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HomeMy WebLinkAbout2012-139 DSS - Dispute Settlement Center for Staff Training/Curriculum Development Amendment191-01a -.1) 3 9 5s ORANGE COUNTY #68 -1012 AGREEMENT NORTH CAROLINA r% day of June, 2012, b and between the County of THIS AMENDMENT, made and entered into this the y y Orange, a body politic and corporate of the State of North Carolina, ( "County "), and The Dispute Settlement Center ( "Contractor "); WITNESSETH: WHEREAS, the Yunty and Contractor entered into an "Contract #68 -1012, The Dispute Settlement Center, Inc." dated, , 2011, to provide Job Readiness /Conflict Resolution classes and Team Building workshops to First st pa cipants and Communication/Conflict Resolution classes to families involved in Child Welfare Cases ( "Original Agreement"); and WHEREAS, the County and Contractor desire to amend the Original Agreement, while keeping in effect all terms and conditions of the Original Agreement not inconsistent with the terms and conditions set forth below. NOW THEREFORE, for and in consideration for the mutual covenants and agreements made herein, the parties agree to amend the following sections of the Original Agreement as follows: Attachment B Scope of Work. B. Explanation of Services to be provided and to whom: The Contractor will assist the County in meeting goals of family safety and self - sufficiency by providing Job Readiness /Conflict Resolution classes and Team Building workshops to Work First participants (SIS Code 547), Communication/Conflict Resolution classes to families involved in Child Welfare Services and Communications /Conflict Resolution /Team Building training and training curriculum to Department of Social Services staff. The Contractor is required to meet all goals and outcomes listed in Attachment N. Except for the changes made to Attachment B, Scope of Work Sections B herein, the Original Agreement shall remain in full force and effect to the extent it is not inconsistent with this Amendment. In the event that there is a conflict between the Original Agreement and this Amendment, this Amendment shall control. IN WITNESS WHEREOF, Orange County and the Contractor have signed this Amendment, effective this the day of June, 2012. FOR: ORANGE COUNTY By: Frank . Clifton ,County Manager 1 FOR CONTRACTOR: By: ances Henderson, Executive Director This instrument has been approved as to teehnical eaRtent. Nancy Co on, Soc' 1 Services Director This instrument has been pre- audited in the manner required by the Local Government Budget and Fiscal Control Act. 1 � Clarence G. Grier, Finance Director This PMMo h been approved as to form and legal sufficiency. Anne re, Sta ff Attorney Contract 468 -1012 The Dispute Settlement Center, Inc. Contract # 68 -1012 _ Fiscal Year Begins j&! 2011 Ends June 30, 2012 This contract is hereby entered into by and between the Orange County Department of Social Services (the "County ") and The Dispute Settlement Center, Inc. (the "Contractor ") (referred to collectively as the "Parties "). The Contractor's federal tax identification number or Social Security Number is 1. Contract Documents: This Contract consists of the following documents (1) This contract (2) The General Terms an d Conditions (Attachment A) (3) The Scope of Work, description of services, and rate (Attachment B) (4) Federal Certification Regarding Drug -Free Workplace & Certification Regarding Nondiscrimination {Attachment C) (5) Conflict of Interest (Attachment D) (6) No Overdue Taxes (Attachment E) (7) IRS Federal Tax Exempt Letter or 501(c)(3) (Attachment K) (8) 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 ts and document l lowest t n Amendmen the mostr ntamendment shlhave the highest p dence and the oldest amendmentshall have lowest precedence. 3. Effective Period: This contract shall be effective on July 1, 2011 and shall terminate on June 30, 2012. This contract must be twelve months or less. 4. Contractor's chment B, Duties: The of Work, Contractor d shalll meet the requirements set forth in Attachment e, Outcomes and Reporting. in Alta. P 5. County's Duties: The County shall pay the Contractor in the manner and in the amounts specified in the Contract his Documents. The total amount paid by the County to the Contractor tate and this ounty act shall (source exced 10,000. T s if amount consists of $10,000 in Federal (CFDA # _� applicable). [X] a. There are no matching requirements from the Contractor. [ } b. The Contractor's matching requirement is $ which shall consist of 4 [ ) In -kind [ ] Cash /" `V [ ] Cash and In -kind [ ]Cash and/or In -ltind `,/ The contributions from the Contractor shall be sourced from non - federal funds. (aG, The total contract amount including any Contractor match shall not exceed $10,000. ���✓✓/ 6. Reporting Requirements: rements as described in Ir.C.G. S. § 143C -6 -22 & 23 and OMB Circular A -133. Contractor shall comply with audit requi 7. Payment Provisions: Page 1 of 4 Contract- General (07/10) Contract #68 -1012 The Dispute Settlement Center. Inc. 