Approval of Contract With Interquest Detection Canines to Provide Canine Contraband Detection Services for La County La County Probation Dept 2009
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COUNTY OF LOS ANGELES PROBATION DEPARTMENT 9150 EAST IMPERIAL HIGHWAY - DOWNEY , CA 90242 ROBERT B. TAYLOR (562) 940 - 2501 Ch ief Probation Offi cer February 3, 2009 The Honorable Board of Supervisors County of Los Angeles 383 Kenneth Hahn Hall of Administration 500 West Temple Street Los Angeles, California 90012 Dear Supervisors: APPROVAL OF CONTRACT WITH INTERQUEST DETECTION CANINES TO PROVIDE CANINE CONTRABAND DETECTION SERVICES FOR THE COUNTY OF LOS ANGELES (3 VOTES, ALL SUPERVISORIAL DISTRICTS) SUBJECT This contract is to provide canine contraband detection services to assist in the elimination of narcotics and associated contraband in the juvenile halls , camps and a secured placement facility as well as to deter persons from bringing narcotics or associated contraband into, through or around these facilities. The contract will be for a one year term with four successive one year renewal options by mutual agreement financed with net County cost. IT IS RECOMMENDED THAT YOUR BOARD: 1. Approve and instruct the Chair to sign the attached contract (Attachment I) with Interquest Detection Canines (IDC) to provide Canine Contraband Detection Services for the Probation Department at an estimated annual amount not to exceed $100 ,000 for a one (1) year period effective March 1, 2009 or upon approval by your board , whichever is later. 2. Approve the attached Budget Adjustment (Attachment II) in the amount of $100,000 for fiscal year (FY) 2008-09 to provide ongoing funding from Provisional Financing Uses (PFU), to the Probation Department (Probation) for Services and Supplies to fund the canine contraband detection services contract. Rebuild Lives and Provide for Healthier and Safer Communities The Honorable Board of Supervisors February 3, 2009 Page 2 3. Delegate authority to the Chief Probation Officer to prepare and execute contract amendments to extend the contract term for up to four (4) additional 12-month periods upon approval as to form by County Counsel. 4. Delegate authority to the Chief Probation Officer to prepare and execute amendments to this contract for any decreases or increase not to exceed 10% of the per unit cost and/or 180 days to the period of performance pursuant to the terms contained therein, upon approval as to form by County Counsel. The Chief Probation Officer will notify the Chief Executive Office in writing within 10 business days after execution. PURPOSE/JUSTIFICATION OF RECOMMENDED ACTION: The purpose of the recommended actions is to obtain approval of a contract (Attachment I) with Interquest Detection Canines to provide Canine Contraband Detection Services to the County of Los Angeles Probation Department. The proposed services will assist in the elimination of narcotics and associated contraband in the juvenile halls and residential treatment facilities and to deter persons from bringing narcotics or associated contraband into, through or around the Department's juvenile halls and residential treatment facilities It is the policy of the Los Angeles County Probation Department to ensure a drug-free workplace, and to eliminate unauthorized controlled substances within its juvenile detention facilities. Concurrently, it is the policy of Department to detect and eliminate the transportation of unauthorized controlled substances and other associated contraband into its juvenile facilities. In addition, the Department of Justice monitors, regulatory entities, community advocates, and parents expect and deserve that the Probation Department establish and maintain an environment in juvenile detention facilities that is specifically conducive to care, treatment, and rehabilitation of youthful offenders and those youth awaiting court disposition. The presence of illicit narcotics in juvenile halls and camps is contrary to these expectations, and a hazard to the health and well being of youth. The presence of a narcotic detecting canine will aid in the elimination of narcotics and other associated contraband from the juvenile halls and residential treatment facilities and discourage individuals from attempting to carry narcotics into Probation facilities. The canine searches will be unannounced, be both scheduled and unscheduled, and include a rapid response option. The program will target the three (3) juvenile halls, eighteen (18) camps, and one (1) secured placement. The proposed contract will commence on March 1,2009 or following approval by your Board, whichever is later. The Honorable Board of Supervisors February 3, 2009 Page 3 Implementation of Strategic Plan Goals: The recommended actions are consistent with the principles of the County Strategic Plan, Organizational Goal #3: Organizational Effectiveness: Ensure that service delivery systems are efficient, effective, and goal-oriented. Specifically, this project will enhance the Department's ability to monitor and supervise probationers, thus increasing the organizational effectiveness of the Department. FISCAL IMPACT/FINANCING: The Probation Department plans to utilize $100,000 ongoing funding from the monies available in the Provisional Finance and Use (PFU) budget originally earmarked for lease space. Currently, $8,355,000 is in PFU earmarked for Probation of which $100,000 of ongoing funding will be utilized for the Canine Contraband Detections Services contract. For FY 2008-09, the $100,000 Budget Adjustment (Attachment II) will transfer funds from PFU to Probation and provide spending authority to the Probation Department to develop, implement, and maintain Canine Contraband Detections Services. Interquest Detection Canines will charge a fixed hourly rate/fee of $81.25 to provide Canine Contraband Detections Services. Funding for the Agreement will be net County cost (NCC). The proposed contract includes provisions for non-appropriation of funds and budget reductions. FACTS AND PROVISIONS/LEGAL REQUIREMENTS: Pursuant to the contract, Interquest Detection Canines will provide unannounced scheduled and unscheduled searches as well as rapid response searches. The contractor agrees to give first consideration to hire permanent County employees targeted for layoff, or qualified former County employees who are on are-employment list after the effective date of this contract and during the life of the contract. In accordance with the Chief Executive Office memorandum dated October 6,1997, this contract contains County requirements regarding the hiring of participants of the GAIN/GROW program, contractor non-responsibility and debarment, and jury service. The proposed contractor has been instructed to register on WebVen. In accordance with the Auditor-Controller memorandum dated March 2, 2000, this contract contains County requirements regarding contractor non-responsibility and debarment. The Honorable Board of Supervisors February 3, 2009 Page 4 There is no departmental employee relations impact since this is not a Proposition A contract. The Department has evaluated and determined that the Living Wage Program (County Code Chapter 2.201) does not apply to the recommended contract. Probation will not request the contractor to perform service that exceed the Board approved contract amount, scope of work, and/or contract term. County Counsel has approved the contract as to form. CONTRACTING PROCESS: To solicit for these services, a competitive Request for Proposals (RFP) was utilized and issued on March 21, 2008. Approximately one hundred forty-four (144) letters were sent to potential proposers inviting them to respond to this RFP. Advertisements were run in the Los Angeles Times, Compton Bulletin and Lynwood Journal. Notice of the solicitation was also made available on the County Internal Services Department's Web Internet site and the Probation Department Internet site. As a result, five (5) potential providers attended the mandatory proposers' conference on April 9, 2008 and three (3) proposals were received by the due date. All proposals were evaluated using an initial screening "pass/fail" process, which was consistent with the Selection Process and Evaluation Criteria set forth in the RFP. Three (3) proposals were received by May 9, 2008. The proposals submitted by International K-9 and Kontraband Interdiction & Detection Services; Inc. did not pass the minimum requirements as set forth in the RFP. The Interquest Detection Canines proposal passed the initial screening and was submitted for evaluation to the Evaluation Committee. An Evaluation Committee made up of Los Angeles County Probation staff was formed to evaluate Interquest Detection Canines proposal. The evaluation factors listed in the RFP included the proposer's qualifications such as background, experience, work history and references; plan for providing services; and quality control plan. The proposal was scored by the evaluation committee using a point system which rated the proposal against each of the evaluation criteria. The proposal submitted by lnterquest Detection Canines was fully evaluated on the strengths and weaknesses of the critical categories for services consistent with the factors identified in the RFP. The proposal submitted by Interquest Contraband Canines demonstrated the experience required, and met the needs of the Department for service delivery. The proposal demonstrated an excellent working knowledge of the County's expectations and the structure of the organization clearly demonstrated the ability to perform the required tasks. lnterquest Detection Canines has made a firm commitment to comply with all RFP requirements. The Honorable Board of Supervisors February 3, 2009 Page 5 The proposed contract is for a one-year period to commence on March 1, 2009 or upon approval of your Board with four one-year renewal options. Interquest Detection Canines is being recommended for contract award to ensure that the Department's needs at the various Probation locations are met. IMPACT ON CURRENT SERVICES (OR PROJECTS): Approval of the recommended action will continue the Department's efforts to detect and deter contraband from entering its juvenile facilities. CONCLUSION Upon approval and execution of this contract, it is requested that the Executive Officer/Clerk of the Board send a copy of the adopted Board Letter and contract to: 1. Probation Department Attention: Tasha Howard, Director 9150 E. Imperial Hwy. Rm. A66 Downey, CA 90242 2. Interquest Detection Canines Attention: Scott Edmonds, President 2275 Huntington Drive #464 San Marino, CA 91108 Respectfully submitted, ~~.::J~ ROBERT B. TAYLOR Chief Probation Officer RBTTH:CK:or LICONTRACTSIContraband DetectionlBoard Letter\CANINE_BOARDLETTER_FINAL0203.doc Attachments(2) c: County Counsel CONTRACT BY AND BETWEEN COUNTY OF LOS ANGELES AND INTERQUEST DETECTION CANINES TO PROVIDE CANINE CONTRABAND DETECTION SERVICES FOR THE COUNTY OF LOS ANGELES PROBATION DEPARTMENT 49 of FEB 03, 2009 TABLE OF CONTENTS PARAGRAPH TITLE PAGE RECITALS ...................................................................................................................... 1 1.0 APPLICABLE DOCUMENTS............................................................................... 1 2.0 DEFINITIONS....................................................................................................... 2 3.0 WORK .................................................................................................................. 3 4.0 TERM OF CONTRACT ........................................................................................ 4 5.0 CONTRACT SUM ................................................................................................ 4 6.0 ADMINISTRATION OF CONTRACT- COUNTY .................................................. 6 6.1 COUNTY’S CONTRACT MANAGER .......................................................... 6 6.2 COUNTY’S PROGRAM MANAGER............................................................. 6 6.3 COUNTY’S CONTRACT MONITOR ............................................................ 7 7.0 ADMINISTRATION OF CONTRACT - CONTRACTOR....................................... 7 7.1 CONTRACTOR’S PROJECT DIRECTOR.................................................... 7 7.2 APPROVAL OF CONTRACTOR’S STAFF .................................................. 7 7.3 CONTRACTOR’S STAFF IDENTIFICATION ............................................... 8 7.4 BACKGROUND & SECURITY INVESTIGATIONS ...................................... 9 7.5 CONFIDENTIALITY.................................................................................... 10 7.6 NEPOTISM................................................................................................. 11 8.0 STANDARD TERMS AND CONDITIONS.......................................................... 11 8.1 AMENDMENTS .......................................................................................... 11 8.2 ASSIGNMENT AND DELEGATION ........................................................... 12 8.3 AUTHORIZATION WARRANTY................................................................. 13 8.4 BUDGET REDUCTIONS............................................................................ 13 8.5 COMPLAINTS ............................................................................................ 13 8.6 COMPLIANCE WITH APPLICABLE LAW .................................................. 14 8.7 COMPLIANCE WITH CIVIL RIGHTS LAWS .............................................. 15 8.8 COMPLIANCE WITH THE COUNTY’S JURY SERVICE PROGRAM........ 15 8.9 CONFLICT OF INTEREST ......................................................................... 17 8.10 CONSIDERATION OF HIRING COUNTY EMPLOYEES TARGETED FOR LAYOFF/OR RE-EMPLOYMENT LIST .............................................. 17 8.11 CONSIDERATION OF HIRING GAIN/GROW PROGRAM PARTICIPANTS ......................................................................................... 17 8.12 CONTRACTOR RESPONSIBILITY AND DEBARMENT............................ 18 Contract – Table of Contents Canine Contraband Detection Services Page i TABLE OF CONTENTS PARAGRAPH TITLE PAGE 8.13 CONTRACTOR’S ACKNOWLEDGEMENT OF COUNTY’S COMMITMENT TO THE SAFELY SURRENDERED BABY LAW .............. 20 8.14 CONTRACTOR’S WARRANTY OF ADHERENCE TO COUNTY’S CHILD SUPPORT COMPLIANCE PROGRAM .......................................... 21 8.15 COUNTY’S QUALITY ASSURANCE PLAN ............................................... 21 8.16 DAMAGE TO COUNTY FACILITIES, BUILDINGS OR GROUNDS ........... 21 8.17 EMPLOYMENT ELIGIBILITY VERIFICATION ........................................... 22 8.18 FACSIMILE REPRESENTATIONS ............................................................ 22 8.19 FAIR LABOR STANDARDS ....................................................................... 23 8.20 FORCE MAJEURE..................................................................................... 23 8.21 GOVERNING LAW, JURISDICTION, AND VENUE ................................... 23 8.22 INDEPENDENT CONTRACTOR STATUS ................................................ 24 8.23 INDEMNIFICATION.................................................................................... 24 8.24 GENERAL INSURANCE REQUIREMENTS .............................................. 25 8.25 INSURANCE COVERAGE REQUIREMENTS ........................................... 27 8.26 LIQUIDATED DAMAGES ........................................................................... 28 8.27 MOST FAVORED PUBLIC ENTITY ........................................................... 29 8.28 NONDISCRIMINATION AND AFFIRMATIVE ACTION .............................. 29 8.29 NON EXCLUSIVITY ................................................................................... 31 8.30 NOTICE OF DELAYS................................................................................. 31 8.31 NOTICE OF DISPUTES ............................................................................. 31 8.32 NOTICE TO EMPLOYEES REGARDING THE FEDERAL EARNED INCOME CREDIT....................................................................................... 31 8.33 NOTICE TO EMPLOYEES REGARDING THE SAFELY SURRENDERED BABY LAW..................................................................... 32 8.34 NOTICES ................................................................................................... 32 8.35 PROHIBITION AGAINST INDUCEMENT OR PERSUASION .................... 32 8.36 PUBLIC RECORDS ACT ........................................................................... 32 8.37 PUBLICITY ................................................................................................. 33 8.38 RECORD RETENTION AND INSPECTION/AUDIT SETTLEMENT........... 33 8.39 RECYCLED BOND PAPER ....................................................................... 35 Contract – Table of Contents Canine Contraband Detection Services Page ii TABLE OF CONTENTS PARAGRAPH TITLE PAGE 8.40 SUBCONTRACTING.................................................................................. 35 8.41 TERMINATION FOR BREACH OF WARRANTY TO MAINTAIN COMPLIANCE WITH COUNTY’S CHILD SUPPORT COMPLIANCE PROGRAM ........................................................................................... 36 8.42 TERMINATION FOR CONVENIENCE ....................................................... 36 8.43 TERMINATION FOR DEFAULT ................................................................. 37 8.44 TERMINATION FOR IMPROPER CONSIDERATION ............................... 38 8.45 TERMINATION FOR INSOLVENCY .......................................................... 39 8.46 TERMINATION FOR NON-ADHERENCE OF COUNTY LOBBYIST ORDINANCE .............................................................................................. 40 8.47 TERMINATION FOR NON-APPROPRIATION OF FUNDS ....................... 40 8.48 VALIDITY ................................................................................................... 40 8.49 WAIVER ..................................................................................................... 40 8.50 WARRANTY AGAINST CONTINGENT FEES ........................................... 40 9.0 UNIQUE TERMS AND CONDITIONS................................................................ 41 9.1 THIS SECTION IS INTENTIONALLY OMITTED ........................................ 41 9.2 CONTRACTOR’S OBLIGATIONS AS A “BUSINESS ASSOCIATE” UNDER THE HEALTH INSURANCE PORTABILITY & ACCOUNTABILITY ACT of 1996 (HIPAA) ................................................................................. 41 9.3 LOCAL SMALL BUSINESS ENTERPRISE (SBE) PREFERENCE PROGRAM ................................................................................................. 41 9.4 OWNERSHIP OF MATERIALS, SOFTWARE AND COPYRIGHT ............. 42 9.5 PATENT, COPYRIGHT & TRADE SECRET INDEMNIFICATION ............. 43 9.6 CONTRACTOR’S CHARITABLE ACTIVITIES COMPLIANCE .................. 44 SIGNATURES ............................................................................................................... 45 Contract – Table of Contents Canine Contraband Detection Services Page iii TABLE OF CONTENTS PARAGRAPH TITLE PAGE STANDARD EXHIBITS A STATEMENT OF WORK ................................................................................................ 46 B PRICING SHEET ........................................................................................................... 67 C INTENTIONALLY OMMITTED ........................................................................................ 69 D CONTRACTOR’S EEO CERTIFICATION....................................................................... 70 E COUNTY’S ADMINISTRATION ...................................................................................... 72 F CONTRACTOR’S ADMINISTRATION ............................................................................ 74 G EMPLOYEE ACKNOWLEDGEMENT OF EMPLOYER .................................................. 76 G1 CONTRACTOR ACKNOWLEDGEMENT AND CONFIDENTIALITY AGREEMENT...................................................................................................... 78 G2 CONTRACTOR EMPLOYEE ACKNOWLEDGEMENT AND CONFIDENTIALITY AGREEMENT..................................................................... 79 G3 CONTRACTOR NON-EMPLOYEE ACKNOWLEDGEMENT AND CONFIDENTIALITY AGREEMENT..................................................................... 80 H JURY SERVICE ORDINANCE ....................................................................................... 81 I SAFELY SURRENDERED BABY LAW .......................................................................... 85 J CONFIDENTIALITY OF CORI INFORMATION.................................................................. 90 K NOTICE TO EMPLOYER REGARDING THE FEDERAL EARNED INCOME CREDIT.... 91 L PERFORMANCE REQUIREMENTS SUMMARY .............................................................. 94 M CONTRACT DISCREPANCY REPORT ............................................................................. 99 N CONTRACTOR’S OBLIGATIONS AS A “BUSINESS ASSOCIATE” UNDER THE HEALTH INSURANCE PORTABILITY & ACCOUNTABILITY ACT OF 1996 (HIPAA)... 101 O DETERMINATIONS OF CONTRACTOR NON-RESPONSIBILITY AND CONTRACTOR DEBARTMENT ORDINANCE ........................................................................................... 108 P CERTIFICATION OF NO CONFLICT OF INTEREST ...................................................... 113 Q FAMILIAR WITH THE COUNTY LOBBYIST ORDINANCE CERTIFICATION ................ 114 R ATTESTATION OF WILLINGNESS TO CONSIDER GAIN/GROW PARTICIPANTS..... 117 S CONTRACTOR EMPLOYEE JURY SERVICE PROGRAM CERTIFICATION FORM AND APPLICATION FOR EXEPTION ....................................................................................... 118 T CHARITABLE CONTRIBUTIONS CERTIFICATION........................................................ 121 Contract – Table of Contents Canine Contraband Detection Services Page iv CONTRACT BETWEE N COUNTY OF LOS A NGELES AN D INTERQUEST DETECT ION CA NINES TO PROVIDE CA NINE CONTRABAND DETECTION SERVICES This Contract and Exhibits made and entered into this 3 RD day of it12 , , 2009 by and between the County of Los Ange les, hereinafter referred to as County and, Interquest Detection Canines hereinafter referred to as Contractor. Interguest Detection Canines is located at 2275 Huntington Drive #464 , San Marino, CA 91108. RECITALS WHEREAS , the County may contract with private businesses for Canine Contraband Detection Serv ices when certain requirements are met ; and WHEREAS, the Contractor is a private firm specializing in providing Canine Contraband Detection Services ; and WH EREAS, CONTRACTOR is duly qualified to engage in the business of providing Canine Contra band Detection Services warrants that it possesses the compete nce, requ ired licenses, expertise and personnel necessary to provide such services; and WH EREAS, CONTRACTOR has sub mitted a proposal to the COUNTY for provision of such services based upon competitive negotiation CONTRACTOR has been selected for recommendation by the Probation Officer for award of such contract. NOW THEREFORE, in cons ideration of the mutual covenants conta ined herein, and for good and valuable cons ideration, the parties agree to the follow ing: 1.0 A PPLI CABLE DOCUMENTS Exhibits A . B, C, D, E, F, G, H, I, L, M, N, 0 , P, Q , R, S, and T are attached to and form a part of this Contract. In the event of any conflict or inconsistency in the definition or interpretation of any word , responsibility, sched ule, or the contents or description of any task, deliverable, goods, service, or other work, or otherw ise between the base Contract and the Exhibits , or between Exhibits, such conflict or inconsistency shall be resolved by giving precedence first to the Contract and then to the Exhibits accord ing to the following priority. Sta nda rd Ex hi bits: 1.1 1.2 1.3 EXHIBIT AEXHIBIT B EXHIBIT C- Statement of Work Pricing Sheet Intentionally Omitted Contract C anine Contraband Detection Services 49 of FEB 03, 2009 Page 1 1.4 1.5 1.6 1.7 EXHIBIT D EXHIBIT E EXHIBIT F EXHIBIT G EXHIBIT G1 EXHIBIT G2 EXHIBIT G3 1.8 1.9 1.10 1.11 EXHIBIT H EXHIBIT I EXHIBIT J EXHIBIT K - 1.12 1.13 1.14 EXHIBIT L EXHIBIT M EXHIBIT N - 1.15 EXHIBIT O - 1.16 1.17 1.18 EXHIBIT P EXHIBIT Q EXHIBIT R - 1.19 EXHIBIT S - 1.20 EXHIBIT T - Contractor’s EEO Certification County’s Administration Contractor’s Administration Employees Acknowledgement of Employer Contractor Acknowledgement and Confidentiality Agreement Contractor Employee Acknowledgement and Confidentiality Agreement Contractor Non-Employee Acknowledgement and Confidentiality Agreement Jury Service Ordinance Safely Surrendered Baby Law Confidentiality of CORI Information Notice to Employer Regarding the Federal Earned Income Credit Performance Requirements Summary Contract Discrepancy Report Contractor’s Obligation as a “Business Associate” Under the Health Insurance Portability & Accountability Act of 1996 (HIPPA) Title 2 Administrations Determinations of Contractor NonResponsibility and Contractor Debarment Ordinance Certification of No Conflict of Interest Familiar with the County Lobbyist Ordinance Certification Attestation of Willingness to Consider Gain/Grow Participants Contractor Employee Jury Service Program certification Form and Application for Exception Charitable Contributions Certification This Contract and the Exhibits hereto constitute the complete and exclusive statement of understanding between the parties, and supersedes all previous Contracts, written and oral, and all communications between the parties relating to the subject matter of this Contract. No change to this Contract shall be valid unless prepared pursuant to sub-paragraph 8.1 - Amendments and signed by both parties. 2.0 DEFINITIONS The headings herein contained are for convenience and reference only and are not intended to define the scope of any provision thereof. The following words as used herein shall be construed to have the following meaning, unless otherwise apparent from the context in which they are used. Contract Canine Contraband Detection Services Page 2 3.0 2.1 Contract: Agreement executed between COUNTY and CONTRACTOR. It sets forth the terms and conditions for the issuance and performance of the Statement of Work, Exhibit A. 2.2 CONTRACTOR: The sole proprietor, partnership, or corporation that has entered into a contract with the COUNTY to perform or execute the work covered by the Statement of Work. 2.3 CONTRACTOR Project Director: The individual designated by the CONTRACTOR to administer the Contract operations after the Contract award. 2.4 COUNTY Contract Monitor: Person with the responsibility of monitoring the contract and the CONTRACTOR. Responsible for providing reports to COUNTY Contract Manager and COUNTY Program Manager. Responsibility for inspections of any and all tasks, deliverables, goods, services and other work provided by CONTRACTOR. 2.5 COUNTY Contract Manager: Person designated by COUNTY with authority for COUNTY on contractual or administrative matters relating to this Contract. 2.6 COUNTY Program Manager: Person designated by COUNTY to manage the operations under this Contract. 2.7 Day(s): Calendar day(s) unless otherwise specified. 2.8 Fiscal Year: The twelve (12) month period beginning July 1st and ending the following June 30th. WORK 3.1 Pursuant to the provisions of this Contract, the Contractor shall fully perform, complete and deliver on time, all tasks, deliverables, services and other work as set forth in herein. 3.2 If the Contractor provides any tasks, deliverables, goods, services, or other work, other than as specified in this Contract, the same shall be deemed to be a gratuitous effort on the part of the Contractor, and the Contractor shall have no claim whatsoever against the County. Contract Canine Contraband Detection Services Page 3 4.0 5.0 TERM OF CONTRACT 4.1 The term of this contract shall commence on March 01, 2009 or following Board of Supervisors’ approval (whichever is later) for a twelve (12) month period. It may be extended by the Chief Probation Officer and the authorized official of CONTRACTOR upon mutual agreement for four (4) additional twelve (12) month periods. 4.2 The term of the contract may also be extended beyond the stated expiration date on a month-to-month basis, for a period of time not to exceed six (6) months, upon the written request of the Chief Probation Officer and the written concurrence of CONTRACTOR. All terms of the contract in effect at the time of extending the term shall remain in effect for the duration of the extension. 