HomeMy WebLinkAbout2008-080 Social Services - Northen Blue LLP For Legal ServicesContract #G8-2001
Northers Blue, L.L.P.
G iao"%
~~
• Contract # 68-2001 Fiscal Year Begins_Julyl. 2007 Ends Tune 30, 2008
This contract is hereby entered into by and between the Orange County Department of Social Services (the
"County")and Northers Blue, L.L.P. (the "Contractor") (referred to collectively as the "Parties"). The Contractor's
federal tax identification number or Social SecuritYNumber is s~ is~is7~~
1. Contract Documents: This Contract consists of the following documents
(1) This contract
(2) The General Terms and Conditions (Attachment A)
(3) The Scope of Work, description of services, and rate (Attachment B)
(4) Federal Certification Regarding Drug-Free Workplace (Attachment C)
(5) Conflict of Interest (Attachment D)
(6) No Overdue Taxes (Attachment E)
(7) Federal Certification Regarding Lobbying (Attachment G)
(8) Federal Certification Regarding Debarment (Attachment ITJ
(9) Outcomes and Reporting (Attachment N)
These documents constitute the entire agreement between the Parties and supersede all prior oral or written
statements or agreements.
2. Precedence Among Contract Documents: In the event of a conflict between or among the terms of the
Contract Documents, the terms in the Contract Document with the highest relative precedence shall prevail. The
order of precedence shall be the order of documents as listed in Paragraph 1, above, with the first-listed
document having the highest precedence and the last-listed document having the lowest precedence. Ifthere are
multiple Contract Amendments, the most recent amendment shall have the highest precedence and the oldest
amendment shall have the lowest precedence.
3. Effective Period: This contract shall be effective on July 1, 2007 and shall terminate on June 30, 2008.
This contract must be twelve months or less.
4. Contractor's Duties: The Contractor shall provide the services and in accordance with the approved rate as
described in Attachment B, Scope of Work, and shall meet the requirements set forth in Attachment N,
Outcomes and Reporting.
5. County's Duties: The County shall pay the Contractor in the manner and in the amounts specified in the
Contract Documents. The total amount paid by the County to the Contractor under this contract shall not exceed
$141,000. This amount consists of $141,000 in Federal (CFDA # ), State and County funds, $0
(source of other funds if applicable).
[X] a. There are no matching requirements from the Contractor.
[ ] b. The Contractor's matching requirement is $ ,which shall consist of:
[ ] In-kind [ ]Cash
[ ]Cash and In-kind [ ]Cash and/or In-kind
• ions from the Contractor shall be sourced from non-federal funds.
The contribut
The total contract amount including any Contractor match shall not exceed $141,000.
Contract #68-2001
Norther Blue. L.L.P.
6. Reporting Requirements:
Contractor shall comply with audit requirements as described in N.C.G.S. § 143-6.2 and OMB Circular A-133.
7. Payment Provisions:
Payment shall be made in accordance with the Contract Documents as described in the Scope of Work,
Attachment B.
8. Contract Administrators: All notices permitted or required to be given by one Party to the other and all
questions about the contract from one Party to the other shall be addressed and delivered to the other Party's
Contract Administrator. The name, post office address, street address, telephone number, fax number, and
email address of the Parties' respective initial Contract Administrators are set out below. Either Party may
change the name, post office address, street address, telephone number, fax number, or email address of its
Contract Administrator by giving timely written notice to the other Parry.
For the County:
•
IF DELIVERED BY US POSTAL SERVICE IF DELIVERED BY ANY OTHER MEANS
Denise Shaffer, Social Work Program Director Denise Shaffer, Social Work Program Director
Orange County Department of Social Services Orange County Department of Social Services
P.O. Box 8181 2501 Homestead Road
Hillsborough, NC 27278 Chapel Hill, NC 27516
(919) 968-2000 ext. 246
(919) 968-201?
dshaffer ~ co.oran e.nc.us
For the Contractor:
IF DELIVERED BY US POSTAL SERVICE IF DELIVERED BY ANY OTI~R MEANS
Carol Holcomb Carol Holcomb
Norther Blue, L.L.P. Norther Blue, L.L.P.
P.O. Box 2208 1414 Raleigh Road, Suite 435
Chapel Hill, NC 27515-2208 Chapel Hill, NC 27515
(919) 968-4441
•
ContraM #68-2001
Northers Blue, L.L.P.
9. Signature Warranty:
~'he undersigned represent and warrant that they are authorized to bind their principals to the terms of this
Bement.
The Contractor and the County have executed this contract in duplicate originals, with one original being retained
by each party.
NORTHEN BLUE, L.L.P.
Signature
Printed Name
(~-22-
Date
aro ~ J .
