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HomeMy WebLinkAboutTransportation Program (2) �avrra+ RESOLUTION 2014-722 ADOPTED DOC ID: 10066 THIS IS TO CERTIFY THAT THE FOLLOWING RESOLUTION NO. 2014-722 WAS ADOPTED AT THE REGULAR MEETING OF THE SOUTHOLD TOWN BOARD ON AUGUST 26, 2014: RESOLVED that the Town Board of the Town of Southold hereby authorizes and directs Supervisor Scott A. Russell to execute the Agreement between the Town of Southold and the Suffolk County Office for the Aging for the Town to receive funding under the AAA Transportation Program, IFMS No. 0000000 No. 001-6806-4980-95294, not to exceed $8,016.00 for the period April 1, 2014 through March 31, 2015 (with one extension at the County's option to September 30, 2015), subject to the approval of the Town Attorney. 0��C2.04 0 4;va, Elizabeth A. Neville Southold Town Cleric RESULT: ADOPTED [UNANIMOUS] MOVER: James Dinizio Jr, Councilman SECONDER:William P. Ruland, Councilman AYES: Ghosio, Dinizio Jr, Ruland, Doherty, Evans, Russell t Law No. 15-AG -- 0R11G1iVi"-- IFMS No. 0000000 w5Q3 Rev. 8/11/14 001-6806-4980-95294 Line Item/Omnibus Grant-AAA Transportation Contract This Contract("the Contract") is between the County of Suffolk("the County"), a municipal corporation of the State of New York, acting through its duly constituted Office for the Aging ("the Department"), located at 100 Veterans Memorial Highway, P.O. Box 6100, Hauppauge, New York 11788-0099; and Town of Southold ("Contractor"), a New York municipal corporation, having an address at 53095 Main Road, P.O. Box 1179, Southold, New York 11971. The Contractor has been designated to receive funds from the County for a AAA Transportation Program ("the Services") as set forth in Article I, entitled "Description of Services." Term of the Contract: April 1,2014 through March 31,2015;with an option,to be exercised at the County's discretion,to September 30,2015 on the same terms and conditions herein. Service Levels: 1,500 Units of Transportation Service 130 Elderly Served Total Cost of the Contract: Shall not exceed$8,016.00, to be paid as set forth in Articles V and VI, attached. Terms and Conditions: Shall be as set forth in Articles I through Vl,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 County of ffolk By: ABy: e Sco A. Russe 1 Dennis M. Cohen Supervisor Chief Deputy County Executive Fed. Taxpayer ID#: 11-6001939 Date 10/8/aoiY Date a�r y Approved: — � CIO A . /% Department /��� <2r E_. l hereby certifies under penalties of perjury that I am an officer of By: -,_c, c.l' '�-Xc ky Holly )Rhodes-Teague that I have read and I am familiar with §A5-7 of Director, Office fo the Aging Article VV of the SuffolkCountyCode,andy/that may/ Date _ q I 1 meet's all requirem to qualify for exemption 1 thereunder. Recom ed: / Name ate By: Michelle Belsky i Approved as to Form: Food Se c Sup rvi or Dennis M. Brown Date Suffolk County Vtornr By: Mary"El o Ass o ty Attorney 0027771 Date Page 1 of 35 Rev. 12/17/13 AAA Transport Sohld 14-15 Law No. 15—AG IFMS No. 0000000 Rev. 8/11/14 001-6806-4980-95294 Line Item/Omnibus Grant—AAA Transportation List of Articles Page# ArticleI .............................................................................................................................................................................5 Descriptionof Services..........................................................................................................................................................5 1. Conflicting Provisions .......................................................................................................................... 5 ArticleIA ...........................................................................................................................................................................13 GrievanceProcedures.........................................................................................................................................................13 ArticleII ...........................................................................................................................................................................15 Definitions ...........................................................................................................................................................................15 1. Meanings of Terms............................................................................................................................. 15 2. Elements of Interpretation................................................................................................................... 16 ArticleIII ...........................................................................................................................................................................17 GeneralTerms and Conditions..........................................................................................................................................17 1. Contractor Responsibilities................................................................................................................. 17 a. Duties and Obligations.................................................................................................................. 17 b. Qualifications, Licenses, and Professional Standards................................................................... 17 c. Notifications.................................................................................................................................. 17 d. Documentation of Professional Standards.................................................................................... 17 e. Credentialing................................................................................................................................. 17 f. Engineering Certificate................................................................................................................. 19 2. Termination......................................................................................................................................... 19 a. Thirty Days Termination............................................................................................................... 19 b. Event of Default; Termination on Notice ..................................................................................... 19 c. Termination Notice....................................................................................................................... 19 d. Duties upon Termination.............................................................................................................. 19 3. Indemnification and Defense.............................................................................................................. 19 4. Insurance............................................................................................................................................. 19 5. Independent Contractor....................................................................................................................... 20 6. Severability......................................................................................................................................... 20 7. Merger; No Oral Changes................................................................................................................... 21 8. Set-Off Rights..................................................................................................................................... 21 9. Non-Discrimination in Services.......................................................................................................... 21 10.Nonsectarian/Nonpartisan Declaration............................................................................................... 21 11. Governing Law ................................................................................................................................... 21 12.No Waiver........................................................................................................................................... 21 13. Conflicts of Interest............................................................................................................................. 21 14. Cooperation on Claims ....................................................................................................................... 22 15. Confidentiality.................................................................................................................................... 22 16. Assignment and Subcontracting.......................................................................................................... 22 17. Changes to Contractor......................................................................................................................... 22 18. No Intended Third Parry Beneficiaries................................................................................................ 23 19. Certification as to Relationships......................................................................................................... 23 20. Publications......................................................................................................................................... 23 21. Copyrights and Patents........................................................................................................................ 23 Page 2 of 35 Rev. 12/17/13 AAA Transport Sohld 14-15 Law No. 15—AG IFMS No. 0000000 Rev. 8/11/14 001-6806-4980-95294 Line Item/Omnibus Grant—AAA Transportation a. Copyrights..................................................................................................................................... 23 b. Patents........................................................................................................................................... 23 22. Arrears to County................................................................................................................................ 23 23. Lawful Hiring of Employees Law in Connection with Contracts for Construction or Future Construction........................................................................................................................................ 23 24. Certification Regarding Lobbying ...................................................................................................... 24 25. Record Retention ................................................................................................................................ 24 26.Notice.................................................................................................................................................. 24 ArticleIV ...........................................................................................................................................................................25 SuffolkCounty Legislative Requirements.........................................................................................................................25 1. Contractor's/Vendor's Public Disclosure Statement.......................................................................... 25 2. Living Wage Law................................................................................................................................ 25 3. Use of County Resources to Interfere with Collective Bargaining Activities .................................... 25 4. Lawful Hiring of Employees Law....................................................................................................... 25 5. Gratuities............................................................................................................................................. 26 6. Prohibition Against Contracting with Corporations that Reincorporate Overseas............................. 26 7. Child Sexual Abuse Reporting Policy................................................................................................ 26 8. Non Responsible Bidder..................................................................................................................... 27 9. Use of Funds in Prosecution of Civil Actions Prohibited................................................................... 27 10. Youth Sports ....................................................................................................................................... 27 11. Work Experience Participation........................................................................................................... 27 12. Safeguarding Personal Information of Minors.................................................................................... 27 13. Suffolk County Local Laws Website Address.................................................................................... 27 ArticleV ...........................................................................................................................................................................28 GeneralFiscal Terms and Conditions...............................................................................................................................28 1. General Payment Terms...................................................................................................................... 28 a. Presentation of Suffolk County Payment Voucher....................................................................... 28 b. Voucher Documentation............................................................................................................... 28 c. Payment by County....................................................................................................................... 28 d. Budget Modification..................................................................................................................... 28 e. Budget and/or Services Revisions.................................................................................................28 f. Taxes............................................................................................................................................. 29 g. Final Voucher................................................................................................................................29 2. Subject to Appropriation of Funds......................................................................................................29 3. Personnel Salaries, Pension and Employee Benefit Plans, Rules and Procedures.............................. 