost Reimbursement Agreement - Green Jobs Corps
Exhibit C
Page 1012
Agreement #W7-GJC-10
City of Santa Ana
EXHIBIT C
TO WIA COST REIMBURSEMENT AGREEMENT
GREEN JOB CORPS
AUGUST 1, 2009-MARCH 31, 2011
PERFORMANCE
Description of outcome/benefit Participants
Completed Civic Responsibility Education and Completed Environmental 28
Stewardship Education: These achievements will be measured through
sign-in sheets/other attendance records and copies of certificates of
achievement.
Participation in Community Service: All hours will be recorded and 28
tracked by Vital Link DC staff, whose signatures, along with those of
participants, will attest to corps service hours completed.
Placement in Employment, Education or Training: The goals for entry into ~ (Ages 16-18)
a career technical training program and post-secondary education -11. (Ages 19-21)
program will be measured through enrollment and attendance records ~ (Ages 22-24)
and, as applicable, attainment of certificates/credentials. The goals for
entry into unsubsidized employment, apprenticeship program and
customized employer-based training will be measured through employer
records, timesheets, evaluations and base-wage files.
Attainment of Recognized Certificate/Diploma/Degree: The goals for high ~ (Ages 16-18)
school diploma/GED attainment will be measured through academic -11. (Ages 19-21)
transcripts, academic advising forms, and copies of diploma/GED. ~ (Ages 22-4))
Completion of industry-identified soft skills programs will be measured
through attendance records and copies of certificates of achievement.
Literacy/Numeracy Gains: For out-of-school youth who are basic skills ~ (Ages 16-18)
deficient, attainment of prescribed increases in literary and numeracy .....1Q. (Ages 19-21)
proficiency will be measured through pre- and post-assessments. ~ (Ages 22-24)
Retained or Returned to Secondary School (for at least two semesters): ...L (Ages 16-18)
This goal will be measured through academic transcripts and/or -=- (Ages 19-21)
appropriate academic advising forms. -=- (Ages 22-24)
WIA Cost Reimbursement Agreemenl- Green Jobs Corps
Exhibit C
Page 2 of 2
Agreement #W7 -GJC-1 0
City of Santa Ana
EXHIBIT D
TO WIA COST REIMBURSEMENT AGREEMENT
GREEN JOB CORPS
AUGUST 1, 2009-MARCH 31, 2011
BUDGET SUMMARY
31,765
8,559
31,765
8,559
10,311
o
2,634
o
55,080
3,415
11,620
1,350
o
o
o
10,311
2,634
OJT
55 080
3,415
11,620
1,350
Note: If CONTRACTOR's expenditures fall below 20% of approved expenditures for any cumulative
period, CONTRACT may be subject to de-obligation of funds.
WIA Cost Reimbursement Agreement - Green Jobs Green Job Corps
Exhibit D
Page 1015
Agreement #W7-GJC-10
City of Santa Ana
EXHIBIT 0
TO WIA COST REIMBURSEMENT AGREEMENT
GREEN JOB CORPS
AUGUST 1, 2009-MARCH 31, 2011
BUDGET DETAIL
Salaries (list staff position and FTE)
Workforce Specialist II - .50 FTE
Fiscal Specialist - .016 FTE
Benefits (identify rate) - 26%
Operations
Facility Lease
Electricity, copies, gas, mileage, postage, telephone,
equipment lease, conferences, dsl
Consultant/Subcontract (identify)
Office Supplies
Employer Reimbursement (OJT) (identify number of
individuals and hourly rate)
Participant Wages (identify number of individuals and
hourly rate)
27 participants @ $8.50Ihour for 240 hours
Participant Benefits (identify FICA, UI, WC, etc.)
Deferred Compensation (in lieu of FICA) - 3.75% of salary
Medicare - 1.45% of salary
Workers Compensation - 1 % of salary
Participant Supportive Services
Participant Incentives
Equipment: $5,000 or Over (approval from State required)
Equipment: Computer Related - up to $4,999 (identify
equipment)
Equipment: Non Computer - up to $4,999 (identify
equipment)
Indirect Administration not to exceed 5% of total bud
1,986
31,765 31,765
8,559 8,559
0
1,986
8,325
0
2,634
0
55,080
0
3,415
0
11,620
1,350
0
0
8,325
2,634
55,080
3,415
11,620
1,350
Note: If CONTRACTOR's expenditures fall below 20% of approved expenditures for any cumulative period,
CONTRACT may be subject to de-obligation of funds.