ORANGE COUNTY
Signature
inted Name
Signature
Printed N
~~~
,~/Z s'/
Date
/~ /~Z~C T'o2
Title
2~
ate
~ _ i
Title
This instrument has been pre-audited in the manner required by the Local Government Budget and Fiscal Control
Act.
G ~ 07
Signature of County Finance Officer Date
Contract #GS-zcw 1
Northen Blue, L.L.P.
CONTRACT AMENDMENT
Orange County Department of Social Services
Fiscal Year Begins Julyl, 2007 Ends June 30, 2008
Contract # 68-2001
Amendment # 1
SECTION I
Agency: NorthenBlue L.L.P.
Program: Legal Services
Effective Period of the Contract: July 1 2007 to June 30 2008
This Contract Amendment amends the contract between the Orange County Department of Social Services (the
"County") and Northen Blue, L.L.P. (the "Contractor"). As provided for under the terms of the contract, The County
and Contractor agree to amend the provision(s) indicated in Section II below.
SECTION II
Justification/Change to Contract:
The Contractor shall be compensated at the hourly rate set forth in the contract for attendance at programs, meetings
~.nd seminars relating to Social Services law, and for any training provided to the Department's employees, and shall
be reimbursed for lodging and transportation necessary for attendance at those programs, meetings, seminars and
presentations. These will be subject to pre approval by Denise Shaffer, Social Work Program Director.
The Contractor shall be reimbursed for the services of clerks and legal assistants hired to assist the Contractorin the
performance of the Contractor's duties to the County, and the cost of faxing, telephone, copying, and postal....
expenses at a flat rate of $500.00/month. Related costs and expenses advanced by the Contractor on behalfyef the
County shall be reimbursed to Contractor.
The Contractor shall be reimbursed for the services of expert witnesses hired to assist the Contractor in the
performance of the Contractor's duties to the County.
SECTION III
All other terms and conditions set forth in the original contract shall remain in effect for the duration ofthe contract.
The contract specified above is amended by this Contract Amendment effective July 1, 2007.
Contract #68-2001
Nortlien Blue. L.L.P.
~-i~-off
NORTHE'N BLUE, L.L.P. ~ ~
l.U-' ~'ZZ'Zoo 7
ignature Date
C~.~vl J . ~ cow orn
Printed Name Title
ORANGE COUNTY
Signature Date
~ /1~/~/ C l` ~ ~Tljjc% ~ /~~~i GYL
Printed Name Title
~G ~
Signature Date
~~
rinted Name Title
This instrument has been pre-audited in the manner required by the Local Government Budget and Fiscal Control
Act.
Signature of County Finance Officer Date
i•
Contract #G8-2001
Northers Blue, L.L.P.
ATTACffiV1~NT A
GENERAL TERMS AND CONDITIONS
Orange County Department of Social Services
Relationships of the Parties
Independent Contractor: The Contractor is and
shall be deemed to be an independent contractorinthe
performance of this contract and as such shall be
wholly responsible for the work to be performed and
for the supervision of its employees. The Contractor
represents that it has, or shall secure at its own
expense, all personnel required in performing the
services under this agreement. Such employees shall
not be employees of, or have any individual
contractual relationship with the County.
Subcontracting: The Contractor shall not
subcontract any of the work contemplated under this
contract without prior written approval from the
County. Any approved subcontract shall be subjectto
~1 conditions ofthis contract. Only the subcontractors
specified in the contract documents are to be
considered approved upon award ofthe contract. The
County shall not be obligated to pay for any work
performed by any unapproved subcontractor. The
Contractor shall be responsible forthe performance of
all of its subcontractors.
Assignment: No assignment of the Contractors
obligations or the Contractor's right to receive
payment hereunder shalt be permitted. However, upon
written request approved by the issuing purchasing
authority, the County may:
(a) Forward the Contractor's payment check(s)
directly to any person or entity designated by
the Contractor, or
(b) Include any person or entity designated by
Contractor as a joint payee on the Contractor's
payment check(s).
In no event shall such approval and action obligate the
County to anyone other than the Contractor and the
Contractor shall remain responsible for fulfillment of
all contract obligations.
• Beneficiaries: Except as herein specifically rovided
P
otherwise, this contract shall inure to the benefit of
and be binding upon the parties hereto and their
respective successors. It is expressly understood and
agreed that the enforcement of the terms and
conditions of this contract, and all rights of action
relating to such enforcement, shall be strictly reserved
to the County and the named Contractor. Nothing
contained in this document shall give or allow any
claim or right of action whatsoever by any other third
person. It is the express intention of the County and
Contractor that any such person or entity, other than
the County or the Contractor, receiving services or
benefits under this cantract shall be deemed an
incidental beneficiary only.
Indemnity and Insurance
Indemnification: The Contractor agrees to
indemnify and hold harmless the County and any of
their officers, agents and employees, from any claims
of third parties arising out or any act or omission of
the Contractor in connection with the performance of
this contract.
