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HomeMy WebLinkAboutSTOP DWI �FFgt RESOLUTION 2014-562 ` + ADOPTED DOC ID: 9916 THIS IS TO CERTIFY THAT THE FOLLOWING RESOLUTION NO. 2014-562 WAS ADOPTED AT THE REGULAR MEETING OF THE SOUTHOLD TOWN BOARD ON JUNE 17,2014: RESOLVED that the Town Board of the Town of Southold hereby authorizes and directs Supervisor Scott A. Russell to execute an Agreement with the County of Suffolk for the STOP- DWI Program in an amount not to exceed $57,000.00 ($19,000.00 per year) for the term January 1, 2014 through December 31, 2016, subject to the approval of the Town Attorney. 0�-4144?-2?6� Elizabeth A. Neville Southold Town Clerk RESULT: ADOPTED [UNANIMOUS] MOVER: Jill Doherty, Councilwoman SECONDER:Louisa P. Evans,Justice AYES: Ghosio, Dinizio Jr, Ruland, Doherty, Evans, Russell Rev. 12/17/13; Law No—16-DWI-002 IFMS: SC PRO 00000006419 Line Item/Omnibus Grant Contract This Contract("Contract")is between the County of Suffolk("County"), a municipal corporation of the State of New York, acting through its duly constituted Department of Probation/STOP-DWI Program ("Department"), located at 395 Oser Avenue,Hauppauge,NY 11788; and 1171 Town of Southold ("Contractor"),a Municipal Corporation,having an address at P.O.Bog M, Southold,New York 11971 . 0a5j The Contractor has been designated to receive funds from the County for DWI enforcement road check patrols ("Services")as set forth more fully in Article I, entitled"Description of Services." Term of the Contract: January 1, 2014 through December 31, 2016. Total Cost of the Contract: Shall not exceed$57,000.00,to be paid as set forth in Articles V and VI, attached. Terms and Conditions: Shall be as set forth in Articles I through V1,attached hereto and made a part hereof. In Witness Whereof,the parties hereto have executed the Contract as of the latest date written below. Town of Sou COUNTY OF SUFFOLK By: �E Name: U By: Title: Dennis M. Cohen Fed. Tax hD#: 11-6001939 Chief Deputy County Executive Date n n A0 z!e Date: Sml�. A. KtLw:,e hereby Approved: certifies under penalties of perjury that I am an officer of the Town of Southold.that I have read and I am familiar Department of Probation with§A5-7 of Article V of the Suffolk County Code,and that the Town of Southold,meets all requirements to By: qualify m for exe on thereunder. Nae: Title: Name Date Zc Date Approved as to Form: Dennis M.Brown 11111'M11111 mini County Attorney 0026989 By: Janet Ford Assistant County Attorney Date Page 1 of 32 Rev. 12/17/13; Law No—16-DWI-002 IFMS: SC PRO 00000006419 Line Item/Omnibus Grant List of Articles Page# Article I .............................................................................................................................................................................5 Description of Services..........................................................................................................................................................5 1. Conflicting Provisions..........................................................................................................................5 ArticleH .............................................................................................................................................................................8 Definitions .............................................................................................................................................................................8 1. Meanings of Terms...............................................................................................................................8 2. Elements of Interpretation..................................................................................................................... 9 ArticleIII ...........................................................................................................................................................................10 GeneralTerms and Conditions.......................................................................................................................».................10 1. Contractor Responsibilities................................................................................................................. 10 a. Duties and Obligations.................................................................................................................. 10 b. Qualifications,Licenses, and Professional Standards................................................................... 10 c. Notifications.................................................................................................................................. 10 d. Documentation of Professional Standards.................................................................................... 10 e. Credentialing. ............................................................................................................................... 10 f. Engineering Certificate................................................................................................................. 11 2. Termination......................................................................................................................................... I1 a. 'Thirty Days Termination............................................................................ b. Event of Default; Termination on Notice ..................................................................................... 11 c. Termination Notice....................................................................................................................... 11 d. Duties upon Termination.............................................................................................................. 11 3. Indemnification and Defense.............................................................................................................. 11 4. Insurance............................................................................................................................................. 11 5. Independent Contractor....................................................................................................................... 12 6. Severability......................................................................................................................................... 13 7. Merger;No Oral Changes................................................................................................................... 13 8. Set-Off Rights..................................................................................................................................... 13 9. Non-Discrimination in Services.......................................................................................................... 13 10.Nonsectarian Declaration.................................................................................................................... 13 11.Governing Law................................................................................................................................... 13 12.No Waiver........................................................................................................................................... 13 13.Conflicts of Interest............................................................................................................................. 13 14. Cooperation on Claims.................................................................................................... ....... 14 15.Confidentiality.................................................................................................................................... 14 16.Assignment and Subcontracting.......................................................................................................... 14 17. Changes to Contractor......................................................................................................................... 14 18.No Intended Third Party Beneficiaries................................................................................................ 15 19. Certification as to Relationships....................................................................... .. 15 ................................ 20.Publications......................................................................................................................................... 15 21.Copyrights and Patents........................................................................................................................ 15 a. Copyrights..................................................................................................................................... 15 b. Patents........................................................................................................................................... 15 Page 2 of 32 Rev. 12/17/13; Law No— 16-DWI-002 HMS: SC PRO 00000006419 Line Item/Omnibus Grant 22. Arrears to County................................................................................................................................ 15 23. Lawful Hiring of Employees Law in Connection with Contracts for Construction or Future Construction........................................................................................................................................ 15 24. Certification Regarding Lobbying..............................................................................13 25. Record Retention................................................................................................................................ 15 26.Notice.................................................................................................................................................. 16 ArticleIV ...........................................................................................................................................................................17 SuffolkCounty Legislative Requirements.........................................................................................................................17 1. Contractor's/Vendor's Public Disclosure Statement.......................................................................... 17 2. Living Wage Law................................................................................................................................ 17 3. Use of County Resources to Interfere with Collective Bargaining Activities .................................... 17 4. Lawful Hiring of Employees Law....................................................................................................... 17 5. Gratuities............................................................................................................................................. 18 6. Prohibition Against Contracting with Corporations that Reincorporate Overseas............................. 18 7. Child Sexual Abuse Reporting Policy................................................................................................ 18 8. Non Responsible Bidder..................................................................................................................... 19 9. Use of Funds in Prosecution of Civil Actions Prohibited................................................................... 19 10. Youth Sports....................................................................................................................................... 19 11.Work Experience Participation........................................................................................................... 19 12. Safeguarding Personal Information of Minors i7 13. Suffolk County Local Laws Website Address.................................................................................... 19 Article V ...........................................................................................................................................................................20 GeneralFiscal Terms and Conditions...............................................................................................................................20 1. General Payment Tertxis......................................................................................................................20 a. Presentation of Suffolk County Payment Voucher.......................................................................20 b. Voucher Documentation...............................................................................................................20 c. Payment by County.......................................................................................................................20 d. Budget Modification.....................................................................................................................20 e. Budget and/or Services Revisions.................................................................................................20 f. Taxes.............................................................................................................................................21 g. Final Voucher................................................................................................................................21 2. Subject to Appropriation of Funds......................................................................................................21 3. Personnel Salaries,Pension and Employee Benefit Plans, Rules and Procedures..............................21 4. Accounting Procedures.......................................................................................................................21 5. Audit of Financial Statements.............................................................................................................22 6. Financial Statements and Audit Requirements...................................................................................22 7. Furniture, Fixtures, Equipment,Materials, Supplies..........................................................................23 a. Purchases,Rentals or Leases Requiring Prior Approval ..............................................................23 b. Purchase Practices/Proprietary Interest of County........................................................................23 c. County's Right to Take Title and Possession...............................................................................23 d. Inventory Records, Controls and Reports.....................................................................................23 e. Protection of Property in Contractor's Custody............................................................................24 f. Disposition of Property in Contractor's Custody..........................................................................24 8. Lease or Rental Agreements...............................................................................................................24 9. Statement of Other Contracts..............................................................................................................24 10.Miscellaneous Fiscal Terms and Conditions......................................................................................24 Page 3 of 32 Rev. 12/17/13; Law No—16-DWI-002 IFMS: SC PRO 00000006419 Line Item/Omnibus Grant a. Limit of County's Obligations......................................................................................................24 b. Duplicate Payment from Other Sources........................................................................................24 c. Funding Identification...................................................................................................................24 d. Outside Funding for Non-County Funded Activities....................................................................24 e. Potential Revenue.........................................................................................................................25 f. Payments Contingent upon State/Federal Funding.......................................................................25 g. Denial of Aid.................................................................................................................................25 h. Budget...........................................................................................................................................25 i. Payment of Claims........................................................................................................................25 j. Payments Limited to Actual Net Expenditures.............................................................................25 k. Travel, Conference, and Meeting Attendance: SOP A-07 Amendment 1 ....................................25 1 Salaries..........................................................................................................................................26 m. Salary Increases.............................................................................................................................26 n. Contractor Vacancies....................................................................................................................26 o. No Limitation On Rights ..............................................................................................................26 p. Comptroller's Rules and Regulations...........................................................................................26 Article VI Budget Exhibit A Suffolk County STOP-DWI Claim Payroll Register Exhibit B Suffolk County STOP-DWI Claim Record of Fringe Benefits Exhibit C Quarterly Expenditure Exhibit D STOP-DWI Monthly Arrest Report Page 4 of 32 Rev. 12/17/13; Law No—16-DWI-002 IFMS: SC PRO 00000006419 Line Item/Omnibus Grant Article I Description of Services Whereas,the County operates and conducts a program entitled STOP-DWI; and Whereas,in an effort to reduce incidents of drinking and driving in Suffolk County the County provides funds to towns and villages located within Suffolk County for the purpose of increasing enforcement; and Whereas,the Contractor, a municipal corporation, operates a police department and is desirous of participating in and promoting said program for the benefit of its residents and the residents of Suffolk County; and Whereas,the funds utilized by the County for this program are provided from fines collected from alcohol related traffic convictions. 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. 2) Services a. This is a reimbursement program. The Contractor incurs the cost of the Services and is reimbursed by the County according to the approved budget. All costs must be documented and the reimbursement request must be in accordance with the terms and conditions of this Contract. b. Contractor agrees that all monies provided pursuant to this Contract shall be used to aid in increased DWI enforcement. In particular, these funds shall only be used to reimburse Contractor for patrol duties during overtime hours, which duties must be exclusively related to increased DWI enforcement.In addition to DWI overtime patrols these funds may be used to train personnel involved in DWI enforcement as well as enforcement of DWI related warrants. c. Contractor agrees that the hours of DWI overtime patrols shall include those dates and times that have historically reflected high incidences of DWI arrests as well as high incidences of automobile accidents and fatalities attributed to DWI related offenses. When scheduling DWI overtime patrols Contractor may take into consideration seasonal traffic considerations and other activities related to increased incidences of DWI, as well as staff availability. d. The goal of these increased patrols is an increase in the number of DWI arrests and a reduction in the number of alcohol related automobile accidents and fatalities. 5 of 32 pages ARTICLE I Rev. 12/17/13; Law No— 16-DWI-002 HMS: SC PRO 00000006419 Line Item/Omnibus Grant 3) Reports/Progress Meetings a. The Contractor will be responsible for issuing timely reports, as requested by the Department, on the status of pending and proposed services provided under this Contract. The Department reserves the right to request such reports in written form or oral presentation. All written reports will also be made available to the County in electronic format. Depending upon the nature of services provided under this Contract,the County may require the parties meet in person;the meeting time,place and attendees shall be as mutually agreed upon by the parties. b. The Contractor agrees to submit a"Suffolk County STOP-DWI Claim Payroll Register,"in the applicable format attached hereto as Exhibit"A",or in such other format as requested by the Department. Contractor agrees to prepare and submit this form detailing all salary and wage expenses for which reimbursement is being sought pursuant to this Contract for the period claimed. The STOP-DWI Clain Payroll Register must accompany each payment voucher submitted by Contractor in accordance with the County's General Fiscal Terms and Conditions set forth in Article V herein. c. The Contractor agrees to submit a"Suffolk County STOP-DWI Claim Record of Fringe Benefits,"in the applicable format attached hereto as Exhibit`B". Contractor agrees to prepare and submit this form detailing all fringe benefit expenses for which reimbursement is being sought pursuant to this Contract for the period claimed. The STOP-DWI Claim Record of Fringe Benefits must accompany each payment voucher submitted by Contractor in accordance with the County's General Fiscal Terms and Conditions set forth in Article V herein. d. The Contractor agrees to submit a"Quarterly Expenditure Report,"in the applicable format attached hereto as Exhibit"C"to the County's STOP-SWI Coordinator within thirty(30)days of the close of each quarter for which this Contract is in effect. e. The Contractor agrees to submit a"STOP-DWI Monthly Arrest Report,"in the applicable format attached hereto as Exhibit"D"to the County's STOP-SWI Coordinator within thirty(30)days of the close of each month for which this Contract is in effect. 4) Actual Fringe Benefit Costs Fringe benefits claims should be based on actual costs. However,if the contractor pays some or all fringe benefits on a quarterly, semiannual,or annual basis,it may make monthly claims for such fringe benefits based on an estimated percentage of each eligible individual's salary, except that the claim submitted for the last month of each Budget Period must include an adjustment for fringe benefit expense changing it from estimated to actual cost, or the Contractor may include such adjustment in its supplementary claim submitted not more than thirty(30) days after the end of the Budget Period. If such adjustment is not submitted with the claim for the last month of the Budget Period,the Department may place such claire in reserve pending receipt and audit of the fringe benefit adjustment claim. The County may recoup any overpayment from any subsequent claim, or the Contractor shall promptly repay to the County any overpayment on demand. Furthermore,the Contractor agrees that all payments received by the Contractor for all items, including employee benefits, under this Agreement, are subject to 6 of 32 pages ARTICLE I Rev. 12/17/13; Law No—16-DWI-002 IE'MS: SC PRO 00000006419 Line Item/Omnibus Grant adjustment as finally determined by audit, and that no indirect or overhead charges or any interest costs are to be included,unless specifically included in the Budget. 5) Payments Subject to Reporting Contractor's failure to meet the reporting requirements pursuant to this description of services may result in a reduction in the total amount to be paid to the Contractor. End of Text for Article I 7 of 32 pages ARTICLE I Rev. 12/17/13; Law No--16-DWI-002 OWS: SC PRO 00000006419 Line Item/Omnibus Grant Article II Definitions d, the Contractor's failure to comply with any Federal,State or local law,rule,or regulation, 1. Meanings of Terms and County policies or directives;or As used herein; e. the Contractor's bankruptcy or insolvency;or "Audit of Financial Statements"means the examination by f. the Contractor's failure to cooperate in an Audit the Comptroller and any Federal or State auditing authority of of Financial Statements;or the financial statements of the Contractor resulting in the publication of an independent opinion on whether or not those g. the Contractor's falsification of records or financial statements are relevant,accurate,complete,and fairly reports,misuse of funds,or malfeasance or presented. nonfeasance in financial record keeping arising out of,or in connection with,any contract with "Budget"means the Contractor's summary or plan of all the County;or intended revenue,whether received in the form of fees,grants, County funding,or any other source,and expenditures necessary to h. the Contractor's failure to submit,or failure to render the Services. timely submit,documentation to obtain Federal or State funds;or "Budget Deficiency Plan"means an analysis of the cost of the Services,changes in fiscal conditions,and required modifications to i. the inability of the County or the Contractor to the Contract to continue to render the Services. obtain Federal or State funds due to any act or omission of the Contractor,or "Comptroller"means the Comptroller of the County of Suffolk j. any condition that the County determines,in its "Contract"means all terns and conditions of this Contract forming sole discretion,is dangerous. all rights and obligations of the Contractor and the County. "Federal"means the United States government,its departments,and "Contractor"means the signatory corporation,its officers,officials, agencies. employees,agents,servants,sub-contractors,and any successor or, assign of any one or more of the foregoing performing the Services. "Fringe Benefits"means non-wage benefits which accompany,or are in addition to,a person's salary,such as paid insurance,sick "County"means the County of Suffolk,its departments,and leave,profit-sharing plans,paid holidays,and vacations. agencies. "Fund Source"means any direct or indirect sum payable to the "County Attorney"means the County Attorney of the County of Contractor by the County pursuant to any lawful obligation. Suffolk. "Legislature"means the Legislature of the County of Suffolk. "Department"means the signatory department approving the Contract. "Management Letter"means a letter certified as true by the Contractor's certified public accountant or chief financial officer of "Engineering Services"means the definition of the practice of findings and recommendations for improvements in internal fiscal engineering and the definition of practice of land surveying,as the control that were identified during an Audit of Financial Statements, case may be,under Section 7201 and Section 7203 of the State but which were not required to be included in an audit report. Education Law,respectively. "Municipal Corporation"means a town,village,or school district. "Event of Default"means "Services"means all that which the Contractor must do,and any part a. the Contractor's failure to perform any duty thereof arising out of,or in connection with,the Contract as required of it under paragraphs 1(b)-(e)of described in Article I"Description of Services." Article III of the Contract;or "State"means the State ofNew York. b. the Contractor's failure to maintain the amount and types of insurance with an authorized insurer "Statement of Other Contracts"means a complete list of all other as required by the Contract;or contracts under which money has been or will be paid to the Contractor from the County,Federal,or State governments,or a C. the Contractor's failure to maintain insurance Municipal Corporation,and(i)which are currently in effect or(ii) required by the Contract with an insurer that has which have expired within the past twelve(12)months and have not designated the New York Superintendent of been renewed. Insurance as its lawful agent for service of process;or 8 of 32 pages ARTICLE H Rev. 12/17/13; Law No—16-DWI-002 IFMS: SC PRO 00000006419 Line Item/Omnibus Grant "Suffolk County Payment Voucher"means the document authorized and required by the Comptroller for release of payment. "Term"means the time period set forth on page one of the 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 and 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 partnerships),trusts,corporations, and other legal entities,including public bodies,as well as natural persons,and shall include successors 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 H 9 of 32 pages ARTICLE H Rev, 12/17/13; Law No—16-DWI-002 IMS: SC PRO 00000006419 Line Item/Omnibus Grant Article III license required to qualify the license General Terms and Conditions holder or the Contractor to perform the Services. 1. Contractor Responsibilities iii.) In the event that the Contractor is not a. Duties and Obligations able to perform the Services due to a loss of license,the Contractor shall not i.) It shall be the duty of the Contractor to be reimbursed for the Services rendered discharge,or cause to be discharged,all after the effective date of termination of of its responsibilities,and to administer such license. Without limiting the funds received in the interest of the generality of the foregoing,if any part County in accordance with the of the Contract remains to be provisions of the Contract. performed,and the termination of the license does not affect the Contractor's ii.) The Contractor shall promptly take all ability to render the Services,every action as may be necessary to render other term and provision of the the Services. Contract shall be valid and enforceable to the fullest extent permitted by law. iii.) The Contractor shall not take any action that is inconsistent with the d. Documentation of Professional Standards provisions of the Contract. The Contractor shall maintain on file,in one iv.) Services provided under this Contract location in Suffolk County,all records that shall be open to all residents of the demonstrate that it has complied with sub- County. paragraphs(b)and(c)above. The address of the location of the aforesaid records and documents b. Qualifications,Licenses,and Professional shall be provided to the County no later than the Standards date of execution of the Contract Such documentation shall be kept,maintained,and i.) The Contractor represents and warrants available for inspection by the County upon that it has,and shall continuously twenty-four(24)hours notice. possess,during the Tenn,the required e. Credentialing licensing,education,knowledge, experience,and character necessary to qualify it to render the Services. i.) In the event that the Department,or any division thereof,maintains a ii.) The Contractor shall continuously have credentialing process to qualify the during the Term all required Contractor to render the Services,the authorizations,certificates, Contractor shall complete the required certifications,registrations,licenses, credentialing process. In the event that permits,and other approvals required any State credential,registration, by Federal,State,County,or local certification or license,Drug authorities necessary to qualify it to Enforcement Agency registration,or render the Services. Medicare or Medicaid certification is restricted,suspended,or temporarily or C. Notifications permanently revoked,it is the duty of the Contractor to contact the W The Contractor shall immediately Department,or division thereof,as the notify the County,in writing,of any case may be,in writing,no later than disciplinary proceedings,commenced three(3)days after such restriction, or pending,with any authority relating suspension,or revocation. to a license held by any person necessary to qualify him,her,or the ii.) The Contractor shall forward to the Contractor to perform the Services. Department,or division thereof,as the case may be,on or before July i of ii.) In the event that a person is no longer each year during the Term,a complete licensed to perform the Services,the list of the names and addresses of all Contractor must immediately notify the persons providing the Services,as well County,but in no event shall such as their respective areas of certification, notification be later than five(5)days credentialing,registration,and after a license holder has lost the licensing. 10 of 32 pages ARTICLE III Rev. 12/17/13; Law No— 16-DWI-002 f MS: SC PRO 00000006419 Line Item/Omnibus Grant f. Engineering Certificate iv.) Upon termination,the Contractor shall reimburse the County the balance of In the event that the Contract requires any any funds advanced to the Contractor Engineering Services,the Contractor shall submit by the County no later than thirty(30) to the County,no later than the due date for days after termination of the Contract. submission for approval of any engineering work The provisions of this subparagraph product,the Certificate of Authorization shall survive the expiration or ("Certificate"),issued pursuant to termination of the Contract. §7210 of the New York Education Law,of every person performing any Engineering Services. v.) Nothing contained in this paragraph The failure to file,submit,or maintain the shall be construed as a limitation on the Certificate shall be grounds for rejection of any County's rights set forth in paragraphs engineering work product submitted for approval. l(c)(iii)and 8 of this Article III. 2. Termination 3. Indemnification and Defense a. Thirty Days Termination a. The Contractor shall protect,indemnify,and hold harmless the County,its agents,servants, The County shall have the right to terminate the officials,and employees from and against all Contract without cause,for any reason,at any liabilities,fines,penalties,actions,damages, time,upon such terms and conditions it deems claims,demands,judgments,losses,suits or appropriate,provided,however,that no such actions,costs,and expenses caused by the termination shall be effective unless the negligence or any acts or omissions of the Contractor is given at least thirty(30)days Contractor,including reimbursement of the cost notice• of reasonable attorneys'fees incurred by the County,its agents,servants,officials,and b. Event of Default;Termination on Notice employees in any action or proceeding arising out of or in connection with,the Contract. L) The County may immediately terminate the Contract,for cause,upon such b. The Contractor hereby represents and warrants terms and conditions it deems that it will not infringe upon any copyright in appropriate,in the Event of Default. performing the Services. The Contractor agrees ii.) If the Contractor defaults under any that it shall protect,indemnify,and hold harmless other provision of the Contract,the the County,its agents,servants,officials,and County may terminate the Contract,on employees from and against all liabilities,fines, not less than five(5)days notice,upon penalties,actions,damages,claims,demands, such terms and conditions it deems judgments,losses,suits or actions,costs,and appropriate. expenses arising out of any claim asserted for infringement of copyright,including C. Termination Notice reimbursement of the cost of reasonable attorneys'fees incurred by the County,its agents, Any notice providing for termination shall be servants,officials,and employees in any action or delivered as provided for in paragraph 26 of this proceeding arising out of or in connection with Article III. any claim asserted for infringement of copyright. d. Duties upon Termination C. The Contractor shall defend the County,its agents,servants,officials,and employees in any i.) The Contractor shall discontinue the proceeding or action,including appeals,arising Services as directed in the termination out of,or in connection with,the Contract,and notice. any copyright infringement proceeding or action. Alternatively,at the County's option,the County may defend any such proceeding or action and ii.) Subject to any defenses available to it, require the Contractor to pay reasonable the County shall pay the Contractor for attome fees or sal the Services rendered throw the date �' salary costs of County � employees of the Department of Law for the of termination. defense of any such suit. iii.) The County is released from any and all 4. Insurance liability under the Contract,effective as of the date of the termination notice. a. The Contractor shall continuously maintain, during the Term of the Contract,insurance in 11 of 32 pages ARTICLE III Rev. 12/17/13; Law No—16-DWI-002 IFMS: SC PRO 00000006419 Line Item/Omnibus Grant amounts and types as follows: d. The Contractor shall furnish to the County,prior to the execution of the Contract,declaration L) Commercial General Liability pages for each policy of insurance,other than a insurance,including contractual policy for commercial general liability insurance, liability coverage,in an amount not and upon demand,a true and certified original less than Two Million Dollars copy of each such policy evidencing compliance ($2,000,000.00)per occurrence for with the aforesaid insurance requirements. bodily injury and Two Million Dollars ($2,000,000.00)per occurrence for e. In the case of commercial general liability property damage. The County shall be insurance and business use automobile insurance, named an additional insured. the Contractor shall furnish to the County,prior to the execution of the Contract,a declaration ii.) Automobile Liability insurance(if any page or insuring agreement and endorsement non-owned or owned vehicles are used page evidencing the County's status as an by the Contractor in the performance of additional insured on said policy,and upon the Contract)in an amount not less demand,a true and certified original copy of such than Five Hundred Thousand Dollars policy evidencing compliance with the aforesaid ($500,000.00)per person,per accident, insurance requirements. for bodily injury and not less than One Hundred Thousand Dollars is All evidence of insurance shall provide for the ($100,000.00)for property damage per County to be notified in writing thirty(30)days occurrence. prior to any cancellation,nonrenewal,or material change in the policy to which such evidence iii.) Workers'Compensation and relates. It shall be the duty of the Contractor to Employer's Liability insurance in notify the County immediately of any compliance with all applicable New cancellation,nonrenewal,or material change in York State laws and regulations and any insurance policy. Disability Benefits insurance,if required by law. The Contractor shall g. In the event the Contractor shall fail to provide furnish to the County,prior to its evidence of insurance,the County may provide execution of the Contract,the the insurance required in such manner as the documentation required by the State of County deems appropriate and deduct the cost New York Workers'Compensation thereof from a Fund Source. Board of coverage or exemption from coverage pursuant to§§57 and 220 of h. If the Contractor is a Municipal Corporation and the Workers'Compensation Law. In has a self-insurance program under which it acts accordance with General Municipal as a self-insurer for any of such required Law§108,the Contract shall be void coverage,the Contractor shall provide proof, and of no effect unless the Contractor acceptable to the County,of self-funded shall provide and maintain coverage coverage. during the Term for the benefit of such employees as are required to be 5. Independent Contractor covered by the provisions of the Workers'Compensation Law. The Contractor is not,and shall never be,considered an employee of the County for any purpose. Notwithstanding iv.) Professional Liability insurance in an anything contained in this Contract,the Contract shall not amount not less than Two Million be construed as creating a principal-agent relationship Dollars($2,000,000.00)on either a between the County and the Contractor or the Contractor per-occurrence or claims-made and the County,as the case may be. coverage basis. b. The County may mandate an increase in the liability limits set forth in the immediately preceding paragraphs(%)(i),(ii),and(iv). C. 