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 Party. For the County: IF DELIVERED BY US POSTAL SERVICE IF DELIVERED BY ANY OTHER MEANS Sharron Hinton, Community Services Manager Sharron Hinton, Community Services Manager Orange County Department of Social Services Orange County Department of Social Services P.O. Box 8181 113 Mayo Street Hillsborough, NC 27278 Hillsborough, NC 27278 (919) 245 -2840 shintoncuco.oran e.nc.us Program Contact: Robert Gilmore, Work First Manager Orange County Department of Social Services P.O. Box 8181 300 West Tryon Street Hillsborough, NC 27278 (919) 245 -2847 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 J�) 968 -2000 ( 8 -2912 dshs 66 oran o.nc.us Contract - General (07/10) Page 2 of 4 Contract #68 -1012 The Dispute Settlement Center. Inc. Program Contact: Karen Munoz, Support Services Supervisor Orange County Department of Social Services 2501 Homestead Road Chapel Hill, NC 27516 (919) 968 -2000 ext.243 For the Contractor: IF DELIVERED BY US POSTAL SERVICE IF DELIVERED BY ANY OTHER MEANS Frances Henderson Frances Henderson The Dispute Settlement Center, Inc. The Dispute Settlement Center, Inc. 302 West Weaver Street 302 West Weaver Street Carrboro, NC 27510 Carrboro, NC 27510 (919) 929 -8800 Contract - General (07/10) Page 3 of 4 Contract #68 -1012 9. Signature Warranty: The undersigned represent and warrant that they are authorized to bind their principals to the terms of this agreement. The Contractor and the County have executed this contract in duplicate originals, with one original being retained by each ply. THE DISPUTE SETTLEMENT CENTER, INC. S -2ar// Signatuf Date C- C-( AP-4. eIC,'-T Printed Name Title ORANGE of Social Services Director Date Title This instrument has been pre - audited in the manner required by the Local Government Budget and Fiscal Control Act. Clarence G. Grier, Financial Services Director Date This con act h s b een ap oved as to fornn and legal sufficiency. M. Moore, Staff Attorney Attorney's Office Date Contract - General (07 /10) Page 4 of 4 ATTACHMENT 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 bean independent contractor in the 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 subject to all conditions of this contract. Only the subcontractors specified in the contract documents are to be considered approved upon award of the contract. The County shall not be obligated to pay for any work performed by any unapproved subcontractor. The Contractor shall be responsible for the performance of all of its subcontractors. Assignment: No assignment of the Contractor's obligations or the Contractor's right to receive payment hereunder shall 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 provided 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 Dispute Settlement Center, Inc. the County or the Contractor, receiving services or benefits under this contract 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 Form on an occurrence basis in the minimum amount of $1, 000,000.00 Combined Single Limit. (Defense cost shall be in 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. The Contractor shall provide this insurance for all automobiles that are: a. owned by the Contractor and used in the performance of this contract; b. lured by the Contractor and used in the performance of this contract; and General Terms and Conditions — (07/10) Pagel of 5 e. owned by Contractor's employees and used in performance of this contract ("non -owned vehicle insurance "). Non - owned vehicle insurance protects employers when employees use their personal vehicles for work purposes. Non - owned vehicle insurance supplements, but does not replace, the car - owner's liability insurance. The Contractor is not required to provide and maintain automobile liability insurance on any vehicle–owned, hired, or non - owned — unless the vehicle is used in the performance ofthis contract. (d) The insurance coverage minimums specified in subparagraph (a) are exclusive of defense costs. (e) The Contractor understands and agrees that the insurance coverage minimums specified in subparagraph (a) are not limits, or caps, on the Contractor's liability or obligations under this contract (f) The Contractor may obtain a waiver of any one or more of the requirements in subparagraph (a) by demonstrating that it has insurance that provides protection that is equal to or greater than the coverage and limits specified in subparagraph (a). The County shall be the sole judge of whether such a waiver should be granted. (g) The Contractor may obtain a waiver of any one or more of the requirements in paragraph (a) by demonstrating