HomeMy WebLinkAboutAgenda - 06-21-2016 - 5-c - Renewal of Contract with Holcomb and Cabe, L.L.P. to Provide Legal Services to the Department of Social Services 1
ORANGE COUNTY
BOARD OF COMMISSIONERS
ACTION AGENDA ITEM ABSTRACT
Meeting Date: June 21, 2016
Action Agenda
Item No. 5-c
SUBJECT: Renewal of Contract with Holcomb and Cabe, L.L.P. to Provide Legal Services
to the Department of Social Services
DEPARTMENT: Social Services
ATTACHMENT(S): INFORMATION CONTACT:
Contract with Attachments Nancy Coston, (919) 245-2802
PURPOSE: To consider renewal of a contract for legal representation for the Department of
Social Services.
BACKGROUND: The Department of Social Services (DSS) requires extensive legal
representation particularly related to child welfare cases. All actions related to agency custody
of children, protection orders, adoptions, adult protective service orders and guardianships
require court hearings. There is an increased emphasis on assuring all child welfare cases are
handled as quickly as possible to assure that children live with permanent safe families.
Attorney Carol Holcomb has provided consultation and representation for children and adult
services at Social Services for over 20 years. In 2013 Ms. Holcomb left the firm of Northen
Blue, L.L.C. to start her own firm, Holcomb and Cabe, L.L.P. Ms. Holcomb has comprehensive
knowledge of juvenile law and guardianship proceedings and litigates court hearings with skill.
Ms. Holcomb remains on-call after hours to assist staff when the agency must assume
emergency custody of children at night and on weekends. Ms. Holcomb's knowledge and
expertise are valued by the DSS social work staff, the Guardian ad Litem office and the courts.
Social Services files petitions with the court for custody of an average of five children per month
and participates in all court reviews for children in custody. There are additional court actions
necessary to terminate parental rights and pursue adoption, to handle adult guardianship cases,
and to handle the increasing numbers of appeals of child welfare court actions.
The Social Services Board has reviewed this contract and recommends that the Board of
Commissioners approve this contract with Holcomb and Cabe, L.L.P. at the rate of $165 per
hour. Almost all the services in this contract will be provided directly by Ms. Holcomb.
Additional costs for expert witnesses are also reimbursed through this contract.
2
Several years ago, the Orange County Board of Commissioners studied the feasibility of
providing legal counsel for these services through a DSS staff attorney. At that time, the
Commissioners indicated the desire to continue contracted services for as long as Ms. Holcomb
provided these services.
FINANCIAL IMPACT: The contract amount for these legal services during FY 2016-2017 is
$165,000. This cost is the same as the current year's contracted amount for legal services.
Approximately half of this cost will be paid by State and Federal revenues.
SOCIAL JUSTICE IMPACT: The following Orange County Social Justice Goal is applicable to
this item:
• GOAL: CREATE A SAFE COMMUNITY
The reduction of risks from vehicle/traffic accidents, childhood and senior injuries, gang
activity, substance abuse and domestic violence
This contract assists with the reduction of risks from vehicle/traffic accidents, childhood and
senior injuries, gang activity, substance abuse and domestic violence.
RECOMMENDATION(S): The Manager recommends that the Board accept the Social Services
Board recommendation and approve the contract for legal representation with Holcomb and
Cabe, L.L.P., for FY 2016-17 and authorize the County Manager to sign this agreement, any
amendments, and any renewals subject to County Attorney review and contingent upon
approval of the annual County budget.
Contract#68-2001
Holcomb and Cade,L.L.P.
Contract#_68-2001 Fiscal Year Begins_July1, 2016 Ends_June 30, 2017
This contract is hereby entered into by and between the Orange County Department of Social Services (the "County") and
Holcomb and Cabe, L.L.P. (the "Contractor") (referred to collectively as the "Parties"). The Contractor's federal tax
identification number or Social Security Number is
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&Certification Regarding Nondiscrimination(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 H)
(9) State Certifications (Attachment M)
(10) Outcomes and Reporting(Attachment N)
(11) Contract Determination Questionnaire
These documents constitute the entire agreement between the Parties and supersede all prior oral or written statements or
agreements.
1. 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. If there are multiple Contract
Amendments, the most recent amendment shall have the highest precedence and the oldest amendment shall have the
lowest precedence.
2. Effective Period: This contract shall be effective on July 1,2016 and shall terminate on June 30,2017.The contract may
automatically be extended for two additional one year terms under the same terms of this Agreement unless one of the
Parties provides the other with notice of intent to terminate or amend no later than 60 days prior to the end of the contract
term. This contract must be twelve months or less.
3. 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.
4. 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$165,000. This
amount consists of$165,000 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
The contributions from the Contractor shall be sourced from non-federal funds.
The total contract amount including any Contractor match shall not exceed$165,000.
5. Reversion of Funds:
Any unexpended grant funds shall revert to the County Department of Social Services upon termination of this contract.
Contract-General(06/15) Page 1 of 5
Contract#68-2001
Holcomb and Ce,L.L.P.
6. Reporting Requirements:
Contractor shall comply with audit requirements as described in N.C.G.S. § 143C-6-22 &23 and OMB Circular—CFR
Title 2 Grants and Agreements, Part 200, and shall disclose all information required by 42 USC 455.104, or 42 USC
455.105, or 42 USC 455.106.
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
Party.
9. Key Personnel: Carol Holcomb is the Key Personnel assigned to the performance of this contract. Ms. Holcomb must
perform at least 80 percent of all services described in the Scope of Work,Attachment B.