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. 12 of 32 pages ARTICLE III Rev. 12/17/13; Law No—16-DWI-002 IFMS: SC PRO 00000006419 Line Item/Omnibus Grant the individual satisfies any eligibility or 6. Severability other requirements or conditions which individuals must meet in order to It is expressly agreed that if any term or provision of this receive the Services provided pursuant Contract,or the application thereof to any person or to the Contract. circumstance,shall be held invalid or unenforceable to any b. The Contractor shall not utilize criteria or extent,the remainder of the Contract,or the application of methods of administration which have the effect such term or provision to persons or circumstances other of subjecting individuals to discrimination than those as to which it is held invalid or unenforceable, because of their race,creed,color,national shall not be affected thereby,and every other term and origin,sex,age,disability,sexual orientation, provision of the Contract shall be valid and shall be military status,or marital status,or have the enforced to the fullest extent permitted by law. effect of substantially impairing the Contract with respect to individuals of a particular race,creed, 7. Merger;No Oral Changes color,national origin,sex,age,disability,sexual orientation,military status,or marital status,in It is expressly agreed that the Contract represents the entire determining: agreement of the parties and that all previous understandings are herein merged in the Contract. No i.) the Services to be provided;or modification of the Contract shall be valid unless in written ii.) the class of individuals to whom,or the form and executed by both parties. situations in which,the Services will be provided;or 8. Set-Off Rights iii.) the class of individuals to be afforded The County shall have all of its common law,equitable, an opportunity to receive the Services. and statutory rights of set-off. These rights shall include, but not be limited to,the County's option to withhold from 10. Nonsectarian Declaration a Fund Source an amount no greater than any sum due and owing to the County for any reason. The County shall The Services performed under the Contract are secular in exercise its set-off rights subject to approval by the County nature. No funds received pursuant to the Contract shall be Attorney. In cases of set-off pursuant to a Comptroller's used for sectarian purposes or to further the advancement audit,the County shall only exercise such right after the of any religion. The Services will be available to all finalization thereof,and only after consultation with the eligible individuals regardless of religious belief or County Attorney. affiliation. 9. Non-Discrimination in Services 11. Governing Law a. The Contractor shall not,on the grounds of race, The Contract shall be governed by,and construed in creed,color,national origin,sex,age,disability, accordance with,the laws of the State of New York, sexual orientation,military status,or marital without regard to conflict of laws.Venue shall be status designated in the Supreme Court,Suffolk County,the United States District Court for the Eastern District of New i.) deny any individual the Services York,or,if appropriate,a court of inferior jurisdiction in provided pursuant to the Contract;or Suffolk County. ii.) provide the Services to an individual that is different,or provided in a 12. No Waiver different manner,from those provided to others pursuant to the Contract;or It shall not be construed that any failure or forbearance of the County to enforce any provision of the Contract in any iii.) subject an individual to segregation or particular instance or instances is a waiver of that separate treatment in any matter related provision. Such provision shall otherwise remain in full to the individual's receipt of the force and effect,notwithstanding any such failure or Services provided pursuant to the forbearance. Contract;or iv.) restrict an individual in any way from 13. Conflicts of Interest any advantage or privilege enjoyed by others receiving the Services provided The Contractor shall not,during the Term,pursue a course pursuant to the Contract;or of conduct which would cause a reasonable person to V.) treat an individual differently from believe that he or she is likely to be engaged in acts that create a substantial conflict between its obligations under others in determining whether or not the Contract and its private interests. The Contractor is 13 of 32 pages ARTICLE III Rev. 12/17/13; Law No— 16-DWI-002 IFMS: SC PRO 00000006419 Line Item/Omnibus Grant charged with the duty to disclose to the County the withdrawal or change,whether existence of any such adverse interests,whether existing or voluntary,involuntary or by operation potential. This duty shall continue as long as the Term. of law,of the partners,or transfer of The determination as to whether or when a conflict may partnership interests(other than the potentially exist shall ultimately be made by the County purchase of partnership interests by Attorney after full disclosure is obtained. existing partners,by the partnership itself or the immediate family members 14. Cooperation on Claims by reason of gilt,sale or devise),or the dissolution of the partnership without The Contractor and the County shall render diligently to immediate reconstitution thereof,and each other,without compensation,any and all cooperation that may be required to defend the other party,its ii.) the Contractor is a closely held employees and designated representatives,against any corporation an whose stock is not claim,demand or action that may be brought against the publicly held and not traded through an other party,its employees or designated representatives exchange or over the counter): arising out of,or in connection with,the Contract. 1. the dissolution,merger, consolidation or other 15. Confidentiality reorganization of the Contractor; and Any document of the County,or any document created by the Contractor and used in rendering the Services,shall 2. the sale or other transfer of twenty remain the property of the County and shall be kept percent(20%)or more of the confidential in accordance with applicable laws,rules,and shares of the Contractor(other regulations. than to existing shareholders,the corporation itself or the immediate 16. Assignment and Subcontracting family members of shareholders by reason of gift,sale or devise). a. The Contractor shall not delegate its duties under the Contract,or assign,transfer,convey, b. If the Contractor is a not-for-profit corporation,a subcontract,sublet,or otherwise dispose of the change of twenty percent(20%)or more of its Contract,or any of its right,title or interest shares or members shall be deemed a Permitted therein,or its power to execute the Contract,or Transfer. assign all or any portion of the monies that may be due or become due hereunder,(collectively C. The Contractor shall notify the County in writing, referred to in this paragraph 16 as"Assignment"), which notice(the"Transfer Notice")shall to any other person,entity or thing without the include: prior written consent of the County,and any attempt to do any of the foregoing without such i.) the proposed effective date of the consent shall be void ab initio. Permitted Transfer,which shall not be less than thirty(30)days nor more than b. Such Assignment shall be subject to all of the one hundred eighty(180)days after the provisions of the Contract and to any other date of delivery of the Transfer Notice; condition the County requires. No approval of any Assignment shall be construed as enlarging ii.) a summary of the material terms of the any obligation of the County under the terms and proposed Permitted Transfer; provisions of the Contract. No Assignment of the Contract or assumption by any person of any duty iii.) the name and address of the proposed of the Contractor under the Contract shall transferee; provide for,or otherwise be construed as, releasing the Contractor from any term or iv.) such information reasonably required provision of the Contract. by the County,which will enable the County to determine the financial 17. Changes to Contractor responsibility,character,and reputation of the proposed transferee,nature of the a. The Contractor may,from time to time,only with proposed assignee/transferee's business the County's written consent,enter into a and experience; Permitted Transfer. For purposes of the Contract,a Permitted Transfer means: v.) all executed forms required pursuant to Article IV of the Contract,that are i.) if the Contractor is a partnership,the required to be submitted by the 14 of 32 pages ARTICLE III Rev. 12/17/13; Law No—16-DWT-002 IFMS: SC PRO 00000006419 Line Item/Omnibus Grant Contractor;and "This publication is fully or partially funded by the County of Suffolk." vi.) such other information as the County may reasonably require. 21. Copyrights and Patents d. The County agrees that any request for its A. Copyrights consent to a Permitted Transfer shall be granted, provided that the transfer does not violate any If the work of the Contractor should result in the provision of the Contract,and the transferee has production of original books,manuals,films,or not been convicted of a criminal offense as other materials for which a copyright may be described under Article 11 of Chapter 189 of the granted,the Contractor may secure copyright Suffolk County Code. The County shall grant or protection. However,the County reserves to deny its consent to any request of a Permitted itself,and the Contractor hereby gives to the Transfer within twenty(20)days after delivery to County,and to any other person designated by the County of the Transfer Notice,in accordance the County,a royalty-free,nonexclusive license with the provisions of Paragraph 26 of Article to produce,reproduce,publish,translate,or III of the Contract. If the County shall not give otherwise use any such materials. written notice to the Contractor denying its consent to such Permitted Transfer(and setting b. Patents forth the basis for such denial in reasonable detail)within such twenty(20)-day period,then If the Contractor makes any discovery or the County shall be deemed to have granted its invention during the Term,as a result of work consent to such Permitted Transfer. performed under the Contract,the Contractor may apply for and secure for itself patent e. Notwithstanding the County's consent, protection. However,the County reserves to itself;and the Contractor hereby gives to the i.) the terms and conditions of the County,and to any other person designated by Contract shall in no way be deemed to the County,a royalty-free,nonexclusive license have been waived or modified;and to produce or otherwise use any item so discovered or patented. ii.) such consent shall not be deemed consent to any further transfers. 22. Arrears to County 18. No Intended Third Party Beneficiaries Contractor warrants that,except as may otherwise be The Contract is entered into solely for the benefit of the authorized by agreement,it is not in arrears to the County County and the Contractor. No third party shall be deemed upon any debt,contract,or any other lawful obligation,and a beneficiary of the Contract and no third party shall have is not in default to the County as surety. the right to make any claim or assert any right under the Contract 23. Lawful Hiring of Employees Law in Connection with Contracts for Construction or Future 19. Certification as to Relationships Construction The Contractor certifies under penalties of perjury that, In the event that the Contract is subject to the Lawful other than through the finds provided in the Contract and Hiring of Employees Law of the County of Suffolk,Suffolk other valid agreements with the County,there is no known County Code Article II of Chapter 353,as more fully set spouse,life partner,business,commercial,economic,or forth in the Article entitled Suffolk County Legislative Requirements, the Contractor shall maintain the financial relationship with the County or its elected documentation mandated to be kept by this law on the officials. The Contractor also certifies that there is no construction site at all times. Employee sign-in sheets and b relationship hip within the third degree of consanguinity, register/log books shall be kept on the construction site at between the Contractor,any of its partners,members, all times and all covered employees,as defined in the law, directors, a shareholders owning five(5/o)percent or shall be required to sign such sign-in sheets/register/log more of time Contractor,and the County, books to indicate their presence on the construction site during such working hours. 20. Publications Any book,article,report,or other publication related to the 24. Certification Regarding Lobbying Services provided pursuant to this Contract shall contain the following statement in clear and legible print: Together with this Contract and as a condition precedent to its execution by the County,the Contractor shall have 15 of 32 pages ARTICLE III Rev. 12/17/13; Law No—16-DWI-002 IFMS: SC PRO 00000006419 Line Item/Omnibus Grant executed and delivered to the County the Certification Regarding Lobbying(if payment under this Contract may exceed S 100,000)as required by Federal regulations,and shall promptly advise the County of any material change in any of the information reported on such Certification,and shall otherwise comply with,and shall assist the County in complying with,said regulations as now in effect or as amended during the term of this Contract. 25. 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,and/or County auditors and any persons duly authorized by the County shall have frill 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 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. 26. Notice Unless otherwise expressly provided,all notices shall be in writing and shall be deemed sufficiently given if sent by regular first class mail and certified mail,or personally delivered during business hours as follows: l.)to the Contractor at the address on page 1 of the Contract and 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 and also to the County Attorney at H.Lee Dennison Building, 100 Veterans Memorial Highway,P.O.Box 6100,(Sixth Floor),Hauppauge,New York, 11788-0099. End of Text for Article III 16 of 32 pages ARTICLE III Rev, 12/17/13; Law No—16-DWI-002 IFMS: SC PRO 00000006419 Line Item/Omnibus Grant Application for County Compensation(Contract)." Article IV Suffolk County Legislative Requirements Suffolk County Living Wage Form LW-38;entitled "Suffolk County Department of Labor—Living Wage Unit NOTE:THE CONTRACTOR'S COMPLETED LEGISLATIVE Living Wage Certification/Declaration—Subject To REQUIRED FORMS REFERENCED HEREIN ARE Audit." AVAILABLE ON FILE AT THE COUNTY ATTORNEY'S OFFICE AND THE DEPARTMENT NAMED ON THE 3. Use of County Resources to Interfere with Collective SIGNATURE PAGE OF THIS CONTRACT. Bargaining Activities It shall be the duty of the Contractor to read,become 1. Contractor's/Vendor's Public Disclosure Statement familiar with,and comply with the requirements of Article I of Chapter 803 of the Suffolk County Code. It shall be the duty of the Contractor to read,become familiar with,and comply with the requirements of section County Contractors(as defined by section 803-2)shall A5-7 of Article V of the Suffolk County Code. comply with all requirements of Chapter 803 of the Suffolk County Code,including the following prohibitions: Unless certified by an officer of the Contractor as being exempt from the requirements of section A5-7 of Article V a. The Contractor shall not use County funds to of the Suffolk County Code,the Contractor represents and assist,promote,or deter union organizing. warrants that it has filed with the ComptroIIer the verified public disclosure statement required by Suffolk County b. No County funds shall be used to reimburse the Administrative Code Article V,section A5-7 and shall file Contractor for any costs incurred to assist, an update of such statement with the Comptroller on or promote,or deter union organizing. before the 31st day of January in each year of the Contract's duration. The Contractor acknowledges that G No employer shall use County property to hold a such filing is a material,contractual and statutory duty and meeting with employees or supervisors if the that the failure to file such statement shall constitute a purpose of such meeting is to assist,promote,or material breach of the Contract,for which the County shall deter union organizing. be entitled,upon a determination that such breach has occurred,to damages,in addition to all other legal If the Services are performed on County property,the remedies,of fifteen percent(15%)of the amount of the Contractor must adopt a reasonable access agreement,a Contract neutrality agreement,fair communication agreement non- intimidation agreement,and a majority authorization card Required Form: agreement Suffolk County Form SCEX 22;entitled "Contractor's/Vendor's Public Disclosure Statement" If the Services are for the provision of human services and are not to be performed on County property,the Contractor 2. Living Wage Law must adopt,at the least,a neutrality agreement. It shall be the duty of the Contractor to read,become Under the provisions of Chapter 803,the County shall have the authority,under appropriate circumstances,to terminate familiar with,and comply with the requirements of Chapter the Contract and to seek other remedies as set forth therein, 575,of the Suffolk County Code. for violations of this Law. This Contract is subject to the Living Wage Law of the Required Form: County of Suffolk. The law requires that,unless specific Suffolk County Labor Law Form DOL-1,01;entitled exemptions apply,all employers(as defined)under service "Suffolk County Department of Labor—Labor Mediation contracts and recipients of County financial assistance,(as Unit Union Organizing Certification/Declaration-Subject defined)shall provide payment of a minimum wage to to Audit,' employees as set forth in the Living Wage Law. Such rate shall be adjusted annually pursuant to the terms of the 4. Lawful Hiring of Employees Law Suffolk County Living Wage Law of the County of Suffolk. Under the provisions of the Living Wage Law,the County shall have the authority,under appropriate circumstances, It shall be the duty of the Contractor to read,become to terminate the Contract and to seek other remedies as set familiar with,and comply with the requirements of Article forth therein,for violations of this Law. II of Chapter 353 of the Suffolk County Code. Required Forms: This Contract is subject to the Lawful Hiring of Employees Law of the County of Suffolk.It provides that all covered Suffolk County Living Wage Form LW-1;entitled"Suffolk employers,(as defined),and the owners thereof as the case County Department of Labor—Living Wage Unit Notice of may be,that are recipients of compensation from the County through any grant,loan,subsidy,funding, 17 of 32 pages ARTICLE IV Rev. 12/17/13; Law No—16-DWI-002 IFMS: SC PRO 00000006419 Line Item/Omnibus Grant appropriation,payment,tax incentive,contract, sheets/register/log books to indicate their presence on the subcontract,license agreement,lease or other financial site during such working houm compensation agreement issued by the County or an awarding agency,where such compensation is one hundred Required Forms: percent(100%)funded by the County,shall submit a completed sworn affidavit(under penalty of perjury),the Suffolk County Lawful Hiring of Employees Law Form form of which is attached,certifying that they have LHE-1;entitled"Suffolk County Department of Labor— complied,in good faith,with the requirements of Title 8 of Notice Of Application To Certify Compliance With Federal the United States Code Section 1324a with respect to the Law(8 U.S.C.Section 1324a)With Respect To Lawful hiring of covered employees(as defined)and with respect Hiring of Employees." to the alien and nationality status of the owners thereof. The affidavit shall be executed by an authorized Suffolk County Lawful Hiring of Employees Law Form representative of the covered employer or owner,as the LHE-2;entitled"Affidavit Of Compliance With The case may be;shall be part of any executed contract, Requirements Of 8 U.S.C.Section 1324a With Respect To subcontract,license agreement,lease or other financial Lawful Hiring Of Employees" compensation agreement with the County,and shall be made available to the public upon request. 5. Gratuities All contractors and subcontractors(as defined)of covered It shall be the duty of the Contractor to read,become employers,and the owners thereof;as the case may be,that familiar with,and comply with the requirements of Chapter are assigned to perform work in connection with a County 664 of the Suffolk County Code. contract,subcontract,license agreement,lease or other financial compensation agreement issued by the County or The Contractor represents and warrants that it has not awarding agency,where such compensation is one hundred offered or given any gratuity to any official,employee or percent(100%)funded by the County,shall submit to the agent of the County or the State or of any political party, covered employer a completed sworn affidavit(under with the purpose or intent of securing an agreement or penalty of perjury),the form of which is attached, securing favorable treatment with respect to the awarding certifying that they have complied,in good faith,with the or amending of an agreement or the making of any requirements of Title 8 of the United States Code Section determinations with respect to the performance of an 1324a with respect to the hiring of covered employees and agreement with respect to the alien and nationality status of the owners thereof;as the case may be. The affidavit shall be 6. Prohibition Against Contracting with Corporations executed by an authorized representative of the contractor, that Reincorporate Overseas subcontractor,or owner,as the case may be;shall be part of any executed contract,subcontract,license agreement,lease It shall be the duty of the Contractor to read,become or other financial compensation agreement between the familiar with,and comply with the requirements of sections covered employer and the County;and shall be made A4-13 and A4-14 of Article IV of the Suffolk County available to the public upon request. Code. An updated affidavit shall be submitted by each such The Contractor represents that it is in compliance with employer,owner,contractor and subcontractor no later sections A4-13 and A4-14 of Article IV of the Suffolk than January 1 of each year for the duration of any contract County Code. Such law provides that no contract for and upon the renewal or amendment of the Contract,and consulting services or goods and services shall be awarded whenever a new contractor or subcontractor is hired under by the County to a business previously incorporated within the terms of the Contract. the U.S.A.that has reincorporated outside the U.S.A. The Contractor acknowledges that such filings are a 7, Child Sexual Abuse Reporting Policy material,contractual and statutory duty and that the failure to file any such statement shall constitute a material breach It shall be the d of the Contractor to rex become of the Contract. duty d, familiar with,and comply with the requirements of Article Under the provisions of the Lawful Hiring of Employees 11 of Chapter 880 of the Suffolk County Code. Law,the County shall have the authority to terminate the Contract for violations of this Law and to seek other he Contractor shall comply with Article II of Chapter 880, remedies available under the law. of the Suffolk County Code,entitled"Child Sexual Abuse Reporting Policy,"as now in effect or amended hereafter or The documentation mandated to be kept by this law shall at of any other Suffolk County Local Law that may become all times be kept on site. Employee sign-in sheets and applicable during the term of the Contract with regard to register/log books shall be kept on site at all times during child sexual abuse reporting policy. working hours and all covered employees,as defined in the law,shall be required to sign such sign-in 18 of 32 pages ARTICLE IV Rev. 12/17/13; Law No—16-DWI-002 IFMS: SC PRO 00000006419 Line Item/Omnibus Grant 8. Non Responsible Bidder appropriate in the circumstances. It shall be the duty of the Contractor to read,become 12. Safeguarding Personal Information of Minors familiar with,and comply with the requirements of Article II of Chapter 189 of the Suffolk County Code. It shall be the duty of the Contractor to read,become familiar with, and comply with the requirements of Suffolk County Upon signing the Contract,the Contractor certifies that it Local Law No. 20-2013, a Local Law to Safeguard the has not been convicted of a criminal offense within the last Personal Information of Minors in Suffolk County. ten(10)years. The term"conviction'shall mean a finding All contract agencies that provide services to minors are of guilty after a trial or a plea of guilty to an offense required to protect the privacy of the minors and are strictly covered under section 189-5 of the Suffolk County Code prohibited from selling or otherwise providing to any third under"Nonresponsible Bidder." party,in any manner whatsoever,the personal or identifying 9. Use of Funds in Prosecution of Civil Actions information of any minor participating in their programs. Prohibited 13. Suffolk County Local Laws Website Address It shall be the duty of the Contractor to read,become Suffolk County Local Laws,Rules and Regulations familiar with,and comply with the requirements of Article can be accessed on the homepage of the Suffolk III of Chapter 893 of the Suffolk County Code. County Legislature. The Contractor shall not use any of the moneys,in part or in whole,and either directly or indirectly,received under End of Text for Article IV 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 the duty of the Contractor to read,become familiar with,and comply with Article III of Chapter 730 of the Suffolk County Code. All contract agencies that conduct youth sports programs are required to develop and maintain a written plan or policy addressing incidents of possible or actual concussion or other head injuries among sports program participants. Such plan or policy must be submitted prior to the award of a County contract,grant or funding. Receipt of such plan or policy by the County does not represent approval or endorsement of any such plan or policy,nor shall the County be subject to any liability in connection with any such plan or policy. 11. Work Experience Participation If the Contractor is a not-for-profit or governmental agency or institution,each of the Contractor's locations in the County at which the Services are provided shall be a work site for public-assistance 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 at the beginning of the Term of the Contract,the Contractor,if it is a not-for-profit or governmental agency or institution, shall enter into such MOU as soon as possible after the execution of the Contract and failure to enter into or to perform in accordance with such MOU shall be deemed to be a failure to perform in accordance with the Contract,for which the County may withhold payment,terminate the Contract or exercise such other remedies as may be 19 of 32 pages ARTICLE IV Rev. 12/17/13; Law No— 16-DWI-002 IFMS: SC PRO 00000006419 Line Item/Omnibus Grant Article V County Department of Audit and Control,shall General Fiscal Terms and Conditions be fumished to the County pursuant to,and as limited by,the Regulations for Accounting 1. General Payment Terms Procedures for Contract Agencies of the Suffolk County Department of Audit and Control. In a. Presentation of Suffolk County Payment addition to any other remedies that the County Voucher may have,failure to supply the required documentation will disqualify the Contractor In order for payment to be made by the County to from any further County contracts. the Contractor for the Services,the Contractor shall prepare and present a Suffolk County G Payment by County Payment Voucher,which shall be documented by sufficient,competent and evidential matter. Each Payment by the County shall be made within Suffolk County Payment Voucher submitted for thirty(30)days after approval of the Suffolk payment is subject to Audit at any time during County Payment Voucher by the Comptroller. the Term or any extension thereof. This provision shall survive expiration or termination d. Budget Modification of this Contract for a period of not less than seven(7)years,and access to records shall be as i.) The parties shall use the Contract set forth in paragraph 25 of Article III,and Budget Modification Request form paragraph 4(b}of Article V. ("Budget Modification")for revisions to the Budget and Services not b. Voucher Documentation involving an increase to the total cost of the Contract If the Contractor is The Suffolk County Payment Voucher shall list seeking such a modification,the all information regarding the Services and other Contractor shall contact the items for which expenditures have been or will be Department to receive the form and made in accordance with the Contract. Either enter the required information. when upon execution of the Contract(for the Services the County and the Contractor agree as already rendered and expenditures already made), to such revisions,the Contractor shall or not more than thirty(30)days after the sign the Budget Modification form and expenditures were made,and in no event after the return it to the County for execution 31'day of January following the end of each year along with any other documentation the of the Contract,the Contractor shall furnish the Department may require. County with detailed documentation in support of the payment for the Services or expenditures ii.} Such request must be made in advance under the Contract e.g.dates of the Service, of incurring any expenditure for which the revision is needed. worksite locations,activities,hours worked,pay rates and all program Budget categories. The Suffolk County Payment Voucher shall include iii) Upon complete execution of the Budget time records,certified by the Contractor as true Modification form,the County shall and accurate,of all personnel for whom return a copy to the Contractor. The revision shall not be effective until the expenditures are claimed during the period. Budget Modification is completely Time and attendance records of a project director, if any,shall be certified by the Chairperson, executed' President or other designated member of the Board of Directors of the Contractor. All Suffolk iv.) The Budget Modification form maybe County Payment Vouchers must bear a signature submitted only twice per d prix t year as that tern is defined pursuant to New York and may r 15'ly be submitted prior to State General Construction Law§46 by duly November 15 of that year. authorized persons,and certification of such authorization with certified specimen signatures e. Budget and/or Services Revisions thereon must be filed with the County by a Contractor official empowered to sign the i.} The parties shall use the Contract Contract. Disbursements made by the Contractor Budget/Services Revision Approval in accordance with the Contract and submitted Form(Budget/Services Revisions)for for reimbursement must be documented and must revisions to the Budget and Services comply with accounting procedures as set forth involving any change to the total cost by the Suffolk County Department of Audit and of the Contract due to a resolution of Control. Documentation,including any other the Legislature,changes to the County's adopted annual budget,or for form(s)required by County or the Suffolk 20 of 32 pages ARTICLE V Rev. 12/17/13; Law No—16-DWI-002 IFMS: SC PRO 00000006419 Line Item/Omnibus Grant any other reason necessitating revisions conditions under which such to the Budget or Services. reimbursement shall be paid. ii.) When the County and the Contractor C. The County may,during the Term,impose a agree as to such revisions,the Budget Deficiency Plan, In the event that a Department will enter the information Budget Deficiency Plan is imposed,the County into the Budget/Services Revisions shall promptly notify the Contractor in writing of form and send it to the Contractor for the terms and conditions thereof;which shall be signature.The Contractor shall return it deemed incorporated in and made a part of the to the County for execution along with Contract,and the Contractor shall implement any other documentation the those terms and conditions in no less than Department may require. fourteen(14)days. iii.) Upon complete execution of the form 3. Personnel Salaries,Pension and Employee Benefit by the parties,the County shall return a Plans,Rules and Procedures copy to the Contractor. The revision a. Upon request,the Contractor shall submit to the shall not be effective until the Budget County a current copy,certified by the /Services Revisions is completely Contractor as true and accurate,of its executed. f. Taxes i.) salary scale for all positions listed in the Budget; The charges payable to the Contractor under the Contract are exclusive of federal,state,and local ii.) personnel rules and procedures; taxes,the County being a municipality exempt t��•) pension plan and any other employee payment of such taxes. benefit plans or arrangements. g. Final Voucher b. The Contractor shall not be entitled to reimbursement for costs under any pension or The acceptance by the Contractor of payment of benefit plan the Comptroller deems commercially all billings made on the final approved Suffolk unreasonable. County Payment Voucher shall operate as and shall be a release of the County from all claims C. Notwithstanding anything in this paragraph 3 of by the Contractor through the date of the this Article V,the County shall not be limited in Voucher. requesting such additional financial information it deems reasonable. 