4.3 The Contractor shall notify Probation when this Contract is within six (6) months from the expiration of the term as provided for hereinabove. Upon occurrence of this event, the Contractor shall send written notification to Probation at the address herein provided in Exhibit E - County’s Administration. CONTRACT SUM 5.1 The contract payments under the terms of this contract will be the total monetary amount payable by COUNTY to the CONTRACTOR for Canine Contraband Detection Services specified under this contract consistent with the cost listed in Exhibit B. The estimated maximum amount of this contract for the first twelve (12) months, inclusive of all applicable taxes is $100,000. If total annual costs, exceed $100,000, payment shall continue to be made at the agreed upon costs listed in Exhibit B. 5.2 The Contractor shall not be entitled to payment or reimbursement for any tasks or services performed, nor for any incidental or administrative expenses whatsoever incurred in or incidental to performance hereunder, except as specified herein. Assumption or takeover of any of the Contractor’s duties, responsibilities, or obligations, or performance of same by any entity other than the Contractor, whether through assignment, subcontract, delegation, merger, buyout, or any other mechanism, with or without consideration for any reason whatsoever, shall occur only with the County’s express prior written approval. 5.3 The Contractor shall maintain a system of record keeping that will allow the Contractor to determine when it has incurred seventy-five percent (75%) of the total contract authorization under this Contract. Upon occurrence of this event, the Contractor shall send written notification to Contract Canine Contraband Detection Services Page 4 Probation at the address herein provided in Exhibit E - County’s Administration. 5.4 No Payment for Services Provided Following Expiration/ Termination of Contract The Contractor shall have no claim against County for payment of any money or reimbursement, of any kind whatsoever, for any service provided by the Contractor after the expiration or other termination of this Contract. Should the Contractor receive any such payment it shall immediately notify County and shall immediately repay all such funds to County. Payment by County for services rendered after expiration/termination of this Contract shall not constitute a waiver of County’s right to recover such payment from the Contractor. This provision shall survive the expiration or other termination of this Contract. 5.5 Invoices and Payments 5.5.1 The Contractor shall invoice the County only for providing the tasks, deliverables, goods, services, and other work specified in Exhibit A - Statement of Work and elsewhere hereunder. The Contractor shall prepare invoices, which shall include the charges owed to the Contractor by the County under the terms of this Contract. The Contractor’s payments shall be as provided in Exhibit B - Pricing Sheet, and the Contractor shall be paid only for the tasks, deliverables, goods, services, and other work approved in writing by the County. If the County does not approve work in writing no payment shall be due to the Contractor for that work. 5.5.2 The Contractor’s invoices shall be priced in accordance with Exhibit B - Pricing Sheet. 5.5.3 The Contractor’s invoices shall contain the information set forth in Exhibit A - Statement of Work describing the tasks, deliverables, goods, services, work hours, and facility and/or other work for which payment is claimed. 5.5.4 The Contractor shall submit the monthly invoices to the County by the 15th calendar day of the month following the month of service. Contract Canine Contraband Detection Services Page 5 5.5.5 All invoices under this Contract shall be submitted in two (2) copies to the following address: Larry Rubin – Detection Services Bureau Consultant County of Los Angeles Probation Department 9150 East Imperial Highway Downey, CA 90242 6.0 5.5.6 COUNTY Approval of Invoices. All invoices submitted by the CONTRACTOR for payment must have the written approval of the COUNTY’S Program Manager prior to any payment thereof. In no event shall the COUNTY be liable or responsible for any payment prior to such written approval. Approval for payment will not be unreasonably withheld. 5.5.7 Local Small Business Enterprises – Prompt Payment Program. Certified Local SBEs will receive prompt payment for services they provide to COUNTY departments. Prompt payment is defined as 15 calendar days after receipt of an undisputed invoice. ADMINISTRATION OF CONTRACT - COUNTY COUNTY ADMINISTRATION A listing of all County Administration referenced in the following sub-paragraphs are designated in Exhibit E - County’s Administration. The County shall notify the Contractor in writing of any change in the names or addresses shown. 6.1 County’s Contract Manager Responsibilities of the County’s Contract Manager include: 6.2 ensuring that the objectives of this Contract are met; and providing direction to the Contractor in the areas relating to County policy, information requirements, and procedural requirements. County’s Program Manager The responsibilities of the County’s Program Manager include: meeting with the Contractor’s Project Director on a regular basis; and Contract Canine Contraband Detection Services Page 6 inspecting any and all tasks, deliverables, goods, services, or other work provided by or on behalf of the Contractor. The County’s Program Manager is not authorized to make any changes in any of the terms and conditions of this Contract and is not authorized to further obligate County in any respect whatsoever. 6.3 County’s Contract Monitor The County’s Contract Monitor is responsible for overseeing the day-today administration of this Contract. The County’s Contract Monitor reports to the County’s Program Manager. 7.0 ADMINISTRATION OF CONTRACT 7.1 7.2 Contractor’s Project Director 7.1.1 The Contractor’s Project Manager is designated in Exhibit F Contractor’s Administration. The Contractor shall notify the County in writing of any change in the name or address of the Contractor’s Project Director. 7.1.2 The Contractor’s Project Director shall be responsible for the Contractor’s day-to-day activities as related to this Contract and shall coordinate with County’s Program Manager and County’s Contract Monitor on a regular basis. 7.1.3 The Contractor’s Project Director has provided the required services a minimum of three (3) years within the last five (5) years. The resume must include specific dates that demonstrate experience. Approval of Contractor’s Staff County has the absolute right to approve or disapprove all of the Contractor’s staff performing work hereunder and any proposed changes in the Contractor’s staff, including, but not limited to, the Contractor’s Project Director. 7.2.1 Other CONTRACTOR Personnel 7.2.1.1 The CONTRACTOR shall be responsible for providing qualified staff to fulfill the contracted services. 7.2.1.2 The CONTRACTOR shall ensure that by the first day of employment, all person working on this contract shall Contract Canine Contraband Detection Services Page 7 have signed an acknowledgement form regarding confidentiality that meets the standards of the Probation Department for COUNTY employees having access to confidential criminal offender record information (CORI). CONTRACTOR shall retain the original CORI form and forward a copy to COUNTY Program Manager within five (5) business days of start of employment. (Refer to Exhibit J, Confidentiality of CORI). 7.2.2 CONTRACTOR Employee Acceptability The COUNTY reserves the right to preclude the CONTRACTOR from employment or continued employment of any individual. The CONTRACTOR shall be responsible for removing and replacing any employee within twenty-four (24) hours when requested to do so by the COUNTY Program Manager. 7.3 Contractor’s Staff Identification Contractor shall provide, at Contractor’s expense, all staff providing services under this Contract with a photo identification badge. Contractor shall provide all staff assigned to this Contract with a photo identification badge in accordance with COUNTY and CONTRACTOR will be provided new specifications as required. The format and content of the badge is subject to the COUNTY’S approval prior to the CONTRACTOR implementing the use of the badge. CONTRACTOR staff, while on duty or when entering a COUNTY facility or its grounds, shall prominently display the photo identification badge on the upper part of the body. 7.3.1 Contractor is responsible to ensure that employees have obtained a County ID badge before they are assigned to work in a County facility. Contractor personnel may be asked to leave a County facility by a County representative if they do not have the proper County ID badge on their person. 7.3.2 Contractor shall notify the County within one business day when staff is terminated from working under this Contract. Contractor shall retrieve and return an employee’s ID badge to the County on the next business day after the employee has terminated employment with the Contractor. 7.3.3 If County requests the removal of Contractor’s staff, Contractor shall retrieve and return an employee’s ID badge to the County on the next business day after the employee has been removed from working on the County’s Contract. Contract Canine Contraband Detection Services Page 8 7.4 Background and Security Investigations CONTRACTOR shall be responsible for the ongoing implementation and monitoring of sub-sections 7.4.1 through 7.4.6. On at least a quarterly basis, CONTRACTOR shall report, in writing, monitoring results to COUNTY, indicating compliance or problem areas. Elements of monitoring report shall receive prior written approval from COUNTY. 7.4.1 No personnel employed by the CONTRACTOR for this program having access to probation information or records shall have a criminal conviction record or pending criminal trial unless such information has been fully disclosed and employment of the employee for this program is approved (in writing) by the Probation Department. 7.4.1.1 The COUNTY reserves the right to conduct a background investigation of CONTRACTOR’S prospective employees prior to employment and further reserves the right to conduct a background investigation of CONTRACTOR’S employees at any time and to bar such employees from working on the contract under appropriate circumstances. 7.4.1.2 Contractor shall notify the County within one business day when staff is terminated from working under this Contract. Contractor shall retrieve and return an employee’s ID badge to the County on the next business day after the employee has terminated employment with the Contractor. 7.4.2 The COUNTY reserves the right to preclude the CONTRACTOR from employment or continued employment of any individual for this contract service. 7.4.2.1 If County requests the removal of Contractor’s staff, Contractor shall retrieve and return an employee’s ID badge to the County on the next business day after the employee has been removed from working on the County’s Contract. 7.4.3 No personnel employed by the CONTRACTOR for this project shall be on active probation or parole currently or within the last three (3) years. 7.4.4 CONTRACTOR and employees of the CONTRACTOR shall be under a continuing obligation to disclose any prior or subsequent Contract Canine Contraband Detection Services Page 9 criminal conviction record or any pending criminal trial to the Probation Department. 7.4.5 The CONTRACTOR shall submit the names of its employees to the County Contract Manager prior to the employee starting work on this contract. The COUNTY will schedule appointments to conduct background investigation/record checks based on fingerprints of CONTRACTOR’S employees, and further reserves the right to conduct a background investigation of CONTRACTOR’S employees at any time. The CONTRACTOR’S employees shall not begin work on this contract before receiving clearance from COUNTY in writing. 7.4.6 Because COUNTY is charged by the State for checking the criminal records of CONTRCATOR’S employee; COUNTY will bill CONTRACTOR to recover expense. The current amount is $32.00 per record check, which is subject to change by the State. 7.5 Confidentiality 7.5.1 The Contractor shall maintain the confidentiality of all records obtained from the County under this Contract in accordance with all applicable federal, State or local laws, ordinances, regulations and directives relating to confidentiality. 7.5.2 Confidentiality of Adult and Juvenile Records The Contractor shall inform all of its officers, employees, agents and subcontractors providing services hereunder of the confidentiality provisions of this Contract. By State law (California Welfare and Institutions Code § 827 and 828, and Penal Code § 1203.05, and 1203.09 and 11140 through 11144) all adult and juvenile records and Probation case information which is in the CONTRACTOR’S care and possession is confidential and no information related to anyone except those authorized employees of the Los Angeles County Probation Department and law enforcement agencies. 7.5.2.1 Employees of CONTRACTOR shall be given a form to sign (Refer to Exhibit J) regarding confidentiality of the information in adult and juvenile records. CONTRACTOR shall retain original CORI forms and forward copies to the COUNTY Program Manager within five (5) business days of start of employment. Contract Canine Contraband Detection Services Page 10 7.5.2.2 Violations: CONTRACTOR agrees to inform all of its employees, agents, subcontractors, and partners of the above provision and that any person knowingly and intentionally violating the provisions of said State law is guilty of a misdemeanor. 7.6 7.5.3 The Contractor shall sign and adhere to the provisions of the “Contractor Acknowledgement and Confidentiality Agreement”, Exhibit G1. 7.5.4 The Contractor shall cause each employee performing services covered by this Contract to sign and adhere to the provisions of the “Contractor Employee Acknowledgment and Confidentiality Agreement”, Exhibit G2. 7.5.5 The Contractor shall cause each non-employee performing services covered by this Contract to sign and adhere to the provisions of the “Contractor Non-Employee Acknowledgment and Confidentiality Agreement”, Exhibit G3. Nepotism CONTRACTOR shall not hire nor permit the hiring of any person in a position funded under this contract if a member of the person’s immediate family is employed in an administrative capacity by the CONTRACTOR. For the purposes of this section, the term “immediate family” means spouse, child, mother, father, brother, sister, brother-in-law, sister-in-law, son-in-law, daughter-in-law, mother-in-law, father-in-law, aunt, uncle, niece, nephew, step-parent, and step-child. The term “administrative capacity” means persons who have overall administrative responsibility for a program including selection, hiring, or supervisory responsibilities. 8.0 STANDARD TERMS AND CONDITIONS 8.1 AMENDMENTS The COUNTY reserves the right to change any portion of the work required under this contract, or amend such other items and conditions which may become necessary. Any such revisions shall be accomplished in the following manner: 8.1.1 For any change which does not materially affect the scope of work, period of performance, payments, or any other term or condition Contract Canine Contraband Detection Services Page 11 included under this contract, a Change Notice shall be prepared and signed by COUNTY’S Chief Probation Officer or his designee and CONTRACTOR’S Project Director. 8.2 8.1.2 For any revision which materially affects the scope of work, period of performance, payments, or any term and condition included under this Contract, a negotiated modification to this contract shall be executed by the Los Angeles COUNTY Board of Supervisors and CONTRACTOR. 8.1.3 As used herein, the term “materially” is defined as being a change of more than ten percent (10%) of the contract price contingent upon available funding, a change of more than one hundred eighty (180) days to any period of performance or a change in the work required which in the sole discretion of the COUNTY’S Chief Probation Officer warrants execution by the Board of Supervisors. 8.1.4 The COUNTY’s Board of Supervisors or Chief Executive Officer or designee may require the addition and/or change of certain terms and conditions in the Contract during the term of this Contract. The COUNTY reserves the right to add and/or change such provisions as required by the COUNTY’s Board of Supervisors or Chief Executive Officer. To implement such changes, an Amendment to the Contract shall be prepared and executed by the CONTRACTOR and by the Chief Probation Officer or his designee. ASSIGNMENT AND DELEGATION 8.2.1 The Contractor shall not assign its rights or delegate its duties under this Contract, or both, whether in whole or in part, without the prior written consent of County, in its discretion, and any attempted assignment or delegation without such consent shall be null and void. For purposes of this sub-paragraph, County consent shall require a written amendment to the Contract, which is formally approved and executed by the parties. Any payments by the County to any approved delegate or assignee on any claim under this Contract shall be deductible, at County’s sole discretion, against the claims, which the Contractor may have against the County. 8.2.2 Shareholders, partners, members, or other equity holders of Contractor may transfer, sell, exchange, assign, or divest themselves of any interest they may have therein. However, in the event any such sale, transfer, exchange, assignment, or divestment is effected in such a way as to give majority control of Contractor to any person(s), corporation, partnership, or legal entity Contract Canine Contraband Detection Services Page 12 other than the majority controlling interest therein at the time of execution of the Contract, such disposition is an assignment requiring the prior written consent of County in accordance with applicable provisions of this Contract. 8.2.3 8.3 If any assumption, assignment, delegation, or takeover of any of the Contractor’s duties, responsibilities, obligations, or performance of same by any entity other than the Contractor, whether through assignment, subcontract, delegation, merger, buyout, or any other mechanism, with or without consideration for any reason whatsoever Without County’s express prior written approval, shall be a material breach of the Contract, which may result in the termination of this Contract. In the event of such termination, County shall be entitled to pursue the same remedies against Contractor as it could pursue in the event of default by Contractor. AUTHORIZATION WARRANTY The Contractor represents and warrants that the person executing this Contract for the Contractor is an authorized agent who has actual authority to bind the Contractor to each and every term, condition, and obligation of this Contract and that all requirements of the Contractor have been fulfilled to provide such actual authority. 8.4 BUDGET REDUCTIONS In the event that the County’s Board of Supervisors adopts, in any fiscal year, a County Budget which provides for reductions in the salaries and benefits paid to the majority of County employees and imposes similar reductions with respect to County Contracts, the County reserves the right to reduce its payment obligation under this Contract correspondingly for that fiscal year and any subsequent fiscal year during the term of this Contract (including any extensions), and the services to be provided by the Contractor under this Contract shall also be reduced correspondingly. The County’s notice to the Contractor regarding said reduction in payment obligation shall be provided within thirty (30) calendar days of the Board’s approval of such actions. Except as set forth in the preceding sentence, the Contractor shall continue to provide all of the services set forth in this Contract. 8.5 COMPLAINTS The Contractor shall develop, maintain and operate procedures for receiving, investigating and responding to complaints. Contract Canine Contraband Detection Services Page 13 8.5.1 Within 15 business days after Contract effective date, the Contractor shall provide the County with the Contractor’s policy for receiving, investigating and responding to user complaints. 8.5.2 The County will review the Contractor’s policy and provide the Contractor with approval of said plan or with requested changes. 8.5.3 If the County requests changes in the Contractor’s policy, the Contractor shall make such changes and resubmit the plan within five (5) business days for county approval. 8.5.4 If, at any time, the Contractor wishes to change the Contractor’s policy, the Contractor shall submit proposed changes to the County for approval before implementation. 8.5.5 The Contractor shall preliminarily investigate all complaints and notify the County’s Contract Manager of the status of the investigation within five (5) business days of receiving the complaint. 8.5.6 When complaints cannot be resolved informally, a system of followthrough shall be instituted which adheres to formal plans for specific actions and strict time deadlines. 8.5.7 Copies of all written responses shall be sent to the County’s Contract Manager within three (3) business days of mailing to the complainant. 8.6 COMPLIANCE WITH APPLICABLE LAW 8.6.1 The Contractor shall comply with all applicable Federal, State, and local laws, rules, regulations, ordinances, and directives, and all provisions required thereby to be included in this Contract are hereby incorporated herein by reference. 8.6.2 The Contractor shall indemnify and hold harmless the County from and against any and all liability, damages, costs, and expenses, including, but not limited to, defense costs and attorneys' fees, arising from or related to any violation on the part of the Contractor or its employees, agents, or subcontractors of any such laws, rules, regulations, ordinances, or directives. 8.6.3 Regulations CONTRACTOR agrees to comply with all applicable Federal, State, and local laws, including the Americans with Disabilities Act (ADA) and its requirement to provide reasonable Contract Canine Contraband Detection Services Page 14 accommodations and auxiliary aids or services, unless compliance with the ADA would place an undue financial burden on, or would fundamentally alter the nature of, the CONTRACTOR’S program. 8.7 COMPLIANCE WITH CIVIL RIGHTS LAWS The Contractor hereby assures that it will comply with Subchapter VI of the Civil Rights Act of 1964, 42 USC Sections 2000 (e) (1) through 2000 (e) (17), to the end that no person shall, on the grounds of race, creed, color, sex, religion, ancestry, age, condition of physical handicap, marital status, political affiliation, or national origin, be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination under this Contract or under any project, program, or activity supported by this Contract. The Contractor shall comply with Exhibit D - Contractor’s EEO Certification. 8.8 COMPLIANCE WITH THE COUNTY’S JURY SERVICE PROGRAM 8.8.1 Jury Service Program: This Contract is subject to the provisions of the County’s ordinance entitled Contractor Employee Jury Service (“Jury Service Program”) as codified in Sections 2.203.010 through 2.203.090 of the Los Angeles County Code, a copy of which is attached as Exhibit H and incorporated by reference into and made a part of this Contract. 8.8.2 Written Employee Jury Service Policy. 1. Unless the Contractor has demonstrated to the County’s satisfaction either that the Contractor is not a “Contractor” as defined under the Jury Service Program (Section 2.203.020 of the County Code) or that the Contractor qualifies for an exception to the Jury Service Program (Section 2.203.070 of the County Code), the Contractor shall have and adhere to a written policy that provides that its Employees shall receive from the Contractor, on an annual basis, no less than five days of regular pay for actual jury service. The policy may provide that Employees deposit any fees received for such jury service with the Contractor or that the Contractor deduct from the Employee’s regular pay the fees received for jury service. 2. For purposes of this sub-paragraph, “Contractor” means a person, partnership, corporation or other entity which has a contract with the County or a subcontract with a County Contract Canine Contraband Detection Services Page 15 Contractor and has received or will receive an aggregate sum of $50,000 or more in any 12-month period under one or more County contracts or subcontracts. “Employee” means any California resident who is a full-time employee of the Contractor. “Full-time” means 40 hours or more worked per week, or a lesser number of hours if: 1) the lesser number is a recognized industry standard as determined by the County, or 2) Contractor has a long-standing practice that defines the lesser number of hours as full-time. Full-time employees providing short-term, temporary services of 90 days or less within a 12-month period are not considered full-time for purposes of the Jury Service Program. If the Contractor uses any Subcontractor to perform services for the County under the Contract, the Subcontractor shall also be subject to the provisions of this sub-paragraph. The provisions of this subparagraph shall be inserted into any such subcontract agreement and a copy of the Jury Service Program shall be attached to the agreement. 3. If the Contractor is not required to comply with the Jury Service Program when the Contract commences, the Contractor shall have a continuing obligation to review the applicability of its “exception status” from the Jury Service Program, and the Contractor shall immediately notify the County if the Contractor at any time either comes within the Jury Service Program’s definition of “Contractor” or if the Contractor no longer qualifies for an exception to the Jury Service Program. In either event, the Contractor shall immediately implement a written policy consistent with the Jury Service Program. The County may also require, at any time during the Contract and at its sole discretion, that the Contractor demonstrates to the County’s satisfaction that the Contractor either continues to remain outside of the Jury Service Program’s definition of “Contractor” and/or that the Contractor continues to qualify for an exception to the Program. 4. Contractor’s violation of this sub-paragraph of the Contract may constitute a material breach of the Contract. In the event of such material breach, County may, in its sole discretion, terminate the Contract and/or bar the Contractor from the award of future County contracts for a period of time consistent with the seriousness of the breach. Contract Canine Contraband Detection Services Page 16 8.9 8.10 CONFLICT OF INTEREST 8.9.1 No COUNTY employee whose position with the COUNTY enables such employee to influence the award of this Contract or any competing Contract, and no spouse or economic dependent of such employee, shall be employed in any capacity by the CONTRACTOR or have any other direct or indirect financial interest in this Contract. No officer or employee of the CONTRACTOR who may financially benefit from the performance of work hereunder shall in any way participate in the COUNTY’S approval, or ongoing evaluation, of such work, or in any way attempt to unlawfully influence the COUNTY’S . A copy of which is attached as Exhibit P and incorporated by reference into and made a part of this contract. 8.9.2 The CONTRACTOR shall comply with all conflict of interest laws, ordinances, and regulations now in effect or hereafter to be enacted during the term of this Contract. The CONTRACTOR warrants that it is not now aware of any facts that create a conflict of interest. If the CONTRACTOR hereafter becomes aware of any facts that might reasonably be expected to create a conflict of interest, it shall immediately make full written disclosure of such facts to the COUNTY. Full written disclosure shall include, but is not limited to, identification of all persons implicated and a complete description of all relevant circumstances. Failure to comply with the provisions of this sub-paragraph shall be a material breach of this Contract. CONSIDERATION OF HIRING COUNTY EMPLOYEES TARGETED FOR LAYOFF/OR RE-EMPLOYMENT LIST Should the Contractor require additional or replacement personnel after the effective date of this Contract to perform the services set forth herein, the Contractor shall give first consideration for such employment openings to qualified, permanent County employees who are targeted for layoff or qualified, former County employees who are on a re-employment list during the life of this Contract. 8.11 CONSIDERATION OF HIRING GAIN/GROW PROGRAM PARTICIPANTS 8.11.1 Should the Contractor require additional or replacement personnel after the effective date of this Contract, the Contractor shall give consideration for any such employment openings to participants in the County‘s Department of Public Social Services Greater Avenues for Independence (GAIN) Program or General Relief Opportunity for Work (GROW) Program who meet the Contractor’s Contract Canine Contraband Detection Services Page 17 minimum qualifications for the open position. For this purpose, consideration shall mean that the Contractor will interview qualified candidates. The County will refer GAIN/GROW participants by job category to the Contractor. A copy of which is attached as Exhibit R and incorporated by reference into and made a part of this contract. 