29 4. Accounting Procedures....................................................................................................................... 29 5. Audit of Financial Statements............................................................................................................. 30 6. Financial Statements and Audit Requirements................................................................................... 30 7. Furniture, Fixtures, Equipment, Materials, Supplies.......................................................................... 31 a. Purchases, Rentals or Leases Requiring Prior Approval .............................................................. 31 b. Purchase Practices/Proprietary Practices/ProprietaryInterest of County 31 c. County's Right to Take Title and Possession............................................................................... 31 d. Inventory Records, Controls and Reports..................................................................................... 32 e. Protection of Property in Contractor's Custody ................ 32 f. Disposition of Property in Contractor's Custody 32 Page 3 of 35 Rev. 12/17/13 AAA Transport Sohld 14-15 Law tNo. 15—AG IFMS No. 0000000 Rev. 8/11/14 001-6806-4980-95294 Line Item/Omnibus Grant—AAA Transportation 8. Lease or Rental Agreements ............................................................................................................... 32 9. Statement of Other Contracts.............................................................................................................. 32 10. Miscellaneous Fiscal Terms and Conditions ...................................................................................... 32 a. Limit of County's Obligations...................................................................................................... 32 b. Duplicate Payment from Other Sources........................................................................................ 32 c. Funding Identification................................................................................................................... 32 d. Outside Funding for Non-County Funded Activities.................................................................... 32 e. Potential Revenue ......................................................................................................................... 33 f. Payments Contingent upon State/Federal Funding....................................................................... 33 g. Denial of Aid................................................................................................................................. 33 h. Budget........................................................................................................................................... 33 i. Payment of Claims........................................................................................................................ 33 j. Payments Limited to Actual Net Expenditures............................................................................. 33 k. Travel, Conference, and Meeting Attendance: SOP A-07 Amendment 1 .................................... 34 1. Salaries.......................................................................................................................................... 34 m. Salary Increases............................................................................................................................. 34 n. Contractor Vacancies.................................................................................................................... 34 o. No Limitation On Rights .............................................................................................................. 34 p. Comptroller's Rules and Regulations........................................................................................... 34 ArticleVI ...........................................................................................................................................................................35 Budget Page 4 of 35 Rev. 12/17/13 AAA Transport Soh1d 14-15 Law,No. 15—AG IFMS No. 0000000 Rev. 8/11/14 001-6806-4980-95294 Line Item/Omnibus Grant—AAA Transportation Article I Description of Services Town of Southold AAA Transportation Program Whereas,the Contractor has been identified in the 2014 Suffolk County Adopted Budget under the funding as listed on page one of the Contract to perform the Services for the Department; and Whereas,the AAA Transportation Program expands essential transportation activities for the elderly by providing assistance in meeting the transportation operating expenses related to serving the elderly, as part of the required supportive services of the IIIC Nutrition Program and/or the Wellness in Nutrition Program or other such programs for the elderly that provide transportation services. Whereas,the enhancement of the provision of transportation services is considered to be in the best interest of the County and the elderly residents of Suffolk County for the best possible outcomes. 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. Goals of the Program The Contractor shall provide the following transportation services: The Contractor may provide transportation other than to and from the nutrition sites on an as needed basis. This may include,but is not limited to,transportation to medical appointments, shopping, activities for socialization and other such activities scheduled as part of the Contractor's regular transportation program activities or by appointment. All transportation services shall be furnished using licensed drivers and insured and inspected vans and automobiles. 3. General Program Terms and Conditions In general,but without limitation, the Contractor shall be required to meet the criteria listed below: a. Have, and maintain throughout the term of this Contract, an existing agreement to provide a service or services for the elderly in Suffolk County. b. Have an owned or contract vehicle available for the Services, either through purchase agreement or lease agreement. 4. Administration a. Overall administration of this program will be the responsibility of the Contractor. The Contractor will insure proper implementation and direction of the service, act as liaison between the Department and the actual service and insure accuracy and timeliness of submission of all reporting forms and expenditures. 5 of 35 pages ARTICLE I Law,No. 15—AG IFMS No. 0000000 Rev. 8/11/14 001-6806-4980-95294 Line Item/Omnibus Grant—AAA Transportation b. Program staff shall attend meetings and training as requested by the Department. 5. Contractor's Staff a. The Contractor agrees to employ adequate numbers of qualified staff and supervisory personnel to meet all the specifications and responsibilities of the program in an orderly, punctual and reliable manner and to assure the health, safety, and welfare of participants. A full-time manager/supervisor will direct and coordinate the daily operations. All meetings and trainings required by the County are to be attended by the appropriate staff. The Contractor will have on file with the Department the procedures to be followed by workers and other staff in case of emergency. b. The County shall have the right to prior approval of the filling of any AAA Transportation Coordinator and shall be advised by the Contractor of the duties and compensation of all personnel assigned to the AAA Transportation Program. C. The provisions of this paragraph 5 are in addition to the provisions of Article V,paragraph 10, subparagraph n. 6. Coordination The Contractor must coordinate the delivery of services with other providers and organizations to provide the most suitable outcomes and minimize possible duplication of effort. In order to accomplish this, the Contractor will undertake activities such as, but not limited to, participation in inter-agency meetings, coordination of referrals and follow-ups with other local service providers, entering into agreements with other organizations for joint efforts and/or funding, centralized assessment and maintaining up-to-date resource materials both within and outside the Contractor's organization. 7. Targeting and Outreach a. Targeting activities must be designed to identify individuals in the target populations who need services and to increase service delivery to the target population by linking targeted populations to, or providing them with, appropriate service. Consistent with the OAA and NYS applicable regulations, including the following laws: the Older Americans Act(OAA), Title III of the Code of Federal Regulations, 45 CFR 1321; the NYS Elder Law and relevant NYS regulations (Title 9, Subtitle Y of the New York State Code of Rules and Regulations); the Contractor's targeting goal is to substantially increase the numbers of older adults from targeted population groups (minority, low-income, frail, vulnerable). b. The Contractor must give preference to providing services to older individuals with the greatest economic or social needs with particular attention to specifically identified targeted groups, (OAA §305 (a)(2)(E)). The term "greatest economic need" is defined as the need resulting from an income at or below the poverty levels as established annually by the U.S. Office of Management and Budget. The term "greatest social need" refers to the need caused by non- economic factors which include physical and mental disabilities, language barriers and cultural, social or geographical isolation including isolation caused by racial or ethnic status that restricts an individual's ability to perform normal daily tasks or threatens the capacity of the individual to live independently(OAA §102 (23 and 24)). 6 of 35 pages ARTICLE I Law tNo. 15—AG IFMS No. 0000000 Rev. 8/11/14 001-6806-4980-95294 Line Item/Omnibus Grant—AAA Transportation C. The following four target groups have been identified as having the greatest economic and social needs: minority, low income, frail and vulnerable. i. Minority -persons of Black, Hispanic, Asian,Native American (American Indian), Alaska Native, Native Hawaiian or Other Pacific Islander origins. Persons whose origins are of Two (2) or More Races or who are identified as being in a racial category different from those above (other than white) may be included (see the Other Race or Two (2) or More Races categories, defined below). a) Black- refers to a person who has origins in any of the Black racial groups of Africa. This includes, for example, persons who self-report as Black, African American, Kenyan,Nigerian, Haitian or other applicable identification. b) Hispanic (or Latino) - refers to a person of Cuban, Mexican, Puerto Rican, South or Central American, or other Spanish culture or origin regardless of race. Hispanic origin can be viewed as the heritage, nationality group, lineage, or country of birth of the person or the person's parents or ancestors before their arrival in the United States. People who identify their origin as Hispanic, Latino, or Spanish may be any race. C) Asian- refers to a person having origins in any of the original peoples of the Far East, Southeast Asia, or the Indian subcontinent, including, but not limited to, Cambodia, China, India, Japan, Korea, Malaysia, Pakistan, the Philippine Islands, Thailand, and Vietnam. d) American Indian or Alaska Native -refers to a person having origins in any of the original peoples of North and South America(including Central America) and who maintains tribal affiliation or community attachment. This category includes people who indicated their race(s) as "American Indian or Alaska Native" or reported their enrolled or principal tribe, such as Navajo, Blackfeet, Inupiat, Yup'ik, and/or Central American or South American Indian groups. e) Native Hawaiian or Other Pacific Islander- refers to a person having origins in any of the original peoples of Hawaii, Guam, Samoa, or other Pacific Islands. f) Other Race or Two (2) or More Races -this category includes persons who self- identify as multiracial, mixed, interracial, or a racial category other than white, not included in the descriptions above. ii. Low—Income - Persons with incomes at or below 150%of the poverty level. iii. Frail—Persons with one or more functional deficits in the following areas: a) Physical functions; b) Mental functions; C) Activities of daily living (eating, bed/chair transfer, dressing, bathing, toiletry and continence); and/or, d) Instrumental activities of daily living (meal preparation, housekeeping, shopping, medications, telephone, travel, and money management). 7 of 35 pages ARTICLE I Law tNo. 15—AG IFMS No. 0000000 Rev. 8/11/14 001-6806-4980-95294 Line Item/Omnibus Grant—AAA Transportation Disabled—Any person who has a physical or mental impairment which substantially limits one or more major life activities, has a record of such impairment, or is regarded as having such an impairment. This includes alcoholism and drug addiction. iv. Vulnerable—Persons with a deficit of social resources, those who are isolated socially, linguistically or geographically, and/or those affected by other environmental conditions including the following: a) Language barriers; Limited English Proficiency- Individuals who do not speak English as their primary language and who have a limited ability to read, write, speak, or understand English may be limited English proficient, and may be eligible to receive language assistance with respect to a particular type of service, benefit, or encounter; b) Rural residence; C) Persons with disabilities; d) Institutionalized or at risk of institutionalization; e) Lesbian, gay, bisexual, transgender(LGBT) older adults; f) Low literacy; g) Older adult caregivers of children with developmental disabilities, mental illness, or other disabilities requiring a caretaker(e.g., traumatic brain injury); h) Homebound; and, i) Alzheimer's or other Dementia. d. In order to comply with Targeting requirements, the Contractor must employ Outreach Strategies which may include, but are not limited to, locating target populations using Census or other resource data, translated printed materials, location of services in catchment areas for targeted populations, publicity to community-based groups, and minority staff/volunteers. 