2. Subject to Appropriation of Funds 4. Accounting Procedures a. The Contract is subject to the amount of funds appropriated each fiscal year and any subsequent a. The Contractor shall maintain accounts,books, modifications thereof by the County Legislature records,documents,other evidence,and and no liability shall be incurred by the County accounting procedures and practices which beyond the amount of funds appropriated each sufficiently and properly reflect all direct and fiscal year by the County Legislature for the indirect costs of any nature expended in the Services. performance of the Contract,in accordance with generally accepted accounting principles and b. If the County fails to receive Federal or State with rules,regulations and financial directives,as funds originally intended to pay for the Services, may be promulgated by the Suffolk County or to reimburse the County,in whole or in part, Department of Audit and Control and the for payments made for the Services,the County Department The Contractor shall permit shall have the sole and exclusive right to: inspection and audit of such accounts,books, records,documents and other evidence by the i.) determine how to pay for the Services; Department and the Suffolk County Comptroller, or their representatives,as often as,in their ii.) determine future payments to the judgment,such inspection is deemed necessary. Contractor;and Such right of inspection and audit as set forth in subparagraph b.below shall exist during the iii.) determine what amounts,if any,are Term and for a period of seven(7)years after reimbursable to the County by the expiration or termination of the Contract Contractor and the terms and 21 of 32 pages ARTICLE V Rev. 12/17/13; Law No—16-DWI-002 IFMS: SC PRO 00000006419 Line Item/Omnibus Grant b. The Contractor shall retain all accounts,books, other agreements with the County,and shall records,and other documents relevant to the submit a report to the County on the overall Contract for seven(7)years after final payment is financial condition and operations of the made by the County. Federal,State,and/or Contractor,including a balance sheet and County auditors and any persons duly authorized statement of income and expenses,attested by the by the County shall have full access and the right Auditor as fairly and accurately reflecting the to examine any of said materials during said accounting records of the Contractor in period. Such access is granted notwithstanding accordance with generally accepted accounting any exemption from disclosure that may be principles. The Contractor may solicit requests claimed for those records which are subject to for proposals from a number of qualified nondisclosure agreements,trade secrets and accounting firms and review carefully the costs commercial information or financial information of;and qualifications for,this type of work before that is privileged or confidential. selecting the Auditor. C. The Contractor shall utilize the accrual basis of b. The Auditor should be required to meet the accounting and will submit all financial reports following minimum requirements: and claims based on this method of accounting i.) a current license issued by during the Term. the New York State 5. Audit of Financial Statements Education Department; ii.) sufficient auditing experience a. All payments made under the Contract are in the not-for-profit, subject to audit by the Comptroller pursuant to governmental or profit- Article V of the Suffolk County Charter. The making areas,as applicable; Contractor fiirther agrees that the Comptroller and and the Department shall have access to and the iii.) a satisfactory peer review right to examine,audit,excerpt,copy or issued within not more than transcribe any pertinent transactions or other three(3)years prior to the records relating to services under the Contract. If date when the Auditor was such an audit discloses overpayments by the selected to conduct the audit. County to the Contractor,within thirty(30)days after the issuance of an official audit report by the C. The audit must be conducted in accordance with Comptroller or his duly designated generally accepted governmental auditing representatives,the Contractor shall repay the standards. Financial statements must clearly amount of such overpayment by check to the differentiate between County-funded programs order of the Suffolk County Treasurer or shall and other programs that the Contractor may be submit a proposed plan of repayment to the operating. The use of subsidiary schedules Comptroller. If there is no response,or if should be encouraged for this purpose. The satisfactory repayments are not made,the County Auditor must also prepare a Management Letter may recoup overpayments from any amounts due based on the audit. or becoming due to the Contractor from the County under the Contract or otherwise. d. In the event the Contractor is a not-for-profit organization or unit of local government and b. The provisions of this paragraph shall survive the expends five hundred thousand($500,000.00) expiration or termination of the Contract for a dollars or more of Federal monies,whether as a period of seven(7)years,and access to records recipient expending awards received directly shall be as set forth in paragraph 25 of Article III, from Federal awarding agencies,or as a and paragraph 4(b)of Article V. subrecipient expending Federal awards received from a pass-through entity,such as New York 6. Financial Statements and Audit Requirements State or Suffolk County,during any fiscal year within which it receives funding under the a. Notwithstanding any other reporting or Contract,the audit must be conducted,and the certification requirements of Federal,State,or audit report("Single Audit Report")must be,in local authorities,the Contractor shall obtain the accordance with OMB Circular No.A-133 services of an independent licensed public (revised June 27,2003). Single Audit Reports accountant or certified public accountant(the must also be submitted to the designated "Auditor")to audit its financial statements for clearinghouse,cognizant agency and/or pass- each Contractor's`fiscal year"in which the through entity,to the extent required by the OMB Contractor has received,or will receive,three Circular referred to above. hundred thousand($300,000.00)dollars or more e. The Contractor must submit to the County a from the County,whether under the Contract or statement in writing,certified by its chief 22 of 32 pages .ARTICLE V Rev. 12/17/13; Law No—16-DWI-002 IFMS: SC PRO 00000006419 Line Item/Omnibus Grant financial officer,which states the amount of b. Purchase Practices/Proprietary Interest of Federal funding expended by the Contractor County during such fiscal year. The Contractor must mail or deliver the certified statement to the i.) The Contractor shall follow the general Department and to the Executive Director of practices that are designed to obtain Auditing Services,Suffolk County Department of furniture,fixtures,equipment, Audit and Control,H.Lee Dennison Building, materials,or supplies at the most 100 Veterans Memorial Highway,P.O.Box reasonable price or cost possible. 6100,Hauppauge,New York 11788-0099,as soon as possible after the end of the Contractor's ii.) The County reserves the right to fiscal year. The statement must include all purchase or obtain furniture,fixtures, Federal funding received directly from the equipment,materials,or supplies for Federal government and all Federal funds passed the Contractor in accordance with the through from the County and other pass-through programmatic needs of the Contract. If entities. the County exercises this right,the amount budgeted for the items f. Copies of all financial statements,Management Letters,Single Audit Reports and other audit p� or obtained by the County available reports must be transmitted to the County and to to for the Contractor shall not the Executive Director of Auditing Services at the Contractor for any purpose w the address set forth above. The reports must be whatsoever. Title to any such items purchased or otherwise obtained by the submitted within thirty(30)days after completion of the audit,but in no event later than nine(9) County for the programs encompassed months after the end of the Contractor's fiscal C the Contract and entrusted to the Contractor,shall remain in the County. year,to which the audit relates. C g. These requirements do not preclude the County, iii.) The County shall retain a proprietary the Comptroller,or their authorized interest in all furniture,removable representatives,or Federal or State auditors from fixtures,equipment,materials,and auditing all records of the Contractor. Therefore, supplies purchased or obtained by the the records of the Contractor must be made Contractor and paid for or reimbursed available to authorized representatives of Federal, to the Contractor pursuant to the terms State and County government for that purpose. of the Contract or any prior agreement h. The provisions of this paragraph shall survive the between the parties expiration or termination of the Contract. iv.) The Contractor shall attach labels indicating the County's proprietary 7. Furniture,Fixtures,Equipment,Materials,Supplies interest or title in all such property. a. Purchases,Rentals or Leases Requiring Prior c- County's Right to Take Title and Possession Approval Upon the termination or expiration of the Prior to placing any order to purchase,rent or Contract or any renewal thereof;the lease any furniture,fixtures,or equipment valued discontinuance of the business of the Contractor, in excess of one thousand dollars($1,000.00)per the failure of the Contractor to comply with the unit for which the Contractor will seek terms of the Contract,the bankruptcy of the reimbursement from the County,the Contractor Contractor,an assignment for the benefit of its shall submit to the County a written request for creditors,or the failure of the Contractor to approval to make such a proposed purchase, satisfy any judgment against it within thirty(30) rental or lease,with a list showing the quantity days of filing of the judgment,the County shall and description of each item,its intended have the right to take title to and possession of all location and use,estimated unit price or cost,and furniture,removable fixtures,equipment, estimated total cost of the proposed order. materials,and supplies and the same shall Written approval of the County shall be required thereupon become the property of the County before the Contractor may proceed with such without any claim for reimbursement on the part proposed purchase,rental or lease of furniture, of the Contractor. fixtures or equipment. All items purchased must be new or like new unless specifically described d. Inventory Records,Controls and Reports otherwise in the Budget The Contractor shall maintain proper and accurate inventory records and controls for all such furniture,removable fixtures and equipment 23 of 32 pages ARTICLE V Rev. 12/17/13; Law No—16-DWI-002 BMS: SC PRO 00000006419 Line.Item/Omnibus Grant acquired pursuant to the Contract and all prior connected with such property shall be in agreements between the parties,if any. Three(3) accordance with the rules and regulations of the months before the expiration date of the Contract County and the State of New York. the Contractor shall make a physical count of all items of furniture,removable fixtures and g. Lease or Rental Agreements equipment in its custody,checking each item against the aforesaid inventory records. A report If lease payments or rental costs are included in the Budget setting forth the results of such physical count as an item of expense reimbursable by the County,the shall be prepared by the Contractor on a form or Contractor shall promptly submit to the County,upon forms designated by the County,certified and request,any lease or rental agreement. if during the Term, signed by an authorized official of the the Contractor shall enter into a lease or rental agreement, Contractor,and one(1)copy thereof shall be or shall renew a lease or rental agreement,the Contractor delivered to the County within five(5)days after shall,prior to the execution thereof,submit such lease or the date set for the aforesaid physical count. rental agreement,to the County for approval. Within five(5)days after the termination or expiration date of the Contract,the Contractor shall submit to the County six(6)copies of the 9. Statement of Other Contracts same report updated to such date of the Contract, certified and signed by an authorized official of Prior to the execution of the Contract the Contractor shall the Contractor,based on a physical count of all submit a Statement of Other Contracts to the County. If the items of furniture,removable fixtures and Contract is amended during the Term,or if the County equipment on the aforesaid expiration date,and exercises its option right the Contractor shall submit a then revised,if necessary,to include any inventory current Statement of Other Contracts. changes during the last three(3)months of the Term. 10. Miscellaneous Fiscal Terms and Conditions e. Protection of Property in Contractor's a. Limit of County's Obligations Custody The maximum amount to be paid by the County The Contractor shall maintain vigilance and take is set forth on the first page of the Contract, all reasonable precautions to protect the furniture, fixtures,equipment material or supplies in its b. Duplicate Payment from Other Sources custody against damage or loss by fire,burglary, theft,disappearance,vandalism,or misuse.In the Payment by the County for the Services shall not event of burglary,theft,vandalism,or duplicate payment received by the Contractor disappearance of any item of fiuniture,fixtures, from any other source, equipment material or supplies,the Contractor shall immediately notify the police and make a C. Funding Identification record thereof,including a record of the results of any investigation which may be made thereon. in The Contractor shall promptly submit to the the event of loss of or damage to any item of County upon request,a schedule for all programs furniture,fixtures,equipment,materials,or funded by the County,itemizing for each such supplies from any cause,the Contractor shall program the sums received,their source and the immediately send the County a detailed written total program budget. report thereon. d. Outside Funding for Non-County Funded £ Disposition of Property in Contractor's Activities Custody Notwithstanding the foregoing provisions of the Upon termination of the County's funding of any Contract it is the intent of the County that the of the Services covered by the Contract,or at any terms and conditions of the Contract shall not other time that the County may direct,the limit the Contractor from applying for and Contractor shall make access available and render accepting outside grant awards or from providing all necessary assistance for physical removal by additional educational activities/services which the County or its designee of any or all furniture, may result in the Contractor incurring additional removable fixtures,equipment materials or costs,as long as the following conditions are met: supplies in the Contractor's custody in which the County has a proprietary interest, in the same i.) The County is not the Fund Source for condition as such property was received by the the additional services; Contractor,reasonable wear and tear excepted. ii.) Sufficient funding is available for or Any disposition,settlements or adjustments g can be generated by the Contractor to 24 of 32 pages ARTICLE V Rev. 12/17/13; Law No—16-DWI-002 IFMS: SC PRO 00000006419 Line Item/Omnibus Grant cover the cost incurred by the expenditures made during the Term because of Contractor to provide these additional any act,omission or negligence on the part of the services;and Contractor,then the County may deduct and withhold from any payment due to the Contractor Cannot bbe generated,the County shall iii.) sufficient funding is not available or an amount equal to the reimbursement denied by cannot not be held liable for any of the the state or federal government agency,and the County's obligation to the Contractor shall be additional costs inured the reduced by any such amounts. In such an event, additional services. Contractor in services. king such if there should be a balance due to the County after it has made a final payment to the iv.) Prior to scheduling any such additional Contractor under the Contract,on demand by the services on County-owned property, County,the Contractor shall reimburse the the Contractor shall obtain written County for the amount of the balance due the County approval. The Contractor shall, County,payable to the Suffolk County Treasurer. to the County's satisfaction,submit any The provisions of this subparagraph shall survive documentation requested by the the expiration or termination of the Contract. Department reflecting the change,and identify the additional services to be h. Budget provided and the source of funding that shall be utilized to cover the The Contractor expressly represents and agrees expenditures incurred by the Contractor that the Budget lists all revenue,expenditures, in undertaking the additional services. personnel,personnel costs and/or all other relevant costs necessary to provide the Services. e. Potential Revenue i. Payment of Claims The Contractor shall actively seek and take reasonable steps to secure all potential funding Upon receipt of a Suffolk County Payment from grants and contracts with other agencies for Voucher,the County,at its discretion,may pay programs funded by the County. the Contractor during the Term,in advance,an amount not to exceed one sixth(1/6)of the f. Payments Contingent upon State/Federal maximum amount to be paid by the County set Funding forth on the first page of the Contract. Payments under the Contract may be subject to !. Payments Limited to Actual Net Expenditures and contingent upon continued funding by State and/or Federal agencies. In the event payments The Contractor agrees that if,for any reason are subject to such funding no payment shall be whatsoever,the Contractor shall spend during the made until the Contractor submits documentation Term for the purposes set forth in the Contract an in the manner and fort as shall be required by amount less than,or receive amounts more than, State and/or Federal agency. If late submission provided in the Budget,the total cost of the of claims precludes the County from claiming Contract shall be reduced to the net amount of State or Federal reimbursement,such late claims actual Contractor expenditures made for such by the Contractor shall not be paid by the County purposes. The total amount to be paid by the subject to subparagraph g.below,if,for any County shall not exceed the lesser of(i)actual reason,the full amount of such funding is not net expenditures or(ii)the total cost of the made available to the County,the Contract may Contract on the cover page and in the Budget be terminated in whole or in part,or the amount Upon termination or expiration of the Contract,if payable to the Contractor may be reduced at the the Contractor's total amount of allowable discretion of the County,provided that any such expenses is less than the total amount of the termination or reduction shall not apply to payments made during the Term,the Contractor allowable costs incurred by the Contractor prior shall prepare a check payable to the Suffolk to such termination or reduction,and provided County Treasurer for the difference between the that money has been appropriated for payment of two amounts and submit such payment to the such costs. County,along with the final Suffolk County Payment Voucher. g. Denial of Aid k.. Travel,Conference,and Meeting Attendance: If a State or Federal government agency is SOP A-07 Amendment 1 funding the Contract and fails to approve aid in reimbursement to the County for payments made Reimbursement to the Contractor for travel costs hereunder by the County to the Contractor for shall not exceed amounts allowed to County 25 of 32 pages ARTICLE V Rev. 12/17/13; Law No— 16-DWI-002 IFMS: SC PRO 00000006419 Line Item/Omnibus Grant employees.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 compliance with Suffolk County Standard Operating Procedure A-07 which may be viewed online at the County's website, SuffolkCountyny.gov;go to"Government,"then "Comptroller,"then"Consultant's Agreements." 1. 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. M. Salary 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. n. Contractor Vacancies The County shall have the right of prior approval of the Contractor's filling of any vacant position as of the date of execution 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 incorporated 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. o. 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 the Contract and at law and equity. P. Comptroller's Rules and Regulations The Contractor shall comply with the "Comptroller's Rules and Regulations for Consultant's Agreements"as promulgated by the Department of Audit and Control of Suffolk County and any amendments thereto during the Term of the Contract The"Comptroller's Rules and Regulations for Consultant's Agreements" and"SOP A-07 Amendment 1"may be viewed online at the County's website, SuffolkCountyny.gov;go to"Government,"then "Comptroller,"then"Consultant's Agreements." End of Text for Article V 26 of 32 pages ARTICLE V Rev. 12/17/13;Law No—16-DWI-002 IFMS: SC PRO 00000006419 Line Item/Omnibus Grant Article VI Budget The monies provided under this Contract must be used by the Contractor to aid the suppression of DWI. The Contractor shall schedule and pay police officers employed by the Contractor to perform patrol duties on an overtime basis,that are exclusively related to identifying and arresting motorists engaged in DWI. These patrols should result in an increased number of arrests for DWI and a reduction of alcohol related crashes and fatalities. Funds may also be used to pay for training related to such patrols and for warrant enforcement. The hours of enforcement shall include times and days which have historically reflected high incidences of DWI and crashes and fatalities caused by motorists engaged in DWI. Scheduling may be organized due to seasonal traffic considerations and other activities related to incidences of DWI and may be dependent upon staff availability. For each of the years 2014, 2015 and 2016, the Contractor will receive funding in the amount of ($19,000.00). The Contractor shall expend said funding each year to cover the overtime and fringe benefits earned by police officers employed by the Contractor while performing the Services set forth above, as follows: Overtime: $19,000.00 Fringe Benefits: $0.00 Total of Personnel Services: $19,000.00 Other Services 0.00 Total of All Services: $19,000.00 The total amount of funding allocated to each year of this Contract is to be expended on or prior to December 31"of that year. Any funding not so expended cannot be carried over and added to the amount of funding allocated for any subsequent year of this Contract. The Contractor will not be reimbursed for any costs not listed in the budget set forth above including but not limited to those costs related to administration, staff support and related operational equipment. End of text for Article VI 27 of 32 pages Rev, 12/17/13; Law No—16-DWI-002 IFMS: SC PRO 00000006419 Line Item/Omnibus Grant Suffolk County STOP-DWI Claim Payroll Register Personal Services—Page 1 Month of , 2009 Claiming Agency: Voucher* Instructions: Use this form to detail all Salary/Wage Expenses for your project, for the period claimed. Submit this form together with a Standard Suffolk County Voucher to insure prompt processing. Check Date Number Payee Job Title Service Period Amount CERTIFICATION: I certify that the above information is just,true and correct;that no part thereof has been previously reported, and that such expenditures are proper and necessary. Project Director or Fiscal Officer: Date: Signature and Title Note: This register is not sufficient verification to support your claims. You MUST send additional material such as payroll records to support interim or post-audit of project expenses.You must maintain such documents on file as well. Use Page 2 of this form to record fringe benefit and Consultant costs for this project only if they are part of your contract budget. 28 of 32 pages Rev. 12/17/13; Law No—16-DWI-002 IFMS: SC PRO 00000006419 Line Item/Omnibus Grant Suffolk County STOP-DWI Claim Record of Fringe benefits Personal Services—Page 2 Month of , 2009 Claiming Agency: Voucher#: Instructions: Use this form to detail all Fringe Benefit Expenses for your project, for the period claimed. Submit this form together with a Standard Suffolk County Voucher to insure prompt processing. Fringe Benefit Expenses must be p,art of your original contract to be considered valid expenses. Check Date Number Pa ee Job Title Service Period Amount CERTIFICATION: I certify that the above information is just, true and correct; that no part thereof has been previously reported, and that such expenditures are proper and necessary. Project Director or Fiscal Officer: Date.: Signature and Title 29 of 32 pages Rev. 12/17/13; Law No—16-DWI-002 IFMS: SC PRO 00000006419 Line Item/Omnibus Grant Quarterly Expenditure Report Program Title: To: Suffolk County STOP-DWI Program From: Contract Period: From: To: Project Budget Category Budgeted Expended this Total Expended to Balance Amount Month Date Remaining PERSONAL SERVICES WAGES/SALARIES $ $ $ $ FRINGE BENEFITS $ $ $ $ SUBTOTAL , $ $ $ $ OTHER THAN PERSONAL SERVICES SUPPLIES/MATERIALS $ $ $ $ TRAVEL $ $ $ $ EQUIPMENT PURCHASE $ $ $ $ ALL OTHER COSTS $ $ $ $ SUB TOTAL $ $ $ $ TOTAL PROJECT COSTS CERTIFICATION: I certify that the above information is a complete, accurate, and up-to-date portrayal of actual necessary expenditures made for my project during the time period indicated. Project Director or Fiscal Officer: Date: / 1 Signature and Title INSTRUCTIONS: The Project Director or Project Fiscal Officer must submit a Quarterly Expenditure Report to the STOP-DWI Coordinator within 30 days after the close of each quarter. BUDGET AMMENDMENTS: You may not exceed the Total Project Budgeted Amount or Project Budget Category Amounts without written approval, as per conditions of the contract. Expenditures may be disallowed if they exceed limitations without prior written approval from the County. 30 of 32 pages Rev. 12/17/13; Law No-16-DWI-002 IFMS: SC PRO 00000006419 Line Item/Omnibus Grant STOP-DW MONTHLY ARREST REPORT SUFFOLK COUNTY REPORTING AGENCY REPORTING PERIOD 1. Total number of persons arrested and charged with a violation of 1192. 8. Total number of persons arrested for 2. Total number of charges for: Section 1192 violations by age: a. under 18 a. 1192.1 b. 18 b. 1192.2 C. 19 C. 1192.2 and 1192.3 d. 20 d. 1192.3 e. 21-24 e. 1192.4 f. 25-29 g. 30-34 3. Total number of persons arrested for h. 35-39 Section 1192 violations by sex: i. 40-44 j. 45-49 a. Male k. 50-54 b. Female I. 55-59 M. 60-64 6. Total number of persons arrested for n. 65-69 Section 1192 violations by day: o. 70 and over a. Sunday 9. Total number of persons arrested for b. Monday Section 1192 violations by BAC Level: C. Tuesday d. Wednesday a. Chemical test refusals: e. Thursday b. Test administered - results not f. Friday available: g. Saturday 7. Total number of persons arrested for Negative Section 1192 violations by time intervals: .01 .16 .02 .17 a. 6:01 AM to 6:00 PM .03 .18 b. 6:01 PM to 9:00 PM .04 .19 C. 9:01 PM to 12:00 AM .05 .20 d. 12:01 AM to 3:00 AM .06 .21 e. 3:01 AM to 6:00 AM .07 .22 .08 .23 .09 .24 .10 .25 .11 .26 .12 .27 13 .28 14 .29 15 30 31 of 32 pages Rev. 02106108; Law No. 08-DWI-001 IFMS No. SC PRO 0000000�,� STOP-DWI Municipal Enforcement BLANK PAGE 32 of 32 pages ARTICLE VI WFq! ®� RESOLUTION 2014-563 ADOPTED DOC ID: 9917 THIS IS TO CERTIFY THAT THE FOLLOWING RESOLUTION NO.2014-563 WAS ADOPTED AT THE REGULAR MEETING OF THE SOUTHOLD TOWN BOARD ON JUNE 17,2014: RESOLVED that the Town Board of the Town of Southold hereby authorizes and directs Supervisor Scott A. Russell to execute an Agreement with the County of Suffolk for the STOP- DWI Program in an amount not to exceed$5,544.00 for the term October 1, 2013 through September 30, 2014, subject to the approval of the Town Attorney. 4 Elizabeth A. Neville Southold Town Clerk RESULT: ADOPTED [UNANIMOUS] MOVER: William P. Ruland, Councilman SECONDER:Louisa P. Evans, Justice AYES: Ghosio, Dinizio Jr, Ruland, Doherty, Evans, Russell Rev. 12/17/13; Law No.—14-DWI-002 Line Item/Omnibus Grant Contract This Contract ("Contract") is between the County of Suffolk("County"), a municipal corporation of the State of New York, acting through its duly constituted Department of Probation/STOP-DWI Program ("Department"), located at 395 Oser Avenue,Hauppauge,NY 11788; and Town of Southold,a Municipal Corporation, having an address at Southold,New York 11971-1682. The Contractor has been designated to receive grant funds for STOP-DWI Enforcement Crackdowns ("Services")as set forth more fully in Article 1:, entitled"Description of Services." Term of the Contract: October 1, 2013 through September 30, 2014. Total Cost of the Contract: Shall not exceed$5,544.00,to be paid as set forth in Articles V and VI, attached. Terms and Conditions: Shall be as set forth in Articles I through VI, attached hereto and made a part hereof. In Witness Whereof, the parties hereto have executed the Contract as of the latest date written below. Town of Southol COUNTY OF SUFFOLK By: Name: -C% KdisBy: Title: 1 pr Dennis M. Cohen Fed.Tax #:_ �- Chief Deputy County Executive Date Date: i5t. 1S U-C$ f',H hereby Approved: certifies under penalties of perjury that I am an officer of Department of Probation Town of Southold,that I have read and I am familiar with§A5-7 of Article V of the Suffolk County Code,and that Town of Southold meets all requirements to By: qualify forexemp ' thereunder. Name: Title: Signature Date 4 Date Approved as to Form: Dennis M.Brown County Attorney By: Janet Ford Assistant County Attorney Date Page 1 of 28 Rev. 12/17/13; Law No.— 14-DWI-002 Line Item/Omnibus Grant List of Articles Page# ArticleI .............................................................................................................................................................................5 Descriptionof Services............................................................................................................................................... .5 1. Conflicting Provisions ................................................................................................................ ......... 5 ArticleII ...................................................................................................................... .8 Definitions .............................................................................................................................................................................8 1. Meanings of Terms.............................................................................................................................. 8 2. Elements of Interpretation................................................................................................................. ArticleIII ............................................................................................................................. ..........................10 General Terms and Conditions................................................................................................................. .......................10 1. Contractor Responsibilities....................................................................................... ...................... 10 a. Duties and Obligations........................................................................................................... 10 b. Qualifications, Licenses, and Professional Standards................................................................... 10 c. Notifications.................................................................................................................................. 10 d. Documentation of Professional Standards.................................................................................... 10 e. Credentialing.................................................................................................................................. 10 f. Engineering .......C...e.r..t.i.f.i.c..a..t.e............................................ ... , ....... ................................ .... ...........2. Termination 11 a. Thirty Days Termination.......................................................................... ' .....�. .......................... 11 b. Event of Default; Termination on Notice ............................:.....:.:................................................. 11 c. Termination Notice...................................................................................................................... 11 d. Duties upon Termination.............................................................................................. .. 11 3. Indemnification and Defense....................................................................................... ............. 11 4. Insurance............................................................................................................................................. 11 ....................... 5. Independent Contractor....................................................................................................................... 12 6. Severability..................................... .. .................................................... .............................................. 13 7. Merger;No Oral Changes.........................:.................................................. ..,. . 8. Set-Off Rights................................................................ .. . .. .................... 13 9. Non-Discrimination in Services.............................. ......................................................... .. . �.. ................ 13 3 10.Nonsectarian Declaration.................................................................................................................... 13 11. Governing Law............................................................................................................... 13 12. No Waiver................... .........,.. 13. Conflicts of Interest............................................................................................................................. 13 ........................... 13 14. Cooperation on Claims ............................................................ ......................... 14 .................................. 15. Confidentiality......................................:......................................................................... 14 16.Assignment and Subcontracting. .................................................................... ............... 17. Changes to Contractor............................................................ .. ................................. 14 18.No Intended Third Party Beneficiaries.......................... ...... 15 ........... .............................. 19.Certification as to Relationships......................................................................................................... 15 20. Publications......................... 21. Copyrights and Patents........................................................................................................................ 15 a. Copyrights..................................................................................................................................... 15 b. Patents........................................................................................................................................... 15 Page 2 of 28 Reis. 12/17/13; Law No. — 14-DI I-002 Line Item/Omnibus Grant 22.Arrears to County................................................................................................................................ 15 23.Lawful Hiring of Employees Law in Connection with Contracts for Construction or Future Construction........................................................................................................................................ 15 24. Certification Regarding Lobbying..............................................................................13 25. Record Retention ................................................................................................................................ 15 26. Notice.................................................................................................................................................. 16 ArticleIV ...........................................................................................................................................................................17 SuffolkCounty Legislative Requirements.........................................................................................................................17 1. Contractor's/Vendor's Public Disclosure Statement.......................................................................... 17 2. Living Wage Law....................... 3. Use of County Resources to Interfere with Collective Bargaining Activities .................................... 17 4. Lawful Hiring of Employees Law....................................................................................................... 17 5. Gratuities............................................................................................................................................. 18 6. Prohibition Against Contracting with Corporations that Reincorporate Overseas............................. 18 7. Child Sexual Abuse Reporting Policy................................................................................................ 18 8. Non Responsible Bidder..................................................................................................................... 19 9. Use of Funds in Prosecution of Civil Actions Prohibited................................................................... 19 10. Youth Sports....................................................................................................................................... 19 11. Work Experience Participation........................................................................................................... 19 12. Safeguarding Personal Information of Minors 17 13. Suffolk County Local Laws Website Address.................................................................................... 