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Agenda 11/08/2011 Item #16D 4n 11/8/2011 Item 16.D.4. EXECUTIVE SUMMARY Recommendation to approve and authorize the Chairman to sign the amended agreement and the attestation statement between Collier County Board of County Commissioners and Area Agency on Aging for Southwest Florida, Inc. dba Senior Choices of Southwest Florida and approve budget amendments to reflect an overall decrease of $15,162 in the Older Americans Act program, and a correcting increase to the required local match in the amount of $8,695. Funding will come from carry forward in Services for Seniors Grant Fund 123. OBJECTIVE: To authorize the Chairman to sign the amended agreement and attestation statement, and approve the budget amendments necessary to recognize the net decrease in grant funding, and increase in match funding in the Services for Seniors program. CONSIIDEIAT NS: QTI Collier County Services for Seniors provides in -home support services to Collier County's frail elderly through the Older Americans Act program. Funding is available from the State of Florida grants and aids appropriation administered by Agency on Aging of Southwest Florida dba Senior Choices of Southwest Florida. The contract period for the OAA program is from January 1, 2011 through December 31, 2011. The award and original budget amendments were BCC approved on January 25, 2011. Customary adjustments are made by the grantor agency to reflect a change in the actual mix of clients seen as compared with that planned. An amendment to decrease OAA funding has been received and is shown in the table below. Also, clarification of the calculation of the grantee match was obtained, resulting in a required increase. Grantor Program Component Original Award Budgeted Award Final Award Grantor Award BA Required Title III -B Homemaker $360,436 $360,436 $380,000 $19,564 Title C 1 Congregate Meals $182,000 $182,000 $217,000 $35,000 Title C2 Home Delivered Meals $328,539 $328,539 $250,000 ($78,539) Title III-E Caregiver Support $63,187 $63,187 $72,000 $8,813 Total $934,1621 $934,162 $9191,000 ($159162) Grantee Program Component Original Required Match Budgeted Match Final Required Match Local Match BA Required Title III -B Homemaker $40,048 $36,044 $42,222 $6,179 Title C 1 Congregate Meals $20,222 $18,200 $24,111 $5,911 Title C2 Home Delivered Meals $36,504 $32,854 $27,778 ($5;076) Title III -E Caregiver Support $7,021 $6,319 $8,000 $1,681 Total - $103,796 $93,417 $102,111 $8,695 Packet Page -873- 11/8/2011 Item 16.D.4. n FISCAL IMPACT: Budget amendments are required in the amounts of $15,162 and $8,695 to the Human Services Grant Fund (707) and to the Human Services Match Grant Fund (708) respectively, Projects 33137 - 33140. These budget amendments will appropriate amounts that are required per Amendment Number 001. Local Match funds are available from Services for Seniors Fund (123) carry forward. n LEGAL CONSIDERATIONS: This item has been reviewed by the County Attorney, is legally sufficient, and requires majority vote for approval. —JAK GROWTH MANAGEMENT IMPACT: There is no growth management impact from this recommendation. RECOMMENDATION: That the Board of County Commissioners approves and authorizes the Chairman to sign the amendment and attestation statement, and approve the related budget amendments. Prepared by: Ashlee Franco, Accounting Supervisor Housing, Human and Veteran Services Packet Page -874- COLLIER COUNTY Board of County Commissioners Item Number: 16.D.4. 11/8/2011 Item 16.D.4. Item Summary: Recommendation to approve and authorize the Chairman to sign the amended agreement and the attestation statement between Collier County Board of County Commissioners and Area Agency on Aging for Southwest Florida, Inc. dba Senior Choices of Southwest Florida and approve budget amendments to reflect an overall decrease of $15,162 in the Older Americans Act program, and a correcting increase to the required local match in the amount of $8,695. Funding will come from carry forward in Services for Seniors Grant Fund. 123. Meeting Date: 11/8/2011 Prepared By Name: FrancoAshlee Title: VALUE MISSING 10/12/20119:50:18 AM Submitted by Title: VALUE MISSING Name: FrancoAshlee 10/12/20119:50:19 AM Approved By Name: NelsonTona Title: Administrative Assistant, Senior,Parks & Recreation Date: 10/20/20112:04:17 PM Name: AckermanMaria Date: 10/26/2011 12:18:44 PM Name: GrantKimberley Title: Interim Director, HHVS Date: 10/27/2011 11:05:57 AM Packet Page -875- Name: FoordMarlene Title: Grant Development & Mgmt Coordinator, Grants Date: 10/27/20114:54:01 PM Name: RamseyMarla Title: Administrator, Public Services Date: 10/27/20115:29:52 PM Name: KlatzkowJeff Title: County Attorney, Date: 10/31/20114:43:10 PM Name: KlatzkowJeff Title: County Attorney, Date: 11/1/2011 8:20:07 AM Name: StanleyTherese Title: Management/Budget Analyst, Senior,Office of Management & Budget Date: 11/1/20114:43:21 PM Name: PryorCheryl Title: Management/ Budget Analyst, Senior,Office of Management & Budget Date: 11/2/20118:40:12 AM Name: KlatzkowJeff Title: County Attorney, Date: 11/2/2011 12:13:36 PM Name: OchsLeo Title: County Manager Date: 11/2/20113:30:30 PM Packet Page -876- 11/8/2011 Item 16.D.4. 11/8/2011 Item 16.D.4. AMENDMENT 001 """ • " •""' This AMENDMENT, entered into by Area Agency on Aging for Southwest Florida, Inc. dba Senior Choices of Southwest Florida (Agency) and Collier County Board of County Commissioners, (Contractor), amends Contract OAA 203.11. The purpose of this amendment is for change allocations in funding for OA3B, Cl, C2, and 3E for Collier County from $934,162.00 to $919,000.00 and to accomplish the following: (1) amend the Standard Contract; (2) amend the Index to Contract Attachments; (3) amend Attachment I; (4) amend Attachment III, Exhibit I; (5) amend Attachment VII Budget Summary, and (6) amend Attachment IX, Contract Report Calendar; (7) introduce Attachment G, Background Screening Affidavit of Compliance; (8) introduce Attachment H, Certification Regarding Scrutinized Companies Lists; (9) introduce Attachment J, Verification of Employment Status Certification; and (10) name change of the Agency from Area Agency on Aging for Southwest Florida, Inc. to Senior Choices of Southwest Florida. This amendment shall be effective October 5, 2011. The purpose of this amendment is to amend the following contract sections (Paragraphs and Attachments): STANDARD CONTRACT: Revise and replace the Standard Contract with an updated version which has modified the contract in general and in particular incorporates the following changes, and renumbers all affected paragraphs accordingly: (1) Amend sections 6.1 and 6.1.1; (15) Amend section 21; (2) Amend sections 6.1.4 through 6.1.6; (16) Amend section 23.2; (3) Introduce sections 6.4, 6.5, and 6.6; (17) Amend sections 26 and 27; (4) Amend sections 7.1 through 7.2.4; (18) Amend sections 30 and 31; (5) Amend section 7.5; (19) Amend sections 32.1 and 32.2 (6) Introduce section 7.6; (20) Introduce section 32.3; (7) Amend sections 10.1 and 10.2; (21) Amend section 33 and 33.1 (8) Amend section 10.4; (22) Introduce section 33.2; (9) Amend sections 10.6 and 10.7; (23) Amend section 42; (10) Amend section 11.2 and 11.3; (24) Amend sections 44 and 46; n (11) Amend section 13; (25) Amend section 51; (12) Amend section 15; (26) Amend section 52; and closing paragraph (13) Amend sections 16.1 and 16.2; (27) Amend section 4. (14) Amend section 19.2; Revise and replace the Index to Contract Attachments. Amend Attachment I to incorporate the following changes, and renumbers all affected sections accordingly: (1) Delete section 1.2.1; (6) Amend section 2.7.3 and add subsection (2) Amend section 1.3.1; enumeration 2.7.3.1; (3) Amend section 2.1.4; (7) Amend section 2.9.2; and (4) Amend section 2.1.5.1 to add enumeration; (8) Introduce section 2.5.8. (5) Amend sections 2.3.2 through 2.3.9; (1) Revise and replace Attachment III, Exhibit I; (2) Revise and replace Attachment VII Budget Summary; and (3) Revise and replace Attachment IX, Contract Report Calendar. (4) Introduce Attachment G, Background Screening Affidavit of Compliance. Line denotes completion of above - Packet Page -877- 11/8/2011 Item 16.D.4. AMENDMENT 001 —1-- _ . . ­- STANDARD CONTRACT* The Standard Contract is hereby replaced with the revised Standard Contract and attached hereto. INDEX TO CONTRACT ATTACHMENTS The Index to Contract Attachments is hereby replaced with the revised Index to Contract Attachments and attached hereto. Section 1.2.1 is hereby deleted. (2) Section 1.3.1 is hereby amended to read as follows: 1.3.1 General Statement The Older Americans Act (OAA) Program is a federal program initiative that provides assistance to older persons and caregivers and is the only federal supportive services program directed solely toward improving the lives of older people. The program provides a framework for a partnership among the different levels of government and the public and private sectors with a common objective, improving the quality of life for all older individuals by helping them to remain independent and productive. The primary purpose of the OAA program is to foster the development and implementation of comprehensive and coordinated systems to serve older individuals. The OAA program uses these systems to assist older individuals to attain and maintain maximum independence and dignity in a home environment and allows for the capability of self -care with appropriate supportive services. (3) Section 2.1.4 is hereby amended to read as follows: 2.1.4 Use of Volunteers to Expand the Provision of Available Services The Contractor shall make use of trained volunteers in providing direct services delivered to older individuals and individuals with disabilities needing such services. If possible, the Contractor shall work in coordination with organizations that have experience in providing training, placement, and stipends for volunteers or participants (such as organizations carrying out federal service programs administered by the Corporation for National and Community Service), in community service settings. The Contractor shall provide a quarterly report of volunteer activities and services in a format provided by the Agency. (4) Section 2.1.5.1 is hereby amended to read as follows: 2.1.5.1 Use of Subcontractors (1) if this contract involves the use of a subcontractor or third party, then the Contractor shall not delay the implementation of its agreement with the subcontractor. If any circumstances occur that may result in a delay for a period of 60 days or more of the initiation of the subcontract or in the performance of the subcontractor, the Contractor shall notify the Senior Choices of Southwest Florida's Director of Finance in writing of such delay. (2) The Contractor shall not permit a subcontractor to perform services related to this agreement without having a binding subcontractor agreement executed. In accordance with section 24.1 of the Standard Contract, the Agency will not be responsible or liable for any obligations or claims resulting from such action. (5) Sections 2.3.2 through 2.3.9 are hereby amended to read as follows: 2.3.2 Contractors and subcontractors who are Institutions of Higher Education, Hospitals, and Other Non - Profit Organizations shall have written property management standards in compliance with 2 CFR Part 215 Administrative Requirements (formerly OMB Circular A -110) that include: (a) a property list with all the elements identified in 2 CFR Part 215; (b) a procedure for conducting a physical inventory of equipment at least once every two years; (c) a control system to insure adequate safeguards to prevent loss, damage, or theft of the equipment; Packet Page -878- AMENDMENT 001 11/8/2011 Item 16.D.4. lJM LV-),I I.VV1 and (d) maintenance procedures to keep the equipment in good condition. The property records must be maintained on file and shall be provided to the Agency upon request. The Contractor shall prompt's investigate, fully document and notify Senior Choices of Southwest Florida's Director o. Finance of any loss, damage, or theft of equipment. The Contractor shall provide the results of the investigation to Senior Choices of Southwest Florida's Director of Finance. 2.3.3 The Contractor's property management standards for equipment acquired with federal funds and federally owned equipment shall include accurately maintained equipment records with the following information: (1) A description of the equipment; (2) Manufacturer's serial number, model number, federal stock number, national stock number, or other identification number; (3) Source of the equipment, including the award number; (4) Whether title vests in the Contractor or the federal government; (5) Acquisition date (or date received, if the equipment was furnished by the federal government) and cost; (6) Information from which one can calculate the percentage of federal participation in the cost of the equipment (not applicable to equipment furnished by the federal government); (7) Location and condition of the equipment and the date the information was reported; (8) Unit acquisition cost; and (9) Ultimate disposition data, including date of disposal and sales price or the method used to determine current fair market value where a contractor compensates the federal awarding agency for its share. 2.3.4 Equipment purchased with federal funds with an acquisition cost over $5,000.00 and equipment purchased with state funds with an acquisition cost over $1,000.00 that is specifically identified in the area plan approved by the", Agency is part of the cost of carving out the activities and functions of the grant awards and titl, (ownership) will vest in the Contractor, subject to the conditions of 2 CFR Part 215 Administrative Requirements (formerly OMB Circular A -110), Subpart C, paragraph 34. Equipment purchased under these thresholds is considered supplies and is not subject to property standards. Equipment purchased with funds identified in the budget attachments to agreements covered by this contract or identified in the sub - agreements with subcontractors (not included in a cost methodology), is subject to the conditions of section 273, F. S. and 60A- 1.0017, F. A. C. or Title 45 CFR Part 74. 2.3.5 The Contractor shall not dispose of any equipment or materials provided by the Agency or purchased with funds provided through this contract, without first obtaining the approval Senior Cho ices of Southwest Florida's Director of Finance. When disposing of property or equipment the Contractor must submit a written request for disposition instructions to Senior Choices of Southwest Florida's Director of Finance. The request should include a brief description of the property, purchase price, funding source, percentage of state or federal participation, acquisition date and condition of the property. The request should also indicate the Contractor's proposed disposition (e.g., transfer or donation to another agency that administers federal programs, offer the items for sale, destroy the items). 2.3.6 Senior Choices of Southwest Florida's Director of Finance will issue disposition instructions. If disposition instructions are not received within 120 days of the written request for disposition, the Contractor is authorized to proceed as directed in 2 CFR Part 215 Administrative Requirements (formerly OMB Circular A- 110). 3 Packet Page -879- 11/8/2011 Item 16.D.4. AMENDMENT 001 — .......,......... 23.7 Real property means land (including land improvements), buildings, structures and appurtenances thereto, but excludes movable machinery and equipment. Real property may not be purchased with state or federal funds through agreements covered under this contract without the prior approval of the Agency. Real property purchases from Older Americans Act funds are subject to the provisions of Title 42, Chapter 35, Subchapter III, Part A., Sec. 3030b United States Code. Real property purchases from state funds can only be made through fixed capital outlay grants and aids appropriations and therefore are subject to the provisions of section 216.348, F. S. 2.3.8 Any permanent storage devices (e.g., hard drives and removable storage. media) must be reformatted and tested prior to disposal to ensure no confidential information remains. 2.3.9 The Contractor must adhere to the Agency's procedures and standards when purchasing Information Technology Resources (ITR) as part of any agreement(s) incorporating this contract by reference. An ITR worksheet is required for any computer related item costing $1,000.00 or more, including data processing hardware, software, services, supplies, maintenance, training, personnel and facilities. The completed ITR worksheet shall be maintained in the LAN administrator's file and must be provided to the Agency upon request. The Contractor has the responsibility to require any subcontractors to comply with the Agency's ITR procedures. (6) Section 2.7.4 is hereby amended with the addition of subsection enumeration 2.7.4.1 to read as follows: 2.7.3 Remedies - Nonconforming Services The Contractor shall ensure that all participants served under this agreement are eligible for the program, and that all monthly and/or quarterly performance reports and financial records are maintained for each reporting period and submitted as stipulated in Paragraphs 1.4 -1.4.2 and 2.1- 2.1.6 and 2.5 - 2.5.8. 2.7.3.1 Any nonconforming program services, performance reports or financial records not meeting the aforementioned n requirements shall not be eligible for reimbursement under this program. The costs associated with enrolling, training, reporting and/or managing the program shall be borne solely by the Contractor. The Agency requires immediate notice of any significant and/or systemic infractions that compromise the Contractor's ability to provide participant services, to achieve programmatic performance or to provide sound financial management of the program. (7) Section 2.9.2 is hereby amended to read as follows: 2.9.2 Program /Contract Monitoring The Agency will review and evaluate the performance of the Contractor under the terms of this contract. Monitoring shall be conducted through direct contact with the Contractor through telephone, in writing, or an on- site visit. The Agency's determination of acceptable performance shall be conclusive. The Contractor agrees to cooperate with the Agency in monitoring the progress of completion of the service tasks and deliverables. The Agency may use, but is not limited to, one or more of the following methods for monitoring: (1) Desk reviews and analytical reviews; (2) Scheduled, unscheduled and follow -up on -site visits; (3) Client visits; (4) Review of independent auditor's reports; (5) Review of third -party documents and/or evaluation; (6) Review of progress reports; (7) Review of customer satisfaction surveys; ^ (8) Agreed -upon procedures review by an external auditor or consultant; 4 Packet Page -880- 11/8/2011 Item 16.D.4. AMENDMENT 001 .1 1.VV 1 (9) Limited -scope reviews; and (10) Other procedures as deemed necessary. (8) Introduce section 2.5.8 to read as follows: 2.5.8 Background Screening Affidavit of Compliance To demonstrate compliance with section 8 of the Standard Contract, the Contractor shall submit ATTACHMENT G, Background Screening Affidavit of Compliance annually, by January 151h CONTRACTATTA . NTC• (1) Attachment III, Exhibit I is hereby replaced with the revised Attachment III, Exhibit I and attached hereto. (2) Attachment VII Budget Summary is hereby replaced with the revised Attachment VII Budget Summary and attached hereto. (3) Attachment IX Contract Report Calendar is hereby replaced with the revised Attachment IX, Contract Report Calendar and attached hereto. (4) Attachment G, Background Screening Affidavit of Compliance is hereby introduced and attached hereto. This amendment shall be effective