WIA Cost Reimbursement Agreement - Green Jobs Green Job Corps
Exhibit D
Page 2 of 5
Agreement#W7-GJC-10
City of Santa Ana
EXHIBIT D
TO WIA COST REIMBURSEMENT AGREEMENT
GREEN JOB CORPS
AUGUST 1, 2009-MARCH 31, 2011
EXPENDITURE PLAN
Salaries 3177 4,765 4,765
Benefits 856 1284 1,284
o erations 516 1,719 1,719
Consultant/Subcontract
Office Su lies 131 439 439
OJT
2,720
169
4,645 1395
1,350
E ui ment: $5,000 or Over
Equipment: Computer Related - up to
$4,999
Equipment: Non Computer - up to
$4,999
Indirect Administration (not to exceed
5% 188 282 282
TOTAL 646 4,221 6,803 6,331 7,791 6,331
WIA Cost Reimbursement Agreement - Green Jobs Green Job Corps
Exhibit D
Page 3 of 5
Agreement #W7-GJC-10
City of Santa Ana
EXHIBIT D
TO WIA COST REIMBURSEMENT AGREEMENT
GREEN JOB CORPS
AUGUST 1, 2009-MARCH 31, 2011
EXPENDITURE PLAN
Salaries 4,765 4,765 4,765
Benefits 1,284 1,284 1,284
o erations 1,719 1719 1,719
Consultant/Subcontract
Office Su lies 439 439 439
OJT
19,040 15,980 11,900
1,180 991 738
1,395 1,395 1,395
E ui ment: $5,000 or Over
Equipment: Computer Related - up to
$4,999
Equipment: Non Computer - up to
$4,999
Indirect Administration (not to exceed
5% 282 282 282
TOTAL 23,773 6,331 20,523 6,331 16,190 6,331
WIA Cost Reimbursement Agreement - Green Jobs Green Job Corps
Exhibit D
Page 4 of 5
Agreement #W7.GJC-10
City of Santa Ana
EXHIBIT 0
TO WIA COST REIMBURSEMENT AGREEMENT
GREEN JOB CORPS
AUGUST 1, 2009-MARCH 31, 2011
EXPENDITURE PLAN
..'~'--~~~--~r~'-~
'I( \ J~ /,) " '
- - '<:lltL
-I!---T:-~
~,r' ,~~ :
~ .__, __,: \!;!t!Jl! :~__
- -----------=-----
Salaries 4,765
Benefits 1,284
ODe rations 1,203
Consultant/Subcontract
Office Sunnlies 307
Emnlover Reimbursement (OJT\
Particioant Wanes 5,440
Particioant Benefits 337
Particioant SUDDortive Services 1,395
Particioant Incentives
EauiDment: $5,000 or Over
Equipment: Computer Related - up to
$4,999
Equipment: Non Computer - up to
$4,999
Indirect Administration (nollo exceed
5%\ 282
TOTAL 8,682 6,331
WlA Cost Reimbursement Agreement - Green Jobs Green Job Corps
Exhibit D
Page 5 015
Agreement #W7-GJC-1 0
City of Santa Ana
Exhibit E
DRUG FREE WORKPLACE CERTIFICATION
Company/Organization Name:
City of Santa Ana
The Contractor or grant recipient named above hereby certifies compliance with Government Code 8355 in
matters relating to providing a drug-free workplace. The above named Contractor will:
1. Publish a statement notifying employees that unlawful manufacture, distribution,
dispensation, possession, or use of a controlled substance is prohibited in the person's or
organization's workplace and specifying the actions to be taken against employees for violations of
the prohibitions, as required by Government Code Section 8355(a).
2. Establish a Drug Free Awareness Program as required by Government Code Section
8355(b), to inform employees about all of the following:
(a) The dangers of drug abuse in the workplace,
(b) The person's or organization's policy of maintaining a drug-free workplace,
(c) Any available drug counseling, rehabilitation and employee assistance programs, and
(d) Penalties that may be imposed upon employees for drug abuse violations
3. Provide as required by Government code Section 83551 that every employee who works on the
proposed contract or grant
(a) Will receive a copy of the company's drug-free policy statement described in paragraph (1)
above,and
(b) Will agree to abide by the terms of the company's statement as a condition of employment in
the contract or grant.