Insurance: During the term of the contract, the
Contractor at its sole cost and expense shall provide
commercial insurance of such type and with such
terms and limits as may be reasonably associated with
the contract. As a minimum, the Contractor shall
provide and maintain the following coverage and
limits:
(a) Worker's Compensation -The contractor
shall provide and maintain Worker's
Compensation Insurance as required by the
laws of North Carolina, as well as employer's
liability coverage with minimum limits of
$500,000.00, covering all of Contractor's
employees who are engaged in any work
under the contract. If any work is sublet, the
Contractor shall require the subcontractor to
provide the same coverage for any of his
employees engaged in any work under the
contract.
(b) Commercial General Liability -General
Liability Coverage on a Comprehensive Broad
Contract #G8-2001
Nortlien Blue. L.L.P.
Form on an occurrence basis in the minimum
amount of $1,000,000.00 Combined Single
Limit. (Defense cost shall be m excess of the
limit of liability.)
(c) Automobile -Automobile Liability Insurance,
to include liability coverage, covering all
owned, hired and non-owned vehicles used in
performance of the contract. The minimum
combined single limit shall be $500,000.00
bodily injury and property damage;
$500,000.00 uninsured/under insured
motorist; and $25,000.00 medical payment.
Providing and maintaining adequate insurance
coverage is a material obligation of the Contractor
and is of the essence of this contract. The Contractor
may meet its requirements of maintaining specified
coverage and limits by demonstrating to the County
that there is in force insurance with equivalent
coverage and limits that will offer at least the same
protection to the County. All such insurance shall
meet all laws of the State of North Carolina. Such
insurance coverage shall be obtained from companies
at are authorized to provide such coverage and that
e authorized by the Commissioner of Insurance to
do business in North Carolina. The Contractor shall
at all times comply with the terms of such insurance
policies, and all requirements of the insurer under any
such insurance policies, except as they may conflict
with existing North Carolina laws or this contract.
The limits of coverage under each insurance policy
maintained by the Contractor shall not be interpreted
as limiting the contractor's- liability and obligations
under the contract.
contract in a timely and proper manner, the County
shall have the right to terminate this contract by
giving written notice to the Contractor and specifying
the effective date thereof. In that event, all finished or
unfinished deliverable items prepared by the
Contractor under this contract shall, at the option of
the County, become its property and the Contractor
shall be entitled to receive just and equitable
compensation for any satisfactory work completed on
such materials, minus any payment or compensation
previously made. Notwithstanding the foregoing
provision, the Contractor shall not be relieved of
liability to the County for damages sustained by the
County by virtue of the Contractor's breach of this
agreement, and the County may withhold any
payment due the Contractor for the purpose of setoff
until such time as the exact amount of damages due
the County from such breach can be determined. In
case of default by the Contractor, without limiting any
other remedies for breach available to it, the County
may procure the contract services from other sources
and hold the Contractor responsible for any excess
cost occasioned thereby. The filing of a petition for
bankruptcy by the Contractor shall be an act ofdefault
under this contract.
Waiver of Default: Waiver by the County of any
default or breach in compliance with the terms of this
contract by the Provider shall not be deemed a waiver
of any subsequent default or breach and shall not be
construed to be modification of the terms of this
contract unless stated to be such in writing, signed by
an authorized representative of the County and the
Contractor and attached to the contract.
Default and Termination
Termination Without Cause: The County may
terminate this contract without cause by giving 30
days written notice to the Contractor. In that event,
all finished or u~nished deliverable items prepared
by the Contractor under this contract shall, at the
option of the County, become its property and the
Contractor shall be entitled to receive just and
equitable compensation for any satisfactory work
completed on such materials, minus any payment or
compensation previously made.
Termination for Cause: If, through any cause, the
Cantractor shall fail to fulfill its obligations under this
Availability of Funds: The parties to this contract
agree and understand that the payment of the sums
specified in this contract is dependent and contingent
upon and subject to the appropriation, allocation, and
availability of funds for this purpose to the County.
Force Majeure: Neither party shall be deemed to be
in default of its obligations hereunder if and so long
as it is prevented from performing such obligations by
any act of war, hostile foreign action, nuclear
explosion, riot, strikes, civil insurrection, earthquake,
hurricane, tornado, or other catastrophic natural event
or act of God.
Contract #68-2001
Northers Blue, L.L.P.
urvival of Promises: All promises, requirements,
~s, conditions, provisions, representations,
guarantees, and warranties contained herein shall
survive the contract expiration or ternnation date
unless specifically provided otherwise herein, or
unless superseded by applicable Federal or State
statutes of limitation.
Intellectual Property Rights
Confidentiality: Any information, data, instruments,
documents, studies or reports given to or prepared or
assembled by the Contractor under this agreement
shall be kept as confidential and not divulged or made
available to any individual or organizationwithoutthe
prior written approval of the County. The Contractor
acknowledges that in receiving, storing, processing or
otherwise dealing with any confidential information it
will safeguard and not further disclose the information
except a.s otherwise provided in this contract.