on the last date that the amendment has been signed by both Parties. All provisions in the agreement and any attachments thereto in conflict with this amendment shall be and are hereby changed to conform to this amendment. All provisions not in conflict with this amendment are still in effect and are to be performed at the level specified in the agreement. This amendment and all of its attachments are hereby made a part of this agreement. IN WITNESS WHEREOF, the Parties hereto have caused this 25 page amendment to be executed by their officials there unto duly authorized. Contractor: COLLIER COUNTY BOARD OF COUNTY COMMISSIONERS SIGNED BY: NAME: Fred W. Coyle TITLE: Chairman DATE: 11/8/11 Federal Tax ID: 59- 6000558 Fiscal Year Ending Date: 09/30 Packet Page -881- SENIOR CHOICES OF SOUTHWEST FLORIDA SIGNED BY: NAME: LEIGH ANNA NOWAK TITLE: BOARD PRESIDENT DA 5 11/8/2011 Item 16.D.4. Amendment 001 OAA 203.11.001 AREA AGENCY FOR SOUTHWEST FLORIDA INC. dba SENIOR CHOICES OF SOUTHWEST FLORIDA STANDARD CONTRACT OLDER AMERICANS ACT PROGRAM TITLE III THIS CONTRACT is entered into between Area Agency on Aging for Southwest Florida, Inc. dba Senior Choices of Southwest Florida (Agency) and Collier County Board of County Commissioners (Contractor) and collectively referred to as the "Parties." The term contractor for this purpose may designate a vendor, subgrantee or subrecipient, the status to be further identified in ATTACHMENT III, Exhibit -2 as necessary. WITNESSETH THAT: WHEREAS, the Agency has determined that it is in need of certain services as described herein; and WHEREAS, the Contractor has demonstrated that it has the requisite expertise and ability to faithfully perform such services as an independent contractor of the Agency. NOW THEREFORE, in consideration of the services to be performed and payments to be made, together with the mutual covenants and conditions hereinafter set forth, the Parties agree as follows: 1. Purnose of Contract The purpose of this contract is to provide services in accordance with the terms and conditions specified in this contract including all attachments and exhibits, which constitute the contract document. 2. incorporation of Document% within the Contract The contract will incorporate attachments, proposal(s), state plan(s), grant agreements, relevant Department and/or Agency handbooks, manuals or desk books, as an integral part of the contract, except to the extent that the contract explicitly provides to the contrary. In the event of conflict in language among any of the documents referenced above, the specific provisions and requirements of the contract document(s) shall prevail over inconsistent provisions in the proposal(s) or other general materials not specific to this contract document and identified attachments. 3. Term of Contract This contract shall begin on January 1. 2011 or on the date on which the contract has been signed by the last party required to sign it, whichever is later. It shall end at midnight, local time in Tallahassee, Florida, on December 31, 2011. 4. Contract Amount The Agency agrees to pay for contracted services according to the terms and conditions of this contract in an amount not to exceed $919,000.00, or the rate schedule, subject to the availability of funds. Any costs or services paid for under any other contract or from any other source are not eligible for payment under this contract. 5. Renewals By mutual agreement of the Parties, in accordance with s. 287.058(1)(f), F.S., the Agency may renew the contract for a period not to exceed three years, or the term of the original contract, whichever is longer. The renewal price, or method for determining a renewal price, is set forth in the bid, proposal, or reply. No other costs for the renewal may be charged. Any renewal is subject to the same terms and conditions as the original contract and contingent upon satisfactory performance evaluations by the Agency and the availability of funds. Packet Page -882- 11/8/2011 Item 16.D.4. Amendment 001 UAA 203.11.001 6.1 If this contract contains federal funds this section shall apply. 6.1.1 The Contractor shall comply with the provisions of 45 CFR 74 and/or 45 CFR 92, and other applicable regulations. 6.1.2 If this contract contains federal funds and is over $100,000.00, the Contractor shall comply with all applicable standards, orders, or regulations issued under s. 306 of the Clean Air Act as amended (42 U.S.C. 7401, et seq.), s. 508 of the Federal Water Pollution Control Act as amended (33 U.S.C. 1251, et seq.), Executive Order 11738, as amended, and where applicable Environmental Protection Agency regulations 40 CFR 30. The Contractor shall report any violations of the above to the Agency. 6.1.3 The Contractor or agent acting for the Contractor, may not use any federal funds received in connection with this contract to influence legislation or appropriations pending before the Congress or any state legislature. If this contract contains federal funding in excess of $100,000.00, the Contractor must, prior to contract execution, complete the Certification Regarding Lobbying form, ATTACHMENT H. All disclosure forms as required by the Certification Regarding Lobbying form must be completed and returned to the Senior Choices of Southwest Florida's Director of Finance prior to payment under this contract. 6.1.4 In accordance with Appendix A to 2 CFR 215, the Contractor shall comply with Executive Order 11246, Equal Employment Opportunity, as amended by Executive Order 11375 and others, and as supplemented in Department of Labor regulation 41 CFR 60 and 45 CFR 92, if applicable. 6.1.5 If this contract contains federal funds and provides services to children up to age 18, the Contractor shall comply with the Pro - Children Act of 1994 (20 U.S.C. 6081). 6.1.6 A contract award with an amount expected to equal or exceed $25,000.00 and certain other contract awards will not be made to parties listed on the government -wide Excluded Parties List System, in accordance with the OMB guidelines at 2 CFR 180 that implement Executive Orders 12549 and 12689, "Debarment and n Suspension." The Excluded Parties List System contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549. The Contractor shall comply with these provisions . before doing business or entering into subcontracts receiving federal funds pursuant to this contract. The Contractor shall complete and sign ATTACHMENT V prior to the execution of this contract. 6.2 The Contractor shall not employ an unauthorized alien. The Agency will consider the employment of unauthorized aliens a violation of the Immigration and Nationality Act (8 U.S.C. 1324a) and the Immigration Reform and Control Act of 1986 (8 U.S.C. 1101). Such violation will be cause for unilateral cancellation of this contract by the Agency. 6.3 If the Contractor is a non - profit provider and is subject to Internal Revenue Service (IRS) tax exempt organization reporting requirements (filing a Form 990 or Form 990 -N) and has its tax exempt status revoked for failing to comply with the filing requirements of the 2006 Pension Protection Act or for any other reason, the Contractor must notify the Agency in writing within thirty (30) days of receiving the IRS notice of revocation. 6.4 The Contractor shall comply with Title 2 CFR Part 175 regarding Trafficking in Persons. 6.5 Unless exempt under 2 CFR Part 170.110(b), the Contractor shall comply with the reporting requirements of the Transparency Act as expressed in 2 CFR 170. Packet Page -883- Amendment 001 11/8/2011 Item 16.D.4. DAA 203.11.001 6.6 - To comply with the Executive order 12989, as amended, and Executive Order No. 1 1-02, the Contractor agrees to utilize the U.S. Department of Homeland Security's E -Verify system, https: / /e- verify.uscis.gov /emp, to verify the employment eligibility of (1) all persons employed by the Contractor during the contract term to perform any duties within Florida; and (2) all persons, including subcontractors, assigned by the contractor to perform work pursuant to this contract. The Contractor shall also include a requirement in its subcontracts that the subcontractor shall utilize the E -Verify system to verify the employment eligibility of all persons employed by the subcontractor during the contract term. Contractors meeting the terms and conditions of the E- Verify System are deemed to be in compliance with this provision. The Contractor shall complete and sign ATTACHMENT J, Verification of Employment Status Certification, prior to the execution of this contract. 7. Comnliance with State Law 7.1 This contract is executed and entered into in the State of Florida, and shall be construed, performed and enforced in all respects in accordance with the Florida law, including Florida provisions for conflict of laws. 7.2 The Contractor shall comply with requirements of s. 287.058, F.S. as amended. 7.2.1 The Contractor shall provide units of deliverables, including various client services, and in some instances may include reports, findings, and drafts, as specified in this contract, which the Senior Choices of Southwest Florida's Director of Finance must receive and accept in writing prior to payment in accordance with s. 215.971, F.S. (1) and (2). 7.2.2 The Contractor shall submit bills for fees or other compensation for services or expenses in sufficient detail for a proper pre -audit and post- audit. 7.2.3 If itemized payment for travel expenses is permitted in this contract, the Contractor shall submit bills for any n travel expenses in accordance with s. 112.061, F.S., or at such lower rates as may be provided in this contract. 7.2.4 The Contractor shall allow public access to all documents, papers, letters, or other public records as defined in subsection 119.011(12), F.S., made or received by the Contractor in conjunction with this contract except for those records which are made confidential or exempt by law. The Contractor's refusal to comply with this provision will constitute an immediate breach of contract for which the Agency may unilaterally terminate the contract. 