8. Equal Access a. The Contractor shall comply with requirements for equal access including language accessibility, nondiscrimination and concentration of services on target populations. b. The Contractor shall provide maximum accessibility to those older adults in greatest economic or social need, and new sites shall be free from architectural barriers that limit participation of disabled older individuals (NYS regulations, Title 9, Subtitle Y, §6652.2 (1)). Accessibility requirements include provision of services and assistive devices (including assistive technology services and devices) designed to meet the unique needs of older individuals who are disabled, and of older individuals who provide uncompensated care to their adult children with disabilities. Providers must ensure that communications with individuals with disabilities are as effective as communications with others (ADA, 28 CFR 35.160-35.164). For example, auxiliary aids and services may include: • For individuals who are deaf or hard of hearing: qualified interpreters, notetakers, computer-aided transcription services, written materials, telephone handset amplifiers, assistive listening systems,telephones compatible with hearing aids, closed caption 8 of 35 pages ARTICLE I Law,No. 15—AG IFMS No. 0000000 Rev. 8/11/14 001-6806-4980-95294 Line Item/Omnibus Grant—AAA Transportation decoders, open and closed captioning, telecommunications devices for deaf persons (TDDs), videotext displays, and exchange of written notes. • For individuals with vision impairments: qualified readers, taped texts, audio recordings, Brailled materials, large print materials, and assistance in locating items. • For individuals with speech impairments: TDDs, computer terminals, speech synthesizers, and communication boards. C. Additionally, consistent with the Civil Rights Act of 1964, Title VI, the Title VI regulations, federal Executive Order 13166, and the NYS Human Rights Law, all subcontractors are required by law to take reasonable steps to provide meaningful access to limited English proficient persons. All aging services providers are obligated to provide reasonable, timely, and appropriate language assistance to the limited English proficiency(LEP) populations each serves. Mandated Action: The Contractor shall,at a minimum, maintain a telephonic interpretation service contract or similar community arrangement with a language interpretation services provider of their choice no later than ninety(90)days after the effective date of this contract. The Contractor's staff for this program with public contact must be aware of, and trained in the timely and appropriate use of, these language services. The Contractor shall also ensure that LEP persons are informed of the availability of language assistance, free of charge, by providing written notice in languages LEP persons will understand at service locations. 9. Reporting Requirements a. Monthly Reports Monthly reports must be submitted to the Department on a form prescribed by the Department. Monthly reports are due to the Department by the eighth(8th) day of the month following the month being reported. These reports shall contain, at a minimum, the following categories of information: i. Units of service: one unit is equal to each one-way trip per person. ii. The number of individuals who have received transportation by the Contractor under this Transportation Program Contract. iii. A monthly activity schedule showing the specific transportation services the Contractor will make available to the congregate participants that require transportation. iv. Mileage recordings. b. Electronic Reporting i. The Contractor shall maintain electronic records on all program participants using the most currently approved form provided by the Department and compliant with State and Federal reporting requirements. Data for all participants must be updated monthly. ii. In order to comply with electronic reporting requirements,the Contractor must have adequate computer equipment and software available to support the approved form. iii. Transportation units and unduplicated number of persons served must be entered electronically in SAMS 2000 or in subsequent County approved computer systems. All participant data must be entered completely by the twelfth(12th) of each month for the previous month's data. 9 of 35 pages ARTICLE I Law,No. 15—AG IFMS No. 0000000 ' Rev. 8/11/14 001-6806-4980-95294 Line Item/Omnibus Grant—AAA Transportation 10. Incident Reporting The Contractor will report at least verbally to the Department, within twenty-four (24) hours any incidents involving all instances of claims,costs,damages,and injuries to persons or property of whatsoever kind arising out of services provided under this Contract. A written follow-up of such incidents shall be sent to the Department within five (5) days of the occurrence. The Contractor further agrees to send the Department copies of all"notices of claim"relating to the program covered in this Contract. 11. Confidentiality a. The Contractor agrees that no personal information obtained from an individual in conjunction with this program shall be disclosed in a form in which it is identified with the individual without such individual's written consent to such disclosure,except to the Department. b. In the case of a request by the Department for names and addresses of individuals participating in the program, the Contractor shall furnish such information as requested. Failure to comply with a request by the Department for such information shall be deemed a material breach of this Contract and shall result in a freeze on all monies due and owing to the Contractor until compliance by the Contractor. 12. Promotions and Advertisements a. Any references to transportation services provided under this Contract must include due recognition to New York State Office for the Aging. The Contractor must include the express acknowledgement as follows: "This service has been provided with financial assistance, in whole or in part through a grant from the New York State Office for the Aging." b. The provisions of this paragraph shall prevail over any conflicting provisions of Article III, paragraph 20. 13. Contributions To inform each recipient of the service of the opportunity to make a completely voluntary and anonymous contribution toward the cost of the service. Service may not be denied, however, if a person is unable or unwilling to make a contribution. The Contractor must maintain an audit trail of all incoming contributions and make monthly reports of any contributions received. Monthly contributions will be deducted from monthly expenditures to arrive at net reimbursement. All contributions must be used to enhance services. All printed materials used for the program must include the sources of funding for the program and must include the following information: Contributions to this (these) service(s) are completely voluntary and anonymous. Services will not be denied because of inability or unwillingness to contribute. Any contribution you wish to make will be used to expand the program and will be greatly appreciated. 14. Participant Comments & Satisfaction Surveys Pursuant to the NYS Office for the Aging Regulations Section 6654.8, the Contractor shall develop and implement procedures to obtain the views of program participants about the services they receive. Copies of records of such views shall be maintained for at least five (5) program years and shall be available to the Department for inspection upon request. Such method shall respect the client's right to confidentiality. In any event, at the conclusion of the service, but not less often than annually, the 10 of 35 pages ARTICLE I Law�No. 15—AG IFMS No. 0000000 Rev. 8/11/14 001-6806-4980-95294 Line Item/Omnibus Grant—AAA Transportation Contractor shall send each recipient an evaluation letter and survey in the form approved by the Department, informing him/her of the sources of funding for the program and including the following information: Contributions are welcomed and are used to expand this service. 15. Monitoring a. Program The Contractor agrees to permit the Department's staff and staff of the New York State Office for the Aging to review programmatic records at any time. b. Fiscal As required,the Department's fiscal staff may examine or review evidence regarding the existence, time and classification of financial transactions,which are charged to the program for reimbursement. To obtain this evidence,the fiscal staff will examine documentary evidence including financial verification by actually observing or counting certain assets (e.g. case,food inventory, equipment and supplies)to establish their physical existence. 16. Grievance Procedures In accordance with §306 (a) (6) (P) of the Older Americans Act, as amended(OAA), the Department has established a process for resolving complaints from older persons who are dissatisfied with or denied services funded under Title III of the Act. The Contractor shall comply with the requirements of the Grievance Procedures as set forth in Article IA. 11 of 35 pages ARTICLE I Law No. 15—AG IFMS No. 0000000 Rev. 8/11/14 001-6806-4980-95294 Line Item/Omnibus Grant—AAA Transportation Contractor's Proposal & Response for Equal Access & Targeting AAA Transportation End of Article I 12 of 35 pages ARTICLE I Town of Southold AAA Transportation Services Narrative April]. 2014 March 31, 2015 Southold Town Senior Services currently provides both regular route and demand responsive transportation services to senior residents of Southold Town. Given the rural nature of our area coupled with the lack of other reliable, efficient and affordable transportation alternatives, seniors are often isolated and unable to access services vital to their continued independence, health and well being. Southold Town Senior Services is proposing to continue our current program for demand responsive transportation services for both medical escort assistance and other essential services. For the 4/1/13-3/31/14 program year Southold Town Senior Services has provided 1,580 one way passenger trips for essential medical and non- medical transportation for senior consumers. We provide medical transportation throughout Suffolk County and do not restrict travel within town boundaries. Given these factors, our current transportation services are maximized. At present, appointments are scheduled months in advance and seniors new to the program often cannot access our services readily as availability is limited to a first come first serve basis. We have also experienced an increased demand for transportation to oncology, radiation and physical therapy appointments which are usually concentrated over a long period of time. This funding will allow us to supplement our existing program by allocating additional hours of service to enhance availability and reduce the advance scheduling requirements that often limits access to many seniors who need more immediate and/or long term assistance. For the 2013/2014 program year, we exceeded our projected goal of 1,400 one way passenger trips by 180 units or 13%. Our unduplicated service delivery goal was 140 seniors-and-we-wure-beluw-proj�ions.�Lgo� 14/2015 our projected goal is '1;500 one wayassenger trips to 130 and licated seniors Priority will be given to low income and low income/minority seniors. ransportation funding will be applied to cover a designated portion of our overall service. The Town Director of Human Services will oversee implementation of the program and program staff will directly supervise transportation staff. Submitted By: Karen McLaughlin Town Director of Human Services Southold Town AAA Transportation Program Proposal April 1, 2014- March 31, 2015 Equal Access to Services and Targeting Plan: In following the guidelines set forth under the Older Americans Act, Southold Town Senior Services is committed to our goal of providing support services to our elderly residents. According to the 2010 U.S. Census, 32.23%of the residents in Southold Town are 60 years of age and older; 3.47% are minorities. For April 2013 to date, we served 3.5%minority elderly in our AAA Transportation Assistance Program. Targeting the low-income minority elderly living in Southold Town, particularly in the Village of Greenport remains a high priority. We have continued to increase our visibility and expanded access to our services. Community Action for Southold Town(CAST) Director, Sarah Benjamin, has been active in reaching out to our staff on referrals involving individuals 60 years of age and older. CAST is currently rotating monthly through our community services room at the Center and is actively working with us to improve service to vulnerable seniors. Since CAST serves a large minority component, they are a key partner in our targeting plan. In 2014, through her established presence at our Center,Ms. Benjamin has been able to assist us in our efforts to develop a cooperative program in which minority seniors linked to CAST services. Our agencies have recently partnered on a grant to increase access to local fresh produce for seniors. The program will provide seniors with prepaid coupons to buy fresh produce at local farm stands .Our transportation assistance program staff will coordinate with CAST to arrange transport. CAST will be provided additional outreach to minority elders in the Greenport community for the produce program and will provide the essential linkage to our transportation services. Priority will begiven to frail, low income,nutritionally at risk and/or minority elderly. Senior Center Manager, Jacqueline Martinez will be assisting the Director in developing and expanding outreach activities with CAST and within the Town of Southold as she is fluent in Spanish. As a contractor with SCOFA, we will fully comply with the requirements of both the Equal Access to Services and Targeting Policy (12-PI 08) and the Telephonic Interpretation Policy(12-IM-03)to achieve our goal of increasing access to the most vulnerable elderly, particularly those with limited English proficiency. We have provided information on the Town's website and have posted service availability at the entrance of our facility ensuring that all LEP persons are informed of the availability of language assistance free of charge. We will also maintain a telephonic interpretation service (Currently in contract with Propio Language Services for telephonic interpretation and document translation services/Suffolk County Contract#OTPITS-041412). All staff have been instructed in the timely and appropriate use of this service. In addition, we have been provided access to the Southold Town Justice Court's comprehensive list of court interpreters that they keep on file pursuant to section 387 of the Judiciary Law. We will inform