Copyrights and Ownership of Deliverables: All
deliverable items produced pursuant to this contract
are the exclusive property of the County. The
Contractor shall not assert a claim of copyright or
other property interest in such deliverables.
Federal Intellectual Property Bankruptcy
Protection Act: The Parties agree that the County
shall be entitled to all rights and benefits of the
Federal Intellectual Property Bankruptcy Protection
Act, Public Law 100-506, codified at 11 U.S.C. 365
(n) and any amendments thereto.
Compliance with Applicable Laws
Compliance with Laws: The Contractor shall
comply with all laws, ordinances, codes, rules,
regulations, and licensing requirements that are
applicable to the conduct of its business, including
those of federal, state, and local agencies having
jurisdiction and/or authority.
Equal Employment Opportunity: The Contractor
shall comply with all federal and State laws relating to
equal employment opportunity.
Health Insurance Portability and Accountability
Act (HIPAA): The Contractor agrees that, if the
County determines that some or all of the activities
within the scope of this contract are subject to the
Health Insurance Portability and Accountability Act
of 1996, P.L. 104-91, as amended ("HIl'AA"), or its
implementing regulations, it will comply with the
HIPAA requirements and will execute such
agreements and practices as the County may require
~o ensure compliance.
Confidentiality
Oversight
Access to Persons and Records: The State Auditor
shall have access to persons and records as a result of
all contracts or grants entered into by State agencies
or political subdivisions in accordance with General
Statute 147-64.7. Additionally, as the State funding
authority, the Department of Health and Human
Services shall have access to persons and records as a
result of all contracts or grants entered into by State
agencies or political subdivisions.
Record Retention: Records shall not be destroyed,
purged or disposed of without the express written
consent ofthe County. The Department ofHealth and
Human Services' basic records retention policy
requires all records to be retained for a minimum of
three years following completion or termination ofthe
contract. If the contract is subject to Federal policy
and regulations, record retention will normally be
longer than three years since records must be retained
for a period ofthree years following submission ofthe
final Federal Financial Status Report, if applicable, or
three years following the submission of a revised final
Federal Financial Status Report. Also, if any
litigation, claim, negotiation, audit, disallowance
action, or other action involving this contract has been
started before expiration of the three year retention
period described above, the records must be retained
until completion of the action and resolution of all
issues which arise from it, or until the end of the
regular three year period described above, whichever
is later.
Warranties and Certifications
Date and Time Warranty: The Contractor warrants
that the product(s) and service(s) furnished pursuant
Contract #G8-2001
Northers Blue. L.L.P.
o this contract ("product" includes, without
~mitation, any piece of equipment, hazdwaze,
firmwaze, middlewaze, custom or commercial
softwaze, or internal components, subroutines, and
interfaces therein) that perform any date and/or time
data recognition function, calculation, or sequencing
will support a four digit yeaz format and will provide
accurate date/time data and leap yeaz calculations.
This warranty shall survive the termination or
expiration of this contract.
Certification Regarding Collection of Taxes: G.S.
143-59.1 bazs the Secretary of Administration from
entering into contracts with vendors that meet one of
the conditions of G. S. 105-164.8(b) and yet refuse to
collect use taxes on sales of tangible personal
property to purchasers in North Cazolina. The
conditions include: (a) maintenance of a retail
establishment or office; (b) presence of
representatives in the State that solicit sales or
transact business on behalf of the vendor; and (c)
systematic exploitation of the mazket by media-
ssisted, media-facilitated, ormedia-solicited means.
~e Contractor certifies that it and all of its affiliates
(if any) collect all required taxes.
Severability: In the event that a court of competent
jurisdiction holds that a provision or requirement of
this contract violates any applicable law, each such
provision or requirement shall continue to be enforced
to the extent it is not in violation of law or is not
otherwise unenforceable and all other provisions and
requirements ofthis contract shall remain in full force
and eiTect.
Headings: The Section and Pazagraph headings in
these General Terms and Conditions are not material
parts of the agreement and should not be used to
construe the meaning thereof.
Time of the Essence: Time is of the essence in the
performance of this contract.
Key Personnel: The Contractor shall not replace any
of the key personnel assigned to the performance of
this contract without the prior written approval of the
County. The term "key personnel" includes any and
all persons identified as such in the contract
documents and any other persons subsequently
identified as key personnel by the written agreement
of the parties.