7.3 If clients are to be transported under this contract, the Contractor shall comply with the provisions of Chapter 427, F.S., and Rule 41 -2, F. A. C. 7.4 Subcontractors who are on the discriminatory vendor list may not transact business with any public entity, in accordance with the provisions of s. 287.134, F.S. 7.5 The Contractor shall comply with the provisions of s. 11.062, F.S., and s. 216.347, F.S., which prohibit the expenditure of contract funds for the purpose of lobbying the legislature, judicial branch or a state agency. 7,6 In accordance with s. 287.135 F.S., any contractor on the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List (Lists), created pursuant to s. 215.473 F.S., is ineligible to enter into or renew a contract with the Department for goods or services of $1 million or more. Pursuant to s. 287.135 F.S., the Department may terminate this contract if the Contractor is found to have submitted a false certification of its status on the Lists or has been placed on the Lists. Further, the Contractor is subject to civil penalties, attorney's fees and costs and any costs for investigations that led to the finding of false certification. If this contract contains $1 million or more, the Contractor shall complete and sign ATTACHMENT H, Certification Regarding Scrutinized Companies Lists, prior to the execution of this contract. 8 Packet Page -884- Amendment 001 11/8/2011 Item 16.D.4. OAA 203.11.001 8. Background Screening The Contractor shall ensure that, prior to providing services, all persons having access to vulnerable elders and,., children, their living area, funds or personal property, or protected health information pertaining to suc individuals, will pass a Level H criminal background screening in accordance with the requirements of s. 430.0402 and ch. 435, F.S., as amended. These provisions apply to employees, subcontractors, consultants, direct service providers and volunteers. Consequently, any commitment for employment, purchase of services, or volunteer program participation will be contingent upon the passing of a Level II background check. The background screening will include employment history checks as provided in s. 435.03(1), F.S., and both local and national criminal record checks coordinated through law enforcement agencies. 8.1 For purposes of this section, the term "direct service provider" means a person 18 years of age or older who, pursuant to a program to provide services to the elderly, has direct, face -to -face contact with a client while providing services to the client or has access to the client's living areas or to the client's funds or personal property. This term includes coordinators, managers, and supervisors of residential facilities and volunteers. 9. Grievance Procedures The Contractor shall develop, implement, and ensure that its subcontractors have established grievance procedures to process and resolve client dissatisfaction with or denial of service(s), and address complaints regarding the termination, suspension or reduction of services, as required for receipt of funds. These procedures, at a minimum, will provide for notice of the grievance procedure and an opportunity for review of the subcontractor's determination(s). 10.1 The Contractor shall establish and maintain books, records and documents (including electronic storage media) sufficient to reflect all assets, obligations, unobligated balances, income, interest and expenditures of funds provided by the Agency under this contract. Contractor shall adequately safeguard all such assets and assure they are used solely for the purposes authorized under this contract. Whenever appropriate, financial information should be related to performance and unit cost data. 10.2 The Contractor shall retain all client records, financial records, supporting documents, statistical records, and any other documents (including electronic storage media) pertinent to this contract for a period of six (6) years after completion of the contract or longer when required by law. In the event an audit is required by this contract, records shall be retained for a minimum period of six (6) years after the audit report is issued or until resolution of any audit findings or litigation based on the terms of this contract, at no additional cost to the Agency. 10.3 Upon demand, at no additional cost to the Agency, the Contractor shall facilitate the duplication and transfer of any records or documents during the required retention period in this section 10.2. 10.4 The Contractor shall assure that the records described in this section 10 will be subject at all reasonable times to inspection, review, copying, or audit by federal, state, or other personnel duly authorized by the Agency. 10.5 At all reasonable times for as long as records are maintained, persons duly authorized by the Agency and federal auditors, pursuant to 45 CFR 92.36(i)(10), will be allowed full access to and the right to examine any of the Contractor's contracts and related records and documents pertinent to this specific contract, regardless of the form in which kept. 10.6 The Contractor shall provide a financial and compliance audit to the Agency as specified in this contract and in ATTACHMENT III and ensure that all related third -party transactions are disclosed to the auditor. 10.7 The Contractor shall comply and cooperate immediately with any inspections, reviews, investigations, or audits deemed necessary by the office of the Inspector General pursuant to s. 20.055, F.S. Packet Page -885- Amendment 001 00111111-h! I 11 - Y 11 1: 1 1 1 / I' 1 1 11 1 I 11/8/2011 Item 16.D.4. OAA 203.11.001 r-� 11.1 The Contractor shall execute assurances in ATTACHMENT VI that it will not discriminate against any person in the provision of services or benefits under this contract or in employment because of age, race, religion, color, disability, national origin, marital status or sex in compliance with state and federal law and regulations. The Contractor further assures that all contractors, subcontractors, subgrantees, or others with whom it arranges to provide services or benefits in connection with any of its programs and activities are not discriminating against clients or employees because of age, race, religion, color, disability, national origin, marital status or sex. 11.2 During the term of this contract, the Contractor shall complete and retain on file a timely, complete and accurate Civil Rights Compliance Checklist (ATTACHMENT B). 11.3 The Contractor shall establish procedures pursuant to federal law to handle complaints of discrimination involving services or benefits through this contract. These procedures will include notifying clients, employees, and participants of the right to file a complaint with the appropriate federal or state entity. 11.4 If this contract contains federal funds, these assurances are a condition of continued receipt of or benefit from federal financial assistance, and are binding upon the Contractor, its successors, transferees, and assignees for the period during which such assistance is provided. The Contractor further assures that all subcontractors, vendors, or others with whom it arranges to provide services or benefits to participants or employees in connection with any of its programs and activities are not discriminating against those participants or employees in violation of the above statutes, regulations, guidelines, and standards. In the event of failure to comply, the Contractor understands that the Agency may, at its discretion, seek a court order requiring compliance with the terms of this assurance or seek other appropriate judicial or administrative relief, including but not limited to, termination of and denial of further assistance. 12. Provision of Services The Contractor shall provide services in the manner described in ATTACHMENT I. 13. Monitoring by the Agency The Contractor shall permit persons duly authorized by the Agency to inspect and copy any records, papers, documents, facilities, goods and services of the Contractor which are relevant to this contract, and to interview any clients, employees and subcontractor employees of the Contractor to assure the Agency of the satisfactory performance of the terms and conditions of this contract. Following such review, the Agency will provide a written report of its findings to the Contractor, and where appropriate, the Contractor shall develop a corrective action plan. The Contractor hereby agrees to correct all deficiencies identified in the corrective action plan in a timely manner as determined by the Senior Choices of Southwest Florida's Director of Finance. 14. Coordinated Monitoring with Other Agencies If the Contractor receives funding from one or more of the State of Florida other human service agencies, in addition to Senior Choices of Southwest Florida, then a joint monitoring visit including such other agencies may be scheduled. For the purposes of this contract, and pursuant to s. 287.0575, F.S. as amended, Florida's human service agencies shall include the Department of Children and Families, the Department of Health, the Agency for Persons with Disabilities, the Department of Veterans Affairs, and the Department of Elder Affairs. Upon notification and the subsequent scheduling of such a visit by the designated agency's lead administrative coordinator, the Contractor shall comply and cooperate with all monitors, inspectors, and/or investigators. 15. Indemnification The Contractor shall indemnify, save, defend, and hold harmless the Agency and its agents and employees from any and all claims, demands, actions, causes of action of whatever nature or character, arising out of or 10 Packet Page -886- Amendment 001 11/8/2011 Item 16.D.4. OAA 203.11.001 by reason of the execution of this agreement or performance of the services provided for herein. It is understood and agreed that the Contractor is not required to indemnify the Agency for claims, demands, actions or causes of action arising solely out of the Agency's negligence. 