that it is self. - insured and that its self-insurance provides protection that is equal to or greater than the coverage and limits specified in subparagraph (a). The County shall be the sole judge of whether such a waiver should be granted. (h) Providing and maintaining the types and amounts of insurance or self - insurance specified in this paragraph is a material obligation of the Contractor and is of the essence of this contract. (i) The Contractor shall only obtain insurance from companies that are authorized to provide such coverage and that are authorized by the Commissioner of Insurance to do business in the State of North Carolina. All such insurance shall meet all laws of the State of North Carolina. (j) The Contractor shall comply at all times with all lawful terms and conditions of its insurance policies and all lawful requirements of its insurer. (k) The Contractor shall require its subcontractors to comply with the requirements of this paragraph. (1) The Contractor shall demonstrate its compliance with the requirements of this paragraph by submitting certificates of insurance to the County before the Contractor begins work under this contract. The Dispute Settlement Center, Inc. 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 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. Termination for Cause: If, through any cause, the Contractor shall fail to fulfill its obligations under this 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 orunfinished 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 of default 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. 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 parry 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 General Tema and Conditions – (07/10) Page 2 of 5 war, hostile foreign action, nuclear explosion, riot, strikes, civil insurrection, earthquake, hurricane, tornado, or other catastrophic natural event or act of God Survival of Promises: All promises, requirements, terms, conditions, provisions, representations, guarantees, and wan-antics contained herein shall survive the contract expiration or termination date unless specifically provided otherwise herein, or unless superseded by applicable Federal or State statutes of limitation. Intellectual Property Rights 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. Title VI, Civil Rights Compliance: In accordance with Federal law and U.S. Department of Agriculture (USDA) and U.S. Department of Health and Human Services (HHS) policy, this institution is prohibited from discriminating on the basis of race, color, national origin, sex, age or disability. Under the Food Stamp Act and USDA policy, discrimination is prohibited also on the basis of religion or political beliefs. 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 ( "HIPAA "), or its implementing regulations, it will comply with the HIPAA requirements and will execute such agreements and practices as the County may require to ensure compliance. The Dispute Settlement Center, Inc. Confidentiality 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 organization without the 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 as otherwise provided in this contract. 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 of the County. The Department of Health and Human Services' basic records retention policy requires all records to be retained for a minimum of three years following completion or termination of the contract. Ifthe 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 of three years following submission of the 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) famished pursuant to this contract t( "product" includes, without limitation, any piece of equipment, hardware, firmware, middleware, custom or General Terms and Conditions — (07/10) Page 3 of 5 commercial software, 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 year format and will provide accurate date/time data and leap year calculations. This warranty shall survive the termination or expiration of this contract. Certification Regarding Collection of Taxes: G.S.143- 59.1 bars 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 Carolina. 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 market by media - assisted, media - facilitated, or media- solicited means. The Contractor certifies that it and all of its affiliates (if any) collect all required taxes. Miscellaneous Choice of Law: The validity of this contract and anyof its terms or provisions, as well as the rights and duties of the parties to this contract, are governed by the laws of North Carolina. 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 Orange County, North Carolina. The place of this contract and all transactions and agreements relating to it, and their situs and forum, shall be Orange County, North Carolina, 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 orally or by performance. Any amendment must be made in written form and executed by duly authorized representatives of the County and the Contractor. 