8.11.2 8.12 In the event that both laid-off County employees and GAIN/GROW participants are available for hiring, County employees shall be given first priority. CONTRACTOR RESPONSIBILITY AND DEBARMENT 8.12.1 Responsible Contractor A responsible Contractor is a Contractor who has demonstrated the attribute of trustworthiness, as well as quality, fitness, capacity and experience to satisfactorily perform the contract. It is the County’s policy to conduct business only with responsible Contractors. 8.12.2 Chapter 2.202 of the County Code The Contractor is hereby notified that, in accordance with Chapter 2.202 of the County Code, if the County acquires information concerning the performance of the Contractor on this or other contracts which indicates that the Contractor is not responsible, the County may, in addition to other remedies provided in the Contract, debar the Contractor from bidding or proposing on, or being awarded, and/or performing work on County contracts for a specified period of time, which generally will not exceed five years but may exceed five years or be permanent if warranted by the circumstances, and terminate any or all existing Contracts the Contractor may have with the County. A copy of which is attached as Exhibit O and incorporated by reference into and made a part of this contract. 8.12.3 Non-responsible Contractor The County may debar a Contractor if the Board of Supervisors finds, in its discretion, that the Contractor has done any of the following: (1) violated a term of a contract with the County or a nonprofit corporation created by the County, (2) committed an act or omission which negatively reflects on the Contractor’s quality, fitness or capacity to perform a contract with the County, any other public entity, or a nonprofit corporation created by the Contract Canine Contraband Detection Services Page 18 County, or engaged in a pattern or practice which negatively reflects on same, (3) committed an act or offense which indicates a lack of business integrity or business honesty, or (4) made or submitted a false claim against the County or any other public entity. 8.12.4 Contractor Hearing Board 1. If there is evidence that the Contractor may be subject to debarment, the Department will notify the Contractor in writing of the evidence which is the basis for the proposed debarment and will advise the Contractor of the scheduled date for a debarment hearing before the Contractor Hearing Board. 2. The Contractor Hearing Board will conduct a hearing where evidence on the proposed debarment is presented. The Contractor and/or the Contractor’s representative shall be given an opportunity to submit evidence at that hearing. After the hearing, the Contractor Hearing Board shall prepare a tentative proposed decision, which shall contain a recommendation regarding whether the Contractor should be debarred, and, if so, the appropriate length of time of the debarment. The Contractor and the Department shall be provided an opportunity to object to the tentative proposed decision prior to its presentation to the Board of Supervisors. 3. After consideration of any objections, or if no objections are submitted, a record of the hearing, the proposed decision, and any other recommendation of the Contractor Hearing Board shall be presented to the Board of Supervisors. The Board of Supervisors shall have the right to modify, deny, or adopt the proposed decision and recommendation of the Contractor Hearing Board. 4. If a Contractor has been debarred for a period longer than five (5) years, that Contractor may after the debarment has been in effect for at least five (5) years, submit a written request for review of the debarment determination to reduce the period of debarment or terminate the debarment. The County may, in its discretion, reduce the period of debarment or terminate the debarment if it finds that the Contractor has adequately demonstrated one or more of the following: (1) elimination of the grounds for which the debarment was imposed; (2) a bona fide change in ownership or management; (3) material evidence discovered Contract Canine Contraband Detection Services Page 19 after debarment was imposed; or (4) any other reason that is in the best interests of the County. 5. The Contractor Hearing Board will consider a request for review of a debarment determination only where (1) the Contractor has been debarred for a period longer than five (5) years; (2) the debarment has been in effect for at least five (5) years; and (3) the request is in writing, states one or more of the grounds for reduction of the debarment period or termination of the debarment, and includes supporting documentation. Upon receiving an appropriate request, the Contractor Hearing Board will provide notice of the hearing on the request. At the hearing, the Contractor Hearing Board shall conduct a hearing where evidence on the proposed reduction of debarment period or termination of debarment is presented. This hearing shall be conducted and the request for review decided by the Contractor Hearing Board pursuant to the same procedures as for a debarment hearing. 6. The Contractor Hearing Board’s proposed decision shall contain a recommendation on the request to reduce the period of debarment or terminate the debarment. The Contractor Hearing Board shall present its proposed decision and recommendation to the Board of Supervisors. The Board of Supervisors shall have the right to modify, deny, or adopt the proposed decision and recommendation of the Contractor Hearing Board. 8.12.5 Subcontractors of Contractor These terms shall also apply to Subcontractors of County Contractors. 8.13 CONTRACTOR’S ACKNOWLEDGEMENT OF COUNTY’S COMMITMENT TO THE SAFELY SURRENDERED BABY LAW The Contractor acknowledges that the County places a high priority on the implementation of the Safely Surrendered Baby Law. The Contractor understands that it is the County’s policy to encourage all County Contractors to voluntarily post the County’s “Safely Surrendered Baby Law” poster in a prominent position at the Contractor’s place of business. The Contractor will also encourage its Subcontractors, if any, to post this poster in a prominent position in the Subcontractor’s place of business. The County’s Department of Children and Family Services will supply the Contractor with the poster to be used. Information on how to receive the Contract Canine Contraband Detection Services Page 20 poster can be found on the Internet at www.babysafela.org. A copy of which is attached as Exhibit I and incorporated by reference into and made a part of this contract. 8.14 8.15 CONTRACTOR’S WARRANTY OF ADHERENCE TO COUNTY’S CHILD SUPPORT COMPLIANCE PROGRAM 8.14.1 The Contractor acknowledges that the County has established a goal of ensuring that all individuals who benefit financially from the County through Contract are in compliance with their court-ordered child, family and spousal support obligations in order to mitigate the economic burden otherwise imposed upon the County and its taxpayers. 8.14.2 As required by the County’s Child Support Compliance Program (County Code Chapter 2.200) and without limiting the Contractor’s duty under this Contract to comply with all applicable provisions of law, the Contractor warrants that it is now in compliance and shall during the term of this Contract maintain in compliance with employment and wage reporting requirements as required by the Federal Social Security Act (42 USC Section 653a) and California Unemployment Insurance Code Section 1088.5, and shall implement all lawfully served Wage and Earnings Withholding Orders or Child Support Services Department Notices of Wage and Earnings Assignment for Child, Family or Spousal Support, pursuant to Code of Civil Procedure Section 706.031 and Family Code Section 5246(b). COUNTY’S QUALITY ASSURANCE PLAN The County or its agent will evaluate the Contractor’s performance under this Contract on not less than an annual basis. Such evaluation will include assessing the Contractor’s compliance with all Contract terms and conditions and performance standards. Contractor deficiencies which the County determines are severe or continuing and that may place performance of the Contract in jeopardy if not corrected will be reported to the Board of Supervisors. The report will include improvement/corrective action measures taken by the County and the Contractor. If improvement does not occur consistent with the corrective action measures, the County may terminate this Contract or impose other penalties as specified in this Contract. 8.16 DAMAGE TO COUNTY FACILITIES, BUILDINGS OR GROUNDS 8.16.1 The Contractor shall repair, or cause to be repaired, at its own cost, any and all damage to County facilities, buildings, or grounds Contract Canine Contraband Detection Services Page 21 caused by the Contractor or employees or agents of the Contractor. Such repairs shall be made immediately after the Contractor has become aware of such damage, but in no event later than thirty (30) days after the occurrence. 8.16.2 8.17 If the Contractor fails to make timely repairs, County may make any necessary repairs. All costs incurred by County, as determined by County, for such repairs shall be repaid by the Contractor by cash payment upon demand. EMPLOYMENT ELIGIBILITY VERIFICATION 8.17.1 The Contractor warrants that it fully complies with all Federal and State statutes and regulations regarding the employment of aliens and others and that all its employees performing work under this Contract meet the citizenship or alien status requirements set forth in Federal and State statutes and regulations. The Contractor shall obtain, from all employees performing work hereunder, all verification and other documentation of employment eligibility status required by Federal and State statutes and regulations including, but not limited to, the Immigration Reform and Control Act of 1986, (P.L. 99-603), or as they currently exist and as they may be hereafter amended. The Contractor shall retain all such documentation for all covered employees for the period prescribed by law. 8.17.2 The Contractor shall indemnify, defend, and hold harmless, the County, its agents, officers, and employees from employer sanctions and any other liability which may be assessed against the Contractor or the County or both in connection with any alleged violation of any Federal or State statutes or regulations pertaining to the eligibility for employment of any persons performing work under this Contract. 8.18 FACSIMILE REPRESENTATIONS The County and the Contractor hereby agree to regard facsimile representations of original signatures of authorized officers of each party, when appearing in appropriate places on the Amendments prepared pursuant to sub-paragraph 8.1, and received via communications facilities, as legally sufficient evidence that such original signatures have been affixed to Amendments to this Contract, such that the parties need not follow up facsimile transmissions of such documents with subsequent (non-facsimile) transmission of “original” versions of such documents. Contract Canine Contraband Detection Services Page 22 8.19 FAIR LABOR STANDARDS The Contractor shall comply with all applicable provisions of the Federal Fair Labor Standards Act and shall indemnify, defend, and hold harmless the County and its agents, officers, and employees from any and all liability, including, but not limited to, wages, overtime pay, liquidated damages, penalties, court costs, and attorneys' fees arising under any wage and hour law, including, but not limited to, the Federal Fair Labor Standards Act, for work performed by the Contractor’s employees for which the County may be found jointly or solely liable. 8.20 FORCE MAJEURE 8.20.1 Neither party shall be liable for such party's failure to perform its obligations under and in accordance with this Contract, if such failure arises out of fires, floods, epidemics, quarantine restrictions, other natural occurrences, strikes, lockouts (other than a lockout by such party or any of such party's subcontractors), freight embargoes, or other similar events to those described above, but in every such case the failure to perform must be totally beyond the control and without any fault or negligence of such party (such events are referred to in this sub-paragraph as "force majeure events"). 8.20.2 Notwithstanding the foregoing, a default by a subcontractor of Contractor shall not constitute a force majeure event, unless such default arises out of causes beyond the control of both Contractor and such subcontractor, and without any fault or negligence of either of them. In such case, Contractor shall not be liable for failure to perform, unless the goods or services to be furnished by the subcontractor were obtainable from other sources in sufficient time to permit Contractor to meet the required performance schedule. As used in this sub-paragraph, the term “subcontractor” and “subcontractors” mean subcontractors at any tier. 8.20.3 8.21 In the event Contractor's failure to perform arises out of a force majeure event, Contractor agrees to use commercially reasonable best efforts to obtain goods or services from other sources, if applicable, and to otherwise mitigate the damages and reduce the delay caused by such force majeure event. GOVERNING LAW, JURISDICTION, AND VENUE This Contract shall be governed by, and construed in accordance with, the laws of the State of California. The Contractor agrees and consents to the Contract Canine Contraband Detection Services Page 23 exclusive jurisdiction of the courts of the State of California for all purposes regarding this Contract and further agrees and consents that venue of any action brought hereunder shall be exclusively in the County of Los Angeles. 8.22 8.23 INDEPENDENT CONTRACTOR STATUS 8.22.1 This Contract is by and between the County and the Contractor and is not intended, and shall not be construed, to create the relationship of agent, servant, employee, partnership, joint venture, or association, as between the County and the Contractor. The employees and agents of one party shall not be, or be construed to be, the employees or agents of the other party for any purpose whatsoever. 8.22.2 The Contractor shall be solely liable and responsible for providing to, or on behalf of, all persons performing work pursuant to this Contract all compensation and benefits. The County shall have no liability or responsibility for the payment of any salaries, wages, unemployment benefits, disability benefits, Federal, State, or local taxes, or other compensation, benefits, or taxes for any personnel provided by or on behalf of the Contractor. 8.22.3 The Contractor understands and agrees that all persons performing work pursuant to this Contract are, for purposes of Workers' Compensation liability, solely employees of the Contractor and not employees of the County. The Contractor shall be solely liable and responsible for furnishing any and all Workers' Compensation benefits to any person as a result of any injuries arising from or connected with any work performed by or on behalf of the Contractor pursuant to this Contract. 8.22.4 The Contractor shall adhere to the provisions stated in subparagraph 7.5 - Confidentiality. INDEMNIFICATION The Contractor shall indemnify, defend and hold harmless the County, its Special Districts, elected and appointed officers, employees, and agents from and against any and all liability, including but not limited to demands, claims, actions, fees, costs, and expenses (including attorney and expert witness fees), arising from or connected with the Contractor’s acts and/or omissions arising from and/or relating to this Contract. Contract Canine Contraband Detection Services Page 24 8.24 GENERAL INSURANCE REQUIREMENTS Without limiting the Contractor's indemnification of the County and during the term of this Contract, the Contractor shall provide and maintain, and shall require all of its Subcontractors to maintain, the following programs of insurance specified in this Contract. Such insurance shall be primary to and not contributing with any other insurance or self-insurance programs maintained by the County. Such coverage shall be provided and maintained at the Contractor’s own expense. 8.24.1 Evidence of Insurance: Certificate(s) or other evidence of coverage satisfactory to the County shall be delivered to: Oscar Rivas, Contract Analyst Los Angeles County Probation Department Contracts and Grants Management Division 9150 E. Imperial Hwy, B-62 Downey, CA 90242 prior to commencing services under this Contract. Such certificates or other evidence shall: Specifically identify this Contract; Clearly evidence all coverages required in this Contract; Contain the express condition that the County is to be given written notice by mail at least thirty (30) days in advance of cancellation for all policies evidenced on the certificate of insurance; Include copies of the additional insured endorsement to the commercial general liability policy, adding the County of Los Angeles, its Special Districts, its officials, officers and employees as insured’s for all activities arising from this Contract; and Identify any deductibles or self-insured retentions for the County’s approval. The County retains the right to require the Contractor to reduce or eliminate such deductibles or selfinsured retentions as they apply to the County, or, require the Contractor to provide a bond guaranteeing payment of all such retained losses and related costs, including, but not limited to, expenses or fees, or both, related to investigations, claims Contract Canine Contraband Detection Services Page 25 administrations, and legal defense. Such bond shall be executed by a corporate surety licensed to transact business in the State of California. 8.24.2 Insurer Financial Ratings: Insurance is to be provided by an insurance company acceptable to the County with an A.M. Best rating of not less than A: VII unless otherwise approved by the County. 8.24.3 Failure to Maintain Coverage: Failure by the Contractor to maintain the required insurance, or to provide evidence of insurance coverage acceptable to the County, shall constitute a material breach of the Contract upon which the County may immediately terminate or suspend this Contract. The County, at its sole option, may obtain damages from the Contractor resulting from said breach. Alternatively, the County may purchase such required insurance coverage, and without further notice to the Contractor, the County may deduct from sums due to the Contractor any premium costs advanced by the County for such insurance. 8.24.4 Notification of Incidents, Claims or Suits: Contractor shall report to the County, • Any accident or incident relating to services performed under this Contract which involves injury or property damage which may result in the filing of a claim or lawsuit against the Contractor and/or the County. Such report shall be made in writing within 24 hours of occurrence. Any third party claim or lawsuit filed against the Contractor arising from or related to services performed by the Contractor under this Contract. Any injury to a Contractor employee that occurs on County property. This report shall be submitted on a County “Nonemployee Injury Report” to the County’s Project Manager. Any loss, disappearance, destruction, misuse, or theft of any kind whatsoever of County property, monies or securities entrusted to the Contractor under the terms of this Contract. 8.24.5 Compensation for County Costs: In the event that the Contractor fails to comply with any of the indemnification or Contract Canine Contraband Detection Services Page 26 insurance requirements of this Contract, and such failure to comply results in any costs to the County, the Contractor shall pay full compensation for all costs incurred by the County. 8.24.6 Insurance Coverage Requirements for Subcontractors: The Contractor shall ensure any and all Subcontractors performing services under this Contract meet the insurance requirements of this Contract by either: 8.25 The Contractor providing evidence of insurance covering the activities of Subcontractors, or The Contractor providing evidence submitted by Subcontractors evidencing that Subcontractors maintain the required insurance coverage. The County retains the right to obtain copies of evidence of Subcontractor insurance coverage at any time. INSURANCE COVERAGE REQUIREMENTS 8.25.1 General Liability insurance written on ISO policy form CG 00 01 or its equivalent with limits of not less than the following: General Aggregate: Products/Completed Operations Aggregate: Personal and Advertising Injury: Each Occurrence: $2 million $1 million $1 million $1 million Such insurance shall not exclude coverage for assault and battery, animal bite or other animal related liability. 8.25.2 Automobile Liability written on ISO policy form CA 00 01 or its equivalent with a limit of liability of not less than $1 million for each accident. Such insurance shall include coverage for all “owned”, “hired” and “non-owned” vehicles, or coverage for “any auto”. 8.25.3 Workers’ Compensation and Employers’ Liability insurance providing workers’ compensation benefits, as required by the Labor Code of the State of California or by any other state, and for which the Contractor is responsible. If the Contractor’s employees will be engaged in maritime employment, coverage shall provide workers’ compensation benefits as required by the U.S. Longshore and Harbor Workers' Compensation Act, Jones Act or any other federal law for which the Contractor is responsible. In all cases, the above insurance also shall include Contract Canine Contraband Detection Services Page 27 Employers’ Liability coverage with limits of not less than the following: Each Accident: Disease - policy limit: Disease - each employee: $1 million $1 million $1 million 8.25.4 Professional Liability insurance covering liability arising from any error, omission, negligent or wrongful act of the Contractor, its officers or employees with limits of not less than $1 million per occurrence and $2 million aggregate. Such coverage shall be continued for two years beyond the expiration of the Agreement, or the policy shall provide an extended two-year reporting period commencing upon termination or cancellation of this Agreement. 8.26 LIQUIDATED DAMAGES 8.26.1 If, in the judgment of the Chief Probation Officer, or his designee, the Contractor is deemed to be non-compliant with the terms and obligations assumed hereby, the Chief Probation Officer, or his designee, at his/her option, in addition to, or in lieu of, other remedies provided herein, may withhold the entire monthly payment or deduct pro rata from the Contractor’s invoice for work not performed. A description of the work not performed and the amount to be withheld or deducted from payments to the Contractor from the County will be forwarded to the Contractor by the Chief Probation Officer, or his designee, in a written notice describing the reasons for said action. 8.26.2 If the Chief Probation Officer, or his designee, determines that there are deficiencies in the performance of this contract that the Chief Probation Officer, or his designee, deems are correctable by the Contractor over a certain time span, the Chief Probation Officer, or his designee, will provide a written notice to the Contractor to correct the deficiency within specified time frames. Should the Contractor fail to correct deficiencies within said time frame, the Chief Probation Officer, or his/her designee, may: (a) Deduct from the Contractor’s payment, pro rata, those applicable portions of the Monthly Contract Sum; and/or (b) Deduct liquidated damages. The parties agree that it will be impracticable or extremely difficult to fix the extent of actual damages resulting from the failure of the Contractor to correct a deficiency within the specified time frame. The parties hereby agree that under the current circumstances a Contract Canine Contraband Detection Services Page 28 reasonable estimate of such damages is One Hundred Dollars ($100) per day per infraction, or as specified in the Performance Requirements Summary (PRS) Chart, as defined in Exhibit L, hereunder, and that the Contractor shall be liable to the County for liquidated damages in said amount. Said amount shall be deducted from the County’s payment to the Contractor; and/or (c) Upon giving five (5) days notice to the Contractor for failure to correct the deficiencies, the County may correct any and all deficiencies and the total costs incurred by the County for completion of the work by an alternate source, whether it be County forces or separate private contractor, will be deducted and forfeited from the payment to the Contractor from the County, as determined by the County. 8.26.3 The action noted in sub-paragraph 8.26.2 shall not be construed as a penalty, but as adjustment of payment to the Contractor to recover the County cost due to the failure of the Contractor to complete or comply with the provisions of this Contract. 8.26.4 This sub-paragraph shall not, in any manner, restrict or limit the County’s right to damages for any breach of this Contract provided by law or as specified in the PRS or sub-paragraph 8.26.2, and shall not, in any manner, restrict or limit the County’s right to terminate this Contract as agreed to herein. 8.27 MOST FAVORED PUBLIC ENTITY If the Contractor’s prices decline, or should the Contractor at any time during the term of this Contract provide the same goods or services under similar quantity and delivery conditions to the State of California or any county, municipality, or district of the State at prices below those set forth in this Contract, then such lower prices shall be immediately extended to the County. 8.28 NONDISCRIMINATION AND AFFIRMATIVE ACTION 8.28.1 The Contractor certifies and agrees that all persons employed by it, its affiliates, subsidiaries, or holding companies are and shall be treated equally without regard to or because of race, color, religion, ancestry, national origin, sex, age, physical or mental disability, marital status, or political affiliation, in compliance with all applicable Federal and State anti-discrimination laws and regulations. Contract Canine Contraband Detection Services Page 29 8.28.2 The Contractor shall certify to, and comply with, the provisions of Exhibit D - Contractor’s EEO Certification. 8.28.3 The Contractor shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to race, color, religion, ancestry, national origin, sex, age, physical or mental disability, marital status, or political affiliation, in compliance with all applicable Federal and State anti-discrimination laws and regulations. Such action shall include, but is not limited to: employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. 8.28.4 The Contractor certifies and agrees that it will deal with its subcontractors, bidders, or vendors without regard to or because of race, color, religion, ancestry, national origin, sex, age, physical or mental disability, marital status, or political affiliation. 8.28.5 The Contractor certifies and agrees that it, its affiliates, subsidiaries, or holding companies shall comply with all applicable Federal and State laws and regulations to the end that no person shall, on the grounds of race, color, religion, ancestry, national origin, sex, age, physical or mental disability, marital status, or political affiliation, be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination under this Contract or under any project, program, or activity supported by this Contract. 8.28.6 The Contractor shall allow COUNTY representatives access to the Contractor’s employment records during regular business hours to verify compliance with the provisions of this sub-paragraph 8.28 when so requested by the COUNTY. 8.28.7 If the COUNTY finds that any provisions of this sub-paragraph 8.28 have been violated, such violation shall constitute a material breach of this Contract upon which the COUNTY may terminate or suspend this Contract. While the COUNTY reserves the right to determine independently that the anti-discrimination provisions of this Contract have been violated, in addition, a determination by the California Fair Employment Practices Commission or the Federal Equal Employment Opportunity Commission that the Contractor has violated Federal or State anti-discrimination laws or regulations shall constitute a finding by the COUNTY that the Contractor has violated the anti-discrimination provisions of this Contract. Contract Canine Contraband Detection Services Page 30 8.28.8 The parties agree that in the event the Contractor violates any of the anti-discrimination provisions of this Contract, the County shall, at its sole option, be entitled to the sum of Five Hundred Dollars ($500) for each such violation pursuant to California Civil Code Section 1671 as liquidated damages in lieu of terminating or suspending this Contract. 8.29 NON EXCLUSIVITY Nothing herein is intended nor shall be construed as creating any exclusive arrangement with the Contractor. This Contract shall not restrict Probation Department from acquiring similar, equal or like goods and/or services from other entities or sources. 