15.1 Except to the extent permitted by s. 768.28, F.S., or other Florida law, this section 15 is not applicable to contracts executed between the Agency and state agencies or subdivisions defined in s. 768.28(2), F.S. 16. Insurance and Bonding 16.1 The Contractor shall provide continuous adequate liability insurance coverage during the existence of this contract and any renewal(s) and extension(s) of it. By execution of this contract, unless it is a state agency or subdivision as defined by subsection 768.28(2), F.S., the Contractor accepts full responsibility for identifying and determining the type(s) and extent of liability insurance necessary to provide reasonable financial protections for the Contractor and the clients to be served under this contract. The limits of coverage under each policy maintained by the Contractor do not limit the Contractor's liability and obligations under this contract. The Contractor shall ensure that the Agency has the most current written verification of insurance coverage throughout the term of this contract. Such coverage may be provided by a self - insurance program established and operating under the laws of the State of Florida. The Agency reserves the right to require additional insurance as specified in this contract. 16.2 Throughout the term of this agreement, the Contractor shall maintain an insurance bond from a responsible commercial insurance company covering all officers, directors, employees and agents of the Contractor authorized to handle funds received or disbursed under all agreements and /or contracts incorporating this contract by reference in an amount commensurate with the funds handled, the degree of risk as determined by the insurance company and consistent with good business practices. 17. Confidentiality of Information The Contractor shall not use or disclose any information concerning a recipient of services under this contract n for any purpose prohibited by state or federal law or regulations except with the written consent of a person legally authorized to give that consent or when authorized by law. 18. Health Insurance Portability and Ac o un ahilijy Ac Where applicable, the Contractor shall comply with the Health Insurance Portability and Accountability Act (42 USC 1320d.), as well as all regulations promulgated thereunder (45 CFR 160, 162, and 164). 19. Incident RegMrtong 19.1 The Contractor shall notify the Agency immediately but no later than forty-eight (48) hours from the Contractor's awareness or discovery of conditions that may materially affect the Contractor or subcontractor's ability to perform the services required to be performed under this contract. Such notice shall be made orally to the Senior Choices of Southwest Florida's Director of Finance (by telephone) with an email to immediately follow. 19.2 The Contractor shall immediately report knowledge or reasonable suspicion of abuse, neglect, or exploitation of a child, aged person, or disabled adult to the Florida Abuse Hotline on the statewide toll -free telephone number (1- 800- 96ABUSE). As required by Chapters 39 and 415, F.S., this provision is binding upon both the Contractor and its employees. 11 Packet Page -887- Amendment 001 11/8/2011 Item 16.D.4. OAA 203.11.001 20. New Contract(s) Repo_ a= The Contractor shall notify the Agency within ten (10) days of entering into a new contract with any of the remaining four (4) state human service agencies. The notification shall include the following information: (1) contracting state agency; (2) contract name and number; (3) contract start and end dates; (4) contract amount; (5) contract description and commodity or service; and (6) Senior Choices of Southwest Florida's Director of Finance name and number. In complying with this provision, and pursuant to s. 287.0575, F.S. as amended, the Contractor shall complete and provide the information in ATTACHMENT D. 21. Ban ruQtcv Notification During the term of this contract, the Contractor shall immediately notify Senior Choices of Southwest Florida if the Contractor, its assignees, subcontractors or affiliates file a claim for bankruptcy. Within ten (10) days after notification, the Contractor must also provide the following information to Senior Choices of Southwest Florida: (1) the date of filing of the bankruptcy petition; (2) the case number; (3) the court name and the division in which the petition was filed (e.g., Florida Middle District, Lee County, Fort Myers, Florida); and (4) the name, address, and telephone number of the bankruptcy attorney. 22. Snonsorshin and Publicity 22.1 As required by s. 286.25, F.S., if the Contractor is a non - governmental organization which sponsors a program financed wholly or in part by state funds, including any funds obtained through this contract, it shall, in publicizing, advertising, or describing the sponsorship of the program, state: "Sponsored by (Contractor's name), Senior Choices of Southwest Florida, and the State of Florida, Department of Elder Affairs." If the sponsorship reference is in written material, the words "Senior Choices of Southwest Florida and the State of Florida, Department of Elder Affairs" shall appear in at least the same size letters or type as the name of the organization. 22.2 The Contractor shall not use the words "Senior Choices of Southwest Florida and The State of Florida, Department of Elder Affairs" to indicate sponsorship of a program otherwise financed, unless specific authorization has been obtained by the Agency prior to use. 23. Accjgnm n 23.1 The Contractor shall not assign the rights and responsibilities under this contract without the prior written approval of the Agency, which shall not be unreasonably withheld. Any sublicense, assignment, or transfer otherwise occurring without prior written approval of the Agency will constitute a material breach of the contract. 23.2 The State of Florida is at all times entitled to assign or transfer, in whole or part, its rights, duties, or obligations under this contract to another governmental agency in the State of Florida, upon giving prior written notice to the Contractor. In the event the State of Florida approves transfer of the Contractor's obligations, the Contractor remains responsible for all work performed and all expenses incurred in connection with the contract. 23.3 This contract shall remain binding upon the successors in interest of either the Contractor or the Agency. 24. Subcontracts 24.1 The Contractor is responsible for all work performed and for all commodities produced pursuant to this contract, whether actually furnished by the Contractor or its subcontractors. Any subcontracts shall be evidenced by a written document and subject to any conditions of approval the Agency deems necessary. The Contractor further agrees that the Agency will not be liable to the subcontractor in any way or for any reason. The Contractor, at its expense, shall defend the Agency against any such claims. 12 Packet Page -888- Amendment 001 11/8/2011 Item 16.D.4. OAA 203.11.001 24.2 The Contractor shall promptly pay any subcontractors upon receipt of payment from the Agency or other state agency. Failure to make payments to any subcontractor in accordance with s. 287.0585, F.S., unless otherwisp—, stated in the contract between the Contractor and subcontractor, will result in a penalty as provided by statute. 25. Indgnendent Capacily of Contractor It is the intent and understanding of the Parties that the Contractor, or any of its subcontractors, are independent contractors and are not employees of the Agency and shall not hold themselves out as employees or agents of the Agency without specific authorization from the Agency. It is the further intent and understanding of the Parties that the Agency does not control the employment practices of the Contractor and will not be liable for any wage and hour, employment discrimination, or other labor and employment claims against the Contractor or its subcontractors. All deductions for social security, withholding taxes, income taxes, contributions to unemployment compensation funds and all necessary insurance for the Contractor are the sole responsibility of the Contractor. 26. PUm=nt Payments shall be made to the Contractor pursuant to s. 215.422, F.S., as services are rendered and invoiced by the Contractor. Senior Choices of Southwest Florida's Director of Finance will have final approval of the invoice for payment, and will approve the invoice for payment only if the Contractor has met all terms and conditions of the contract, unless the bid specifications, purchase order, or this contract specify otherwise. The approved invoice will be submitted to the Agency's finance section for budgetary approval and processing. Disputes arising over invoicing and payments will be resolved in accordance with the provisions of s. 215.422 F.S. A Vendor Ombudsman has been established within the Department of Financial Services and may be contacted at (850) 413 -5665. 27. Return of Funds.n The Contractor shall return to the Agency any overpayments due to unearned funds or funds disallowed and any interest attributable to such funds pursuant to the terms and conditions of this contract that were disbursed to the Contractor by the Agency. In the event that the Contractor or its independent auditor discovers that an overpayment has been made, the Contractor shall repay said overpayment immediately without prior notification from the Agency. In the event that the Agency first discovers an overpayment has been made, the Senior Choices of Southwest Florida's Director of Finance will notify the Contractor in writing of such findings. Should repayment not be made forthwith, the Contractor shall be charged at the lawful rate of interest on the outstanding balance pursuant to s. 55.03, F.S., after Agency notification or Contractor discovery. 