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)245-2246
dshaffer�atco.orange.nc.us
For the Contractor:
IF DELIVERED BY US POSTAL SERVICE IF DELIVERED BY ANY OTHER MEANS
Carol Holcomb Carol Holcomb
Holcomb and Cabe, L.L.P. Holcomb and Cabe, L.L.P.
2013 S. Lakeshore Drive 2013 S. Lakeshore Drive
Chapel Hill,NC 27514 Chapel Hill,NC 27514
Contract-General(06/15) Page 2 of 5
Contract#68-2001
Holcomb and Cte,L.L.P.
10. No Assignment or Sub-Contract: Contractor shall not sub-contract out any of the services provided for in this
Agreement or make any assignment of this Agreement(including rights to payments)without the prior written Consent of
the County as specified more fully in Attachment A, General Terms and Conditions.
11. Supplementation of Expenditure of Public Funds: The Contractor assures that funds received pursuant to this contract
shall be used only to supplement, not to supplant, the total amount of federal, state and local public funds that the
Contractor otherwise expends for contract services and related programs.Funds received under this contract shall be used
to provide additional public funding for such services; the funds shall not be used to reduce the Contractor's total
expenditure of other public funds for such services.
12. Disbursements: As a condition of this contract, the Contractor acknowledges and agrees to make disbursements in
accordance with the following requirements:
a. Implement adequate internal controls over disbursements;
b. Pre-audit all vouchers presented for payment to determine:
i. Validity and accuracy of payment
ii. Payment due date
iii. Adequacy of documentation supporting payment
iv. Legality of disbursement
c. Assure adequate control of signature stamps/plates;
d. Assure adequate control of negotiable instruments; and
e. Implement procedures to insure that account balance is solvent and reconcile the account monthly.
13. Outsourcing to Other Countries: The Contractor certifies that it has identified to the County all jobs related to the
contract that have been outsourced to other countries,if any. The Contractor further agrees that it will not outsource any
such jobs during the term of this contract without providing notice to the County.
14. Federal Certifications: Individuals and Organizations receiving federal funds must ensure compliance with certain
certifications required by federal laws and regulations. The contractor is hereby complying with Certifications regarding
Nondiscrimination, Drug-Free Workplace Requirements, Environmental Tobacco Smoke, Debarment, Suspension,
Ineligibility and Voluntary Exclusion Lower Tier Covered Transactions, and Lobbying. These assurances and
certifications are to be signed by the contractor's authorized representative.
15. Relationship of the Parties: Contractor is an independent contractor of the County. Contractor represents that it has or
will secure,at its own expense,all personnel required in performing the services under this Agreement. Such personnel
shall not be employees of or have any contractual relationship with the County. All personnel engaged in work under this
Agreement shall be fully qualified and shall be authorized or permitted under state and local law to perform such services.
It is further agreed by Contractor that it shall obey all State and Federal statutes,rules and regulations which are applicable
to provisions of the services called for herein. Neither Contractor nor any employee of the Contractor shall be deemed an
officer, employee or agent of the County.
16. 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 party.
This Agreement together with any amendments or modifications may be executed electronically. All electronic signatures
affixed hereto evidence the intent of the Parties to comply with Article 11A and Article 40 of North Carolina General Statute
Chapter 66.
[SIGNATURE PAGE TO FOLLOW]
Contract-General(06/15) Page 3 of 5
Contract#68-2001
Holcomb and Cie,L.L.P.
HOLCOMB AND CABE,L.L.P.
Signature Date
Printed Name Title
ORANGE COUNTY,NORTH CAROLINA
By:
Bonnie Hammersley, County Manager Date
Contract-General(06/15) Page 4 of 5
7
ATTACHMENT A
GENERAL TERMS AND CONDITIONS
Orange County Department of Social Services
Relationships of the Parties the County or the Contractor,receiving services or benefits
under this contract shall be deemed an incidental
Independent Contractor: The Contractor is and shall be beneficiary only.
deemed to be an independent contractor in the performance
of this contract and as such shall be wholly responsible for Indemnity and Insurance
the work to be performed and for the supervision of its
employees. The Contractor represents that it has, or shall Indemnification: The Contractor agrees to indemnify and
secure at its own expense, all personnel required in hold harmless the County and any of their officers, agents
performing the services under this agreement. Such and employees,from any claims of third parties arising out
employees shall not be employees of, or have any or any act or omission of the Contractor in connection with
individual contractual relationship with the County. the performance of this contract.
Subcontracting: The Contractor shall not subcontract any Insurance: During the term of the contract,the Contractor
of the work contemplated under this contract without prior at its sole cost and expense shall provide commercial
written approval from the County. Any approved insurance of such type and with such terms and limits as
subcontract shall be subject to all conditions of this may be reasonably associated with the contract. As a
contract. Only the subcontractors specified in the contract minimum, the Contractor shall provide and maintain the
documents are to be considered approved upon award of following coverage and limits:
the contract. The County shall not be obligated to pay for (a) Worker's Compensation - The contractor shall
any work performed by any unapproved subcontractor. provide and maintain Worker's Compensation
The Contractor shall be responsible for the performance of Insurance as required by the laws of North
all of its subcontractors. Carolina,as well as employer's liability coverage
with minimum limits of$500,000.00,covering all
Assignment: No assignment of the Contractor's of Contractor's employees who are engaged in any
obligations or the Contractor's right to receive payment work under the contract. If any work is sublet,the
hereunder shall be permitted. However, upon written Contractor shall require the subcontractor to
request approved by the issuing purchasing authority, the provide the same coverage for any of his
County may: employees engaged in any work under the
(a) Forward the Contractor's payment check(s) contract.
directly to any person or entity designated by the (b) Commercial General Liability - General
Contractor, or Liability Coverage on a Comprehensive Broad
(b) Include any person or entity designated by Form on an occurrence basis in the minimum
Contractor as a joint payee on the Contractor's amount of$1,000,000.00 Combined Single Limit.
payment check(s). (Defense cost shall be in excess of the limit of
In no event shall such approval and action obligate the liability.)