Miscellaneous
Choice of Law: The validity of this contract and any
of its terms or provisions, as well as the rights and
duties of the parties to this contract, aze governed by
the laws of North Cazolina. The Contractor, by
signing this contract, agrees and submits, solely for
matters concerning this Contract, to the exclusive
jurisdiction of the courts of North Carolina and
agrees, solely for such purpose, that the exclusive
venue for any legal proceedings shall be Wake
County, North Cazolina. The place of this contract
and all transactions and agreements relating to it, and
their situs and forum, shall be Wake County, North
Cazolina, where all matters, whether sounding in
contract or tort, relating to the validity, construction,
interpretation, and enforcement shall be determined.
Amendment: This contract may not be amended
rally or by performance. Any amendment must be
made in written form and executed by duly authorized
representatives of the County and the Contractor.
Care of Property: The Contractor agrees that it shall
be responsible for the proper custody and caze of any
property furnished to it for use in connection with the
performance of this contract and will reimburse the
County for loss of, or damage to, such property. At
the termination of this contract, the Contractor shall
contact the County for instructions as to the
disposition of such property and shall comply with
these instructions.
Travel Expenses: Reimbursement to the Contractor
for travel mileage, meals, lodging and other travel
expenses incurred in the performance of this contract
shall not exceed the rates established in County
policy.
Sales/Use Taa Refunds: If eligible, the Contractor
and all subcontractors shall: (a) ask the North
Carolina Department of Revenue for a refund of all
sales and use taxes paid by them in the performance
ofthiscontract, pursuanttoG.S.105-164.14; and (b)
exclude all refundable sales and use taxes from all
ColltI'dCt #68-2001
Nortlien Blue. L.L.P.
deportable expenditures before the expenses are
ntered in their reimbursement reports.
•
Advertising: The Contractor shall not use the award
of this contract as a part of any news release or
commercial advertising.
•
Contract #68-2001
Northen Blue. L.L.P.
• ATTACHMENT B
SCOPE OF WORK
Orange County Department of Social Services
Federal Taa Id. or SSN I I
Contract # 68-2001
A CONTRACTOR INFORMATION
1. Contractor Agency Name: Northen Blue L.L.P.
2. If different from Contract Administrator Information in General Contract:
Address
Telephone Number: Fax Number: Email:
3. Name of Program (s): Legal Services
4. Status: ( )Public ( )Private, Not for Profit (~ Private, For Profit
5. Contractor's Financial Reporting Year July 1.2007 through June 30, 2008
B. Explanation of Services to be provided and to whom (include SIS Service Code): _
The Contractor will provide legal consultation to agency staffrestardin¢ child welfare
issues and adult protective services cases. The Contractor will conduct court vroceedin¢s
and handle other legal matters on behalf of the County related to adoption. foster care.
adult protective services and child.~rotective services The Contractor is required to meet
all goals and outcomes listed in Attachment N.
C. Rate per unit of Service (define the unit):
1. If Standard Fixed Rate, Maximum Allowable, (See Rates for Services Chart)
2. Negotiated County Rate.
~ 165/hour
D. Number of units to be provided:
E. Details of Billing process and Time Frames; The County will reimburse the Contractor
for services described in this contract uo to the budgetary limits of the contract allotment.
For reimbursement, the Contractor must submit an ori~tinal and two conies of an invoice
the fifth of the month for the.preceding month's expenditures to the desisziiated County
Administrator Expenditures for May and June must be estimated based on avera~
monthlXexpenditures mar to date and reported by Mav 5 2008 The County will
Contract-Scope of Work (06/04) Page lof 2
Contract #68-2001
Nortlien Blue. L.L.P.
• reimbwse the Contractor monthly upon receipt of a complete and correctly filed resort.
F. Area to be served/Delivery site(s): _ Oran e~, County
(Si nature of ounty Authorized Person) (Signature of ntractor)
~/2 t / ~ ~- ZZ' ~
(Date Submitted) (Date Submitted)
~.
•
Contract-Scope of Work (06/04) Page 2of 2
Contract #68-2U01
Northen Blue, L.L.P.
• ATTACffiV1~NT C
CERTIFICATION REGARDING DRUG FREE WORKPLACE REQ S
Orange County Department of Social Services
I. By execution of this Agreement the Contractor certifies that it will provide adrug-free
workplace by:
A Publishing a statement notifying employees that the unlawful manufacture, distribution,
dispensing, possession or use of a controlled substance is prohibited in the Cornractor's
workplace and specifying the actions that will betaken against employees for violation of
such prohibition;
B. Establishing adrug-free awareness program to inform employees about:
(1) The dangers of drug abuse in the workplace;
(2) The Contractor's policy of maintaining a drug-free workplace;
(3) Any available drug counseling, rehabilitation, and employee assistance programs; and
(4) The penalties that may be imposed upon employees for drug abuse violations
occumng in the workplace;
C. Making it a requirement that each employee be engaged in the performance of the
agreement be given a copy of the statement required by paragraph (A);
D. Notifying the employee in the statement required by paragraph (A) that, as a condition of
employmern under the agreement, the employee will:
(1) Abide by the terms of the statement; and
(2) Notify the employer of any criminal drug statute conviction for a violation occurring
in the workplace no later than five days after such conviction;
E. Notifying the County within ten days after receiving notice under subparagraph (D)(2)
from an employee or otherwise receiving actual notice of such conviction;
F. Taking one of the following actions, within 30 days of receiving notice under
subparagraph (D)(2), with respect to any employee who is so convicted:
(1) Taking appropriate personnel action against such an employee, up to and including
termination; or
(2) Requiring such employee to participate satisfactorily in a drug abuse assistance or
rehabilitation program approved for such purposes by a Federal, State, or local health,
law enforcement, or other appropriate agency; and
Making a good faith effort to continue to maintain adrug-free workplace through implementation
of paragraphs (A), (B), (C), (D), (E), and (F).
