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HomeMy WebLinkAboutYouth Services ProgramRESOLUTION 2012-124 ADOPTED DOC ID: 7566 THIS IS TO CERTIFY THAT THE FOLLOWING RESOLUTION NO. 2012-124 WAS ADOPTED AT THE REGULAR MEETING OF THE SOUTHOLD TOWN BOARD ON JANUARY 31, 2012: RESOLVED that the Town Board of the Town of Southold hereby authorizes and directs Supervisor Scott A. Russell to execute an Agreement with Family Service League of Suffolk County in connection with the 2012 Southold Youth Services Program in the amount of $33,000 for the term January 1, 2012 through December 31, 2012, this program is funded in part by a grant from the Suffolk County Youth Bureau, all in accordance with the approval of the Town Attorney. Elizabeth A. Neville Southoid Town Clerk RESULT: ADOPTED [5 TO 0] MOVER: Christopher Talbot, Councilman SECONDER: Louisa P. Evans, Justice AYES: Talbot, Doherty, Krupski Jr., Evans, Russell ABSTAIN: William Ruland RESOLUTION 2012-263 ADOPTED DOC ID: 7714 THIS IS TO CERTIFY THAT THE FOLLOWING RESOLUTION NO. 2012-263 WAS ADOPTED AT THE REGULAR MEETING OF THE SOUTHOLD TOWN BOARD ON MARCH 27, 2012: RESOLVED that the Town Board of the Town of Southold hereby authorizes and directs Supervisor Scott A. Russell to execute the 2012 Southold Town Youth Services Agreement with the County of Suffolk and the Familv Service League, in the amount of $9,527, for the term January 1, 2012 though December 31,2012, all in accordance with the approval of the Town Attorney. Elizabeth A. Neville Southoid Town Clerk RESULT: ADOPTED 15 TO 0] MOVER: William Ruland, Scott Russell SECONDER: Albert Krupski Jr., Councilman AYES: Talbot, Doherty, Krupski Jr., Evans, Russell ABSTAIN: William Ruland Re~.. 2-2t-12; Law No. 12- IFMS SCSEXE12000002839 YO2 Youth Bureau Implementing Agency Pseudo Code ARHt CONTRACT This Contract ("the Contract") is between the County of Suffolk ("the County"), a municipal corporation of the State of New York, acting through its duly constituted Youth Bureau ("the Department"), located at the H. Lee Dennison Building- 3~d Floor, 100 veterans Memorial Highway, Hauppauge, New York (Mailing Address: Box 6100, Hauppauge, New York 11788-0099); and Town of Southold ("the Contractor"), a New York municipal corporation, having its principal place of business at 53095 Main Road, P.O. Box 1179, Southold, New York 11971 and Family Service League (Implementing Agency), a New York not-for-profit corporation, having its principal place of business at 790 Park Avenue, Huntington, New York 11743. The Contractor has been designated to receive funds from the County for various delinquency prevention programs ("the Services") through the Contractor and its Implementing Agency as set forth in Article I, entitled "Description of Services and Budget" Term of the Contract: January 1, 2012 through December 31,2012. Total Cost of the Contract: Shall not exceed $9,527, to be paid as set forth in Articles I and V, attached. Terms and Conditions: Shall be as set forth in Articles I through V, attached hereto and made a part hereof. Percentage of Advance: In Witness Whereof, the parties hereto have executed the Contract as of the latest date written below. Town of Sou~.o.~, Title .~ c%O~-t~ ,~ c~/~ Fed. T~ ~ ~ t/~ ~'~ .~_ ~C(~by~ifiesund~ ~nalties of~ ~ 1 ~ ~ o~r o~ ~g~ ~ ~ ~O~f~at I have f~ili~ M& ~AS-~ of ~icle V of&e Suffolk ~unF ADDITONAL SIGNATURES ON FOLLOWING PAGE County of Suffolk By: Nme; Chief Deputy County Executive Date: Family Service League By: Nmne Title Federal Tax Date hereby certifies under penalties of pcrjuo/that I am an officer of , that ! have rcm and I am ~miliar with §A5-7 of Article V of the Suffolk County Code, and that meets all requirements to qualify for exemption thereunder. Name Da~¢ Page I of 28 ReV. 2-21-12; Law No. 12- IFMS SCSEXE12000002839 YO2 Youth Bureau Implementing Agency Pseudo Code ARHI Approved: Department By: Roderick A. Pearson Executive Director Date Approved as to Legality: Dennis iVL Cohen, County Attorney By: Patricia M. Jordan Assistant County Attorney Date Page 2 of 28 Rev. 2-21-12; Law No. 12- IFMS SCSEXE YO2 Youth Bureau Implementing Agency Pseudo Code List of Articles Page # Article I ............................................................................................................................................................................. 6 Description of Services nnd Budget ..................................................................................................................................... 6 Article IA ............................................................................................................................................................................. 7 Department Specific Provisions ........................................................................................................................................... 7 1. Certificate of Incorporation; Board Meetings ........................................................................................ 7 2. Contractor's Staff ................................................................................................................................... 7 a. Prior Approval ................................................................................................................................. 7 b. Current Procedures .......................................................................................................................... 7 3. Human Services Division Technical Assistance and Training .............................................................. 8 Article II ............................................................................................................................................................................. 9 Definitions ............................................................................................................................................................................. 9 1. Meanings ofTen-ns ................................................................................................................................ 9 2. Elements of Interpretation .................................................................................................................... 10 Article HI ........................................................................................................................................................................... 11 General Terms and Conditions .......................................................................................................................................... 11 1. Contractor Responsibilities .................................................................................................................. ! 1 a. Duties and Obligations ................................................................................................................... 11 b. Qualifications, Licenses, and Professional Standards .................................................................... 11 c. Notifications .................................................................................................................................. ll d. Documentation of Professional Standards .......... ~. .......................................................................... l l e. Credentialing .................................................................................................................................. ll f. Engineering Certificate .................................................................................................................. 12 2. Termination .......................................................................................................................................... 12 a. Thirty Days Termination ................................................................................................................ 12 b. Event of Defanlt; Termination on Notice ...................................................................................... 12 c. Termination Notice ........................................................................................................................ 12 d. Duties upon Termination ............................................................................................................... 12 3. Indemnification and Defense ............................................................................................................... 12 4. Insurance .............................................................................................................................................. 12 5. Independent Contractor ........................................................................................................................ 13 6. Severability .......................................................................................................................................... 13 7. Merger; No Oral Changes .................................................................................................................... 14 8. Set-Off Rights ...................................................................................................................................... 14 9. Non-Discrimination in Services ........................................................................................................... 14 10. Nonsectarian Declaration ..................................................................................................................... 14 11. Governing Law .................................................................................................................................... 14 12. No Waiver ............................................................................................................................................ 14 13. Conflicts of Interest ............................................................................................................................. 14 14. Cooperation on Claims ........................................................................................................................ 14 15. Confidentiality ..................................................................................................................................... 15 Page 3 of 28 Rev. 2-21-12; Law No. 12- YO2 Youth Bureau Implementing Agency IFMS SCSEXE Pseudo Cods 16. Assignment and Subcontracting .......................................................................................................... 15 17. Changes to Contractor ......................................................................................................................... 15 18. No Intended Third Party Beneficiaries ................................................................................................ 16 19. Certification as to Relationships .......................................................................................................... 16 20. Publications .......................................................................................................................................... 16 21. Copyrights and Patents ........................................................................................................................ 16 a. Copyrights ...................................................................................................................................... 16 b. Patents ............................................................................................................................................ 16 22. Arrears to County ................................................................................................................................. 16 23. Lawful Hiring of Employees Law in Connection with Contracts for Construction or Future Construction ......................................................................................................................................... 16 24. Record Retention ................................................................................................................................. 16 25. Notice ................................................................................................................................................... 17 Article IV ........................................................................................................................................................................... 18 Suffolk County Legislative Requirements ......................................................................................................................... 18 1. Contractor's/Vendor's Public Disclosure Statement ........................................................................... 18 2. Living Wage Law ................................................................................................................................. 18 3. Use of County Resources to Interfere with Collective Bargaining Activities ..................................... 18 4. Lawful Hiring of Employees Law ........................................................................................................ 15 5. Gratuities .............................................................................................................................................. 19 6. Prohibition Against Contracting with Co~orations that Reinco~orate Overseas .............................. 19 7. Child Sexual Abuse Reporting Policy ................................................................................................. 19 8. Non Responsible Bidder ...................................................................................................................... 19 9. Use of Fnnds in Prosecution of Ci¥il Actions Prohibited .................................................................... 20 10. Youth Sports ........................................................................................................................................ 20 11. Work Experience Participation ............................................................................................................ 20 12. Suffolk County Local Laws Website Address ..................................................................................... 20 Article V ........................................................................................................................................................................... 21 General Fiscal Terms and Conditions ............................................................................................................................... 21 1. General Payment Terms ....................................................................................................................... 21 a~ Presentation of Suffolk County Payment Voucher ........................................................................ 21 b. Voucher Documentation ................................................................................................................ 21 c. Payment by County ........................................................................................................................ 21 d. Budget Modification ...................................................................................................................... 21 e. Budget an~or Services Revisions ................................................................................................. 