28. Data Integrity and Safeguarding Info_ rmation The Contractor shall ensure an appropriate level of data security for the information the Contractor is collecting or using in the performance of this contract. An appropriate level of security includes approving and tracking all Contractor employees that request system or information access and ensuring that user access has been removed from all terminated employees. The Contractor, among other requirements, must anticipate and prepare for the loss of information processing capabilities. All data and software shall be routinely backed up to ensure recovery from losses or outages of the computer system. The security over the backed -up data is to be as stringent as the protection required of the primary systems. The Contractor shall ensure all subcontractors maintain written procedures for computer system backup and recovery. The Contractor shall complete and sign ATTACHMENT IV prior to the execution of this contract. 29. ComnLter Use and Social Media Policy The Department of Elder Affairs has implemented a new Social Media Policy, in addition to its Computer Use Policy, which applies to all employees, contracted employees, consultants, OPS and volunteers, including all personnel affiliated with third parties, such as, but not limited to, Area Agencies on Aging and vendors. Any," 13 Packet Page -889- 11/8/2011 Item 16.D.4. Amendment 001 OAA 203.11.001 entity that uses the Department's computer resource systems must comply with the Department's policy regarding social media. Social Media includes, but is not limited to blogs, podcasts, discussion forums, Wikis, RSS feeds, video sharing, social networks like MySpace, Facebook and Twitter, as well as content sharing networks such as flickr and YouTube (ATTACHMENT E). 30. Conflict of Interes The Contractor shall establish safeguards to prohibit employees, board members, management and subcontractors from using their positions for a purpose that constitutes or presents the appearance of personal or organizational conflict of interest or personal gain. No employee, officer or agent of the Contractor or subcontractor shall participate in selection, or in the award of an agreement supported by state or federal funds if a conflict of interest, real or apparent, would be involved. Such a conflict would arise when: (a) the employee, officer or agent; (b) any member of his/her immediate family; (c) his or her partner, or (d) an organization which employs, or is about to employ, any of the above, has a financial or other interest in the firm selected for award. The Contractor or subcontractor's officers, employees or agents will neither solicit nor accept gratuities, favors or anything of monetary value from contractors, potential contractors, or parties to subcontracts. The Contractor's board members and management must disclose to the Agency any relationship which may be, or may be perceived to be, a conflict of interest within thirty (30) calendar days of an individual's original appointment or placement in that position, or if the individual is serving as an incumbent, within thirty (30) calendar days of the commencement of this contract. The Contractor's employees and subcontractors must make the same disclosures described above to the Contractor's board of directors. Compliance with this provision will be monitored. 31. Public Entity Crime Pursuant to s. 287.133, F.S., a person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a bid, proposal, or reply on a contract to provide any goods or services to a public entity; may not submit a bid, proposal, or reply on a contract with a public entity for the .-. construction or repair of a public building or public work; may not submit bids, proposals, or replies on leases of real property to a public entity; may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity; and may not transact business with any public entity in excess of the threshold amount provided in s. 287.017, F.S., for CATEGORY TWO for a period of 36 months following the date of being placed on the convicted vendor list. 32. Purchasing 32.1 The Contractor may purchase articles which are the subject of or are required to carry out this contract from Prison Rehabilitative Industries and Diversified Enterprises, Inc., (PRIDE) identified under Chapter 946, F.S., in the same manner and under the procedures set forth in subsections 946.515(2) and (4), F.S. For purposes of this contract, the Contractor shall be deemed to be substituted for the Agency insofar as dealings with PRIDE. This clause is not applicable to subcontractors unless otherwise required by law. An abbreviated list of products /services available from PRIDE may be obtained by contacting PRIDE, (800) 643 -8459. 32.2 The Contractor may procure any recycled products or materials, which are the subject of or are required to carry out this contract, in accordance with the provisions of s. 403.7065, F.S. 32.3 The Contractor may purchase articles that are the subject of, or required to carry out, this contract from a nonprofit agency for the Blind or for the Severely Handicapped that is qualified pursuant to Chapter 413, F.S., in the same manner and under the same procedures set forth in s. 413.036(1) and (2), F.S. For purposes of this contract, the Contractor shall be deemed to be substituted for the Agency insofar as dealings with such qualified nonprofit agency are concerned. Additional information about the designated nonprofit agency and the products it offers is available at http: / /www.respectofflorida.org. This clause is not applicable to subcontractors unless otherwise required by law. 14 Packet Page -890- Amendment 001 33. Patents, Conyrights_Rovalties 11/8/2011 Item 16.D.4. WVA /.W.11.UU1 If this contract is awarded state funding and if any discovery, invention or copyrightable material is developed, produced or for which ownership was purchased in the course of or as a result of work or services performed under this contract, the Contractor shall refer the discovery, invention or material to the Agency to be referred to the Department of State. Any and all patent rights or copyrights accruing under this contract are hereby reserved to the State of Florida in accordance with Chapter 286, F.S. Pursuant to s. 287.0571 (5) (k) I and 2 as amended, the only exceptions to this provision shall be those that are clearly expressed and reasonably valued in the contract. 33.1 If the primary purpose of this contract is the creation of intellectual property, the State of Florida shall retain an unencumbered right to use such property, notwithstanding any agreement made pursuant to this section 33. 33.2 If this contract is awarded solely federal funding, the terms and conditions are governed by 2 CFR 215.36. 34.1 If the tasks to be performed pursuant to this contract include the physical care and control of clients, or the administration and coordination of services necessary for client health, safety or welfare, the Contractor shall, within thirty (30) calendar days of the execution of this contract, submit to the Senior Choices of Southwest Florida's Director of Finance verification of an emergency preparedness plan. In the event of an emergency, the Contractor shall notify the Agency of emergency provisions. 34.2 In the event a situation results in a cessation of services by a subcontractor, the Contractor shall retain responsibility for performance under this contract and must follow procedures to ensure continuity of operations without interruption. 35. PUR 1000 Form The PUR 1000 Form is hereby incorporated by reference. In the event of any conflict between the PUR 1000 Form and any terms or conditions of this contract the terms or conditions of this contract shall take precedence over the PUR 1000 Form. However, if the conflicting terms or conditions in the PUR 1000 Form are required by any section of the Florida Statutes, the terms or conditions contained in the PUR 1000 Form shall take precedence. 36. Use of State Funds to Purchase or Improve Real Property Any state funds provided for the purchase of or improvements to real property are contingent upon the Contractor or political subdivision granting to the state a security interest in the property at least to the amount of state funds provided for at least 5 years from the date of purchase or the completion of the improvements or as further required by law. 37. Dispute Resolution Any dispute concerning performance of the contract shall be decided by the Senior Choices of Southwest Florida's Director of Finance, who shall reduce the decision to writing and serve a copy on the Contractor. X1.1 If the Contractor fails to meet the minimum level of service or performance identified in this agreement, or that is customary for the industry, then the Agency must apply financial consequences commensurate with the deficiency. Financial consequences may include, but are not limited to, contract suspension, refusing payment, withholding payments until deficiency is cured, tendering only partial payments, and/or cancellation of contract and reacquiring services from an alternate source. Packet Page -891- 15 11/8/2011 Item 16.D.4. Amendment 001 UAA 2U3.1 1.001 38.1 The Contractor will not be charged with financial consequences, when a failure to perform arises out of causes n that were the responsibility of the Agency. 39. No Waiver of Sovereign Immu X Nothing contained in this agreement is intended to serve as a waiver of sovereign immunity by any entity to which sovereign immunity may be applicable. 40. Venue If any dispute arises out of this contract, the venue of such legal recourse will be Leon County, Florida. 41. Entire Contract This contract contains all the terms and conditions agreed upon by the Parties. No oral agreements or representations shall be valid or binding upon the Agency or the Contractor unless expressly contained herein or by a written amendment to this contract signed by both Parties. 