CERTIFICATION
I, the official named below, hereby swear that I am duly authorized legally to bind the contractor or grant
recipient to the above described certification.
David N. Ream
Official's Name
2009
Orange
Executed in the County of
~" _ Ci ty Manager
Contractor or Grantee Recipient Signature and Title
WlA Cost Reimbursement Agreement - Green Jobs Corps
Exhibit E
Agreement #W7 -GJC-1 0
City of Santa Ana
Exhibit F
CERTIFICATION REGARDING
DEBARMENT, SUSPENSION, INELIGIBILITY AND VOLUNTARY EXCLUSION
LOWER TIER COVERED TRANSACTIONS
This certification is required by the regulations implementing Executive Order 12549, Debarment and
suspension, 29 CFR Part 98.510, Participants' responsibilities. The regulations were published as Part VII
of the May 26, 1988 Federal Reaister (pages 19160-19211)
(BEFORE COMPLETING CERTIFICATION, READ INSTRUCTIONS FOR CERTIFICATION)
(1) The contractor or grant recipient of Federal assistance funds certifies, by submission of this exhibit
document, that neither it nor its principals are presently debarred, suspended, proposed for
debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any
Federal department or agency.
(2) Where the contractor or grant recipient of Federal assistance funds is unable to certify to any of the
statements in this certification, the contractor or grant recipient shall attach an explanation to this exhibit
document.
n;:::r,l'; n 1\1 'DealP
Name
a:;Ar
Title IJ a
Authorized Signature
W1A Cost Reimbursement Agreement - Green Jobs Corps
Exhibit F- Page 1 Qf 2
Agreement #W7-GJC-1 0
City of Santa Ana
DEBARMENT AND SUSPENSION CERTIFICATION -Instructions for Certification
1. By signing and submitting this exhibit document, the contractor or grant recipient of Federal assistance
funds is providing the certification as set out below.
2. The certification in the ciause is a material representation of fact upon which reliance was placed when
this transaction was entered into. If it is later determined that the contractor or grant recipient of
Federal assistance funds knowingly rendered an erroneous certification in addition to other remedies
availabie to the Federal Government, the Department of Labor (DOL) may pursue available remedies,
including suspension andlor debarment.
3. The contractor recipient of Federal assistance funds shall provide immediate written notice to the
County of OrangelWorkforce Investment Board to which this certification document is submitted if at
any time the contractor or grant recipient of Federal assistance funds learns that its certification was
erroneous when submitted or has become erroneous by reason of changed circumstances.
4. The contractor or grant recipient of Federai assistance funds agrees by submitting this certification
document that, should the covered transaction be entered into, it shall not knowingly enter into any
lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or
voluntarily excluded from participation in this cove'red transaction, unless authorized by the DOL.
5. The contractor or grant recipient of Federal assistance funds further agrees by submitting this
certification document that it will include the clause titled "Certification Regarding Debarment,
Suspension, Ineligibility and Voluntary Exclusion - Lower Tier Covered Transactions," without
modification, in all lower tier covered transactions and in all solicitations for lower tier covered
transactions.
6. The contractor or grant recipient in a covered transaction may rely upon a certification of a contractor
or grant recipient in a lower tier covered transaction that it is not debarred, suspend ed, ineligible, or
voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous.
The contractor or grant recipient may decide the method and frequency by which it determines the
eligibility of its principals.
7. Nothing contained in the foregoing shall be construed to require establishment of a system of records
in order to render in good faith the certification required by this clause. The knowledge and information
of the contractor or grant recipient is not required to exceed that which is normally possessed by a
prudent person in the ordinary course of business dealings.
8. Except for transactions authorized under paragraph 5 of these instructions, if the contractor or grant
recipient in a covered transaction knowingly enters into a lower tier covered transaction with a person
who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction, in
addition to other remedies available to the Federal Government, the DOL may pursue available
remedies, including suspension andlor debarment.
W1A Cost Reimbursement Agreement - Green Jobs Corps
Exhibit F- Page 2 of 2
Agreement #W7.GJC-10
City of Santa Ana
Exhibit G
CERTIFICATION REGARDING LOBBYING
CERTIFICATION FOR CONTRACTS, GRANTS, LOANS,
AND COOPERATIVE AGREEMENTS
The undersigned certifies, to the best of his or her knowledge and belief, that:
(1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to
any person for influencing or attempting to influence an officer or employee of an agency, a member of
Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection
with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal
loan, the entering into of any cooperative agreement, and the extension, continuation, renewal,
amendment, or modification of any Federal contract, grant, loan, or cooperative agreement.