CAST of our free language assistance so they can include it in their outreach plan as well. Law'No. 15—AG IFMS No. 0000000 Rev. 8/11/14 001-6806-4980-95294 Line Item/Omnibus Grant—AAA Transportation Article IA ii. The grievance should be filed Grievance Procedures within thirty(30)days of denial, reduction or termination of 1. Purpose services, or of the event or circumstances with which the In accordance with §306 (a) (6)(P)of the Older Americans Act,as amended(OAA), the Suffolk participant is dissatisfied. Aging's Program Administrator County Office for the Aging has established a may grant an extension for good process for resolving complaints from older cause shown. persons who are dissatisfied with or denied services funded under Title III of the Act. iii. The grievance should be filed on the form approved by Aging, 2. Notifying Participants of the Right to File a which shall include a written Grievance statement setting forth in detail a. The Contractor shall inform all the date,time and circumstances participants in the program of the right to that are the basis of the file a grievance. A summary of the complaint. procedures, including a statement that assistance to file shall be provided to b. Investigation and Response to older persons,must be prominently Grievance: posted at service delivery sites or offices i. The designated reviewer who at which participants and service performs the initial review shall applicants apply for services. investigate the grievance, Summaries must be in a format approved including, as appropriate, by Aging and shall also be written in meeting with the grievant and languages other than English where other persons involved in the required to serve the client/applicant action(s)complained of or in the population. Service participants shall be denial of services. informed of the grievance procedures through written and verbal statements ii. The reviewer shall review all provided to them upon assessment pertinent facts and/or and/or reassessment for services. documents, and shall determine whether the agency action was b. A participant or applicant who is denied made in accordance with lawful Title III services by the Contractor and procedures (that is,consistent the Aging program monitor must be with applicable OAA and or given the reasons for the denial. The State laws,regulations and denial shall be confirmed in writing and policies)and supported by the the applicant informed of the right to file facts. a grievance and to whom the grievance shall be addressed. For services which iii. The designated reviewer shall are applied for by telephone or verbally, prepare and send a written in person, the client may be told of the response to the grievant and to right to file a grievance verbally. Aging's Director within fifteen 3. Grievance Process (15)days after the grievance is filed. The response shall set a. Filing of grievances must follow the forth the circumstances relating following process: to the grievance,the action i. Participants must submit their requested by the grievant,the grievances in writing to Aging's findings of the reviewer, a Program Administrator. proposed remedial action, if any, 13 of 35 pages ARTICLE II Law�No. 15—AG IFMS No. 0000000 Rev. 8/11/14 001-6806-4980-95294 Line Item/Omnibus Grant—AAA Transportation and reason(s)for and facts relied on in the determination. a. Appeal of Initial Response/Decision: L The grievant may initiate a request for subsequent review by Aging's Director within twenty (20)calendar days following receipt of notification by the Program Administrator of the decision. ii. Aging's Director shall request copies of the initial file on the complaint in question. Aging's Director will review the materials to ensure that pertinent policies and procedures have been applied and followed. If appropriate,Aging's Director or his/her designee will meet with the older person to allow the grievant an opportunity to present information about the grievance. If the policies and procedures have been adhered to, Aging's Director will not overturn the decision of the Program Administrator. If proper policies and procedures have not been applied, Aging reserves the right to overturn the decision. The subsequent review shall be End of Article IA 14 of 35 pages ARTICLE II Law No. 15—AG IFMS No. 0000000 Rev. 8/11/14 001-6806-4980-95294 Line Item/Omnibus Grant—AAA Transportation required by the Contract with an insurer that has designated the New York Superintendent of Article II Insurance as its lawful agent for service of Definitions process;or I. Meanings of Terms d. the Contractor's failure to comply with any Federal,State or local law,rule,or regulation, As used herein: and County policies or directives;or "Audit of Financial Statements"means the examination by e. the Contractor's bankruptcy or insolvency;or the Comptroller and any Federal or State auditing authority of the financial statements of the Contractor resulting in the f. the Contractor's failure to cooperate in an Audit publication of an independent opinion on whether or not those of Financial Statements;or financial statements are relevant,accurate,complete,and fairly presented. g. the Contractor's falsification of records or reports,misuse of funds,or malfeasance or "Budget"means the Contractor's summary or plan of all nonfeasance in financial record keeping arising intended revenue,whether received in the form of fees,grants, out of,or in connection with,any contract with County funding,or any other source,and expenditures necessary to the County;or render the Services. h. the Contractor's failure to submit,or failure to "Budget Deficiency Plan"means an analysis of the cost of the timely submit,documentation to obtain Federal Services,changes in fiscal conditions,and required modifications to or State funds;or the Contract to continue to render the Services. i. the inability of the County or the Contractor to "Comptroller"means the Comptroller of the County of Suffolk. obtain Federal or State funds due to any act or omission of the Contractor;or "Contract"means all terms and conditions of this Contract forming all rights and obligations of the Contractor and the County. j• any condition that the County determines,in its sole discretion,is dangerous. "Contractor"means the signatory corporation,its officers,officials, e "Federal"means the United States government, its departments,and employees,agents,servants,sub-contractors,and any successor or assign of any one or more of the foregoing performing the Services. agencies. "County"means the County of Suffolk,its departments,and "Fringe Benefits"means non-wage benefits which accompany,or agencies. are in addition to,a person's salary,such as paid insurance,sick leave,profit-sharing plans,paid holidays,and vacations. "County Attorney"means the County Attorney of the County of Suffolk. "Fund Source"means any direct or indirect sum payable to the Contractor by the County pursuant to any lawful obligation. "Department"means the signatory department approving the "Legislature"means the Legislature of the County of Suffolk. Contract. "Engineering Services"means the definition of the practice of "Management Letter"means a letter certified as true by the engineering and the definition of practice of land surveying,as the Contractor's certified public accountant or chief financial officer of case may be,under Section 7201 and Section 7203 of the State findings and recommendations for improvements in internal fiscal Education Law,respectively. control that were identified during an Audit of Financial Statements, but which were not required to be included in an audit report. "Event of Default"means "Municipal Corporation"means a town,village,or school district. a. the Contractor's failure to perform any duty required of it under paragraphs 1(b)-(e)of "Services"means all that which the Contractor must do,and any part Article III of the Contract;or thereof arising out of,or in connection with,the Contract as described in Article I"Description of Services." b. the Contractor's failure to maintain the amount and types of insurance with an authorized insurer "State"means the State of New York. as required by the Contract;or "Statement of Other Contracts"means a complete list of all other C. the Contractor's failure to maintain insurance contracts under which money has been or will be paid to the Contractor from the County,Federal,or State governments,or a 15 of 35 pages ARTICLE II Law No. 15—AG IFMS No. 0000000 Rev. 8/11/14 001-6806-4980-95294 Line Item/Omnibus Grant—AAA Transportation Municipal Corporation,and(i)which are currently in effect or(ii) which have expired within the past twelve(12)months and have not been renewed. "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 16 of 35 pages ARTICLE II Law`No. 15—AG IFMS No. 0000000 Rev. 8/11/14 001-6806-4980-95294 Line Item/Omnibus Grant—AAA Transportation Article III notification be later than five(5)days General Terms and Conditions after a license holder has lost the license required to qualify the license 1. Contractor Responsibilities holder or the Contractor to perform the Services. a. Duties and Obligations iii.) In the event that the Contractor is not i.) It shall be the duty of the Contractor to able to perform the Services due to a discharge,or cause to be discharged,all loss of license,the Contractor shall not of its responsibilities,and to administer be reimbursed for the Services rendered funds received in the interest of the after the effective date of termination of County in accordance with the such license. Without limiting the provisions of the Contract. generality of the foregoing,if any part of the Contract remains to be ii.) The Contractor shall promptly take all performed,and the termination of the action as may be necessary to render license does not affect the Contractor's the Services. ability to render the Services,every other term and provision of the iii.) The Contractor shall not take any Contract shall be valid and enforceable action that is inconsistent with the to the fullest extent permitted by law. provisions of the Contract. d. Documentation of Professional Standards iv.) Services provided under this Contract shall be open to all residents of the The Contractor shall maintain on file,in one County. location in Suffolk County,all records that demonstrate that it has complied with sub- b. Qualifications,Licenses,and Professional paragraphs(b)and(c)above. The address of the Standards location of the aforesaid records and documents shall be provided to the County no later than the i.) The Contractor represents and warrants date of execution of the Contract. Such that it has,and shall continuously documentation shall be kept,maintained,and possess,during the Term,the required available for inspection by the County upon licensing,education,knowledge, twenty-four(24)hours notice. experience,and character necessary to qualify it to render the Services. e. Credentialing ii.) The Contractor shall continuously have i.) In the event that the Department,or any during the Term all required division thereof,maintains a authorizations,certificates, credentialing process to qualify the certifications,registrations,licenses, Contractor to render the Services,the permits,and other approvals required Contractor shall complete the required by Federal,State,County,or local credentialing process. In the event that authorities necessary to qualify it to any State credential,registration, render the Services. certification or license,Drug Enforcement Agency registration,or C. Notifications Medicare or Medicaid certification is restricted,suspended,or temporarily or i.) The Contractor shall immediately permanently revoked,it is the duty of notify the County,in writing,of any the Contractor to contact the disciplinary proceedings,commenced Department,or division thereof,as the or pending,with any authority relating case may be,in writing,no later than to a license held by any person three(3)days after such restriction, necessary to qualify him,her,or the suspension,or revocation. Contractor to perform the Services. ii.) The Contractor shall forward to the ii.) In the event that a person is no longer Department,or division thereof,as the licensed to perform the Services,the case may be,on or before July 1 of Contractor must immediately notify the each year during the Term,a complete County,but in no event shall such list of the names and addresses of all persons providing the Services,as well 17 of 35 pages ARTICLE III Law'No. 15—AG IFMS No. 0000000 Rev. 8/11/14 001-6806-4980-95294 Line Item/Omnibus Grant—AAA Transportation as their respective areas of certification, credentialing,registration,and licensing. 18 of 35 pages ARTICLE III Law'No. 15—AG IFMS No. 0000000 Rev. 8/11/14 001-6806-4980-95294 Line Item/Omnibus Grant—AAA Transportation 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. 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 expenses arising out of any claim asserted for appropriate. 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 any copyright infringement proceeding or action. notice. Alternatively,at the County's option,the County ii.) Subject to any defenses available to it, may defend any such proceeding or action and the County shall pay the Contractor for require the Contractor to pay reasonable the Services rendered through the date attorneys'fees or salary costs of County of termination. employees of the Department of Law for the iii.) The County is released from any and all defense of any such suit. liability under the Contract,effective as of the date of the termination notice. 