County to anyone other than the Contractor and the (c)Automobile Liability Insurance: The Contractor
Contractor shall remain responsible for fulfillment of all shall provide automobile liability insurance with a
contract obligations. combined single limit of$500,000.00 for bodily
injury and property damage; a limit of
Beneficiaries: Except as herein specifically provided $500,000.00 for uninsured/under insured motorist
otherwise,this contract shall inure to the benefit of and be coverage; and a limit of$25,000.00 for medical
binding upon the parties hereto and their respective payment coverage. The Contractor shall provide
successors. It is expressly understood and agreed that the this insurance for all automobiles that are:
enforcement of the terms and conditions of this contract, (a) owned by the Contractor and used in the
and all rights of action relating to such enforcement, shall performance of this contract;
be strictly reserved to the County and the named (b) hired by the Contractor and used in the
Contractor.Nothing contained in this document shall give performance of this contract; and
or allow any claim or right of action whatsoever by any (c) Owned by Contractor's employees and
other third person.It is the express intention of the County used in performance of this contract("non-
and Contractor that any such person or entity, other than owned vehicle insurance"). Non-owned
General Terms and Conditions—(06/16) Page 1 of 5
vehicle insurance protects employers when 8
employees use their personal vehicles for Termination Without Cause: The County may terminate
work purposes. Non-owned vehicle this contract without cause by giving 30 days written
insurance supplements, but does not notice to the Contractor.
replace,the car-owner's liability insurance.
Termination for Cause: If, through any cause, the
The Contractor is not required to provide and maintain Contractor shall fail to fulfill its obligations under this
automobile liability insurance on any vehicle—owned, contract in a timely and proper manner, the County shall
hired, or non-owned--unless the vehicle is used in the have the right to terminate this contract by giving written
performance of this contract. notice to the Contractor and specifying the effective date
(d) The insurance coverage minimums specified in thereof. In that event,all finished or unfinished deliverable
subparagraph(a) are exclusive of defense costs. items prepared by the Contractor under this contract shall,
(e) The Contractor understands and agrees that the at the option of the County, become its property and the
insurance coverage minimums specified in Contractor shall be entitled to receive just and equitable
subparagraph (a) are not limits, or caps, on the compensation for any satisfactory work completed on such
Contractor's liability or obligations under this contract. materials,minus any payment or compensation previously
(f) The Contractor may obtain a waiver of any one or more made. Notwithstanding the foregoing provision, the
of the requirements in subparagraph (a) by Contractor shall not be relieved of liability to the County
demonstrating that it has insurance that provides for damages sustained by the County by virtue of the
protection that is equal to or greater than the coverage Contractor's breach of this agreement,and the County may
and limits specified in subparagraph(a). The County withhold any payment due the Contractor for the purpose
shall be the sole judge of whether such a waiver of setoff until such time as the exact amount of damages
should be granted. due the County from such breach can be determined. In
(g) The Contractor may obtain a waiver of any one or more case of default by the Contractor, without limiting any
of the requirements in paragraph(a)by demonstrating other remedies for breach available to it, the County may
that it is self-insured and that its self-insurance procure the contract services from other sources and hold
provides protection that is equal to or greater than the the Contractor responsible for any excess cost occasioned
coverage and limits specified in subparagraph(a). The thereby. The filing of a petition for bankruptcy by the
County shall be the sole judge of whether such a Contractor shall be an act of default under this contract.
waiver should be granted.
(h) Providing and maintaining the types and amounts of Waiver of Default: Waiver by the County of any default
insurance or self-insurance specified in this paragraph or breach in compliance with the terms of this contract by
is a material obligation of the Contractor and is of the the Provider shall not be deemed a waiver of any
essence of this contract. subsequent default or breach and shall not be construed to
(i) The Contractor shall only obtain insurance from be modification of the terms of this contract unless stated
companies that are authorized to provide such to be such in writing, signed by an authorized
coverage and that are authorized by the Commissioner representative of the County and the Contractor and
of Insurance to do business in the State of North attached to the contract.
Carolina.All such insurance shall meet all laws of the
State of North Carolina. Availability of Funds: The parties to this contract agree
(j) The Contractor shall comply at all times with all lawful and understand that the payment of the sums specified in
terms and conditions of its insurance policies and all this contract is dependent and contingent upon and subject
lawful requirements of its insurer. to the appropriation, allocation, and availability of funds
(k) The Contractor shall require its subcontractors to for this purpose to the County.
comply with the requirements of this paragraph.
(1) The Contractor shall demonstrate its compliance with Force Majeure: Neither party shall be deemed to be in
the requirements of this paragraph by submitting default of its obligations hereunder if and so long as it is
certificates of insurance to the County before the prevented from performing such obligations by any act of
Contractor begins work under this contract. war,hostile foreign action,nuclear explosion,riot,strikes,
civil insurrection,earthquake,hurricane,tornado,or other
Transportation of Clients by Contractor: catastrophic natural event or act of God.
The contractor will maintain Insurance requirements if
required as noted under Article 7 Rule R2-36 of the North Survival of Promises: All promises,requirements,terms,
Carolina Utilities Commission. conditions, provisions, representations, guarantees, and
warranties contained herein shall survive the contract
Default and Termination expiration or termination date unless specifically provided
General Terms and Conditions—(06/16) Page 2 of 5
otherwise herein, or unless superseded by applicable that comply with all applicable federal, state and
Federal or State statutes of limitation. local laws,regulations, and rules.