(2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for
influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an
officer or employee of Congress, or an employee of a member of Congress in connection with this
Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit
Standard Form LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions.
(3) The undersigned shall require that the language of this certification be included in the award documents
for all* subawards at all tiers (including subcontracts, subgrants and contracts under grants, loans, and
cooperative agreements) and that all* subrecipients shall certify and disclose accordingly.
This certification is a material representation of fact upon which reliance was placed when this
transaction was made or entered into. Submission of this certification is a prerequisite for making or
entering into this transaction imposed by section 1352, title 31, U.S. Code. Any person who fails to file
the required certification shail be subject to a civil penaity of not iess than $10, 000 and not more than
$100,000 for each such failure.
City of santa Ana
Grantee/Contractor Organization
David N. Ream
Name
T;tl, City ~a-
Authorize{;Signature
*Note: In these instances, "Ail," in the Final Rule is expected to be clarified to show that it applies to
covered contractlgrant transactions over $100,000 (per OMS).
WIA Cost Reimbursement Agreement- Green Jobs Corps
Exhibit G
Agreement #W7 -GJC-1 0
City of Santa Ana
Exhibit H
INSTRUCTIONS FOR COMPLETION OF
SF-LLL DISCLOSURE OF LOBBYING ACTIVITIES
This disclosure form shall be completed by the reporting entity, whether subawardee or prime Federal recipient at the initiation or receipt of a
covered Federal action, or a material change to a previous filing, pursuant to title 31 U.S.C. section 1352. The filing of a form is required for
each pavment or agreement to make payment to any lobbying entity for infiuencing or attempting to influence an officer or employee of any
agency, a Member of Congress, an officer or employee of Congress. or an employee of a Member of Congress in connection with a covered
Federal action. Use the SF LLL-A Continuation sheet for additional information if the space on the form is inadequate. Complete all items that
apply for both the initial filing and material change report Refer to the impiementing guidance published by the Office of Management and
Budget for additional information.
1. Identify the type of covered Federal action for which lobbying is and has been secured to influence the outcome of a covered action.
2. Identify the status of the covered Federal action.
3. Identify the appropriate classification of this report If this is a follow up report caused by a material change to the information previously
reported, enter the year and quarter in which the change occurred. Enter the date of the iast previously submiUed report by this reporting entity
for this covered Federal action.
4. Enter the full name, address, city, state and zip code of the reporting entity. Include congressional distrtct. if known. Check the approprtate
ciassiflcation of the reporting entity that designates if it is, or expects to be a prime or subaward recipient
Identify the tier of the subawardee, e. g. the flrst subawardee of the prime is the 1st tier. Subawards include but are not limited to subcontracts.
subgrants and contract awards under grants.
5. If the organization filing the report, in item 4 checks "Subawardee", then enter the full name, address, city, state, and zip code of the prtme
Federal recipient Include congressional district, if known.
6. Enter the name of the Federal agency making the award or loan commitment Include at least one organizational level below agency name, if
known. For example, Department of Transportation, United States Coast Guard.
7. Enter the Federal program name or description for the covered Federai action (item 1). If known, enter the full Catalog of Federal Domestic
Assistance (CFDA) number for grants, cooperative agreements, loans and loan commitments.
8. Enter the most appropriate Federai Identifying number available for the Federal action identified in item 1 (e. g. Request for Proposal (RFP)
number; Invitation for Bid (IFB) number; grant announcement number the contract, grant. or loan award number; the application proposal
control number assigned by the Federal agency). Include prefixes, e.g., "RFP DE 90 09."
9. For a covered Federal action where there has been an award or loan commitment by the Federal agency, enter the Federal amount of the
awardlloan commitment for the primary entity identified in item 4 or 5.
10. (a) Enter the full name, address, city, state and zip code of the lobbying entity engaged by the reporting entity identified in item 4 to
influence the covered Federal action.
(b) Enter the full names of the individual(s) performing servIces, and Include full address if different from 10 (a). Enter Last Name,
First Name, and Middle Initial (MI).