8.30 NOTICE OF DELAYS Except as otherwise provided under this Contract, when either party has knowledge that any actual or potential situation is delaying or threatens to delay the timely performance of this Contract, that party shall, within one (1) business day, give notice thereof, including all relevant information with respect thereto, to the other party. 8.31 NOTICE OF DISPUTES The Contractor shall bring to the attention of the County’s Program Manager and/or County’s Contract Manager any dispute between the County and the Contractor regarding the performance of services as stated in this Contract. If the County’s Contract Manager or County’s Program Manager is not able to resolve the dispute, the Chief Probation Officer, or designee shall resolve it. 8.32 NOTICE TO EMPLOYEES REGARDING THE FEDERAL EARNED INCOME CREDIT The Contractor shall notify its employees, and shall require each Subcontractor to notify its employees, that they may be eligible for the Federal Earned Income Credit under the federal income tax laws. Such notice shall be provided in accordance with the requirements set forth in Internal Revenue Service Notice No. 1015. A copy of which is attached as Exhibit K and incorporated by reference into and made a part of this contract. Contract Canine Contraband Detection Services Page 31 8.33 NOTICE TO EMPLOYEES REGARDING THE SAFELY SURRENDERED BABY LAW The Contractor shall notify and provide to its employees, and shall require each Subcontractor to notify and provide to its employees, a fact sheet regarding the Safely Surrendered Baby Law, its implementation in Los Angeles County, and where and how to safely surrender a baby. The fact sheet is set forth in Exhibit I of this Contract and is also available on the Internet at www.babysafela.org for printing purposes. 8.34 NOTICES All notices or demands required or permitted to be given or made under this Contract shall be in writing and shall be hand delivered with signed receipt or mailed by first-class registered or certified mail, postage prepaid, addressed to the parties as identified in Exhibits E - County’s Administration and F - Contractor’s Administration. Addresses may be changed by either party giving ten (10) days' prior written notice thereof to the other party. The Chief Probation Officer shall have the authority to issue all notices or demands required or permitted by the COUNTY under this Contract. 8.35 PROHIBITION AGAINST INDUCEMENT OR PERSUASION Notwithstanding the above, the Contractor and the County agree that, during the term of this Contract and for a period of one year thereafter, neither party shall in any way intentionally induce or persuade any employee of one party to become an employee or agent of the other party. No bar exists against any hiring action initiated through a public announcement. 8.36 PUBLIC RECORDS ACT 8.36.1 Any documents submitted by the Contractor; all information obtained in connection with the County’s right to audit and inspect the Contractor’s documents, books, and accounting records pursuant to sub-paragraph 8.38 - Record Retention and Inspection/Audit Settlement of this Contract; as well as those documents which were required to be submitted in response to the Request for Proposals (RFP) used in the solicitation process for this Contract, become the exclusive property of the County. All such documents become a matter of public record and shall be regarded as public records. Exceptions will be those elements in the California Government Code Section 6250 et seq. (Public Records Act) and which are marked “trade secret”, “confidential”, or “proprietary”. The COUNTY shall not in any way be liable or responsible for the disclosure of any such records including, Contract Canine Contraband Detection Services Page 32 without limitation, those so marked, if disclosure is required by law, or by an order issued by a court of competent jurisdiction. 8.36.2 8.37 In the event the County is required to defend an action on a Public Records Act request for any of the aforementioned documents, information, books, records, and/or contents of a proposal marked “trade secret”, “confidential”, or “proprietary”, the Contractor agrees to defend and indemnify the County from all costs and expenses, including reasonable attorney’s fees, in action or liability arising under the Public Records Act. PUBLICITY 8.37.1 8.37.2 The Contractor shall not disclose any details in connection with this Contract to any person or entity except as may be otherwise provided hereunder or required by law. However, in recognizing the Contractor’s need to identify its services and related clients to sustain itself, the County shall not inhibit the Contractor from publishing its role under this Contract within the following conditions: The Contractor shall develop all publicity material in a professional manner; and During the term of this Contract, the Contractor shall not, and shall not authorize another to, publish or disseminate any commercial advertisements, press releases, feature articles, or other materials using the name of the County without the prior written consent of the County’s Project Director. The County shall not unreasonably withhold written consent. The Contractor may, without the prior written consent of County, indicate in its proposals and sales materials that it has been awarded this Contract with the County of Los Angeles, provided that the requirements of this sub-paragraph 8.37 shall apply. 8.38 RECORD RETENTION AND INSPECTION/AUDIT SETTLEMENT The Contractor shall maintain accurate and complete financial records of its activities and operations relating to this Contract in accordance with generally accepted accounting principles. The Contractor shall also maintain accurate and complete employment and other records relating to its performance of this Contract. The Contractor agrees that the County, or its authorized representatives, shall have access to and the right to Contract Canine Contraband Detection Services Page 33 examine, audit, excerpt, copy, or transcribe any pertinent transaction, activity, or record relating to this Contract. All such material, including, but not limited to, all financial records, bank statements, cancelled checks or other proof of payment, timecards, sign-in/sign-out sheets and other time and employment records, and proprietary data and information, shall be kept and maintained by the Contractor and shall be made available to the County during the term of this Contract and for a period of five (5) years thereafter unless the County’s written permission is given to dispose of any such material prior to such time. All such material shall be maintained by the Contractor at a location in Los Angeles County, provided that if any such material is located outside Los Angeles County, then, at the County’s option, the Contractor shall pay the County for travel, per diem, and other costs incurred by the County to examine, audit, excerpt, copy, or transcribe such material at such other location. 8.38.1 In the event that an audit of the Contractor is conducted specifically regarding this Contract by any Federal or State auditor, or by any auditor or accountant employed by the Contractor or otherwise, then the Contractor shall file a copy of such audit report with the County’s Auditor-Controller within thirty (30) days of the Contractor’s receipt thereof, unless otherwise provided by applicable Federal or State law or under this Contract. Subject to applicable law, the County shall make a reasonable effort to maintain the confidentiality of such audit report(s). 8.38.2 Failure on the part of the Contractor to comply with any of the provisions of this sub-paragraph 8.38 shall constitute a material breach of this Contract upon which the County may terminate or suspend this Contract. 8.38.3 If, at any time during the term of this Contract or within five (5) years after the expiration or termination of this Contract, representatives of the County conduct an audit of the Contractor regarding the work performed under this Contract, and if such audit finds that the County’s dollar liability for any such work is less than payments made by the County to the Contractor, then the difference shall be either: a) repaid by the Contractor to the County by cash payment upon demand or b) at the sole option of the County’s Auditor-Controller, deducted from any amounts due to the Contractor from the County, whether under this Contract or otherwise. If such audit finds that the County’s dollar liability for such work is more than the payments made by the County to the Contractor, then the Contract Canine Contraband Detection Services Page 34 difference shall be paid to the Contractor by the County by cash payment, provided that in no event shall the County’s maximum obligation for this Contract exceed the funds appropriated by the County for the purpose of this Contract. 8.39 RECYCLED BOND PAPER Consistent with the Board of Supervisors’ policy to reduce the amount of solid waste deposited at the County landfills, the Contractor agrees to use recycled-content paper to the maximum extent possible on this Contract. 8.40 SUBCONTRACTING 8.40.1 The requirements of this Contract may not be subcontracted by the Contractor without the advance approval of the County. Any attempt by the Contractor to subcontract without the prior consent of the County may be deemed a material breach of this Contract. 8.40.2 If the Contractor desires to subcontract, the Contractor shall provide the following information promptly at the County’s request: A description of the work to be performed by the Subcontractor; A draft copy of the proposed subcontract; and Other pertinent information and/or certifications requested by the County. 8.40.3 The Contractor shall indemnify and hold the County harmless with respect to the activities of each and every Subcontractor in the same manner and to the same degree as if such Subcontractor(s) were the Contractor employees. 8.40.4 The Contractor shall remain fully responsible for all performances required of it under this Contract, including those that the Contractor has determined to subcontract, notwithstanding the County’s approval of the Contractor’s proposed subcontract. 8.40.5 The County’s consent to subcontract shall not waive the County’s right to prior and continuing approval of any and all personnel, including Subcontractor employees, providing services under this Contract. The Contractor is responsible to notify its Subcontractors of this County right. 8.40.6 The County’s Contract Manager is authorized to act for and on behalf of the County with respect to approval of any subcontract Contract Canine Contraband Detection Services Page 35 and Subcontractor employees. After approval of the subcontract by the County, Contractor shall forward a fully executed subcontract to the County for their files. 8.40.7 The Contractor shall be solely liable and responsible for all payments or other compensation to all Subcontractors and their officers, employees, agents, and successors in interest arising through services performed hereunder, notwithstanding the County’s consent to subcontract. 8.40.8 The Contractor shall obtain certificates of insurance, which establish that the Subcontractor maintains all the programs of insurance required by the County from each approved Subcontractor. The Contractor shall ensure delivery of all such documents to: Oscar Rivas, Contract Analyst Los Angeles, County Probation Department Contracts and Grants Management Division 9150 E. Imperial Hwy, B-62 Downey, CA 90242 before any Subcontractor employee may perform any work hereunder. 8.41 TERMINATION FOR BREACH OF WARRANTY TO MAINTAIN COMPLIANCE WITH COUNTY’S CHILD SUPPORT COMPLIANCE PROGRAM Failure of the Contractor to maintain compliance with the requirements set forth in sub-paragraph 8.14 - Contractor’s Warranty of Adherence to County’s Child Support Compliance Program, shall constitute default under this Contract. Without limiting the rights and remedies available to the County under any other provision of this Contract, failure of the Contractor to cure such default within ninety (90) calendar days of written notice shall be grounds upon which the County may terminate this Contract pursuant to sub-paragraph 8.43 - Termination for Default and pursue debarment of the Contractor, pursuant to County Code Chapter 2.202. 8.42 TERMINATION FOR CONVENIENCE 8.42.1 This Contract may be terminated, in whole or in part, from time to time, when such action is deemed by the County, in its sole discretion, to be in its best interest. Termination of work hereunder shall be effected by notice of termination to the Contractor Contract Canine Contraband Detection Services Page 36 specifying the extent to which performance of work is terminated and the date upon which such termination becomes effective. The date upon which such termination becomes effective shall be no less than ten (10) days after the notice is sent. 8.42.2 8.42.3 8.43 After receipt of a notice of termination and except as otherwise directed by the County, the Contractor shall: Stop work under this Contract on the date and to the extent specified in such notice, and Complete performance of such part of the work as shall not have been terminated by such notice. All material including books, records, documents, or other evidence bearing on the costs and expenses of the Contractor under this Contract shall be maintained by the Contractor in accordance with sub-paragraph 8.38, Record Retention & Inspection/Audit Settlement. TERMINATION FOR DEFAULT 8.43.1 8.43.2 The County may, by written notice to the Contractor, terminate the whole or any part of this Contract, if, in the judgment of County’s Project Manager: Contractor has materially breached this Contract; or Contractor fails to timely provide and/or satisfactorily perform any task, deliverable, service, or other work required either under this Contract; or Contractor fails to demonstrate a high probability of timely fulfillment of performance requirements under this Contract, or of any obligations of this Contract and in either case, fails to demonstrate convincing progress toward a cure within five (5) working days (or such longer period as the County may authorize in writing) after receipt of written notice from the County specifying such failure. In the event that the County terminates this Contract in whole or in part as provided in sub-paragraph 8.43.1, the County may procure, upon such terms and in such manner as the County may deem appropriate, goods and services similar to those so terminated. The Contractor shall be liable to the County for any and all excess costs incurred by the County, as determined by the County, for Contract Canine Contraband Detection Services Page 37 such similar goods and services. The Contractor shall continue the performance of this Contract to the extent not terminated under the provisions of this sub-paragraph. 8.44 8.43.3 Except with respect to defaults of any Subcontractor, the Contractor shall not be liable for any such excess costs of the type identified in sub-paragraph 8.43.2 if its failure to perform this Contract arises out of causes beyond the control and without the fault or negligence of the Contractor. Such causes may include, but are not limited to: acts of God or of the public enemy, acts of the County in either its sovereign or contractual capacity, acts of Federal or State governments in their sovereign capacities, fires, floods, epidemics, quarantine restrictions, strikes, freight embargoes, and unusually severe weather; but in every case, the failure to perform must be beyond the control and without the fault or negligence of the Contractor. If the failure to perform is caused by the default of a Subcontractor, and if such default arises out of causes beyond the control of both the Contractor and Subcontractor, and without the fault or negligence of either of them, the Contractor shall not be liable for any such excess costs for failure to perform, unless the goods or services to be furnished by the Subcontractor were obtainable from other sources in sufficient time to permit the Contractor to meet the required performance schedule. As used in this sub-paragraph 8.43.3, the terms "Subcontractor" and "Subcontractors" mean Subcontractor(s) at any tier. 8.43.4 If, after the County has given notice of termination under the provisions of this sub-paragraph 8.43, it is determined by the County that the Contractor was not in default under the provisions of this sub-paragraph 8.43, or that the default was excusable under the provisions of sub-paragraph 8.43.3, the rights and obligations of the parties shall be the same as if the notice of termination had been issued pursuant to sub-paragraph 8.42 - Termination for Convenience. 8.43.5 The rights and remedies of the County provided in this subparagraph 8.43 shall not be exclusive and are in addition to any other rights and remedies provided by law or under this Contract. TERMINATION FOR IMPROPER CONSIDERATION 8.44.1 The County may, by written notice to the Contractor, immediately terminate the right of the Contractor to proceed under this Contract if it is found that consideration, in any form, was offered or given by the Contractor, either directly or through an intermediary, to any Contract Canine Contraband Detection Services Page 38 County officer, employee, or agent with the intent of securing this Contract or securing favorable treatment with respect to the award, amendment, or extension of this Contract or the making of any determinations with respect to the Contractor’s performance pursuant to this Contract. In the event of such termination, the County shall be entitled to pursue the same remedies against the Contractor as it could pursue in the event of default by the Contractor. 8.45 8.44.2 The Contractor shall immediately report any attempt by a County officer or employee to solicit such improper consideration. The report shall be made either to the County manager charged with the supervision of the employee or to the County AuditorController's Employee Fraud Hotline at (800) 544-6861. 8.44.3 Among other items, such improper consideration may take the form of cash, discounts, service, the provision of travel or entertainment, or tangible gifts. TERMINATION FOR INSOLVENCY 8.45.1 8.45.2 The County may terminate this Contract forthwith in the event of the occurrence of any of the following: Insolvency of the Contractor. The Contractor shall be deemed to be insolvent if it has ceased to pay its debts for at least sixty (60) days in the ordinary course of business or cannot pay its debts as they become due, whether or not a petition has been filed under the Federal Bankruptcy Code and whether or not the Contractor is insolvent within the meaning of the Federal Bankruptcy Code; The filing of a voluntary or involuntary petition regarding the Contractor under the Federal Bankruptcy Code; The appointment of a Receiver or Trustee for the Contractor; or The execution by the Contractor of a general assignment for the benefit of creditors. The rights and remedies of the County provided in this subparagraph 8.45 shall not be exclusive and are in addition to any other rights and remedies provided by law or under this Contract. Contract Canine Contraband Detection Services Page 39 8.46 TERMINATION FOR NON-ADHERENCE OF COUNTY LOBBYIST ORDINANCE The Contractor, and each County Lobbyist or County Lobbying firm as defined in County Code Section 2.160.010 retained by the Contractor, shall fully comply with the County’s Lobbyist Ordinance, County Code Chapter 2.160. Failure on the part of the Contractor or any County Lobbyist or County Lobbying firm retained by the Contractor to fully comply with the County’s Lobbyist Ordinance shall constitute a material breach of this Contract, upon which the County may in its sole discretion, immediately terminate or suspend this Contract. 8.47 TERMINATION FOR NON-APPROPRIATION OF FUNDS Notwithstanding any other provision of this Contract, the County shall not be obligated for the Contractor’s performance hereunder or by any provision of this Contract during any of the County’s future fiscal years unless and until the County’s Board of Supervisors appropriates funds for this Contract in the County’s Budget for each such future fiscal year. In the event that funds are not appropriated for this Contract, then this Contract shall terminate as of June 30 of the last fiscal year for which funds were appropriated. The County shall notify the Contractor in writing of any such non-allocation of funds at the earliest possible date. 8.48 VALIDITY If any provision of this Contract or the application thereof to any person or circumstance is held invalid, the remainder of this Contract and the application of such provision to other persons or circumstances shall not be affected thereby. 8.49 WAIVER No waiver by the County of any breach of any provision of this Contract shall constitute a waiver of any other breach or of such provision. Failure of the County to enforce at any time, or from time to time, any provision of this Contract shall not be construed as a waiver thereof. The rights and remedies set forth in this sub-paragraph 8.50 shall not be exclusive and are in addition to any other rights and remedies provided by law or under this Contract. 8.50 WARRANTY AGAINST CONTINGENT FEES 8.50.1 The Contractor warrants that no person or selling agency has been employed or retained to solicit or secure this Contract upon any Contract or understanding for a commission, percentage, Contract Canine Contraband Detection Services Page 40 brokerage, or contingent fee, excepting bona fide employees or bona fide established commercial or selling agencies maintained by the Contractor for the purpose of securing business. 8.50.2 9.0 For breach of this warranty, the County shall have the right to terminate this Contract and, at its sole discretion, deduct from the Contract price or consideration, or otherwise recover, the full amount of such commission, percentage, brokerage, or contingent fee. UNIQUE TERMS AND CONDITIONS 9.1 THIS SECTION IS INTENTIONALLY OMITTED 9.2 CONTRACTOR’S OBLIGATIONS AS A “BUSINESS ASSOCIATE” UNDER HEALTH INSURANCE PORTABILITY & ACCOUNTABILITY ACT OF 1996 (HIPAA) The County is subject to the Administrative Simplification requirements of the Health Insurance Portability and Accountability Act of 1996 (HIPAA). Under this Contract, the Contractor provides services to the County and the Contractor receives, has access to, and/or creates Protected Health Information as defined in Exhibit N in order to provide those services. The County and the Contractor therefore agree to the terms of Exhibit N, Contractor’s Obligations As a “Business Associate” Under Health Insurance Portability & Accountability Act of 1996 (HIPAA). 9.3 LOCAL SMALL PROGRAM BUSINESS ENTERPRISE (SBE) PREFERENCE 9.3.1 This Contract is subject to the provisions of the County’s ordinance entitled Local Small Business Enterprise Preference Program, as codified in Chapter 2.204 of the Los Angeles County Code. 9.3.2 The Contractor shall not knowingly and with the intent to defraud, fraudulently obtain, retain, attempt to obtain or retain, or aid another in fraudulently obtaining or retaining or attempting to obtain or retain certification as a Local Small Business Enterprise. 9.3.3 The Contractor shall not willfully and knowingly make a false statement with the intent to defraud, whether by affidavit, report, or other representation, to a County official or employee for the purpose of influencing the certification or denial of certification of any entity as a Local Small Business Enterprise. Contract Canine Contraband Detection Services Page 41 9.3.4 If the Contractor has obtained certification as a Local Small Business Enterprise by reason of having furnished incorrect supporting information or by reason of having withheld information, and which knew, or should have known, the information furnished was incorrect or the information withheld was relevant to its request for certification, and which by reason of such certification has been awarded this contract to which it would not otherwise have been entitled, shall: 1. Pay to the County any difference between the contract amount and what the County’s costs would have been if the contract had been properly awarded; 2. In addition to the amount described in subdivision (1), be assessed a penalty in an amount of not more than 10 percent of the amount of the contract; and 3. Be subject to the provisions of Chapter 2.202 of the Los Angeles County Code (Determinations of Contractor Nonresponsibility and Contractor Debarment). A copy of which is attached as Exhibit O and incorporated by reference into and made a part of this contract. The above penalties shall also apply to any business that has previously obtained proper certification, however, as a result of a change in their status would no longer be eligible for certification, and fails to notify the state and OAAC of this information prior to responding to a solicitation or accepting a contract award. 9.4 OWNERSHIP OF MATERIALS, SOFTWARE AND COPYRIGHT 9.4.1 County shall be the sole owner of all right, title and interest, including copyright, in and to all software, plans, diagrams, facilities, and tools (hereafter "materials") which are originated or created through the Contractor’s work pursuant to this Contract. The Contractor, for valuable consideration herein provided, shall execute all documents necessary to assign and transfer to, and vest in the County all of the Contractor’s right, title and interest in and to such original materials, including any copyright, patent and trade secret rights which arise pursuant to the Contractor’s work under this Contract. 9.4.2 During the term of this Contract and for five (5) years thereafter, the Contractor shall maintain and provide security for all of the Contractor’s working papers prepared under this Contract. County shall have the right to inspect, copy and use at any time Contract Canine Contraband Detection Services Page 42 during and subsequent to the term of this Contract, any and all such working papers and all information contained therein. 9.5 9.4.3 Any and all materials, software and tools which are developed or were originally acquired by the Contractor outside the scope of this Contract, which the Contractor desires to use hereunder, and which the Contractor considers to be proprietary or confidential, must be specifically identified by the Contractor to the County’s Project Manager as proprietary or confidential, and shall be plainly and prominently marked by the Contractor as "Propriety" or "Confidential" on each appropriate page of any document containing such material. 9.4.4 The County will use reasonable means to ensure that the Contractor’s proprietary and/or confidential items are safeguarded and held in confidence. The County agrees not to reproduce, distribute or disclose to non-County entities any such proprietary and/or confidential items without the prior written consent of the Contractor. 9.4.5 Notwithstanding any other provision of this Contract, the County will not be obligated to the Contractor in any way under subparagraph 9.4.4 for any of the Contractor’s proprietary and/or confidential items which are not plainly and prominently marked with restrictive legends as required by sub-paragraph 9.4.3 or for any disclosure which the County is required to make under any state or federal law or order of court. 9.4.6 All the rights and obligations of this sub-paragraph 9.4 shall survive the expiration or termination of this Contract. PATENT, COPYRIGHT & TRADE SECRET INDEMNIFICATION 9.5.1 The Contractor shall indemnify, hold harmless and defend County from and against any and all liability, damages, costs, and expenses, including, but not limited to, defense costs and attorneys' fees, for or by reason of any actual or alleged infringement of any third party's patent or copyright, or any actual or alleged unauthorized trade secret disclosure, arising from or related to the operation and utilization of the Contractor’s work under this Contract. County shall inform the Contractor as soon as practicable of any claim or action alleging such infringement or unauthorized disclosure, and shall support the Contractor’s defense and settlement thereof. Contract Canine Contraband Detection Services Page 43 9.5.2 9.5.3 9.6 In the event any equipment, part thereof, or software product becomes the subject of any complaint, claim, or proceeding alleging infringement or unauthorized disclosure, such that County’s continued use of such item is formally restrained, enjoined, or subjected to a risk of damages, the Contractor, at its sole expense, and providing that County’s continued use of the system is not materially impeded, shall either: Procure for County all rights to continued use of the questioned equipment, part, or software product; or Replace the questioned equipment, part, or software product with a non-questioned item; or Modify the questioned equipment, part, or software so that it is free of claims. The Contractor shall have no liability if the alleged infringement or unauthorized disclosure is based upon a use of the questioned product, either alone or in combination with other items not supplied by the Contractor, in a manner for which the questioned product was not designed nor intended. CONTRACTOR’S CHARITABLE ACTIVITIES COMPLIANCE The Supervision of Trustees and Fundraisers for Charitable Purposes Act regulates entities receiving or raising charitable contributions. The “Nonprofit Integrity Act of 2004” (SB 1262, Chapter 919) increased Charitable Purposes Act requirements. By requiring Contractors to complete the Charitable Contributions Certification, Exhibit T, the County seeks to ensure that all County contractors which receive or raise charitable contributions comply with California law in order to protect the County and its taxpayers. A Contractor which receives or raises charitable contributions without complying with its obligations under California law commits a material breach subjecting it to either contract termination or debarment proceedings or both. (County Code Chapter 2.202) / / / / / / / Contract Canine Contraband Detection Services Page 44 IN WITN ESS WH EREOF, Contractor has executed this Contract, or caused it to be duiy executed and the County of Los Angeles, by order of its Board of Supervisors has caused this Contract to be executed on its behalf by the Chair of said Board and attested by the Executive Officer-Clerk of the Board of Supervisors thereof, the day and year first above written. COUNTY OF LOS Chair, Boa GELES of Supervisors I hereby certt'y that pursuant 'to S~tio n 25103 of the Government Code deuvery of this document has been mad~. ATIEST: SACHI A HAMAl Executive Officer Clerk: of the Board of Supervisors SACHI HAMAl Executive Officer and Clerk Board of Supervisors BY~oepuly B~ oep;J CONTRACTOR: By xfuti a./I~ Name SLo-rr CDffO f.J D5 APPROVED AS TO FORM: RAYMOND G. F O RT NE ~ JI><--- County Counsel ...