19 ArticleV ...........................................................................................................................................................................20 GeneralFiscal Terms and Conditions...............................................................................................................................20 1. General Payment Terms......................................................................................................................20 a. Presentation of Suffolk County Payment Voucher.......................................................................20 b. Voucher Documentation...............................................................................................................20 c. Payment by County.......................................................................................................................20 d. Budget Modification.....................................................................................................................20 e. Budget and/or Services Revisions.................................................................................................20 f. Taxes.............................................................................................................................................21 g. . Final Voucher................................................................................................................................21 2. Subject to Appropriation of Funds......................................................................................................21 3. Personnel Salaries, Pension and Employee Benefit Plans, Rules and Procedures..............................21 4. Accounting Procedures.......................................................................................................................21 5. Audit of Financial Statements.............................................................................................................22 6. Financial Statements and Audit Requirements...................................................................................22 7. Furniture,Fixtures, Equipment, Materials, Supplies..........................................................................23 a. Purchases,Rentals or Leases Requiring Prior Approval ..............................................................23 b. Purchase Practices/Proprietary Interest of County........................................................................ 23 c. County's Right to Take Title and Possession............................................................................... 23 d. Inventory Records, Controls and Reports.....................................................................................23 e. Protection of Property in Contractor's Custody............................................................................ 24 f. Disposition of Property in Contractor's Custody..........................................................................24 8. Lease or Rental Agreements............................................................................................................... 24 9. Statement of Other Contracts.............................................................................................................. 24 10. Miscellaneous Fiscal Terms and Conditions ...................................................................................... 24 Page 3 of 28 Rev. 12/17/13; Law No. — 14-DWI-002 Line Item/Omnibus Grant a. Limit of County's Obligations...................................................................................................... 24 b. Duplicate Payment from Other Sources........................................................................................24 c. Funding Identification................................................................................................................... 24 d. Outside Funding for Non-County Funded Activities....................................................................24 e. Potential Revenue.........................................................................................................................25 f. Payments Contingent upon State/Federal Funding.......................................................................25 g. Denial of Aid................................................................................................................................. 25 h. Budget...........................................................................................................................................25 LPayment of Claims........................................................................................................................25 j. Payments Limited to Actual Net Expenditures.............................................................................25 k. Travel, Conference, and Meeting Attendance: SOP A-07 Amendment 1 .................................... 25 1 Salaries.......................................................................................................................................... 26 m. Salary Increases............................................................................................................................. 26 n. Contractor Vacancies....................................................................................................................26 o. No Limitation On Rights .............................................................................................................. 26 p. Comptroller's Rules and Regulations........................................................................................... 26 Article VI Budget Exhibit A NYS STOP-DWI Enforcement Crackdowns and Policies (Grant Funding October 1, 2013—September 30,2014) Exhibit B Enforcement Personnel Sheets(PS-1) Exhibit C Detail Activity Sheet Page 4 of 28 Rev. 12117/13; Law No. 14-DWI-002 Line Item/Omnibus Grant Article I Description of Services Whereas,the County operates and conducts a program entitled STOP-DWI; and Whereas,the State of New York Governor's Traffic Safety Committee has awarded$225,225 in Federal Highway Safety pass-through finds("Grant") to the New York State STOP-DWI Foundation for use by the Suffolk County STOP-DWI Program to fund high visibility road check patrols by the Suffolk County Police Department, Suffolk County Sheriff's Office, the Suffolk County parks Department,and other local associated law enforcement agencies for the grant term of October 1, 2013 through September 30,2014; and 'Whereas,the New York State Governor's Traffic Safety Committee and the New York State STOP-DWI Foundation, Inc. entered into a Master Contract for the Grant ("Grant Contract")bearing New York State Comptroller's No. C002123; and Whereas,$66,528 of said grant funding will be used to fund high visibility road check/saturation patrols by Associated Law Enforcement Agencies located in Suffolk County Towns and Villages; and Whereas,the Grant listed Associated Law Enforcement Agencies, including the Contractor, designated to receive funding thereunder for services; and Whereas,the Suffolk County Legislature accepted and appropriated the granted funding via Resolution Number 1144-2013; and 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. 2) Services Contractor agrees to the following: a. All monies provided pursuant to this Contract shall be used to aid in increased DWI enforcement. In particular,these funds shall only be used to reimburse Contractor for High Visibility Road Checks/Saturation Patrols("Crackdowns"). b. Monies provided pursuant to this Contract will only be provided for Crackdowns occurring on specific crackdown dates. (See document entitled"STOP-DWI Enforcement Crackdowns, Grant Funding October 1, 2013 — September 30,2014," annexed hereto as Exhibit"A") 5 of 28 pages ARTICLE I Rev. 12/17/13; Law No. 14-DWI-002 Line Item/Omnibus Grant c. Crackdown details must be cooperative, multi-agency efforts. d. All activities/expenses must be reported to the Suffolk County STOP-DWI Coordinator within 30 days of the detail on the form annexed hereto as Exhibit`B." e. Enforcement Personnel Sheets (PS-1)must be completed by Contractor and submitted to the Suffolk County STOP-DWI Coordinator within 30 days of the detail on the form annexed hereto as Exhibit"C." f. Contractor must submit a Detail Activity Sheet for each crackdown to the Suffolk County STOP- DWI Coordinator within 30 days of the detail on the form annexed hereto as Exhibit"D." g. Contractor agrees to issue a press release or conduct a press conference for each Crackdown detail for which you are receiving funds under this contract. h. This is a reimbursement program. The Contractor incurs the cost of the Services and is reimbursed by the County according to the approved budget. All costs must be documented and the reimbursement request must be in accordance with the terms and conditions of this Contract 3) Reports/Progress Meetings a. The Contractor will be responsible for issuing timely reports, as requested by the Department, on the status of pending and proposed services provided under this Contract. The Department reserves the right to request such reports in written form or oral presentation. All written reports will also be made available to the County in electronic format. Depending upon the nature of services provided under this Contract,the County may require the parties meet in person;the meeting time,place and attendees shall be as mutually agreed upon by the parties. 4) Compliance with Grant Contract Provisions The Contractor agrees to comply with all requirements applicable to it in the Grant Contract,if any, between the federal and/or State governments)and the County and shall cooperate with the County in all respects necessary or appropriate to enable the County to comply with the requirements of such Grant Contract applicable to the County. 5) Actual Fringe Benefit Costs Fringe benefits claims should be based on actual costs. However,if the contractor pays some or all fringe benefits on a quarterly, semiannual, or annual basis, it may make monthly claims for such fringe benefits based on an estimated percentage of each eligible individual's salary, except that the claim submitted for the last month of each Budget Period must include an adjustment for fringe benefit expense changing it from estimated to actual cost, or the Contractor may include such adjustment in its supplementary claim submitted not more than thirty(30) days after the end of the Budget Period. If such adjustment is not submitted with the claim for the last month of the Budget Period,the Department may place such claim in reserve pending receipt and audit of the fringe benefit adjustment claim. The County 6 of 28 pages ARTICLE I Rev. 12/17/13; Law No. 14-DWI-002 Line Item/Omnibus Grant may recoup any overpayment from any subsequent claim, or the Contractor shall promptly repay to the County any overpayment on demand. Furthermore,the Contractor agrees that all payments received by the Contractor for all items, including employee benefits, under this Agreement, are subject to adjustment as finally determined by audit, and that no indirect or overhead charges or any interest costs are to be included,unless specifically included in the Budget. 6) Payments Subject to Reporting Contractor's failure to meet the reporting requirements pursuant to this program description may result in a reduction in the total amount to be paid to the Contractor. End of Text for Article I 7 of 28 pages ARTICLE I Rev. 12/17/13; Law No. 14-DWI-002 Line Item/Omnibus Grant Article II Definitions d. the Contractor's failure to comply with any Federal,State or local law,rule,or regulation, 1. Meanings of Terms and County policies or directives;or As used herein: e. the Contractor's bankruptcy or insolvency;or "Audit of Financial Statements"means the examination by L the Contractor's failure to cooperate in an Audit the Comptroller and any Federal or State auditing authority of of Financial Statements;or the financial statements of the Contractor resulting in the publication of an independent opinion on whether or not those g. the Contractor's falsification of records or financial statements are relevant,accurate,complete,and fairly reports,misuse of funds,or malfeasance or presented. nonfeasance in financial record keeping arising out of,or in connection with,any contract with "Budget"means the Contractor's summary or plan of all the County;or intended revenue,whether received in the form of fees,grants, County funding,or any other source,and expenditures necessary to h, the Contractor's failure to submit,or failure to render the Services. timely submit,documentation to obtain Federal or State funds;or "Budget Deficiency Plan"means an analysis of the cost of the Services,changes in fiscal conditions,and required modifications to i. the inability of the County or the Contractor to the Contract to continue to render the Services. obtain Federal or State funds due to any act or omission of the Contractor;or "Comptroller"means the Comptroller of the County of Suffolk. j. any condition that the County determines,in its "Contract"means all terms and conditions of this Contract forming sole discretion,is dangerous. all rights and obligations of the Contractor and the County. "Federal"means the United States government,its departments,and "Contractor"means the signatory corporation,its officers,officials, agencies. employees,agents,servants,sub-contractors,and any successor or assign of any one or more of the foregoing performing the Services. "Fringe Benefits"means non-wage benefits which accompany,or are in addition to,a person's salary,such as paid insurance,sick "County"means the County of Suffolk,its departments,and leave,profit-sharing plans,paid holidays,and vacations. agencies. "Fund Source"means any direct or indirect sum payable to the "County Attorney"means the County Attorney of the County of Contractor by the County pursuant to any lawful obligation. Suffolk. "Legislature"means the Legislature of the County of Suffolk, "Department"means the signatory department approving the Contract. "Management Letter"means a letter certified as true by the Contractor's certified public accountant or chief financial officer of "Engineering Services"means the definition of the practice of findings and recommendations for improvements in internal fiscal engineering and the definition of practice of land surveying,as the control that were identified during an Audit of Financial Statements, case may be,under Section 7201 and Section 7203 of the State but which were not required to be included in an audit report. Education Law,respectively. "Municipal Corporation"means a town,village,or school district. "Event of Default"means "Services"means all that which the Contractor must do,and any part a. the Contractor's failure to perform any duty thereof arising out of,or in connection with,the Contract as required of it under paragraphs I(b)-(e)of described in Article I"Description of Services." Article III of the Contract;or "State"means the State of New York. b. the Contractor's failure to maintain the amount and types of insurance with an authorized insurer "Statement of Other Contracts"means a complete list of all other as required by the Contract;or contracts under which money has been or will be paid to the Contractor from the County,Federal,or State governments,or a C. the Contractor's failure to maintain insurance Municipal Corporation,and(i)which are currently in effect or(ii) required by the Contract with an insurer that has which have expired within the past twelve(12)months and have not designated the New York Superintendent of been renewed. Insurance as its lawful agent for service of process;or 8 of 28 pages ARTICLE II Rev. 12/17/13; Law No. 14-DWI-002 Line Item/Omnibus Grant "Suffolk County Payment Voucher"means the document authorized and required by the Comptroller for release of payment. "Term"means the time period set forth on page one of the 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 and 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 partnerships),trusts,corporations, and other legal entities,including public bodies,as well as natural persons,and shall include successors 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 a 9 of 28 pages ARTICLE II Rev. 12/17/13; Law No. 14-DWI-402 Line Item/Omnibus Grant Article III license required to qualify the license General Terms and Conditions holder or the Contractor to perform the Services. 1. Contractor Responsibilities iii.) In the event that the Contractor is not a. Duties and Obligations able to perform the Services due to a loss of license,the Contractor shall not i.) It shall be the duty of the Contractor to be reimbursed for the Services rendered discharge,or cause to be discharged,all after the effective date of termination of of its responsibilities,and to administer such license. Without limiting the funds received in the interest of the generality of the foregoing,if any part County in accordance with the of the Contract remains to be provisions of the Contract. performed,and the termination of the license does not affect the Contractor's ii.) The Contractor shall promptly take all ability to render the Services,every action as may be necessary to render other term and provision of the the Services. Contract shall be valid and enforceable to the fullest extent permitted by law. iii.) The Contractor shall not take any action that is inconsistent with the d. Documentation of Professional Standards provisions of the Contract. The Contractor shall maintain on file,in one iv.) Services provided under this Contract location in Suffolk County,all records that shall be open to all residents of the demonstrate that it has complied with sub- County. paragraphs(b)and(c)above. The address of the location of the aforesaid records and documents b. Qualifications,Licenses,and Professional shall be provided to the County no later than the Standards date of execution of the Contract. Such documentation shall be kept,maintained,and i.) The Contractor represents and warrants available for inspection by the County upon that it has,and shall continuously twenty-four(24)hours notice. possess,during the Term,the required licensing,education,knowledge, e. Credentialing experience,and character necessary to qualify it to render the Services. i.) In the event that the Department,or any division thereof,maintains a ii.) The Contractor shall continuously have credentialing process to qualify the during the Term all required Contractor to render the Services,the authorizations,certificates, Contractor shall complete the required certifications,registrations,licenses, credentialing process. In the event that permits,and other approvals required any State credential,registration, by Federal,State,County,or local certification or license,Drug authorities necessary to qualify it to Enforcement Agency registration,or render the Services. Medicare or Medicaid certification is restricted,suspended,or temporarily or C. Notifications permanently revoked,it is the duty of the Contractor to contact the i.) The Contractor shall immediately Department,or division thereof;as the notify the County,in writing,of any case may be,in writing,no later than disciplinary proceedings,commenced three(3)days after such restriction, or pending,with any authority relating suspension,or revocation. to a license held by any person necessary to qualify him,her,or the ii.) The Contractor shall forward to the Contractor to perform the Services. Department,or division thereof,as the case may be,on or before July I of ii.) In the event that a person is no longer each year during the Term,a complete licensed to perform the Services,the list of the names and addresses of all Contractor must immediately notify the persons providing the Services,as well County,but in no event shall such as their respective areas of certification. notification be later than five(5)days credentialing,registration,and after a license holder has lost the licensing. 10 of 28 pages ARTICLE III Rev. 12/17/13; Law No. 14-DWI-002 Line Item/Omnibus Grant f. Engineering Certificate iv.) Upon tennination,the Contractor shall reimburse the County the balance of In the event that the Contract requires any any funds advanced to the Contractor Engineering Services,the Contractor shall submit by the County no later than thirty(30) to the County,no later than the due date for days after termination of the Contract. submission for approval of any engineering work The provisions of this subparagraph product,the Certificate of Authorization shall survive the expiration or ("Certificate"),issued pursuant to termination of the Contract. §7210 of the New York Education Law,of every person performing any Engineering Services. v.) Nothing contained in this paragraph The failure to file,submit,or maintain the shall be construed as a limitation on the Certificate shall be grounds for rejection of any County's rights set forth in paragraphs engineering work product submitted for approval. I(c)(iii)and 8 of this Article III. 2. Termination 3. Indemnification and Defense a. Thirty Days Termination a. The Contractor shall protect,indemnify,and hold harmless the County,its agents,servants, The County shall have the right to terminate the officials,and employees from and against all Contract without cause,for any reason,at any liabilities,fines,penalties,actions,damages, time,upon such terms and conditions it deems claims,demands,judgments,losses,suits or appropriate,provided,however,that no such actions,costs,and expenses caused by the termination shall be effective unless the negligence or any acts or omissions of the Contractor is given at least thirty(30)days Contractor,including reimbursement of the cost notice. of reasonable attorneys'fees incurred by the County,its agents,servants,officials,and b. Event of Default;Termination on Notice employees in any action or proceeding arising out of,or in connection with,the Contract. i.) The County may immediately terminate the Contract,for cause,upon such b. The Contractor hereby represents and warrants terms and conditions it deems that it will not infringe upon any copyright in appropriate,in the Event of Default. performing the Services. The Contractor agrees ii.) If the Contractor defaults under any that it shall protect,indemnify,and hold harmless other provision of the Contract,the the County,its agents,servants,officials,and County may terminate the Contract,on employees from and against all liabilities,fines, not less than five(5)days notice,upon penalties,actions,damages,claims,demands, such terms and conditions it deems judgments,losses,suits or actions,costs,and appropriate, expenses arising out of any claim asserted for infringement of copyright,including C. Termination Notice reimbursement of the cost of reasonable attorneys'fees incurred by the County,its agents, Any notice providing for termination shall be servants,officials,and employees in any action or delivered as provided for in paragraph 26 of this proceeding arising out of or in connection with Article III. any claim asserted for infringement of copyright. d. Duties upon Termination C. The Contractor shall defend the County,its agents,servants,officials,and employees in any i.) The Contractor shall discontinue the proceeding or action,including appeals,arising Services as directed in the termination out of,or in connection with,the Contract,and notice. any copyright infringement proceeding or action. Alternatively,at the County's option,the County may defend any such proceeding or action and Subject to any defenses available to it, require the Contractor to pay reasonable the County shall pay the Contractor for attorneys'fees or salary costs of County the Services rendered through the date employees of the Department of Law for the of termination. defense of any such suit. iii.) The County is released from any and all 4. Insurance liability under the Contract,effective as of the date of the termination notice. a. The Contractor shall continuously maintain, during the Term of the Contract,insurance in 11 of 28 pages ARTICLE III Rev. 12/17/13; Law No. 14-DCVI-002 Line Item/Omnibus Grant amounts and types as follows: d. The Contractor shall furnish to the County,prior to the execution of the Contract,declaration i.) Commercial General Liability pages for each policy of insurance,other than a insurance,including contractual policy for commercial general liability insurance, liability coverage,in an amount not and upon demand,a true and certified original less than Two Million Dollars copy of each such policy evidencing compliance ($2,000,000.00)per occurrence for with the aforesaid insurance requirements. bodily injury and Two Million Dollars ($2,000,000.00)per occurrence for e. In the case of commercial general liability property damage. The County shall be insurance and business use automobile insurance, named an additional insured. the Contractor shall furnish to the County,prior to the execution of the Contract,a declaration ii.) Automobile Liability insurance(if any page or insuring agreement and endorsement non-owned or owned vehicles are used page evidencing the County's status as an by the Contractor in the performance of additional insured on said policy,and upon the Contract)in an amount not less demand,a true and certified original copy of such than Five Hundred Thousand Dollars policy evidencing compliance with the aforesaid ($500,000.00)per person,per accident, insurance requirements. for bodily injury and not less than One Hundred Thousand Dollars f. All evidence of insurance shall provide for the ($100,000.00)for property damage per County to be notified in writing thirty(30)days occurrence. prior to any cancellation,nonrenewal,or material change in the policy to which such evidence iii.) Workers'Compensation and relates. It shall be the duty of the Contractor to Employer's Liability insurance in notify the County immediately of any compliance with all applicable New cancellation,nonrenewal,or material change in York State laws and regulations and any insurance policy. Disability Benefits insurance,if required by law. The Contractor shall g. In the event the Contractor shall fail to provide furnish to the County,prior to its evidence of insurance,the County may provide execution of the Contract,the the insurance required in such manner as the documentation required by the State of County deems appropriate and deduct the cost New York Workers'Compensation thereof from a Fund Source. Board of coverage or exemption from coverage pursuant to§§57 and 220 of h. If the Contractor is a Municipal Corporation and the Workers'Compensation Law. In has a self-insurance program under which it acts accordance with General Municipal as a self-insurer for any of such required Law§108,the Contract shall be void coverage,the Contractor shall provide proof, and of no effect unless the Contractor acceptable to the County,of self-funded shall provide and maintain coverage coverage. during the Term for the benefit of such employees as are required to be 5. Independent Contractor covered by the provisions of the Workers'Compensation Law. The Contractor is not,and shall never be,considered an employee of the County for any purpose. Notwithstanding iv.) Professional Liability insurance in an anything contained in this Contract,the Contract shall not amount not less than Two Million be construed as creating a principal-agent relationship Dollars($2,000,000.00)on either a between the County and the Contractor or the Contractor per-occurrence or claims-made coverage basis. and the County,as the case may be. b. The County may mandate an increase in the liability limits set forth in the immediately preceding paragraphs(4)(a)(i),(ii),and(iv). C. 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. 12 of 28 pages ARTICLE III Rev. 12/17/13; Law No. 14-DWI-002 Line Item/Omnibus Grant the individual satisfies any eligibility or 6. Severability other requirements or conditions which individuals must meet in order to It is expressly agreed that if any term or provision of this receive the Services provided pursuant Contract,or the application thereof to any person or to the Contract. circumstance,shall be held invalid or unenforceable to any b. The Contractor shall not utilize criteria or extent,the remainder of the Contract,or the application of methods of administration which have the effect such term or provision to persons or circumstances other of subjecting individuals to discrimination than those as to which it is held invalid or unenforceable, because of their race,creed,color,national shall not be affected thereby,and every other term and origin,sex,age,disability,sexual orientation, provision of the Contract shall be valid and shall be military status,or marital status,or have the enforced to the fullest extent permitted by law. effect of substantially impairing the Contract with respect to individuals of a particular race,creed, 7. Merger;No Oral Changes color,national origin,sex,age,disability,sexual orientation,military status,or marital status,in It is expressly agreed that the Contract represents the entire determining: agreement of the parties and that all previous i.) the Services to be provided;or understandings are herein merged in the Contract. No modification of the Contract shall be valid unless in written ii.) the class of individuals to whom,or the form and executed by both parties. situations in which,the Services will be provided;or 8. Set-Off Rights iii.) the class of individuals to be afforded The County shall have all of its common law,equitable, an opportunity to receive the Services. and statutory rights of set-off. These rights shall include, but not be limited to,the County's option to withhold from 10. Nonsectarian Declaration a Fund Source an amount no greater than any sum due and owing to the County for any reason. The County shall The Services performed under the Contract are secular in exercise its set-off rights subject to approval by the County nature. No funds received pursuant to the Contract shall be Attorney. In cases of set-off pursuant to a Comptroller's used for sectarian purposes or to further the advancement audit,the County shall only exercise such right after the of any religion. The Services will be available to all finalization thereof,and only after consultation with the eligible individuals regardless of religious belief or County Attorney. affiliation. 9. Non-Discrimination in Services 11. Governing Law a. The Contractor shall not,on the grounds of race, The Contract shall be governed by,and construed in creed,color,national origin,sex,age,disability, accordance with,the laws of the State of New York, sexual orientation,military status,or marital without regard to conflict of laws.Venue shall be status designated in the Supreme Court,Suffolk County,the United States District Court for the Eastern District of New i.) deny any individual the Services York,or,if appropriate,a court of inferior jurisdiction in provided pursuant to the Contract;or Suffolk County. ii.) provide the Services to an individual that is different,or provided in a 12. No Waiver different manner,from those provided to others pursuant to the Contract;or It shall not be construed that any failure or forbearance of the County to enforce any provision of the Contract in any iii.) subject an individual to segregation or particular instance or instances is a waiver of that separate treatment in any matter related provision. Such provision shall otherwise remain in full to the individual's receipt of the force and effect,notwithstanding any such failure or Services provided pursuant to the forbearance. Contract;or iv.) restrict an individual in any way from 13. Conflicts of Interest any advantage or privilege enjoyed by others receiving the Services provided The Contractor shall not,during the Terns,pursue a course pursuant to the Contract;or of conduct which would cause a reasonable person to V.) treat an individual differently from believe that he or she is likely to be engaged in acts that create a substantial conflict between its obligations under others in determining whether or not the Contract and its private interests. The Contractor is 13 of 28 pages ARTICLE III Rev. 12/17/13; Law No. 14-DWI-002 Line Item/Omnibus Grant charged with the duty to disclose to the County the withdrawal or change,whether existence of any such adverse interests,whether existing or voluntary, involuntary or by operation potential. This duty shall continue as long as the Term. of law,of the partners,or transfer of The determination as to whether or when a conflict may partnership interests(other than the potentially exist shall ultimately be made by the County purchase of partnership interests by Attorney after full disclosure is obtained. existing partners,by the partnership itself or the immediate family members 14. Cooperation on Claims by reason of gift,sale or devise),or the dissolution of the partnership without The Contractor and the County shall render diligently to immediate reconstitution thereof,and each other,without compensation,any and all cooperation that may be required to defend the other party,its ii.) if the Contractor is a closely held employees and designated representatives,against any corporation(i.e.whose stock is not claim,demand or action that may be brought against the publicly held and not traded through an other party,its employees or designated representatives exchange or over the counter): arising out of,or in connection with,the Contract. 1. the dissolution,merger, 15. Confidentiality consolidation or other reorganization of the Contractor; Any document of the County,or any document created by and the Contractor and used in rendering the Services,shall 2. the sale or other transfer of twenty remain the property of the County and shall be kept percent(20%)or more of the confidential in accordance with applicable laws,rules,and regulations. shares of the Contractor(other than to existing shareholders,the corporation itself or the immediate M. Assignment and Subcontracting family members of shareholders a. The Contractor shall not delegate its duties under by reason of gift,sale or devise). the Contract,or assign,transfer,convey, b. If the Contractor is a not-for-profit corporation,a subcontract,sublet,or otherwise dispose of the change of twenty percent(201/6)or more of its Contract,or any of its right,title or interest shares or members shall be deemed a Permitted therein,or its power to execute the Contract,or Transfer. assign all or any portion of the monies that may be due or become due hereunder,(collectively C. The Contractor shall notify the County in writing, referred to in this paragraph 16 as"Assignment"), which notice(the"Transfer Notice")shall to any other person,entity or thing without the include: prior written consent of the County,and any attempt to do any of the foregoing without such i.) the proposed effective date of the consent shall be void ab initio. Permitted Transfer,which shall not be less than thirty(30)days nor more than b. Such Assignment shall be subject to all of the one hundred eighty(180)days after the provisions of the Contract and to any other date of delivery of the Transfer Notice; condition the County requires. No approval of any Assignment shall be construed as enlarging ii.) a summary of the material terms of the any obligation of the County under the terms and proposed Permitted Transfer; provisions of the Contract. No Assignment of the Contract or assumption by any person of any duty iii.) the name and address of the proposed of the Contractor under the Contract shall transferee; provide for,or otherwise be construed as, releasing the Contractor from any term or iv.) such information reasonably required provision of the Contract. by the County,which will enable the 17. Changes to Contractor County to determine the financial responsibility,character,and reputation a. The Contractor may,from time to time,only with of the proposed transferee,nature of the the County's written consent,enter into a proposed assignee/transferee's business Permitted Transfer. For purposes of the and experience; Contract,a Permitted Transfer means: v.) all executed forms required pursuant to i.) if the Contractor is a partnership,the Article IV of the Contract,that are required to be submitted by the 14 of 28 pages ARTICLE III Rev. 12/17/13; Law No. 14-DWI-002 Line Item/Omnibus Grant Contractor;and "Thus publication is fully or partially funded by the County of Suffolk." vi.) such other information as the County may reasonably require. 21. Copyrights and Patents d. The County agrees that any request for its a. Copyrights consent to a Permitted Transfer shall be granted, provided that the transfer does not violate any If the work of the Contractor should result in the provision of the Contract,and the transferee has production of original books,manuals,films,or not been convicted of a criminal offense as other materials for which a copyright may be described under Article II of Chapter 189 of the granted,the Contractor may secure copyright Suffolk County Code. The County shall grant or protection. However,the County reserves to deny its consent to any request of a Permitted itself,and the Contractor hereby gives to the Transfer within twenty(20)days after delivery to County,and to any other person designated by the County of the Transfer Notice, in accordance the County,a royalty-free,nonexclusive license with the provisions of Paragraph 26 of Article to produce,reproduce,publish,translate,or III of the Contract. If the County shall.not give otherwise use any such materials. written notice to the Contractor denying its consent to such Permitted Transfer(and setting b. Patents forth the basis for such denial in reasonable detail)within such twenty(20)-day period,then If the Contractor makes any discovery or the County shall be deemed to have granted its invention during the Term,as a result of work consent to such Permitted Transfer. performed under the Contract,the Contractor may apply for and secure for itself patent e. Notwithstanding the County's consent, protection. However,the County reserves to itself,and the Contractor hereby gives to the i.) the teras and conditions of the County,and to any other person designated by Contract shall in no way be deemed to the County,a royalty-free,nonexclusive license have been waived or modified;and to produce or otherwise use any item so discovered or patented. ii.) such consent shall not be deemed consent to any further transfers. 