Intellectual Property Rights (b) Duty to Report: The Contractor shall report a
suspected or confirmed security breach to the
Copyrights and Ownership of Deliverables: All local Department of Social Services Contract
deliverable items produced pursuant to this contract are the Administrator within twenty-four(24)hours
exclusive property of the County. The Contractor shall not after the breach is first discovered,provided that
assert a claim of copyright or other property interest in the Contractor shall report a breach involving
such deliverables. Social Security Administration data or Internal
Revenue Service Data within one(1)hour after
Federal Intellectual Property Bankruptcy Protection the breach is first discovered.
Act: The Parties agree that the County shall be entitled to
all rights and benefits of the Federal Intellectual Property (c) Cost Borne by Contractor: If any applicable
Bankruptcy Protection Act,Public Law 100-506,codified federal, state, or local law,regulation or rule
at 11 U.S.C. 365 (n) and any amendments thereto. requires the Contractor give written notice of a
security breach to affected persons, the Contract
Compliance with Applicable Laws shall bear the cost of the notice.
Compliance with Laws: The Contractor shall comply Trafficking Victims Protection Act of 2000:
with all laws, ordinances, codes, rules, regulations, and The Contractor will comply with the requirements of
licensing requirements that are applicable to the conduct of Section 106(g) of the Trafficking Victims Protection Act
its business, including those of federal, state, and local of 2000, as amended(22 U.S.C. 7104)
agencies having jurisdiction and/or authority. By
executing this Agreement Provider certifies that Executive Order#24: It is unlawful for any vendor,
Provider has not been identified, and has not utilized contractor, subcontractor or supplier of the state to make
the services of any agent or subcontractor, on the list gifts or to give favors to any state employee. For
created by the State Treasurer pursuant to G.S. 147- additional information regarding the specific
86.58. requirements and exemptions, contractors are
encouraged to review Executive Order 24 and G.S. Sec.
Title VI, Civil Rights Compliance: In accordance with 133-32.
Federal law and U.S. Department of Agriculture(USDA) Confidentiality
and U.S. Department of Health and Human Services
(HHS) policy, this institution is prohibited from Confidentiality: Any information, data, instruments,
discriminating on the basis of race, color,national origin documents, studies or reports given to or prepared or
sex, age or disability. Under the Food Stamp Act and assembled by the Contractor under this agreement shall be
USDA policy, discrimination is prohibited also on the kept as confidential and not divulged or made available to
basis of religion or political beliefs. any individual or organization without the prior written
Equal Employment Opportunity: The Contractor shall approval of the County.The Contractor acknowledges that
comply with all federal and State laws relating to equal in receiving,storing,processing or otherwise dealing with
any confidential information it will safeguard and not
employment opportunity. further disclose the information except as otherwise
provided in this contract.
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 Oversight
Portability and Accountability Act of 1996,P.L. 104-91,
as amended("HIPAA"), or its implementing regulations, Access to Persons and Records: The State Auditor shall
it will comply with the HIPAA requirements and will have access to persons and records as a result of all
execute such agreements and practices as the County contracts or grants entered into by State agencies or
may require to ensure compliance. political subdivisions in accordance with General Statute
(a) Data Security: The Contractor shall adopt and 147-64.7. Additionally,as the State funding authority,the
apply data security standards and procedures Department of Health and Human Services shall have
access to persons and records as a result of all contracts or
General Terms and Conditions—(06/16) Page 3 of 5
grants entered into by State agencies or political below,and the Contractor's subcontractors,complies with
subdivisions. the requirements of Article 2 of Chapter 64 of the NC
General Statutes.
Record Retention:Records shall not be destroyed,purged
or disposed of without the express written consent of the Miscellaneous
Division. State basic records retention policy requires all
grant records to be retained for a minimum of five years or Choice of Law: The validity of this contract and any of its
until all audit exceptions have been resolved,whichever is terms or provisions, as well as the rights and duties of the
longer. If the contract is subject to federal policy and parties to this contract, are governed by the laws of North
regulations,record retention may be longer than five years Carolina. The Contractor,by signing this contract, agrees
since records must be retained for a period of three years and submits,solely for matters concerning this Contract,to
following submission of the final Federal Financial Status the exclusive jurisdiction of the courts of North Carolina
Report, if applicable, or three years following the and agrees, solely for such purpose, that the exclusive
submission of a revised final Federal Financial Status venue for any legal proceedings shall be Orange County,
Report. Also, if any litigation, claim, negotiation, audit, North Carolina. The place of this contract and all
disallowance action,or other action involving this Contract transactions and agreements relating to it, and their situs
has been started before expiration of the five-year retention and forum,shall be Orange County,North Carolina,where
period described above,the records must be retained until all matters,whether sounding in contract or tort,relating to
completion of the action and resolution of all issues which the validity,construction,interpretation,and enforcement
arise from it,or until the end of the regular five-year period shall be determined.
described above, whichever is later. The record retention
period for Temporary Assistance for Needy Families Amendment: This contract may not be amended orally or
(TANF) and MEDICAID and Medical Assistance grants by performance. Any amendment must be made in written
and programs must be retained for a minimum of ten years. form and executed by duly authorized representatives of
the County and the Contractor.