42. Force M je�re The Parties will not be liable for any delays or failures in performance due to circumstances beyond their control, provided the party experiencing the force majeure condition provides immediate written notification to the other party and takes all reasonable efforts to cure the condition. 43. Sev` erability Clange The Parties agree that if a court of competent jurisdiction deems any term or condition herein void or unenforceable the other provisions are severable to that void provision and shall remain in full force and effect. 44. Condition Precedent to Contract: Anoro ria ion The Parties agree that the Agency's performance and obligation to pay under this contract is contingent upon an annual appropriation by the Legislature. 45. Addition/Deletion The Parties agree that the Agency reserves the right to add or to delete any of the services required under this contract when deemed to be in the State of Florida's best interest and reduced to a written amendment signed by both Parties. The Parties shall negotiate compensation for any additional services added. 46. Waiver The delay or failure by the Agency to exercise or enforce any of its rights under this contract will not constitute or be deemed a waiver of the Agency's right thereafter to enforce those rights, nor will any single or partial exercise of any such right preclude any other or further exercise thereof or the exercise of any other right. 47. Cam lin ante The Contractor shall abide by all applicable current federal statutes, laws, rules and regulations as well as applicable current state statutes, laws, rules and regulations. The Parties agree that failure of the Contractor to abide by these laws shall be deemed an event of default of the Contractor, and subject the contract to immediate, unilateral cancellation of the contract at the discretion of the Agency. 48. Final Invoice The Contractor shall submit the final invoice for payment to the Agency as specified in section 3.3.4. (date for final request for payment) of ATTACE MENT I. If the Contractor fails to submit final request for payment by the deadline, then all rights to payment may be forfeited and the Agency may not honor any requests submitted after the aforesaid time period. Any payment due under the terms of this contract may be withheld until all reports due from the Contractor and necessary adjustments thereto have been .-. approved by the Agency. 16 Packet Page -892- Amendment 001 11/8/2011 Item 16.D.4. UAA 203.11.001 49. Renegotiations or Modifications Modifications of the provisions of this contract shall be valid only when they have been reduced to writing and duly signed by both parties. The rate of payment and the total dollar amount may be adjusted retroactively to reflect price level increases and changes in the rate of payment when these have been established through the appropriations process and subsequently identified in the Agency's operating budget. 50. Term_ nation 50.1 This contract may be terminated by either party without cause upon no less than thirty (30) calendar days notice in writing to the other party unless a sooner time is mutually agreed upon in writing. Said notice shall be delivered by U.S. Postal Service or any expedited delivery service that provides verification of delivery or by hand delivery to the Senior Choices of Southwest Florida's Director of Finance or the representative of the Contractor responsible for administration of the contract. 50.2 In the event funds for payment pursuant to this contract become unavailable, the Agency may terminate this contract upon no less than twenty-four (24) hours notice in writing to the Contractor. Said notice shall be delivered by U.S. Postal Service or any expedited delivery service that provides verification of delivery or by hand delivery to the Senior Choices of Southwest Florida's Director of Finance or the representative of the Contractor responsible for administration of the contract. The Agency will be the final authority as to the availability and adequacy of funds. In the event of termination of this contract, the Contractor will be compensated for any work satisfactorily completed prior to the date of termination. 503 This contract may be terminated for cause upon no less than twenty -four (24) hours notice in writing to the Contractor. If applicable, the Agency may employ the default provisions in Rule 60A- 1.006(3), F.A.C. Waiver of breach of any provisions of this contract shall not be deemed to be a waiver of any other breach and shall not be construed to be a modification of the terns and conditions of this contract. The provisions herein do not limit the Agency's or the Contractor's rights to remedies at law or in equity. 50.4 Failure to have performed any contractual obligations with the Agency in a manner satisfactory to the Agency will be a sufficient cause for termination. To be terminated as a contractor under this provision, the contractor must have (1) previously failed to satisfactorily perform in a contract with the Agency, been notified by the Agency of the unsatisfactory performance and failed to correct the unsatisfactory performance to the satisfaction of the Agency; or (2) had a contract terminated by the Agency for cause. 51. Off, icial Pavee and Representatives (Names, Addresses, and Telephone Numbers): a. The Contractor name, as shown on page 1 of this contract, and mailing address of the official payee to whom the payment shall be made is: Collier County Housing, Human and Veteran Services. 3339 E Tamiami Trail, Building H Naples, FL 34112 Kimberly Grant, Director The name of the contact person and street address Collier County Housing, Human and Veteran Services. b. where financial and administrative records are 3339 E Tamiami Trail, Building H maintained is: Naples, FL 34112 (239) 252 -2273 The name, address, and telephone number of the Kimberly Grant, Director C. representative of the Contractor responsible for Collier County Housing, Human and Veteran Services. administration of the program under this contract is: 3339 E Tamiami Trail, Building H Naples, FL 34112 (239) 252 -2273 17 Packet Page -893- 1­\ Amendment 001 11/8/2011 Item 16.D.4. OAA 203.11.001 d. The section and location within the Agency Senior Choices for Southwest Florida where Requests for Payment and Receipt and 15201 N Cleveland Ave., Ste 1100 Expenditure forms are to be mailed is: N Fort Myers, FL 33903 (239) 652 -6900 Leigh W. Schield, Executive Director e. The name, address, and telephone number of the Senior Choices for Southwest Florida. Executive Director for this contract is: 15201 N Cleveland Ave., Ste 1100 N Fort Myers, FL 33903 (239) 652 -6900 Upon change of representatives (names, addresses, telephone numbers) by either party, notice shall be provided in sting to the other party and the notification attached to the originals of this contract. 52. All Terms and Conditions Included This contract and its Attachments, I — X, A, B, D — J and any exhibits referenced in said attachments, together with any documents incorporated by reference, contain all the terms and conditions agreed upon by the Parties. There are no provisions, terms, conditions, or obligations other than those contained herein, and this contract shall supersede all previous communications, representations or agreements, either written or verbal between the Parties. By signing this contract, the Parties agree that they have read and agree to the entire contract. IN WITNESS THEREOF, the Parties hereto have caused this 48 page contract, to be executed by their undersigned officials as duly authorized. Contractor: COLLIER COUNTY BOARD OF COUNTY COMMISSIONERS SIGNED BY: ne oignat4w wquked NAME: TITLE: DATE: na dace x *dwd Federal Tax ID: 59- 6000558 Fiscal Year Ending Date: 9/30 Packet Page -894- SENIOR CHOICES OF SOUTHWEST FLORIDA SIGNED BY: no. eigna&w Keguixed NAME: LEIGH ANNA NOWAK TITLE: BOARD PRESIDENT DATE: no date wquiwd 18 Amendment 001 Iti wIIL�I���Y� ATTACHMENT I ATTACHMENT H INDEX TO CONTRACT ATTACHMENTS ATTACHMENT DESCRIPTION STATEMENT OF WORK CERTIFICATION REGARDING LOBBYING ne a Inz 11 AM 11/8/2011 Item 16.D.4. PAGE n 14 -25 26 ATTACHMENT III FINANCIAL COMPLIANCE AUDIT ATTACHMENT 27 -31 ATTACHMENT IV CERTIFICATION REGARDING DATA INTEGRITY COMPLIANCE FOR 32 AGREEMENTS, GRANTS, LOANS AND COOOPERATIVE AGREEMENTS ATTACHMENT V CERTIFICATION REGARDING DEBARMENT, SUSPENSION, 33 INELIGIBILITY AND VOLUNTARY EXCLUSION ATTACHMENT VI ASSURANCES – NON - CONSTRUCTION PROGRAMS 34 -35 ATTACHMENT VII OLDER AMERICANS ACT BUDGET SUMMARY 36 ATTACHMENT VIII OLDER AMERICANS ACT RATE SUMMARY —IIIB, IIIE, C1 AND C2 37 ATTACHMENT IX CONTRACT REPORT CALENDAR 38 ATTACHMENT X REQUEST FOR PAYMENT 39 ATTACHMENT RECEIPTS AND EXPENDITURES, TITLE IIIB, IIIC 1, AND MC2 40 X, EXHIBIT 1 ATTACHMENT RECEIPTS AND EXPENDITURES, TITLE IIIE 41 X, EXHIBIT 2 ATTACHMENT A DEPARTMENT OF ELDER AFFAIRS' PROGRAMS & SERVICES 42 HANDBOOK (ON CD) ATTACHMENT B DEPARTMENT OF ELDER AFFAIRS' CIVIL RIGHTS COMPLIANCE 43 CHECKLIST AND INSTRUCTIONS ATTACHMENT D PROVIDER'S STATE CONTRACTS LIST 44 ATTACHMENT E DEPARTMENT OF ELDER AFFAIRS' COMPUTER USE AND SOCIAL 45 MEDIA POLICY ATTACHMENT G BACKGROUND SCREENING AFFIDAVIT OF COMPLIANCE 46 ATTACHMENT H CERTIFICATION REGARDING SCRUTINIZED COMPANIES LISTS 47 ATTACHMENT J VERIFICATION OF EMPLOYMENT STATUS CERTIFICATION 48 Packet Page -895- /'*_l 19 Amendment 001 11/8/2011 Item 16.D.4. A 1 1 A1,rUVM' PI t 1fl EXHIBIT 1 ..FEDERAL RESOURCES AWARDED TO THE SUBRECIPIENT PURSUANT TO THIS AGREEMENT CONSIST OF SSE FOLLOWING: COLLIER COUNTY PROGRAM TITLE FUNDING SOURCE CFDA AMOUNT Older Americans Act Title I11B — CA /CM /SCAS /INSC $ 20,000.00 Transportation U.S. Health and Human Services 93.044 $ 65,000.00 Support Services $295.500.00 Total 1116 $380,000.00 OAA Title IIIC1— Congregate Meals Spending Authority U.S. Health and Human Services 93.045 $217,000.00 OAA Title III C2 — Home Delivered Meals U.S. Health