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 of this contract shall remain in full force and effect. Headings: The Section and Paragraph headings in these General Terms and Conditions are not material parts of the agreement and should not be used to construe the meaning thereof. Contract #68 -1012 The Dispute Settlement Center, Inc. Time of the Essence: Time is of the essence in the performance of this contract. Executive Order 4 24: `By Executive Order 24, issued by Governor Perdue, and N.C. G.S.§ 133 -32,it is unlawful for any vendor or contractor ( i.e. architect, bidder, contractor, construction manager, design professional, engineer, landlord, offeror, seller, subcontractor, supplier, or vendor), to make gifts or to give favors to any State employee of the Governor's Cabinet Agencies (i.e., Administration, Commerce, Correction, Crime Control and Public Safety, Cultural Resources, Environment and Natural Resources, Health and Human Services, Juvenile Justice and Delinquency Prevention, Revenue, Transportation, and the Office of the Governor). This prohibition covers those vendors and contractors who have a contract with a governmental agency; or have performed under such a contract within the past year, or anticipate bidding on such a contract in the future. For additional information regarding the specific requirements and exemptions, vendors and contractors are encouraged to review Executive Order 24 and G.S. Sec. 133 -32. Executive Order 24 also encouraged and invited other State Agencies to implement the requirements and prohibitions of the Executive Order to their agencies. Vendors and contractors should contact other State Agencies to determine if those agencies have adopted Executive Order 24." 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. Care of Property: The Contractor agrees that it shall be responsible for the proper custody and care of anyproperty 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. General Terms and Conditions — (07/10) Page 4 of 5 Sales/Use Tax 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 of this contract, pursuant to G.S. 105 - 164.14; and (b) exclude all refundable sales and use taxes from all reportable expenditures before the expenses are entered 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. General Terms and Conditions — (07110) The Dispute Settlement Center, Inc. Orange County Living Wage: Orange County is committed to providing its employees with a living wage and encourages agencies to which it provides funding to pursue the same goal. The County's living wage hourly standard, as adopted by the Orange County Board of County Commissioners annually, can be found in the Orange County Budget Ordinance. To the extent possible, Orange County recommends that the Contractor and all subcontractors provide a living wage, as defined in this section, to their employees. Page 5 of 5 Contract #68 -1012 The Dispute Settlement Center, Inc. ATTACHMENT B SCOPE OF WORK Orange County Department of Social Services Federal Tax Id. or SSN Contract # 68 -1012 A. CONTRACTOR INFORMATION 1. Contractor Agency Name: The Dispute Settlement Center, Inc. 2. If different from Contract Administrator Information in General Contract: Telephone Number: Fax Number: Email: 3. Name of Program (s): Conflict Resolution 4. Status: ( ) Public (X) Private, Not for Profit ( ) Private, For Profit 5. Contractor's Financial Reporting Year July 1. 2011 through June 30, 2012 B. Explanation of Services to be provided and to whom (include SIS Service Code): The Contractor will assist the Countv in meeting goals of family safety and self - sufficiency by providing Job Readiness /Conflict Resolution classes and Team Building workshops to Work First participants (SIS Code 547) and Communication/Conflict Resolution classes to families involved in Child Welfare 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. $65.00/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 up to the budgetary limits of the contract allotment. The County will reimburse the Contractor at a rate of $65.00/hour for approved services provided. For reimbursement, the Contractor must submit an original and two copies of an invoice by the fifth of the month for the preceding month's expenditures to the designated County Administrators The County will reimburse the Contractor monthly upon receipt of a complete and correctly filed report F. Area to be served/Delivery site(s): Orange County Contract -Scope of Work (06/04) Page 1 o 2 Uontract t#62S -1 U 1,1 The Dispute Settlement Center, Inc. _AL (Signs re o ounty Authorized Person) (Signature of Contractor) (Date Submitted) (Date