Warranties and Certifications
Severability: In the event that a court of competent
Date and Time Warranty: The Contractor warrants that jurisdiction holds that a provision or requirement of this
the product(s) and service(s) furnished pursuant to this contract violates any applicable law, each such provision
contract("product"includes,without limitation,any piece or requirement shall continue to be enforced to the extent it
of equipment,hardware,firmware,middleware,custom or is not in violation of law or is not otherwise unenforceable
commercial software,or internal components,subroutines, and all other provisions and requirements of this contract
and interfaces therein) that perform any date and/or time shall remain in full force and effect.
data recognition function, calculation, or sequencing will
support a four digit year format and will provide accurate Headings: The Section and Paragraph headings in these
date/time data and leap year calculations. This warranty General Terms and Conditions are not material parts of the
shall survive the termination or expiration of this contract. agreement and should not be used to construe the meaning
thereof.
Certification Regarding Collection of Taxes: G.S. 143-
59.1 bars the Secretary of Administration from entering Time of the Essence: Time is of the essence in the
into contracts with vendors that meet one of the conditions performance of this contract.
of G.S. 105-164.8(b)and yet refuse to collect use taxes on
sales of tangible personal property to purchasers in North Key Personnel: The Contractor shall not replace any of
Carolina. The conditions include: (a) maintenance of a the key personnel assigned to the performance of this
retail establishment or office; (b) presence of contract without the prior written approval of the County.
representatives in the State that solicit sales or transact The term "key personnel" includes any and all persons
business on behalf of the vendor; and (c) systematic identified as such in the contract documents and any other
exploitation of the market by media-assisted, media- persons subsequently identified as key personnel by the
facilitated, or media-solicited means. The Contractor written agreement of the parties.
certifies that it and all of its affiliates (if any) collect all
required taxes. Care of Property: The Contractor agrees that it shall be
responsible for the proper custody and care of any property
E-Verify furnished to it for use in connection with the performance
of this contract and will reimburse the County for loss of,
Pursuant to G.S. 143-48.5 and G.S. 147-33.95(g), the or damage to, such property. At the termination of this
undersigned hereby certifies that the Contractor named contract, the Contractor shall contact the County for
General Terms and Conditions—(06/16) Page 4 of 5
instructions as to the disposition of such property and shall 11
comply with these instructions. Orange County Living Wage: Orange County is
committed to providing its employees with a living wage
Travel Expenses: Reimbursement, if provided in this and encourages agencies to which it provides funding to
Agreement, to the Contractor for travel mileage, meals, pursue the same goal. The County's living wage hourly
lodging and other travel expenses incurred in the standard, as adopted by the Orange County Board of
performance of this contract shall not exceed the rates County Commissioners annually, can be found in the
established in County policy. Orange County Budget Ordinance. To the extent possible,
Orange County recommends that the Contractor and all
Sales/Use Tax Refunds: If eligible,the Contractor and all subcontractors provide a living wage, as defined in this
subcontractors shall: (a) ask the North Carolina section,to their employees.
Department of Revenue for a refund of all sales and use
taxes paid by them in the performance of this contract, Signatures: This Agreement together with any
pursuant to G.S. 105-164.14; and (b) exclude all amendments or modifications may be executed
refundable sales and use taxes from all reportable electronically. All electronic signatures affixed hereto
expenditures before the expenses are entered in their evidence the intent of the Parties to comply with Article
reimbursement reports. 11A and Article 40 of North Carolina General Statute
Chapter 66.
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—(06/16) Page 5 of 5
12
ATTACHMENT B
SCOPE OF WORK
Orange County Department of Social Services
Federal Tax Id. or SSN
Contract# 68-2001
A. CONTRACTOR INFORMATION
1. Contractor Agency Name: Holcomb and Cabe, 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 (X)Private,For Profit
5. Contractor's Financial Reporting Year July 1, 2016 through June 30,2017
B. Explanation of Services to be provided and to whom(include SIS Service Code): The
Contractor will provide legal consultation to agency staff regarding child welfare issues and adult
protective services cases. The Contractor will conduct court proceedings and handle other legal
matters on behalf of the County related to adoption, foster care, adult protective services and
child protective 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 up to the budgetary limits of the contract allotment. 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 Administrator.
The County will reimburse the Contractor monthly upon receipt of a complete and correctly filed
report.
The Contractor shall be compensated at the hourly rate set forth in this contract for attendance at
programs, meetings and seminars relating to Social Services law, and for any training provided to
Contract-Scope of Work(07/08) Page lof 2
13
the Department's employees, and shall be reimbursed for lodging and transportation necessary for
attendance at those programs, meetings, seminars and presentations.
The Contractor shall be reimbursed for the services of clerks and legal assistants hired to assist
the Contractor in 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 behalf of 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.
F. Area to be served/Delivery site(s): Orange County
(Signature of County Authorized Person) (Signature of Contractor)
(Date Submitted) (Date Submitted)
Contract-Scope of Work(07/08) Page 2of 2
14
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
15
II. The site(s)for the performance of work done in connection with the specific agreement are listed
below:
1.
(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.
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.
Signature Title
Agency/Organization Date
(Certification signature should be same as Contract signature.)
Federal Certification-Drug-Free Workplace(07/10) Page 2 of 2
16
ATTACHMENT D
CONFLICT OF INTEREST POLICY
Orange County Department of Social Services
The Board of Directors/Trustees or other governing persons, officers, employees or agents are to
avoid any conflict of interest, even the appearance of a conflict of interest. The Organization's
Board of Directors/Trustees or other governing body, officers, staff and agents are obligated to
always act in the best interest of the organization. This obligation requires that any Board member
or other governing person, officer, employee or agent, in the performance of Organization duties,
seek only the furtherance of the Organization mission. At all times, Board members or other
governing persons, officers, employees or agents, are prohibited from using their job title, the
Organization's name or property, for private profit or benefit.