•
Federal Certification -Drug-Free Workplace (06/04) Page 1 of 2
Contract #68-2001
Northers Blue. L.L.P.
• II. The site(s) for the performance of work done in connection with the specific agreement are
listed below:
(Street address)
(City, county, state, zip code)
2
(Street address)
(City, county, state, zip code)
Contractor will inform the County of any additional sites for performance of work under this
agreement.
Faise certification or violation of the certification shall be grounds for suspension of payment,
suspension or termination of grants, or government-wide Federal suspension or debarment
(Section 4 CFR Part 85, Section 85.615 and 86.620).
~~
Signature Title
Agency/Organization Date
(Certification signature should be same as Contract signature.)
•
Federal Certification -Drug-Free Workplace (06/04) Page 2 of 2
Contract #68-2001
Northen Blue, L.L.P.
. ATTACffiV~NT D
CONFLICT OF INTEREST POLICY
Orange County Department of Social Services
Conflict of Interest Defined:
A conflict of interest is defined as an actual or perceived interest by a (Contractor/staff
member/Boazd member) in an action that results in, or has the appearance of resulting in,
personal, organizational, or professional gain. A conflict of interest occurs when an
employee/ContractorBoazd member has a dtrect or fiduciary interest in another
relationship. A conflict of interest could include:
- Ownership with a member of the Board of Directorsffrustees or an employee
where one or the other has supervisory authority over the other or with a client
who receives services.
- Employment of or by a member of the Boazd of Directors/Trustees or an
employee where one or the other has supervisory authority over the other or
with a client who receives services.
- Contractual relationship with a member of the Boazd of Directors/Trustees or
an employee where one or the other has supervisory authority over the other or
with a client who receives services.
- Creditor or debtor to a member of the Boazd of Directors/Trustees or an
employee where one or the other has supervisory authority over the other or
with a client who receives services.
- Consultattve or consumer relattonship with a member of the Boazd of
Directors/Ttustees or an employee where one or the other has supervisory
authority over the other or with a client who receives services.
The definition of conflict of interest includes any bias or the appeazance of bias in a
decision-making process that would reflect a dual role played by a member of the
organization or group. An example, for instance, might involve a person who is an
employee and a Boazd member, or a person who is an employee and who hires
family members as consultants.
Employee/Contractor/Board Member Responsibilities:
It is in the interest of the organization, individual staff, and Boazd members to strengthen
trust and confidence in each other, to expedite resolution of problems, to mitigate the
effect and to minimize organizational and individual stress that can be caused by a
conflict of interest.
Employees aze to avoid any conflict of interest, even the appeazance of a conflict of
interest. This organization serves the community as a whole rather than only serving a
special interest group. The appeazance of a conflict of interest can cause embarrassment
to the organization and jeopazdize the credibility of the organization. Any conflict of
interest, potential conflict of interest, or the appearance of a conflict of interest is to be
reported to your supervisor immediately. Employees aze to maintain independence and
• objectivity with clients, the community, and organization. Employees aze called to
Conflict of Interest Policy (06/04) Page 1 of 3
Contract #68-2001
Northen Blue, L.L.P.
• maintain a sense of fairness, civility, ethics and personal integrity even though law,
regulation, or custom does not require them.
Acceptance of Gifts:
Employees, members of employee's immediate family, and members of the Board are
prohibited from accepting gifts, money or gratuities from the following:
a. Persons receiving benefits or services from the organization;
b. Any person or organization performing or seeking to perform services under
contract with the organization; and
c. Persons who are otherwise in a position to benefit from the actions of any
employee of the organization.
Employees may, with the prior written approval of their supervisor, receive honoraria for
lectures and other such activities while on personal days, compensatory time, annual
leave, or leave without pay. If the employee is acting in any official capacity, honoraria
received by an employee in connection with activities relating to employment with the
organization are to be paid to the organization.