and Human Services 93.045 $250,000.00 Older Americans Act Title III E — $ 44,896.00 Supplement Services $ 17,931.00 Grandparent Services U.S. Health and Human Services 93.052 $ 9,17100 Total ME $72,000.00 TOTAL FEDERAL AWARD $919,000.00 20 Packet Page -896- Amendment 001 „ a a - .. - 11 /8/2011 Item 16.D.4. naaAVaal.lyl�a ♦21 OLDER AMERICANS ACT BUDGET SUMMARY CONTRACTOR: COLLIER COUNTY BOARD OF COUNTY COMMISSIONERS COLLIER COUNTY 1. Title III B Support Services $ 380,000.00 2. Title III C I Congregate Meals $ 217,000.00 3. Title III C2 Home Delivered Meals $ 250,000.00 4. Title III E Services $ 72,000.00 TOTAL $ 919,000.00 Packet Page -897- 21 Amendment 001 Report Number CONTRACT REPORT CALENDAR ADVANCE BASIS CONTRACT Based On 1 January Advance* 2 February Advance* 3 January Expenditure Report 4 February Expenditure Report 5 March Expenditure Report 6 April Expenditure Report 7 May.Expenditure Report 8 June Expenditure Report 9 July Expenditure Report 10 August Expenditure Report 11 September Expenditure Report 12 (a) October Expenditure Report 12 (b) Report Advance Refund/Recoupment 13 November Expenditure Report 14 December Expenditure Report 15 Final Expenditure and Request for Payment 16 Closeout Report Legend: * Advance based on projected cash need. r% A A '1A7 1 7 AA 1 11/8/2011 Item 16.D.4. ATTACHMENT IX Submit to State On This Date January 1 January 1 February 9 March 9 April 9 May 9 June 9 July 9 August 9 September 9 October 9 November 9 November 9 December 9 January 9 February March 1 Note # 1: Report #1 for Advance Basis Agreements cannot be submitted to Senior Choices of Southwest Florida prior to January 1 or until the agreement with the Agency has been executed. Note # 2: All advance payments made to the contractor shall be returned to the Agency by the submission date of report # 12. The adjustment shall be recorded in Part C, 1 of the report (ATTACHMENT X). Note #3: Submission of expenditure reports may or may not generate a payment request. If final expenditure report reflects funds due back to the Agency payment is to accompany the report. 22 Packet Page -898- Amendment 001 DEPARTMENT OF ELDER AFFAIRS =TAT! OF FILM WM n A A ')n) ii not 11/8/2011 Item 16.D.4. BACKGROUND SCREENING Affidavit of Compliance AUTHORITY: This form is required annually of all employers to comply with the attestation requirements set forth In section 435.05(3), Florida Statutes. ➢ The term "employer" means any person or entity required by law to conduct background screening, including but not limited to, Area Agencies on Aging, Aging Resource Centers, Aging and Disability Resource Centers, Lead Agencies, Long -Term Care Ombudsman Program, Service Providers, Diversion Providers, and any other person or entity which hires employees or has volunteers in service who meet the definition of a direct service provider. See §§ 435.02, 430.0402, Fla. Stat. ➢ A direct service provider is a person at least 18 years of age who, pursuant to a program to provide services to the elderly, has direct face -to-face contact with a client while providing services, or has access to the client's living area, funds, or personal property. A direct service provider also includes coordinators, managers, and supervisors of residential facilities; and volunteers. § 430.0402, Fla. Stall. pm*-] 1 • As the duly authorized representative of Employer Name located at Street Address Gty State Zipcode I' Name of Representative do hereby affirm under penalty of perjury, that level 2 background screening has been conducted in compliance with the provisions of Chapter 435 and section 430.0402, Florida Statutes. Signature of Representative Date STATE OF FLORIDA, COUNTY OF Sworn to (or affirmed) and subscribed before me this day of 20 by (Name of Representative) who is personally known to me or produced as proof of identification. Print, Type, or Stamp commissioned Name of Notary Public Notary Public DOER Form 235, Affidavit of compliance, Effective 9-1 -11 Section 435.05(3), F.S. *Previous versions of this form will not be accepted" Form available at htto• /leldemfain: state fl ushnalish /backcroundscmenina oho 23 Packet Page -899- Amendment 001 n A n I W2 1 1 nn i 11/8/2011 Item 16.D.4. ATTACHMENT H CERTIFICATION REGARDING SCRUTINIZED COMPANIES LISTS The undersigned, an authorized representative of the Contractor named in the contract or agreement to which this form is an attachment, hereby certifies that: (1) The Contractor understands that pursuant to s. 287.135 F.S., any company at the time of bidding or submitting a proposal for a new contract or renewal of an existing contract, that is on the "Scrutinized Companies with Activities in Sudan List" or the "Scrutinized Companies with Activities in the Iran Petroleum Sector List (collectively, "the Lists ") is ineligible for, and may not bid on, submit a proposal for, or enter into or renew a contract with Senior Choices of Southwest Florida (Agency) for goods or services of $1 million or more. (2) The Contractor understands that, pursuant to s. 287.135 F.S., any company that submits a false certification to the Agency is subject to civil penalties, attorney's fees and costs and any costs for investigations that led to the finding of false certification. (3) The Contractor understands that the contract to which this form is an attachment may be terminated by the Agency if the Contractor submits a false certification or has been placed on the Lists. This certification, required by Florida law, is a material representation of fact upon which reliance was placed when this ,---,transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this cransaction. Fred W. Coyle (Same as contract signature) Chairman Board of County Commissioners, Collier County, Florida ATTEST: DWIGHT E. BROCK, CLERK , DEPUTY CLERK rm and legal Sufficiency: ttorney 11/8/2011 Date Packet Page -900- 24 Amendment 001 ATTACHMENT H Verification of Employment Status Certification n A '1l12 11 AA 11/8/2011 Item 16.D.4. As a condition of contracting with Area Agency on Aging for Southwest Florida, Inc. dba Senior Choices of Southwest Florida, Collier County Board of County Commissioners, hereby referred to as Contractor certifies the use of the U.S. Department of Homeland Security's E- Verify system to verify employment eligibility of (a) all persons employed during the contract term to perform employment duties within the State of Florida and (b) all persons (including subcontractors) assigned by the Contractor to perform work pursuant to the contract with Senior Choices of Southwest Florida. 11/8/2011 Fred W. Coyle Date (Same as contract signature) Chairman ATTEST: DWIGHT E. BROCK, CLERK ,DEPUTY CLERK Approval as jo foififland legal Sufficiency: Packet Page -901- /1 � 25 11/8/2011 Item 16.D.4. Attestation Statement Agreement/Contract Number OAA 203.11.001 Amendment Number 001 I, Fred Coyle , attest that no changes or revisions have been made to the (Recipient/Contractor representative) content of the above referenced agreement/contract or amendment between the Area Agency on Aging for Southwest Florida, Inc. dba Senior Choices of Southwest Florida and Collier County Board of Commissioners. (Recipient/Contractor name) The only exception to this statement would be for changes in page formatting, due to the differences in electronic data processing media, which has no affect on the agreement/contract content. Fred W. Coyle, Chairman /'N Signature of Recipient/Contractor representative 11/8/2011 Date AAA Contract Manager to initial and date indicating signatures /initials appropriate on all documents; ready for AAA designee signature initial date Revised November 2010 ATTEST: DWIGHT E. BROCK, CLERK ,DEPUTY CLERK and legal Sufficiency: Packet Page -902- Amendment 001 OA A 901 11 001 11/8/2011 Item 16.D.4. DEPARTI►MNT OF BACKGROUND SCREENING ELDER Affidavit AFFAI`IRS of Compliance ffi*rkWa AUTHORITY: This form is required annually of all employers to comply with the attestation requirements set forth in section 435.05(3), Florida Statutes. ➢ The term "employer" means any person or entity required by law to conduct background screening, including but not limited to, Area Agencies on Aging, Aging Resource Centers, Aging and Disability Resource Centers, Lead Agencies, Long -Term Care Ombudsman Program, Service Providers, Diversion Providers, and any other person or entity which hires employees or has volunteers in service who meet the definition of a direct service provider. See §§ 435.02, 430.0402, Fla. Stat. ➢ A direct service provider is a person at least 18 years of age who, pursuant to a program to provide services to the elderly, has direct face - to-face contact with a client while providing services, or has access to the client's living area, funds, or personal property. A direct service provider also includes coordinators, managers, and supervisors of residential facilities; and volunteers. § 430.0402, Fla. Stat. ATTESTATION: As the duly authorized representative of 1 T7�, Emp over Name �rNuctrn� 1 ' f� f ' s located at rW r.� CS a� &VJ r ! IMA C. - - - -- -- -- V FLULe upcvae i, do hereby affirm under penalty of perjury, Name of Rep enter ive that level 2 background screening has been conducted in compliance with the provisions of Chapter 435 and section 430.0402, Florida Statutes. .(r 'i�J- Zf' - -. 3; Signature, of Representative I D114r I Date STATE OF FLORIDA, COUNTY OF l C 1L Sworn to (or affirmed) and subscribed before me this I � day of ©acbt.i 20_1_1_, by ht m (Name of Representative) who is personally known to m as proof of identification. �oV ft4a Notary Public Shie oI Fbride Ashlee P Franco My Commission EE087095 i?of nu� E:xp: -ia 07/05/2015 3 Print, Type, orS"mp Commissioned Name of Notary Public Notary Public DOEA Form 235, Affidavit of Compliance, Effective 9-1 -11 Section 435.05(3), F.S. *Previous versions of this form will not be accepted' Form available at htto• / /eWereffairs state fl us anclish /backzroundscreenina vho 23 Packet Page -903-