11. Enter the amount of compensation paid or reasonably expected to be paid by the reporting entity (item 4) to the lobbying entity (item
10). Indicate whether the payment has been made (actual) or will be made (planned). Check all boxes that apply. If this is a material cI1ange
report enter he cumulative amount of payment made or planned to be made.
12. Check the appropriate box(es). Check all boxes that apply. If payment is made through an in kind contribution, specify the nature and
value of the In kind payment .
13. Check the appropriate box(es). Check all boxes that apply. If other, specify nature.
14. Provide a specific and detailed description of the services that the lobbyist has performed, or will be expected to perform, and the
date(s} of any services rendered. Include all preparatory and related activity, not just time spent in actual contact with Federal officials. Identify
the Federal official(s) or employee(s) contacted and the officer(s), employee(s), or Member(s) of Congress that were contacted.
15. Check whether or not a SF LLL A Continuation Sheet(s) is attached.
16. The certifying official shall sign and date the form, print his/her name, title, and telephone number.
Public reporting burden for this collection of information is estimated to average 30 minutes per response, including time for reviewing
Instructions. searching existing data sources, gathering and maintaining the data needed, and completing and reviewing the collection of
information. Send comments regarding the burden estimate or any other aspect of this collection of information, Including suggestions for
reducing this burden, to the Office of Management and Budget Paperwork Reduction Project (0348 0046) Washington D.C., 20503.
WIA Cost Reimbursement Agreement - Green Jobs Corps
Exhibit H- Page 1 of 3
Agreement#W7-GJC-10
City of Santa Ana
amPle e IS arm a ISC ase ac IVllIes pursuant to 31 U.S.C 1352
1. Type of Federal Actions: 2. Status of Federal Actions: 3. Report Type:
a. contract a. bid/offer/application a. initial filing
b. grant b. initial award b. materiai change
c. cooperative agreement c. post-award
d. loan For materiai change only:
e. loan guarantee Year:
f. loan insurance NOT APPLICABLE Quarter:
Date of last report:
4. Name and Address of Reporting Entity 5. If Reporting Entity in No.4 is a Subawardee:
Prime Subawardee Enter Name and Address of Prime:
Tier if known
Congressional District, if known:
Con~ressional District, if known:
6. Federal Department! Agency: 7. Federal Program Name/Description
8. Federal Action Number, if known: g. Award Amount, if known:
$
10a. Name and Address of Lobbying Entity 10b. Individual Performing Services
(if individual, iast name, first name, MI): (inciuding address if different from No. 10a)
(last name, first name, Mi):
(attach Continuation Sheets SF-LLL-A, if necessarv)
11. Amount of Payment (check all that apply): 13. Type of Payment (check all that apply)
a. retainer
$ Actual Planned b. one-time free
12. Form of Payment (check all that apply): c. commission
a. cash d. contingent fee
b. in-kind: specify: e. deferred
nature: f. other specify:
value:
14. Enter Description of Services performed or to be Performed and date(s) of Service, including officer(s), employee(s), or Member(s)
contacted, for Payment indicated on item 11:
15. Continuation sheet(s) SF-LLL-A attached: DYes DN61 /I~
16. Information requested through this form authorized by Title ~. j/.lt.(.~.
31 U.S.C. Section 1352. This disclosure of lobbying activities ts a Signature: -
material representation of fact upon which reliance was placed by the Print Name: David N. Ream
tier above when this transaction was made or entered into. This
disclosure is required pursuant to 31 U.S.C. 1352. Thts information Title: City Manager
will be reported to the Congress semiannualiy and will be available for Telephone No:
public inspection. An person who fails to file the required disclosure
shall be subject to a civil penalty of not less than $10,000 and not Date: October 7, 2009
more than $100 000 for each such failure.
DISCLOSURE OF LOBBYING ACTIVITIES
C I t thO ~ t d' if"
W1A Cost Reimbursement Agreement- Green Jobs Corps
Exhibit H- Page 2 of 3
Agreement #W7-GJC-10
City of Santa Ana
DISCLOSURE OF LOBBYING ACTIVITIES
CONTINUATION SHEET
Approved by OMS - 0348-0046
Reporting Entity:
Page_of_
BILLING CODES 3410-01 -C; 6450-01-C; 6890-01 ;6026-01-C; 761Q-01-C, 351 O-FE-C; 8120-01-C; 4710-24-C, 6116-01-C,
WIA Cost Reimbursement Agreement - Green Jobs Corps
Exhibit H- Page 3 of 3
Agreement #W7 -GJC-1 0
City of Santa Ana
Exhibit I
DISTRICT ATTORNEY
CHILD SUPPORT ENFORCEMENT CERTIFICATE REQUIREMENTS
In order to comply with child support enforcement requirements of the County of Orange, the required
contractor data and certifications must be submitted within 10 days of award notification.