4. Insurance 19 of 35 pages ARTICLE III Law No. 15—AG IFMS No. 0000000 ' Rev. 8/11/14 001-6806-4980-95294 Line Item/Omnibus Grant—AAA Transportation a. The Contractor shall continuously maintain, issued by insurance companies authorized to do during the Term of the Contract,insurance in business in New York with an A.M.Best rating amounts and types as follows: of A-or better. i.) Commercial General Liability d. The Contractor shall furnish to the County,prior insurance,including contractual to the execution of the Contract,declaration liability coverage,in an amount not pages for each policy of insurance,other than a less than Two Million Dollars policy for commercial general liability insurance, ($2,000,000.00)per occurrence for and upon demand,a true and certified original bodily injury and Two Million Dollars copy of each such policy evidencing compliance ($2,000,000.00)per occurrence for with the aforesaid insurance requirements. property damage. The County shall be named an additional insured. e. In the case of commercial general liability insurance and business use automobile insurance, ii.) Automobile Liability insurance(if any the Contractor shall furnish to the County,prior non-owned or owned vehicles are used to the execution of the Contract,a declaration by the Contractor in the performance of page or insuring agreement and endorsement the Contract)in an amount not less page evidencing the County's status as an than Five Hundred Thousand Dollars additional insured on said policy,and upon ($500,000.00)per person,per accident, demand,a true and certified original copy of such for bodily injury and not less than One policy evidencing compliance with the aforesaid Hundred Thousand Dollars insurance requirements. ($100,000.00)for property damage per occurrence.The County shall be named f. All evidence of insurance shall provide for the an additional insured. County to be notified in writing thirty(30)days prior to any cancellation,nonrenewal,or material iii.) Workers' Compensation and change in the policy to which such evidence Employer's Liability insurance in relates. It shall be the duty of the Contractor to compliance with all applicable New notify the County immediately of any York State laws and regulations and cancellation,nonrenewal,or material change in Disability Benefits insurance,if any insurance policy. required by law. The Contractor shall furnish to the County,prior to its g. In the event the Contractor shall fail to provide execution of the Contract,the evidence of insurance,the County may provide documentation required by the State of the insurance required in such manner as the New York Workers'Compensation County deems appropriate and deduct the cost Board of coverage or exemption from thereof from a Fund Source. coverage pursuant to§§57 and 220 of the Workers'Compensation Law. In h. If the Contractor is a Municipal Corporation and accordance with General Municipal has a self-insurance program under which it acts Law§108,the Contract shall be void as a self-insurer for any of such required and of no effect unless the Contractor coverage,the Contractor shall provide proof, shall provide and maintain coverage acceptable to the County,of self-funded during the Term for the benefit of such coverage. employees as are required to be covered by the provisions of the 5. Independent Contractor Workers'Compensation Law. The Contractor is not,and shall never be,considered an iv.) Professional Liability insurance in an employee of the County for any purpose. Notwithstanding amount not less than Two Million anything contained in this Contract,the Contract shall not Dollars($2,000,000.00)on either a be construed as creating a principal-agent relationship per-occurrence or claims-made between the County and the Contractor or the Contractor 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 6. Severability preceding paragraphs(4)(a)(i),(ii),and(iv). It is expressly agreed that if any term or provision of this C. All policies providing such coverage shall be Contract,or the application thereof to any person or 20 of 35 pages ARTICLE III Law•No. 15—AG IFMS No. 0000000 Rev. 8/11/14 001-6806-4980-95294 Line Item/Omnibus Grant—AAA Transportation circumstance,shall be held invalid or unenforceable to any receive the Services provided pursuant extent,the remainder of the Contract,or the application of to the Contract. such term or provision to persons or circumstances other than those as to which it is held invalid or unenforceable, b. The Contractor shall not utilize criteria or methods of administration which have the effect shall not be affected thereby,and every other term and provision of the Contract shall be valid and shall be of subjecting individuals to discrimination enforced to the fullest extent permitted by law. because of their race,creed,color,national origin,sex,age,disability,sexual orientation, military status,or marital status,or have the 7. Merger;No Oral Changes effect of substantially impairing the Contract with respect to individuals of a particular race,creed, It is expressly agreed that the Contract represents the entire color,national origin,sex,age,disability,sexual agreement of the parties and that all previous orientation,military status,or marital status,in understandings are herein merged in the Contract. No determining: modification of the Contract shall be valid unless in written form and executed by both parties. i.) the Services to be provided;or ii.) the class of individuals to whom,or the 8. Set-Off Rights situations in which,the Services will be provided;or The County shall have all of its common law,equitable, and statutory rights of set-off. These rights shall include, iii.) the class of individuals to be afforded but not be limited to,the County's option to withhold from an opportunity to receive the Services. a Fund Source an amount no greater than any sum due and owing to the County for any reason. The County shall 10. Nonsectarian/Nonpartisan Declaration exercise its set-off rights subject to approval by the County Attorney. In cases of set-off pursuant to a Comptroller's The Services performed under the Contract are secular and audit,the County shall only exercise such right after the nonpartisan in nature. No funds received pursuant to the finalization thereof,and only after consultation with the Contract shall be used for sectarian purposes or to further County Attorney. the advancement of any religion candidate or partisan effort. The Services will be available to all eligible 9. Non-Discrimination in Services individuals regardless of religious belief or political affiliation. a. The Contractor shall not,on the grounds of race, creed,color,national origin,sex,age,disability, 11. Governing Law sexual orientation,military status,or marital status The Contract shall be governed by,and construed in i.) deny any individual the Services accordance with,the laws of the State of New York, provided pursuant to the Contract;or without regard to conflict of laws.Venue shall be designated in the Supreme Court,Suffolk County,the ii.) provide the Services to an individual United States District Court for the Eastern District of New that is different,or provided in a York,or,if appropriate,a court of inferior jurisdiction in different manner,from those provided Suffolk County. to others pursuant to the Contract;or iii.) subject an individual to segregation or 12. No Waiver separate treatment in any matter related to the individual's receipt of the It shall not be construed that any failure or forbearance of Services provided pursuant t the the County to enforce any provision of the Contract in any Contract;or particular instance or instances is a waiver of that provision. Such provision shall otherwise remain in full iv.) restrict an individual in any way from force and effect,notwithstanding any such failure or any advantage or privilege enjoyed by forbearance. others receiving the Services provided pursuant to the Contract;or 13. Conflicts of Interest V.) treat an individual differently from others in determining whether or not The Contractor shall not,during the Term,pursue a course the individual satisfies any eligibility or of conduct which would cause a reasonable person to other requirements or conditions which believe that he or she is likely to be engaged in acts that individuals must meet in order to create a substantial conflict between its obligations under the Contract and its private interests. The Contractor is 21 of 35 pages ARTICLE III Law No. 15—AG IFMS No. 0000000 Rev. 8/11/14 001-6806-4980-95294 Line Item/Omnibus Grant—AAA Transportation charged with the duty to disclose to the County the i.) if the Contractor is a partnership,the existence of any such adverse interests,whether existing or withdrawal or change,whether potential. This duty shall continue as long as the Term. voluntary,involuntary or by operation The determination as to whether or when a conflict may of law,of the partners,or transfer of potentially exist shall ultimately be made by the County partnership interests(other than the Attorney after full disclosure is obtained. purchase of partnership interests by existing partners,by the partnership 14. Cooperation on Claims itself or the immediate family members by reason of gift,sale or devise),or the The Contractor and the County shall render diligently to dissolution of the partnership without each other,without compensation,any and all cooperation immediate reconstitution thereof,and that may be required to defend the other party,its employees and designated representatives,against any ii.) if the Contractor is a closely held claim,demand or action that may be brought against the corporation(i.e.whose stock is not other party,its employees or designated representatives publicly held and not traded through an arising out of,or in connection with,the Contract. exchange or over the counter): 15. Confidentiality 1. the dissolution,merger, consolidation or other Any document of the County,or any document created by reorganization of the Contractor; the Contractor and used in rendering the Services,shall and remain the property of the County and shall be kept 2. the sale or other transfer of twenty confidential in accordance with applicable laws,rules,and percent(20%)or more of the regulations. shares of the Contractor(other than to existing shareholders,the 16. Assignment and Subcontracting corporation itself or the immediate 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, subcontract,sublet,or otherwise dispose of the b. If the Contractor is a not-for-profit corporation,a Contract,or any of its right,title or interest change of twenty percent(20%)or more of its therein,or its power to execute the Contract,or shares or members shall be deemed a Permitted assign all or any portion of the monies that may Transfer. be due or become due hereunder,(collectively referred to in this paragraph 16 as"Assignment"), C. The Contractor shall notify the County in writing, to any other person,entity or thing without the which notice(the"Transfer Notice")shall prior written consent of the County,and any include: attempt to do any of the foregoing without such consent shall be void ab initio. i.) the proposed effective date of the Permitted Transfer,which shall not be b. Such Assignment shall be subject to all of the less than thirty(30)days nor more than provisions of the Contract and to any other one hundred eighty(180)days after the condition the County requires. No approval of date of delivery of the Transfer Notice; any Assignment shall be construed as enlarging any obligation of the County under the terms and ii.) a summary of the material terms of the provisions of the Contract. No Assignment of the proposed Permitted Transfer; Contract or assumption by any person of any duty of the Contractor under the Contract shall iii.) the name and address of the proposed provide for,or otherwise be construed as, transferee; releasing the Contractor from any term or provision of the Contract. iv.) such information reasonably required 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 22 of 35 pages ARTICLE III Law'No. 15—AG IFMS No. 0000000 Rev. 8/11/14 001-6806-4980-95294 Line Item/Omnibus Grant—AAA Transportation Article W of the Contract,that are Services provided pursuant to this Contract shall contain required to be submitted by the the following statement in clear and legible print: Contractor;and "This publication is fully or partially funded vi.) such other information as the County by the County of Suffolk." may reasonably require. 21. Copyrights and Patents d. The County agrees that any request for its consent to a Permitted Transfer shall be granted, a. Copyrights provided that the transfer does not violate any provision of the Contract,and the transferee has If the work of the Contractor should result in the not been convicted of a criminal offense as production of original books,manuals,films,or described under Article II of Chapter 189 of the other materials for which a copyright may be Suffolk County Code. The County shall grant or granted,the Contractor may secure copyright deny its consent to any request of a Permitted protection. However,the County reserves to Transfer within twenty(20)days after delivery to itself,and the Contractor hereby gives to the the County of the Transfer Notice,in accordance County,and to any other person designated by with the provisions of Paragraph 26 of Article the County,a royalty-free,nonexclusive license III of the Contract. If the County shall not give to produce,reproduce,publish,translate,or written notice to the Contractor denying its otherwise use any such materials. consent to such Permitted Transfer(and setting forth the basis for such denial in reasonable b. Patents detail)within such twenty(20)-day period,then the County shall be deemed to have granted its If the Contractor makes any discovery or consent to such Permitted Transfer. invention during the Term,as a result of work performed under the Contract,the Contractor e. Notwithstanding the County's consent, may apply for and secure for itself patent protection. However,the County reserves to i.) the terms and conditions of the itself,and the Contractor hereby gives to the Contract shall in no way be deemed to County,and to any other person designated by have been waived or modified;and the County,a royalty-free,nonexclusive license to produce or otherwise use any item so such consent shall not be deemed discovered or patented. 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 funds 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 financial relationship with the County or its elected Requirements,"the Contractor shall maintain the officials. The Contractor also certifies that there is no documentation mandated to be kept by this law on the relationship within the third degree of consanguinity, construction site at all times. Employee sign-in sheets and between the Contractor,any of its partners,members, register/log books shall be kept on the construction site at directors,or shareholders owning five(5%)percent or all times and all covered employees,as defined in the law, more of the Contractor,and the County. shall be required to sign such sign-in sheets/register/log 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 23 of 35 pages ARTICLE III Law'No. 15—AG IFMS No.0000000 Rev. 8/11/14 001-6806-4980-95294 Line Item/Omnibus Grant—AAA Transportation 24. Certification Regarding Lobbying Together with this Contract and as a condition precedent to its execution by the County,the Contractor shall have 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 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 24 of 35 pages ARTICLE III Law,No. 15—AG IFMS No. 0000000 Rev. 8/11/14 001-6806-4980-95294 Line Item/Omnibus Grant—AAA Transportation County Department of Labor—Living Wage Unit Notice of Article IV Application for County Compensation(Contract)." Suffolk County Legislative Requirements Suffolk County Living Wage Form LW-38;entitled NOTE:THE CONTRACTOR'S COMPLETED LEGISLATIVE "Suffolk County Department of Labor—Living Wage Unit REQUIRED FORMS REFERENCED HEREIN ARE Living Wage Certification/Declaration—Subject To AVAILABLE ON FILE AT THE COUNTY ATTORNEY'S Audit." OFFICE AND THE DEPARTMENT NAMED ON THE SIGNATURE PAGE OF THIS CONTRACT. 