NOTARIZED CONFLICT OF INTEREST POLICY
State of North Carolina
• County of Orange
I,
and State, certify that
me this day and acknowledged
that he/she is
of
and by that authority duly given and as the act of the corporation, affitcned that the
foregoing Conflict of Interest Policy
was adopted by the Board of Directors in a meeting held on the day of
~ -
Notary Public for said County
personally appeared before
Conflict of Interest Policy (06!04) Page 2 of 3
Contract #68-2001
Northen Blue, L.L.P.
Sworn to and subscribed before me this day of
(Official Seal)
Notary Public
My Commission expires , 20 /
Attached is the Conflict of Interest Policy for: Northen Blue, L.L.P.
~~~
Signs of Corporation Official
Conflict of Interest Policy (06/04) Page 3 of 3
Contract #68-2001
Northen Blue, L.L.P.
ATTACHMENT E
OVERDUE TAXES
Orange County Department of Social Services
NORTHEN BLUES L.L.P.
A LIMITED LIABILITY PARTNERSHIP
ATTORNEYS AT LAW
The Exchange at Meadowmont
1414 Raleigh Road
Suite 435
Chapel Hill, North Carolina 27517
JOHN A. NORTHEN
J. WILLIAM BLUE, JR.
DAVID M. ROOKS, III
CHARLES H. THIBAUT
CAROL J. HOLCOMB
EMILY A. CURTO
VICKI L. PARROTT
STEPHANIE OSBORNE-RODGERS
SAMANTHA HYATT CABE
Date of Certification: 06/22/2007
•
To: Orange County Department of Social Services
MAILING ADDRESS:
P.O. BOX 2208
CHAPEL HILL, NC 27515-2208
TELEPHONE (9791 968-4441
TELEFAX (9791 942-6603
E-MAIL: CJH@NBFIRM.COM
Certification:
We certify that Northen Blue, L.L.P. does not have any overdue tax debts, as defined by
N.C.G.S. 105-243.1, at the federal, State, or local level. We further understand that any person
who makes a false statement in violation of N.C.G.S. 143-6.2(b2) is guilty of a criminal offense
punishable as provided by N.C.G.S. 143-34(b).
Sworn Statement:
John A. Northen and Carol J. Holcomb, being duly sworn, say that we are partners of -the law
firm of Northen Blue, L.L.P., of Chapel Hill in the State of North Carolina; and that the
foregoing certification is true, accurate and complete to the best of our knowledge and was made
and subscribed by us. We also acknowledge and understand that any misuse of State funds will
be reported to the appropriate authorities for further action.
John A. Northen, Partner
to
~~t
~l~ol J. Holc b, Partner
on the ~o~~i~'~~
€cmn
-~~-,~ My Co
'.~~ ~,N....,.....N„a'~ ~ r
• ~,. CotJN~.N`r•~
certification.
Expires: 12 • `~' L~
Contract #68-2001
Northers Blue, L.L.P.
. ATTACffiVIENT G
CERTIFICATION REGARDING LOBBYING
Orange County Department of Social Services
The undersigned certifies, to the best of his or her knowledge and belief, that:
1. No Federal appropriated funds have been paid or will be paid by or on behalf of the undersigned,
to any person for influencing or attempting to influence an officer or employee of any agency, a
Member of Congress, an officer or employee of Congress, or an employee of a Member of
Congress in connection with the awarding of any Federal contract, continuation, renewal,
amendment, or modification of any Federal contract, grant, loan, or cooperative agreement.
2. If any funds other than Federal appropriated funds have been paid or will be paid to any person
for influencing or attempting to influence an officer or employee of any agency, a Member of
Congress, an officer or employee of Congress, or an employee of a Member of Congress in
connection with this Federally funded contract, grant, loan, or cooperative agreement, the
undersigned shall complete and submit Standard Form SF-LLL, "Disclosure of
Lobbying Activities," in accordance with its instructions.
3. The undersigned shall require that the language of this certification be included in the award
document for subawards at all tiers (including subcontracts, subgrants, and contracts under grants,
• loans, and cooperative agreements) who receive federal funds of $100,000.00 or more and that all
subrecipients shall certify and disclose accordingly.
This certification is a material representation of fact upon which reliance was placed when this
transaction was made or entered into. Submission of this certification is a prerequisite for making
or entering into this transaction imposed by Section 1352, Title 31, U.S. Code. Any person who
fails to file the required certification shall be subject to a civil penalty of not less than $10,000.00
and not more than $100,000.00 for each such failure.
Ca ~o~
Signature
ors
Title
Nc/X{.,~.n ~1 u.~ ~ ~. I, r~ .
Agency/Organization
(~ ° ZZ - 2 ~ ~~
Date
(Certification signature should be same as Contract signature.)
•
Federal Certification -Lobbying (06/04) Page 1 of 1
Contract #68-2001
Nortlien Blue. L.L.P.