22. Arrears to County 18. No Intended Third Party Beneficiaries Contractor warrants that,except as may otherwise be The Contract is entered into solely for the benefit of the authorized by agreement,it is not in arrears to the County County and the Contractor. No third party shall be deemed upon any debt,contract,or any other lawful obligation,and a beneficiary of the Contract and no third party shall have is not in default to the County as surety. the right to make any claim or assert any right under the Contract. 23. Lawful Hiring of Employees Law in Connection with Contracts for Construction or Future 19. Certification as to Relationships Construction In the event that the Contract is subject to the Lawful The Contractor certifies under penalties perjury that, Hiring of Employees Law of the County of Suffolk,Suffolk other than through the fiords provided in the Contract and County Code Article II of Chapter 353,as more fully set other valid agreements with the County,there is no known spouse,life partner,business,commercial,economic,or forth in the Article entitled"Suffolk County Legislative financial relationship with the County or its elected Requirements,"the Contractor shall maintain the documentation mandated to be kept by this law on the officials. The Contractor also certifies that there is no relationship within the third degree of consanguinity, construction site at all times. Employee sign-in sheets and register/log books shall be kept on the construction site at between the Contractor,any of its partners,members, all times and all covered employees,as defined in the lav, directors, shareholders awning five(5/o}percent or shall be required to sign such sign-in sheets/register/logmore of thea Contractor,and the County. books to indicate their presence on the construction site 20. Publications during such working hours. Any book,article,report,or other publication related to the 24. Certification Regarding Lobbying Services provided pursuant to this Contract shall contain the following statement in clear and legible print: Together with this Contract and as a condition precedent to its execution by the County,the Contractor shall have 15 of 28 pages ARTICLE III Rev, 12/17/13; Law No. 14-DWI-002 Line Item/Omnibus Grant executed and delivered to the County the Certification Regarding Lobbying(if payment under this Contract may exceed$100,000)as required by Federal regulations,and shall promptly advise the County of any material change in any of the information reported on such Certification,and shall otherwise comply with,and shall assist the County in complying with,said regulations as now in effect or as amended during the term of this Contract. 25. 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,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 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. 26. Notice Unless otherwise expressly provided,all notices shall be in writing and shall be deemed sufficiently given if sent by regular first class mail and certified mail,or personally delivered during business hours as follows: 1.)to the Contractor at the address on page I of the Contract and 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 and also to the County Attorney at H.Lee Dennison Building, 100 Veterans Memorial Highway,P.O.Box 6100,(Sixth Floor),Hauppauge,New York, 11788-0099. End of Teat for Article III 16 of 28 pages ARTICLE III Rev. 12/17/13; Law No. 14-DWI-442 Line Item/Omnibus Grant Application for County Compensation(Contract)." Article IV Suffolk County Legislative Requirements Suffolk County Living Wage Form LW-38;entitled "Suffolk County Department of Labor—Living Wage Unit NOTE:THE CONTRACTOR'S COMPLETED LEGISLATIVE Living Wage Certification/Declaration—Subject To REQUIRED FORMS REFERENCED HEREIN ARE Audit." AVAILABLE ON FILE AT THE COUNTY ATTORNEY'S OFFICE AND THE DEPARTMENT NAMED ON THE 3. Use of County Resources to Interfere with Collective SIGNATURE PAGE OF THIS CONTRACT. Bargaining Activities It shall be the duty of the Contractor to read,become 1. Contractor's/Vendor's Public Disclosure Statement familiar with,and comply with the requirements of Article I of Chapter 803 of the Suffolk County Code. It shall be the duty of the Contractor to read,become familiar with,and comply with the requirements of section County Contractors(as defined by section 803-2)shall A5-7 of Article V of the Suffolk County Code. comply with all requirements of Chapter 803 of the Suffolk County Code,including the following prohibitions: Unless certified by an officer of the Contractor as being exempt from the requirements of section A5-7 of Article V a. The Contractor shall not use County funds to of the Suffolk County Code,the Contractor represents and assist,promote,or deter union organizing. warrants that it has filed with the Comptroller the verified b. No County funds shall be used to reimburse the public disclosure statement required by Suffolk County Administrative Code Article V.section A5-7 and shall file Contractor for any costs incurred to assist, an update of such statement with the Comptroller on or promote,or deter union organizing. before the 31 st day of January in each year of the Contract's duration. The Contractor acknowledges that C. No employer shall use County property to hold a such filing is a material,contractual and statutory duty and meeting with employees or supervisors if the that the failure to file such statement shall constitute a purpose of such meeting is to assist,promote,or material breach of the Contract,for which the County shall deter union organizing. be entitled,upon a determination that such breach has occurred,to damages,in addition to all other legal If the Services are performed on County property,the remedies,of fifteen percent(15%)of the amount of the Contractor must adopt a reasonable access agreement,a Contract. neutrality agreement,fair communication agreement,non- intimidation agreement,and a majority authorization card Required Form: agreement. Suffolk County Form SCEX 22;entitled "Contractor's/Vendor's Public Disclosure Statement" If the Services are for the provision of human services and are not to be performed on County property,the Contractor 2. Living Wage Law must adopt,at the least,a neutrality agreement. Under the provisions of Chapter 803,the County shall have It shall be the duty of the Contractor to read,become the authority,under appropriate circumstances,to terminate familiar with,and comply with the requirements of Chapter the Contract and to seek other remedies as set forth therein, 575,of the Suffolk County Code. for violations of this Law. This Contract is subject to the Living Wage Law of the Required Form: County of Suffolk. The law requires that,unless specific Suffolk County Labor Law Form DOL-LO I;entitled exemptions apply,all employers(as defined)under service "Suffolk County Department of Labor—Labor Mediation contracts and recipients of County financial assistance,(as Unit Union Organizing Certification/Declaration-Subject defined)shall provide payment of a minimum wage to to Audit." employees as set 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. 4. Lawful Hiring of Employees Law Under the provisions of the Living Wage Law,the County shall have the authority,under appropriate circumstances, It shall be the duty of the Contractor to read,become to terminate the Contract and to seek other remedies as set familiar with,and comply with the requirements of Article forth therein,for violations of this Law. II of Chapter 353 of the Suffolk County Code, Required Forms: This Contract is subject to the Lawful Hiring of Employees Law of the County of Suffolk.It provides that all covered Suffolk County Living Wage Form LW-1;entitled"Suffolk employers,(as defined),and the owners thereof,as the case County Department of Labor—Living Wage Unit Notice of may be,that are recipients of compensation from the County through any grant,loan,subsidy,funding, 17 of 28 pages ARTICLE IV Rev. 12/17/13; Law No. 14-DWI-002 Line Item/Omnibus Grant appropriation,payment,tax incentive,contract, sheets/register/log books to indicate their presence on the subcontract,license agreement,lease or other financial site during such working hours. compensation agreement issued by the County or an awarding agency,where such compensation is one hundred Required Forms: percent(100%)funded by the County,shall submit a completed sworn affidavit(under penalty of perjury),the Suffolk County Lawful Hiring of Employees Law Form form of which is attached,certifying that they have LHE-1;entitled"Suffolk County Department of Labor— complied,in good faith,with the requirements of Title 8 of Notice Of Application To Certify Compliance With Federal the United States Code Section 1324a with respect to the Law(8 U.S.C.Section I324a)With Respect To Lawful hiring of covered employees(as defined)and with respect Hiring of Employees." to the alien and nationality status of the owners thereof. The affidavit shall be executed by an authorized Suffolk County Lawful Hiring of Employees Law Form representative of the covered employer or owner,as the LHE-2;entitled"Affidavit Of Compliance With The case may be;shall be part of any executed contract, Requirements Of 8 U.S.C.Section 1324a With Respect To subcontract,license agreement,lease or other financial Lawful Hiring Of Employees" compensation agreement with the County;and shall be made available to the public upon request. 5. Gratuities All contractors and subcontractors(as defined)of covered It shall be the duty of the Contractor to read,become employers,and the owners thereof,as the case may be,that familiar with,and comply with the requirements of Chapter are assigned to perform work in connection with a County 664 of the Suffolk County Code. contract,subcontract,license agreement,lease or other financial compensation agreement issued by the County or The Contractor represents and warrants that it has not awarding agency,where such compensation is one hundred offered or given an y al, employee percent(100%)funded by the County,shall submit to the gi Y gratuity at an offny em 1 ee or covered employer a completed sworn affidavit(under agent of the County or the State or of any political party, aI of u with the purpose or intent of securing an agreement or penalty perjury),ry),the form of which is attached, securing favorable treatment with respect to the awarding certifying that they have complied,in good faith,with the or amending of an agreement or the making of any requirements of Title 8 of the United States Code Section determinations with respect to the performance of an 1324a with respect to the hiring of covered employees and agreement. with respect to the alien and nationality status of the owners thereof,as the case may be. The affidavit shall be 6. Prohibition Against Contracting with Corporations executed by an authorized representative of the contractor, that Reincorporate Overseas subcontractor,or owner,as the case may be;shall be part of any executed contract,subcontract,license agreement,lease It shall be the duty of the Contractor to read,become or other financial compensation agreement between the familiar with,and comply with the re covered employer and the County;and shall be made P Y wrequirements of sections 13 and A4.14 of Article IV of the Suffolk County available to the public upon request. Code. An updated affidavit shall be submitted by each such The Contractor represents that it is in compliance with employer,owner,contractor and subcontractor no later sections A4-13 and A4-14 of Article IV of the Suffolk than January 1 of each year for the duration of any contract County Code. Such law provides that no contract for and upon the renewal or amendment of the Contract,and consulting services or goods and services shall be awarded whenever a new contractor or subcontractor is hired under by the County to a business previously incorporated within the terms of the Contract. the U.S.A.that has reincorporated outside the U.S.A. The Contractor acknowledges that such filings are a material,contractual and statutory duty and that the failure Child Sexual Abuse Reporting Policy to file any such statement shall constitute a material breach of the Contract. It shall be the duty of the Contractor to read,become familiar with,and comply with the requirements of Article Under the provisions of the Lawful Hiring of Employees 11 of Chapter 880 of the Suffolk County Code. Law,the County shall have the authority to terminate the Contract for violations of this Law and to seek other The Contractor shall comply with Article II of Chapter 880, remedies available under the law. of the Suffolk County Code,entitled"Child Sexual Abuse Reporting Policy,"as now in effect or amended hereafter or The documentation mandated to be kept by this law shall at of any other Suffolk County Local Law that may become all times be kept on site. Employee sign-in sheets and applicable during the term of the Contract with regard to register/log books shall be kept on site at all times during child sexual abuse reporting policy. working hours and all covered employees,as defined in the law,shall be required to sign such sign-in 18 of 28 pages ARTICLE IV Rev. 12/17/13; Lav No. 14-DWI-002 Line Item/Omnibus Grant S. Non Responsible Bidder appropriate in the circumstances. It shall be the duty of the Contractor to read,become 12. Safeguarding Personal Information of Minors familiar with,and comply with the requirements of Article II of Chapter 189 of the Suffolk County Code. It shall be the duty of the Contractor to read,become familiar with, and comply with the requirements of Suffolk County Upon signing the Contract,the Contractor certifies that it Local Law No. 20-2013, a Local Law to Safeguard the has not been convicted of a criminal offense within the last Personal Information of Minors in Suffolk County. ten(10)years. The term"conviction"shall mean a finding All contract agencies that provide services to minors are of guilty after a trial or a plea of guilty to an offense required to protect the privacy of the minors and are strictly covered under section 189-5 of the Suffolk County Code prohibited from selling or otherwise providing to any third under"Nonresponsible Bidder." party,in any manner whatsoever,the personal or identifying 9. Use of Funds in Prosecution of Civil Actions information of any minor participating in their programs. Prohibited 13. Suffolk County Local Laws Website Address It shall be the duty of the Contractor to read,become Suffolk County Local Laws,Rules and Regulations familiar with,and comply with the requirements of Article can be accessed on the homepage of the Suffolk III of Chapter 893 of the Suffolk County Code. County Legislature. The Contractor shall not use any of the moneys,in part or in whole,and either directly or indirectly,received under End of Text for Article IV 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 the duty of the Contractor to read,become familiar with,and comply with Article III of Chapter 730 of the Suffolk County Code. All contract agencies that conduct youth sports programs are required to develop and maintain a written plan or policy addressing incidents of possible or actual concussion or other head injuries among sports program participants. Such plan or policy must be submitted prior to the award of a County contract,grant or funding. Receipt of such plan or policy by the County does not represent approval or endorsement of any such plan or policy,nor shall the County be subject to any liability in connection with any such plan or policy. 11. Work Experience Participation If the Contractor is a not-for-profit or governmental agency or institution,each of the Contractor's locations in the County at which the Services are provided shall be a work site for public-assistance 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 at the beginning of the Term of the Contract,the Contractor,if it is a not-for-profit or governmental agency or institution, shall enter into such MOU as soon as possible after the execution of the Contract and failure to enter into or to perform in accordance with such MOU shall be deemed to be a failure to perform in accordance with the Contract,for which the County may withhold payment,terminate the Contract or exercise such other remedies as may be 19 of 28 pages ARTICLE IV Rev. 12/17/13; Law No. 14-DWI-002 Line Item/Omnibus Grant Article V County Department of Audit and Control,shall General Fiscal Terms and Conditions be furnished to the County pursuant to,and as limited by,the Regulations for Accounting 1. General Payment Terms Procedures for Contract Agencies of the Suffolk County Department of Audit and Control. In a. Presentation of Suffolk County Payment addition to any other remedies that the County Voucher may have,failure to supply the required documentation will disqualify the Contractor In order for payment to be made by the County to from any further County contracts. the Contractor for the Services,the Contractor shall prepare and present a Suffolk County C. Payment by County Payment Voucher,which shall be documented by sufficientpayment by the County shall be made within competent and evidential matter. Each Suffolk County Payment Voucher submitted for thirty(30)days atter approval of the Suffolk payment is subject to Audit at any time during County Payment Voucher by the Comptroller. the Term or any extension thereof. This provision shall survive expiration or termination d. Budget Modification of this Contract for a period of not less than seven(7)years,and access to records shall be as i.) The parties shall use the Contract set forth in paragraph 25 of Article 111,and Budget Modification Request form paragraph 4(b)of Article V. ("Budget Modification")for revisions to the Budget and Services not b. Voucher Documentation involving an increase to the total cost of the Contract.If the Contractor is The Suffolk County Payment Voucher shall list seeking such a modification,the all information regarding the Services and other Contractor shall contact the items for which expenditures have been or will be Department to receive the form and made in accordance with the Contract. Either enter the required information. When upon execution of the Contract(for the Services the County and the Contractor agree as already rendered and expenditures already made), to such revisions,the Contractor shall or not more than thirty(30)days after the sign the Budget Modification form and expenditures were made,and in no event after the return it to the County for execution 31"day of January following the end of each year along with any other documentation the of the Contract,the Contractor shall furnish the Department may require. County with detailed documentation in support of the payment for the Services or expenditures ii.) Such request must be made in advance under the Contract e.g.dates of the Service, of incurring any expenditure for which worksite locations,activities,hours worked,pay the revision is needed. rates and all program Budget categories. The Suffolk County Payment Voucher shall include iii.) Upon complete execution of the Budget time records,certified by the Contractor as true Modification form,the County shall and accurate,of all personnel for whom return a copy to the Contractor. The expenditures are claimed during the period. revision shalt not be effective until the Time and attendance records of a project director, Budget Modification is completely if any,shall be certified by the Chairperson, executed. President or other designated member of the Board of Directors of the Contractor. All Suffolk iv.) The Budget Modification form may be County Payment Vouchers must bear a signature submitted only twice per calendar year as that term is defined pursuant to New York and may only be submitted prior to State General Construction Law§46 by duly November 15ch.of that year. authorized persons,and certification of such authorization with certified specimen signatures e. Budget and/or Services Revisions thereon must be filed with the County by a Contractor official empowered to sign the i.) The parties shall use the Contract Contract. Disbursements made by the Contractor Budget/Services Revision Approval in accordance with the Contract and submitted Form(Budget/Services Revisions)for for reimbursement must be documented and must revisions to the Budget and Services comply with accounting procedures as set forth involving any change to the total cost by the Suffolk County Department of Audit and of the Contract due to a resolution of Control. Documentation,including any other the Legislature,changes to the form(s)required by County or the Suffolk County's adopted annual budget,or for 20 of 28 pages ARTICLE V Rev. 12/17/13; Law No. 14-DWI-042 Line Item/Omnibus Grant any other reason necessitating revisions conditions under which such to the Budget or Services. reimbursement shall be paid. ii.) When the County and the Contractor G The County may,during the Term,impose a agree as to such revisions,the Budget Deficiency Plan. In the event that a Department will enter the information Budget Deficiency Plan is imposed,the County into the Budget/Services Revisions shall promptly notify the Contractor in writing of form and send it to the Contractor for the terms and conditions thereof,which shall be signature.The Contractor shall return it deemed incorporated in and made a part of the a the County for execution along with Contract,and the Contractor shall implement any other documentation the those terms and conditions in no less than Department may require. fourteen(14)days. Upon complete execution of the form 3. Personnel Salaries,Pension and Employee Benefit by the parties,the County shall return a Plans,Rules and Procedures copy to the Contractor. The revision a. Upon request,the Contractor shall submit to the shall not be effective until the Budget County a current copy,certified by the /Services Revisions is completely Contractor as true and accurate,of its executed. f. Taxes i•) salary scale for all positions listed in the Budget; The charges payable to the Contractor under the ii.) personnel rules and procedures; Contract are exclusive of federal,state,and local taxes,the County being a municipality exempt from payment of such taxes. iii.) pension plan and any other employee benefit plans or arrangements. g. Final Voucher b. The Contractor shall not be entitled to reimbursement for costs under any pension or The acceptance by the Contractor of payment of benefit plan the Comptroller deems commercially all billings made on the final approved Suffolk unreasonable. County Payment Voucher shall operate as and shall be a release of the County from all claims c. Notwithstanding anything in this paragraph 3 of by the Contractor through the date of the this Article V,the County shall not be limited in Voucher. requesting such additional financial information it deems reasonable. 2. Subject to Appropriation of Funds 4. Accounting Procedures a. The Contract is subject to the amount of funds appropriated each fiscal year and any subsequent a. The Contractor shall maintain accounts,books, modifications thereof by the County Legislature records,documents,other evidence,and and no liability shall be incurred by the County accounting procedures and practices which beyond the amount of funds appropriated each sufficiently and properly reflect all direct and fiscal year by the County Legislature for the indirect costs of any nature expended in the Services. performance of the Contract,in accordance with generally accepted accounting principles and b. If the County fails to receive Federal or State with rules,regulations and financial directives,as funds originally intended to pay for the Services, may be promulgated by the Suffolk County or to reimburse the County,in whole or in part, Department of Audit and Control and the for payments made for the Services,the County Department. The Contractor shall permit shalt have the sole and exclusive right to: inspection and audit of such accounts,books, records,documents and other evidence by the i.) determine how to pay for the Services; Department and the Suffolk County Comptroller, or their representatives,as often as,in their determine future payments to the judgment,such inspection is deemed necessary. Contractor;and Such right of inspection and audit as set forth in subparagraph b.below shall exist during the determine what amounts,if any,are Term and for a period of seven(7)years after reimbursable to the County by the expiration or termination of the Contract. Contractor and the terms and 21 of 28 pages ARTICLE V Rev. 12/17/13; Law No. 14-DWI-002 Line Item/Omnibus Grant b. The Contractor shall retain all accounts,books, other agreements with the County,and shall records,and other documents relevant to the submit a report to the County on the overall Contract for seven(7)years after final payment is financial condition and operations of the made by the County. Federal, State,and/or Contractor,including a balance sheet and County auditors and any persons duly authorized statement of income and expenses,attested by the by the County shall have full access and the right Auditor as fairly and accurately reflecting the to examine any of said materials during said accounting records of the Contractor in period. Such access is granted notwithstanding accordance with generally accepted accounting any exemption from disclosure that may be principles. The Contractor may solicit requests claimed for those records which are subject to for proposals from a number of qualified nondisclosure agreements,trade secrets and accounting firms and review carefully the costs commercial information or financial information of,and qualifications for,this type of work before that is privileged or confidential. selecting the Auditor. c. The Contractor shall utilize the accrual basis of b. The Auditor should be required to meet the accounting and will submit all financial reports following minimum requirements: and claims based on this method of accounting during the Term. i.) a current license issued by the New York State S. Audit of Financial Statements Education Department; ii.) sufficient auditing experience a. All payments made under the Contract are in the not-for-profit, subject to audit by the Comptroller pursuant to governmental or profit- Article V of the Suffolk County Charter. The making areas,as applicable; Contractor further agrees that the Comptroller and and the Department shall have access to and the iii.) a satisfactory peer review right to examine,audit,excerpt,copy or issued within not more than transcribe any pertinent transactions or other three(3)years prior to the records relating to services under the Contract. If date when the Auditor was such an audit discloses overpayments by the selected to conduct the audit. County to the Contractor,within thirty(3 0)days after the issuance of an official audit report by the c. The audit must be conducted in accordance with Comptroller or his duly designated generally accepted governmental auditing representatives,the Contractor shall repay the standards. Financial statements must clearly amount of such overpayment by check to the differentiate between County-funded programs order of the Suffolk County Treasurer or shall and other programs that the Contractor may be submit a proposed plan of repayment to the operating. The use of subsidiary schedules Comptroller. If there is no response,or if should be encouraged for this purpose. The satisfactory repayments are not made,the County Auditor must also prepare a Management Letter may recoup overpayments from any amounts due based on the audit. or becoming due to the Contractor from the County under the Contract or otherwise. d. In the event the Contractor is a not-for-profit organization or unit of local government and b. The provisions of this paragraph shall survive the expends five hundred thousand($500,000.00) expiration or termination of the Contract for a dollars or more of Federal monies,whether as a period of seven(7)years,and access to records recipient expending awards received directly shall be as set forth in paragraph 25 of Article III, from Federal awarding agencies,or as a and paragraph 4(b)of Article V. subrecipient expending Federal awards received from a pass-through entity,such as New York 6. Financial Statements and Audit Requirements State or Suffolk County,during any fiscal year within which it receives funding under the a. Notwithstanding any other reporting or Contract,the audit must be conducted,and the certification requirements of Federal,State,or audit report("Single Audit Report")must be,in local authorities,the Contractor shall obtain the accordance with OMB Circular No.A-133 services of an independent licensed public (revised June 27,2003). Single Audit Reports accountant or certified public accountant(the must also be submitted to the designated "Auditor")to audit its financial statements for clearinghouse,cognizant agency and/or pass- each Contractor's"fiscal year"in which the through entity,to the extent required by the OMB Contractor has received,or will receive,three Circular referred to above. hundred thousand($300,000.00)dollars or more e. The Contractor must submit to the County a from the County,whether under the Contract or statement in writing,certified by its chief 22 of 28 pages ARTICLE V Rev. 12/17/13; Law No. 14-DWI-002 Line Item/Omnibus Grant financial officer,which states the amount of b. Purchase Practices/Proprietary Interest of Federal funding expended by the Contractor County during such fiscal year. The Contractor must mail or deliver the certified statement to the i.) The Contractor shall follow the general Department and to the Executive Director of practices that are designed to obtain Auditing Services, Suffolk County Department of furniture,fixtures,equipment, Audit and Control,H.Lee Dennison Building, materials,or supplies at the most 100 Veterans Memorial Highway,P.0.Box reasonable price or cost possible. 6100,Hauppauge,New York 11788-0099,as soon as possible after the end of the Contractor's ii.) The County reserves the right to fiscal year, The statement must include all purchase or obtain furniture,fixtures, Federal funding received directly from the equipment,materials,or supplies for Federal government and all Federal funds passed the Contractor in accordance with the through from the County and other pass-through progranvnatic needs of the Contract. If entities. the County exercises this right,the f. Caples of all financial statements,Management amount budgeted for the items so purchased or obtained by the County Letters,Single Audit Reports and other audit for the Contractor shall not be available reports must be transmitted to the County and to to the Contractor for any purpose the Executive Director of Auditing Services at whatsoever. Title to any such items the address set forth above. The reports must be purchased or otherwise obtained m the submitted within thirty(30)days after completion County for the programs encompassed of the audit,but in no event later than nine(9) by the Contract and entrusted to the months after the end of the Contractor's fiscal Contractor,shall remain the County. year,to which the audit relates. g. These requirements do not preclude the County, iii.) The County shall retain a proprietary the Comptroller,or their authorized interest in all furniture,removable representatives,or Federal or State auditors from fixtures,equipment,materials,and auditing all records of the Contractor. Therefore, supplies purchased or obtained by the the records of the Contractor must be made Contractor and paid for or reimbursed available to authorized representatives of Federal, to the Contractor pursuant to the terms State and County government for that purpose. of the Contract or any prior agreement h. The provisions of this paragraph shalt survive the between the parties. expiration or termination of the Contract. iv.) The Contractor shall attach labels indicating the County's proprietary 7. Furniture,Fixtures,Equipment,Materials,Supplies interest or title in all such property. a. Purchases,Rentals or Leases Requiring Prior C. County's Right to Take Title and Possession Approval Upon the termination or expiration of the Prior to placing any order to purchase,rent or Contract or any renewal thereof,the lease any furniture,fixtures,or equipment valued discontinuance of the business of the Contractor, in excess of one thousand dollars($1,000.00)per the failure of the Contractor to comply with the unit for which the Contractor will seek terms of the Contract,the bankruptcy of the reimbursement from the County,the Contractor Contractor,an assignment for the benefit of its shall submit to the County a written request for creditors,or the failure of the Contractor to approval to make such a proposed purchase, satisfy any judgment against it within thirty(30) rental or lease,with a list showing the quantity days of filing of the judgment,the County shall and description of each item,its intended have the right to take title to and possession of all location and use,estimated unit price or cost,and furniture,removable fixtures,equipment, estimated total cost of the proposed order. materials,and supplies and the same shall Written approval of the County shalt be required thereupon become the property of the County before the Contractor may proceed with such without any claim for reimbursement on the part proposed purchase,rental or lease of furniture, of the Contractor. fixtures or equipment. All items purchased must be new or like new unless specifically described d. Inventory Records,Controls and Reports otherwise in the Budget. The Contractor shall maintain proper and accurate inventory records and controls for all such furniture,removable fixtures and equipment 23 of 28 pages ARTICLE V Rev. 12/17/13; Law No. 14-DWI-002 Line Item/Omnibus Grant acquired pursuant to the Contract and all prior connected with such property shall be in agreements between the parties,if any. Three(3) accordance with the rules and regulations of the months before the expiration date of the Contract, County and the State of New York. the Contractor shall make a physical count of all items of furniture,removable fixtures and g. Lease or Rental Agreements equipment in its custody,checking each item against the aforesaid inventory records. A report If lease payments or rental costs are included in the Budget setting forth the results of such physical count as an item of expense reimbursable by the County,the shall be prepared by the Contractor on a form or Contractor shall promptly submit to the County,upon forms designated by the County,certified and r uest,an lease or rental signed by an authorized official of the � Y agreement. If during the Term, Contractor,and one authorized copy thereof shall be the Contractor shall enter into a lease or rental agreement, delivered to the County within five(5)days after or shall renew a lease or rental agreement,the Contractor the date set for the aforesaid physical count shall,prior to the execution thereof,submit such lease or rental agreement,to the County for approval. Within five(5)days after the termination or expiration date of the Contract,the Contractor shall submit to the County six(b)copies of the 9• Statement of Other Contracts same report updated to such date of the Contract, certified and signed by an authorized official of Prior to the execution of the Contract,the Contractor shall the Contractor,based on a physical count of all submit a Statement of Other Contracts to the County. If the items of furniture,removable fixtures and Contract is amended during the Term,or if the County equipment on the aforesaid expiration date,and exercises its option right,the Contractor shall submit a then revised,if necessary,to include any inventory current Statement of Other Contracts. changes during the last three(3)months of the Term. 10. Miscellaneous Fiscal Terms and Conditions e. Protection of Property in Contractor's a. Limit of County's Obligations Custody The maximum amount to be paid by the County The Contractor shall maintain vigilance and take is set forth on the first page of the Contract. all reasonable precautions to protect the furniture, fixtures,equipment,material or supplies in its b. Duplicate Payment from Other Sources custody against damage or loss by fire,burglary, then,disappearance,vandalism,or misuse.In the Payment by the County for the Services shall not event of burglary,theft,vandalism,or duplicate payment received by the Contractor disappearance of any item of furniture,fixtures, from any other source. equipment,material or supplies,the Contractor shall immediately notify the police and make a C. Funding Identification record thereof,including a record of the results of