3. Use of County Resources to Interfere with Collective Bargaining Activities 1. Contractor'sNendor's Public Disclosure Statement It shall be the duty of the Contractor to read,become familiar with,and comply with the requirements of Article I It shall be the duty of the Contractor to read,become of Chapter 803 of the Suffolk County Code. familiar with,and comply with the requirements of section A5-7 of Article V of the Suffolk County Code, County Contractors(as defined by section 803-2)shall comply with all requirements of Chapter 803 of the Suffolk Unless certified by an officer of the Contractor as being County Code,including the following prohibitions: exempt from the requirements of section A5-7 of Article V of the Suffolk County Code,the Contractor represents and a. The Contractor shall not use County funds to warrants that it has filed with the Comptroller the verified assist,promote,or deter union organizing. public disclosure statement required by Suffolk County Administrative Code Article V,section A5-7 and shall file b. No County funds shall be used to reimburse the an update of such statement with the Comptroller on or Contractor for any costs incurred to assist, before the 31 st day of January in each year of the promote,or deter union organizing. Contract's duration. The Contractor acknowledges that such filing is a material,contractual and statutory duty and C. No employer shall use County property to hold a that the failure to file such statement shall constitute a meeting with employees or supervisors if the material breach of the Contract,for which the County shall purpose of such meeting is to assist,promote,or be entitled,upon a determination that such breach has deter union organizing. occurred,to damages,in addition to all other legal remedies,of fifteen percent(15%)of the amount of the If the Services are performed on County property,the Contract. Contractor must adopt a reasonable access agreement,a neutrality agreement,fair communication agreement,non- Required Form: intimidation agreement,and a majority authorization card Suffolk County Form SCEX 22;entitled agreement. "Contractor'sNendor's Public Disclosure Statement" If the Services are for the provision of human services and 2. Living Wage Law are not to be performed on County property,the Contractor 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 familiar with,and comply with the requirements of Chapter the authority,under appropriate circumstances,to terminate 575,of the Suffolk County Code. the Contract and to seek other remedies as set forth therein, This Contract is subject to the Living Wage Law of the for violations of this Law. County of Suffolk. The law requires that,unless specific Required Form: exemptions apply,all employers(as defined)under service Suffolk County Labor Law Form DOL-LO 1;entitled contracts and recipients of County financial assistance,(as "Suffolk County Department of Labor—Labor Mediation defined)shall provide payment of a minimum wage to Unit Union Organizing Certification/Declaration-Subject employees as set forth in the Living Wage Law. Such rate to Audit." shall be adjusted annually pursuant to the terms of the Suffolk County Living Wage Law of the County of Suffolk. Under the provisions of the Living Wage Law,the County 4. Lawful Hiring of Employees Law shall have the authority,under appropriate circumstances, to terminate the Contract and to seek other remedies as set It shall be the duty of the Contractor to read,become forth therein,for violations of this Law. familiar with,and comply with the requirements of Article II of Chapter 353 of the Suffolk County Code. Required Forms: This Contract is subject to the Lawful Hiring of Employees Suffolk County Living Wage Form LW-1;entitled"Suffolk Law of the County of Suffolk.It provides that all covered 25 of 35 pages ARTICLE IV Law No. 15—AG IFMS No. 0000000 Rev. 8/11/14 001-6806-4980-95294 Line Item/Omnibus Grant—AAA Transportation employers,(as defined),and the owners thereof,as the case The documentation mandated to be kept by this law shall at may be,that are recipients of compensation from the all times be kept on site. Employee sign-in sheets and County through any grant,loan,subsidy,funding, register/log books shall be kept on site at all times during appropriation,payment,tax incentive,contract, working hours and all covered employees,as defined in the subcontract,license agreement,lease or other financial law,shall be required to sign such sign-in compensation agreement issued by the County or an sheets/register/log books to indicate their presence on the awarding agency,where such compensation is one hundred site during such working hours. percent(100%)funded by the County,shall submit a completed sworn affidavit(under penalty of perjury),the Required Forms: form of which is attached,certifying that they have complied,in good faith,with the requirements of Title 8 of Suffolk County Lawful Hiring of Employees Law Form the United States Code Section 1324a with respect to the LHE-1;entitled"Suffolk County Department of Labor— hiring of covered employees(as defined)and with respect Notice Of Application To Certify Compliance With Federal to the alien and nationality status of the owners thereof. Law(8 U.S.C.Section 1324a)With Respect To Lawful The affidavit shall be executed by an authorized Hiring of Employees." representative of the covered employer or owner,as the case may be;shall be part of any executed contract, Suffolk County Lawful Hiring of Employees Law Form subcontract,license agreement,lease or other financial LHE-2;entitled"Affidavit Of Compliance With The compensation agreement with the County;and shall be Requirements Of 8 U.S.C. Section 1324a With Respect To made available to the public upon request. Lawful Hiring Of Employees" All contractors and subcontractors(as defined)of covered 5. Gratuities employers,and the owners thereof,as the case may be,that are assigned to perform work in connection with a County It shall be the duty of the Contractor to read,become contract,subcontract,license agreement,lease or other familiar with,and comply with the requirements of Chapter financial compensation agreement issued by the County or 664 of the Suffolk County Code. awarding agency,where such compensation is one hundred percent(100%)funded by the County,shall submit to the The Contractor represents and warrants that it has not covered employer a completed swom affidavit(under offered or given any gratuity to any official,employee or penalty of perjury),the form of which is attached, agent of the County or the State or of any political party, certifying that they have complied,in good faith,with the with the purpose or intent of securing an agreement or requirements of Title 8 of the United States Code Section securing favorable treatment with respect to the awarding 1324a with respect to the hiring of covered employees and or amending of an agreement or the making of any with respect to the alien and nationality status of the determinations with respect to the performance of an owners thereof,as the case may be. The affidavit shall be agreement. executed by an authorized representative of the contractor, subcontractor,or owner,as the case may be;shall be part of 6, Prohibition Against Contracting with Corporations any executed contract,subcontract,license agreement,lease that Reincorporate Overseas or other financial compensation agreement between the covered employer and the County;and shall be made It shall be the duty of the Contractor to read,become available to the public upon request. familiar with,and comply with the requirements of sections 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 than January 1 of each year for the duration of any contract The Contractor represents that it is in compliance with and upon the renewal or amendment of the Contract,and sections A4-13 and A4-14 of Article IV of the Suffolk whenever a new contractor or subcontractor is hired under County Code. Such law provides that no contract for the terms of the Contract. consulting services or goods and services shall be awarded by the County to a business previously incorporated within The Contractor acknowledges that such filings are a the U.S.A.that has reincorporated outside the U.S.A. material,contractual and statutory duty and that the failure to file any such statement shall constitute a material breach 7. Child Sexual Abuse Reporting Policy of the Contract. Under the provisions of the Lawful Hiring of Employees It shall be the duty of the Contractor to read,become Law,the County shall have the authority to terminate the familiar with,and comply with the requirements of Article Contract for violations of this Law and to seek other II of Chapter 880 of the Suffolk County Code. remedies available under the law. The Contractor shall comply with Article II of Chapter 880, of the Suffolk County Code,entitled"Child Sexual Abuse 26 of 35 pages ARTICLE IV Law No. 15—AG IFMS No. 0000000 Rev. 8/11/14 001-6806-4980-95294 Line Item/Omnibus Grant—AAA Transportation Reporting Policy,"as now in effect or amended hereafter or institution,shall enter into such MOU as soon as possible after of any other Suffolk County Local Law that may become the execution of the Contract and failure to enter into or to applicable during the term of the Contract with regard to perform in accordance with such MOU shall be deemed to be a child sexual abuse reporting policy. failure to perform in accordance with the Contract,for which the County may withhold payment,terminate the Contract or 8. Non Responsible Bidder exercise such other remedies as may be appropriate in the circumstances. It shall be the duty of the Contractor to read,become familiar with,and comply with the requirements of Article 12. Safeguarding Personal Information of Minors II of Chapter 189 of the Suffolk County Code. It shall be the duty of the Contractor to read,become familiar Upon signing the Contract,the Contractor certifies that it with, and comply with the requirements of Suffolk County has not been convicted of a criminal offense within the last Local Law No. 20-2013, a Local Law to Safeguard the ten(10)years. The term"conviction"shall mean a finding Personal Information of Minors in Suffolk County. of guilty after a trial or a plea of guilty to an offense All contract agencies that provide services to minors are covered under section 189-5 of the Suffolk County Code required to protect the privacy of the minors and are strictly under"Nonresponsible 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 It shall be the duty of the Contractor to read,become 13. Suffolk County Local Laws Website Address 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 The Contractor shall not use any of the moneys,in part or County Legislature. in whole,and either directly or indirectly,received under the Contract in connection with the prosecution of any civil End of Text for Article IV 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 27 of 35 pages ARTICLE IV Law No. 15—AG IFMS No. 0000000 Rev. 8/11/14 001-6806-4980-95294 Line Item/Omnibus Grant—AAA Transportation Article V Control. Documentation,including any other General Fiscal Terms and Conditions form(s)required by County or the Suffolk County Department of Audit and Control,shall 1. General Payment Terms be furnished to the County pursuant to,and as limited by,the Regulations for Accounting a. Presentation of Suffolk County Payment Procedures for Contract Agencies of the Suffolk Voucher County Department of Audit and Control. In addition to any other remedies that the County In order for payment to be made by the County to may have,failure to supply the required the Contractor for the Services,the Contractor documentation will disqualify the Contractor shall prepare and present a Suffolk County from any further County contracts. Payment Voucher,which shall be documented by sufficient,competent and evidential matter. Each C. Payment by County Suffolk County Payment Voucher submitted for Payment by the County shall be made within payment is subject to Audit at any time during the Term or any extension thereof. This thirty(30)days after approval of the Suffolk provision shall survive expiration or termination County Payment Voucher by the Comptroller. of this Contract for a period of not less than seven(7)years,and access to records shall be as d. Budget Modification set forth in paragraph 25 of Article III,and paragraph 4(b)of Article V. i.) The parties shall use the Contract Budget Modification Request form b. Voucher Documentation ("Budget Modification")for revisions to the Budget and Services not The Suffolk County Payment Voucher shall list involving an increase to the total cost all information regarding the Services and other of the Contract.If the Contractor is items for which expenditures have been or will be seeking such a modification,the made in accordance with the Contract. Either Contractor shall contact the upon execution of the Contract(for the Services Department to receive the form and already rendered and expenditures already made), enter the required information. When or not more than thirty(30)days after the the County and the Contractor agree as expenditures were made,and in no event after the to such revisions,the Contractor shall 3151 day of January following the end of each year sign the Budget Modification form and of the Contract,the Contractor shall furnish the return it to the County for execution County with detailed documentation in support along with any other documentation the of the payment for the Services or expenditures Department may require. under the Contract e.g.dates of the Service, worksite locations,activities,hours worked,pay ii.) Such request must be made in advance rates and all program Budget categories. The of incurring any expenditure for which the revision is needed. Suffolk County Payment Voucher shall include time records,certified by the Contractor as true and accurate,of all personnel for whom iii.) Upon complete execution of the Budget expenditures are claimed during the period. Modification form,the County shall Time and attendance records of a project director, return a copy to the Contractor. The if any,shall be certified by the Chairperson, revision shall not be effective until the President or other designated member of the Budget Modification is completely Board of Directors of the Contractor. All Suffolk executed. County Payment Vouchers must bear a signature as that term is defined pursuant to New York iv.) The Budget Modification form may be State General Construction Law§46 by duly submitted only twice per calendar year authorized persons,and certification of such and may only be submitted prior to authorization with certified specimen signatures November 15th.ofthat year. thereon must be filed with the County by a Contractor official empowered to sign the e. Budget and/or Services Revisions Contract. Disbursements made by the Contractor in accordance with the Contract and submitted i.) The parties shall use the Contract for reimbursement must be documented and must Budget/Services Revision Approval comply with accounting procedures as set forth Form(Budget/Services Revisions)for by the Suffolk County Department of Audit and revisions to the Budget and Services involving any change to the total cost 28 of 35 pages ARTICLE V LawNo. 