Submitted) Contract -Scope of Work (06/04) Page 2of 2 Contract 968 -1012 The Dispute Settlement Center, Inc. ATTACHMENT C CERTIFICATION REGARDING DRUG -FREE WORKPLACE REQUIREMENTS AND CERTIFICATION REGARDING NONDISCRIMINATION Orange County Department of Social Services I. By execution of this Agreement the Contractor certifies that it will provide a drug -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 Contractor's workplace and specifying the actions that will be taken against employees for violation of such prohibition; B. Establishing a drug -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 occurring 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 employment 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 a drug -free workplace through implementation of paragraphs (A), (B), (C), (D), (E), and (F). Federal Certification - Drug -Free Workplace (07/10) Page 1 of 2 Contract #68 -1012 The Dispute Settlement Center, Ina 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) (Street address) (City, county, state, zip code) Contractor will inform the County of any additional sites for performance of work under this agreement. False 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 (45 C.F.R. Section 82.510. Section 4 CFR Part 85, Section 85.615 and 86.620). CERTIFICATION REGARDING NONDISCRIMINATION The Vendor certifies that it will comply with all Federal statutes relating to nondiscrimination. These include but are not limited to: (a) Title VI of the Civil Rights Act of 1964 (P.L. 88 -352) which prohibits discrimination on the basis of race, color or national origin; (b) Title IX of the Education Amendments of 1972, as amended (20 U.S.C. § §1681 -1683, and 1685 - 1686), which prohibits discrimination on the basis of sex; (c) Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. §794), which prohibits discrimination on the basis of handicaps; (d) the Age Discrimination Act of 1975, as amended (42 U.S.C. § §6101- 6107), which prohibits discrimination on the basis of age; (e) the Drug Abuse Office and Treatment Act of 1972 (P.L. 92 -255), as amended, relating to nondiscrimination on the basis of drug abuse; (f) the Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970 (P.L. 91 -616), as amended, relating to nondiscrimination on the basis of alcohol abuse or alcoholism; (g) Title VIII of the Civil Rights Act of 1968 (42 U.S.C. § §3601 et seq.), as amended, relating to nondiscrimination in the sale, rental or financing of housing; (h) the Food Stamp Act and USDA policy, which prohibit discrimination on the basis of religion and political beliefs; and (i) the requirements of any other nondiscrimination statutes which may apply to this Agreement. `�n a4't t ems. Ex e cow- _ Signature Title Se,fftew,e -' (C if C✓ 5-- ZU - tt Agency /Or'ganization Date (Certification signature should be same as Contract signature.) Federal Certification - Drug -Free workplace (07110) Page 2 of 2 Contract i#68 -1012 The Dispute Settlement Center, Inc. ATTACHMENT D CONFLICT OF INTEREST POLICY Orange County Department of Social Services Instructions: This document is intended as an aid to assist non -State entities in establishing a conflict of interest policy. It is not intended to be used verbatim, but rather to serve as a template for nongovernmental organizations as they craft their individual conflict of interest policy. This example includes definitions of what is considered unacceptable, and the consequences of any breaches thereof. Each organization that chooses to use this template should take care to make changes that reflect the individual oreanization_ Conflict of Interest Defined: A conflict of interest is defined as an actual or perceived interest by a (Contractor /staff member/Board 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/Contractor/Board member has a direct or fiduciary interest in another relationship. A conflict of interest could include: ➢ Ownership with a member of the Board of Directors/Trustees 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 Board 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 Board 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 Board of Directors/Trustees or an employee where one or the other has supervisory authority over the other or with a client who receives services. D Consultative or consumer relationship with a member of the Board of Directors/Trustees 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 appearance 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 Board 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 Board 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 are to avoid any conflict of interest, even the appearance of a conflict of interest. This organization serves the community as a whole rather than only serving a special interest group. The appearance of a conflict of interest can cause embarrassment to the organization and jeopardize the credibility of the organization. Any conflict of interest, potential conflict of Conflict of Interest Policy (06/04) Pagel of 3 Contract 968 -1012 The Dispute Settlement Center, Inc. interest, or the appearance of a conflict of interest is to be reported to your supervisor immediately. Employees are to maintain independence and objectivity with clients, the community, and organization. Employees are called to 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 r� %f , Notary Public for said County and State, certify that Frccv>c..e S tlev -18 e.