A. The Board members or other governing persons, officers, employees, or agents of the
Organization should neither solicit nor accept gratuities, favors, or anything of monetary value
from current or potential contractors/vendors,persons receiving benefits from the Organization or
persons who may benefit from the actions of any Board member or other governing person,
officer, employee or agent. This is not intended to preclude bona-fide Organization fund raising-
activities.
B. A Board or other governing body member may, with the approval of Board or other governing
body, receive honoraria for lectures and other such activities while not acting in any official
capacity for the Organization. Officers may, with the approval of the Board or other governing
body, receive honoraria for lectures and other such activities while on personal days,
compensatory time, annual leave, or leave without pay. 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 a Board or other
governing body member, officer, employee or agent is acting in any official capacity, honoraria
received in connection with activities relating to the Organization are to be paid to the
Organization.
C. No Board member or other governing person, officer, employee, or agent of the Organization
shall participate in the selection, award, or administration of a purchase or contract with a vendor
where,to his knowledge, any of the following has a financial interest in that purchase or contract:
1. The Board member or other governing person, officer, employee, or agent;
2. Any member of their family by whole or half blood, step or personal relationship or
relative-in-law;
3. An organization in which any of the above is an officer, director, or employee;
4. A person or organization with whom any of the above individuals is negotiating or has
any arrangement concerning prospective employment or contracts.
D. Duty to Disclosure --Any conflict of interest,potential conflict of interest, or the appearance
of a conflict of interest is to be reported to the Board or other governing body or one's supervisor
immediately.
E. Board Action --When a conflict of interest is relevant to a matter requiring action by the
Board of Directors/Trustees or other governing body, the Board member or other governing
person, officer, employee, or agent(person(s))must disclose the existence of the conflict of
interest and be given the opportunity to disclose all material facts to the Board and members of
Conflict of Interest Policy(06/04) Page 1 of 3
17
committees with governing board delegated powers considering the possible conflict of interest.
After disclosure of all material facts, and after any discussion with the person,he/she shall leave
the governing board or committee meeting while the determination of a conflict of interest is
discussed and voted upon. The remaining board or committee members shall decide if a conflict
of interest exists. In addition, the person(s)shall not participate in the final deliberation or
decision regarding the matter under consideration and shall leave the meeting during the
discussion of and vote of the Board of Directors/Trustees or other governing body.
F. Violations of the Conflicts of Interest Policy -- If the Board of Directors/Trustees or other
governing body has reasonable cause to believe a member, officer, employee or agent has failed
to disclose actual or possible conflicts of interest, it shall inform the person of the basis for such
belief and afford the person an opportunity to explain the alleged failure to disclose. If, after
hearing the person's response and after making further investigation as warranted by the
circumstances, the Board of Directors/Trustees or other governing body determines the member,
officer, employee or agent has failed to disclose an actual or possible conflict of interest, it shall
take appropriate disciplinary and corrective action.
G. Record of Conflict -- The minutes of the governing board and all committees with board
delegated powers shall contain:
1. The names of the persons who disclosed or otherwise were found to have an actual or
possible conflict of interest, the nature of the conflict of interest, any action taken to
determine whether a conflict of interest was present, and the governing board's or
committee's decision as to whether a conflict of interest in fact existed.
2. The names of the persons who were present for discussions and votes relating to the
transaction or arrangement that presents a possible conflict of interest, the content of the
discussion, including any alternatives to the transaction or arrangement, and a record of
any votes taken in connection with the proceedings.
Approved by:
Name of Organization
Signature of Organization Official
Date
Conflict of Interest Policy(06/04) Page 2 of 3
18
NOTARIZED CONFLICT OF INTEREST POLICY
State of North Carolina
County of Orange
I , Notary Public for said County and State,
certify that personally appeared before me this
day and acknowledged that he/she is 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 day of
Sworn to and subscribed before me this day of ,
(Official Seal)
Notary Public
My Commission expires , 20 /
Conflict of Interest Policy(06/04) Page 3 of 3
19
ATTACHMENT E
OVERDUE TAXES
Orange County Department of Social Services
Instructions: Grantee/Provider should complete this certification for all funds received. Entity
should enter appropriate data in the yellow highlighted areas. The completed and signed form
must be provided to the County Department of Social Services.
Entity's Letterhead
[Date of Certification(mmddyyyy)]
To: Orange County Department of Social Services
Certification:
We certify that the [insert organization's name] does not have any overdue tax debts,as
defined by N.C.G.S. 105-243.11,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. 143C-6-23(c)is guilty of a
criminal offense punishable as provided by N.C.G.S. 143C-10-1(b).
Sworn Statement:
[Name of Board Chair] and [Name of Second Authorizing Official]being duly sworn, say that we
are the Board Chair and [Title of the Second Authorizing Official],respectively,of[insert name
of organization] of[City] in the State of[Name of State]; 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.
Board Chair
[Title of Second Authorizing Official]
Sworn to and subscribed before me on the day of the date of said certification.
My Commission Expires:
(Notary Signature and Seal)
1 G.S. 105-243.1 defines:Overdue tax debt.—Any part of a tax debt that remains unpaid 90 days or more after the
notice of fmal assessment was mailed to the taxpayer.The term does not include a tax debt,however,if the taxpayer
entered into an installment agreement for the tax debt under G.S. 105-237 within 90 days after the notice of fmal
assessment was mailed and has not failed to make any payments due under the installment agreement."