any investigation which may be made thereon. In The Contractor shall promptly submit to the the event of loss of or damage to any item of County upon request,a schedule for all programs furniture,fixtures,equipment,materials,or funded by the County,itemizing for each such supplies from any cause,the Contractor shall program the sums received,their source and the immediately send the County a detailed written total program budget. report thereon. d. Outside Funding for Non-County Funded f. Disposition of Property in Contractor's Activities Custody Notwithstanding the foregoing provisions of the Upon termination of the County's funding of any Contract,it is the intent of the County that the of the Services covered by the Contract,or at any terms and conditions of the Contract shall not other time that the County may direct,the limit the Contractor from applying for and Contractor shall make access available and render accepting outside grant awards or from providing all necessary assistance for physical removal by additional educational activities/services whicb the County or its designee of any or all furniture, may result in the Contractor incurring additional removable fixtures,equipment,materials or costs,as long as the following conditions are met: supplies in the Contractor's custody in which the County has a proprietary interest,in the same i.) The County is not the Fund Source for condition as such property was received by the the additional services; Contractor,reasonable wear and tear excepted. Any disposition,settlements or adjustments ii.) Sufficient funding is available for or can be generated by the Contractor to 24 of 28 pages ARTICLE V Rev. 12/17/13; Law No. 14-DWI-002 Line Item/Omnibus Grant cover the cost incurred by the expenditures made during the Term because of Contractor to provide these additional any act,omission or negligence on the part of the services;and Contractor,then the County may deduct and iii.) If sufficient funding is not available or withhold from any payment due to the Contractor cannot be generated,the County shall an amount equal to the reimbursement denied by not be held liable for any of the the state or federal government agency,and the additional costs incurred by the County's obligation to the Contractor shall be Contractor in furnishing such reduced by any such amounts. In such an event, if there should be a balance due to the County additional services. after it has made a final payment to the iv.) Prior to scheduling any such additional Contractor under the Contract,on demand by the services on County-owned property, County,the Contractor shall reimburse the the Contractor shall obtain written County for the amount of the balance due the County approval. The Contractor shall, County,payable to the Suffolk County Treasurer. to the County's satisfaction,submit any The provisions of this subparagraph shall survive documentation requested by the the expiration or termination of the Contract. Department reflecting the change,and identify the additional services to be h. Budget provided and the source of funding that shall be utilized to cover the The Contractor expressly represents and agrees expenditures incurred by the Contractor that the Budget lists all revenue,expenditures, in undertaking the additional services. personnel,personnel costs and/or all other relevant costs necessary to provide the Services. e. Potential Revenue L Payment of Claims The Contractor shall actively seek and take reasonable steps to secure all potential funding Upon receipt of a Suffolk County Payment from grants and contracts with other agencies for Voucher,the County,at its discretion,may pay programs funded by the County. the Contractor during the Term,in advance,an amount not to exceed one sixth(1/6)of the f. Payments Contingent upon State/Federal maximum amount to be paid by the County set Funding forth on the first page of the Contract. Payments under the Contract may be subject to j. Payments Limited to Actual Net Expenditures and contingent upon continued funding by State and/or Federal agencies. In the event payments The Contractor agrees that if,for any reason are subject to such funding no payment shall be whatsoever,the Contractor shall spend during the made until the Contractor submits documentation Term for the purposes set forth in the Contract an in the manner and form as shall be required by amount less than,or receive amounts more than, State and/or Federal agency. If late submission provided in the Budget,the total cost of the of claims precludes the County from claiming Contract shall be reduced to the net amount of State or Federal reimbursement,such late claims actual Contractor expenditures made for such by the Contractor shall not be paid by the County purposes. The total amount to be paid by the subject to subparagraph g.below, if,for any County shall not exceed the lesser of(i)actual reason,the full amount of such funding is not net expenditures or(ii)the total cost of the made available to the County,the Contract may Contract on the cover page and in the Budget. be terminated in whole or in part,or the amount Upon termination or expiration of the Contract,if payable to the Contractor may be reduced at the the Contractor's total amount of allowable discretion of the County,provided that any such expenses is less than the total amount of the termination or reduction shall not apply to payments made during the Term,the Contractor allowable costs incurred by the Contractor prior shall prepare a check payable to the Suffolk to such termination or reduction,and provided County Treasurer for the difference between the that money has been appropriated for payment of two amounts and submit such payment to the such costs. County,along with the final Suffolk County Payment Voucher. g. Denial of Aid k.. Travel,Conference,and Meeting Attendance: If a State or Federal government agency is SOP A-07 Amendment 1 funding the Contract and fails to approve aid in reimbursement to the County for payments made Reimbursement to the Contractor for travel costs hereunder by the County to the Contractor for shall not exceed amounts allowed to County 25 of 28 pages ARTICLE V Rev. 12/17/13; Law No. 14-DWI-002 Line Item/Omnibus Grant employees.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 compliance with Suffolk County Standard Operating Procedure A-07 which may be viewed online at the County's website, SuffolkCountyny.gov;go to"Government,"then "Comptroller,"then"Consultant's Agreements." 1. 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. M. Salary 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. n. Contractor Vacancies The County shall have the right of prior approval of the Contractor's filling of any vacant position as of the date of execution 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 incorporated by reference in,and be made part o1;the Contract,provided,however,that subject to the availability of funding,approval for the hiring of replacement clerical shall be a Contractor determination. o. 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 the Contract and at law and equity. P. Comptroller's Rules and Regulations The Contractor shall comply with the "Comptroller's Rules and Regulations for Consultant's Agreements"as promulgated by the Department of Audit and Control of Suffolk County and any amendments thereto during the Term of the Contract. The"Comptroller's Rules and Regulations for Consultant's Agreements" and"SOP A-07 Amendment 1"may be viewed online at the County's website, SuffolkCountyny.gov;go to"Government,"then "Comptroller,"then"Consultant's Agreements." End of Text for Article V 26 of 28 pages ARTICLE V Rev. 12/17/13; Law No. 14-DWI-002 Line Item/Omnibus Grant Article VI Budget The monies provided under this Contract must be used by the Contractor to aid the suppression of DWI. The Contractor shall schedule and pay police officers employed by the Contractor to perform patrol duties on an overtime basis, that are exclusively related to identifying and arresting motorists engaged in DWI. These patrols should result in an increased number of arrests for DWI and a reduction of alcohol related crashes and fatalities 'The hours of enforcement shall include times and days which have historically reflected high incidences of DWI and crashes and fatalities caused by motorists engaged in DWI. Scheduling is limited to the dates listed. MEMORIAL DAY-May 22 - May 27 FOURTH OF JULY: July 3 - July 7 LABOR DAY {NATIONAL}: August 15 - September 1 The Contractor will receive funding in the amount of$5,544.00. The Contractor shall expend said funding each year to cover the overtime earned by police officers employed by the Contractor while performing the Services set forth above, as follows: Overtime: $5,544.00 Fringe Benefits: $ 0.00 Total of Personnel Services: $5,544.00 Other Services 0.00 Total of All Services: $5,544.00 Any funding not so expended cannot be carried over and added to the amount of funding allocated for any subsequent years The Contractor will not be reimbursed for any costs not listed in the budget set forth above including but not limited to those costs related to fringe benefits, administration, staff support and related operational equipment. 27 of 28 pages ARTICLE VI Rev. 12/17/13; Law No. 14-DWI-002 Line Item/Omnibus Grant EXHIBIT A 2014 Grant Policies for High Visibility Road CheckslSaturation Patrols Crackdowns Project: 1. These details must be cooperative,multi-agency efforts. 2. All activities/expenses must be reported to the county STOP-DWI Coordinator within 30 days of the detail. (Forms will be provided) 3. You must do a press release or have a press conference about each detail for which you are funded. To receive reimbursement for the checkpoint/saturation patrols you must provide the following to the Grant Administrator: 1. The STOP-DWI Coordinator must submit Enforcement Personnel Sheets (PS-1) for each department which participated in the crackdown. The PS-1 sheets must be completed by the enforcement agency and signed by a supervisor of the agency. 2. The STOP-DWI Coordinator must submit one expense total for each crackdown. Reimbursement under the grant will be payable to the County STOP-DWI Program 3. Each police agency will complete a detail activity sheet for each crackdown. The STOP-DWI Coordinator will then submit one summary sheet for the County to the GTSC. Suffolk County STOP-DWI Enforcement Crackdowns MEMORIAL DAY- May 22 - May 27 FOURTH OF JULY: July 3 -July 7 LABOR DAY(NATIONAL): August 15 - September 1 28 of 28 pages ARTICLE VI ®� RESOLUTION 2014-889 ADOPTED DOC ID: 10223 THIS IS TO CERTIFY THAT THE FOLLOWING RESOLUTION NO. 2014-889 WAS ADOPTED AT THE REGULAR MEETING OF THE SOUTHOLD TOWN BOARD ON NOVEMBER 5,2014: RESOLVED that the Town Board of the Town of Southold hereby authorizes and directs Supervisor Scott A. Russell to execute an Agreement with the County of Suffolk for the STOP- DWI Program in an amount not to exceed $26,672.00 for the term October 1,2014 through September 30, 2015, subject to the approval of the Town Attorney. Elizabeth A. Neville Southold Town Clerk RESULT: ADOPTED [UNANIMOUS] MOVER: Robert Ghosio, Councilman SECONDER:Louisa P. Evans, Justice AYES: Ghosio, Dinizio Jr, Ruland, Doherty, Evans, Russell Rev.8-12-14; Law No. 15-DWI—005 11FMS—SC PRO 0000000 STOP DWMMgh Visibility Enforcement Contract This Contract("Contract")is between the County of Suffolk("County"),a municipal corporation of the State of New York, acting through its duly constituted Department of Probation/STOP-DWI Program ("Department"),located at 395 Oser Avenue, Hauppauge,NY 11788; and Town of Southold("Contractor"),a Municipal Corporation,having an address at 53095 Route 25, Southold,New York 1197. The Contractor has been designated to receive grant funds for STOP-DWI Enforcement Crackdowns ("Services")as set forth more fully in Article I, entitled"Description of Services." Term of the Contract: October 1, 2014 through September 30, 2015. Total Cost of the Contract: Shall not exceed$26,672.00,to be paid as set forth in Articles V and VI, attached. Terms and Conditions: Shall be as set forth in Articles I through VI, attached hereto and made a part hereof. In Witness Whereof, the parties hereto have executed the Contract as of the latest date written below. Town of Southold z�,?, e,, COUNTY OF SUFFOLK By: Name: ScCztt A. Russe11 By: Title: s 11 1e rvi s or Dennis M.Cohen Fed. Tax ID#: 11-6001939 Chief Deputy County Executive Date 7 I- 1'� -/I Date: SCBE A s—R i;gg P-j I (print name) hereby certifies under penalties c f perjury that I am an Approved: officer of Town of Southold,that I have read and I am Department familiar with§A5-7 of Article V of the Suffolk County Code,and that To of Southold meets all requirements to qualify for a on there der. By: Sign: Date 1 I /y Patrice Dlhopolsky Director Approved as to Form: Date Dennis M.Brown County Attorney By: Janet Ford Assistant County Attorney Date Page 1 of 30 Rev. 8-12-14; Law No. 15-DWI—005 IFMS—SC PRO 0000000 STOP DWI/liigh Visibility Enforcement List of Articles Page# Article I .............................................................................................................................................................................5 Descriptionof Services..........................................................................................................................................................5 1. Conflicting Provisions..........................................................................................................................5 ArticleH .............................................................................................................................................................................8 Definitions .............................................................................................................................................................................8 1. Meanings of Terms............................................................................................................................... 8 2. Elements of Interpretation.....................................................................................................................9 ArticleIII ...........................................................................................................................................................................10 General Terms and Conditions..........................................................................................................................................10 1. Contractor Responsibilities................................................................................................................. 10 a. Duties and Obligations.................................................................................................................. 10 b. Qualifications,Licenses, and Professional Standards................................................................... 10 c. Notifications.................................................................................................................................. 10 d. Documentation of Professional Standards.................................................................................... 10 e. Credentialing................................................................................................................................. 10 f. Engineering Certificate................................................................................................................. 10 2. Termination......................................................................................................................................... 10 a. Thirty Days Termination............................................................................................................... 10 b. Event of Default; Termination on Notice..................................................................................... 11 c. Termination Notice....................................................................................................................... 11 d. Duties upon Termination.............................................................................................................. 11 3. Indemnification and Defense.............................................................................................................. 11 4. Insurance............................................................................................................................................. 11 5. Independent Contractor....................................................................................................................... 12 6. Severability......................................................................................................................................... 12 7. Merger; No Oral Changes................................................................................................................... 12 8. Set-Off Rights..................................................................................................................................... 12 9. Non-Discrimination in Services.......................................................................................................... 12 10.Nonsectarian Declaration.................................................................................................................... 13 11. Governing Law ................................................................................................................................... 13 12.No Waiver........................................................................................................................................... 13 13. Conflicts of Interest............................................................................................................................. 13 14. Cooperation on Claims ....................................................................................................................... 13 15. Confidentiality.................................................................................................................................... 13 16.Assignment and Subcontracting.......................................................................................................... 13 17. Changes to Contractor......................................................................................................................... 14 18. No Intended Third Party Beneficiaries................................................................................................ 14 19. Certification as to Relationships......................................................................................................... 14 20. Publications......................................................................................................................................... 15 21. Copyrights and Patents........................................................................................................................ 15 a. Copyrights..................................................................................................................................... 13 b. Patents........................................................................................................................................... 13 22. Arrears to County................................................................................................................................ 15 Page 2 of 30 Rev.8-12-14;Law No. 15-DWI—005 IFMS—SC PRO 0000000 STOP DWMMgh Visibility Enforcement 23.Lawful Hiring of Employees Law in Connection with Contracts for Construction or Future Construction.................................................................................................................................... 15 24. Certification Regarding Lobbying.................................................................................13 25. Record Retention ................................................................................................................................ 15 26. Notice.................................................................................................................................................. 16 ArticleIV ...........................................................................................................................................................................17 SuffolkCounty Legislative Requirements........................................................................................................................17 1. Contractor's/Vendor's Public Disclosure Statement.......................................................................... 17 2. Living Wage Law................................................................................ 3. Use of County Resources to Interfere with Collective Bargaining Activities .................................... 17 4. Lawful Hiring of Employees Law....................................................................................................... 17 5. Gratuities................................................................:............................................................................ 18 6. Prohibition Against Contracting with Corporations that Reincorporate Overseas............................. 18 7. Child Sexual Abuse Reporting Policy................................................................................................ 18 8. Non Responsible Bidder..................................................................................................................... 19 9. Use of Funds in Prosecution of Civil Actions Prohibited................................................................... 19 10. Youth Sports....................................................................................................................................... 19 11. Work Experience Participation........................................................................................................... 19 12. Safeguarding Personal Information of Minors 17 13. Suffolk County Local Laws Website Address.................................................................................... 19 ArticleV ...........................................................................................................................................................................20 GeneralFiscal Terms and Conditions...............................................................................................................................20 1. General Payment Terms......................................................................................................................20 a. Presentation of Suffolk County Payment Voucher.......................................................................20 b. Voucher Documentation...............................................................................................................20 c. Payment by County.......................................................................................................................20 d. Budget Modification.....................................................................................................................20 e. Budget and/or Services Revisions.................................................................................................20 f. Taxes............................................................................................................................................. 21 g. Final Voucher................................................................................................................................21 2. Subject to Appropriation of Funds......................................................................................................21 3. Personnel Salaries,Pension and Employee Benefit Plans,Rules and Procedures.............................. 21 4. Accounting Procedures.......................................................................................................................21 5. Audit of Financial Statements.............................................................................................................22 6. Financial Statements and Audit Requirements...................................................................................22 7. Furniture,Fixtures,Equipment, Materials, Supplies..........................................................................23 a. Purchases,Rentals or Leases Requiring Prior Approval..............................................................23 b. Purchase Practices/Proprietary Interest of County........................................................................ 23 c. County's Right to Take Title and Possession...............................................................................23 d. Inventory Records, Controls and Reports.....................................................................................23 e. Protection of Property in Contractor's Custody............................................................................24 f. Disposition of Property in Contractor's Custody..........................................................................24 8. Lease or Rental Agreements...............................................................................................................24 9. Statement of Other Contracts..............................................................................................................24 10. Miscellaneous Fiscal Terms and Conditions......................................................................................24 a. Limit of County's Obligations......................................................................................................24 Page 3 of 30 Rev.8-12-14; Law No. 15-DWI—005 IFMS—SC PRO 0000000 STOP DWMMgh Visibility Enforcement b. Duplicate Payment from Other Sources........................................................................................24 c. Funding Identification...................................................................................................................24 d. Outside Funding for Non-County Funded Activities....................................................................24 e. Potential Revenue......................................................................................................................... 25 f. Payments Contingent upon State/Federal Funding.......................................................................25 g. Denial of Aid................................................................................................................................. 25 h. Budget........................................................................................................................................... 25 i. Payment of Claims........................................................................................................................25 j. Payments Limited to Actual Net Expenditures.............................................................................25 k. Travel, Conference, and Meeting Attendance: SOP A-07 Amendment 1 ....................................25 1 Salaries..........................................................................................................................................26 m. Salary Increases.............................................................................................................................26 n. Contractor Vacancies....................................................................................................................26 o. No Limitation On Rights ..............................................................................................................26 p. Comptroller's Rules and Regulations...........................................................................................26 Article VI Budget List of Exhibits Exhibit A NYS STOP-DWI Enforcement Crackdown Dates and Policies (Grant Funding October 1,2014—September 30,2015) Exhibit B Enforcement Personnel Sheets(PS-1) Exhibit C Detail Activity Sheet Page 4 of 30 Rev.8-12-14; Law No. 15-DWI-005 Line Item/Omnibus Grant Article I Description of Services Whereas,the County operates and conducts a program entitled STOP-DWI; and Whereas,the State of New York Governor's Traffic Safety Committee has awarded$269,775.00 in Federal Highway Safety pass-through funds ("Grant") to the New York State STOP-DWI Foundation for use by the Suffolk County STOP-DWI Program to fund high visibility road check patrols by the Suffolk County Police Department, Suffolk County Sheriff's Office and other local associated law enforcement agencies for the grant term of October 1, 2014 through September 30, 2015; and Whereas,the New York State Governor's Trak Safety Committee and the New York State STOP-DWI Foundation, Inc. entered into a Master Contract for the Grant("Grant Contract")bearing New York State Comptroller's No. C002145; and Whereas,$113,688.00 of said grant funding will be used to fund high visibility road check/saturation patrols by associated law enforcement agencies located in Suffolk County Towns and Villages; and Whereas,the Grant designated associated law enforcement agencies,including the Contractor, to receive funding thereunder to provide Services; and Whereas,the Suffolk County Legislature accepted and appropriated the grant funding via Introductory Resolution Number 1909-2014. 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. 2. Services Contractor agrees to the following: a. All monies provided pursuant to this Contract shall be used to aid in increased DWI enforcement. In particular, these funds shall only be used to reimburse Contractor for High Visibility Road Checks/Saturation Patrols ("Crackdowns"). b. Monies provided pursuant to this Contract will only be provided for Crackdowns occurring on specific crackdown dates. (See document entitled"STOP-DWI Enforcement Crackdowns, Grant Funding October 1, 2014—September 30, 2015," annexed hereto as Exhibit"A") 5 of 30 pages ARTICLE I Rev.8-12-14; Law No. 15-DWI-005 Line Item/Omnibus Grant c. Crackdown details must be cooperative,multi-agency efforts. d. All activities/expenses must be reported to the Suffolk County STOP-DWI Coordinator within 30 days of the detail on the form annexed hereto as Exhibit`B." e. Enforcement Personnel Sheets (PS-1)must be completed by Contractor and submitted to the Suffolk County STOP-DWI Coordinator within 30 days of the detail on the form annexed hereto as Exhibit"C." f. Contractor must submit a Detail Activity Sheet for each crackdown to the Suffolk County STOP- DWI Coordinator within 30 days of the detail on the form annexed hereto as Exhibit"D." g. Contractor agrees to issue a press release or conduct a press conference for each Crackdown detail for which you are receiving funds under this contract. h. This is a reimbursement program. The Contractor incurs the cost of the Services and is reimbursed by the County according to the approved budget. All costs must be documented and the reimbursement request must be in accordance with the terms and conditions of this Contract 3. Reports/Progress Meetings The Contractor will be responsible for issuing timely reports, as requested by the Department, on the status of pending and proposed services provided under this Contract. The Department reserves the right to request such reports in written form or oral presentation. All written reports will also be made available to the County in electronic format. Depending upon the nature of services provided under this Contract,the County may require the parties meet in person; the meeting time,place and attendees shall be as mutually agreed upon by the parties. 4. Compliance with Grant Contract Provisions The Contractor agrees to comply with all requirements applicable to it in the Grant Contract, if any, between the federal and/or State governments) and the County and shall cooperate with the County in all respects necessary or appropriate to enable the County to comply with the requirements of such Grant Contract applicable to the County. 5. Actual Fringe Benefit Costs Fringe benefits claims should be based on actual costs. However, if the contractor pays some or all fringe benefits on a quarterly, semiannual, or annual basis, it may make monthly claims for such fringe benefits based on an estimated percentage of each eligible individual's salary,except that the claim submitted for the last month of each Budget Period must include an adjustment for fringe benefit expense changing it from estimated to actual cost, or the Contractor may include such adjustment in its supplementary claim submitted not more than thirty(30) days after the end of the Budget Period. If such adjustment is not submitted with the claim for the last month of the Budget Period, the Department may place such claim in reserve pending receipt and audit of the fringe benefit adjustment claim. The County may recoup any overpayment from any subsequent claim, or the Contractor shall promptly repay to the 6 of 30 pages ARTICLE I Rev.8-12-14; Law No. 15-DWI-005 Line Item/Omnibus Grant County any overpayment on demand. Furthermore,the Contractor agrees that all payments received by the Contractor for all items, including employee benefits,under this Agreement, are subject to adjustment as finally determined by audit, and that no indirect or overhead charges or any interest costs are to be included,unless specifically included in the Budget. 6. Payments Subject to Reporting Contractor's failure to meet the reporting requirements set forth herein may result in a reduction in the total amount to be paid to the Contractor. End of Text for Article I 7 of 30 pages ARTICLE I Rev. 8-12-14; Law No. 15-DWI-005 Line Item/Omnibus Grant Article II Definitions d. the Contractor's failure to comply with any Federal,State or local law,rule,or regulation, 1. Meanings of Terms and County policies or directives;or As used herein: e. the Contractor's bankruptcy or insolvency;or "Audit of Financial Statements"means the examination by f. the Contractor's failure to cooperate in an Audit the Comptroller and any Federal or State auditing authority of of Financial Statements;or the financial statements of the Contractor resulting in the publication of an independent opinion on whether or not those g. the Contractor's falsification of records or financial statements are relevant,accurate,complete,and fairly reports,misuse of funds,or malfeasance or presented. nonfeasance in financial record keeping arising out of,or in connection with,any contract with "Budget"means the Contractor's summary or plan of all the County;or intended revenue,whether received in the form of fees,grants, County funding,or any other source,and expenditures necessary to h. the Contractor's failure to submit,or failure to render the Services. timely submit,documentation to obtain Federal or State funds;or "Budget Deficiency Plan"means an analysis of the cost of the Services,changes in fiscal conditions,and required modifications to I. the inability of the County or the Contractor to the Contract to continue to render the Services. obtain Federal or State funds due to any act or omission of the Contractor,or "Comptroller"means the Comptroller of the County of Suffolk. j. any condition that the County determines,in its "Contract"means all terms and conditions of this Contract forming sole discretion,is dangerous. all rights and obligations of the Contractor and the County. "Federal"means the United States government,its departments,and "Contractor"means the signatory corporation,its officers,officials, agencies. employees,agents,servants,sub-contractors,and any successor or assign of any one or more of the foregoing performing the Services. "Fringe Benefits"means non-wage benefits which accompany,or are in addition to,a person's salary,such as paid insurance,sick "County"means the County of Suffolk,its departments,and leave,profit-sharing plans,paid holidays,and vacations. agencies. "Fund Source"means any direct or indirect sum payable to the "County Attorney"means the County Attorney of the County of Contractor by the County pursuant to any lawful obligation. Suffolk. "Legislature"means the Legislature of the County of Suffolk. "Department"means the signatory department approving the Contract. "Management Letter"means a letter certified as true by the Contractor's certified public accountant or chief financial officer of "Engineering Services"means the definition of the practice of findings and recommendations for improvements in internal fiscal engineering and the definition of practice of land surveying,as the control that were identified during an Audit of Financial Statements, case may be,under Section 7201 and Section 7203 of the State but which were not required to be included in an audit report. Education Law,respectively. "Municipal Corporation"means a town,village,or school district. "Event of Default"means "Services"means all that which the Contractor must do,and any part a. the Contractor's failure to perform any duty thereof arising out of,or in connection with,the Contract as required of it under paragraphs 1(b)-(e)of described in Article I"Description of Services." Article III of the Contract;or "State"means the State of New York. b. the Contractor's failure to maintain the amount and types of insurance with an authorized insurer "Statement of Other Contracts"means a complete list of all other as required by the Contract;or contracts under which money has been or will be paid to the Contractor from the County,Federal,or State governments,or a C. the Contractor's failure to maintain insurance Municipal Corporation,and(i)which are currently in effect or(ii) required by the Contract with an insurer that has which have expired within the past twelve(12)months and have not designated the New York Superintendent of been renewed. Insurance as its lawful agent for service of process;or 8 of 30 pages ARTICLE II Rev. 8-12-14; Law No. 15-DWI-005 Line Item/Omnibus Grant "Suffolk County Payment Voucher"means the document authorized and required by the Comptroller for release of payment. "Term"means the time period set forth on page one of the 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 and 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 partnerships),trusts,corporations, and other legal entities,including public bodies,as well as natural persons,and shall include successors 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 H 9 of 30 pages ARTICLE H Rev.8-12-14; Law No. 15-DWI-005 Line Item/Omnibus Grant Article III other term and provision of the Contract shall be General Terms and Conditions valid and enforceable to the fullest extent permitted by law. 1. Contractor Responsibilities d. Documentation of Professional Standards a. Duties and Obligations The Contractor shall maintain on file,in one location in Q It shall be the duty of the Contractor to discharge, Suffolk County,all records that demonstrate that it has or cause to be discharged,all of its complied with sub-paragraphs(b)and(c)above. The responsibilities,and to administer funds received address of the location of the aforesaid records and in the interest of the County in accordance with documents shall be provided to the County no later than the the provisions of the Contract. date of execution of the Contract. Such documentation shall be kept,maintained,and available for inspection by ii.) The Contractor shall promptly take all action as the County upon twenty-four(24)hours notice. may be necessary to render the Services. e. Credentialing iii.) The Contractor shall not take any action that is inconsistent with the provisions of the Contract. i.) In the event that the Department,or any division thereof,maintains a credentialing process to iv.) Services provided under this Contract shall be qualify the Contractor to render the Services,the open to all residents of the County. Contractor shall complete the required credentialing process. In the event that any State b. Qualifications,Licenses,and Professional Standards credential,registration,certification or license, Drug Enforcement Agency registration,or The Contractor represents and warrants that it has,and Medicare or Medicaid certification is restricted, shall continuously possess,during the Term,the required suspended,or temporarily or permanently licensing,education,knowledge,experience,and character revoked,it is the duty of the Contractor to contact necessary to qualify it to render the Services. the Department,or division thereof,as the case may be,in writing,no later than three(3)days The Contractor shall continuously have during the Term all after such restriction,suspension,or revocation. required authorizations,certificates,certifications, registrations,licenses,permits,and other approvals ii.) The Contractor shall forward to the Department, required by Federal,State,County,or local authorities or division thereof,as the case may be,on or necessary to qualify it to render the Services. before July 1 of each year during the Term,a complete list of the names and addresses of all C. Notifications persons providing the Services,as well as their respective areas of certification,credentialing, W The Contractor shall immediately notify the registration,and licensing. County,in writing,of any disciplinary proceedings,commenced or pending,with any E Engineering Certificate authority relating to a license held by any person necessary to qualify him,her,or the Contractor to In the event that the Contract requires any Engineering perform the Services. Services,the Contractor shall submit to the County,no later than the due date for submission for approval of any ii.) In the event that a person is no longer licensed to engineering work product,the Certificate of Authorization perform the Services,the Contractor must ("Certificate"),issued pursuant to§7210 of the New York immediately notify the County,but in no event Education Law,of every person performing any shall such notification be later than five(5)days Engineering Services. The failure to file,submit,or after a license holder has lost the license required maintain the Certificate shall be grounds for rejection of to qualify the license holder or the Contractor to any engineering work product submitted for approval. perform the Services. 2. Termination iii.) In the event that the Contractor is not able to perform the Services due to a loss of license,the a. Thirty Days Termination Contractor shall not be reimbursed for the Services rendered after the effective date of The County shall have the right to terminate the Contract termination of such license. Without limiting the without cause,for any reason,at any time,upon such terns generality of the foregoing,if any part of the and conditions it deems appropriate,provided,however, Contract remains to be performed,and the that no such termination shall be effective unless the termination of the license does not affect the Contractor is given at least thirty(30)days notice. Contractor's ability to render the Services,every 10 of 30 pages ARTICLE III Rev. 8-12-14;Law No. 15-DWI-005 Line Item/Omnibus Grant b. Event of Default;Termination on Notice that it shall protect,indemnify,and hold harmless the County,its agents,servants,officials,and i.) The County may immediately terminate the employees from and against all liabilities,fines, Contract,for cause,upon such terms and penalties,actions,damages,claims,demands, conditions it deems appropriate,in the Event of judgments,losses,suits or actions,costs,and Default. expenses arising out of any claim asserted for infringement of copyright,including ii.) If the Contractor defaults under any other reimbursement of the cost of reasonable provision of the Contract,the County may attorneys'fees incurred by the County,its agents, terminate the Contract,on not less than five(5) servants,officials,and employees in any action or days notice,upon such terms and conditions it proceeding arising out of or in connection with deems appropriate. any claim asserted for infringement of copyright. C. Termination Notice C. The Contractor shall defend the County,its agents,servants,officials,and employees in any Any notice providing for termination shall be delivered as proceeding or action,including appeals,arising provided for in paragraph 26 of this Article III. out of,or in connection with,the Contract,and any copyright infringement proceeding or action. d. Duties upon Termination Alternatively,at the County's option,the County may defend any such proceeding or action and L) The Contractor shall discontinue the Services as require the Contractor to pay reasonable directed in the termination notice. attorneys'fees or salary costs of County employees of the Department of Law for the ii.) Subject to any defenses available to it,the defense of any such suit. County shall pay the Contractor for the Services rendered through the date of termination. 4. Insurance iii.) The County is released from any and all liability a. The Contractor shall continuously maintain, under the Contract,effective as of the date of the during the Term of the Contract,insurance in termination notice. amounts and types as follows: iv.) Upon termination,the Contractor shall reimburse the County the balance of any funds advanced to i.) Commercial General Liability the Contractor by the County no later than thirty insurance,including contractual (30)days after termination of the Contract. The liability coverage,in an amount not less provisions of this subparagraph shall survive the than Two Million Dollars expiration or termination of the Contract. ($2,000,000.00)per occurrence for bodily injury and Two Million Dollars V.) Nothing contained in this paragraph shall be ($2,000,000.00)per occurrence for construed as a limitation on the County's rights property damage. The County shall be set forth in paragraphs 1(c)(iii)and 8 of this named an additional insured. Article III. ii.) Automobile Liability insurance(if any 3. Indemnification and Defense non-owned or owned vehicles are used by the Contractor in the performance of a. The Contractor shall protect,indemnify,and hold the Contract)in an amount not less harmless the County,its agents,servants, than Five Hundred Thousand Dollars officials,and employees from and against all ($500,000.00)per person,per accident, liabilities,fines,penalties,actions,damages, for bodily injury and not less than One claims,demands,judgments,losses,suits or Hundred Thousand Dollars actions,costs,and expenses caused by the ($100,000.00)for property damage per negligence or any acts or omissions of the occurrence.The County shall be named Contractor,including reimbursement of the cost an additional insured. of reasonable attorneys'fees incurred by the County,its agents,servants,officials,and iii.) Workers'Compensation and employees in any action or proceeding arising out Employer's Liability insurance in of,or in connection with,the Contract. compliance with all applicable New York State laws and regulations and b. The Contractor hereby represents and warrants Disability Benefits insurance,if that it will not infringe upon any copyright in required by law. The Contractor shall performing the Services. The Contractor agrees furnish to the County,prior to its 11 of 30 pages ARTICLE III Rev. 8-12-14; Law No. 15-DWI-005 Line Item/Omnibus Grant execution of the Contract,the County deems appropriate and deduct the cost documentation required by the State of thereof from a Fund Source. New York Workers'Compensation Board of coverage or exemption from h. If the Contractor is a Municipal Corporation and coverage pursuant to§§57 and 220 of has a self-insurance program under which it acts the Workers'Compensation Law. In as a self-insurer for any of such required accordance with General Municipal coverage,the Contractor shall provide proof, Law§108,the Contract shall be void acceptable to the County,of self-funded and of no effect unless the Contractor coverage. shall provide and maintain coverage during the Term for the benefit of such 5. Independent Contractor employees as are required to be covered by the provisions of the The Contractor is not,and shall never be,considered an Workers'Compensation Law. employee of the County for any purpose. Notwithstanding anything contained in this Contract,the Contract shall not iv.) Professional Liability insurance in an be construed as creating a principal-agent relationship amount not less than Two Million between the County and the Contractor or the Contractor Dollars($2,000,000.00)on either a and the County,as the case may be. per-occurrence or claims-made coverage basis. 6. Severability b. The County may mandate an increase in the It is expressly agreed that if any term or provision of this liability limits set forth in the immediately Contract,or the application thereof to any person or preceding paragraphs(4)(a)(i),(ii),and(iv). circumstance,shall be held invalid or unenforceable to any extent,the remainder of the Contract,or the application of C. All policies providing such coverage shall be such term or provision to persons or circumstances other issued by insurance companies authorized to do than those as to which it is held invalid or unenforceable, business in New York with an A.M.Best rating shall not be affected thereby,and every other term and of A-or better. provision of the Contract shall be valid and shall be enforced to the fullest extent permitted by law. d. The Contractor shall furnish to the County,prior to the execution of the Contract,declaration 7. Merger;No Oral Changes pages for each policy of insurance,other than a policy for commercial general liability insurance, It is expressly agreed that the Contract represents the entire and upon demand,a true and certified original agreement of the parties and that all previous copy of each such policy evidencing compliance understandings are herein merged in the Contract. No with the aforesaid insurance requirements. modification of the Contract shall be valid unless in written form and executed by both parties. e. In the case of commercial general liability insurance and business use automobile insurance, 8. Set-Off Rights the Contractor shall furnish to the County,prior to the execution of the Contract,a declaration The County shall have all of its common law,equitable, page or insuring agreement and endorsement and statutory rights of set-off. These rights shall include, page evidencing the County's status as an but not be limited to,the County's option to withhold from additional insured on said policy,and upon a Fund Source an amount no greater than any sum due and demand,a true and certified original copy of such owing to the County for any reason. The County shall policy evidencing compliance with the aforesaid exercise its set-off rights subject to approval by the County insurance requirements. Attorney. In cases of set-off pursuant to a Comptroller's audit,the County shall only exercise such right after the E All evidence of insurance shall provide for the finalization thereof,and only after consultation with the County to be notified in writing thirty(30)days County Attorney. prior to any cancellation,nonrenewal,or material change in the policy to which such evidence 9. Non-Discrimination in Services relates. It shall be the duty of the Contractor to notify the County immediately of any a. The Contractor shall not,on the grounds of race, cancellation,nonrenewal,or material change in creed,color,national origin,sex,age,disability, any insurance policy. sexual orientation,military status,or marital status g. In the event the Contractor shall fail to provide evidence of insurance,the County may provide i.) deny any individual the Services the insurance required in such manner as the provided pursuant to the Contract;or 12 of 30 pages ARTICLE III Rev.8-12-14; Law No. 15-DWI-005 Line Item/Omnibus Grant ii.) provide the Services to an individual 12. No Waiver that is different,or provided in a different manner,from those provided It shall not be construed that any failure or forbearance of to others pursuant to the Contract;or the County to enforce any provision of the Contract in any iii.) subject an individual to segregation or particular instance or instances is a waiver of that separate treatment in any matter related provision. Such provision shall otherwise remain in full to the individual's receipt of the force and effect,notwithstanding any such failure or Services provided pursuant to the forbearance. Contract;or iv.) restrict an individual in any way from 13. Conflicts of Interest any advantage or privilege enjoyed by others receiving the Services provided The Contractor shall not,during the Term,pursue a course pursuant to the Contract;or of conduct which would cause a reasonable person to treat an individual differently from believe that he or she is likely to be engaged in acts that others in determining whether or not create a substantial conflict between its obligations under the individual satisfies any eligibility or the Contract and its private interests. The Contractor is other requirements or conditions which charged with the duty to disclose to the County the individuals must meet in order to existence of any such adverse interests,whether existing or receive the Services provided pursuant potential. This duty shall continue as long as the Term. to the Contract. The determination as to whether or when a conflict may potentially exist shall ultimately be made by the County b. The Contractor shall not utilize criteria or Attorney after full disclosure is obtained. methods of administration which have the effect of subjecting individuals to discrimination 14. Cooperation on Claims because of their race,creed,color,national origin,sex,age,disability,sexual orientation, The Contractor and the County shall render diligently to military status,or marital status,or have the each other,without compensation,any and all cooperation effect of substantially impairing the Contract with that may be required to defend the other party,its respect to individuals of a particular race,creed, employees and designated representatives,against any color,national origin,sex,age,disability,sexual claim,demand or action that may be brought against the orientation,military status,or marital status,in other party,its employees or designated representatives determining: arising out of,or in connection with,the Contract. L) the Services to be provided;or 15. Confidentiality ff.) the class of individuals to whom,or the Any document of the County,or any document created by situations in which,the Services will be the Contractor and used in rendering the Services,shall provided;or remain the property of the County and shall be kept confidential in accordance with applicable laws,rules,and iii.) the class of individuals to be afforded regulations. an opportunity to receive the Services. 16. Assignment and Subcontracting 10. Nonsectarian Declaration a. The Contractor shall not delegate its duties under The Services performed under the Contract are secular in the Contract,or assign,transfer,convey, nature. No funds received pursuant to the Contract shall be subcontract,sublet,or otherwise dispose of the used for sectarian purposes or to further the advancement Contract,or any of its right,title or interest of any religion. The Services will be available to all therein,or its power to execute the Contract,or eligible individuals regardless of religious belief or assign all or any portion of the monies that may affiliation. be due or become due hereunder,(collectively referred to in this paragraph 16 as"Assignment"), 11. Governing Law to any other person,entity or thing without the prior written consent of the County,and any The Contract shall be governed by,and construed in attempt to do any of the foregoing without such accordance with,the laws of the State of New York, consent shall be void ab initio. without regard to conflict of laws.Venue shall be designated in the Supreme Court,Suffolk County,the b. Such Assignment shall be subject to all of the United States District Court for the Eastern District of New provisions of the Contract and to any other York,or,if appropriate,a court of inferior jurisdiction in condition the County requires. No approval of Suffolk County. any Assignment shall be construed as enlarging any obligation of the County under the term and 13 of 30 pages ARTICLE III Rev.8-12-14; Law No. 15-DWI-005 Line Item/Omnibus Grant provisions of the Contract. No Assignment of the ii.) a summary of the material terms of the Contract or assumption by any person of any duty proposed Permitted Transfer; of the Contractor under the Contract shall provide for,or otherwise be construed as, iii.) the name and address of the proposed releasing the Contractor from any term or transferee; provision of the Contract. iv.) such information reasonably required 17. Changes to Contractor by the County,which will enable the County to determine the financial a. The Contractor may,from time to time,only with responsibility,character,and reputation the County's written consent,enter into a of the proposed transferee,nature of the Permitted Transfer. For purposes of the proposed assignee/transferee's business Contract,a Permitted Transfer means: and experience; L) if the Contractor is a partnership,the v.) all executed forms required pursuant to withdrawal or change,whether Article IV of the Contract,that are voluntary,involuntary or by operation required to be submitted by the of law,of the partners,or transfer of Contractor;and partnership interests(other than the purchase of partnership interests by vl.) such other information as the County existing partners,by the partnership may reasonably require. itself or the immediate family members by reason of gift,sale or devise),or the d. The County agrees that any request for its dissolution of the partnership without consent to a Permitted Transfer shall be granted, immediate reconstitution thereof,and provided that the transfer does not violate any provision of the Contract,and the transferee has ii.) if the Contractor is a closely held not been convicted of a criminal offense as corporation(i.e.whose stock is not described under Article II of Chapter 189 of the publicly held and not traded through an Suffolk County Code. The County shall grant or exchange or over the counter): deny its consent to any request of a Permitted Transfer within twenty(20)days after delivery to 1. the dissolution,merger, the County of the Transfer Notice,in accordance consolidation or other with the provisions of Paragraph 26 of Article III reorganization of the of the Contract. If the County shall not give Contractor;and written notice to the Contractor denying its consent to such Permitted Transfer(and setting 2. the sale or other transfer of forth the basis for such denial in reasonable twenty percent(20%)or detail)within such twenty(20)-day period,then more of the shares of the the County shall be deemed to have granted its Contractor(other than to consent to such Permitted Transfer. existing shareholders,the corporation itself or the e. Notwithstanding the County's consent, immediate family members of shareholders by reason of i.) the terms and conditions of the gift,sale or devise). Contract shall in no way be deemed to have been waived or modified;and b. If the Contractor is a not-for-profit corporation,a change of twenty percent(20%)or more of its ff.) such consent shall not be deemed shares or members shall be deemed a Permitted consent to any further transfers. Transfer. 18. No Intended Third Party Beneficiaries C. The Contractor shall notify the County in writing, which notice(the"Transfer Notice")shall The Contract is entered into solely for the benefit of the include: County and the Contractor. No third party shall be deemed a beneficiary of the Contract and no third party shall have i.) the proposed effective date of the the right to make any claim or assert any right under the Permitted Transfer,which shall not be Contract. less than thirty(30)days nor more than one hundred eighty(180)days after the 19. Cerdflcation as to Relationships date of delivery of the Transfer Notice; The Contractor certifies under penalties of perjury that, 14 of 30 pages ARTICLE III Rev.5-12-14; Law No. 15-DWI-005 Line Item/Omnibus Grant other than through the funds provided in the Contract and b. Patents other valid agreements with the County,there is no known spouse,life partner,business,commercial,economic,or If the Contractor develops,invents,designs or creates any financial relationship with the County or its elected idea,concept,code,processes or other work or materials officials. The Contractor also certifies that there is no during the Term,or as a result of any Services performed relationship within the third degree of consanguinity, under the Contract("patent eligible subject matter"),it between the Contractor,any of its partners,members, shall be the sole property of the County. The Contractor directors,or shareholders owning five(5%)percent or hereby assigns to the County its entire right,title and more of the Contractor,and the County. interest,if any,to all patent eligible subject matter,and agrees to do all acts and execute all documents,and to use 20. Publications its best efforts to ensure that its employees,consultants, subcontractors,vendors and agents do all acts and execute Any book,article,report,or other publication related to the any documents,necessary to vest ownership in the County Services provided pursuant to this Contract shall contain of any and all patent eligible subject matter. The the following statement in clear and legible print: Contractor may not apply for or secure for itself patent protection. The County reserves to itself,and the "'This publication is fully or partially funded Contractor hereby gives to the County,and to any other by the County of Suffolk." person designated by the County,consent to produce or otherwise use any item so discovered and/or the right to 21. Copyrights and Patents secure a patent for the discovery or invention. This paragraph shall survive any completion,expiration or a. Copyrights termination of this Contract. Any and all materials generated by or on behalf of the 22. Arrears to County Contractor while performing the Services(including, without limitation,designs,images,video,reports, Contractor warrants that,except as may otherwise be analyses,manuals,films,tests,tutorials,and any other authorized by agreement,it is not in arrears to the County work product of any kind)and all intellectual property upon any debt,contract,or any other lawful obligation,and rights relating thereto("Work Product")are and shall be is not in default to the County as surety. the sole property of the County. The Contractor hereby assigns to the County its entire right,title and interest,if 23. Lawful Hiring of Employees Law in Connection with any,to all Work Product,and agrees to do all acts and Contracts for Construction or Future Construction execute all documents,and to use its best efforts to ensure that its employees,consultants,subcontractors,vendors and In the event that the Contract is subject to the Lawful agents do all acts and execute any documents,necessary to Hiring of Employees Law of the County of Suffolk,Suffolk vest ownership in the County of any and all Work Product County Code Article II of Chapter 353,as more fully set The Contractor may not secure copyright protection. The forth in the Article entitled"Suffolk County Legislative County reserves to itself,and the Contractor hereby gives Requirements,"the Contractor shall maintain the to the County,and to any other person designated by the documentation mandated to be kept by this law on the County,consent to produce,reproduce,publish,translate, construction site at all times. Employee sign-in sheets and display or otherwise use the Work Product. This paragraph register/log books shall be kept on the construction site at shall survive any completion,expiration or termination of all times and all covered employees,as defined in the law, this Contract. shall be required to sign such sign-in sheets/register/log books to indicate their presence on the construction site The County shall be deemed to be the author of all the during such working hours. Work Product The Contractor acknowledges that all Work Product shall constitute"work made for hire"under the 24. Certification Regarding Lobbying U.S.copyright laws. To the extent that any Work Product does not constitute a"work made for hire,"the Contractor Together with this Contract and as a condition precedent to hereby assigns to the County all right,title and interest, its execution by the County,the Contractor shall have including the right,title and interest to reproduce,edit, executed and delivered to the County the Certification adapt,modify or otherwise use the Work Product,that the Regarding Lobbying(if payment under this Contract may Contractor may have or may hereafter acquire in the Work exceed$100,000)as required by Federal regulations,and Product,including all intellectual property rights therein,in shall promptly advise the County of any material change in any manner or medium throughout the world in perpetuity any of the information reported on such Certification,and without compensation. This includes,but is not limited to, shall otherwise comply with,and shall assist the County in the right to reproduce and distribute the Work Product in complying with,said regulations as now in effect or as electronic or optical media,or in CD-ROM,on-line or amended during the term of this Contract. similar format. 25. Record Retention 15 of 30 pages ARTICLE III Rev.8-12-14; Law No. 15-DWI-005 Line Item/Omnibus Grant 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,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 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. 26. Notice Unless otherwise expressly provided,all notices shall be in writing and shall be deemed sufficiently given if sent by regular first class mail and certified mail,or personally delivered during business hours as follows: 1.)to the Contractor at the address on page 1 of the Contract and 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 and also to the County Attorney at H.Lee Dennison Building, 100 Veterans Memorial Highway,P.O.Box 6100,(Sixth Floor),Hauppauge,New York, 11788-0099. End of Text for Article III 16 of 30 pages ARTICLE III Rev.8-12-14; Law No. 15-DWI-005 Line Item/Omnibus Grant Article IV Suffolk County Living Wage Form LW-38;entitled Suffolk County Legislative Requirements "Suffolk County Department of Labor—Living Wage Unit Living Wage Certification/Declaration—Subject To NOTE:THE CONTRACTOR'S COMPLETED LEGISLATIVE Audit." REQUIRED FORMS REFERENCED HEREIN ARE AVAILABLE ON FILE AT THE COUNTY ATTORNEY'S 3. Use of County Resources to Interfere with Collective OFFICE AND THE DEPARTMENT NAMED ON THE Bargaining Activities SIGNATURE PAGE OF THIS CONTRACT. It shall be the duty of the Contractor to read,become familiar with,and comply with the requirements of Article I 1. Contractor s/Vendor s Public Disclosure Statement of Chapter 803 of the Suffolk County Code. It shall be the duty of the Contractor to read,become County Contractors(as defined by section 803-2)shall familiar with,and comply with the requirements of section comply with all requirements of Chapter 803 of the Suffolk A5-7 of Article V of the Suffolk County Code. County Code,including the following prohibitions: Unless certified by an officer of the Contractor as being a. The Contractor shall not use County funds to exempt from the requirements of section A5-7 of Article V assist,promote,or deter union organizing. of the Suffolk County Code,the Contractor represents and warrants that it has filed with the Comptroller the verified b. No County funds shall be used to reimburse the public disclosure statement required by Suffolk County Contractor for any costs incurred to assist, Administrative Code Article V,section A5-7 and shall file promote,or deter union organizing. an update of such statement with the Comptroller on or before the 31 st day of January in each year of the C. No employer shall use County property to hold a Contract's duration. The Contractor acknowledges that meeting with employees or supervisors if the such filing is a material,contractual and statutory duty and purpose of such meeting is to assist,promote,or that the failure to file such statement shall constitute a deter union organizing. material breach of the Contract,for which the County shall be entitled,upon a determination that such breach has If the Services are performed on County property,the occurred,to damages,in addition to all other legal Contractor must adopt a reasonable access agreement,a remedies,of fifteen percent(15%)of the amount of the neutrality agreement,fair communication agreement,non- Contract. intimidation agreement,and a majority authorization card agreement. Required Form: Suffolk County Form SCEX 22;entitled If the Services are for the provision of human services and "Contractor's/Vendor's Public Disclosure Statement" are not to be performed on County property,the Contractor must adopt,at the least,a neutrality agreement. 2. Living Wage Law Under the provisions of Chapter 803,the County shall have It shall be the duty of the Contractor to read,become the authority,under appropriate circumstances,to terminate familiar with,and comply with the requirements of Chapter the Contract and to seek other remedies as set forth therein, 575,of the Suffolk County Code. for violations of this Law. This Contract is subject to the Living Wage Law of the Required Form: County of Suffolk. The law requires that,unless specific Suffolk County Labor Law Form DOL-LO 1;entitled exemptions apply,all employers(as defined)under service "Suffolk County Department of Labor—Labor Mediation contracts and recipients of County financial assistance,(as Unit Union Organizing Certification/Declaration-Subject defined)shall provide payment of a minimum wage to to Audit." employees as set forth in the Living Wage Law. Such rate shall be adjusted annually pursuant to the terms of the 4. Lawful Hiring of Employees Law Suffolk County Living Wage Law of the County of Suffolk. Under the provisions of the Living Wage Law,the County It shall be the duty of the Contractor to read,become shall have the authority,under appropriate circumstances, familiar with,and comply with the requirements of Article to terminate the Contract and to seek other remedies as set H of Chapter 353 of the Suffolk County Code. forth therein,for violations of this Law. This Contract is subject to the Lawful Hiring of Employees Required Forms: Law of the County of Suffolk.It provides that all covered employers,(as defined),and the owners thereof,as the case Suffolk County Living Wage Form LW-1;entitled"Suffolk may be,that are recipients of compensation from the County Department of Labor—Living Wage Unit Notice of County through any grunt,loan,subsidy,funding, Application for County Compensation(Contract)." appropriation,payment,tax incentive,contract, 17 of 30 pages ARTICLE IV Rev. 8-12-14; Law No. 15-DWI-005 Line Item/Omnibus Grant subcontract,license agreement,lease or other financial sheets/register/log books to indicate their presence on the compensation agreement issued by the County or an site during such working hours. awarding agency,where such compensation is one hundred percent(100%)funded by the County,shall submit a Required Forms: completed sworn affidavit(under penalty of perjury),the form of which is attached,certifying that they have Suffolk County Lawful Hiring of Employees Law Form complied,in good faith,with the requirements of Title 8 of LHE-1;entitled"Suffolk County Department of Labor— the United States Code Section 1324a with respect to the Notice Of Application To Certify Compliance With Federal hiring of covered employees(as defined)and with respect Law(8 U.S.C.Section 1324a)With Respect To Lawful to the alien and nationality status of the owners thereof. Hiring of Employees." The affidavit shall be executed by an authorized representative of the covered employer or owner,as the Suffolk County Lawful Hiring of Employees Law Form case may be;shall be part of any executed contract, LHE-2;entitled"Affidavit Of Compliance With The subcontract,license agreement,lease or other financial Requirements Of 8 U.S.C.Section 1324a With Respect To compensation agreement with the County;and shall be Lawful Hiring Of Employees" made available to the public upon request. All contractors and subcontractors(as defined)of covered 5. Gratuities employers,and the owners thereof,as the case may be,that It shall be the duty of the Contractor to read,become are assigned to perform work in connection with a County familiar with,and comply with the requirements of Chapter contract,subcontract,license agreement,lease or other 664 of the Suffolk County Code. financial compensation agreement issued by the County or awarding agency,where such compensation is one hundred The Contractor represents and wan-ants that it has not percent(100%)funded by the County,shall submit to the offered or given any gratuity to any official,employee or covered employer a completed sworn affidavit(under agent of the County or the State or of any political party, penalty of perjury),the form of which is attached, with the purpose or intent of securing an agreement or certifying that they have complied,in good faith,with the securing favorable treatment with respect to the awarding requirements of Title 8 of the United States Code Section or amending of an agreement or the making of any 1324a with respect to the hiring of covered employees and determinations with respect to the performance of an with respect to the alien and nationality status of the agreement. owners thereof,as the case may be. The affidavit shall be executed by an authorized representative of the contractor, 6. Prohibition Against Contracting with Corporations subcontractor,or owner,as the case may be;shall be part of that Reincorporate Overseas any executed contract,subcontract,license agreement,lease or other financial compensation agreement between the It shall be the duty of the Contractor to read,become covered employer and the County;and shall be made familiar with,and comply with the requirements of sections available to the public upon request. A4-13 and A4-14 of Article IV of the Suffolk County An updated affidavit shall be submitted by each such Code. employer,owner,contractor and subcontractor no later The Contractor represents that it is in compliance with than January 1 of each year for the duration of any contract sections A4-13 and A4-14 of Article IV of the Suffolk and upon the renewal or amendment of the Contract,and County Code. Such law provides that no contract for whenever a new contractor or subcontractor is hired under consulting services or goods and services shall be awarded the terms of the Contract. by the County to a business previously incorporated within the U.S.A.that has reincorporated outside the U.S.A. The Contractor acknowledges that such filings are a material,contractual and statutory duty and that the failure7. Child Sexual Abuse Reporting Policy to file any such statement shall constitute a material breach of the Contract. It shall be the duty of the Contractor to read,become Under the provisions of the Lawful Hiring of Employees familiar with,and comply with the requirements of Article Law,the County shall have the authority to terminate the H of Chapter 880 of the Suffolk County Code. Contract for violations of this Law and to seek other remedies available under the law. The Contractor shall comply with Article 11 of Chapter 880, of the Suffolk County Code,entitled"Child Sexual Abuse The documentation mandated to be kept by this law shall at Reporting Policy,"as now in effect or amended hereafter or all times be kept on site. Employee sign-in sheets and of any other Suffolk County Local Law that may become register/log books shall be kept on site at all times during applicable during the term of the Contract with regard to working hours and all covered employees,as defined in the child sexual abuse reporting policy. law,shall be required to sign such sign-in 18 of 30 pages ARTICLE IV Rev.8-12-14; Law No. 15-DWI-005 Line Item/Omnibus Grant 8. Non Responsible Bidder appropriate in the circumstances. It shall be the duty of the Contractor to read,become 12. Safeguarding Personal Information of Minors familiar with,and comply with the requirements of Article II of Chapter 189 of the Suffolk County Code. It shall be the duty of the Contractor to read,become familiar with, and comply with the requirements of Suffolk County Upon signing the Contract,the Contractor certifies that it Local Law No. 20-2013, a Local Law to Safeguard the has not been convicted of a criminal offense within the last Personal Information of Minors in Suffolk County. ten(10)years. The term"conviction"shall mean a finding of guilty after a trial or a plea of guilty to an offense All contract agencies that provide services to minors are under se189-5 of the Suffolk County Code required to protect the privacy of the minors and are strictly coveredsection under u nre tion Bidder." prohibited from selling or otherwise providing to any third party,in any manner whatsoever,the personal or identifying 9. Use of Funds in Prosecution of Civil Actions information of any minor participating in their programs. Prohibited 13. Suffolk County Local Laws Website Address It shall be the duty of the Contractor to read,become familiar with,and comply with the requirements of Article Suffolk County Local Laws,Rules and Regulations III of Chapter 893 of the Suffolk County Code. can be accessed on the homepage of the Suffolk County Legislature. The Contractor shall not use any of the moneys,in part or in whole,and either directly or indirectly,received under End of Text for Article IV the Contract in connection with the prosecution of any civil action against the County in any jurisdiction or any judicial or administrative fomrn. 