15—AG IFMS No. 0000000 Rev. 8/11/14 001-6806-4980-95294 Line Item/Omnibus Grant—AAA Transportation of the Contract due to a resolution of Contractor;and the Legislature,changes to the County's adopted annual budget,or for iii.) determine what amounts,if any,are any other reason necessitating revisions reimbursable to the County by the to the Budget or Services. Contractor and the terms and conditions under which such ii.) When the County and the Contractor reimbursement shall be paid. agree as to such revisions,the Department will enter the information C. The County may,during the Term,impose a into the Budget/Services Revisions Budget Deficiency Plan. In the event that a form and send it to the Contractor for Budget Deficiency Plan is imposed,the County signature.The Contractor shall return it shall promptly notify the Contractor in writing of to the County for execution along with the terms and conditions thereof,which shall be any other documentation the deemed incorporated in and made a part of the Department may require. Contract,and the Contractor shall implement those terms and conditions in no less than iii.) Upon complete execution of the form fourteen(14)days. by the parties,the County shall return a 3. Personnel Salaries,Pension and Employee Benefit copy to the Contractor. The revision Plans,Rules and Procedures shall not be effective until the Budget /Services Revisions is completely a. Upon request,the Contractor shall submit to the executed. County a current copy,certified by the f. Taxes Contractor as true and accurate,of its The charges payable to the Contractor under the i.) salary scale for all positions listed in Contract are exclusive of federal,state,and local the Budget; taxes,the County being a municipality exempt ii.) personnel rules and procedures; from payment of such taxes. iii.) pension plan and any other employee g. Final Voucher benefit plans or arrangements. The acceptance by the Contractor of payment of b. The Contractor shall not be entitled to all billings made on the final approved Suffolk reimbursement for costs under any pension or County Payment Voucher shall operate as and benefit plan the Comptroller deems commercially shall be a release of the County from all claims unreasonable. by the Contractor through the date of the Voucher. C. Notwithstanding anything in this paragraph 3 of this Article V,the County shall not be limited in 2. Subject to Appropriation of Funds requesting such additional financial information it deems reasonable. a. The Contract is subject to the amount of funds appropriated each fiscal year and any subsequent 4. Accounting Procedures modifications thereof by the County Legislature and no liability shall be incurred by the County a. The Contractor shall maintain accounts,books, beyond the amount of funds appropriated each records,documents,other evidence,and fiscal year by the County Legislature for the accounting procedures and practices which Services. sufficiently and properly reflect all direct and indirect costs of any nature expended in the b. If the County fails to receive Federal or State performance of the Contract,in accordance with funds originally intended to pay for the Services, generally accepted accounting principles and or to reimburse the County,in whole or in part, with rules,regulations and financial directives,as for payments made for the Services,the County may be promulgated by the Suffolk County shall have the sole and exclusive right to: Department of Audit and Control and the Department. The Contractor shall permit i.) determine how to pay for the Services; inspection and audit of such accounts,books, records,documents and other evidence by the ii.) determine future payments to the Department and the Suffolk County Comptroller, 29 of 35 pages ARTICLE V Law'No. 15—AG IFMS No. 0000000 Rev. 8/11/14 001-6806-4980-95294 Line Item/Omnibus Grant—AAA Transportation or their representatives,as often as,in their local authorities,the Contractor shall obtain the judgment,such inspection is deemed necessary. services of an independent licensed public Such right of inspection and audit as set forth in accountant or certified public accountant(the subparagraph b.below shall exist during the "Auditor")to audit its financial statements for Term and for a period of seven(7)years after each Contractor's"fiscal year"in which the expiration or termination of the Contract. Contractor has received,or will receive,three hundred thousand($300,000.00)dollars or more b. The Contractor shall retain all accounts,books, from the County,whether under the Contract or records,and other documents relevant to the other agreements with the County,and shall Contract for seven(7)years after final payment is submit a report to the County on the overall made by the County. Federal,State,and/or financial condition and operations of the County auditors and any persons duly authorized Contractor,including a balance sheet and by the County shall have full access and the right statement of income and expenses,attested by the to examine any of said materials during said Auditor as fairly and accurately reflecting the period. Such access is granted notwithstanding accounting records of the Contractor in any exemption from disclosure that may be accordance with generally accepted accounting claimed for those records which are subject to principles. The Contractor may solicit requests nondisclosure agreements,trade secrets and for proposals from a number of qualified commercial information or financial information accounting firms and review carefully the costs that is privileged or confidential. of,and qualifications for,this type of work before C. The Contractor shall utilize the accrual basis of selecting the Auditor. accounting and will submit all financial reports b. The Auditor should be required to meet the and claims based on this method of accounting following minimum requirements: during the Term. i.) a current license issued by the New York State 5. Audit of Financial Statements Education Department; a. All payments made under the Contract are ii.) sufficient auditing experience subject to audit by the Comptroller pursuant to in the not-for-profit, Article V of the Suffolk County Charter. The governmental or profit- Contractor further agrees that the Comptroller making areas,as applicable; and the Department shall have access to and the and right to examine,audit,excerpt,copy or iii,) a satisfactory peer review transcribe any pertinent transactions or other issued within not more than records relating to services under the Contract. If three(3)years prior to the such an audit discloses overpayments by the date when the Auditor was County to the Contractor,within thirty(30)days selected to conduct the audit. after the issuance of an official audit report by the Comptroller or his duly designated C. The audit must be conducted in accordance with representatives,the Contractor shall repay the generally accepted governmental auditing amount of such overpayment by check to the standards. Financial statements must clearly order of the Suffolk County Treasurer or shall differentiate between County-funded programs submit a proposed plan of repayment to the and other programs that the Contractor may be Comptroller. If there is no response,or if operating. The use of subsidiary schedules satisfactory repayments are not made,the County should be encouraged for this purpose. The may recoup overpayments from any amounts due Auditor must also prepare a Management Letter or becoming due to the Contractor from the based on the audit. County under the Contract or otherwise. d. In the event the Contractor is a not-for-profit b. The provisions of this paragraph shall survive the organization or unit of local government and expiration or termination of the Contract for a expends five hundred thousand($500,000.00) period of seven(7)years,and access to records dollars or more of Federal monies,whether as a shall be as set forth in paragraph 25 of Article III, recipient expending awards received directly and paragraph 4(b)of Article V. from Federal awarding agencies,or as a subrecipient expending Federal awards received 6. Financial Statements and Audit Requirements from a pass-through entity,such as New York State or Suffolk County,during any fiscal year a. Notwithstanding any other reporting or within which it receives funding under the certification requirements of Federal,State,or Contract,the audit must be conducted,and the 30 of 35 pages ARTICLE V Law.No. 15—AG IFMS No. 0000000 Rev. 8/11/14 001-6806-4980-95294 Line Item/Omnibus Grant—AAA Transportation audit report("Single Audit Report")must be,in location and use,estimated unit price or cost,and accordance with OMB Circular No.A-133 estimated total cost of the proposed order. (revised June 27,2003). Single Audit Reports Written approval of the County shall be required must also be submitted to the designated before the Contractor may proceed with such clearinghouse,cognizant agency and/or pass- proposed purchase,rental or lease of furniture, through entity,to the extent required by the OMB fixtures or equipment. All items purchased must Circular referred to above. be new or like new unless specifically described e. The Contractor must submit to the County a otherwise in the Budget. statement in writing,certified by its chief b. Purchase Practices/Proprietary Interest of financial officer,which states the amount of County Federal funding expended by the Contractor during such fiscal year. The Contractor must i.) The Contractor shall follow the general mail or deliver the certified statement to the practices that are designed to obtain Department and to the Executive Director of furniture,fixtures, equipment, Auditing Services,Suffolk County Department of materials,or supplies at the most Audit and Control,H.Lee Dennison Building, reasonable price or cost possible. 100 Veterans Memorial Highway,P.O.Box 6100,Hauppauge,New York 11788-0099,as ii.) The County reserves the right to soon as possible after the end of the Contractor's purchase or obtain furniture,fixtures, fiscal year. The statement must include all equipment,materials,or supplies for Federal funding received directly from the the Contractor in accordance with the Federal government and all Federal funds passed programmatic needs of the Contract. If through from the County and other pass-through the County exercises this right,the entities. amount budgeted for the items so f. Copies of all financial statements,Management 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 by 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 in the County. year,to which the audit relates. iii.) The County shall retain a proprietary g. These requirements do not preclude the County, interest in all furniture,removable the Comptroller,or their authorized fixtures,equipment,materials,and representatives,or Federal or State auditors from supplies purchased or obtained by the auditing all records of the Contractor. Therefore, Contractor and paid for or reimbursed the records of the Contractor must be made to the Contractor pursuant to the terms available to authorized representatives of Federal, of the Contract or any prior agreement State and County government for that purpose. between the parties. h. The provisions of this paragraph shall survive the 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) days of filing of the judgment,the County shall rental or lease,with a list showing the quantity have the right to take title to and possession of all and description of each item,its intended furniture,removable fixtures,equipment, 31 of 35 pages ARTICLE V Lpw,No. 15—AG IFMS No. 0000000 Rev. 8/11/14 001-6806-4980-95294 Line Item/Omnibus Grant—AAA Transportation materials,and supplies and the same shall of the Services covered by the Contract,or at any thereupon become the property of the County other time that the County may direct,the without any claim for reimbursement on the part Contractor shall make access available and render of the Contractor. all necessary assistance for physical removal by the County or its designee of any or all furniture, d. Inventory Records,Controls and Reports removable fixtures,equipment,materials or supplies in the Contractor's custody in which the The Contractor shall maintain proper and County has a proprietary interest,in the same accurate inventory records and controls for all condition as such property was received by the such furniture,removable fixtures and equipment Contractor,reasonable wear and tear excepted. acquired pursuant to the Contract and all prior Any disposition,settlements or adjustments agreements between the parties,if any. Three(3) connected with such property shall be in months before the expiration date of the Contract, accordance with the rules and regulations of the the Contractor shall make a physical count of all County and the State of New York, items of furniture,removable fixtures and equipment in its custody,checking each item S. Lease or Rental Agreements against the aforesaid inventory records. A report setting forth the results of such