21 f. Taxes .............................................................................................................................................. 22 g. Final Voucher ................................................................................................................................ 22 2. Subject to Appropriation of Funds ....................................................................................................... 22 3. Personnel Salaries, Pension and Employee Benefit Plans, Rules and Procedures .............................. 22 4. Accounting Procedures ........................................................................................................................ 22 5. Audit of Financial Statements .............................................................................................................. 23 6. Financial Statements and Audit Requirements .................................................................................... 23 7. Furniture, Fixtures, Equipment, Materials, Supplies ........................................................................... 24 a. Purchases, Rentals or Leases Requiring Prior Approval ............................................................... 24 b. Purchase Practices/Proprietary Interest of County ......................................................................... 24 Page 4 of 28 Rev. 2-21-12; Law No. 12- YO2 Youth Bureau Implementing Agency IFMS SCSEXE Pseudo Code c. County's Right to Take Title and Possession ................................................................................ 24 d. Inventory Records, Controls and Reports ...................................................................................... 24 e. Protection of Property in Contractor's Custody ............................................................................. 25 f. Disposition of Property in Contractor's Custody ........................................................................... 25 8. Lease or Rental Agreements ................................................................................................................ 25 9. Statement of Other Contracts ............................................................................................................... 25 10. Miscellaneous Fiscal Terms and Conditions ....................................................................................... 25 a. Limit of County's Obligations ....................................................................................................... 25 b. Duplicate Payment from Other Sources ........................................................................................ 25 c. Funding Identification .................................................................................................................... 25 d. Outside Funding for Non-County Funded Activities ..................................................................... 25 e. Potential Revenue .......................................................................................................................... 26 f. Payments Contingent upon State/Federal Funding ........................................................................ 26 g. Denial of Aid ................................................................................................................................. 26 h. Budget ............................................................................................................................................ 26 i. Payment of Claims ......................................................................................................................... 26 j. Payments Limited to Actual Net Expenditures .............................................................................. 26 k. Travel Costs ................................................................................................................................... 26 1. Attendance at Conferences ............................................................................................................ 26 m. Salaries ........................................................................................................................................... 26 n. Salary Increases .............................................................................................................................. 27 o. Contractor Vacancies ..................................................................................................................... 27 p. No Limitation On Rights ............................................................................................................... 27 q. Comptroller's Rules and Regulations ............................................................................................ 27 Exhibits Exhibit 1 Exhibit 2 Exhibit 3 Exhibit 4 Exhibit 5 Exhibit 6 Exhibit 7 Exhibit 8 Public Disclosure ............................................................................................................................................. 28 Living Wage ..................................................................................................................................................... 28 Union Certification .......................................................................................................................................... 28 Lawful Hiring .................................................................................................................................................. 28 Certification Regarding Lobbying ................................................................................................................. 28 Budget Modification Request ......................................................................................................................... 28 Approval ................................................................. Budge~/Services Revisions ............................................. 28 Standard Operating Procedure A-07 Amendment 1 .................................................................................... 28 and Executive Order 14-2007 or any successor order, ..................................................................................................... 28 Exhibit 9 Comptroller's Rules and Regulntions for Consultant's Agreements .......................................................... 28 Page 5 of 28 Rev. 2-21-12; Law No. 12- YO2 Youth Bureau Implementing Agency Article I Description of Services and Budget Whereas, the Contractor has been identified in the 2012 Suffolk County Adopted Budget under the pseudo code as listed on page one of the Contract to perform the Services for the Department; and Whereas, the Department desires to have the Contractor provide a Juvenile Delinquency Prevention Program; Now therefore, in consideration of the mutual provisions and covenants hereafter set forth, the parties hereto agree as follows: 1. Conflicting Provisions In the event of any conflict between this Article I and any other provision to this Contract, such other provision shall prevail unless it is expressly stated that this Article I shall prevail. Contractor References All references in this Contract to "Contractor" shall be deemed to refer to the Contractor and to the Implementing Agency, except as otherwise indicated; provided that all provisions relating to Contractor's staff shall be deemed to apply only to the Implementing Agency. Legislative Designated Funding Application; Description of Services; Budget (See 3-4 Pages Attached, As Applicable) Remainder of Page Intentionally Left Blank 6 of 28 pages ARTICLE I (Rev. 10/2009) Sponsodng Municlp,,lity: NEW YORK STATE OFFICE OF CHILDREN AND FAMILY SERVICES INDIVIDUAL PROGRAM APPLICATION Agency Summary County of Suffolk Suffolk Imp~e~Age~o/: Town of Southold P~g~mT~m: Southold Youth Services 53095 Main Road PO Box 1179) T~al Program OCFS Funds ~que~d $ "Youth Bureau 'Youth Bureau Only (100".,) % of Total) Ci~: Southold F~mllDak. 11-6001939 Ch8~.#: NA Youth and Family counseling for youth at risk. FROM ~r'O~ . St.~ NY ZipCode: 11971 P®HodofA~ualProgmm OpemUon FROM 1/1/2012 TO 12/31~2012 peration TO 8:00 AM 4:00PM []Weekly []Monthly [] Executive Director [] Board Chairperson (631) 765-18819// (631) 765-1823 [] OtherSupervisor TELEPHONE _~E~~A~ .UM~ER ~ ' : ' SIGNATURE Scott A. Russell P~NT NAME Scott. Russell@Town. Southold. NY.US EMNLADDRE~ James McMahon CONTACTP~8ON James.McMahon@Town. Southold. NY.US EMNLADD~ Scott A. Russell F~CALOFF~ER Town of Southold Director Supervisor TffLE (831) 765-1283 TELEPHONE NUMBER (631) 765-9015 FAX NUMBER (631) 765-1889 The Agency Is: [] Priwte, Not for Profit [] Public [] Rell~lfoUs CoFpor~Uon PROGRAM SITE8 Mo~t $1gn~nt (3 Ma~mum) A~.embly NY8 $~ate Lo¢~ C~ Coup# Ty~ Address (Street, C~, State, Zip) Dist. No. DiSL No. Plan'g ~ District 3ffice Town Hall, PO Box 1 1 · Sou~hold, NY 11971 Check if: [] Joint Program [] Purchase of Service I 1. Specify program Code and Name of Other Participating Municipalities: [ . ;~1 2. Is the attached Program Total Budget (Form 0CFS-3107) a combined budget for all participating municipalities? [] Yes [] No I The Southold Youth Services Program provides individual, group, family and crisis intervention counseling plus alcohol and substance abuse prevention/education services for the Town of Southold. The Southold Youth Services Program is open to all Suffolk County youth and their families. The Youth ServiCe counselor also administers the Southold Town Community Service Sentencing Program for youth sentenced in the Southold Town Justice Court. The recidivism rate for those youth involved in the CSSP is less than 2%. The Youth Service counselor maintains a referral network with other youth service agencies, schools, the Southold Juvenile Aid Bureau, Suffolk County Probation Department and the Suffolk County Family Court, in the solution of youth related matters. OCF$-3107 (~v. 03/'2~02) FRO~* NEW YORK STATE OFFICE OF CHILDREN AND FAMILY SERVICES PROGRAM BUDGET APPENDD( B AC-ENCYAMUNICIPALrFY.: Town of Southold PROGRA~T~E:. Southold Youth Services FUND PERSONAL SERVICES: Posrr~N Tm.E PAY $ $ $ TOTAL OC~S PROGR~ A&4OUf4T (1) TOTAL SALARIES AND WAGE~,; TOTAL FRINGE Bewc~ ~ ~, TOTAL PERSONAL SERVICES (1) CONTRACTED SERVICES AND STIPENDS $ $- $ $ TOTAL CONTRACTED SERVICES (2) TOTAL MAINTENANCE & OPERATION (3) I $ LIST EQUIPMENT TO BE PURCHASED OR RENTED: (UNIT COST OVER $200 AND LIFE EXPECTANCY OF OVER TWO YEARS) I$ I FACILITY REPAIRS PROGRAM ~ITE ADDRESS TOTAL FACILITY REPAIRS (4) TOTAL OC~S PROGRA~ A~OUNT I ~ ~ Z7 '~ i ~ TOTAL OCFS'FUNDS REQUESTED I LIST OF OTHER FUNDING SOURCES IREIMBUR,E~ABLE TOT~,L MUNICIPAL FUNDING OTHER SouRCES Rev. 2-21-12; Law No. t2- YO2 Youth Bureau Implementing Agency Article IA Department Specific Provisions Certificate of Incorporation; Board Meetings The Contractor shall furnish the Deparanont with certified copies of its Certificat~ of Incorporation and by-laws, including any amendments thereto, at the time it signs this Contract, to the extent not already on file with thc Department, and any amendments thereto during the term of this Con.act promptly upon their adoption, and a list of the board members governing the Contractor from time to time. The contractor shall not dissolve any existing corporation or establish any new corporation with the responsibility for the operation of the program without the prior written approval of the Department. bo Minutes of the Contractor's annual board meeting and one other board meeting, no longer than six (6) months thereai~er, should be forwarded to the Department within two (2) weeks after the conclusion of the meetings. Coutractor's Staff a. Prior Approval The Department shall have the right to prior approval of the filling of any position now vacant or h~reaRer becoming vacant and may, in thc exeralsc of that right, promulgate reasonable regulations involving position con~rol which shall, when promulgated, be deemed to be incorporated by reference in and be made part of this Contract. b. Current Procedures The Contractor, at its own expense, agrees to furnish to the Department resumes of all persounalto be hired for the Services referred to in this Contract, prior to their being hired. Resumes shall include, but not limited to: i.) Previousjob title(s) of thc individual employee and the length of employment under each title; and/or ii.) Previous experience and length of previous experience with a task or tasks similar or equal to the Services. 7 of 28 pages ARTICLE IA Contractor Letters The Contractor agrees to furnish to thc County latter(s) regarding all personnel to be hired for the Services. Thc letter(s) shall include, but not be limited to: i.) Thc specific tasks to be performed by the individual employees during the course of the Services. ii.) Salaries and hours to be worked by the individual employees during the course of the Services. County Approval Thc County reservas the right to approve principal services personnel proposed by the Contractor at thc time of entering into this Contract. Reasons for the County not approving said personnel shall be for lack of qualification or lack of damonstratico by thc Contractor that said proposed personnel will not have a deleterious effect on the proper and efficient operation of the Services. Job Descriptions, Qualifications The Contractor will nominate to the Department a Service director chosen on thc basis of the job description below. Thc Department shall review such nominations and may confirm them. Othcr staffpositions provided for in this Contract will be filled in accordance with written job descriptions as provided below. Eroploymcnt of any staff merober under the terms of this Contract shall be subject to ongoing review for competency and aptitude of thc staff mcrober by thc Department or its designees. Thc Department may recommend dismissal or suspension of any staffmember under this Contract. Service Director i.) Qualifications: Graduation from an accredited college and/or university with a Master's Degree in Social Work; or a Bachelor's Degree (4-ycer college degree) plus 2 years Experience in Human Services. ii.) Duties: Responsible for overall Service; hires and fires staff; chairs youth advisory committee; administers and directs all Contractor Services; is responsible ~ Board of Directors of the Contractor and has immediate charge of and responsibility for the Services; renders direct services to clients as required; selects, trains and supervise~ program aides, nonprofessional staff and volunteers; has charge of potty cash account; make purchases and expends funds under the direction of the treasurer Rev. 2-21-12; Law No. 12- YO2 Youth Bureau Implementing Agency of the corporation or such other officers as thc Board of the corporation may direct. Youth Worker i.) Qualifications: Bachelor's Degree (4-year college degree fi.om an acoredited college). ii.) Duties: Provides counseling, group work secvicos, and professional supervision in lounge activities, is responsible to the Service director. Also shall keep written records and reports of work accomplished; shall demonstrate ability to learn, ability to relate successfully to clients and the community, and capacity for development in professional use of self in relationships. Service Aides i.) Qualifications: High School Diploma and preferably some paid experience in youth work, ii) Duties: Report to Service director; shall carry out assignments as paraprofessionals; shall keep written records and reports of work accomplished; shall demonstrate ability to learn, ability to