10. Youth Sports It shall be the duty of the Contractor to read,become familiar with,and comply with Article III of Chapter 730 of the Suffolk County Code. All contract agencies that conduct youth sports programs are required to develop and maintain a written plan or policy addressing incidents of possible or actual concussion or other head injuries among sports program participants. Such plan or policy must be submitted prior to the award of a County contract,grant or funding. Receipt of such plan or policy by the County does not represent approval or endorsement of any such plan or policy,nor shall the County be subject to any liability in connection with any such plan or policy. 11. Work Experience Participation If the Contractor is a not-for-profit or governmental agency or institution,each of the Contractor's locations in the County at which the Services are provided shall be a work site for public-assistance 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 at the beginning of the Term of the Contract,the Contractor,if it is a not-for-profit or governmental agency or institution, shall enter into such MOU as soon as possible after the execution of the Contract and failure to enter into or to perform in accordance with such MOU shall be deemed to be a failure to perform in accordance with the Contract,for which the County may withhold payment,terminate the Contract or exercise such other remedies as may be 19 of 30 pages ARTICLE IV Rev.8-12-14; Law No. 15-DWI-005 Line Item/Omnibus Grant Article V County Department of Audit and Control,shall General Fiscal Terms and Conditions be furnished to the County pursuant to,and as limited by,the Regulations for Accounting 1. General Payment Terms Procedures for Contract Agencies of the Suffolk County Department of Audit and Control. In a. Presentation of Suffolk County Payment addition to any other remedies that the County Voucher may have,failure to supply the required documentation will disqualify the Contractor In order for payment to be made by the County to from any further County contracts. the Contractor for the Services,the Contractor shall prepare and present a Suffolk County C. Payment by County Payment Voucher,which shall be documented by sufficient,competent and evidential matter. Each Payment by the County shall made within Suffolk County Payment Voucher submitted for thirty(30)days after approval o of the Suffolk payment is subject to Audit at any time during County Payment Voucher by the Comptroller. the Term or any extension thereof. This provision shall survive expiration or termination d. Budget Modification of this Contract for a period of not less than seven(7)years,and access to records shall be as i.) The parties shall use the Contract set forth in paragraph 25 of Article III,and Budget Modification Request form paragraph 4(b)of Article V. ("Budget Modification")for revisions to the Budget and Services not b. Voucher Documentation involving an increase to the total cost of the Contract.If the Contractor is The Suffolk County Payment Voucher shall list seeking such a modification,the all information regarding the Services and other Contractor shall contact the items for which expenditures have been or will be Department to receive the form and made in accordance with the Contract. Either enter the required information. When upon execution of the Contract(for the Services the County and the Contractor agree as already rendered and expenditures already made), to such revisions,the Contractor shall or not more than thirty(30)days after the sign the Budget Modification form and expenditures were made,and in no event after the return it to the County for execution 31'day of January following the end of each year along with any other documentation the of the Contract,the Contractor shall furnish the Department may require. County with detailed documentation in support of the payment for the Services or expenditures ff.) Such request must be made in advance under the Contract e.g.dates of the Service, of incurring any expenditure for which worksite locations,activities,hours worked,pay the revision is needed. rates and all program Budget categories. The Suffolk County Payment Voucher shall include iii.) Upon complete execution of the Budget time records,certified by the Contractor as true Modification form,the County shall and accurate,of all personnel for whom return a copy to the Contractor. The expenditures are claimed during the period. revision shall not be effective until the Time and attendance records of a project director, Budget Modification is completely if any,shall be certified by the Chairperson, executed. President or other designated member of the Board of Directors of the Contractor. All Suffolk iv.) The Budget Modification form may County Payment Vouchers must bear a signature submitted only twice per calendar year as that term is defined pursuant to New York and may only be submitted prior to State General Construction Law§46 by duly November 15t&of that year. authorized persons,and certification of such authorization with certified specimen signatures e. Budget and/or Services Revisions thereon must be filed with the County by a Contractor official empowered to sign the i.) The parties shall use the Contract Contract. Disbursements made by the Contractor FormBudg(Budget / Revision Approval in accordance with the Contract and submitted Form(Budget/Services Revisions)for for reimbursement must be documented and must revisions to the Budget and Services h comply with accounting procedures as set forth involving any change the total cost a by the Suffolk County Department of Audit and tthe Contract due to a resolution of Control. Documentation,including any other the Legislature,changes to the form(s)required by County or the Suffolk County's adopted annual budget or for 20 of 30 pages ARTICLE V Rev.8-12-14; Law No. 15-DWI-005 Line Item/Omnibus Grant any other reason necessitating revisions conditions under which such to the Budget or Services. reimbursement shall be paid. ii.) When the County and the Contractor C. The County may,during the Temp,impose a agree as to such revisions,the Budget Deficiency Plan. In the event that a Department will enter the information Budget Deficiency Plan is imposed,the County into the Budget/Services Revisions shall promptly notify the Contractor in writing of form and send it to the Contractor for the terms and conditions thereof,which shall be signature.The Contractor shall return it deemed incorporated in and made a part of the to the County for execution along with Contract,and the Contractor shall implement any other documentation the those terms and conditions in no less than Department may require. fourteen(14)days. Hi.) Upon complete execution of the form 3. Personnel Salaries,Pension and Employee Benefit by the parties,the County shall return a Plans,Rules and Procedures copy to the Contractor. The revision a Upon request,the Contractor shall submit to the shall not be effective until the Budget County a current copy,certified by the /Services Revisions is completely Contractor as true and accurate,of its executed. i.) salary scale for all positions listed in f. Taxes the Budget; The charges payable to the Contractor under the fi,) personnel rules and procedures; Contract are exclusive of federal,state,and local taxes,the County being a municipality exempt Hi,) pension plan and any other employee from payment of such taxes. benefit plans or arrangements. g. Final Voucher b. The Contractor shall not be entitled to reimbursement for costs under any pension or The acceptance by the Contractor of payment of benefit plan the Comptroller deems commercially all billings made on the final approved Suffolk unreasonable. County Payment Voucher shall operate as and shall be a release of the County from all claims C. Notwithstanding anything in this paragraph 3 of by the Contractor through the date of the this Article V,the County shall not be limited in Voucher. requesting such additional financial information it deems reasonable. 2. Subject to Appropriation of Funds 4. Accounting Procedures a The Contract is subject to the amount of funds appropriated each fiscal year and any subsequent a The Contractor shall maintain accounts,books, modifications thereof by the County Legislature records,documents,other evidence,and and no liability shall be incurred by the County accounting procedures and practices which beyond the amount of funds appropriated each sufficiently and properly reflect all direct and fiscal year by the County Legislature for the indirect costs of any nature expended in the Services. performance of the Contract,in accordance with generally accepted accounting principles and b. If the County fails to receive Federal or State with rules,regulations and financial directives,as funds originally intended to pay for the Services, may be promulgated by the Suffolk County or to reimburse the County,in whole or in part, Department of Audit and Control and the for payments made for the Services,the County Department. The Contractor shall permit shall have the sole and exclusive right to: inspection and audit of such accounts,books, records,documents and other evidence by the i.) determine how to pay for the Services; Department and the Suffolk County Comptroller, or their representatives,as often as,in their ii.) determine future payments to the judgment,such inspection is deemed necessary. Contractor;and Such right of inspection and audit as set forth in subparagraph b.below shall exist during the iii.) determine what amounts,if any,are Term and for a period of seven(7)years after reimbursable to the County by the expiration or termination of the Contract. Contractor and the terms and 21 of 30 pages ARTICLE V Rev.8-12-14;Law No. 15-DWI-005 Line Item/Omnibus Grant b. The Contractor shall retain all accounts,books, other agreements with the County,and shall records,and other documents relevant to the submit a report to the County on the overall Contract for seven(7)years after final payment is financial condition and operations of the made by the County. Federal,State,and/or Contractor,including a balance sheet and County auditors and any persons duly authorized statement of income and expenses,attested by the by the County shall have full access and the right Auditor as fairly and accurately reflecting the to examine any of said materials during said accounting records of the Contractor in period. Such access is granted notwithstanding accordance with generally accepted accounting any exemption from disclosure that may be principles. The Contractor may solicit requests claimed for those records which are subject to for proposals from a number of qualified nondisclosure agreements,trade secrets and accounting firms and review carefully the costs commercial information or financial information of,and qualifications for,this type of work before that is privileged or confidential. selecting the Auditor. C. The Contractor shall utilize the accrual basis of b. The Auditor should be required to meet the accounting and will submit all financial reports following minimum requirements: and claims based on this method of accounting during the Term. i.) a current license issued by the New York State 5. Audit of Financial Statements Education Department; ii.) sufficient auditing experience a. All payments made under the Contract are in the not-for-profit, subject to audit by the Comptroller pursuant to governmental or profit- Article V of the Suffolk County Charter. The making areas,as applicable; Contractor further agrees that the Comptroller and and the Department shall have access to and the iii,) a satisfactory peer review right to examine,audit,excerpt,copy or issued within not more than transcribe any pertinent transactions or other records relating to services under the Contract. If three(3)years prior to the date when the Auditor was such an audit discloses overpayments by the selected to conduct the audit. County to the Contractor,within thirty(30)days after the issuance of an official audit report by the C. The audit must be conducted in accordance with Comptroller or his duly designated generally accepted governmental auditing representatives,the Contractor shall repay the standards. Financial statements must clearly amount of such overpayment by check to the differentiate between County-funded programs order of the Suffolk County Treasurer or shall and other programs that the Contractor may be submit a proposed plan of repayment to the operating. The use of subsidiary schedules Comptroller. If there is no response,or if should be encouraged for this purpose. The satisfactory repayments are not made,the County Auditor must also prepare a Management Letter may recoup overpayments from any amounts due based on the audit. or becoming due to the Contractor from the County under the Contract or otherwise. d. In the event the Contractor is a not-for-profit organization or unit of local government and b. The provisions of this paragraph shall survive the expends five hundred thousand($500,000.00) expiration or termination of the Contract for a dollars or more of Federal monies,whether as a period of seven(7)years,and access to records recipient expending awards received directly shall be as set forth in paragraph 25 of Article III, from Federal awarding agencies,or as a and paragraph 4(b)of Article V. subrecipient expending Federal awards received from a pass-through entity,such as New York 6. Financial Statements and Audit Requirements State or Suffolk County,during any fiscal year within which it receives funding under the a. Notwithstanding any other reporting or Contract,the audit must be conducted,and the certification requirements of Federal,State,or audit report("Single Audit Report")must be,in local authorities,the Contractor shall obtain the accordance with OMB Circular No.A-133 services of an independent licensed public (revised June 27,2003). Single Audit Reports accountant or certified public accountant(the must also be submitted to the designated "Auditor")to audit its financial statements for clearinghouse,cognizant agency and/or pass- each Contractor's"fiscal year"in which the through entity,to the extent required by the OMB Contractor has received,or will receive,three Circular referred to above. hundred thousand($300,000.00)dollars or more e. The Contractor must submit to the County a from the County,whether under the Contract or statement in writing,certified by its chief 22 of 30 pages ARTICLE V Rev.8-12-14; Law No. 15-DWI-005 Line Item/Omnibus Grant financial officer,which states the amount of b. Purchase Practices/Propnetary Interest of Federal funding expended by the Contractor County during such fiscal year. The Contractor must mail or deliver the certified statement to the i.) The Contractor shall follow the general Department and to the Executive Director of practices that are designed to obtain Auditing Services,Suffolk County Department of furniture,fixtures,equipment, Audit and Control,H.Lee Dennison Building, materials,or supplies at the most 100 Veterans Memorial Highway,P.O.Box reasonable price or cost possible. 6100,Hauppauge,New York 11788-0099,as soon as possible after the end of the Contractor's ii.) The County reserves the right to fiscal year. The statement must include all purchase or obtain furniture,fixtures, Federal funding received directly from the equipment,materials,or supplies for Federal government and all Federal funds passed the Contractor in accordance with the through from the County and other pass-through programmatic needs of the Contract. If entities. the County exercises this right,the f. Copies of all financial statements,Management amount budgeted for the items so Letters,Single Audit Reports and other audit purchased or obtained by the County for the Contractor shall not be available reports must be transmitted to the County and to to the Contractor for any purpose the Executive Director of Auditing Services at whatsoever. Title to any such items the address set forth above. The reports must be submitted within thirty(30)days after completion purchased or otherwise obtained by the of the audit,but in no event later than nine(9) County for the programs encompassed months after the end of the Contractor's fiscal by the Contract and entrusted to the year,to which the audit relates. Contractor,shall remain in the County. g. These requirements do not preclude the County, iii.) The County shall retain a proprietary the Comptroller,or their authorized interest in all furniture,removable representatives,or Federal or State auditors from fixtures,equipment,materials,and auditing all records of the Contractor. Therefore, supplies purchased or obtained by the the records of the Contractor must be made Contractor and paid for or reimbursed available to authorized representatives of Federal, to the Contractor pursuant to the terms State and County government for that purpose. of the Contract or any prior agreement h. The provisions of this paragraph shall survive the between the parties. expiration or termination of the Contract. iv.) The Contractor shall attach labels indicating the County's proprietary 7. Furniture,Fixtures,Equipment,Materials,Supplies interest or title in all such property. a. Purchases,Rentals or Leases Requiring Prior C. County's Right to Take Title and Possession Approval Upon the termination or expiration of the Prior to placing any order to purchase,rent or Contract or any renewal thereof,the lease any furniture,fixtures,or equipment valued discontinuance of the business of the Contractor, in excess of one thousand dollars($1,000.00)per the failure of the Contractor to comply with the unit for which the Contractor will seek terms of the Contract,the bankruptcy of the reimbursement from the County,the Contractor Contractor,an assignment for the benefit of its shall submit to the County a written request for creditors,or the failure of the Contractor to approval to make such a proposed purchase, satisfy any judgment against it within thirty(30) rental or lease,with a list showing the quantity days of filing of the judgment,the County shall and description of each item,its intended have the right to take title to and possession of all location and use,estimated unit price or cost,and furniture,removable fixtures,equipment, estimated total cost of the proposed order. materials,and supplies and the same shall Written approval of the County shall be required thereupon become the property of the County before the Contractor may proceed with such without any claim for reimbursement on the part proposed purchase,rental or lease of furniture, of the Contractor. fixtures or equipment. All items purchased must be new or like new unless specifically described d. Inventory Records,Controls and Reports otherwise in the Budget. The Contractor shall maintain proper and accurate inventory records and controls for all such furniture,removable fixtures and equipment 23 of 30 pages ARTICLE V Rev.8-12-14; Law No. 15-DWI-005 Line Item/Omnibus Grant acquired pursuant to the Contract and all prior connected with such property shall be in agreements between the parties,if any. Three(3) accordance with the rules and regulations of the months before the expiration date of the Contract, County and the State of New York. the Contractor shall make a physical count of all items of furniture,removable fixtures and g. Lease or Rental Agreements equipment in its custody,checking each item against the aforesaid inventory records. A report If lease payments or rental costs are included in the Budget setting forth the results of such physical count as an item of expense reimbursable by the County,the shall be prepared by the Contractor on a form or Contractor shall promptly submit to the County,upon forms designated by the County,certified and request,any lease or rental agreement. If during the Term, signed by an authorized official of the the Contractor shall enter into a lease or rental agreement, Contractor,and one(1)copy thereof shall be or shall renew a lease or rental agreement,the Contractor delivered to the County within five(5)days after shall,prior to the execution thereof,submit such lease or the date set for the aforesaid physical count. rental agreement,to the County for approval. Within five(5)days after the termination or expiration date of the Contract,the Contractor 9. Statement of Other Contracts shall submit to the County six(6)copies of the same report updated to such date of the Contract, Prior to the execution of the Contract,the Contractor shall certified and signed by an authorized official of submit a Statement of Other Contracts to the County. If the the Contractor,based on a physical count of all items of furniture,removable fixtures and Contract is amended during the Term,or if the County equipment on the aforesaid expiration date,and exercises its option right,the Contractor shall submit a then revised,if necessary,to include any inventory current Statement of Other Contracts. changes during the last three(3)months of the Term. 10. Miscellaneous Fiscal Terms and Conditions e. Protection of Property in Contractor's a. Limit of County's Obligations Custody The maximum amount to be paid by the County The Contractor shall maintain vigilance and take is set forth on the first page of the Contract. all reasonable precautions to protect the furniture, fixtures,equipment,material or supplies in its b. Duplicate Payment from Other Sources custody against damage or loss by fire,burglary, theft,disappearance,vandalism,or misuse.In the Payment by the County for the Services shall not event of burglary,theft,vandalism,or duplicate payment received by the Contractor disappearance of any item of furniture,fixtures, from any other source. equipment,material or supplies,the Contractor shall immediately notify the police and make a C. Funding Identification record thereof,including a record of the results of any investigation which may be made thereon. In The Contractor shall promptly submit to the the event of loss of or damage to any item of County upon request,a schedule for all programs furniture,fixtures,equipment,materials,or funded by the County,itemizing for each such supplies from any cause,the Contractor shall program the sums received,their source and the immediately send the County a detailed written total program budget. report thereon. d. Outside Funding for Non-County Funded f. Disposition of Property in Contractor's Activities Custody Notwithstanding the foregoing provisions of the Upon termination of the County's funding of any Contract,it is the intent of the County that the of the Services covered by the Contract,or at any terms and conditions of the Contract shall not other time that the County may direct,the limit the Contractor from applying for and Contractor shall make access available and render accepting outside grant awards or from providing all necessary assistance for physical removal by additional educational activities/services which the County or its designee of any or all furniture, may result in the Contractor incurring additional removable fixtures,equipment,materials or costs,as long as the following conditions are met: supplies in the Contractor's custody in which the County has a proprietary interest,in the same i.) The County is not the Fund Source for condition as such property was received by the the additional services; Contractor,reasonable wear and tear excepted. ii.) Sufficient funding is available for or Any disposition,settlements or adjustments can be generated by the Contractor to 24 of 30 pages ARTICLE V Rev.8-12-14;Law No. 15-DWI-005 Line ItenVOn nibus Grant cover the cost incurred by the expenditures made during the Term because of Contractor to provide these additional any act,omission or negligence on the part of the services;and Contractor,then the County may deduct and iii.) If sufficient funding is not available or withhold from any payment due to the Contractor an amount equal to the reimbursement denied by cannot be generated,the County shall the state or federal government agency,and the not be held liable for any the County's obligation to the Contractor shall be additional costs incurred byy the reduced by any such amounts. In such an event, Contractor in famishing such if there should be a balance due to the County additional services. after it has made a final payment to the iv.) Prior to scheduling any such additional Contractor under the Contract,on demand by the services on County-owned property, County,the Contractor shall reimburse the the Contractor shall obtain written County for the amount of the balance due the County approval. The Contractor shall, County,payable to the Suffolk County Treasurer. to the County's satisfaction,submit any The provisions of this subparagraph shall survive documentation requested by the the expiration or termination of the Contract. Department reflecting the change,and identify the additional services to be b. Budget provided and the source of funding that shall be utilized to cover the The Contractor expressly represents and agrees expenditures incurred by the Contractor that the Budget lists all revenue,expenditures, in undertaking the additional services. personnel,personnel costs and/or all other relevant costs necessary to provide the Services. e. Potential Revenue i. Payment of Claims The Contractor shall actively seek and take reasonable steps to secure all potential funding Upon receipt of a Suffolk County Payment from grants and contracts with other agencies for Voucher,the County,at its discretion,may pay programs funded by the County. the Contractor during the Term,in advance,an amount not to exceed one sixth(1/6)of the L Payments Contingent upon StatelFederal maximum amount to be paid by the County set Funding forth on the first page of the Contract. Payments under the Contract may be subject to ]• Payments Limited to Actual Net Expenditures and contingent upon continued funding by State and/or Federal agencies. In the event payments The Contractor agrees that if,for any reason are subject to such funding no payment shall be whatsoever,the Contractor shall spend during the made until the Contractor submits documentation Term for the purposes set forth in the Contract an in the manner and form as shall be required by amount less than,or receive amounts more than, State and/or Federal agency. If late submission provided in the Budget,the total cost of the of claims precludes the County from claiming Contract shall be reduced to the net amount of State or Federal reimbursement,such late claims actual Contractor expenditures made for such by the Contractor shall not be paid by the County purposes. The total amount to be paid by the subject to subparagraph g.below,if,for any County shall not exceed the lesser of(i)actual reason,the full amount of such funding is not net expenditures or(ii)the total cost of the made available to the County,the Contract may Contract on the cover page and in the Budget. be terminated in whole or in part,or the amount Upon termination or expiration of the Contract,if payable to the Contractor may be reduced at the the Contractor's total amount of allowable discretion of the County,provided that any such expenses is less than the total amount of the termination or reduction shall not apply to payments made during the Term,the Contractor allowable costs incurred by the Contractor prior shall prepare a check payable to the Suffolk to such termination or reduction,and provided County Treasurer for the difference between the that money has been appropriated for payment of two amounts and submit such payment to the such costs. County,along with the final Suffolk County Payment Voucher. g. Denial of Aid k Travel,Conference,and Meeting Attendance: If a State or Federal government agency is SOP A-07 Amendment 1 funding the Contract and fails to approve aid in reimbursement to the County for payments made Reimbursement to the Contractor for travel costs hereunder by the County to the Contractor for shall not exceed amounts allowed to County 25 of 30 pages ARTICLE V Rev.8-12-14; Law No. 15-DWI-005 Line Item/Omnibus Grant employees.All conferences that are partially or End of Text for Article V 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 compliance with Suffolk County Standard Operating Procedure A-07 which may be viewed online at the County's website, SuffolkCountyny.gov;go to"Government,"then "Comptroller,"then"Consultant's Agreements." 1. 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. HL Salary 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. n. Contractor Vacancies The County shall have the right of prior approval of the Contractor's filling of any vacant position as of the date of execution 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 incorporated 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. o. 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 the Contract and at law and equity. p. Comptroller's Rules and Regulations The Contractor shall comply with the "Comptroller's Rules and Regulations for Consultant's Agreements"as promulgated by the Department of Audit and Control of Suffolk County and any amendments thereto during the Term of the Contract. The"Comptroller's Rules and Regulations for Consultant's Agreements" and"SOP A-07 Amendment 1"may be viewed online at the County's website, SuffolkCountyny.gov;go to"Government,"then "Comptroller,"then"Consultant's Agreements." 26 of 30 pages ARTICLE V Rev. 8-12-14; Law No. 15-DWI-005 Line Item/Omnibus Grant Article VI Budget The monies provided under this Contract must be used by the Contractor to aid the suppression of DWI. The Contractor shall schedule and pay police officers employed by the Contractor to perform patrol duties on an overtime basis, that are exclusively related to identifying and arresting motorists engaged in DWI. These patrols should result in an increased number of arrests for DWI and a reduction of alcohol related crashes and fatalities The hours of enforcement shall include times and days which have historically reflected high incidences of DWI and crashes and fatalities caused by motorists engaged in DWI. Scheduling is limited to the dates listed. HALLOWEEN—October 31, -November 2, 2014 THANKSGIVING —November 26 -November 30, 2014 HOLIDAY SEASON—December 12, 2014—January 1, 2015 SUPER BOWL—January 31 —February 2, 2015 ST. PATRICK'S DAY—March 13 -March 18, 2015 MEMORIAL DAY-May 22-May 26, 2015 FOURTH OF JULY: July 3 -July 6, 2015 LABOR DAY(NATIONAL): August 21 - September 7, 2015 The Contractor will receive funding in the amount of$26,672.00. The Contractor shall expend said funding each year to cover the overtime earned by police officers employed by the Contractor while performing the Services set forth above, as follows: Overtime: $26,672.00 Fringe Benefits: $ 0.00 Total of Personnel Services: $26,672.00 Other Services 0.00 Total of All Services: $26,672.00 Any funding not so expended cannot be carried over and added to the amount of funding allocated for any subsequent years The Contractor will not be reimbursed for any costs not listed in the budget set forth above including but not limited to those costs related to fringe benefits, administration, staff support and related operational equipment. 27 of 30 pages ARTICLE VI Rev.8-12-14; Law No. 15-DWI-005 Line Item/Omnibus Grant EXHIBIT A 2014-2015 Grant Policies for High Visibility Road Checks/Saturation Patrols Crackdowns Project: 1. These details must be cooperative,multi-agency efforts. 2. All activities/expenses must be reported to the county STOP-DWI Coordinator within 30 days of the detail. (Forms will be provided) 3. You must do a press release or have a press conference about each detail for which you are funded. To receive reimbursement for the checkpoinVsaturation patrols you must provide the following to the Grant Administrator: 1. The STOP-DWI Coordinator must submit Enforcement Personnel Sheets (PS-1)for each department which participated in the crackdown. The PS-1 sheets must be completed by the enforcement agency and signed by a supervisor of the agency. 2. The STOP-DWI Coordinator must submit one expense total for each crackdown. Reimbursement under the grant will be payable to the County STOP-DWI Program 3. Each police agency will complete a detail activity sheet for each crackdown. The STOP-DWI Coordinator will then submit one summary sheet for the County to the GTSC. Suffolk County STOP-DWI Enforcement Crackdowns HALLOWEEN—October 31, -November 2,2014 THANKSGIVING —November 26-November 30,2014 HOLIDAY SEASON—December 12, 2014—January 1, 2015 SUPER BOWL—January 31 —February 2, 2015 ST. PATRICK'S DAY—March 13 -March 18, 2015 MEMORIAL DAY-May 22-May 26, 2015 FOURTH OF JULY: July 3 -July 6, 2015 LABOR DAY (NATIONAL): August 21 - September 7,2015 28 of 30 pages ARTICLE VI Rew PS-1(02/14) NYS GOVERNOR'S TRAFFIC SAFETY COMMITTEE ITEMIZED LISTING OF PERSONAL SERVICES DWI York ENFORCEMENT HOURS FOR DWI CRACKDOWN ENFORCEMENT GRANT ONLY FRINGE BENEFITS ARE NOT AN ALLOWABLE COST Grant Type: PTS HS1 Z Contact Name: Grant Number: I HS1-2015-NYS STOP-DWI Found-00169-(088) Phone Number: Municipality/Organization Name: Email Address: A B C D E F G H I TITLE OFFICER NAME DATE COST SHIFT HOURS NUMBER HOURLY SHIFT TOTAL If hours INCURRED (This column only needs OF RATE DIFF./ SALARY worked are to be completed if HOURS RAISE AMOUNT OVERTIME employee is listed twice *See°balOw (Column E x put an"x" on the same day. Example 4pm—8pm) for Column F) in this expiauatis�n column Total Salary *Shift Differential/Raise—1f an Officer is listed more than once and has different hourly rates fisted,please put an"x"in columnG next to the rate that includes the shift differential/ralse. I CERTIFY THAT THE ABOVE INFORMATION IS TRUE AND CORRECT AND THAT THE ABOVE EXPENDITURES ARE MADE IN ACCORDANCE WITH THE GRANT GUIDELINES AND ARE DIRECTLY RELATED TO THE GOALS AND OBJECTIVES OF THE GRANT LISTED ABOVE.I ALSO CERTIFY THAT THE APPROPRIATE SALARY REGISTERS,TIME AND ATTENDANCE RECORDS,AND IF APPLICABLE,TIME DISTRIBUTION SHEETS IN RELATION TO THE ABOVE MENTIONED GRANT ARE BEING KEPT AND ARE AVAILABLE FOR AN ON-SITE AUDIT AND/OR REVIEW BY THE GOVERNORS TRAFFIC SAFETY COMMITTEE,THE NATIONAL HIGHWAY TRAFFIC SAFETY ADMINISTRATION AND/OR BY THE OFFICE OF THE STATE COMPTROLLER. Project Director's Signature Print Name Today's Date This form must be submitted with a completed Claim for Payment form containing an original signature ****IF ADDITIONAL SHEETS ARE USED PLEASE MAKE SURE THAT EACH SHEET IS SIGNED AND DATED BY THE PROJECT DIRECTOR**** Crackdown Grant HS-2015 NYS STOP-DWI Found -00169-(088) Type of Detail: Date of Detail: Start time: End Time: Total Detail Hours: Participating Agencies: Check Point Location(s): DRE Assigned: Reporting Supervisor and Agency: Summary Sheet: SUFFOLK County W Q H O Z C7 Z LL D O p ZLU UJ N YZ LU Z W of U Q U O o°Cc N W H W W W Z Zj Z W Q Q m 0 > W W W Q Q Q Q Q } W_ O Y.W C W V a u Z W W DEPARTMENT Z C O C Z = W O D O O vaf vhf O > v~f > v"'i 0 D