physical count If lease payments or rental costs are included in the Budget shall be prepared by the Contractor on a form or as an item of expense reimbursable by the County,the forms designated by the County,certified and Contractor shall promptly submit to the County,upon signed by an authorized official of the request,any lease or rental agreement. If during the Term, Contractor,and one(1)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 Within five(5)days after the termination or rental agreement,to the County for approval. expiration date of the Contract,the Contractor shall submit to the County six(6)copies of the same report updated to such date of the Contract, 9. Statement of Other Contracts certified and signed by an authorized official of the Contractor,based on a physical count of all Prior to the execution of the Contract,the Contractor shall items of furniture,removable fixtures and submit a Statement of Other Contracts to the County. If the equipmennt on the aforesaid expiration date,and Contract is amended during the Term,or if the County revised, necessary,to include any inventory exercises its option right,the Contractor shall submit a then changes during the last three(3)months of the current Statement of Other Contracts. Term. 10. Miscellaneous Fiscal Terms and Conditions e. Protection of Property in Contractor's Custody a. Limit of County's Obligations The Contractor shall maintain vigilance and take The maximum amount to be paid by the County all reasonable precautions to protect the furniture, is set forth on the first page of the Contract. fixtures,equipment,material or supplies in its custody against damage or loss by fire,burglary, b. Duplicate Payment from Other Sources theft,disappearance,vandalism,or misuse.In the event of burglary,theft,vandalism,or Payment by the County for the Services shall not disappearance of any item of furniture,fixtures, duplicate payment received by the Contractor equipment,material or supplies,the Contractor from any other source. shall immediately notify the police and make a record thereof,including a record of the results of C. Funding Identification any investigation which may be made thereon. In the event of loss of or damage to any item of The Contractor shall promptly submit to the furniture,fixtures,equipment,materials,or County upon request,a schedule for all programs supplies from any cause,the Contractor shall funded by the County,itemizing for each such immediately send the County a detailed written program the sums received,their source and the report thereon. total program budget. f. Disposition of Property in Contractor's d. Outside Funding for Non-County Funded Custody Activities Upon termination of the County's funding of any Notwithstanding the foregoing provisions of the 32 of 35 pages ARTICLE V Law No. 15—AG IFMS No. 0000000 Rev. 8/11/14 001-6806-4980-95294 Line Item/Omnibus Grant—AAA Transportation Contract,it is the intent of the County that the payable to the Contractor may be reduced at the terms and conditions of the Contract shall not discretion of the County,provided that any such limit the Contractor from applying for and termination or reduction shall not apply to accepting outside grant awards or from providing allowable costs incurred by the Contractor prior additional educational activities/services which to such termination or reduction,and provided may result in the Contractor incurring additional that money has been appropriated for payment of costs,as long as the following conditions are met: such costs. i.) The County is not the Fund Source for g. Denial of Aid the additional services; If a State or Federal government agency is ii.) Sufficient funding is available for or funding the Contract and fails to approve aid in can be generated by the Contractor to reimbursement to the County for payments made cover the cost incurred by the hereunder by the County to the Contractor for Contractor to provide these additional expenditures made during the Term because of services;and any act,omission or negligence on the part of the iii.) If sufficient funding is not available or Contractor,then the County may deduct and cannot be generated,the County shall withhold from any payment due to the Contractor not be held liable for any of the an amount equal to the reimbursement denied by additional costs incurred by the the state or federal government agency,and the Contractor in furnishing such County's obligation to the Contractor shall be additional services. reduced by any such amounts. In such an event, if there should be a balance due to the County iv.) Prior to scheduling any such additional after it has made a final payment to the services on County-owned property, Contractor under the Contract,on demand by the the Contractor shall obtain written County,the Contractor shall reimburse the County approval. The Contractor shall, County for the amount of the balance due the to the County's satisfaction,submit any County,payable to the Suffolk County Treasurer. documentation requested by the The provisions of this subparagraph shall survive Department reflecting the change,and the expiration or termination of the Contract. identify the additional services to be provided and the source of funding that h. Budget shall be utilized to cover the expenditures incurred by the Contractor The Contractor expressly represents and agrees in undertaking the additional services. that the Budget lists all revenue,expenditures, personnel,personnel costs and/or all other e. Potential Revenue relevant costs necessary to provide the Services. The Contractor shall actively seek and take i. Payment of Claims reasonable steps to secure all potential funding from grants and contracts with other agencies for Upon receipt of a Suffolk County Payment programs funded by the County. Voucher,the County,at its discretion,may pay the Contractor during the Term,in advance,an f. Payments Contingent upon State/Federal amount not to exceed one sixth(1/6)of the Funding maximum amount to be paid by the County set forth on the first page of the Contract. Payments under the Contract may be subject to and contingent upon continued funding by State j, Payments Limited to Actual Net Expenditures and/or Federal agencies. In the event payments are subject to such funding no payment shall be The Contractor agrees that if,for any reason made until the Contractor submits documentation whatsoever,the Contractor shall spend during the in the manner and form as shall be required by Term for the purposes set forth in the Contract an State and/or Federal agency. If late submission amount less than,or receive amounts more than, of claims precludes the County from claiming provided in the Budget,the total cost of the State or Federal reimbursement,such late claims Contract shall be reduced to the net amount of by the Contractor shall not be paid by the County actual Contractor expenditures made for such subject to subparagraph g.below,if,for any purposes. The total amount to be paid by the reason,the full amount of such funding is not County shall not exceed the lesser of(i)actual made available to the County,the Contract may net expenditures or(ii)the total cost of the be terminated in whole or in part,or the amount Contract on the cover page and in the Budget. 33 of 35 pages ARTICLE V Law,No. 15—AG IFMS No. 0000000 Rev. 8/11/14 001-6806-4980-95294 Line Item/Omnibus Grant—AAA Transportation Upon termination or expiration of the Contract,if the Contractor's total amount of allowable P. Comptroller's Rules and Regulations expenses is less than the total amount of the payments made during the Term,the Contractor The Contractor shall comply with the shall prepare a check payable to the Suffolk "Comptroller's Rules and Regulations for County Treasurer for the difference between the Consultant's Agreements"as promulgated by the two amounts and submit such payment to the Department of Audit and Control of Suffolk County,along with the final Suffolk County County and any amendments thereto during the Payment Voucher. Term of the Contract. The"Comptroller's Rules and Regulations for Consultant's Agreements" k. Travel,Conference,and Meeting Attendance: and"SOP A-07 Amendment 1"may be viewed SOP A-07 Amendment 1 online at the County's website, SuffolkCountyny.gov;go to"Government,"then Reimbursement to the Contractor for travel costs "Comptroller,"then"Consultant's Agreements." shall not exceed amounts allowed to County 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." I. 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. 34 of 35 pages ARTICLE V Lam-.No. 15—AG IFMS No. 0000000 Rev. 8/11/14 001-6806-4980-95294 Line Item/Omnibus Grant—AAA Transportation Article VI Budget Town of Southold AAA Transportation Program April 1,2014—March 31, 2015 PERSONNEL $7,447 Driver 7,447 FRINGE 569 NET REIMBURSEMENT S&OjLfi 35 of 35 pages ARTICLE VI COUNTY OF SUFFOLK RECEIVED Steven Bellone COUNTY EXECUTIVE OFFICE FOR THE AGING C 4 ?014 Holly S.Rhodes-Teague DIRECTOR Town Attorney's Office October 9, 2014 The Honorable Scott A. Russell D E C l� U E Supervisor Town of Southold 53095 Main Road, P.O. Box 1179 [- OCT 14 2014 Southold, New York 11971 RE: AAA Transportation SUPERVISOR'S OFFICE IFMS No. 00000006593 t TOWN OF SOUTHOLD Dear Supervisor Russell: The fully executed Agreement referenced above is enclosed for your files. Attached is a copy of All Department Heads Memorandum 30-97 explaining budget modification requirements. Any budget modification not meeting these requirements may be delayed or rejected by the Budget Office. Also enclosed find the Notification of Rights, which must be posted as part of your compliance with Local Law No. 12-2001, the Living Wage Law. If you require any further information, please contact Mary-Valerie Kempinski at 853-8209. Sincerely, f 1 �oanneandell Principal Accountant JK:MVK:kb Enc. cc: Mary-Valerie Kempinski Ellen Frankino Karen McLaughlin G:ISLEVIMVKformlettersV-tr4Bfullyexec.ADH.NOR.Town=doc H.LEE DENNISON BUILDING ♦ 100 VETERANS MEMORIAL HIGHWAY ♦ P.O.BOX 6100 ♦ HAUPPAUGE,N.Y.11788-0099 ♦ PHONE(631)853-8200 ♦FAX(631)853-8225 M r 30-97 OFFICE OF THE COUNTY EXECUTIVE ALL-DEPARTMENT HEADS + ��ti� •-. ,. . MEMORANDUM . IKtlE��� �® DATE: June 10 1997 CONTRACT AGENCY BUDGET MODIFICATIONS This memorandum applies to those departments who pay contract agencies from the Operating Budget 4770 or 4980 objects. On August 29, 1995,ADH 47-95 was issued to resolve problems which had developed regarding the procedures and requirements for modifying contract agency budgets. In early 1997,there were again problems with timeliness and the reasons for modifications for certain departments involving 1996 contracts. Departments who deal with contract agencies have a major responsibility in the processing of contract budget modifications. Therefore,the attached procedures, which take effect with all 1997 contracts should be closely followed. Please.distribute these procedures to all of your contract agencies. If there are any questions regarding this ADH,please contact your department's Budget Examiner. ERIC A. KOP Chief Deputy County Executive Distribution Department Heads Attachment V ��� 11 1991 f B UD GET MO.DIFIC�(TION,S' REOUIREMEN7S; . l. Non-equipment requests for contract budget modifications Inustbe received at theCvun Executive's Bud et Office no later than 45 calendar days prior to the end of the contract fiscal year. Equipment modifications must be received 90 calendar days prior to the end of the contract fiscal year. 2. Under no circumstances can expenditures for which a budget modification is being requested be made RrLor to the approval of the modification by the Budget Office. 3. An agency will be restricted to three approved modifications per year. 4. Each line item requested to be modified must be'fully,justified and must be directs related to the intent of the program. Y 5. Any transfers to increase salary rates of contract employees,create new positions change the title of a position,must be submitted prior to the rate increase bei or the position being filled. The Budget Office will of given or The onlyex is approve ntioactive salary increases. exception applies to a retroactive labor agreement between an a enc union bargaining unit(s). g y and their 6. Budget modifications cannot increase the dollar amount of the contract. .,PROCEDURE; 1• Pour copies of the proposed budget modification and one copy of the justification including a letter from the agency requesting the change,should be forwarded to the Budget Office with the department's recommendation within fifteca(15)calendar days.of receipt of the request by the department. 2. The justification must include the effort of the modification on the program,'changes is the available reimbursement to the County, if any, the additional dollar amount which will-be paid to the agency,and the dollar amount of reimbursement to the County, if the modification is approved. 3. If the contract is funded under a Federal or State grant, or State reimburseffient,the Department Head must advise in the transmittal memo whether State or Federal approval for the modification is required and whether the attached documentation showing the change has been approved by the funding agency. 4. The budget modification format must indicate the line item,the current budget amount, the amount spent year to date, the new amount of the line item and the dollar amount of the change. NOTIFICATION OF RIGHTS UNDER THE LIVING WAGE LAW According to the provisions of Local Law #12-2001 (the Living Wage law) enacted by Suffolk County in July of 2001, a living wage rate was established. The Living Wage shall be adjusted each year in proportion to the increase of the area Consumer Price Index. Effective January 1, 2014, the Living Wage will increase to $11.74 per hour with health benefits and $13.37 per hour without health benefits for covered employees of an agency receiving financial compensation through the County. The law also mandates that full time workers receive at least 12 compensated days off per year through any combination of sick, vacation or personal leave and includes paid holidays provided by the employer. The Suffolk County Department of Labor has been designated as the agency to administer this law and to this end has established a Living Wage Unit. Further information concerning the parameters of the Living Wage law may be obtained by contacting this Unit (631-853-3808) or accessing the Suffolk County web page at www.co.suffolk.ny.us/labor and following the link to the Living Wage section. All inquiries will remain confidential.