relate soecossfully to clients and community, and capacity for development in professional use of self in relationships Human Services Division Technical Assistance and Training The Contractor agrees to participate in the Human Services Division Technical Assistance and Training Program. Such agreed participation will include stafftraining on the topic of HIV/AIDS and not more than three (3) days-per- year attendance at training on topics that may include, but not be limited to, contract financial reporting, the setting of sorvico goals and objectives, and service development. The Contractor may participate, at its election, in any additional training made available by the Human Services Division. End of Text for Article lA 8 of 28 pages ARTICLE IA Rev. 2-21-12; Law No. 12. YO2 Youth Bureau implementing Agency Article II Definitions 1. Meanings of Terms As used herein: "Audit of Financial Statements" means thc examination by thc Comptroller end eny Federal or State auditing anthority of the finencial statements of thc Contractor resulting in the publication of an independent opinion on whether or not those financial statements are relevant, accorata, complete, and fairly presented. "Budget" means the Contractor's summary or plan of ail intended revenue, whether received in the form of fens, gxauts, County funding, or any other source, and expenditures necessary to render the Services. "Budget Deficiency Plan" means an enalysis of thc cost of thc Services, chenges in fiscal conditions, and required modifications to the Contract to continue to render the Services. "Comptroller" means the Comptroller of the County of Suffolk. "Contract" means all terms and conditions of this Contmct, forming all rights end obligations of the Contractor and the County. "Contractor" means thc signatory corporation, its officers, officials, employees, agents, servants, sub-conttactors, and any successor or assign of any one or more of the foregoing performing the Services. "County" means the County of Suffolk, its depar~ents, and agencies. "County Attorney" means the County Attorney of the County of Suffolk. "Department" menus the signatory department approving the Contract. "Engineering Services" means tho definition of the practice of enginenring and the definition of practice of land surveying, as the case may be, under Section 7201 and Section 7203 of the State Education Law, respectively. "Event of Default" means Uo bo the Contractor's failure to comply with any Federal, State or local law, rule, or regulation, and County policies or directives; or e. the Contractor's bankruptcy or insolvency; or the Contractor's failure to cooperate in au Audit of Financial Statements; or the Contractor's falsification of records or repons, misuse of funds, or malfeasance or nonfeasanee in financial record keeping arising out of, or in connection with, any contract with the County; or the Contractor's failure to submit, or failure to timely submit, documentation to obtain Fedeml or State funds; or the inability oftbe County or the Contractor to obtain Federal or State funds due to any act or omission of the Contractor; or eny condition that the County determines, in its sole discretion, is dangerous. "Federal" means the United States government, its depansnents, end agencies. "Fringe Benefits" means non-wage benefits which accompany, or are in addition to, a person's salary, such as paid insurance, sick leave, profit-sharing plans, paid holidays, end vacations. "Fund Source" means any direct or indiract sum payable to the Contractor by the County pursuant to eny lawful obligation. "Legislature" means the Legislature of the County of Suffolk. "Management Letter" means a lat~er certified as true by the Contractor's certified public accountant or chief financial officer of findings and recommendations for improvements in internal fiscal control that were identified during au Audit of Financial Statements, but which were not required to be included in au audit report. "Municipal Corporation" means a town, village, or school district. the ConUactor's failure to perform any duty required of it under paragraphs 1 (b)-(e) of Article II1 of the Contract; or the Contractor's failure to maintain the amount and types of insurance with en authorized insurer as required by the Contract; or the Contractor's failure to maintain insurance required by the Contract with an insurer that has designated the New York Superintendent of Insurance as its lawful agent for service of "Services" means all that which the Contractor must do, and any part thercof arising out of, or in connection with, the Contract as described in Article I "Description of Services." "State" means the State of New York. "Statement of Other Contracts" means a complete list of all other contracts under which money has been or will be paid to the Contractur from the County, Federal, or State governments, or a Municipal Corporation, and (i) which are currently in effect or (ii) which have expired within the past twelve 02) months end have not been renewed. 9 of 28 pages ARTICLE II Rev. 2-21-12; Law No. 12- YO2 Youth Bureau Implementing Agency "Suffolk County Payment Voucher" means the document authorized and required by the Comptroller for release of payment. "Term" means thc time period set forth on page one of thc Contract and, if exercised by the County, the option period. 2. Elements of Interpretation Words of the masculine gender shall mean and include correlative words of the feminine end neuter genders and words importing the singular number shall mean and include the plural number and vice versa. Words importing persons shall include firms, associations, partnerships (including limited parmerships), trusts, corporations, and other legal entities, including public bodies, as well as natural persons, and shall include soecessors and assigns. Capitalized terms used, but not otherwise defined, herein, shall have the meanings assigned to them in the Contract. End of Text for Article II 10 of 28 pages ARTICLE II Rev. 2-21-12; Law No. 12- YO2 Youth Bureau Implementing Agency Article III General Terms and Conditions Contractor Responsibilities a. Duties and Obligations i.) It shall be the duty of thc Contractor to discharge, or cause to be discharged, all of its responsibilities, and to administer funds received in the interest of the County in accordance with thc provisions of the Contract. ii.) The Contractor shall promptly take ail action as may bc necessary to render the Services. iii.) Thc Contractor shall not take any action that is inconsistent with thc provisions of the Contract. iv.) Services provided under this Contract shall be open to all residents of thc County. Qualifications, Licenses, and Professional Standards i.) Thc Contractor represents and wan~nts that it has, and shall continuously possess, during thc Term, thc required licensing, education, knowledge, experience, and character necessary to qualify it to render the Services. ii.) Thc Contractor shall continuously have during the Term all required authorizations, certificates, certifications, rcgistrations, licenses, permits, and other approvals required by Federal, Statc, County, or local authorities nanessary to qualify it to render the Scrvices. Notifications i.) The Contractor shall immediately notify the County, in writing, of any disciplinary proceedings, commenced or pending, with any authority relating to a license held by any person necessary to qualify him, her, or the Contractor to perform the Services. ii.) In thc cvcnt that a pcrson is no longer licensed to perform the Services, thc ConU'actor must immediately notify thc County, but in no event shall such notification be latcr than fivc (5) days 11 of 28 pages ARTICLE III do after a license holder has lost the license required to qualify the license holder or the Contractor to perform thc Services. iii.) In the event that the Contractor is not able to perform the Services due to a loss of license, the Contractor shall not be reimbursed for the Services rendered after the effective date of termination of such license. Without limitlngthe generality of the foregoing, if any part of the Contract remains to be performed, and the termination of thc license docs not affect tho Contractor's ability to render the Services, every other term and provision of the Contract shall be valid and enforceable to the fullest extent permitted by law. Documentation of Professional Standards The Contractor shall maintain on file, in one location in Suffolk County, all records that demonstrate that it has complied with sub- paragraphs (b) and (c) above. The address oftbe location of thc aforesaid records and documents shall be provided to the County no later than the date ofexecntion of the Contract. Such documentation shall be kept, maintained, and available for inspection by the County upon twcoty-fuur (24) hours notice. Credentialing i.) In the event that the Department, or any division thereof, maintains a credentialing process to qualify the Contractor to render tho Services, the Contractor shall complete the required credentialing process. In the event that any State credential, registration, certification or license, Drug Enforcement Agency registration, or Medicare or Medicaid certification is restricted, suspended, or temporarily or permanently revoked, it is the duty of the Contractor to contact the Department, or division thereof, as the case may be, in writing, no later than three (3) days after such restriction, suspension, or revocation. ii.) The Contractor shall forward to the Department, or division thereof, as thc case may be, on or before July 1 of each year during the Term, a complete list of the names and addresses of ail persons providing thc Services, as well as their respective areas of certification, credentialing, registration, and licensing. Rev. 2-21-12; Law No. YO2 Youth Bureau Implementing Agency f. Engineering Certificate In the event that thc Contract requires any Enginceriag Sarvices, the Contractor shall submit to the County, no later than the due date for submission for approval of any eagineering work product, the Certificet¢ of Authorization ("Certificate"), issued pursuant to § 7210 of the New York Education Law. The failure to file, submit, or maintain the Certificate shall be grounds for rejection of any engineering work product submitted for approval. Termination a. Thirty Days Termination The County shall have the right to terminate the Contract without cause, for any reason, at any time, upon such terms and conditions it deems appropriate, provided, however, that no such termination shall be effective unless the Contractor is given at least thirty (30) days notice. b. Event of Default; Termination on Notice i.) ii.) The County may immediately terminate the Contract, for cause, upon such terms and conditions it deems appropriate, in the Event of Defanlt. If the Contractor defaults under any other provision of the Contract, the County may terminate the Contract, on not less than five (5) days notice, upon such terms and conditions it deems appropriate. Termination Notice Any notice providing for termination shall be delivered as provided for in paragraph 25 of this Article IIL d. Duties upon Termination i.) The Contractor shall discontinue thc Services as directed in the termination notice. ii.) The County shall pay thc Contractor for the Services ~ndered through the date of termination. iii.) The County is released from any and alt liability under the Contract, effective as of the date of the termination notice. 12 of 28 pages iv.) Upon termination, the Contractor shall reimburse the County the balance of any funds advanced to the Contractor by the County no later than thirty (30) days at, er termination of tho Contract. The provisions of this subparagraph shall survive the expiration or termination of the Contract. v.) Nothing contained in this paragraph shall be construed as a limitation on the County's rights set forth in paragraph 8 of this Article III. Indemnification and Defense ao The Contractor shall protect, indemnify, and hold harmless the County, its agents, servants, officials, and employees from and against all liabilities, fines, penalties, actions, damages, claims, demands, judgments, losses, suits or actions, costs, and expenses caused by the negligence or any acts or omissions of the Contractor, including reimbursement of the cost of reasonable attorneys' fees incurred by the County, its agents, servants, officials, and employees in any action or proceeding arising out of, or in connection with, the Contract, The Contractor hereby represents and warrants that it will not infringe upon any copyright in performing the Services. The Conlzactor agrees that it shall protect, indemnify, and hold harmless the County, its agents, servants, officials, and employees from and against all liabilities, fmcs, penalties, actions, damages, claims, demands, judgments, losses, suits or actions, costs, and expenses arising out of any claim asserted for infringement of copyright, including reimbursement of the cost of rcesonable attorneys' fees incurred by the County, its agents, servants, officials, and employees in any action or proceeding arising out of or in connection with any claim asserted for infringement of copyright. The Contractor shall defend the County, its agents, servants, officials, and employees in any proceeding or action, ineludiag appeals, arising out of, or in connection with, the Contract, and any copyright infringement proceeding or action. Alternatively, at the County's option, the County may defend any such proeeediag or action and require the Contractor to pay reasonable at. mays' fees or salary costs of County employees of the Department of Law for the defense of any such suit. The Contractor shall continuously maintain. during the Term of the Contract, insurance in ARTICLE III Rev. 2-21-12; Law No, t2- '(02 Youth Bureau Implementing Agency amounts and types as follows: i.) Commercial General Liability insurance, including cont~ectual liability coverage, in an amount not less than Two Million Dollars ($2,000,000.00) per occurrence for bodily injury and Two Million Dollars ($2,000,000.00) per occurrence for property damage. The County shall be named an additional insured. ii*) Automobile Liability insurance (if any non-owned or owned vehicles arc used by thc Contractor in thc performance of the Contract) in an amount not less than Five Hundred Thousand Dollars ($500,000.00) per person, per accident, for bodily injury and not less than One Hundred Thousand Dollars ($100,000.00) for property damage per iii.) Workers' Compensation and Employer's Liability insurance in compliance with all applicable New York State laws and regulations and Disability Benefits insurance, if required by law. The Contractor shall furnish to the County, prior to its execution of the Contract, the documentation required by the State of New York Workers' Compensation Board of coverage or exemption from coverage pursuant to §§57 and 220 of the Workers' Compensation Law. In accordance with General Municipal Law §108, the Contract shall be void and of no effect unless the Contrector shall provide and maintain coverage during the Term for the benefit of such employees as are required to be covered by thc provisions of the Workers' Compensation Law. iv.) Professional Liability insurance in an amount not less than Two Million Dollars ($2,000,000.00) on either a per-oceurrenco or claims-made coverage basis. Thc County may mandate an increase in the liability limits set forth in the immediately preceding paragraphs (4)(a)(i), (ii), and (iv). Co All policies providing such coverage shall be issued by insurance companies authorized to do business in New York with an A.M. Best rating of A- or better. do eo 6o The Contractor shall furnish to thc County, prior to the execution of the Contract, declaration pages for each policy of insurance, other than a policy for commercial general liability insurance, and upon demand, a true and certified original copy of each such policy evidencing compliance with the aforesaid insurance requirements. In the case of commercial general liability insurance and business use automobile insurance, the Contractor shall furnish to the County, prior to the execution of the Contract, a declaration page or insuring agreement and endorsement page evidencing the County's status es an additional insured on said policy, and upon demand, a true and certified original copy of such policy evidencing compliance with the aforesaid insurance requirements. All evidence of insurance shall provide for the County to be notified in writing thirty (30) days prior to any cancellation, nonrenewal, or material change in the policy to which such evidence relates. It shall be the duty of the Contractor to notify the County immediately of any cancellation, nonrenewal, or material change in any insurance policy. In the event the Contractor shall fail to provide evidence of insurance, the County may provide the insurance rcqalred in such manner as the County deems appropriate and deduct the cost thereof from a Fund Source. If the Contractor is a Municipal Corporation and has a self-insurance progrmn under which it acts as a self-insurer for any of such required coverage, thc Contractor shall provide proof, acceptable to thc County, of self-funded coverage. Independent Contractor Thc Contractor is not, and shall never be, considered an employee of thc County for any purpose. Notwithstanding anything contained in this Contract, the Contract shall not be construed as creating a principal-agent relationship between the County and the Contractor or the Contrector and the County, es the case may be. Severability It is expressly agreed that if any term or provision of this Contract, or thc application thereof to any person or circumstance, shall be held invalid or uncoforeenble to any extent, the remainder of the ConUact, or the application of such term or provision to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby, and every other term and provision of thc Contract shall be valid and shall be enforced W the fullest extent permitted by law. 13 of 28 pages ARTICLE III Rev. 2-2t-12; Law No. 12- YO2 Youth Bureau Implementing Agency Merger; No Oral Change~ It is expressly agreed that the Contract represents the entire agreement of the parties and that all previous understandings are herein merged in the Contract. No modifieatinn of the Contract shall be valid unless in written form end executor by both parties. 8. Set-Off Rights The County shall have all of its common law, equitable, and statutory fights of set-off. These rights shall include, but not be limited to, the County's option to withhold frum a Fund Source an amount no greater than any sum due and owing to the County for any reason. The County shall exercise its set-off rights subject to approval by the County Attorney. In cases of set-offpursuunt to a Comptroller's audit, the County shall only exercise such right after the finalization thereof, and only after consultation with the County Attorney. Non-Discrimination in Services 10. 11. The Contractor shall not, on the grounds of sace, creed, color, national origin, sex, age, disability, sexual orientation, military status, or marital status i.) deny any individual the Services provided pursuant to the Contract; or ii.) provide the Services to an individual 12. that is different, or provided in a different manner, from those provided to others pursuant to the Contract; or iii.) subject an individual to segregation or separato treatment in any matter related to the individual's receipt of the Services provided pursuant to the Contract; or 13. iv.) restrict an individual in any way from any advantage or privilege enjoyed by others receiving the Services provided pursuant to the Contract; or v.) treat an individual differently from others in determining whether or not the individual satisfies any eligibility or other requirements or conditions which individuals must meet in order to receive the Services provided pursuant to the Contract. The Contractor shall not utilize criteria or methods of administration which have the effect of subjecting individuals to discrimination 14. becausa of their race, creed, color, national origin, sex, age, disability, sexual orientation, military status, or marital status, or have the effect of substantially impairing the Contract with respect to individuals cfa particular race, creed, 14 of 28 pages color, national origin, sex, age, disability, sexual orientation, militasy status, or marital status, in determining: i.) the Services to be provided; or ii,) the class of individuals to whom, or the situations in which, the Services will be provided; or iii.) the class of individuals to be afforded an opportunity to receive thc Services. Nonsectarian Declaration The Services performed under thc Contract are secular in nature. No funds received pursuant to the Contract shall be used for sectarian purposes or to further the advancement of any religion. The Services will be available to all eligible individuals regardless of religious belief or affiliation. Governing Law The Contract shall be governed by, and construed in accordance with, the laws of the State of New York, without regard to conflict of laws. Venue shall be designated in the Supreme Court, Suffolk County, the United States District Court for the Eastern District of New York, or, if appropriate, a court of inferior jufisdiation in Suffolk County. No Waiver It shall not be construed that any failure or forbearance of the County to enforce any provision of the Contract in any particular instance or instances is a waiver of that provision. Such provision shall otherwise remain in full force and effect, notwithstanding any such failure or forbearance. Conflicts of Interest The Contractor shall not, during thc Term, pursue a course of eonduet which would cause a reasonable person to believe that he or she is likely to be engaged in acts that create a substantial conflict between its obligations under the Contract and its private interests. The Contractor is charged with the duty to disclose to the County the existence of any such adverse interests, whether existing or potential. This duty shall continue as long as the Term. The determination as to whether or when a conflict may potentially exist shall ultimately be made by the County Attorney a,%r full disclosure is obtained. Cooperation on Claims The Contractor and the County shall render diligently to each other, without compensation, any and all cooperation that may be required to defend the other party, its employees and designated representatives, against any ARTICLE III Rev. 2.2%12; Law No. 12- YO2 Youth Bureau Implementing Agency claim, demand or action that may be brought against the other party, its employees or designated representatives arising out of, or in connection with, the Contract. 15. Confidentiality Any document of the County, or any document created by the Contractor and used in rendering the Services, shall remain the property of the County and shall be kept confidential in ancordance with applicable laws, rules, end regulations. 16. Assignment and Subcontracting Thc Cuntntctor shall not delegate its duties under thc Contract, or assign, transfer, convey, subcon~nct, sublet, or otherwise dispose of the Contract, or any of its right, title or interest therein, or its power to execute the Contract, or assign ail or any portion of the monies that may be due or become due hereunder, (collectively refe~ed to in this paragraph 16 as "Assignment"), to any other person, entity or thing without the prior written eonseut of the County, end any attempt to do any of the foregoing without such consent shall be void nb initio. Such Assignment shall be subject to all oftbe provisions of the Contract end to any other condition the County requires. No approval of any Assignment shall be construed as enlarging any obligation of the County under the terms and provisions of the Contract. No Assignment of the Contract or assumption by any person of any duty of the ConUaetor under the Contract shall provide for, or otherwise be construed as, releasing the Contrantor from any term or provision of the Contract. 17. Changas~Cont~ctor The Contractor may, from time to time, only with the County's written consent, enter into a Permitted Transfer. For purposes of the Contract, a Permitted Transfer means: i.) if the Contractor is a partnership, the withdrawal or change, whether voluntary, involuntmy or by operation of law, of thc partners, or ffensfer of partnership interests (other than thc purclmse of partnership interests by existing partners, by the partnership itself or the immediat~ family members by reason of gitL sale or devise), or the dissolution of the partnership without immediate reconstitution thereof, and ii.) if the Contrantor is a closely held corporation (i.e. whose stock is not publicly held and not traded through an 15 of 28 pages ARTICLE III exchange or over the counter): !. the dissolution, merger, consolidation or other reorganization of the Contractor; and the sale or other transfer of twenty percent (20%) or more of the shares of the Contractor (other than to existing shareholders, the corporation itself or the immediate family members of shareholders by reason of gitL sale or devise). If the Contractor is a not-for-profit corporation, a change of twenty percent (20%) or more of its shares or members shall be deemed a Permitted Transfer. The Contractor shall notify the County in writing, which notice (the "Transfer Notice") shall include: i.) the proposed effective date of the Permitted Transfer, which shall not be less than thirty (30) days nor more then one hundred eighty (180) days aRer the date of delivery of the Transfer Notice; ii.) a summary of the material terms oftbe proposed Permitted Transfer; iii.) the name and add.ss of the proposed transferee; iv.) such information reasonably required by the County, which will enable the County to determine the financial responsibility, character, and reputation of the proposed transferee, nature of the proposed assignee/transferee's business end experience; v.) ali executed forms required pursuant to Article IV of the Contract, that are required to be submitted by the Contractor; and vi.) such other information as the County may reasonably require. The County agrees that uny request for its consent to a Permitted Transfer shall be granted, provided that the transfer does not violate any provision of the Contract, and the transferee has not been convicted ora criminal offense as described under Article II of Chapter 189 of the Suffolk County Code. The County shall grant or deny its consent to any request ora Permitted Transfer within twenty (20) days after delivery to Rev. 2-21-12; Law No. 12- YO2 Youth Bureau Implernenting Agency the County of the Transfer Notice, in accordance with the provisions of Paragraph 25 of Article III of the Contract. If the County shall not give written notice to the Contractor denying its consent to such Permitted Transfer (and setting forth the basis for such denial in reasonable detail) within such twenty (20)~day period, then the County shall be deemed to have granted its consent to such Permitted Transfer. e. Notwithstanding the County's consent, i.) the terms and conditions of the Conh~act shall in no way be deemed to have been waived or modified; and ii.) such consent shall not be deemed consent to any further transfers. 22. 18. No Intended Third Party Beneficiarias The Contract is entered into solely for the benefit of the County and the Contractor. No third party shall be deemed a beneficiary of the Contract and no third party shall have the right to make any claim or assert any right under the Contract. 23. 19. Certification as to Relationships The Contractor certifies under penalties of perjury that, other than through the funds provided in the Contract and other valid agreements with the County, there is no known spouse, life parmer, business, commercial, economic, or financial ralatianship with the County or its elected officials. The Contractor also certifies that there is no relationship within the third degree of consunguinity, between the Conlractor, any of its partners, members, directors, or shareholders owning five (5%) percent or more of the Contractor, and the County. 20. Publications Any book, article, report, or other publication related to the Services provided pursuant to this Contract shall contain the following statement in clear and legible print: "This publication is fully or partially funded by the County of Suffolk." 24. 21. Copyrights and Patents a. Copyrights If the work of the Contractor should result in the production of original books, manuals, films, or other materials for which a copyright may be granted, the Contractor may secure copyright protection. However, the County reserves to itself, and the Conffactor hereby gives to the County, and to any other person designated by 16 of 28 pages the County, a royalty-free, nonexclusive license to produce, reproduce, publish, translate, or otherwise use any such materials. b, Patents If the Contractor makes any discovery or invention during the Term, as a result of work performed under the Contract, the Contractor may apply for and secure for itself patent protection. However, the County reserves to itself, and the Contractor hereby gives to the County, and to uny other person designated by the County, a royalty-free, nonexclualve license to produce or otherwise use any item so discovered or patented. Arrears to County Contractor warrants that, except as may otherwise be authorized by agreement, it is not in arrears to the County upon any debt, contract, or any other lawful obligation, and is not in default to the County as surety. Lawful Hiring of Employees Law in Connection with Contracts for Construction or Future Construction In the event that the Conlxact is subject to the Lawful Hiring of Employees Law of the County of Suffolk, Suffolk County Code Article I1 of Chapter 353, as more fully sot forth in the Article entitled "Suffolk County Legislative Requirements," the Contractor shall maintain the documentation mandated to be kept by this law on the construction site at all times. Employee sign-in sheets end register/log books shall be kept on the construction site at all times and all covered employees, as defined in the law, shall be required to sign such sign-in sheets/register/log books to indicate their presence on the consUuetion site during such working hours. Record Retention The Contractor shall retain all accounts, books, records, and other documents relevant to the Contract for seven (7) years after final payment is made by the County. Federal, State, end/or County auditors and uny persons duly authorized by the County shall have full aec. ese and the right to examine any of said materials during said period. Such access is granted notwithstanding any exemption from disclosure that may be claimed for those records which are subject to nondisolosure ag~ements, trade secrets and commeroial information or financial information that is privileged or confidential Without