---: BOARDOFSURERVISDRS C CQUNTY OF LOS A"If1 ~~==:-- Gordon W. Trask Principal Deputy County Counsel 49 of FEB 03 , 2009 ADOPTED t£ '" . _, - FEB 0 3 2009 <' tJ. ..LJ.-, -w.du~CHI A. rIA~' I . EXECUTIVE OFFICER . EXHIBIT A STATEMENT OF WORK Statement of Work Canine Contraband Detection Services Page 46 TABLE OF CONTENTS SECTION 1.0 2.0 3.0 4.0 5.0 6.0 7.0 8.0 9.0 10.0 TITLE PAGE SCOPE OF WORK ................................................................................ .48 SPECIFIC TASKS .................................................................................. .48 QUALITY CONTROL .............................................................................. .52 QUALITY ASSURANCE PLAN............................................................... .52 DEFINITIONS ......................................................................................... .54 PERSONNEL ......................................................................................... 56 HOURS/DAY OF WORK ........................................................................ .61 RECOGNIZED HOLIDAYS..................................................................... .61 UNSCHEDULED WORK ........................................................................ .61 PERFORMANCE REQUIREMENTS SUMMARY ................................... .61 Statement of Work – Table of Contents Canine Contraband Detection Services Page 47 STATEMENT OF WORK (SOW) 1.0 SCOPE OF WORK 1.1 Scope of Work 1.1.1 Contractor shall provide qualified Contraband Detection Services to twenty-two Probation facilities located throughout the County of Los Angeles. Current Probation facilities are listed in Technical Exhibit 1. Additional facilities may be added or deleted during the term of this contract based on the needs of the COUNTY. 1.1.2 Contractor shall provide a contraband detection program utilizing contraband detection canines. The program shall be cost-effective and be a deterrent for those who may attempt to transport, possess, or distribute unauthorized controlled substances within juvenile detention facilities. 1.1.3 Contractor shall provide contraband detection services tailored to the needs of the juvenile halls, residential treatment facilities, and secure placements in an unobtrusive and yet highly visible manner utilizing “passive alert” canines. 1.1.4 Contractor shall provide services during any activity conducted by Probation at the detection facilities. 2.0 SPECIFIC TASKS 2.1 Contractor shall provide COUNTY with a procedural guide that thoroughly describes the steps for COUNTY to make a service request. Any changes to procedure will be made by mutual agreement and in writing. 2.2 Contractor shall provide the canine contraband detection services to COUNTY in accordance with the specifications, terms, and conditions set forth in Section 1.0 above, Scope of Work. 2.3 Contractor shall confidential. 2.4 Contractor shall ensure that all canine handlers and all canines assigned to this contract hold a minimum of one (1) of the following certificates and that the certification is valid and current: keep all assignment-related information strictly 2.4.1 United States Detection Dog Association (USADDA) 2.4.2 The American Detection Canine Association (ADCA) 2.4.3 The International Police Work Dog Association (IPWDA). Statement of Work Canine Contraband Detection Services Page 48 2.4.4 National Narcotic Detector Dog Association (NNDDA). 2.5 Contractor shall keep certificates on file and have them immediately available for County inspection upon request. 2.6 Contractor shall provide all canines on this contract with the proper vaccinations and shall provide veterinary records immediately upon COUNTY request. 2.7 Contractor shall provide only passive alert canines for this contract. CONTRACTOR shall not use any canine that has been trained/crosstrained as an active alert or as a bite dog. 2.8 Contractor shall provide scheduled searches as directed by County Program Manager. Monthly schedule shall be issued by the twenty-fifth (25) day of the month previous. COUNTY anticipates that this type of response will be needed approximately 97% of the total amount of requested services. 2.9 Contractor shall provide unscheduled searches with twenty-four (24) hour prior notice. Unscheduled searches shall be minimum guarantee of two (2) hours (half day). COUNTY anticipates that this type of response will be needed approximately 2% of the total amount of requested services. 2.10 Contractor shall provide Rapid Response emergency services, within two (2) hours of notification, as requested. COUNTY anticipates that this type of response will be needed approximately 1% of the total amount of requested services. 2.11 Contractor shall search for various substances including but not limited to those substances listed in Technical Exhibit 2. 2.12 Contractor shall be responsible for the proper collection and disposal of all canine waste. 2.13 Contractor shall report to the Facility Manager on duty and the Officer of the Day upon arrival. 2.14 CONTRACTOR shall be escorted within the facility and during search operations by the facility Director or Designee (Facility Escort). Areas that may be searched include but are not limited to: • • • • • Administration Building Minor living areas Laundry Room Quartermaster’s Office (clothing storage area) Supply closets Statement of Work Canine Contraband Detection Services Page 49 • • • • • • • • • • • • • • • • • • • • • • • • • • • School Buildings – all classrooms and restrooms in the school areas, including all janitorial closets, library, assessment center, hallways, and gymnasiums Gymnasium (including rooms therein) Restrooms and portable toilets Trash bins, trash cans and wastebaskets Day room and lounge areas Dining/Building Hallways and Kitchen and rooms therein Food storage areas and rooms, including freezers Janitorial storage areas Tool storage areas Personals or miscellaneous storage room Earthquake supply areas Behavior Modification Store Vehicles used to transport minors Parking lots, Recreational areas and all facility grounds Pantry Area Breezeways Utility Rooms Minors Lockers (cubby areas) Shower Areas Linen Closet Chapel (All areas inside the chapel, outside perimeter, restrooms and sitting area (Pews) Visiting Areas Warehouse Infirmary (nurse office) Line of visitors waiting to enter the facility Visiting areas Perimeter, parking area and grounds near visiting area 2.15 Contractor shall have experience and knowledge of the inherent dangers and necessary safety precautions associated with narcotics/contraband detection. 2.16 Contractor shall immediately notify the COUNTY of any aggressive behavior exhibited by any canine while performing services under this contract. A complete written report including, but not limited to, the date, time, location of incident, behavior exhibited, witness(es) injuries (or lack of), and corrective action taken shall be submitted to the COUNTY Program Manager within four (4) hours for incidents involving injuries and within twenty-four (24) hours for incidents not involving injuries. 2.17 Contractor shall report to the COUNTY incidents within forty-eight (48) hours of any aggressive behavior exhibited by any canine assigned to this contract while not on county property or performing services under this contract. The Statement of Work Canine Contraband Detection Services Page 50 report shall include, but not limited to, date, time and location of incident, behavior exhibited, witness(es), injuries (or lack of), and corrective action taken. 2.18 Notice of Delay If CONTRACTOR becomes aware of any circumstances that reasonably may cause any significant delay by CONTRACTOR or COUNTY in the performance of their respective obligations hereunder, then CONTRACTOR shall promptly notify COUNTY’S Contract Manager verbally of such circumstance. Said notification shall be followed within five (5) working days, by a written report to COUNTY’S Contract Manager containing all facts then known to CONTRACTOR pertaining to the delay. 2.19 Self-Monitoring Reports CONTRACTOR shall prepare monthly reports that indicate compliance with the Statement of Work and submit to COUNTY Contract Manager by the 10th working day of the following month. Report format and content is subject to COUNTY review and final approval. 2.20 Days of Operation CONTRACTOR shall provide canine contraband detection services at Juvenile Halls and Camps upon request of the Probation Department on weekdays, weeknights, weekend days, and weekend nights, including holidays: 2.20.1 Weekdays shall be defined as: Monday through Friday 6:00 a.m. to 8:00 p.m., daily 2.20.2 Weeknights shall be defined as: Monday through Friday 8:01 p.m. to 5:59 a.m., daily 2.20.3 Weekend days shall be defined as: Saturday and Sunday 6:00 a.m. to 8:00 p.m., daily 2.20.4 Weekend nights shall be defined as: Saturday and Sunday 8:01 p.m. to 5:59 a.m., daily 2.20.5 Holidays shall be defined as COUNTY recognized holidays as set forth in Section 8.0 of the Statement of Work. Statement of Work Canine Contraband Detection Services Page 51 3.0 QUALITY CONTROL The CONTRACTOR shall establish and maintain a Quality Control Plan to assure the requirements of the contract are met. The plan shall be submitted as part of the proposal. An updated copy must be provided to the Probation Contract Manager on the contract start date and as changes occur. The original plan and any future amendments shall include, but not be limited to the following: 4.0 3.1 An inspection system covering all the services and must specify the activities to be inspected on either a scheduled or unscheduled basis, how often inspections will be accomplished, and the title of the individual(s) who will perform the inspection. 3.2 The methods for identifying and preventing deficiencies in the quality of service performed before the level of performance becomes unacceptable. 3.3 A file of all inspections conducted by the CONTRACTORS and, if necessary, the corrective action taken. This documentation shall be made available as requested by COUNTY during the term of the contract. 3.4 The methods for ensuring uninterrupted service to Probation in the event of a strike of the CONTRACTOR'S employees or any other unusual occurrence (i.e. power loss) which would result in the CONTRACTOR’S being unable to perform the contracted work. 3.5 The methods for assuring that confidentiality of juvenile and adult records are maintained. 3.6 The methods for maintaining security of records and prevention of loss or destruction of COUNTY and/or CONTRACTOR’S data. QUALITY ASSURANCE PLAN The COUNTY or its agent will evaluate the CONTRACTOR’S performance under this contract on not less than an annual basis. Such evaluation will include assessing CONTRACTOR’S compliance with all contract terms and performance standards. CONTRACTOR’S deficiencies which COUNTY determines are severe or continuing and that may place performance of the contract in jeopardy if not corrected will be reported to the Board of Supervisors. The report will include improvement/corrective action measures taken by the COUNTY and CONTRACTOR’S. If improvement does not occur consistent with the corrective action measures, COUNTY may terminate this contract or impose other penalties as specified in this contract. The COUNTY will evaluate the CONTRACTOR'S performance under this contract using the quality assurance procedures specified in Exhibit L, “Performance Requirements Summary”, or other such procedures as may be necessary to ascertain CONTRACTOR compliance with this contract. Statement of Work Canine Contraband Detection Services Page 52 4.1 Performance Evaluation Meetings The Contractor Project Director or his alternate shall meet at least weekly with the COUNTY Contract Manager during the first three (3) months of the contract, if COUNTY Contract Manager finds it necessary. However, a meeting will be held whenever a Contract Discrepancy Report (CDR) is issued. A mutual effort will be made to resolve all problems identified. Whenever meetings are held, the written minutes taken by Probation personnel shall be signed by the CONTRACTOR’S Project Director and the COUNTY’S Contract Manager. Should the CONTRACTOR not concur with the minutes, the CONTRACTOR shall state in writing to the Contract Manager within five (5) business days of receipt of the signed minutes any areas wherein the CONTRACTOR does not concur. 4.2 After the first three (3) months of operation, regular performance evaluation meetings shall be held monthly in accordance with a mutually agreed upon schedule. 4.3 The COUNTY shall have the right to require any personnel assigned to the Contract who, in the opinion of the COUNTY Contract Manager, is unsatisfactory, will be removed and replaced by the CONTRACTOR within twenty-four (24) hours. 4.4 Monthly Self-Monitoring Reports CONTRACTOR shall produce at the end of each month informational reports that indicate the level and type of services rendered for the Probation Department. The CONTRACTOR will forward this report to the COUNTY’S Contract Manager by the 10th working day of the following month for which the services were rendered. Report format and content is subject to final COUNTY review and approval. 4.5 Contract Discrepancy Report (Exhibit M) Verbal notification of a Contract discrepancy will be made to the COUNTY Contract Manager as soon as possible whenever a Contract discrepancy is identified. The problem shall be resolved within a time period mutually agreed upon by the COUNTY and the CONTRACTOR. The COUNTY Contract Manager will determine whether a formal Contract Discrepancy Report shall be issued. Upon receipt of this document, the CONTRACTOR is required to respond in writing to the COUNTY Contract Manager within five (5) workdays, acknowledging the reported discrepancies or presenting contrary evidence. A plan for correction of all deficiencies identified in the Contract Discrepancy Report shall be submitted to the COUNTY Contract Manager within ten (10) workdays. Statement of Work Canine Contraband Detection Services Page 53 4.6 COUNTY Observations In addition to departmental contracting staff, other COUNTY personnel may observe performance, activities, and review documents relevant to this Contract at any time during normal business hours. However, these personnel may not unreasonably interfere with the CONTRATOR’S performance. 5.0 DEFINITIONS 5.1 Acceptable Quality Level (AQL): As used herein, the term “Acceptable Quality Level”, shall mean a measure to express the leeway or variance from a standard before Probation can apply damages as specified in Exhibit L, Performance Requirements Summary. An AQL does not imply that the CONTRACTOR may knowingly perform in a defective way. It implies that Probation recognizes that defective performance sometimes happens unintentionally. It is required that the CONTRACTOR corrects all defects whenever possible. A variance from the AQL can result in a credit to Probation against the monthly charge for the CONTRACTOR’S service. 5.2 Contract: Agreement executed between COUNTY and CONTRACTOR. It sets forth the terms and conditions for the issuance and performance of the Statement of Work, Exhibit A. 5.3 Contract Discrepancy Report (CDR): As used herein, the term “Contract Discrepancy Report”, shall mean a report prepared by the Quality Assurance Evaluator to inform the CONTRACTOR of faulty service. The CDR requires a response from the CONTRACTOR explaining the problem and outlining the remedial action being taken to resolve the problem. 5.4 Contract Start Date: The date the CONTRACTOR begins work (start of the basic contract period) in accordance with the terms of the contract. 5.5 CONTRACTOR: The sole proprietor, partnership, or corporation that has entered into a contract with the COUNTY to perform or execute the work covered by the Statement of Work. 5.6 CONTRACTOR Project Director: The individual designated by the CONTRACTOR to administer the Contract operations after the Contract award. 5.7 COUNTY Contract Manager: Person designated by COUNTY with authority for COUNTY on contractual or administrative matters relating to this Contract. 5.8 COUNTY Contract Monitor: Person with the responsibility of monitoring the contract and the CONTRACTOR. Responsible for providing reports to Statement of Work Canine Contraband Detection Services Page 54 COUNTY Contract Manager and COUNTY Program Manager. Responsibility for inspections of any and all tasks, deliverables, goods, services and other work provided by CONTRACTOR. 5.9 COUNTY Program Manager: Person designated by COUNTY to manage the operations under this Contract. 5.10 Day(s): As used herein, the term “day(s)” shall mean calendar days and not business or working days. 5.11 Daytime: shall mean 6:00 am to 8:00 pm. 5.12 Facility Escort: An individual assigned by the facility director at the level of supervisor or above whose sole responsibility shall be to escort the contractor and perform those functions related to the search and any contraband seized. 5.13 Fiscal Year: The twelve (12) month period beginning July 1st and ending the following June 30th. 5.14 Hours: As used herein, the term “hours”, shall mean sequential sixty (60) minutes time frames. 5.15 Juvenile Records: Personal and social history, including criminal information of juvenile offenders. The records include legal documents and other information, which are confidential. The information is not to be discussed with or disclosed to unauthorized persons as defined by the Probation Department. 5.16 Nighttime: shall mean 8:01 pm to 5:59 am. 5.17 Performance Requirements Summary (PRS): As used herein, the term “Performance Requirements Summary” shall mean the statement that identifies the key performance indicators of the contract which will be evaluated by the COUNTY to ensure contract performance standards are met by the CONTRACTOR. 5.18 Quality Control Program: As used herein, the term “Quality Control Program” shall mean all necessary measures taken by the CONTRACTOR to assure that the quality of service will meet the contract requirements regarding security, accuracy, timeliness, appearance, completeness, consistency and conformity to the requirements set forth in the Statement of Work. 5.19 Rapid Response Searches: The term Rapid Response shall mean services two that are perform within two (2) hours of notification. County estimates that this type of service will be requested approximately 1% of the services used. Statement of Work Canine Contraband Detection Services Page 55 6.0 5.20 Scheduled Searches: Shall mean services that are pre-scheduled and requested with advance notification. 5.21 Subcontractor: As used herein, the term ”Subcontractor” shall mean any person, entity, or organization to which the CONTRACTOR has delegated any of its obligations hereunder in accordance with the Contract, Section 8.4. Subcontracting. 5.22 Unscheduled Searches: Shall mean services that are not prescheduled and are requested with a minimum twenty-four (24) hour advance notification. COUNTY estimates that this type of service will be requested approximately 2% of the services used. 5.23 User Complaint Report (UCR): As used herein, the term “User Complaint Report” shall mean a report prepared by Probation personnel in order to inform the Quality Assurance Evaluator of incidents involving faulty performance by the CONTRACTOR. 5.24 Weekday: shall mean Monday through Friday. 5.25 Weekend: shall mean Saturday, Sunday and County Holidays. PERSONNEL 6.1 Key COUNTY Personnel 6.1.1 COUNTY Contract Manager The Chief Probation Officer of the COUNTY of Los Angeles, or his designee, is designated COUNTY Contract Manager, who will have full authority to act for COUNTY in all matters connected with this contract consistent with the provisions contained herein. The Contract Manager shall provide direction to CONTRACTOR in areas relating to policy, information, operations and procedural requirements. The Contract Manager is not authorized to make any changes in the terms and conditions of the contract and is not authorized to obligate the COUNTY in any way whatsoever beyond the terms of the contract except as provided in the Standard Terms and Conditions. COUNTY will inform the CONTRACTOR of the name, address and telephone number of the Contract Manager at the time the contract is awarded. Statement of Work Canine Contraband Detection Services Page 56 6.1.2 COUNTY Program Manager The responsibilities of the COUNTY’S Program Manager include: meeting with CONTRACTOR’S Project Director on a regular basis; and inspecting any and all tasks, deliverables, goods, services, or other work provided by or on behalf of CONTRACTOR. The COUNTY’S Program Manager is not authorized to make any changes in any of the terms and conditions of this Contract and is not authorized to further obligate COUNTY in any respect whatsoever. 6.1.3 COUNTY’S Contract Monitor The COUNTY’S Contract Monitor is responsible for the monitoring of the contract and the CONTRACTOR, also for providing reports to COUNTY’S Contract Manager and COUNTY Program Manager. 6.2 Key CONTRACTOR Personnel 6.2.1 CONTRACTOR Project Director The CONTRACTOR shall provide its own full time officer or employee as Project Director and identify the person in the proposal. The Project Director or an approved alternate shall be assigned locally and available for telephone contact 8:00 a.m. and 5:00 p.m., Pacific, Time Monday through Friday, including all COUNTY holidays. The Project Director shall provide overall management and coordination of the contract services on the CONTRACTOR’S behalf, and shall act as the central point of contact with Probation. 6.2.2 When contract work is being performed at times other than described above, or when the Project Director cannot be present, and with prior approval of the Contract Manager, an equally qualified individual shall be designated to act for the Project Director. 6.2.3 The Project Director shall have full authority to act for the CONTRACTOR on all contract matters relating to the daily operation of this contract. 6.2.4 The Project Director shall be available during normal weekday work hours, 8:00 a.m. to 5:00 p.m., Pacific Daylight Time, to meet with COUNTY personnel designated by the COUNTY to discuss problem areas. Statement of Work Canine Contraband Detection Services Page 57 6.2.5 The Project Director must have at least three (3) years of demonstrated previous experience within the last five (5) years in the management and operation of canine detection services or similar scope. 6.2.6 The Project Director and alternate must be able to read, write, speak and understand English. 6.2.7 COUNTY shall have the right to review the qualifications and approve the Project Director and any replacement recommended by CONTRACTOR. 6.3 Other CONTRACTOR Personnel 6.3.1 The CONTRACTOR shall be responsible for providing qualified staff to fulfill the contracted services. (COUNTY shall have the right to review and approve potential staff prior to assignment.) 6.3.2 All personnel must be able to read, write, spell, speak and understand English. 6.3.3 CONTRACTOR certifies that all persons employed to perform services under this contract will be treated equally without regard to race, religion, ancestry, national origin or sex and in compliance with all anti-discrimination laws of the United States of America and the State of California, Exhibit D. Proporser’s EEO Certification. 6.3.4 The CONTRACTOR shall insure that by first day of employment, all persons with access to adult and/or juvenile records and arrest information have signed an acknowledgement that meets the standards of the Probation Department for COUNTY employees having access to confidential criminal offender record information (CORI). CONTRACTOR shall retain original signed CORI form and forward a copy to Contract Manager within five (5) business days of start of employment. (Refer to Exhibit J.) 6.3.5 The CONTRACTOR shall give advance notice to COUNTY'S Contract Manager, in writing within ten (10) business days, of any change in CONTRACTOR personnel assigned to perform any work on this contract. 6.3.6 All persons working on this contract must sign an Employee Acknowledgement and Confidentiality Agreement and a CONTRACTOR Non-Employee Acknowledgement and Confidentiality Agreement (Refer to Contract, Exhibits G1 and G2). CONTRACTOR shall retain original signed Acknowledgement of Employer Form and forward a copy to Contract Manager within five (5) business days of start of employment. Statement of Work Canine Contraband Detection Services Page 58 6.4 CONTRACTOR Employee Acceptability The COUNTY reserves the right to preclude any CONTRACTOR’S employee or canine from employment or continued employment of any employee or canine assigned to this contract. The CONTRACTOR shall be responsible for the immediate and forthwith removal of any CONTRACTOR’S employee or canine from county property upon request of the COUNTY. CONTRACTOR shall replace any employee or canine within twenty-four (24) hours when requested to do so by the COUNTY Contract Manager. 6.5 Conflict of Interest See Standard Terms and Conditions Section 8.9 Conflict of Interest. 6.6 Employee Benefits and Acknowledgement of Employer 6.6.1 CONTRACTOR will be solely responsible for providing to, or on behalf of, its employees all legally required employee benefits. An acknowledgement that each employee understands that they are an employee of CONTRACTOR and not an employee of Los Angeles COUNTY must be signed by each employee of CONTRACTOR employed by first day of employment (Refer to Contract, Exhibits G1 and G2). The CONTRACTOR original acknowledgement and a copy must be filed within five (5) business days of employment with the COUNTY of Los Angeles, Probation Department, Contracts and Grants Management Division, 9150 East Imperial Highway A-66, Downey, CA 90242. 6.6.2 COUNTY shall not assume any liability for the payment of any salaries, wages, benefits or other compensation to, or on behalf of, any personnel provided by the CONTRACTOR. 6.7 Employee Criminal Records, Notice and County Approval CONTRACTOR shall be responsible for ongoing implementation and monitoring of subsections 6.7.1 through 6.7.7. On at least a quarterly basis, CONTRACTOR shall report, in writing, monitoring results to COUNTY, indicating compliance or problem areas. Elements of monitoring report shall receive prior written approval from COUNTY. 6.7.1 No personnel employed by CONTRACTOR for this program having access to Probation information or records shall have a criminal conviction record or pending criminal trial unless such information has been fully disclosed and employment of the employee for this program is approved (in writing) by the Probation Department. Statement of Work Canine Contraband Detection Services Page 59 6.8 6.7.2 The COUNTY reserves the right to conduct a background investigation of CONTRACTOR’S prospective employees prior to employment and further reserves the right to conduct a background investigation of CONTRACTOR’S employees at any time and to bar such employees from working on the contract under appropriate circumstances. 6.7.3 The COUNTY reserves the right to preclude the CONTRACTOR from employment or continued employment of any individual for this contract service. 6.7.4 No personnel employed by the CONTRACTOR for this project shall be on active probation or parole currently or within the last three (3) years. 