Failure of the contractor to submit the data/or certifications required shall result in the contractor may be
disqualified from being considered for contract award. Subsequent to issuance of the contract, failure to
comply with all federal and state reporting requirements for child support enforcement or to comply with all
lawfully served Wage and Earning Assignment shall constitute a material breach of the contract. Failure to
cure breach within 60 calendar days of notice from the County shall constitute grounds for termination.
A. In the case of an individual bidder/proposer, his/her name, date of birth, Social Security number,
and residence address:
Name:
O.O.B.:
Residence Address:
Social Security No:
B. In the case of a bidder/proposer doing business other than as an individual, the name, date of birth,
Social Security number, and residence address of each individual who owns an interest of 10 percent
or more in the contracting entity (If no individual owns an interest of 10 percent or more, indicate not
applicable.):
Name:
O.O.B.:
Residence Address:
Not Al?plica.G19
Social Security No:
Name:
O.O.B.:
Residence Address:
Social Security No:
Name:
O.O.B.:
Residence Address:
Social Security No:
Exhibit I - Page 1 of 2
WIA Cost Reimbursement Agreement - Green Jobs Corps
Agreement #W7 -GJC-10
City of Santa Ana
DISTRICT ATTORNEY
CHILD SUPPORT ENFORCEMENT CERTIFICATE REQUIREMENTS
C. A certification that the contractor has fully complied with all applicable federal and state reporting
requirements regarding its employees; and
D. A certification that the contractor has fully complied with all lawfully served Wage and Earnings
Assignment Orders and Notices of Assignment and will continue to so comply.
the City of Santa Ana
"I certify that _ IS in full compliance with all applicable federal and state reporting requirements
regarding its employees and with all lawfully selved Wage and Earnings Assignment Orders and
Notices of Assignments and will continue to be in compliance throughout the term of any contract
issued pursuant to this Request for Proposal process with the County of Orange. I understand that
failure to comply shall constitute a material breach of the contract and that failure to cure such breach
within 60 calendar days of notice from the County shall constitute grounds for termination of the
contract. "
navid N ~p:::lm
Name
cit[ag.er
Title 1/-11
Authorized Signa ure
t2---~
'MA Cost Reimbursement Agreement - Green Jobs Corps
Exhibit \ - Page 2 012
Agreement #W7 -GJC-10
City of Santa Ana
Exhibit J
EDD INDEPENDENT CONTRACTOR REPORTING REQUIREMENTS
Effective January 1, 2001, the County of Orange is required to fiie federal Form 1099-Misc for services
received from a "service provider" to whom the County pays $600 or more within a single calendar year.
The purpose of this reporting requirement is to increase child support collection by helping to locate
parents who are delinquent in their child support obligations.
The term "service provider" is defined in California Unemployment Insurance Code Section 1088.8,
subparagraph 8.2 as "an individual who is not an employee of the service recipient for California purposes
and who received compensation or executes a Contract for services performed for that service recipient
within or without the state." The term is further defined by the California Employment Development
Department to refer specifically to independent contractors. An independent Contractor is defined as "an
individual who is not an employee of the.....government entity for Caiifornia purposes and who receives
compensation or executes a Contract for services performed for that.. ..government entity either in or
outside of California."
The reporting requirement does not apply to corporations, general partnerships, limited liability
partnerships, and limited liability companies.
Additional information on this reporting requirement can be found at the California Employment
Development Department web site located at www.edd.ca.gov/txicr.htm.
To comply with the reporting requirements, County procedures for contracting with independent
contractors mandate that the following information be completed and forwarded to the contracting
agency/department immediately upon request:
First name, middle initial and last name
Social Security Number
Address
Start and expiration dates of Contract
Amount of Contract
N/A EXEMPT
First Name & Middle Initial
Last Name
Social Security No.
Contract Number
$
Dollar Value of Contract
Start Date
Expiration Date
WlA Cost Reimbursement Agreement - Green Jobs Corps
Exhibit J