limiting the generality of the foregoing, records directly related to contract expenditures shall be kept for a period of ten (10) years because the statute of limitations for the New York False Claims Act (New York False Claims Act § 192) is ten (10) years. ARTICLE III Rev. 2-21-12; Law No. 12- YO2 Youth Bureau Implementing Agency 25. Notice Unless otherwise expressly provided, all notices shall be in writing and shall be deemed sufficiently given if sent by regular first class mail end certified mail, or personally delivered during business hours as follows: 1.) to the Contractor at the address on page 1 of thc Contract end 2.) to the County at the Department, or as to either of the foregoing, to such other address as the addressee shall have indicated by prior written notice to the addressor. All notices received by the Contractor relating to a legal claim shall be immediately sent to the Department end also to the County Attorney at H. Lee Dennisoff Building, 100 Veterans Memorial Highway, P.O. Box 6100, (Sixth Floor), Hauppauge, New York, 11788-0099. End of Text for Article III 17 of 28 pages ARTICLE III Rev. 2-21-12; Law No. 12- YO2 Youth Bureau Implementing Agency Article IV Suffolk County Legislative Requirements Contractor's/Vendor's Public Disclosure Statement It shall be thc duty of tho Contractor to rend, become familiar with, and comply with the requirements of section A5-7 of Article V of the Suffolk County Code. Unless certified by an officer of the Contractor as being exempt fi.om the requirements of section A5-7 of Article V of the Suffolk County Code, the Contractor represents and warrants that it has filed with the Comptroller the verified public diseloanre statement required by Suffolk County Administrative Code Article V, section A5-7 and shall file an update of such statement with the Comptroller on or before the 31st day of January in each year of the Contract's duration. The Contractor acknowledges that such filing is a material, contractual and statutory duty and that the failure to file such statement shall constitute a material brunch of the Contract, for which the County shall be entitled, upon a determination that such breach has occurred, to damages, in addition to all other legal remedies, of fit~een percent (15%) of the amount of the Contract. Required Form: Suffolk County Form SCEX 22; entitled "Contractor's/Vendor's Public Disclosure Statement" Living Wage Law It shall be thc duty of the Contractor to read, become familiar with, and comply with the requirements of Chapter 575, of the Suffolk County Code. This Contract is subject to the Living Wage Law of the County of Suffolk. The law requires that, unless specific exemptions apply, all employers (as defined) under service enntraets and recipients of County financial assistance, (as defined) shall provide payment of a minimum wage to employees as sot forth in the Living Wage Law. Such rate shall be adjusted annually pursuant to the terms of the Suffolk County Living Wage Law of the County of Suffolk. Under the provisions of the Living Wage Law, the County shill have the authority, under appropriate cimumstancos, to terminate the Contract and to seek other remedies as set forth therein, for violations of this Law. Required Forms: Suffolk County Living Wage Form LW-1; entitled "Suffolk County Deparm~ent of Labor- Living Wage Unit Notice of Application for County Compensation (Contract)." Suffolk County Living Wage Form LW-38; entitled "Suffolk County DeparUnant of Labor - Living Wage Unit Living Wage Cerfification/Declaration - Subject To Audit." 18 of 28 pages Use of County Resource~ to Interfere with Collective Bargaining Activities It shall be the duty of tho Contractor to read, become familiar with, and comply with the requirements of Article I of Chapter 803 of the Suffolk County Code. County Contractors (as defined by section 803-2) shall comply with all requirements of Chapter 803 of the Suffolk County Code, including the following prohibitions: a. The Contraetar shall not use County funds to assist, promote, or deter union organizing. No County funds shall be used to reimburse the Contractor for any costs incurred to assist, promote, or deter union organizing. No employer shall usc County property to hold a meeting with employees or supervisors if the purpose of such meeting is to assist, promote, or deter union organizing. If the Services are performed on County property, the Contractor must adopt a reasonable access agreement, a neutrality agreement, fair communication agreement, non- intimidation agreement, and a majority authorization card agreement. If the Services are for the provision of human sorvicas and are not to be performed on County property, the Contractor must adopt, at the least, a neutrality agreement. Under the provisions of Chapter 803, the County shall have the authority, under appropriate eireumatances, to terminate the Contract and to seek other remedies as set forth therein, for violations of this Law. Required Form: Suffolk County Labor Law Form DOL-LOI; entitled "Suffolk County Department of Labor - Labor Mediation Unit Union Organizing Certification/Declaration - Subject to Audit." Lawful Hiring of Employes Law It shall be the duty of the Contractor to read, become familiar with, and comply with the requirements of Article 11 of Chapter 353 oftbe Suffolk County Code. This Contract is subject to thc Lawful Hiring of Employees Law of the County of Suffolk. It provides that all covered employers, (as defined), and tho owners thereof, es thc case may be, that are recipients of compensafiun from the County through any grant, loan, subsidy, funding, appropriation, payment, tax incentive, contract, sebeonlract, license agreement, lease or other financial compensation agreement issued by the County or an awarding agency, where such compensation is one hundred pereeni (100%) funded by the County, shall submit a completed sworn affidavit (under penalty of perjury), the form of which is attached, certifying that they have ARTICLE IV R~v. 2-21-12; Law No. 12- YO2 Youth Bureau Implementing Agency complied, in good faith, with the requirements of Title 8 of the United States Code Section 1324a with respect to the hiring of covered employees (as defined) and with respect to the alien and nationality status of the owners thereof. The affidavit shall be executed by an authorized representative of the covered employer or owner, as the case may be; shall be part of any exi:cuted contract, subcontract, license agreement, lease or other financial compensation agreement with the County; and shall be made available to the public upon request. All contractors and subcontractors (as defined) of covered employers, and the owners thereof, as the case may be, that are assigned to perform work in connection with a County contract, subcontract, license agreement, lease or other financial compensation agreement issued by the County or awarding agency, where such compensation is one hundred percent (100%) funded by the County, shall submit to the covered employer a completed sworn affidavit (under penalty of perjury), the form of which is attached, certifying that they have complied, in good faith, with the requirements ofTirie 8 of the United States Code Section 1324a with respect to the hiring of covared employees and with respect to the alien and nationality status of the owners thereof, as the case may be. The affidavit shall be executed by an authorized representative of the contractor, subeuntraetor, or owner, as the ease may be; shall be part of any executed contract, suboontract, license agreement, lease or other financial compensation agreement between the covered employer and the County; and shall be made available te the public upon request. An updated affidavit shall be submitted by each such employer, owner, contractor and subcontractor no later than January 1 of each year for the duration of any contract and upon the renewal or amendment oftbe Contract, and whenever a new contractor or subcontractor is hired under the terms of the Contract. The Contractor acknowledges that such filings are a material, contractual and statutory duty and that the failure to file any such statement shall constitute a material breach of the Contract. Under the provisions of the Lawful Hiring of Employees Law, the County shall have the authority to terminate the Contract for violations of this Law and to seek other remedies available under the law. The documentation mandated to be kept by this law shall at all rimes be kept on site. Employee sign-in sheets and register/log books shall be kept on site at all times during working hours and all eevered employees, as defined in the law, shall be rcquired to sign such sign-in sheets/register/log books to indicate their presence on the site during such working hours. Required Forms: Suffolk County Lawful Hiring of Employces Law Form LifE-l; entitled "Suffolk County Department of Labor- Notice Of Applicarion To Certify Compliance With Federal 19 of 28 pages Law (8 U.S.C. Section 1324a) With Respect To Lawful Hiring of Employees." Suffolk County Lawful Hiring of Employees Law Form LHE-2; entitled "Affidavit Of Complianco With The Requirements Of 8 U.S.C. Section 1324a With Respect To Lawful Hiring Of Employees" Gratuities It shall be the duty of the Contractor to read, become femilier with, and comply with the requirements of Chapter 664 oftbe Suffolk County Code. offered or given any gratuity to any official, employee or agent of the County or the State or of any political party, with the pu~ose or intent of securing an agreement or securing favorable treatment with respect to the awarding or amending ofen agreement or the making of any determinations with r~poct to the performance of an Prohibition Against Contracting with Corporations that Reincoeporate Overseas It shall be the duty of the Contractor to read, become familiar with, and comply with the requirements of sections A4-13 and A4-14 of Article IV of the Suffolk County Code. The Contractor represents that it is in compliance with sections A4-13 and A4-14 of Article IV of the Suffolk County Code. Such law provides that no contract for consulting services or goods and services shall be awarded by the County to a business previously incorporated within the U.S.A. that has reincorporated outside the U.S.A. Child Sexual Abuse Reporting Policy It shall be thc duty of thc Contractor to read, become familiar with, and comply with the requirements of Anicte II of Chapter 880 of the Suffolk County Code. The Contractor shall comply with Article I1 of Chepter 880, oftbe Suffolk County Code, entitled "Child Sexual Abuse Reporting Policy," as now in effant or amended hereafier or of any other Suffolk County Local Law that may become applicable during the term of the Contract with regard to child sexual abuse reporting policy. Non Responsible Bidder It shall be the duty of the Contractor to read, become familiar with, and comply with the requirements of Article Il of Chepter 189 of the Suffolk County Code. Upon signing the Contract, the Contractor certifies that it has not been convicted of a criminal offense within the last ten (10) years. The term "conviction" shall mean a finding of guilty after a trial or a plea of guilty to an offense ARTICLE IV Rev. 2-2'1-12; Law No. 12- YO2 Youth Bureau Implementing Agency anvered under section 189-5 of the Suffolk County Code under"Nooresponsible Bidder." Un of Funds in Prosecution of Civil Actions Prohibited It shall be the duty of the Conaagtor to read, become familiar with, and comply with the requirements of Article II1 of Chapter 893 of thc Suffolk County Code. The Contractor shall not uso any of the moneys, in part or in whole, and either directly or indir~tly, received under the Contract in connection with the prosecution of any civil action against the County in any jurisdiction or any judicial or administrative forum. 10. Youth Sports It shall be thc duty of the Contractor to reM, become familiar with, and comply with Article III of Chapter 730 of the Suffolk County Code. All contract agencies that conduct youth sports programs am required to develop and maintain a written plan or policy addressing incidents of possible or actual concussion or other head injuries among spor~s program participants. Such plan or policy must be submitted prior tu the award of a County unnm~ct, grant or funding. Receipt of such plan or policy by the County do~s not represont approval or endors~munt of any such plan or policy, nor shall the County be subject to any liability in cunnectiun with any such plan or policy. 11. Work Experience Participation If the Contractor is a not-fur-profit or governmental agency or institution, each of the Contractor's locations in the County at which the Servicos are provided shall be a work sitto for publie-asalstance clients of Suffolk County pursuant to Chapter 281 of the Suffolk County Code at all times during the Term of the Contract. If no Memorandum of Understanding ("MOU") with the Suffolk County Department of Labor for work experience is in effect m thc beginning of thc Tcrm of thc Contract, thc Contractor, if it is a not-fur-profit or governmental agency or institution, shall enter into such MOU as soon as possible after thc executinn of thc Contract and failure to enter into or to p~rform in accordance with such MOU shall bc d~mcd to be a failure to porform in aecordancc with the Contract, for which thc County may withhold payment, terminate thc Contra~t or exercise such other remedies as may be appropriate in thc cireumstaneas. 