- so +' personally appeared before me this day and acknowledged that he/she is E rye C i Gf� of and by that authority duly given and as the act of the corporation, affirmed that the foregoing Conflict of Interest Policy was adopted by the Board of Directors in a meeting held on the 2 7 day of OGf a t,"fi�- , z 1707 . Sworn to and subscribed before me this a C 4 day of Conflict of Interest Policy (06/04) Page 2 of 3 r (Official Seal) Notary Public My Commission expires Contract #68 -1012 The Dispute Settlement Center, Inc. 011111" Cowl( Nc My 00"IMgti10N' IEd JUNE 15,-=14 20 / .. a . ■ a ..... ■ . a . a . a .. a a . a ■ . a a ... ■ .. a ■ .. ■ a .... a . a . a ■ ■ . a a . a ■ ■ .... a . ■ .. a ... ■ 1 Attached is the Conflict of Interest Policy for: The Dispute Settlement Center, Inc. Signature of Corporation Official Conflict of Interest Policy (06104) Page 3 of 3 OF ORANGE COUNTY - - TO; Linda W. Hayes, Secretary, NC Department of Juvenile Justice Certification We certify that the Dispute Settlement Center, Inc. has no 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(42) is guilty of a criminal offense punishable as provided by N.C.G.S. 143- 34(b). ,Sworn Statement• Annie Caulkins and Frances Henderson, , being duly sworn, say that the are the . President; and I xecutive= Director, rgspectiveIV, of the Dispute Settlement Center; "Inc. in the St ate. of North. Carolina; and that the - foregoing certification is true,. accurate; and complete to -the best of theirAnoWledge and was:made and subscribed -to by them. Th ey - . a1' `6cknowledge arid.,urtderstand.that any misuse of State.funds V ll-be reported to tine . , :appropria authorities r�fwrther.actiorx. An nieaulkins; 'Rr�esident : - .' date :. Frances Henderson,-EXecutive.Director .date {Annie .Caulkins) Sworn:to and subscribed before me on the day of the date:of: said certifi cation. U. x 3 i 6 • Notary l?ubl c , (Frances' Henderson) Sworn to and subscribed efore me bn the.day of the date of said certifcatiort. Notary Public E 302 West Weaver Street,-Carrboro, N.C. 27510 ■ (919) 929 -8800 ■ Faac. (919) 942 -6931 ■ www.disputesetttement.org r' Internal Revenue Service Date: December. 13, 2004 DISPUTE SETTLEMENT CENTER INC 302 W WEAVER ST CARRBORO NC 27510 -6004 Dear Sir or Madam: Department of.the Treasury P. O. Box 2508 Cincinnati, OH 45201. Person to Contact: Lois Parrott 31 -07342 Customer Service Specialist Toll Free Telephone Number: 8:00 a.m. to 6:30 p.m. EST 877 -829 -5500 Fax Number: 513 -263 -3756 Federal ldentificatibh Number: 56= 1216584 This is in response to your request of December 13, 2004, regarding your organization's tax - exempt status. In June 1979 we issued a determination letter that recognized your organization as exempt from federal income tax.--Our records indicate that your organization is currently exempt under section -501(c)(3) of the Internal Revenue Code. Our records indicate' that your organization is also classified as a public charity under. sections 509(a)(1) and 170(b)(1)(A)(vi) of the Internal Revenue Code. Our records indicate that -contributi.ons to your organization are deductible under section 170 of the Code, and that you are qualified to receive tax deductible bequests, devises, transfers or gifts under section 2055, 2106 or 2522 of the Internal Revenue Code. If you have any questions, please .call us at the telephone number shown in the heading'of this letter. Sincerely, Avx-4, XI-Alw Janna K. Skufca, Director, TE /GE Customer Account Services t Contract #68 -1012 The Dispute Settlement Center, Inc. ATTACHMENT 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 staff time 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. Provide Job Readiness/Conflict Resolution Workshops to Work First clients referred by the County. a. The maximum number of billable hours per class is 33 and includes all prep time. B. Provide Team Building Workshops to Work First clients referred by the County. a. The maximum number of billable hours per class is 6 and includes all prep time. C. Provide Communication/Conflict Resolution classes to families or individuals involved with Child Welfare Services and referred by the County per year. a. The maximum number of billable hours per