6.7.5 CONTRACTOR and employees of the CONTRACTOR shall be under a continuing obligation to disclose any prior or subsequent criminal conviction record or any pending criminal trial to the Probation Department. 6.7.6 The CONTRACTOR shall submit the names of employees to the Contract Manager within five (5) business days of the date of hire. The COUNTY will schedule appointments to conduct background investigation/record checks based on fingerprints of CONTRACTOR’S employees, and further reserves the right to conduct a background investigation of CONTRACTOR’S employees at any time. 6.7.7 Because COUNTY is charged by the State for checking the criminal records of CONTRACTOR’S employee; COUNTY will bill CONTRACTOR to recover expense. The current amount is $32.00 per record check, which is subject to change by the State. Gratuities It is improper for any COUNTY Officer, employee, or agent to solicit consideration, in any form from a CONTRACTOR with the implication, suggestion, or statement that the CONTRACTOR’S provision of the consideration may secure more favorable treatment for the CONTRACTOR in the award of the contract or that the CONTRACTOR’S failure to provide such consideration may negatively affect the COUNTY’S consideration of the CONTRACTOR’S submission. A CONTRACTOR shall not offer or give, either directly or through an intermediary, consideration, in any form, to a COUNTY Officer, employee, or agent for the purpose of securing favorable treatment with respect to the award of the contract. Statement of Work Canine Contraband Detection Services Page 60 A CONTRACTOR shall immediately report any attempt by a COUNTY officer, employee, or agent to solicit such improper consideration. The report shall be made either to the COUNTY Manager charged with the supervision of the employee or to the COUNTY Auditor-Controller’s Employee Fraud Hotline at (800) 544-6861. Failure to report such a solicitation may result in the CONTRACTOR’S submission being eliminated from consideration. Among other items, such improper consideration may take the form of cash, discounts, services, the provision of travel or entertainment, or tangible gifts. 6.9 Consideration of Hiring COUNTY Employees Targeted for Layoffs Should CONTRACTOR require additional or replacement personnel after the effective date of this contract to perform the services set forth herein, CONTRACTOR shall give first consideration for such employment openings to qualified permanent COUNTY employees who are targeted for layoff or qualified former COUNTY employees who are on a reemployment list during the life of this contract. 7.0 HOURS OF OPERATION CONTRACTOR shall be available to report to various locations throughout the COUNTY of Los Angeles on a twenty-four (24) hour daily basis as set forth in Section 2.0, Specific Tasks. 8.0 RECOGNIZED HOLIDAYS The CONTRACTOR may be required to provide service on COUNTY recognized holidays. These holidays change from year to year. The Contract Manager will provide the CONTRACTOR, upon request, with a list of COUNTY holidays for the 2008 calendar year and the succeeding years. 9.0 UNSCHEDULED WORK CONTRACTOR agrees that any work performed outside the scope of "Statement of Work" or the "Other CONTRACTOR Obligations" sections of this document, without the prior written approval of the COUNTY in accordance with the Contract, Section 8.1, "Amendments,” shall be deemed to be a gratuitous effort on the part of the CONTRACTOR, and the CONTRACTOR shall have no claim therefore against the COUNTY. 10.0 PERFORMANCE REQUIREMENTS SUMMARY All listings of services used in the Performance Requirements Summary (PRS) Exhibit L are intended to be completely consistent with the Contract and the SOW, and are not meant in any case to create, extend, revise, or expand any Statement of Work Canine Contraband Detection Services Page 61 obligation of CONTRACTOR beyond that defined in the Contract and the SOW. In any case of apparent inconsistency between services as stated in the Contract and the SOW and this PRS, the meaning apparent in the Contract and the SOW will prevail. If any service seems to be created in this PRS which is not clearly and forthrightly set forth in the Contract and the SOW, that apparent service will be null and void and place no requirement on CONTRACTOR. Exhibit L summarizes the required services, performance standards, maximum allowable deviation from the standards, monitoring methods to be used by the COUNTY, and monetary damages to be imposed for unacceptable performance. COUNTY will evaluate the CONTRACTOR'S performance under this contract using the quality assurance procedures specified in Exhibit L, or other such procedures as may be necessary to ascertain CONTRACTOR’S compliance with this contract. Failure of the CONTRACTOR’S to achieve this standard can result in a deduction from CONTRACTOR’S monthly payment as determined by COUNTY. When the CONTRACTOR’S performance does not conform with the requirements of this Contract, the COUNTY will have the option to apply the following nonperformance remedies: Require CONTRACTOR to implement a formal corrective action plan, subject to approval by the COUNTY. In the plan, the CONTRACTOR must include reasons for the unacceptable performance, specific steps to return performance to an acceptable level, and monitoring methods to prevent recurrence. Reduce payment to CONTRACTOR by a computed amount based on the assessment fee(s) in the PRS. Reduce, suspend or cancel this Contract for systematic, deliberate misrepresentations or unacceptable levels of performance. Failure of the CONTRACTOR to comply with or satisfy the request(s) for improvement of performance or to perform the neglected work specified within ten (10) days shall constitute authorization for the COUNTY to have the service(s) performed by others. The entire cost of such work performed by others as a consequence of the CONTRACTOR’S failure to perform said service(s), as determined by the COUNTY, shall be credited to the COUNTY on the CONTRACTOR’S future invoice. This section does not preclude the COUNTY’S right to terminate the contract upon ten (10) days written notice with or without cause, as provided for in the Contract, Paragraph 8, Standard Terms and Conditions, Sub-paragraph 8.42, Termination for Convenience. / / Statement of Work Canine Contraband Detection Services Page 62 STATEMENT OF WORK TECHNICAL EXHIBIT 1 Statement of Work – Technical Exhibit 1 Canine Contraband Detection Services Page 63 CURRENT LIST OF FACILITIES AND SIZE FACILITIES ADDRESS GROSS SQUARE FEET NET SQUARE FEET ACRES 260,000 159,000 28 463,000 179,000 27 347,078 231,000 26 225,000 184,625 These Six Camps sit on a 65 Acre site (Challenger Memorial) 60,668 39,014 13 77,143 47,296 3 38,0303 30,131 34,587 55,408 26,412 31,505 Both Camps sit on 234Acre site 36,612 27,650 38,456 28,638 50,353 33,200 48,682 36,655 30,059 23,126 24,339 17,907 46,983 34,720 22,881 17,872 HALLS Barry J. Nidorf Juvenile Hall Central Juvenile Hall Los Padrinos Juvenile Hall 16350 Filbert Street Sylmar, CA 91342 1605 Eastlake Ave. Los Angeles, ca 90033 7285 Quill Drive Downey, CA 90242 CAMPS Camp Ronald Mc Nair Camp Judith Resnik Camp Francis Scobee Camp Michael Smith Camp Gregory Jarvis Camp Ellison Onizuka Camp Carl Holton Dorothy Kirby Center Camp Williams Mendenhall 5300 West Avenue I Lancaster, CA 93536 12653 N. Little Tujunga Canyon Rd. San Fernando, CA 91342 1500 South McDonnell Avenue Los Angeles, CA 90022 42220 North Lake Hughes Road Lake Hughes, CA 93532 Camp John Munz Camp Glenn Rockey 1900 N. Sycamore Canyon Road San Dimas, CA 91773 Camp Joseph Scott 28700 N. Bouquet Canyon Road Saugus, CA 91350 Camp Kenyon Scudder Camp David Gonzales 1301 N. Las Virgenes Road Calabasas, CA 91302 Camp Vernon Kilpatrick 427 S. Encinal Canyon Road Malibu, CA 90265 Camp Fred Miller Camp Joseph Paige Camp Clinton B. Afflerbaugh Camp Louis Routh 6601 N. Stephens Ranch Road La Verne, CA 91750 12500 Big Tujunga Canyon Road Tujunga, CA 91042 Statement of Work – Technical Exhibit 1 Canine Contraband Detection Services 35 Both Camps sit on 70Acre site 38 Both Camps sit on 231Acre site Both Camps sit on 47Acre site 14 Page 64 STATEMENT OF WORK TECHNICAL EXHIBIT 2 Statement of Work – Technical Exhibit 2 Canine Contraband Detection Services Page 65 SUBSTANCES DETECTED The following is a list of various narcotics/contraband. Please indicate by checking the appropriate box below if your canine detection program provides these services: Yes 1 Amphetamines Meth, Crystal 2 Methlyenedioxymethamphetamine Ecstasy 3 Cocaine Crack t/ 4 Delta 9-Tetrahydrocanabinol Marijuana, Pot, Hashish 5 Heroin Horse V ./ 6 Phencyclidine PCP, Angel Dust 7 Opiates Morphine, Opium 8 Lysergic Acid Diethylamide LSD 9 Frequently abused Prescription Medications lighter Fluids Vicodin, OxyCon!in 10 No ./ / ,/ ./ /' ,/ ./ ~difJmr<thSignature 5"o71 f::\)f~a ~D > Name and Title of Signer Statement of Work - Technical Exhibil2 Canine Contraband Detection Services Page 66 EXHIBIT B PRICING SHEET Exhibit B – Pricing Sheet Canine Contraband Detection Services Page 67 EXHIBIT B PRICING SHEET CANINE CONTRABAND DETECTION SERVICES The Contractor offers to provide all labor and supplies necessary to provide Canine Contraband Detection Services as set forth RFP# 6400803 Said work shall be done for the period prescribed and in the manner set forth in said specifications, and compensation therefore shall be on a fixed-fee basis as provided upon the hereinafter proposed fixed rates. I agree that if the County Board of Supervisors accepts my proposal, I will commence services immediately following contract execution. I agree to provide the specified services for the County of Los Angeles - Probation Department in accordance with the attached specifications for the following submitted compensation. I PROPOSE A FIXED RATE/FEE FOR THE REQUIRED SERVICES USING CANINE CONTRABAND DETECTION, AS FOLLOWS: Scheduled Searches (daytime only): (Estimated 97% of services used) ½ Day (2 Hours) Full day (4 Hours) Weekday: 162.50 325.00 Weekend: 162.50 325.00 Unscheduled Searches (daytime only; 24 hours prior notice): (Estimated 2% of services used) ½ Day (2 Hours) Full day (4 Hours) Weekday: 162.50 325.00 Weekend: 162.50 325.00 Rapid Response Searches (2 hours prior notice): (Estimated 1% of services used) Daytime ½ Day (2 Hours) Full day (4 Hours) Weekday: 162.50 325.00 Weekend: 162.50 325.00 Nighttime ½ Day (2 Hours) Full day (4 Hours) Weekday: 162.50 325.00 Weekend: 162.50 325.00 Exhibit B – Pricing Sheet Canine Contraband Detection Services Page 68 EXHIBIT C INTENTIONALLY OMITTED Exhibit C – Intentionally Omitted Canine Contraband Detection Services Page 69 EXHIBIT D CONTRACTOR’S EEO CERTIFICATION Exhibit D – Contractor’s EEO Certification Canine Contraband Detection Services Page 70 CONTRACTOR'S EEO CERTIFICATION Company Name 2. "2.., ,.- /.&N7ING n ." Di:. ., ,¥ 1.(" 'f Address SA", ;11/1/2/ 1-6, e/l. 911/1 r Internal Revenue Service Employer Identification Number GENERAL In accordance with provisions of the County Code of the County of Los Angeles, the Proposer certifies and agrees that all persons employed by such firm , its affiliates, subsidiaries , or holding companies are and will be treated equally by the firm without regard to or because of race. religion . ancestry, national origin, or sex and in compliance with all anti-d iscrimination laws of the United States of America and the State of California. CERTIFICATION 1. Proposer has written policy statement prohibiting discrimination in all phases of employment. 2. Proposer periodically conducts a self-analysis or utilization analysis of its work force. 3. Proposer has a system for determining if its employment practices are discriminatory against protected groups. 4. When problem areas are identified in employment practices , Proposer has a system for taking reasonab le corrective action to include establishment of goal and/or timetables. YES NO ( ,/j ( (vi ( ) (vi ( ) ( ) .~ ;;;mJ~ Signature , Name and itle of Signer (please prin Exhibit 0 Contractor'sEEO Certification Canine Contraband Detection Services Page 71 EXHIBIT E COUNTY ADMINISTRATION Exhibit E – County’s Administration Canine Contraband Detection Services Page 72 EXHIBIT E COUNTY’S ADMINISTRATION _______________________________ CONTRACT NO. COUNTY CONTRACT MANAGER: Name: Tasha Howard Title: Contracts and Grants Division Director Address: 9150 East Imperial Highway, Room A-166 Downey, CA 90242 Telephone: 562-940-2728 Facsimile 562-803-6585 E-Mail Address: Latasha.Howard@probation.lacounty.gov COUNTY PROGRAM MANAGER: Name: Larry Rubin Title: Detention Services Bureau Consultant Address: 9150 E. Imperial Highway Downey, CA 90242 Telephone: 562-940-2523 Facsimile 562-803-1520 E-Mail Address: Larry.Rubin@probation.lacounty.gov COUNTY CONTRACT MONITOR: Name: Sandra Torres Title: Supervising Program Analyst Address: 7639 S. Painter Avenue Whittier, CA 90602 Telephone: 562-907-3004 Facsimile 562-464-2831 E-Mail Address: SANDRA.TORRES@probation.lacounty.gov Exhibit E – County’s Administration Canine Contraband Detection Services Page 73 EXHIBIT F CONTRACTOR’S ADMINISTRATION Exhibit F – Contractor’s Administration Canine Contraband Detection Services Page 74 EXHIBIT F CONTRACTOR’S ADMINISTRATION INTERQUEST DETECTION CANINES CONTRACTOR’S NAME CONTRACT NO: _______________ CONTRACTOR’S PROJECT DIRECTOR: Name: Scott Edmonds Title: President Address: 2275 Huntington Drive, #464 San Marino, CA 91108 Telephone: 626-284-6838 Facsimile 626-284-6314 E-Mail Address: interquestk9la@aol.com CONTRACTOR’S AUTHORIZED OFFICIAL(S) Name: Scott Edmonds Title: President Address: 2275 Huntington Drive, #464 San Marino, CA 91108 Telephone: 626-284-6838 Facsimile 626-284-6314 E-Mail Address: interquestk9la@aol.com Notices to Contractor shall be sent to the following: Name: Scott Edmonds Title: President Address: 2275 Huntington Drive, #464 San Marino, CA 91108 Telephone: 626-284-6838 Facsimile 626-284-6314 E-Mail Address: interquestk9la@aol.com Exhibit F – Contractor’s Administration Canine Contraband Detection Services Page 75 EXHIBIT G CONTRACTOR EMPLOYEE ACKNOWLEDGEMENT OF EMPLOYER Exhibit G – Employees Acknowledgement of Employer Canine Contraband Detection Services Page 76 EX HIBIT G EMPLOYEE'S ACKNOWLEDGEMENT OF EMPLOYER I understand that t/'1 71Yul</fJ T ('/}/VIAi f;.S employment. is my sale employer for purposes of this I rely exclusively upon 1t/7c'-:" lJtSr 1:'.'1,0/1.£5 for payment of salary and any and all other benefits payable to me on my behalf during the period of this employment. I understand and agree that I am not an employee of Los Angeles County for any purpose and that I do not have and will not acquire any rights or benefits of any kind from the County of Los Angeles during the period of this employment. I understand and agree that I do not have and will not acquire any rights or benefits pursuant to any agreement between my employer IN 7 c7'4 'UCST t!/);J.'P!5 and the County of Los Angeles. ACKNOWLEDGED AND RECEIVED: SIGNATURE: . . J A ~E'~j>- DATE: /~kr NAME: St"',,,- ElJl1cNf)5 Print Original must be signed by each employee by first day of employment and must be retained by CONTRACTOR(s) Copy must be forwarded by CONTRACTOR(s) to County Worker's Compensation Division with the Los Angeles County Department of Human Resources, Workers' Compensation Division, Claims Section, 3333 Wilshire Boulevard, Los Angeles, California 90010, within five (5) business days. Exhibit G - Employees Acknowledgement of Employer Canine Contraband Detection Services Page 77 EXHIBITG1 CONTRACTOR ACKNOWLEDGEMENT AND CONFIDENTIAUTY AGREEMENT (Note: This certification is to be executed and returned to County with Contractor's executed Contract . Work cannot begin on the Contract until Cou nty receives this executed document.) CONTRACTOR NAME: Interquest Detection Canines Contract No. _ GENERALINFORMATION: The Contractor referenced abo ve has entered into a con tract with the Cou nty of Los Angeles to provide certai n service s to the County . The Cou nty requires the Corporation to sign this Contractor Ack nowledg ement and Confiden tiality Agreement. CONTRACTOR ACKNOWLEDGEMENT: Contractor understa nds and agrees that the Contractor employees, con sultants, Outsourced Vendors and independent contractors (Contractor's Staff) that will provide services in the above referenced agreement are Contrador's sole respo nsib ility. Contractor understands and agrees that Contractor's Staff must rely exdusive ly upon Contractor for payment of salary and any and all other benefits payab le by virtue of Contractor's Staff's perfo rmance of wo rx under the above-referenced contract. Contractor understands and agrees that Contractor's Staff are not emplo yees of the whatsoever and that Contractor's Staff do not have and will not acquire any rights or Los Angeles by virtue of my performance of work und er the above-rererenced contract. Contractor's Staff will not acq uire any right s or benefits from the Cou nty of Los Ang eles perso n or entity and the County of l os Angeles. County of Los Angeles for any purpose benefits of any kind from the Cou nty of Contractor understands and agrees that pursuant to any agreement between any CONFIDENTIALITY AGREEMENT: Contractor and Contractor's Staff may be involved with worX perta ining to services provided by the County of Los Angeles and, if so, Contractor and Contractor' s Staff may have access to confidential data and infoonation pertaining to person s and/or entities receivi ng services from the County . In add ition, Contractor and Contractor's Sta ff may also have access to proprietary infonnation suWlied by other vendors doing business with the County of los Angeles. The Cou nty has a legal obligation to protect all sud'! confidential data and infonnation in its possession, especia lly data and information concerning health , aiminal, and welfare recipient records. Contractor and Contractor's Staff understand that if they are involved in County work , the County mu st ensure that Contractor and Contractor's Staff, will protect the con fidentia lity of such data and information. Consequently, Contractor must sign this Confidentiality Agreement as a condition of worX to be provided by Contractor's Staff for the County. Contractor and Contractor' s Staff hereby agrees that they will not divu lge 10 any unauth oriz ed person any data or infonnation obtained while performing work pursuant to the above-referenced con tract between Contractor and the Cou nty of los Angeles. Contractor and Contractor's Staff agree to forwa rd all requests for the release of any data or information rece ived to County's Project Manag er. Contractor and Contractor's Staff agree to keep confidentia l all hea lth, aiminal, and welfare reci pient reoords and all data and infonnation perta ining to person s and/o r entities receiving sefVices from the Cou nty, desig n concepts, algorithms, prog rams, foonats, docu mentation , Contractor prop rietary information and all other original materia ls produced , created, or provided to Contractor and Contractor's Staff under the above- refe renced contract. Contractor and Contractor's Staff agree to protect these confidential materials against disclosure to other than Contra ctOl" or County employees who have a need to know the information. Contractor and Contractor's Staff agree that if prop rietary infomlation supplied by other Cou nty vendors is provided to me during this employment. Contractor and Contractor's Staff shall keep such infonn ation confidential. Contractor and Contractor's Staff agree to report any and all violations of this agreeme nt by Contractor and Contractor's Staff and/or by any other person ofwhom Contractor and Contractor's Staff become aware . Contracto r and Contractor's Staff acknowledge that violation of this agreement may subject Con tractor and Contractor's Staff to civ~ and/or criminal action and that the_«OOnty of Los Angeles may seek all poss ible legal redress . SIGNATURE: s .a~,,.L DATE: .!£__1-3 _..J <<"/ PRINTED NAME: Scott Edmonds POSITION: President/Owner Required Forms EXhibits (Canine Contraband Detection Services) Page 3 EXHIBIT G2 CONTRACTOR EMPLOYEE ACKNOWLEDGEMENT AND CONFIDENTIALITY AGREEMENT (Note:This certification is to be executed and returned to County with Contractor's executed Contract. Work cannot begin on the Contract until County receives this executed document.) Contractor Name _________________________________________ Contract No.___________ Employee Name __________________________________________________________________ GENERAL INFORMATION: Your employer referenced above has entered into a contract with the County of Los Angeles to provide certain services to the County. The County requires your signature on this Contractor Employee Acknowledgement and Confidentiality Agreement. EMPLOYEE ACKNOWLEDGEMENT: I understand and agree that the Contractor referenced above is my sole employer for purposes of the above-referenced contract. I understand and agree that I must rely exclusively upon my employer for payment of salary and any and all other benefits payable to me or on my behalf by virtue of my performance of work under the above-referenced contract. I understand and agree that I am not an employee of the County of Los Angeles for any purpose whatsoever and that I do not have and will not acquire any rights or benefits of any kind from the County of Los Angeles by virtue of my performance of work under the above-referenced contract. I understand and agree that I do not have and will not acquire any rights or benefits from the County of Los Angeles pursuant to any agreement between any person or entity and the County of Los Angeles. I understand and agree that I may be required to undergo a background and security investigation(s). I understand and agree that my continued performance of work under the above-referenced contract is contingent upon my passing, to the satisfaction of the County, any and all such investigations. I understand and agree that my failure to pass, to the satisfaction of the County, any such investigation shall result in my immediate release from performance under this and/or any future contract. CONFIDENTIALITY AGREEMENT: I may be involved with work pertaining to services provided by the County of Los Angeles and, if so, I may have access to confidential data and information pertaining to persons and/or entities receiving services from the County. In addition, I may also have access to proprietary information supplied by other vendors doing business with the County of Los Angeles. The County has a legal obligation to protect all such confidential data and information in its possession, especially data and information concerning health, criminal, and welfare recipient records. I understand that if I am involved in County work, the County must ensure that I, too, will protect the confidentiality of such data and information. Consequently, I understand that I must sign this agreement as a condition of my work to be provided by my employer for the County. I have read this agreement and have taken due time to consider it prior to signing. I hereby agree that I will not divulge to any unauthorized person any data or information obtained while performing work pursuant to the above-referenced contract between my employer and the County of Los Angeles. I agree to forward all requests for the release of any data or information received by me to my immediate supervisor. I agree to keep confidential all health, criminal, and welfare recipient records and all data and information pertaining to persons and/or entities receiving services from the County, design concepts, algorithms, programs, formats, documentation, Contractor proprietary information and all other original materials produced, created, or provided to or by me under the above-referenced contract. I agree to protect these confidential materials against disclosure to other than my employer or County employees who have a need to know the information. I agree that if proprietary information supplied by other County vendors is provided to me during this employment, I shall keep such information confidential. I agree to report to my immediate supervisor any and all violations of this agreement by myself and/or by any other person of whom I become aware. I agree to return all confidential materials to my immediate supervisor upon completion of this contract or termination of my employment with my employer, whichever occurs first. SIGNATURE: _____________________________________________ DATE: _____/_____/_____ PRINTED NAME:_____________________________________________ POSITION:__________________________________________________ Exhibit G2 – Contractor Employee Acknowledgement and Confidentiality Agreement Canine Contraband Detection Services Page 79 EXHIBIT G3 CONTRACTOR NON-EMPLOYEE ACKNOWLEDGEMENT AND CONFIDENTIALITY AGREEMENT (Note: This certification is to be executed and returned to County with Contractor's executed Contract. Work cannot begin on the Contract until County receives this executed document.) Contractor Name _________________________________________ Contract No.___________ Non-Employee Name ____________________________________________________________________ GENERAL INFORMATION: The Contractor referenced above has entered into a contract with the County of Los Angeles to provide certain services to the County. The County requires your signature on this Contractor Non-Employee Acknowledgement and Confidentiality Agreement. NON-EMPLOYEE ACKNOWLEDGEMENT: I understand and agree that the Contractor referenced above has exclusive control for purposes of the above-referenced contract. I understand and agree that I must rely exclusively upon the Contractor referenced above for payment of salary and any and all other benefits payable to me or on my behalf by virtue of my performance of work under the above-referenced contract. I understand and agree that I am not an employee of the County of Los Angeles for any purpose whatsoever and that I do not have and will not acquire any rights or benefits of any kind from the County of Los Angeles by virtue of my performance of work under the above-referenced contract. I understand and agree that I do not have and will not acquire any rights or benefits from the County of Los Angeles pursuant to any agreement between any person or entity and the County of Los Angeles. I understand and agree that I may be required to undergo a background and security investigation(s). I understand and agree that my continued performance of work under the above-referenced contract is contingent upon my passing, to the satisfaction of the County, any and all such investigations. I understand and agree that my failure to pass, to the satisfaction of the County, any such investigation shall result in my immediate release from performance under this and/or any future contract. CONFIDENTIALITY AGREEMENT: I may be involved with work pertaining to services provided by the County of Los Angeles and, if so, I may have access to confidential data and information pertaining to persons and/or entities receiving services from the County. In addition, I may also have access to proprietary information supplied by other vendors doing business with the County of Los Angeles. The County has a legal obligation to protect all such confidential data and information in its possession, especially data and information concerning health, criminal, and welfare recipient records. I understand that if I am involved in County work, the County must ensure that I, too, will protect the confidentiality of such data and information. Consequently, I understand that I must sign this agreement as a condition of my work to be provided by the above-referenced Contractor for the County. I have read this agreement and have taken due time to consider it prior to signing. I hereby agree that I will not divulge to any unauthorized person any data or information obtained while performing work pursuant to the above-referenced contract between the above-referenced Contractor and the County of Los Angeles. I agree to forward all requests for the release of any data or information received by me to the above-referenced Contractor. I agree to keep confidential all health, criminal, and welfare recipient records and all data and information pertaining to persons and/or entities receiving services from the County, design concepts, algorithms, programs, formats, documentation, Contractor proprietary information, and all other original materials produced, created, or provided to or by me under the above-referenced contract. I agree to protect these confidential materials against disclosure to other than the above-referenced Contractor or County employees who have a need to know the information. I agree that if proprietary information supplied by other County vendors is provided to me, I shall keep such information confidential. I agree to report to the above-referenced Contractor any and all violations of this agreement by myself and/or by any other person of whom I become aware. I agree to return all confidential materials to the above-referenced Contractor upon completion of this contract or termination of my services hereunder, whichever occurs first. SIGNATURE: PRINTED NAME: POSITION: _____________________________________________________ DATE: _____/_____/_____ ______________________________________________ _____________________________________________ Exhibit G3 – Contractor Non-Employee Acknowledgement and Confidentiality Agreement Canine Contraband Detection Services Page 80 EXHIBIT H JURY SERVICE ORDINANCE Exhibit H – Jury Ordinance Canine Contraband Detection Services Page 81 Page 1 of 3 Title 2 ADMINISTRATION Chapter 2.203.010 through 2.203.090 CONTRACTOR EMPLOYEE JURY SERVICE 2.203.010 Findings. The board of supervisors makes the following findings. The county of Los Angeles allows its permanent, full-time employees unlimited jury service at their regular pay. Unfortunately, many businesses do not offer or are reducing or even eliminating compensation to employees who serve on juries. This creates a potential financial hardship for employees who do not receive their pay when called to jury service, and those employees often seek to be excused from having to serve. Although changes in the court rules make it more difficult to excuse a potential juror on grounds of financial hardship, potential jurors continue to be excused on this basis, especially from longer trials. This reduces the number of potential jurors and increases the burden on those employers, such as the county of Los Angeles, who pay their permanent, full-time employees while on juror duty. For these reasons, the county of Los Angeles has determined that it is appropriate to require that the businesses with which the county contracts possess reasonable jury service policies. 