Overdue Taxes—(07/08) Page 1 of 1
20
ATTACHMENT G
CERTIFICATION REGARDING LOBBYING
Orange County Department of Social Services
Certification for Contracts, Grants, Loans and Cooperative Agreements
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 Federal, state or
local government agency, a Member of Congress, a Member of the General Assembly, an officer or
employee of Congress, an officer or employee of the General Assembly, an employee of a Member
of Congress, or an employee of a Member of the General Assembly in connection with the awarding
of any Federal or state contract, the making of any Federal or state grant, the making of any Federal
or state loan, the entering into of any cooperative agreement, and the extension, continuation,
renewal, amendment, or modification of any Federal or state 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 Federal, state or local
government agency, a Member of Congress, a Member of the General Assembly, an officer or
employee of Congress, an officer or employee of the General Assembly, an employee of a Member
of Congress, or an employee of a Member of the General Assembly in connection with the awarding
of any Federal or state contract, the making of any Federal or state grant, the making of any Federal
or state loan, the entering into of any cooperative agreement, and the extension, continuation,
renewal, amendment, or modification of any Federal or state contract, grant,loan, or cooperative
agreement, the undersigned shall complete and submit Standard Form LLL, "Disclosure Form to
Report Lobbying," in accordance with its instructions.
(3) The undersigned shall require that the language of this certification be included in the award
documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under
grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose
accordingly.
(4) 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 and not
more than$100,000 for each such failure.
Notwithstanding other provisions of federal OMB Circulars A-122 and A-87, costs associated with the
following activities are unallowable:
Paragraph A.
(1) Attempts to influence the outcomes of any Federal, State, or local election,referendum, initiative, or
similar procedure, through in kind or cash contributions, endorsements,publicity, or similar activity;
(2) Establishing, administering, contributing to, or paying the expenses of a political party, campaign,
political action committee, or other organization established for the purpose of influencing the
outcomes of elections;
(3) Any attempt to influence: (i)The introduction of Federal or State legislation; or(ii)the enactment or
modification of any pending Federal or State legislation through communication with any member
or employee of the Congress or State legislature(including efforts to influence State or local
Federal Certification—Lobbying(07/08) Page 1 of 3
21
officials to engage in similar lobbying activity), or with any Government official or employee in
connection with a decision to sign or veto enrolled legislation;
(4) Any attempt to influence: (i) The introduction of Federal or State legislation; or(ii)the enactment or
modification of any pending Federal or State legislation by preparing, distributing or using publicity
or propaganda, or by urging members of the general public or any segment thereof to contribute to
or participate in any mass demonstration,march,rally, fundraising drive, lobbying campaign or
letter writing or telephone campaign; or
(5) Legislative liaison activities, including attendance at legislative sessions or committee hearings,
gathering information regarding legislation, and analyzing the effect of legislation,when such
activities are carried on in support of or in knowing preparation for an effort to engage in
unallowable lobbying.
The following activities as enumerated in Paragraph B are excepted from the coverage of Paragraph A:
Paragraph B.
(1) Providing a technical and factual presentation of information on a topic directly related to the
performance of a grant, contract or other agreement through hearing testimony, statements or letters
to the Congress or a State legislature, or subdivision,member, or cognizant staff member thereof,in
response to a documented request(including a Congressional Record notice requesting testimony or
statements for the record at a regularly scheduled hearing)made by the recipient member, legislative
body or subdivision, or a cognizant staff member thereof;provided such information is readily
obtainable and can be readily put in deliverable form; and further provided that costs under this
section for travel, lodging or meals are unallowable unless incurred to offer testimony at a regularly
scheduled Congressional hearing pursuant to a written request for such presentation made by the
Chairman or Ranking Minority Member of the Committee or Subcommittee conducting such
hearing.
(2) Any lobbying made unallowable by subparagraph A(3)to influence State legislation in order to
directly reduce the cost, or to avoid material impairment of the organization's authority to perform
the grant, contract, or other agreement.
(3) Any activity specifically authorized by statute to be undertaken with funds from the grant, contract,
or other agreement.
Paragraph C.
(1) When an organization seeks reimbursement for indirect costs, total lobbying costs shall be
separately identified in the indirect cost rate proposal, and thereafter treated as other unallowable
activity costs in accordance with the procedures of subparagraph B.(3).
(2) Organizations shall submit, as part of the annual indirect cost rate proposal, a certification that the
requirements and standards of this paragraph have been complied with.
(3) Organizations shall maintain adequate records to demonstrate that the determination of costs as
being allowable or unallowable pursuant to this section complies with the requirements of this
Circular.
(4) Time logs, calendars, or similar records shall not be required to be created for purposes of
complying with this paragraph during any particular calendar month when: (1)the employee
engages in lobbying(as defined in subparagraphs (a) and(b))25 percent or less of the employee's
compensated hours of employment during that calendar month, and(2)within the preceding five-
year period,the organization has not materially misstated allowable or unallowable costs of any
nature,including legislative lobbying costs. When conditions (1) and(2)are met, organizations are
not required to establish records to support the allowability of claimed costs in addition to records
already required or maintained. Also,when conditions (1) and(2) are met,the absence of time logs,
calendars, or similar records will not serve as a basis for disallowing costs by contesting estimates of
lobbying time spent by employees during a calendar month.
Federal Certification—Lobbying(07/08) Page 2 of 3
22
(5) Agencies shall establish procedures for resolving in advance, in consultation with OMB, any
significant questions or disagreements concerning the interpretation or application of this section.
Any such advance resolution shall be binding in any subsequent settlements, audits or investigations
with respect to that grant or contract for purposes of interpretation of this Circular;provided,
however, that this shall not be construed to prevent a contractor or grantee from contesting the
lawfulness of such a determination.
Paragraph D.