12. Suffolk County Local Laws Website Address Suffolk County Local Laws, Rules and Regulations can be accessed on thc homepagc of thc Suffolk County Legislature. End of Text for Article IV 20 of 28 pages ARTICLE IV Rev. 2-21-t2; Law No. 12- Ye2 Youth Bureau Implementing Agency Article V General Fiscal Terms and Conditions 1. General Payment Terms Presentation of Suffolk County Payment Voucher In order for payment to be made by the County to the Contractor for thc Services, thc Contractor shall prepare and present a Suffolk County Payment Voucher, which shall be documented by sufficient, competent and evidential matter. b. Voucher Documentation Thc Suffolk County Payment Voucher shall list all information regarding the Services and other items for which expenditures have been or will be made in accordance with the Contract. Either upon execution of the Contract (for the Services already rendered and expenditures already made), or not more than thirty (30) days aider the expenditures were made, and in no event after the 31~ day of January following the end of eanh year of the Contract, the Contractor shall furnish the County with detailed documentation in support of the payment for the Services or expenditures under the Conh'act e.g. dates of the Service, worksite locations, activities, hours worked, pay rates and all program Budget categories. The Suffolk County Payment Voucher shall include time records, certified by the Contractor as txue and accurate, of all personnel for whom expenditures are claimed during the period. Time and ettandance records ora project director, if any, shall be certified by the Chairperson, President or other designated member of the Board of Directors oftbe Contractor. All Suffolk County Payment Vouchers must bear a signature as that term is defined pursuant to New York State General Construction Law §46 by duly authorized persons, and certification of such authorization with certified specimen signatures thereon must be filed with the County by a Contractor official empowered to sign the Contract. Disbursements made by the Contractor in accordance with the Contract and submitted for reimbursement must be doeumanted and must comply with aceounting proendures as set forth by the Suffolk County Department of Audit and Control. Documentation, including any other form(s) required by County or the Suffolk County Department of Audit and Cunt~ol, shall be furnished to the County pursuant to, and as limited by, the Regulations for Accounting Procedures for Contract Agencies of the Suffolk County Department of Audit and Control. In addition to any other remedies that the County may have, failure to supply the required documentation will disqualify the Contractor 21 of 28 pages ARTICLE V eo from any further County contracts. Payment by County Payment by the County shall be made within thirty (30) days after approval of thc Suffolk County Payment Voucher by the Comptroller. Budget Modification i.) The parties shall use the Contract Budget Modification Request form ("Budget Modification") for revisions to the Budget and Servieen not involving an increase to the total cost of the Contn~ct. The Contractor shell submit to the County the Budget Modification proposed revisions for either Budget or the Services. Such request must be made in advance of incurring any expenditure for which the revision is needed. ii.) When the County and the Contractor agree as to such revisions, the Contractor shall execute the Budget Modification form. The Contractor shall return it to the County for execution. iii.) Upon complete execution of thc Budget Modification form, the County shall return a copy to the Contractor. The revision shall not be effective until the Budget Modification is completely executed. iv.) The Budget Modification form may be submitted only twice per calendar year and may only be submitted prior to November 15th of that year. Budget and/or Services Revisions i.) ii.) Thc panics shall use the Contract Budgct/Services Revision Approval Form (Budget/Services Revisions) for revisions to the Budget and Services involving any change to the total cost oftbe ConUact due to a resolution of the Legislature, changes to the County's adopted annual budget, or for any other reason necessitating revisions to the Budget or Services. When the County and the Contractor agree as to such revisions, the Conlrantor shall execute the Budget/Services Revisions form. The Contractor shall relurn it to the County. Rev. 2-21-12; Law No. 12- YO2 Youth Bureau Implementing Agency iii.) Upon complete execution of the form by the parties, the County shall retain a copy to the Contractor. The revision shall not be effective until the Budget /Services Revisions is completely executed. f. Taxes The charges payable to the Contractor under the Contract arc exclusive of federal, state, and local taxes, the County being a municipality exempt from paymem of such taxes. g, Final Voucher The accepiance by the Contractor of payment of all billings made on the final approved Suffolk County Payment Voucher shall operate as end shall be a release of the County from all claims by the Contractor. 2. Subj~t to Appropriation of Funds The Contract is subject to thc amount of funds appmpriatad each fiscal year and any subsequent modifications thereof by the County Legislature, and no liability shall be incurred by the County beyond the amount of funds appropriated each riscal year by the County Legislature for the Services. If the County fails to receive Federal or State funds originally intended to pay for the Services, or to reimburse the County, in whole or in part, for payments made for the Services, the County shall have thc sole and exclusive right to: i.) determine how to pay for the Services; ii.) determine future payments to the Contractor; and iii.) determine what amounts, if any, are reimbursable to the County by the Contractor and the terms and conditions under which such reimbursement shall be paid. The County may, during the Term, impose a Budget Deficiency Plan. In the event that a Budget Deficiency Plan is imposed, thc County shall promptly notify the Contractor in writing of the terms and conditions thereof, which shall be deemad incorporated in and made a part of the Contract, and thc Contractor shall implement those terms and conditions in no less than fourteen (14) days. 22 of 28 pages Personnel Salaries, Pension and Employee Benefit Plans, Rules and Procedures Upon request, thc Contractor shall submit to the County a current copy, certified by the Contractor as true and accurate, of its i.) salmy scale for all positions listed in the Budget; ii.) personnel rules and procedures; iii.) pension plan and any other employee benefit plans or arrangements. Thc Contractor shall not be entitled to reimbursement for costs under any pension or benefit plan the Comptroller deems commercially unreasonable. Co Notwithstanding anything in this paragraph 3 of this Article V, thc County shall not be limited in requesting such additional financial information it deems reasonable. Accounting Procedures ao Thc Contractor shall maintain accounts, books, records, documents, other evidence, and accounting procedures and practices which sufficiently and properly reflect all direct and indirect costs of uny nature expended in the performance of the Contract, in accordance with generally accepted accounting principles and with mits, regulations and financial directives, as may be promulgated by the Suffolk County Department of Audit and Control and the Department. The Conm~ctor shall permit inspection and audit of such accounts, books, records, documents and other evidence by the Department and the Suffolk County Comptroller, or their representatives, as often as, in their judgment, such inspection is deemed necessary. Such right of inspection and audit as set forth in subparagraph b. below shall exist during thc Term and for a period of seven (7) years al~er expiration or termination of the ConWact. Thc Contractor shall retain all accounts, books, records, and other documents relevant to the Contract for seven (7) years after final payment is made by the County. Federal, State, and/or County auditors and any persons duly authorized by the County shall have full access and the right to examine any of said materials during said period. Such access is granted notwithstanding any exemption, from disclosure that may be claimed for those records which are subject to nondisclosure agreements, trade secrets and commercial information or financial information that is privileged or confidential. ARTICLE V Rev. 2-2t-t2; Law No. 12- YO2 Youth Bureau Implementing Agency eo The Contractor shall utilize the accrual basis of accounting and will submit all financial repons and claims based on this method of accounting during the Term. 5. Audit of Finaacial Statements no All payments made under the Contract are subject to audit by the Comptroller pursuant to Article V of the Suffolk County Charter. The Contractor further agrees that the Comptroller and the Depamnent shall have access to and the fight to examine, audit, excerpt, copy or transcribe any pertinent transactions or other records relating to services under the Contract. If such an audit discloses overpayments by the County to the Contractor, within thirty (30) days alter the issuance of an official audit report by the Comptroller or his duly designated representatives, the Contractor shall repay the amount of such overpayment by check to the order of the Suffolk County Treasurer or shall submit a proposed plan of repayment to the Comptroller. If there is no response, or if sntisfactopJ repayments are not made, the County may recoup overpayments from any amounts due or besomiag due to the Contractor from the County under the Contract or otherwise. The provisions of this paragraph shall survive the expiration or termination of the Contract. 6. Financial Statements and Audit Requirements Notwithstanding any other reporting or certification requirements of Federal, State, or local anthodties, the Contractor shall obtain the services of an independent licensed public accountant or certified public accountant (the "Auditor") to audit its financial statements for each Contractor's "fiscal year" in which the Contractor has received, or will receive, three hundred thousand ($300,000.00) dollars or more from the County, whether under the Contract or other agreements with the County, and shall submit a report to the County on the overall financial condition and operations of the Contractor, including a balance sheet and statement of income and expenses, attested by the Auditor as fairly and accurately reflecting the accounting records of the Conlractor in aecordanco with generally accepted accounting principles. The Contractor may solicit requests for proposals from a number of qualified accounting firms and review carefully the costs of, and qualifications for, this type of work before selecting the Auditor. The Auditor should be required to meet the following minimum requirements: 23 of 28 pages ARTICLE V ao i.) a current license issued by the New York State Education Department; ii.) sufficient auditing experience in the not-for-profit, governmental or profit- making areas, as applicable; and iii.) a satisfactory peer review issued within not more than three (3) years prior to the date when the Auditor was selected to conduct the audit. The audit must be conducted in accordance with generally accepted governmental auditing standards. Financial statements must clearly differentiate between County-funded programs and other programs that the Contractor may be operating. The use ofsubsidimy schedules should be enenuraged for this purpose. The Auditor must also prepare a Management Letter based on the audit In the event the Contractor is a not-for-profit organization or unit of local government and expends five hundred thousand ($500,000.00) dollars or more of Federal monies, whether as a reeipiant expending awards received diractly from Federal awarding agencies, or as a subreeipient expending Federal awards received from a pass-throagh entity, such as New York State or Suffolk County, during any fiscal year within which it raceives funding under the Contract, the audit must be conducted, and the audit report ("Single Audit Report") must be, in accordanco with OMB Circular No. A-133 (revised June 27, 2003). Single Audit Reports must also be submitted to the designated clearinghouse, cognizant agency and/or pass- through entity, to the extent required by the OMB Circular referred to above. The Contractor must submit to the County a statement in writing, certified by its chief financial officer, which states the amount of Federal funding expended by the Contractor during soeh riscal year. The Contractor must mail or deliver the cartified statement to the Department and to the Executive Director of Auditing Services, Suffolk County Department of Audit and Control, H. Lee Dennison Building, 100 Veterans Memorial Highway, P. O. Box 6100, Hauppauge, New York 11788-0099, as soon as possible at'er the and of the Contractor's fiscal year. The statement must include all Federal funding received directly from the Federal government and all Federal funds passed through from the County and other pass-through entities. Rev. 2-2t-12; Law No. t2- YO2 Youth Bureau Implementing Agency Copies of all financial statements, Management Letters, Single Audit Reports and other audit reports must be transmitted to the County and to the Executive Director of Auditing Services at the address set foflh above. The reports must be submitted within thirty (30) days after completion of the audit, but in no event later than nine (9) months after the end of the Contractor's fiscal year, to which the audit relates. These requirements do not preclude the County, the Comptroller, or their authorized representatives, or Federal or State auditors from auditing all racords of the Contractor. Therefore, the records of the Contractor must be made available to authorized representatives of Federal, State and County gnvemmant for that purpose. The previsions of this paragraph shall survive the expiration or termination of the Contract. 7. Furniture, Fixtures, Equipment, Materials, Supplies Purchases, Rentals or Leases Requiring Prior Approval Prior to placing any order to purchase, rent or lease any furniture, fixtures, or equipment valued in excess ofune thousand dollars ($!,000.00) per unit for whinh the Contractor will seek reimbursement from the County, the Contractor shall submit to the County a written request for appreval to make such a preposed purchase, rental or lease, with a list showing the quantity and description of each item, its intended loeatiun and use, estimated unit price or cost, and estimated total cost of the proposed order. Written appreval of the County shall be required before the Contractor may proceed with such preposed purchase, rental or lease of furniture, fixtures or equipment. All items purchased must be new or like new unless spacifically described othen,~isc in the Budget. bo Purchase Practices/Proprietary Interest of County i.) The Contractor shall follow the general practices that are designed to obtain fumitare, fixtures, equipment, materials, or supplies at the most reasonable price or cost possible. ii.) The County reserves the right to purchase or obtain furniture, fixtures, equipment, materials, or supplies for the Contractor in accordance with the pregrammatic needs of the Contract. If thc County exercises this right, the amount budgeted for the items so purchased or obtained by the County for the Contractor shall not be available 24 of 28 pages ARTICLE V to the Contractor for any purpose whatsoever. Title to any such items purchased or otherwise obtained by the County for the programs encompassed by the Contract and entrusted to the Contractor, shall remain in the County. iii.) The County shall retain a proprietary interest in all furniture, removable fixtures, equipment, materials, and supplies purchased or obtained by the Contractor and paid for or reimbursed to the Contrantor pursuant to the terms of the Contract or any prior agreement between the parties. iv.) The Contractor shall attach labels indicating the County's preprietary interest or title in all such property. County's Right to Take Title and Possession Upon the termination or expiration of the Contract or any renewal thereof, the discontinuance of the business of the Contractor, the failure of the Contractor to comply with the terms of the Contract, the bankruptcy of the Contractor, un assignment for the benefit of its creditors, or the failure of the Contractor to satisfy any judgment against it within thirty (30) days of filing of the judgmcot, the County shall have the right to take title to and possession of all furniture, removable fixtures, equipment, materials, and supplies and the same shall thereupon become the preperty of the County without any claim for reimbursement on the part of the Contractor. Inventory Records, Controls and Reports The Contractor shall maintain proper and accurate inventory records and controls for all such furniture, removable fixtures and equipment acquired pursuant to the Contract and all prior agreements between the parties, if any. Three (3) months before the expiration date of the Contract, the Contractor shall make a physical count of all items of furniture, removable fixtures and equipment in its custody, checking each item against the aforesaid inventory records. A report setting forth the results of such physical count shall be prepared by the Contractor on a form or forms designated by the County, certified and signed by an authorized official of the Contractor, and one (1) copy thereof shall be delivered to the County within five (5) days after the date set for the aforesaid physical count. Within five (5) days a.~er the termination or expiration date of the Contract, the Contractor shall submit to the County six (6) copies of the same report updated to such date of the Contract, certified and signed by an authorized official of Rev. 2-21-12; Law No. 12- YO2 Youth Bureau Implementing Agency the Contractor, based on a physical count of all items of furniture, removable fixtures and equipment on the aforesaid expiration date, and revised, if necessary, to include any inventory changes during the last three (3) months of the Term. Protection of Property in Contractor's Custody The Contractor shall maintain vigilance and take ail reasonable precautions to protect thc furniture, fixtures, equipment, material or supplies in its custody against damage or loss by fire, burglary, thefi, disappearance, vandalism, or misuse. In thc event of burglmy, theft, vandalism, or disappe~-ance of any item of furniture, fixtures, equipment, material or supplies, the Contractur shall immediately notify the police and make a record thereof, including a record of thc results of any invcstigatiun which may be made thereon. In the event of loss of or damage to any item Of furniture, fixtures, equipment, materials, or supplies from any cause, the Contractor shall immediately send thc County a detailed written report thereon. Disposition of Property in Contractor's Custody Upon termination of the County's funding of any of thc Services covered by thc Contract, or at any other time that the County may direct, the Contractor shall make access available and render all ancessao' assistance for physical removal by the County or its designee of any or all furniture, removable fixtures, equipment, materials or supplies in the Contractor's custody in which the County has a proprietary interest, in the same condition as such property was received by the Contractor, reasonable wear and tear excepted. Any disposition, settlements or adjustments connected with such property shall be in accordance with the rules and regulations of the County and the State of New York. 8. Lease or Rental Agreements lflcese payments or rental costs arc included in the Budget as an item of expense reimbursable by the County, the Contractor shall promptly submit to the County, upon request, any lease or rental agreement. If during the Term, the Contrsctor shall enter into a lease or rental agreement, or shall renew a lease or rental agreement, the Contractor shall, ptior to the execution thereof, submit such lease or rental agreement, to the County for approval. 9. Statement of Other Contracts 10. Prior to thc execution of the Contract, the Contractor shall submit a Statement of Other Contracts to the County, 25 of 28 pages which shall be attached as an exhibit to the Contract. If the Contract is amended during the Team, or if the County exercises its option right, the Contractor shall attsch a then current Statement of Other Contracts. Miscellaneous Fiscal Terms and Conditions Limit of County's Obligations The maximum amount to be paid by the County is set forth on thc first page of the Contract. b. Duplicate Payment from Other Sourcas Payment by the County for the Services shall not duplicate payment received by the Contractor from any other source. c, Funding Identification The Contractor shall promptly submit to the County upon request, a schedule for all programs funded by the County, itemizing for each such program the sums received, their source and the total program budget. do Outside Funding for Non-County Funded Activities Notwithstanding thc foregoing provisions of the Contract, it is the intent of the County that the terms and conditions of the Contract shall not limit the Contrantor from applying for and accepting outside grant awards or from providing additional educational activities/services which may result in the Contractor incurring additional costs, as long as the following conditions are met: i.) ii.) iii.) iv.) The County is not thc Fund Source for the additional services; Sufficient funding is available for or can be generated by thc Contractor to cover thc cost incurred by the Contractor to provide these additional services; and If sufficient funding is not available or cannot be generated, thc County shall not be held liable for any of the additional costs incurred by the Contractor in furnishing such additional services. Prior to scheduling any such additional services on County-owned properly, the Contractor shall obtain written County approval. The ConU'actor shall, to the County's satisfuetion, submit any documentation requested by the Department reflecting the change, and identify the additional services to be provided and the source of funding that ARTICLE V Re-¢. 2-21-12; Law No. t2- YO2 Youth Bureau Implementing Agency shall be utilized to cover the expenditores incurred by the Contractor in undertaking the additional services. e. Potential Revenue The Contractor shall actively seek and take reasonable steps to secure all potential funding from grants and contracts with other agencies for programs funded by the County. Payments Contingent upon State/Federal Funding Payments under the Contract may be subject to and contingent upon continued funding by State and/or Federal agencies. In the event payments are subject to such funding no payment shall be made until the Contractor submits documentation in the manner and form as shall be required by State and/or Federal agency. If late submission of claims precludes the County from claiming State or Federal reimbursement, such late claims by the Contractor shall not be paid by the County subject to subparagraph g. below, if, for any reason, the full amount of such funding is not made available to the County, thc Contract may be terminated in whole or in part, or the amount payable to the Contractor may be reduced at the discretion of the County, provided that any such termination or reduction shall not apply to allowable costs incurred by the Contractor prior to such termination or reduction, and provided that money has been appropriated for payment of such costs. g. Denial of Aid Ifa State or Federal government agency is funding the Conmtct and fails to approve aid in reimbursement to thc County for payments made hereunder by the County to the Contractor for expenditures made during the Term because of any act, omission or negligence on the part of the Contractor, then thc County may deduct and withhold from any payment due to the Contractor an amount equal to the reimbursement denied by the state or federal government agency, and the County's obligation to the Contractor shall be reduced by any such amounts. In such an event, if there should be a balance due to the County after it has made a final payment to the Contraetor under the Contract, on demand by the County, the Contractor shall reimburse the County for thc amount of the balance due the County, payable to the Suffolk County Treasurer. The provisions of this subparagraph shall survive the expiration or termination of the Contract. 26 of 28 pages ARTICLE V mo Budg~ The Contractor expressly represents end agrees that the Budget lists all revenue, expenditures, personnel, personnel costs and/or all other relevant costs oecessary to provide the Services. Payment of Claims Upon receipt of a Suffolk County Payment Voucher, the County, at its discretion, may pay the Contractor during the Term, in advance, an amount not to exceed one sixth (I/6) of the maximum amount to be paid by the County set forth on the first page of the Contract. Payments Limited to Actual Net Expenditures The Contractor agrees that if, for any reason whatsoever, the Contractor shall spend during the Term for the purposes set forth in the Contract en amount less than, or receive amounts more than, provided in the Budget, the total cost of the Contmet shall be reduced to the net amount of act'aal Contractor expondituros made for such purposes. The total amount to be paid by the County shall not exceed the lesser of(i) actual net expenditures or (ii) the total cost of the Contract on the cover page and in the Budget. Upon termination or expiration of the Contract if the Cuntmetor's total amount of allowable expenses is less than the total amount of the payments made during the Term, thc Contractor shall prepare a check payable to the Suffolk County Treasurer for the difference between the two amounts and submit such payment to the County, along with the final Suffolk County Payment Voucher. Travel Costs Reimbursement to the Contractor for travel costs shall not exceed amounts allowed to County employees. Attendance at Conferences All conferences that are partially or fully funded by the County that the Contractor's staff wishes to attend must be pre-approved, in writing, by the County and must be in complience with Suffolk County Standard Operating Procedure A-07 and Executive Order No. 14-2007. Salaries The Contractor shall not be eligible to receive any salary reimbursement until proof of deposit or payment of all withholding and payroll taxes to the Federal/State governments has been provided to the County. Rev. 2-21-12; Law No. 12- YO2 Youth Bureau Implementing Agency n. Sahry Increases No salary, wage, or other compensation for the Services shall be increased over the amount stated in the Budget without the prior written approval of the County. o. Contractor Vacancies The County shall have the fight of prior approval of the Contractor's filling of any vacant position as of the date of exeeution of the Contract or as may thereafter become vacant, and, in the exercise of that right. The County may promulgate reasonable regulations involving filling of vacancies which shall be deemed to be incorporate~l by reference in, and be made part of, the Contract, provided, however, that subject to the availability of funding, approval for the hiring of replacement clerical shall be a Contractor determination. p. No Limitation On Rights Notwithstanding anything in this Article V to the contrary, the County shall have available to it all rights and remedies under ~e Contract and at law and equity. q. Comptroller's Rules and Regulations Thc Contractor shall comply with thc "Comptroller's Rules and Regulations for Consultant's Agreements" as promulgated by the County Depanmant of Audit and Control and any amandmcnts thereto during thc Term. The County shall provide thc Contractor with a copy of any amendmants to the "Comptroller's Rules and Regulations for Consultant Agreements" during thc Term. End of Article V 27 of 28 pages ARTICLE V Rev. 2-21-12; Law No. 12- YO2 Youth Bureau Implementing Agency Exhibit 1 Exhibit 2 Exhibit 3 Exhibit 4 Exhibit 5 Exhibit 6 Exhibit 7 Exhibit $ Exhibit 9 Exhibits Public Disclosure Living Wage Union Certification Lawful Hiring Certification Regarding Lobbying Budget Modification Request Budget/Services Revisions Approval Standard Operating Procedure A-07 Amendment 1 and Executive Order 14-2007 or any successor order. Comptroller's Rules and Regulations for Consultant's Agreements 28 of 28pages Certification Regarding Lobbying for Contract, Grants, Loans and Cooperative Agreements The undersigned certifies, to the best of his or her knowledge and belief, that: No State or 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 legislation or appropriation actions pending before local, State and Federal executive and/or legislative bodies in connection ~th the awarding of any contract, the making of any grant, the making of any loan the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any contract, grant, loan, or cooperative agreement. If any funds other than State or Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence legislation or appropriation actions pending before local, State and Federal executive and/or legislative bodies in connection with this 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. 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 ia a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U.S. Code. Failure to file the required certification shall be subject to civil penalty by the Federal government of not less than $10,000 and not more than $100,000 for each such failure. Provider: Agreement Number: sign: Name: Title: Date: Page 1 of t Page of COUNTY OF SUFFOLK OFFICE OF BUDGET CONTRACT BUDGET MODIFICATION REQUE8T The progrmn budget contained in the Agreement of ,20. between the COLrNTY OF SUFFOLK and is he.by ~ended as follows: LINE NO. DESCRIPTION (as changed) $ CHANGE (HEADING) Show whether County or A~ncy share $ BEFORE $ AFTER + or - NET CHANGE S Except as set forth above, this budget modification shall not be deemed to change any condition or provision in the said A~reoraent. By: By: Name: Name: Title: Title: Date: Dept.: Agency: Dire: Louis A. Medina Executive Director Suffolk County Youth Bureau FOR THE COUNTY OF 8UFFOLK APPROVED BY: DATE: NOTE: This form is not to be used to affect any net increase in the budget. USE REVERSE FOR SUPPORTING STATEMENTS STANDARD OPERATING PROCEDURE OFFICE OF THE COUNTY EXECUTIVE Approwxl by: STEVE LEVY SUFFOLK COUNTY £X]/CUTWI/ Numb~n A-07 Amendment TRAVEL. CONFERENCE. AND MEETING ATTENDANCe, THIS SOP SUPERSEDES 'I~E SHEETS IN TIlE SOP MANUAL THAT IS IDENTIFIED AS "SOP A-07~ DATED 4/2/97. HOLD£RS OF ~ SOP MANUAL SHOULD REMOVE AND DISCARD THE CITED SHEETS AND REPLACE THEM WITH THIS DOCUMENT. ]. ParDe~e: This SOP details how employees can obtain appwval for confercnee attcndanee, travel out of Suffolk County during county time for conferences or seminars, and governmenl related mcatings with an overnight .stay. 2. ~ope: This SOP applies to all County Employees in all county departments, o~ccs, or ageocias. 3. Nature of Chtneee: This procedure amends the previous version dated 3/22/04. The new procedure will require the booking of hotel accommodations, rental cars, airplane travel, and AMTRAK be handled through a designated travcl agency. 4. DefJnition~: (l) A ConferancC is defined as a large group of people assembling together to discuss a wide range of topics. The Annual ~ew York State AssccJatJon of Counties Conference is an example of a conference. (2) A Meeting Js defined as a one day, regularly scheduled or impromptu, gatherin8 of pcoplc for a specific purpose. A meeting of thc Lc&islativc Subcommittee of thc New York State Association of Counties is an example ora meeting. (3) A Seminar is defined us a group of people assembling for education or Uaining related lo performance of a one's job duties ns a county employee. A. Conferences 1) No more than two (2) persons from a department will be permitted to attend a conference, meeting, or seminar. Certain exceptions will be granted if' a conference, meeting or seminar has programs with conflicting hours, if it requires more than one person to attend, or if soeciai circumstances warrant more attendees (e.g., mandated training). 2) No reimbursement will be made for an overnight stay in New York City, Nassau or Suffolk County. Employees will be required to commute to conferences, meetings, and seminars in these locations. Reimbursement for meals shall be limited to those instances in which it is required by binding legal obligation. 3) An application for conference attendance, and travel, Executive Form 10, must be submitted so that it arrives at the County Executive's Budget Oflqce at least two weeks prior to the conference date. If an emergency need to attend a conference arises, the form should be faxed to the Deputy County EXecutive for Finance and Management for approval. Any applications submitted less than two (2) weeks prior to the conference date shall be automatically denied, unless a docurnentecl emergency caused by an unforeseen event beyond the control of the applicant has caused the delay in filing the application. In no circumstances should an employee attend a conference before the conference form has been approved. There will be no reimbursement for conference attendance forms submitted after the date of the conference for individuals who attended conferences prior to receiving an approved Conference Attendance Form and a personal day or vacation day will have to be charged by such employee in the absence of such approval. 4) All travel needing hotel accommodations, airline travel, car rental, and AMTRAK shall be arranged through a designated travel agency. 5) Supporting information such as brochures, program descriptions, itineraries, documentation, fees, rationale, application, etc., must be submitted with Executive Form # l 0. 6) The Rules and Regulations governing travel orders and accounts, promulgated by the county Department of Audit and Control, must be followed in preparing Executive Form #10. 7) The box indicating "Total Cost of this Conference" and the section at the bottom indicating "Travel Cost" and "Total Cost" should be filled in on all copies. All applications for conference attendance will be returned to the respective department, office or agency if any of the above procedures have not been adhered to. COUNTY OF SUFFOLK OFFICE OF THE COUNTY COMPTROLLER JOSEPH SAWICKI, JR. Comptroller DEPARTMENT OF AUDIT AND CONTROL Comptroller's Rules and Regulations for Consultant's Agreements Revised 12/2009 TABLE OF CONTENTS Purpose ....................................................................................... 1 Scope ....................... Definitions .................................................................................... 1 Allowable Claims .................... 1 Claim Submission ........................................................................... 2 Out of Pocket Expenses ................................................................... 3 Sub-Contractor Claims ..................................................................... Certified Statements ........................................................................ 6 EXHIBITS EXHIBIT A EXHIBIT B County of Suffolk, Standard Payment Voucher FORM PV ...................................................... 8 Consultant's Time Summary FORM A & C 108 ............................................. 9 EXHIBIT C Consultant's Expense Summary - FORMA&C 109 ............................................ 10 1 1. Pumose - This manual establishes procedures for the reimbursement of expenditures for consultants under contract with the County. 2. Scope - These instructions apply to all County departments and agencies utilizing consultant services. 3. Definitions ~ Consultant - An individual or firm engaged to provide outside professional services to Suffolk County departments and agencies. b. Consultant's A~.reement - A written contract describing the specific services to be rendered by the consultant and the amount and terms of payment for the services to be made by the County. The consultant's agreement shall constitute the sole authorization for payment of claims. The consultant's agreement shall be prepared in accordance with the County Executive's Operating Procedures, SOP # 1-05. Non-specific general purpose or lump sum payment agreements are not recommended. 4. Allowable Claims - Only claims which are submitted for expenditures specifically identified in the agreement will be approved for payment. Generally, the agreement will stipulate a maximum fee for services rendered which is based upon a rate per day or per hour. Accordingly, a rate schedule is an integral part of each consultant's agreement. Increases will be allowed only by amendment to the agreement. Out-of-pocket expenditures are reimbursable if it is so stipulated in the consultant's agreement. 2 Claim Submission - Consultants should submit their claims for reimbursement through the County department or agency responsible for the consultant's assignment, using appropriate forms, as indicated below: a. Claim Voucher- A County of Suffolk Standard Payment Voucher Form (Exhibit A) must accompany each consultant claim. The claim voucher should refer to the consultant's agreement under which payment is reques~l and indicate the category of expenses or contract covenant applicable to the claim voucher. It should be initialed by the departmental unit representative under whose supervision or jurisdiction the work was performed, signifying that the consultant has complied with all the terms and conditions oftbe agreement under which the payment is requested. The voucher must then be signed by the department head or his duly authorized representative and forwarded to the Department of Audit and Conl~ol for payment. b. Consultant's Time Summary, FORM A&C 108 (Exhibit BI - The Consultant's Time Summary should be used to record dally hours worked by each staff member of the consultant working on the project. Space is provided to record and extend the hours and wages of each staff member assigned to the project on one form. The completed FORM A&C 108 must be signed by and authorized individual of the consultant's finn. It should then be attached to the County of Suffolk Standard Payment Co 3 voucher form. A copy of the consultant's payroll register with a cover letter indicating the individuals charged to the project for the claim period will be accepted as a substitute for the Consultant's Time Summary. Consultant's Expense Summary, FORM A&C 109 (Exhibit C) - The Consultant's Expense Summary should be used to detail expenses for travel, meals, lodging or other necessary and reasonable out-of-pocket expenditures incurred on the project. Each expense item should be documental by a receipted bill, sales slip or invoice which totals the daily expenditures shown on the form. The completed FORM A&C 109 must be signed by an authorized individual of the consultant's firm. It should then be attached to the County of SulTolk Standard Payment Voucher Form. Out-of-Pocket Expenses - If these expenses are reimbursable under the consultant's agreement, the following rules and guidelines should be considered before incurring such expenses and submitting claims: a. Meals - Meals are reimbursable under a consultant's contract only if the purpose of the meal is valid, that is, authorized under the contract as sustenance while traveling. Effective October I, 2009, the per diem meal allowance shall be in accordance with the current maximum reimbursement rate for food as established by the U.S. General Services Administration for the New York region. As published in IRS Publication 1542 (rev. October 2009), the 2009 per diem meal and incidental rate is 4 $71.00 per diem including tax. Audit and Control should be contacted for allowable rates for future fiscal periods. (Gratuities, at a reasonable and customary rate, shall be reimbursed over and above the state limits). The County will not honor claims for the reimbursement of "business meals" submitted by members of the consultant's finn who are not traveling out of town (overnight) in performance of the contract. Where a consultant meets the necessary criteria to be reimbursed for meals, no receipts will be necessary but a certified statement will be required. b. Lodv. ine - Effective October 1, 2009, claims for lodging will be reimbursed at a rate not to exceed the current maximum reimbursement rate for lodging as established by the U.S. ~3eneral Services Administration for the New York region as published in the IRS Publication 1542 (rev. October, 2009). The 2009 per diem rate for lodging is $130.00 including taxes. Claims for lodging must be accompanied by paid receipts. Audit and Control should be contacted for the allowable rate for future fiscal periods. c. Airfare - Airfare will only be reimbursed at the economy coach rate and a receipt will be necessary. Individuals choosing to fly first class will not be reimbursed for the premium expenses incurred. /l. Mileage - The County will reimburse mileage claims in accordance with the applicable current rate allowed by the U.S. Internal Revenue Service. As of January 1, 2009 the rate is $.55 per mile and January 1, 2010 the 5 rote is $.50 per mile. The consultant must provide origin, destination and miles traveled for each trip. Audit and Control should be contacted for the allowable rate for future fiscal periods. e. Taxis - Taxi fares up to $25.00 will be reimbursed based on actual receipt or certified statement. Any taxi expenses in excess of $25.00 per trip will require receipts. Receipts and certified statements shall include origin and destination, as well as the purpose of the trip. f. Subways and Buses (local) - A certified statement will be adequate documentation for these expenses. g. Tolls - Receipts or certified statement will be adequate documentation for these expenses. h. Telephone Expenses - Telephone expenses up to $25.00 per month will be reimbursed based on a receipt or certified statement. Telephone expenses totaling over $25.00 will require copies of the telephone company bills with the appropriate calls circled. i. Photocopies - In lieu of a specific contract for photocopies, the County will reimburse at a cost not to exceed $.15 per copy, including labor. A certified statement will be adequate documentation for reimbursement. Sub-Contractor Claims - When the consultant is authorized in the Consultant's Agreement to hire a sub-contractor, the Comptroller's Office should be supplied a copy of the sub-contractor's agreement. Claims will not be processed if they are 6 not in compliance with the contract between the Consultant and the County. The reporting requirement of the sub-contractor will be the same as that of the Consultant. Details of ail expenditures claimed must be documented in the same manner, ffthe sub-contractor's agreement with the Consultant is a lump-sum payment agreement, detailed documentation reporting requirements are waived. 8. Certified Statements - When the consultant incurs minor travel or other out-of- pocket expenses for which receipts are not available, he shall prepare an itemized statement detailing the type and amount of expense, including the time, date, and place incurred. ARer summarizing expenses claimed, the consultant must add and sign the following certification terminology: "The above expenses are true and just and are a result of business conducted in accordance With the terms of the contract with Suffolk County, and have not be been previously paid." Signature of Authorized Person 8 COI~TANT~ NAME PBILIOD IIgGD~T~G I~OD BI~DDaG AUTEOn~ ~O~ATURE Suffolk County, New York Department of Labor SUFFOLK COUNTY DEPARTMENT OF LABOR - LABOR MEDIATION UNIT UNION ORGANIZING CERTIFICATION/DECLARATION - SUBJECT TO AUDIT If the following definition of "County Contractor" (Union Organizing Law Chapter 466-2) applies to the contractor's/beneficiary's business or transaction with Suffolk County, the contractor/beneficiary must complete Sections I, I/I, and IV below. If the following definitions do not apply, the contractor/beneficiary must complete Sections II, HI and IV below. Completed forms must be submitted to the awarding agency. County Contractor:"Any employer that receives' more than $50,000 in County funds for supplying goods or services pursuant to a wriRen contract with the County of Suffolk or any of its agencies; pursuant to a Suffolk County grant; pursuant to a Suffolk County program; pursuant to a Suffolk County reimbursement for services provided in any calendar year; or pursuant to a subcontract with any of the above." Section I Check if Applicable The Union Organizing Law applies to this contract. I/we hereby agree to comply with all the provisions of Suffolk County Local Law No. 26-2003, the Suffolk County Union Organizing Law (the law) and, as to the goods and/or services that are the subject of the contract with the County of Suffolk shall not use County funds to assist, promote, or deter union organizing (Chapter 466-3 A), nor seek reimbursement fi'om the County for costs incurred to assist, promote, or deter union organizing. (Chapter 466-3 B) //w.e further.a.gree to take all action necessary to ensure that County fimds are not used to assist, promote, or deter union organ:z~ng. (Chapter 466-3 H) I/we further agree that I/we will not use County property to hold meetings to assist, promote, or deter union organizing. (Chapter 466-3E) I/we further agree that if any expenditures or costs incurred to assist, promote, or deter union organizing are made, I/we shall maintain records sufficient to show that no County funds were used for those expenditures and, as applicable, that no reimbursement fi~om County funds has been sought for such costs. I/we agree that such records shall be made available to the pertinent County agency or authority, the County Comptroller, or the County Department of Law upon request. (Chapter 466-3/) IIwe further affirm to the following as to the goods and/or services that are the subject of the contract with the County of Suffolk: · I/we will not express to employees uny false or misleading information that is intended to influence the determination of employee preferences regarding union representation; · l/we will not coerce or intimidate employees, explicitly or implicitly, in selecting or not selecting a bargaining representative; · 1/we will not require an employee, individually or in a group, to attend a meeting or an event that is intended to influence his or her decision in selecting or not selecting a bargaining representative; · I/we understand my/our obligation to limit disruptions caused by prerecognition labor disputes through the adoption ofnonconfrontational procedures for the resolution ofprerecognition labor disputes with employees engaged in the production of goods or the rendering of services for the County; and · I/we have or will adopt any or all of the above-referenced procedures, or their functional equivalent, to ensure the efficient, timely, and quality provision of goods and services to the County. I/we shall include a list of said _ procedures in such certification. Ne union 0rgani:ing , nw does not aTly to this cun aet for the,ollowing reasun(s,: Checkif O~'.~IL~'~Cg~ [-~ ~.'C"-(-CCt,'[ ,o.,~ff)/O~//~6 ~,~Eg/CJ,/ Applicable ~/ ' /' x~/ ~ f DOL*LOI (3/5/08) Suffolk County, New York Department of Labor Section III Contractor Name: Contractor Address: Contractor Phone #: / Federal Employer ID#: Amount of Assistance: t Description of project or service: Section IV In the event any part of the Union Organizing Law, Chapter 466 of the Laws of Suffolk County, is found by a court of competent jurisdiction to be preempted by federal and/or state law, this certification/declaration shall be void ab initio. Section V I declare under pan)~ of perjury under the Laws of the State of New York that the undersigned is authorized to provide this certification, und~ correct. A ut horized ,. ,-~man"~ro. ~ -- Date ~rint Name and Titie of Authorized~Repr~sent~five -- DOL-LO1 (315/08) CONTRACTOR NAME ADDRESS CONTACT PROGRAM STATEMENT OF OTI~E.R CONTRACTS PHONE NUMBER AGREEMENT NUMBER TERM OF AGREEMENT AMOUNT I. Indicate (a) type of Organization - County, State, Federal or Other and Co) name of Department, Agency or Organization.