2.203.020 Definitions. The following definitions shall be applicable to this chapter: A. “Contractor” means a person, partnership, corporation or other entity which has a contract with the county or a subcontract with a county contractor and has received or will receive an aggregate sum of $50,000 or more in any 12-month period under one or more such contracts or subcontracts. B. “Employee” means any California resident who is a full-time employee of a contractor under the laws of California. C. “Contract” means any agreement to provide goods to, or perform services for or on behalf of, the county but does not include: 1. A contract where the board finds that special circumstances exist that justify a waiver of the requirements of this chapter; or 2. A contract where federal or state law or a condition of a federal or state program mandates the use of a particular contractor; or 3. A purchase made through a state or federal contract; or 4. A monopoly purchase that is exclusive and proprietary to a specific manufacturer, distributor, or reseller, and must match and inter-member with existing supplies, equipment or systems maintained by the county pursuant to the Los Angeles County Purchasing Policy and Procedures Manual, section P-3700 or a successor provision; or 5. A revolving fund (petty cash) purchase pursuant to the Los Angeles County Fiscal Manual, section 4.4.0 or a successor provision; or Exhibit H – Jury Ordinance Canine Contraband Detection Services Page 82 Page 2 of 3 Title 2 ADMINISTRATION Chapter 2.203.010 through 2.203.090 CONTRACTOR EMPLOYEE JURY SERVICE 6. A purchase card pursuant to the Los Angeles County Purchasing Policy and Procedures Manual, section P-2810 or a successor provision; or 7. A non-agreement purchase with a value of less than $5,000 pursuant to the Los Angeles County Purchasing Policy and Procedures Manual, section A-0300 or a successor provision; or 8. A bona fide emergency purchase pursuant to the Los Angeles County Purchasing Policy and Procedures Manual, section PP-1100 or a successor provision. D. “Full time” means 40 hours or more worked per week or a lesser number of hours if the lesser number is a recognized industry standard as determined by the chief administrative officer or the contractor has a long-standing practice that defines a full-time schedule as less than 40 hours per week. 2.203.030 Applicability. This chapter shall apply to contractors who enter into contracts that commence after July 11, 2002. This chapter shall also apply to contractors with existing contracts which are extended into option years that commence after July 11, 2002. Contracts that commence after May 28,2002, but before July 11, 2002, shall be subject to the provisions of this chapter only if the solicitations for such contracts stated that the chapter would be applicable. 2.203.040 Contractor Jury Service Policy. A contractor shall have and adhere to a written policy that provides that its employees shall receive from the contractor, on an annual basis, no less than five days of regular pay for actual jury service. The policy may provide that employees deposit any fees received for such jury service with the contractor or that the contractor deduct from the employees’ regular pay the fees received for jury service. 2.203.050 Other Provisions. A. Administration. The chief administrative officer shall be responsible for the administration of this chapter. The chief administrative officer may, with the advice of county counsel, issue interpretations of the provisions of this chapter and shall issue written instructions on the implementation and ongoing administration of this chapter. Such instructions may provide for the delegation of functions to other county departments. B. Compliance Certification. At the time of seeking a contract, a contractor shall certify to the county that it has and adheres to a policy consistent with this chapter or will have and adhere to such a policy prior to award of the contract. 2.203.060 Enforcement and Remedies. For a contractor’s violation of any provision of this chapter, the county department head responsible for administering the contract may do one or more of the following: Exhibit H – Jury Ordinance Canine Contraband Detection Services Page 83 Page 3 of 3 Title 2 ADMINISTRATION Chapter 2.203.010 through 2.203.090 CONTRACTOR EMPLOYEE JURY SERVICE 1. Recommend to the board of supervisors the termination of the contract; and/or, 2. Pursuant to chapter 2.202, seek the debarment of the contractor. 2.203.070. Exceptions. A. Other Laws. This chapter shall not be interpreted or applied to any contractor or to any employee in a manner inconsistent with the laws of the United States or California. B. Collective Bargaining Agreements. This chapter shall be superseded by a collective bargaining agreement that expressly so provides. C. Small Business. This chapter shall not be applied to any contractor that meets all of the following: 1. Has ten or fewer employees during the contract period; and, 2. Has annual gross revenues in the preceding twelve months which, if added to the annual amount of the contract awarded, are less than $500,000; and, 3. Is not an affiliate or subsidiary of a business dominant in its field of operation? “Dominant in its field of operation” means having more than ten employees and annual gross revenues in the preceding twelve months which, if added to the annual amount of the contract awarded, exceed $500,000. “Affiliate or subsidiary of a business dominant in its field of operation” means a business which is at least 20 percent owned by a business dominant in its field of operation, or by partners, officers, directors, majority stockholders, or their equivalent, of a business dominant in that field of operation. 2.203.090. Severability. If any provision of this chapter is found invalid by a court of competent jurisdiction, the remaining provisions shall remain in full force and effect. Exhibit H – Jury Ordinance Canine Contraband Detection Services Page 84 EXHIBIT I SAFELY SURRENDERED BABY LAW Posters and Fact Sheets are available in English and Spanish for Printing Purposes at the following Website: www.babysafela.org Exhibit I – Safely Surrendered Baby Law Canine Contraband Detection Services Page 85 EXHIBIT I Exhibit I – Safely Surrendered Baby Law Canine Contraband Detection Services Page 86 EXHIBIT I Exhibit I – Safely Surrendered Baby Law Canine Contraband Detection Services Page 87 EXHIBIT I Exhibit I – Safely Surrendered Baby Law Canine Contraband Detection Services Page 88 EXHIBIT I Exhibit I – Safely Surrendered Baby Law Canine Contraband Detection Services Page 89 EXHIBIT J CONFIDENTIAL OF CORI INFORMATION Exhibit J – Confidentiality of Cori Information Canine Contraband Detection Services Page 90 EXHIBIT J CONFIDENTIALITY OF CORI INFORMATION Criminal Offender Record Information (CORI) is that information which is recorded as the result of an arrest, detention or other initiation of criminal proceedings including any consequent proceedings related thereto. As an employee of_____________________ during the legitimate course of your duties, you may have access to CORI. The Probation Department has a policy of protecting the confidentiality of Criminal Offender Record Information. You are required to protect the information contained in case files against disclosure to all individuals who do not have a right-to-know or a need-to-know this information. The use of any information obtained from case files or other related sources of CORI to make contacts with probationers or their relatives, or to make CORI available to anyone who has no real and proper reason to have access to this information as determined solely by the Probation Department is considered a breach of confidentiality, inappropriate and unauthorized. Any employee engaging in such activities is in violation of the Probation Department's confidentiality policy and will be subject to appropriate disciplinary action and/or criminal action pursuant to Section 11142 of the Penal Code. I have read and understand the Probation Department's policy concerning the confidentiality of CORI records. (Signature) Name (Print) Title Date Copy to be forwarded to Probation Contract Manager within five (5) business days of start of employment. Exhibit J – Confidentiality of Cori Information Canine Contraband Detection Services Page 91 EXHIBIT K NOTICE TO EMPLOYER REGARDING THE FEDERAL EARNED INCOME CREDIT IRS NOTICE 1015 (Obtain latest version from IRS website - http://www.irs.gov/pub/irs-pdf/n1015.pdf Exhibit K – Notice to Employer Regarding the Federal Earned Income Credit Canine Contraband Detection Services Page 92 EXHIBIT K IRS NOTICE 1015 (Obtain latest version from IRS website http://www.irs.gov/pub/irs-pdf/n1015.pdf Exhibit K – Notice to Employer Regarding the Federal Earned Income Credit Canine Contraband Detection Services Page 93 EXHIBIT L PERFORMANCE REQUIREMENTS SUMMARY Exhibit L – Performance Requirements Summary Canine Contraband Detection Services Page 94 EXHIBIT L PERFORMANCE REQUIREMENTS SUMMARY This Performance Requirements Summary (PRS) Chart lists the required services which will be monitored by the COUNTY during the term of this contract; the required standard of performance; the maximum deviation from the Acceptable Quality Level Standards (AQLS) which can occur before damages can be assessed; the method of COUNTY surveillance; and the liquidated damages for not meeting the AQLS. Quality Assurance On an on-going basis, CONTRACTOR performance will be compared to the contract standards. The Probation Department may use a variety of inspection methods to evaluate the CONTRACTOR’S performance. The methods of surveillance which may be used, but not limited to, are: User and/or Staff Complaints Random Inspections Random and/or Judgmental Samplings Criteria for Acceptance and Unacceptable Performance Performance of a required service is considered acceptable when it meets the AQLS as set forth in Appendix C, Technical Exhibit 1. When the performance does not meet this standard, the CONTRACTOR will be notified promptly of any performance variances identified. When an instance of unacceptable performance comes to the attention of Probation personnel, a User Complaint Form (UCR) may be filled out and forwarded to the Quality Assurance Evaluator. The complaint will be investigated, if necessary, and may be brought to the attention of the CONTRACTOR. The CONTRACTOR shall be required to explain, in writing, within ten (10) calendar days of date of notice when performance was unacceptable, how performance will be returned to acceptable levels, and how recurrence of the problem will be prevented. CONTRACTOR will pay COUNTY for liquidated damages as provided herein. The assessment of monetary damages against the CONTRACTOR for unacceptable services shall be calculated as shown on the Performance Requirement Summary (PRS) Chart. Exhibit L – Performance Requirements Summary Canine Contraband Detection Services Page 95 EXHIBIT L Liquidated Damages Periodically, the CONTRACTOR’S performance will be evaluated comparing service (as stated in the Performance Work Statement) with the AQL’S, using the method of surveillance. If the CONTRACTOR’S performance falls below the AQLS, liquidated damages shall be paid by CONTRACTOR as set forth in Appendix C, Technical Exhibit 1. The CONTRACTOR will be notified promptly of any performance variance identified. Corrective Action The CONTRACTOR shall be required to immediately correct those activities found by Probation to be unacceptably performed at no additional cost to COUNTY. Exhibit L – Performance Requirements Summary Canine Contraband Detection Services Page 96 EXHIBIT L Page 1 of 2 PERFORMANCE REQUIREMENTS SUMMARY (PRS) CHART REQUIRED SERVICE/ PERFORMANCE STATEMENT STANDARD CONTRACTOR in compliance with Standard Terms and Conditions None of CONTRACTOR’s employees shall have a criminal conviction or pending criminal trial unless record has been fully disclosed, Part A, 7.4.3 Fingerprint CONTRACTOR’s current employees and prospective employees prior to employment, Part A, 7.4.5 CONTRACTOR shall reimburse COUNTY for record check. Part A, 7.4.6 Adhere to County requirements. MAXIMUM ALLOWED DEVIATION (AQL) 0% TYPICAL METHOD OF SURVEILLANCE Random Inspections Random Samplings Random Inspections Random Samplings MONETARY DAMAGES FROM CONTRACTOR FOR EXCEEDING AQL MAY BE UP TO: Up to $50 per occurrence Adhere to COUNTY requirements 0% Adhere to COUNTY requirements 0% Random Inspections Random Samplings Up to $100 per employee per occurrence Adhere to COUNTY requirements 0% Up to $100 per employee per occurrence Overall compliance with Statement of Work (SOW), Scope of Work, Section 1.0 Record of investigation of CONTRACTOR to ensure compliance. The program should be cost effective and be deterrent for those who may attempt to transport, possess, or distribute unauthorized controlled substances within juvenile detention facilities. 4% Random Inspections Random Samplings User Complaints Random Inspections Random Samplings Information from CONTRACTOR Reports Overall compliance with SOW Specific Tasks Section 2.0 Record of investigation of CONTRACTOR to ensure compliance. 4% Confidentiality, Compliance with SOW 2.3 Contractor shall keep all assignment-related information strictly confidential. 0% Certification of handlers/canines, Compliance with SOW 2.4 Adhere to COUNTY requirements 0% Vaccinations / Veterinary Records, Compliance with SOW 2.6 Adhere to COUNTY requirements 0% Cross-trained canines, Compliance with SOW 2.7 Adhere to COUNTY requirements 0% Scheduled Searches, Compliance with SOW 2.8 Adhere to COUNTY requirements 0% Unscheduled Searches, Compliance with SOW 2.9 Adhere to COUNTY requirements 0% Exhibit L – Performance Requirements Summary (PRS) Chart Canine Contraband Detection Services User Complaints Random Inspections Random Samplings Information from CONTRACTOR Reports User Complaints Random Inspections Random Samplings User Complaints Random Inspections Random Samplings User Complaints Random Inspections Random Samplings User Complaints Random Inspections Random Samplings User Complaints Random Inspections Random Samplings User Complaints Random Inspections Random Samplings Up to $100 per employee per occurrence $100 per day until rectified $100 per day until rectified Up to $1,000 per occurrence Up to $100 per occurrence Up to $250 per occurrence Up to $1,000 per occurrence Up to $50 per occurrence Up to $100 per occurrence Page 97 EXHIBIT L Page 2 of 2 PERFORMANCE REQUIREMENTS SUMMARY (PRS) CHART Rapid Response Searches, Compliance with SOW 2.10 Adhere to COUNTY requirements 0% Canine Waste collection/disposal, Compliance with SOW 2.12 Adhere to COUNTY requirements 0% Canine aggressive behavior (on County Property), Compliance with SOW 2.16 Adhere to COUNTY requirements 0% Canine aggressive behavior (off County Property), Compliance with SOW 2.17 Adhere to COUNTY requirements 0% Quality Control Plan. SOW Part, 3.0 Adhere to COUNTY requirements 0% Exhibit L – Performance Requirements Summary (PRS) Chart Canine Contraband Detection Services User Complaints Random Inspections Random Samplings User Complaints Random Inspections Random Samplings User Complaints Random Inspections Random Samplings User Complaints Random Inspections Random Samplings Random Inspections Random Samplings Up to $150 per occurrence Up to $25 per occurrence Up to $1,000 per occurrence Up to $1,000 per occurrence Up to $100 per occurrence Page 98 EXHIBIT M CONTRACT DISCREPANCY REPORT Exhibit M – Contract Discrepancy Report Canine Contraband Detection Services Page 99 EXHIBIT M CONTRACT DISCREPANCY REPORT TO: ________________________________________________________________________ FROM: _____________________________________________________________________ DATES: Prepared: __________________ Returned by Contractor: __________________ Action Completed: __________________ DISCREPANCY PROBLEMS:__________________________________________________________________ ___________________________________________________________________________________________ ___________________________________________________________________________________________ _____________________________ Signature of County Representative _________________________ Date CONTRACTOR RESPONSE (Cause and Corrective Action): ________________________________________ ___________________________________________________________________________________________ ___________________________________________________________________________________________ ____________________________ Signature of Contractor Representative _________________________ Date COUNTY EVALUATION OF CONTRACTOR RESPONSE:____________________________________________ ___________________________________________________________________________________________ ___________________________________________________________________________________________ ____________________________ Signature of County Representative _________________________ Date COUNTY ACTIONS:__________________________________________________________________________ ___________________________________________________________________________________________ ___________________________________________________________________________________________ CONTRACTOR NOTIFIED OF ACTION: County Representative’s Signature and Date ________________________________________________________ Contractor Representative’s Signature and Date _____________________________________________________ Exhibit M – Contract Discrepancy Report Canine Contraband Detection Services Page 100 EXHIBIT N AGREEMENT CONTRACTOR’S OBLIGATIONS AS A “BUSINESS ASSOCIATE” UNDER THE HEALTH INSURANCE PORTABILITY AND ACCOUNTABILITY ACT OF 1996 (HIPAA) Exhibit N – Agreement Contractor’s Obligations as a “Business Associate” Under (HIPAA) Canine Contraband Detection Services Page 101 PAGE 1 OF 6 AGREEMENT CONTRACTOR’S OBLIGATIONS AS A “BUSINESS ASSOCIATE”UNDER THE HEALTH INSURANCE PORTABILITY AND ACCOUNTABILITY ACT OF 1996 (HIPAA) Under this Agreement, Contractor (“Business Associate”) provides services (“Services”) to County (“Covered Entity”) and Business Associate receives, has access to, or creates Protected Health Information in order to provide those Services. Covered Entity is subject to the Administrative Simplification requirements of the Health Insurance Portability and Accountability Act of 1996 (HIPAA) and regulations promulgated thereunder, including the Standards for Privacy of Individually Identifiable Health Information (“the Privacy Regulations”) and the Health Insurance Reform: Security Standards (“the Security Regulations”) at 45 Code of Federal Regulations Parts 160 and 164 (“together, the “Privacy and Security Regulations”). The Privacy and Security Regulations require Covered Entity to enter into a contract with Business Associate in order to mandate certain protections for the privacy and security of Protected Health Information, and those Regulations prohibit the disclosure to or use of Protected Health Information by Business Associate if such a contract is not in place. Therefore, the parties agree as follows: 1.0 DEFINITIONS 1.1 “Disclose” and “Disclosure” means, with respect to Protected Health Information, the release, transfer, provision of access to, or divulging in any other manner of Protected Health Information outside Business Associate’s internal operations or to other than its employees. 1.2 “Electronic Media” has the same meaning as the term “electronic media” in 45 C.F.R. § 160.103. Electronic Media means (1) Electronic storage media including memory devices in computers (hard drives) and any removable/transportable digital memory medium, such as magnetic tape or disk, optical disk, or digital memory card; or (2) Transmission media used to exchange information already in electronic storage media. Transmission media include, for example, the internet (wide-open), extranet (using internet technology to link a business with information accessible only to collaborating parties), leased lines, dial-up lines, private networks, and the physical movement of removable/transportable electronic storage media. Certain transmissions, including of paper, via facsimile, and of voice, via telephone, are not considered to be transmissions via electronic media, because the information being exchanged did not exist in electronic form before the transmission. 1.3 “Electronic Protected Health Information” has the same meaning as the term “electronic protected health information” in 45 C.F.R. § 160.103. Electronic Protected Health Information means Protected Health Information that is (i) transmitted by electronic media; (ii) maintained in electronic media. Exhibit N – Agreement Contractor’s Obligations as a “Business Associate” Under (HIPAA) Canine Contraband Detection Services Page 102 PAGE 2 OF 6 1.4 “Individual” means the person who is the subject of Protected Health Information, and shall include a person who qualifies as a personal representative in accordance with 45 C.F.R. § 164.502(g). 1.5 “Protected Health Information” has the same meaning as the term “protected health information” in 45 C.F.R. § 164.503, limited to the information created or received by Business Associate from or on behalf of Covered Entity. Protected Health Information includes information, whether oral or recorded in any form or medium, that (i) relates to the past, present, or future physical or mental health or condition of an Individual; the provision of health care to an Individual, or the past, present or future payment for the provision of health care to an Individual; (ii) identifies the Individual (or for which there is a reasonable basis for believing that the information can be used to identify the Individual); and (iii) is received by Business Associate from or on behalf of Covered Entity, or is created by Business Associate, or is made accessible to Business Associate by Covered Entity. “Protected Health Information” includes Electronic Health Information. 1.6 “Required By Law” means a mandate contained in law that compels an entity to make a Use or Disclosure of Protected Health Information and that is enforceable in a court of law. Required by law includes, but is not limited to, court orders and court-ordered warrants; subpoenas or summons issued by a court, grand jury, a governmental or tribal inspector general, or any administrative body authorized to require the production of information; a civil or an authorized investigative demand; Medicare conditions of participation with respect to health care providers participating in the program; and statutes or regulations that require the production of information, including statutes or regulations that require such information if payment is sought under a government program providing benefits. 1.7 “Security Incident” means the attempted or successful unauthorized access, Use, Disclosure, modification, or destruction of information in, or interference with system operations of, an Information System which contains Electronic Protected Health Information. However, Security Incident does not include attempts to access an Information System when those attempts are not reasonably considered by Business Associate to constitute an actual threat to the Information System. 1.8 “Services” has the same meaning as in the body of this Agreement. 1.9 “Use” or “Uses” mean, with respect to Protected Health Information, the sharing, employment, application, utilization, examination or analysis of such Information within Business Associate’s internal operations. 1.10 Terms used, but not otherwise defined, in this Paragraph shall have the same meaning as those terms in the HIPAA Regulations. 2.0 OBLIGATIONS OF BUSINESS ASSOCIATE 2.1 Permitted Uses and Disclosures of Protected Health Information. Business Associate: Exhibit N – Agreement Contractor’s Obligations as a “Business Associate” Under (HIPAA) Canine Contraband Detection Services Page 103 PAGE 3 OF 6 (a) shall Use and Disclose Protected Health Information as necessary to perform the Services, and as provided in Sub-sections 2.3, 2.4, 2.5, 2.6, 2.7, 2.8, 4.3 and 5.2 of this Agreement; (b) shall Disclose Protected Health Information to Covered Entity upon request; (c) may, as necessary for the proper management and administration of its business or to carry out its legal responsibilities: (i) Use Protected Health Information; and (ii) Disclose Protected Health Information if the Disclosure is Required by Law. Business Associate shall not Use or Disclose Protected Health Information for any other purpose. 2.2 Adequate Safeguards for Protected Health Information. Business Associate: (a) shall implement and maintain appropriate safeguards to prevent the Use or Disclosure of Protected Health Information in any manner other than as permitted by this Paragraph. Business Associate agrees to limit the Use and Disclosure of Protected Health Information to the minimum necessary in accordance with the Privacy Regulation’s minimum necessary standard. (b) effective as of April 20, 2005, specifically as to Electronic Health Information, shall implement and maintain administrative, physical, and technical safeguards that reasonably and appropriately protect the confidentiality, integrity, and availability of Electronic Protected Health Information. 2.3 Reporting Non-Permitted Use or Disclosure and Security Incidents. Business Associate shall report to Covered Entity each Non-Permitted Use or Disclosure that is made by Business Associate, its employees, representatives, agents or subcontractors, but is not specifically permitted by this Agreement, and effective as of April 20, 2005, shall report to Covered Entity each Security Incident of which Business Associate becomes aware. The initial report shall be made by telephone call to the Covered Entity’s HIPAA Privacy Officer within forty-eight (48) hours from the time the Business Associate becomes aware of the Non-Permitted Use or Disclosure or Security Incident, followed by a full written report no later than ten (10) business days from the date the Business Associate becomes aware of the non-permitted Use or Disclosure or Security Incident to the Chief Privacy Officer at: Chief HIPAA Privacy Officer, County of Los Angeles Kenneth Hahn Hall of Administration 500 West Temple St. Suite 410 Los Angeles, CA 90012 (213) 974-2164 Exhibit N – Agreement Contractor’s Obligations as a “Business Associate” Under (HIPAA) Canine Contraband Detection Services Page 104 PAGE 4 OF 6 2.4 Mitigation of Harmful Effect. Business Associate agrees to mitigate, to the extent practicable, any harmful effect that is known to Business Associate of a Use or Disclosure of Protected Health Information by Business Associate in violation of the requirements of this Paragraph. 2.5. Availability of Internal Practices, Books and Records to Government Agencies. Business Associate agrees to make its internal practices, books and records relating to the Use and Disclosure of Protected Health Information available to the Secretary of the federal Department of Health and Human Services for purposes of determining Covered Entity’s compliance with the Privacy and Security Regulations. Business Associate shall immediately notify Covered Entity of any requests made by the Secretary and provide Covered Entity with copies of any documents produced in response to such request. 