Executive lobbying costs. Costs incurred in attempting to improperly influence either directly or indirectly,
an employee or officer of the Executive Branch of the Federal Government to give consideration or to act
regarding a sponsored agreement or a regulatory matter are unallowable. Improper influence means any
influence that induces or tends to induce a Federal employee or officer to give consideration or to act
regarding a federally sponsored agreement or regulatory matter on any basis other than the merits of the
matter.
Signature Title
Agency/Organization Date
(Certification signature should be same as Contract signature.)
Federal Certification—Lobbying(07/08) Page 3 of 3
Contract 68-2001 23
Holcomb and Cabe, L.L.P
ATTACHMENT 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 Federal 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 transaction," "debarred," "suspended," "ineligible," "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 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.
Federal Certification-Debarment(07/08) Page 1 of 2
Contract 68-2001 24
Holcomb and Cabe, L.L.P
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.
Signature Title
Agency/Organization Date
(Certification signature should be same as Contract signature.)
Federal Certification-Debarment(07/08) Page 2 of 2
25
ATTACHMENT M
STATE CERTIFICATION
Contractor Certifications Required by North Carolina Law
Orange County Department of Social Services
Instructions
The person who signs this document should read the text of the statutes listed below and consult with counsel and other
knowledgeable persons before signing.
• The text of Article 2 of Chapter 64 of the North Carolina General Statutes can be found online at:
http://www.ncga.state.nc.us/EnactedLegislation/Statutes/PDF/ByArticle/Chapter64/Article2.pdf
• The text of G.S. 105-164.8(b) can be found online at:
http://www.ncga.state.nc.us/EnactedLegislation/Statutes/PDF/BySection/Chapter_105/GS_105-164.8.pdf
• The text of G.S. 143-48.5 (S.L. 2013-418, s. 2.(d))can be found online at:
http://www.ncga.state.nc.us/Sessions/2013/Bills/House/PDF/H786v6.pdf
• The text of G.S. 143-59.1 can be found online at:
http://www.ncga.state.nc.us/EnactedLegislation/Statutes/PDF/BySection/Chapter_143/GS_143-59.1.pdf
• The text of G.S. 143-59.2 can be found online at:
http://www.ncga.state.nc.us/EnactedLegislation/Statutes/PDF/BySection/Chapter_143/GS_143-59.2.pdf
• The text of G.S. 143C,Article 6A can be found online at:
http://www.ncleg.net/Sessions/2015/Bills/Senate/HTML/S455v5.html
Certifications
(1) Pursuant to G.S. 143-48.5, the undersigned hereby certifies that the Contractor named below, and the
Contractor's subcontractors, complies with the requirements of Article 2 of Chapter 64 of the NC General
Statutes, including the requirement for each employer with more than 25 employees in North Carolina to verify
the work authorization of its employees through the federal E-Verify system." E-Verify System Link:
www.uscis.gov
Local government is specifically exempt from Article 2 of Chapter 64 of the North Carolina General Statutes.
However, local government is subject to and must comply with North Carolina General Statute §153A-99.1.,
which states in part as follows:
Counties Must Use E-Verify. -Each county shall register and participate in E-Verify to verify the work
authorization of new employees hired to work in the United States.
(2) Pursuant to G.S. 143-59.1(b), the undersigned hereby certifies that the Contractor named below is not an
"ineligible Contractor"as set forth in G.S. 143-59.1(a)because:
(a) Neither the Contractor nor any of its affiliates has refused to collect the use tax levied under Article 5 of
Chapter 105 of the General Statutes on its sales delivered to North Carolina when the sales met one or
more of the conditions of G.S. 105-164.8(b); and
Contractor Certifications Required by North Carolina Law
Rev. 6/16 Page 1 of 2
26
(b) [check one of the following boxes]
❑ Neither the Contractor nor any of its affiliates has incorporated or reincorporated in a "tax haven
country" as set forth in G.S. 143-59.1(c)(2)after December 31, 2001; or
❑ The Contractor or one of its affiliates has incorporated or reincorporated in a"tax haven country"
as set forth in G.S. 143-59.1(c)(2) after December 31, 2001 but the United States is not the
principal market for the public trading of the stock of the corporation incorporated in the tax
haven country.
(3) Pursuant to G.S. 143-59.2(b), the undersigned hereby certifies that none of the Contractor's officers, directors,
or owners (if the Contractor is an unincorporated business entity) has been convicted of any violation of Chapter
78A of the General Statutes or the Securities Act of 1933 or the Securities Exchange Act of 1934 within 10 years
immediately prior to the date of the bid solicitation.
(4) The undersigned hereby certifies further that:
(a) He or she is a duly authorized representative of the Contractor named below;
(b) He or she is authorized to make, and does hereby make, the foregoing certifications on behalf of the
Contractor; and
(c) He or she understands that any person who knowingly submits a false certification in response to the
requirements of G.S. 143-59.1and-59.2 shall be guilty of a Class I felony.
(5) Pursuant to G.S. 143C-6A-5, the undersigned hereby certifies that Contractor has not been identified, and
has not utilized the services of any agent or subcontractor, on the list created by the State Treasurer pursuant
to G.S. 147-86.58.
Contractor's Name
Signature of Contractor's Authorized Agent Date
Printed Name of Contractor's Authorized Agent Title
Signature of Witness Title
Printed Name of Witness Date
The witness should be present when the Contractor's Authorized Agent signs this certification and should sign and date
this document immediately thereafter.
Contractor Certifications Required by North Carolina Law
Rev. 6/16 Page 2 of 2
27
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. 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 Title
Agency/Organization Date
(Certification signature should be same as Contract signature.)
Outcomes (06/04) Page 1 of 1