• ATTACffi1~NT H
CERTIFICATION REGARDING DEBARMENT, SUSPENSION, INELIGIBILITY
AND VOLUNTARY EXCLUSION-LOWER TIER COVERED TRANSACTIONS
Orange County Department of Social Services
Instructions for Certification
1. By signing and submitting this proposal, the prospective lower tier participant is
providing the certification set out below.
2. The certification in this clause is a material representation of the fact upon which
reliance was placed when this transaction was entered into. If it is later determined that
the prospective lower tier participant knowingly rendered an erroneous certification, in
addition to other remedies available to the Federai Government, the department or agency
with which this transaction originated may pursue available remedies, including suspension
and/or debarment.
3. The prospective lower tier participant will provide immediate written notice to the
person to which the proposal is submitted if at any time the prospective lower tier
participant learns that its certification was erroneous when submitted or has become
erroneous by reason of changed circumstances.
4. The terms "covered transactton," "debarred," "suspended," "mehgtble," "lower tier
covered transaction," "participant," "person," "primary covered transaction," "principal,"
"proposal," and "voluntarily excluded," as used in this clause, have the meanings set out in
the Definitions and Coverage sections of rules implementing Executive Order 12549. You
may contact the person to which this proposal is submitted for assistance in obtaining a
copy of those regulations.
5. .The prospective lower tier participant agrees by submitting this proposal that, should
the proposed covered transaction be entered into, it shall not knowingly enter any lower
tier covered transaction with a person who is debarred, suspended, determined ineligible
or voluntarily excluded from participation in this covered transaction unless authorized by
the department or agency with which this transaction originated.
6. The prospective lower tier participant further agrees by submitting this proposal that
it will include this clause titled "Certification Regarding Debarment, Suspension,
Ineligibility and Voluntary Exclusion -Lower Tier Covered Transaction," without
modification, in all lower tier covered transactions and in all solicitations for lower tier
covered transactions.
7. A participant in a covered transaction may rely upon a certification of a prospective
participant in a lower tier covered transaction that it is not debarred, suspended, ineligible,
or voluntarily excluded from covered transaction, unless it knows that the certification is
erroneous. A participant may decide the method and frequency of which it determines the
Federal Certification -Debarment (06/04) Page 1 of 2
Contract #68-2001
Nortlien Blue, L.L.P.
eligibility of its principals. Each participant may, but is not required to, check the
Nonprocurement List.
8. Nothing contained in the foregoing shall be construed to require establishment of a
system of records in order to render in good faith the certification required by this clause.
The knowledge and information of a participant is not required to exceed that which is
normally possessed by a prudent person in the ordinary course of business dealings.
9. Except for transactions authorized in paragraph 5 of these instructions, if a participant
in a covered transaction knowingly enters into a lower tier covered transaction with a
person who is suspended, debarred, ineligible, or voluntarily excluded from participation
in this transaction, in addition to other remedies available to the Federal Government, the
department or agency with which this transaction originated may pursue available
remedies, including suspension, and/or debarment.
Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion -
Lower Tier Covered Transactions
(1) The prospective lower tier participant certifies, by submission of this proposal, that
neither it nor its principals is presently debarred, suspended, proposed for debarment,
declared ineligible, or voluntarily excluded from participation in this transaction by any
Federal department or agency.
(2) Where the prospective lower tier participant is unable to certify to any of the
statements in this certification, such prospective participant shall attach an explanation to
this proposal.
~ v~
Signature
(~ _ 2~ ~ 2ao~--
Title
N r,~.~'Le..~t ~ ~~,tk ~~-
Agency/Organization
____~~~~-~I .
Date
(Certification signature should be same as Contract signature.)
Federal Certification -Debarment (06/04)
Page 2 of 2
Contract #68-2001
Northers Blue, L.L.P.
t
ATTACffiV1~NT N
OUTCOMES AND REPORTING
Orange County Department of Social Services
•
•
By signing and submitting this document, the Contractor certifies that it agrees to the following:
1. The Contractor agrees to participate in program, fiscal and administrative monitoring and/or
audits, making records and stafftime available to Federal, State and County staff.
2. The Contractor agrees to take necessary steps for corrective action, as negotiated within a
corrective action plan, for any items found to be out of compliance with Federal, State, and County
laws, regulations, standards and/or terms of the Contract.
3. The Contractor agrees that continuation of and/or renewal of this Contract is contingent on
meeting the following requirements. The Contractor agrees to:
A, Assure that all court proceedings be conducted within the timeframes required by
General Statute.
B. Provide case consultation to Orange County Department of Social Services staff within
a reasonable timeframe so as to assure client safety and compliance with North Carolina
laws and regulations.
C. Assure that all court orders are prepared in a timely manner.
~~
Signature
~ V~~i, ~~luk. , ~I.~-
Agency/Organization
Q~
Title
~ -22- Zo a~
Date
(Certification signature should be same as Contract signature.)
Outcomes (06/04)
Page 1 of 1