2.6 Access to Protected Health Information. Business Associate shall, to the extent Covered Entity determines that any Protected Health Information constitutes a “designated record set” as defined by 45 C.F.R. § 164.501, make the Protected Health Information specified by Covered Entity available to the Individual(s) identified by Covered Entity as being entitled to access and copy that Protected Health Information. Business Associate shall provide such access for inspection of that Protected Health Information within two (2) business days after receipt of request from Covered Entity. Business Associate shall provide copies of that Protected Health Information within five (5) business days after receipt of request from Covered Entity. 2.7 Amendment of Protected Health Information. Business Associate shall, to the extent Covered Entity determines that any Protected Health Information constitutes a “designated record set” as defined by 45 C.F.R. § 164.501, make any amendments to Protected Health Information that are requested by Covered Entity. Business Associate shall make such amendment within ten (10) business days after receipt of request from Covered Entity in order for Covered Entity to meet the requirements under 45 C.F.R. § 164.526. 2.8 Accounting of Disclosures. Business Associate agrees to maintain documentation of the information required to provide an accounting of Disclosures of Protected Health Information in accordance with 45 C.F.R. § 164.528, and to make this information available to Covered Entity upon Covered Entity's request, in order to allow Covered Entity to respond to an Individual's request for accounting of disclosures. However, Business Associate is not required to provide an accounting of Disclosures that are necessary to perform its Services if such Disclosures are for either payment or health care operations purposes, or both. Additionally, such accounting is limited to disclosures that were made in the six (6) years prior to the request (not including disclosures that were made prior to the compliance date of the Privacy Rule, April 14, 2003) and shall be provided for as long as Business Associate maintains the Protected Health Information. Exhibit N – Agreement Contractor’s Obligations as a “Business Associate” Under (HIPAA) Canine Contraband Detection Services Page 105 PAGE 5 OF 6 Any accounting provided by Business Associate under this Section 2.8 shall include: (a) the date of the Disclosure; (b) the name, and address if known, of the entity or person who received the Protected Health Information; (c) a brief description of the Protected Health Information disclosed; and (d) a brief statement of the purpose of the Disclosure. For each Disclosure that could require an accounting under this Sub-section 2.8, Business Associate shall document the information specified in (a) through (d), above, and shall securely maintain the information for six (6) years from the date of the Disclosure. Business Associate shall provide to Covered Entity, within ten (10) business days after receipt of request from Covered Entity, information collected in accordance with this Sub-section 2.8 to permit Covered Entity to respond to a request by an Individual for an accounting of disclosures of Protected Health Information in accordance with 45 C.F.R. § 164.528. 3.0 OBLIGATION OF COVERED ENTITY 3.1 Obligation of Covered Entity. Covered Entity shall notify Business Associate of any current or future restrictions or limitations on the use of Protected Health Information that would affect Business Associate’s performance of the Services, and Business Associate shall thereafter restrict or limit its own uses and disclosures accordingly. 4.0 TERM AND TERMINATION 4.1 Term. The term of this Paragraph shall be the same as the term of this Agreement. Business Associate’s obligations under Sections 2.1 (as modified by Section 4.2), 2.3, 2.4, 2.5, 2.6, 2.7, 2.8, 4.3 and 5.2 shall survive the termination or expiration of this Agreement. 4.2 Termination for Cause. In addition to and notwithstanding the termination provisions set forth in this Agreement, upon Covered Entity’s knowledge of a material breach by Business Associate, Covered Entity shall either: (a) Provide an opportunity for Business Associate to cure the breach or end the violation, and terminate this Agreement if Business Associate does not cure the breach or end the violation within the time specified by Covered Entity; or (b) Immediately terminate this Agreement if Business Associate has breached a material term of this Paragraph and cure is not possible; or (c) If either termination or cure are feasible, Covered Entity shall report the violation to the Secretary of the federal Department of Health and Human Services. 4.3 Disposition of Protected Health Information upon Termination or Expiration (a) Except as provided in paragraph (b) of this section, upon termination for any reason or expiration of this Agreement, Business Associate shall return or destroy all Protected Health Information received from Covered Entity, or Exhibit N – Agreement Contractor’s Obligations as a “Business Associate” Under (HIPAA) Canine Contraband Detection Services Page 106 PAGE 6 OF 6 created or received by Business Associate on behalf of Covered Entity. This provision shall apply to Protected Health Information that is in the possession of subcontractors or agents of Business Associate. Business Associate shall retain no copies of the Protected Health Information. (b) In the event that Business Associate determines that returning or destroying the Protected Health Information is infeasible, Business Associate shall provide to Covered Entity notification of the conditions that make it infeasible. If return or destruction is infeasible, Business Associate shall extend the protections of this Agreement to such Protected Health Information and limit further Uses and Disclosures of such Protected Health Information to those purposes that make the return or destruction infeasible, for so long as Business Associate maintains such Protected Health Information. 5.0 MISCELLANEOUS 5.1 No Third Party Beneficiaries. Nothing in this Paragraph shall confer upon any person other than the parties and their respective successors or assigns, any rights, remedies, obligations, or liabilities whatsoever. 5.2 Use of Subcontractors and Agents. Business Associate shall require each of its agents and subcontractors that receive Protected Health Information from Business Associate, or create Protected Health Information for Business Associate, on behalf of Covered Entity, to execute a written agreement obligating the agent or subcontractor to comply with all the terms of this Agreement. 5.3 Relationship to Agreement Provisions. In the event that a provision of this Paragraph is contrary to any other provision of this Agreement, the provision of this Paragraph shall control. Otherwise, this Paragraph shall be construed under, and in accordance, with the terms of the Agreement. 5.4 Regulatory References. A reference in this Paragraph to a section in the Privacy or Security Regulations means the section as in effect or as amended. 5.5 Interpretation. Any ambiguity in this Paragraph shall be resolved in favor of a meaning that permits Covered Entity to comply with the Privacy and Security Regulations. 5.6 Amendment. The parties agree to take such action as is necessary to amend this Paragraph from time to time as is necessary for Covered Entity to comply with the requirements of the Privacy and Security Regulations. Exhibit N – Agreement Contractor’s Obligations as a “Business Associate” Under (HIPAA) Canine Contraband Detection Services Page 107 EXHIBIT O DETERMINATIONS OF CONTRACTOR NON-RESPONSIBILITY AND CONTRACTOR DEBARTMENT ORDINACE Exhibit O – Determinations of Contractor Non-Responsibility and Contractor Debarment Ordinance Canine Contraband Detection Services Page 108 Page 1 of 4 TITLE 2 ADMINISTRATION DETERMINATIONS OF CONTRACTOR NON-RESPONSIBILITY AND CONTRACTOR DEBARMENT ORDINANCE 2.202.010 Findings and declarations. The board of supervisors finds that, in order to promote integrity in the county's contracting processes and to protect the public interest, the county’s policy shall be to conduct business only with responsible contractors. Determinations of contractor non-responsibility and contractor debarment shall be made in accordance with the procedures set forth in the ordinance codified in this chapter and implementation instructions issued by the auditorcontroller. 2.202.020 Definitions. For purposes of this chapter, the following definitions apply: A. "Contractor" means a person, partnership, corporation or other entity who has contracted with, or is seeking to contract with, the county or a nonprofit corporation created by the county to provide goods to, or perform services for or on behalf of, the county or a nonprofit corporation created by the county. A contractor includes a contractor, subcontractor, vendor, or any person or entity who or which owns an interest of 10 percent or more in a contractor, subcontractor or vendor. B. "Contract" means any agreement to provide goods to, or perform services for or on behalf of, the county. C. "Debarment" means an action taken by the county which results in a contractor being prohibited from bidding or proposing on, being awarded and/or performing work on a contract with the county for a period of up to five years. A contractor who has been determined by the county to be subject to such a prohibition is "debarred." D. "Department head" means either the head of a department responsible for administering a particular contract for the county or the designee of same. E. "County" means the county of Los Angeles, any public entities for which the board of supervisors is the governing body and any joint powers authorities that have adopted county contracting procedures. F. "Contractor hearing board" means the persons designated to preside over contractor debarment hearings and make recommendations on debarment to the board of supervisors. G. Determination of “non-responsibility” means an action taken by the county which results in a contractor who submitted a bid or proposal on a particular contract being prohibited from being awarded and/or performing work on that contract. A contractor who has been determined by the county to be subject to such a prohibition is “non-responsible” for purposes of that particular contract. Exhibit O – Determinations of Contractor Non-Responsibility and Contractor Debarment Ordinance Canine Contraband Detection Services Page 109 Page 2 of 4 TITLE 2 ADMINISTRATION DETERMINATIONS OF CONTRACTOR NON-RESPONSIBILITY AND CONTRACTOR DEBARMENT ORDINANCE 2.202.030 Determination of contractor non-responsibility. A. Prior to a contract being awarded by the county, the county may determine that a contractor submitting a bid or proposal is non-responsible for purposes of that contract. In the event that the county determines that a contractor is non-responsible for a particular contract, said contractor shall be prohibited from being awarded and/or performing work on that contract. B. The county may declare a contractor to be non-responsible for purposes of a particular contract if the county, in its discretion, finds that the contractor has done any of the following: (1) violated a term of a contract with the county or a nonprofit corporation created by the county; (2) committed an act or omission which negatively reflects on the contractor's quality, fitness or capacity to perform a contract with the county, any other public entity, or a nonprofit corporation created by the county, or engaged in a pattern or practice which negatively reflects on same; (3) committed an act or omission which indicates a lack of business integrity or business honesty; or (4) made or submitted a false claim against the county or any other public entity. C. Before making a determination of non-responsibility pursuant to this chapter, the department head shall give written notice to the contractor of the basis for the proposed non-responsibility determination, and shall advise the contractor that a nonresponsibility hearing will be scheduled on a date certain. Thereafter, the department head shall conduct a hearing where evidence on the proposed non-responsibility determination is presented. The contractor and/or attorney or other authorized representative of the contractor shall be afforded an opportunity to appear at the nonresponsibility hearing and to submit documentary evidence, present witnesses and offer rebuttal evidence. After such hearing, the department head shall prepare a proposed decision, which shall contain a recommendation regarding whether the contractor should be found non-responsible with respect to the contract(s) at issue. A record of the hearing, the proposed decision and any recommendation shall be presented to the board of supervisors. The board of supervisors may, in its discretion, limit any further hearing to the presentation of evidence not previously presented. The board of supervisors shall have the right to modify, deny or adopt the proposed decision and recommendation of the department head. A non-responsibility finding shall become final upon approval by the board of supervisors. D. The decision by the county to find a contractor non-responsible for a particular contract is within the discretion of the county. The seriousness and extent of the contractor's acts, omissions, patterns or practices as well as any relevant mitigating factors may be considered by the county in determining whether a contractor should be deemed nonresponsible. Exhibit O – Determinations of Contractor Non-Responsibility and Contractor Debarment Ordinance Canine Contraband Detection Services Page 110 Page 3 of 4 TITLE 2 ADMINISTRATION DETERMINATIONS OF CONTRACTOR NON-RESPONSIBILITY AND CONTRACTOR DEBARMENT ORDINANCE 2.202.040 Debarment of Contractors. A. The county may debar a contractor who has had a contract with the county in the preceding three years and/or a contractor who has submitted a bid or proposal for a new contract with the county. B. The county may debar a contractor if the county finds, in its discretion, that the contractor has done any of the following: (1) violated a term of a contract with the county or a nonprofit corporation created by the county; (2) committed an act or omission which negatively reflects on the contractor's quality, fitness or capacity to perform a contract with the county, any other Public entity, or a nonprofit corporation created by the county, or engaged in a pattern or practice which negatively reflects on same; (3) committed an act or omission which indicates a lack of business integrity or business honesty; or (4) made or submitted a false claim against the county or any other public entity. C. Before making a debarment determination pursuant to this chapter, the department head shall give written notice to the contractor of the basis for the proposed debarment, and shall advise the contractor that a debarment hearing will be scheduled on a date certain. The contractor hearing board shall conduct a hearing where evidence on the proposed debarment is presented. The contractor and/or attorney or other authorized representative must be given an opportunity to appear at the debarment hearing and to submit documentary evidence, present witnesses, and offer rebuttal evidence at that hearing. After such hearing, the contractor hearing board shall prepare a proposed decision, which shall contain a recommendation regarding whether the contractor should be debarred and, if so, the appropriate length of time for the debarment. A record of the hearing, the proposed decision and any recommendation shall be presented to the board of supervisors. The board of supervisors may, in its discretion, limit any further hearing to the presentation of evidence not previously presented. The board of supervisors shall have the right to modify, deny or adopt the proposed decision and recommendation of the contractor hearing board. A debarment finding shall become final upon the approval of the board of supervisors. D. The decision by the county to debar a contractor is within the discretion of the county. The seriousness and extent of the contractor's acts, omissions, patterns or practices as well as any relevant mitigating factors may be considered by the county in making a debarment decision. The county shall have the right, in its discretion, to determine the period of time that the contractor may be debarred, which period may not exceed five years. In addition, upon a debarment finding by the board of supervisors, the county may, in its discretion, terminate any or all existing contracts the contractor may have with the county. In the event that any existing contract is terminated by the county, the county shall maintain the right to pursue all other rights and remedies provided by the contract and/or applicable law. Exhibit O – Determinations of Contractor Non-Responsibility and Contractor Debarment Ordinance Canine Contraband Detection Services Page 111 Page 4 of 4 TITLE 2 ADMINISTRATION DETERMINATIONS OF CONTRACTOR NON-RESPONSIBILITY AND CONTRACTOR DEBARMENT ORDINANCE 2.202.050 Pre-emption. In the event any contract is subject to federal and/or state laws that are inconsistent with the terms of the ordinance codified in this chapter, such laws shall control. 2.202.060 Severability. If any section, subsection, subpart or provision of this chapter, or the application thereof to any person or circumstances, is held invalid, the remainder of the provisions of this chapter and the application of such to other persons or circumstances shall not be affected thereby. Exhibit O – Determinations of Contractor Non-Responsibility and Contractor Debarment Ordinance Canine Contraband Detection Services Page 112 EXHIBIT P CERTIFICATION OF NO CONFLICT OF INTEREST Exhibit P – Certification of No Conflict of Interest Canine Contraband Detection Services Page 113 EXHIBIT P CERTIFICATION OF NO CONFLICT OF INTEREST The Los Angeles County Code, Section 2.180.010, provides as follows: CONTRACTS PROHIBITED Notwithstanding any other section of this Code, the County shall not contract with, and shall reject any proposals submitted by, the persons or entities specified below, unless the Board of Supervisors finds that special circumstances exist which justify the approval of such contract: 1. Employees of the County or of public agencies for which the Board of Supervisors is the governing body; 2. Profit-making firms or businesses in which employees described in number 1 serve as officers, principals, partners, or major shareholders; 3. Persons who, within the immediately preceding 12 months, came within the provisions of number 1, and who: 4. a. Were employed in positions of substantial responsibility in the area of service to be performed by the contract; or b. Participated in any way in developing the contract or its service specifications; and Profit-making firms or businesses in which the former employees, described in number 3, serve as officers, principals, partners, or major shareholders. Contracts submitted to the Board of Supervisors for approval or ratification shall be accompanied by an assurance by the submitting department, district or agency that the provisions of this section have not been violated. ____________________________________________________ Proposer Name ____________________________________________________ Proposer Official Title ____________________________________________________ Official’s Signature Exhibit P – Certification of No Conflict of Interest Canine Contraband Detection Services Page 114 EXHIBIT Q FAMILIARITY WITH THE COUNTY LOBBYIST ORDINANCE CERTIFICATION Exhibit Q – Familiarity with the County Lobbyist Ordinance Certification Canine Contraband Detection Services Page 115 FAM ILIARITY WITH THE COUNTY LOBBYIST ORD INANCE CERTIFICATION The Proposer certifies that: 1.) rt is familiar with the terms of the County of Los Angeles Lobbyist Ordinance, Los Angeles Code Chapter 2.160; 2.) that all persons acting on behalf of the Proposer organization have and will comply with it during the proposal process; and 3.) it is not on the County's Executive Office's List of Terminated Registered Lobbyists. Signature: ~ &l1'Yk..,.,L Exhibit Q Familiarity with the County Lobbyist Ordinance Certification Canine Contraband Detection Services • Date: 1{41d Page 116 EXHIBIT R ATTESTATION OF WILLINGNESS TO CONSIDER GAIN/GROW PARTICIPANTS Exhibit R – Attestation of Willingness to Consider Gain/Grow Participants Canine Contraband Detection Services Page 117 ATTESTATION OF WILLINGNESS TO CONSIDER GAIN/GROW PARTICIPANTS As a threshold requirement for consideration for contract award, Proposer shall demonstrate a proven record for hiring GAIN/GROW participants or shall attest to a willingness to consider GAIN/GROW participants for any future employment opening ~ they meet the minimum qualifications for that opening. Additionally, Proposer shall attest to a willingness to provide employed GAIN/GROW participants access to the Proposer's employee mentoring program, if available, to assist these individuals in obtaining permanent employment a nd/or promotional opportunities. Proposers unable to meet this requirement shall not be considered for contract award. Proposer shall complete all of the following information, sign where indicated below, and return this form with their proposal. Proposer has a proven record of hiring GAIN/GROW participants. _ __ YES (subject to verification by County) V-- NO Proposer is willing to consider GAIN/GROW participants for any future employment openings if the GAIN/GROW participant meets the minimum qualifications for the opening. "Consider" means that Proposer is willing to interview qualified GAIN/GROW participants. v' YES NO Proposer is willing to provide employed GAIN/GROW participants access to its employeementoring program, if available. ~ YES _ _ ,NO Proposer Organization: _ _ _ N/A (Program not available) /N7D 2<l llES T DC:7EC7iuJ CI9IV IIJE 5 Signature~~ frlm.J .-/ Print Name: Title: 'Su,.... b t1o/J05 jl.eI'-S,,;:;,., 7"/ ",,"'r:J'...-- Date: J Tel.#: 6 ';'{, - :J- 8'l-6?33' I(M ;/ r;J..6'--'=..!---' --;;"S '(- b='::=..!..--I----3/t( Fax #: -"-'= Exhibit R - Attestation of Wittingness 10 Consider Gain/Grow Participants Canine Contraband Detection Services Page 118 EXHIBIT S CONTRACTOR EMPLOYEE JURY SERVICE PROGRAM CERTIFICATION FORM AND APPLICATION FOR EXCEPTION Exhibit S – Contractor Employee Jury Service Program Certification Form and Application for Exception Canine Contraband Detection Services Page 119 COUNTY OF LOS ANGE LES CONTRACTOR EMPLOYEE JURY SERVI CE PROGRAM CERTIFICATION FORM AND APP LICATION FOR EXCEPTION The County's solicitation for this Request for Proposals is subject to the County of l os Angeles Contractor Employee Jury Service Program (Program), Los Angeles County Code, Chapter 2_203. All proposers, whether a contractor or subcontractor, must complete this form to either certify compl iance or request an exception from the Program requirements . Upon review of the subm itted form , the County department will determine. in its sole discret ion, whether the proposer is acce pted from the Prog ram. Co mpany Name : /~/7e.tu:l/E.(-1 Company Address : L l. 7, Cit : 'SA IV M ,t:lR.-, N (J Teleph one Number: DE. 7Tl:7/ ~ /,hj", r'N';"'J N '.. d CAN /~£ ~ # 4'G 'f State : rA Zin Code : 'tIl "r (;.1(' -:2. :i4 -C8 3 ~ Solicitation For Services : If you believe the Jury Service Program does not apply to yo ur business, check the ap propriate box in Part I (attach do c um entation to support your c laim ); o r, complete Part II to ce rtify compliance with th e Prog ra m . Whether you complete Part I or Pa rt II, ple as e sign and date this fo rm below. Part I:Jury Service Program is Not Appli cable to My Bu siness a My busine ss does not meet the definition of "con tractor: as defined in the Progra m, as it has not receiv ed an aggregate sum of $50 ,000 0( more in any 12-month period under one 0( more County cont racts or subcontracts (thi s exce ption is not available if the contract itself will exceed $50 ,000). I understand that the exception will be lost and I must comply with the Program if my revenues from the County exceed an aggregate sum of $50 ,000 in any 12-month period. a My business is a small business as defined in the Prog ram . It 1) has ten or fewer employees ; and , 2) has ann ual gross reven ues in the preceding twe lve months which, if added to the ann ual amount of this contract, are $500 ,000 or les s; and , 3) is nol an affiliate or subs idiary of a business dominant in its field of operation, as defi ned below. I understand that the exception will be lost and I must com ply with the Program if the number of em ployees in my business and my gro ss annual revenues exceed the above limits. "Dominant in its field of operatio n" mean s having more than ten employee s and annual gro ss reve nues in the preceding twelve month s, which , if added to the ann ual amount of the contract awa rded , excee d $500 ,000 . ' Affiliate or subsidiary of a business dominant in its field of operation" means a business which is at least 20 percent ow ned by a business dominant in its field of operation, or by partn ers, officers, directors, majority stockholders, or their equivalent , of a business dominant in that field of operation . U My business is subject to a Collective Bargaining Agree men t (attach agreeme nt) that express ly provides that it supersedes all provisions of the Program . OR Part II: Certification of Com pliance 1 My business has and adheres to a written policy that provides , on an annual basis , no less than five days of regular pay for actual jury service for full-time employees of lhe bus iness who are also California residents or my company will have and adhere to such a policy priof to award of the contract. I declare under penalty of perjury under the laws of the State of California that the informatio n stated above is true and correct . 'At.futt. Blit~L, _ ::"-' tr 8Jku/:).1 Print Name Signature: AIl/Ho.. J. - Title: Date : ! ,Rcf 1~f).Jr};"'AJa~ 11IJkY Exhibit S - Contractor Employee Jury Service Progra m Certification Form and Application for Exception Canine Contraband Detection Services Page 120 EXHIBIT T CHARITABLE CONTRIBUTIONS CERTIFICATION Exhibit T – Charitable Contributions Certification Canine Contraband Detection Services Page 121 CHARI TABLE CONTRIBUTIONS CERTIFICATION Company Name .2,.27S- !lVNTlMi7iJrJ ee. # '</?-'I, SAN !-j1/uNd" Address C~ , 'lift! Y Internal Revenue Service Employer Identification Number California Registry of Charitabie Trusts oCT" number (if applicable) The Nonprofit Integrity Act (S8 1262, Chapter 919) added requirements to California's Supervision of Trustees and Fundraisers for Charitable Purposes Act which regulates those receiving and raising charitable contributions, Check the Certifica tion below th at is applicable to your company, )sf Proposer or Contractor has examined its activities and determined that it does not now receive or raise charitable contributions regulated under Californ ia's Supervision of Trustees and Fundraisers for Charitable Purposes Act, If Proposer engages in activities subjecting it to those laws during the term of a County contract, it will timely comply with them and provide County a copy of its initial registration with the California State Attorney General's Registry of Charitable Trusts when filed, OR o Proposer or Contractor is registered with the California Registry of Charitable Trusts under the CT number listed above and is in compliance with its registration and reporting requirements under California law, Attached is a copy of its most recent filing with the Registry of Charitable Trusts as required by Title 11 California Code of Regulations, sections 300-301 and Government Code sections 12585-1 2586, .xIf~ Signature Se,"" E/)t-1aIJ0 5 Name and Title of Signer (Please Print) Exhibit T Charitable Contributions Certification Canine Contraband Detection Services Page 122 PINK (1) BOARD OF SUPERVISORS OFFICIAL COpy 6A FORM 07107 COUNTY OF LOS ANGELES REQUEST FOR APPROPRIATION ADJUSTMENT DEPARTMENT OF Probation DEPT'S. NO. December g, 640 2008 AU DITOR-eO NTROLLER: THE FOLLOWING APPROPRIATION ADJUSTMENT IS DEEMED NECESSARY BY THIS DEPARTMENT. PLEASE CONFIRM THE A CCOUNTING ENTRIES AND AVAI LABL E BALANCES AND FORWARD TO THE CHIEF EXECUTIVE OFFICER FOR HIS RECOMMENDATION OR ACTION. ADJUSTMENT REQUESTED AND RrSONS THEREFOR FY 2008 _ 3-Voles I SOURCES PROVISIONAL ANANCING USES - COURT SERVICES oq USES PROBATION - lIS services and Supplies Services and Supplies AOI-CB-2000-13749-137S8 / AOI-PB-2000 -17000-172S0 SOURCES TOTAL: $ 100,000 USES TOTAL: $ 100,000 JUSTIFICATION Provide Provisional Financing Use fund s for the purpose of the canine contract which provid es random drug -sn iffing dog services at our halls and camps as a me ans to dissuade individuals with thoughts of tran sporting narcotics into our facilitie s, and of cour se to discover narcotics in the unfortunate circumstance that they are brought into the facility. ADOPTED BOARD OF SUPERVISORS CXlUNTYOF l O: . ., .. ., ,, ~ - AU~ CEO <' / . d ~~~~A~ru~R"'E-------------- J-tL.. ~ .. ~CHI A. HAMA'iv'?'<-V EXECUTIVE OFFICER REFER RED TO THE CHIEF EXECUTIVE OFFICER FOR- o ~ RECOMME NDATION AUDITOR-CONTROLLER B.A . NO. [K] ACTION o APPROVED A S REQUE STED APPROVED A S REVISE D CHIEF EXECUTIVE OFFICER 09.3 49 of FEB 03, 2009 SEND 6 COPIES TO THE AUDITOR-CONTROLLER