class is 27 and includes all prep time. D. Submit invoices to the appropriate administrator. a. Work First invoices to Sharron Hinton b. Child Welfare Services invoices to Denise Shaffer E. Help to ensure that 800/a of Work First clients enrolled in classes obtain employment within 3 months of completion and maintain employment for at least 6 months after the class ends. F. Help to ensure that 80% of clients referred through child welfare will have no instances or no repeat instances of child maltreatment. G. Maintain client records that date and document the service delivered to the individual, a valid authorization for service, program records, and documents and other evidence that reflect program operations. H. Furnish information to the County, as requested, to support provision of services) pursuant to this Contract and the full cost of the service; and submit changes, as needed or required for review and approval by the County. 1. Maintain books, records, documents and other evidence and accounting procedures that reflect all direct and indirect costs expended under this Contract.. A current, complete inventory of all equipment purchased under the terms of this Contract must be kept. J. Retain all financial and program records for a period of three years from the date of final payment under this agreement or until all audits continued beyond this period are completed. Federal auditors and any persons authorized by the Division of Social Services or the County shall have the right to examine any of these materials. Sign ture Title 15" ell W Agency /Organization Date (Certification signature should be same as Contract signature.) Outcomes (06104) Page l of 1 • ORANGE COUNTY — CONTRACT CONTROL SHEET Routing Order: (1) Department, (2) IT, (3) Risk Management, (4) Financial Services, (5) Attorney, (6) Manager, (7) Clerk This Document shall accompany all contracts and shall be submitted for signature in the Routing Order specified above. If the Manager BOCC approval must be submitted through, and complete, the routing process prior to agenda review. Contracts for legal review should be completed through the legal review process prior to being routed for signature. Department Party/Vendor Name: Disute Settlement Center Party/Vendor Contact Person: Frances Henderson Contact Phone: 919- 929 -8800 Party/Vendor Address: 302 West Weaver St. City Carrboro State: NC Zip: 27510 Department: Social Services Amount: $10,000 Purpose: To Amend Original Agreement to Include Staff Training /Curriculum Development Budget Code(s): Vendor # (N /A if new vendor) Vendor is a BOCC consultant? Yes ❑ No® Contract Type: (Check one) New ❑ Renewal ❑ Amendment ® Effective Date 7/1/11 Approved by Board Yes❑ No❑ Agenda Date: Title of Contract: Amendment to Dispute Settlement Center If this is a Grant Agreement, pre- application has been approved by the Board of Commissioners Yes[] No❑. If submitted for bid were bids/RFPs received Yes❑ No❑ Bid/RFP number This contract has been reviewed and approved by the Department Director as to technical content: Department Director's Signature: Date: S /z IT Director (Applicable only to hardwareIsofiware purchases or related services) This contract has been reviewed and approved by the Information Technology Director as to technical content and information technology specifications: IT Director's Signature: Date: Risk Management Include the following coverages: ❑ CGL; ❑ Auto; ❑ WC; ❑ Professional; ❑ Property; OR No Insuran ce Required ❑. Hold Contract pending receipt of Certificate of Insurance ❑. With incorporation of Insurance provisions as shown, this contract is approved by the Risk Manager: Risk Manager's Signature: Date: Financial Services This Contract is condition d Pon appropriation by the Board of Commissioners Yes ❑No A budget amendment is necessary before approval Yes❑ No M. If budget amendment is necessary, please attach to this form. This instrument has been pre - audited in the manner required by the Local Government Budg t�ajn�d�Fiscal Control Act: /�)�, Financial Services Director's Signature: F.it/ / �' ` Date: -4 County Attorney Approval by Board ❑ (Contracts $90,000.00 or more for goods or services, $250,000.00 or more for construction, or any BOCC consultant contract). Approval by Manager ® (Most other contracts $1,000 and above). Department Director approval only ❑ (Under $1,000). This contract has been reviewed and approved by the Attorney as to legal form and sufficiency: Attorney's Signature Date: County Manager This contract has been reviewed and is approved by the County Manager Yes io❑. This contract has been reviewed and is for signature by t air Yes ❑No®. Manager's Signature: Date: 6,-77-17- Clerk to the Board Approved by BOCC on the _ day of , 20 . Submitted for Chair signature on the _day of , 20 Clerk's Signature: Revised March 2012 Date: