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12/18/1996 Contract KG -751 1997 OLDER AMERICANS ACT CONTRACT /COST REIMBURSEMENT THIS CONTRACT is entered into between the Alliance for Aging, Inc., hereinafter referred to as the "Alliance ", and the Monroe County Board of Commissioners, hereinafter referred to as the "provider ". The parties agree: Provider Agrees: A. Services to be Provided: The Service Provider Grant Application of the Monroe County Board of Commissioners for 1997, and any revisions thereto approved by the Alliance, are referenced as a part of this legal contract between the Alliance and the provider and prescribe the manner in which the provider will meet the requirements of the Older Americans Act of 1965, as amended. B. Manner of Service Provision: The services will be provided in a manner consistent with and described in the 1997 Service Provider Grant Application of the Monroe County Board of Commissioners and the Department of Elder Affairs Programs and Services Manual and HRSM 55 -1. In the event these manuals are revised, the contract will incorporate any such revision and the provider will be given a copy of the revisions. C. Federal Laws and Regulations: 1. The provider shall comply with the provisions of 45 CFR, Part 74, and /or 45 CFR, Part 92, and other applicable regulations. 2. The provider shall comply with all applicable standards, orders, or regulations issued under Section 306 of the Clean Air Act, as amended (42 U.S.C. 1857(h) et seq.), Section 508 of the Clean Water Act, as amended (33 U.S.C. 1368 et seq.), Executive Order 11738, and Environmental Protection Agency regulation (40 CFR Part 15). The provider shall report any violations of the above to the Alliance. 3. The provider must, prior to contract execution, complete the Certification Regarding Lobbying form, ATTACHMENT I. If a Disclosure of Lobbying Activities form, Standard Form LLL, is required, it may be obtained from the contract manager. All disclosure forms as required by the Certification Regarding Lobbying form must be completed and returned to the contract manager. 4. The provider must, prior to contract execution, complete the Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion Contracts /Subcontracts, ATTACHMENT 11. 5. The provider shall comply with the provisions of the U.S. Department of Labor, Occupational Safety and Health Administration (OSHA) code, 29 CFR, Part 1910.1030. 1 D. Civil Rights Certification: The provider gives this assurance in consideration of and for the purpose of obtaining federal grants, loans, contracts (except contracts of insurance or guaranty), property, discounts, or other federal financial assistance to programs or activities receiving or benefiting from federal financial assistance. The provider agrees to complete the Civil Rights Compliance Questionnaire, DOEA forms 101 A and B, if services are provided to clients and if fifteen (15) or more persons are employed. The Provider Assures that it will comply with: 1. Title VI of the Civil Rights Act of 1964, as amended, 42 U.S.C. 2000d et seq., which prohibits discrimination on the basis of race, color, or national origin in programs and activities receiving or benefiting from federal financial assistance. 2. Section 504 of the Rehabilitation Act of 1973, as amended, 29 U.S.C. 794, which prohibits discrimination on the basis of handicap in programs and activities receiving or benefiting from federal financial assistance. 3. Title IX of the Education Amendments of 1972, as amended, 20 U.S.C. 1681 et seq., which prohibits discrimination on the basis of sex in education programs and activities receiving or benefiting from federal financial assistance. 4. The Age Discrimination Act of 1975, as amended, 42 U.S.C. 6101 et seq., which prohibits discrimination on the basis of age in programs or activities receiving or benefiting from federal financial assistance. 5. Section 654 of the Omnibus Budget Reconciliation Act of 1981, as amended, 42 U.S.C. 9849, which prohibits discrimination on the basis of race, creed, color, national origin, sex, handicap, political affiliation or beliefs in programs and activities receiving or benefiting from federal financial assistance. 6. The Americans with Disabilities Act of 1990, 42 USC 12101, et. seq., which prohibits discrimination against, and provides equal opportunities for individuals with disabilities, in employment, public services, and public accommodations. 7. All regulations, guidelines, and standards as are now or may be lawfully adopted pursuant to the above statutes. 8. The provider shall establish procedures to handle complaints of discrimination involving services or benefits through this contract. The provider shall advise clients, employees, and participants of the right to file a complaint, the right to appeal a denial or exclusion from the services or benefits from this contract, and their right to a fair hearing. Complaints of discrimination involving services or benefits through this contract may also be filed with the Secretary of the Department of Elder Affairs or the appropriate federal or state agency. 9. The provider further assures that all contractors, subcontractors, subgrantees, or others with whom it arranges to provide services will comply with the above laws and regulations. 2 E. Requirements of Section 287.058, Florida Statutes: 1. To submit bills for fees or other compensation for services or expenses in sufficient detail for a proper pre -audit and post -audit thereof. 2. To submit bills for any travel expenses, in accordance with Section 112.061, Florida Statutes. 3. To provide units of deliverables, including reports, findings, and drafts as specified in this contract and the OAA Service Provider Grant Application, to be received and accepted by the contract manager prior to payment. 4. To allow public access to all documents, papers, letters, or other materials subject to the provisions of Chapter 119, Florida Statutes, and made or received by the provider in conjunction with this contract. F. Withholdings and Other Benefits: The Provider is responsible for Social Security and Income Tax withholdings. G. Indemnification: If the provider is a state or local governmental entity, pursuant to subsection 768.28(18) Florida Statutes, the provisions of this section do not apply. 1. Provider agrees that it will indemnify, defend, and hold harmless the Alliance and all of the Alliance's officers, agents, and employees from any claim, loss, damage, cost, charge, or expense arising out of any acts, actions, neglect or omission by the provider, its agents, employees, or subcontractors during the performance of the contract, whether direct or indirect, and whether to any person or property to which the Alliance or said parties may be subject, except that neither provider nor any of its subcontractors will be liable under this section for damages arising out of injury or damage to persons or property directly caused or resulting from the sole negligence of the Alliance or any of its officers, agents, or employees. 2. Provider's obligation to indemnify, defend, and pay for the defense or, at the Alliance's option, to participate and associate with the Alliance in the defense and trial of any claim and any related settlement negotiations, shall be triggered by the Alliance's notice of claim for indemnification to provider. Provider's inability to evaluate liability or its evaluation of liability shall not excuse provider's duty to defend and indemnify the Alliance, upon notice by the Alliance. Notice shall be given by registered or certified mail, return receipt requested. Only an adjudication or judgment after the highest appeal is exhausted specifically finding the Alliance solely negligent shall excuse performance of this provision by providers. Provider shall pay all costs and fees related to this obligation and its enforcement by the Alliance. Alliance's failure to notify provider of a claim shall not release provider of the above duty to defend. H. Insurance and Bonding: 1. To provide adequate liability insurance coverage on a comprehensive basis•and to hold such liability insurance at all times during the existence of this contract. The provider accepts full responsibility for identifying and determining the type(s) and extent of 3 liability insurance necessary to provide reasonable financial protections for the provider and the clients to be served under this contract. Upon the execution of this contract, the provider shall furnish the Alliance written verification supporting both the determination and existence of such insurance coverage. Such coverage may be provided by a self - insurance program established and operating under the laws of the State of Florida. The Alliance reserves the right to require additional insurance where appropriate. 2. To furnish an insurance bond from a responsible commercial insurance company covering all officers, directors, employees and agents of the provider authorized to handle funds received or disbursed under this contract in an amount commensurate with the funds handled, the degree of risk as determined by the insurance company and consistent with good business practices. 3. If the provider is a state agency or subdivision as defined by section 768.28, Florida Statutes, the provider shall furnish the Alliance, upon request, written verification of liability protection in accordance with section 768.28, Florida Statutes. Nothing herein shall be construed to extend any party's liability beyond that provided in section 768.28, Florida Statutes. (See also Indemnification clause.) Abuse Neglect and Exploitation Reporting: In compliance with Chapter 415, F.S., an employee of the provider who knows, or has reasonable cause to suspect, that a child, aged person or disabled adult is or has been abused, neglected, or exploited, shall immediately report such knowledge or suspicion to the central abuse registry and tracking system of the Department of Health and Rehabilitative Services on the single statewide toll -free telephone number (1- 800- 96ABUSEI. J. Transportation Disadvantaged: If clients are to be transported under this contract, the provider will comply with the provisions of Chapter 427, Florida Statutes, and Rule Chapter 41 -2, Florida Administrative Code. K. Purchasing: Procurement of Products or Materials with Recycled Content That any products or materials which are the subject of, or are required to carry out this contract shall be procured in accordance with the provisions of Section 403.7065 and 287.045, Florida Statutes. L. Sponsorship: As required in Section 286.25, Florida Statutes, if the provider is a nongovernmental organization which sponsors a program financed wholly or in part by state funds, including any funds obtained through this contract, it shall in publicizing, advertising or describing the sponsorship of the program, state: "Sponsored by the Monroe Countv Board of Commissioners, the State of Florida, Department of Elder Affairs and the Alliance for Aging, Inc. ". If the sponsorship reference is in written material the words "State of Florida, Department of Elder Affairs and the Alliance for Aging, Inc." shall appear in the same size letters and type as the name of the organization. 4 M. Use of Funds For Lobbying Prohibited: To comply with the provisions of Section 216.347, Florida Statutes, which prohibit the expenditures of contract funds for the purpose of lobbying the Legislature, a judicial branch or a state agency. N. Public Entity Crime; Denial or revocation of the right to transact business with public entities. It is the intent of the legislature to place the following restrictions on the ability of persons convicted of public entity crimes to transact business with the Department of Elder Affairs per section 287.133, Florida Statutes: A person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a bid on a contract to provide any goods or services to a public entity, may not submit a bid on a contract with a public entity for the construction or repair of a public building or public work, may not submit bids on leases of real property to a public entity, may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity, and may not transact business with any public entity in excess of the threshold amount provided in s. 287.017 for CATEGORY TWO for a period of 36 months from the date of being placed on the convicted vendor list. 0. Employment If the provider is a non - governmental organization, it is expressly understood and agreed that the provider will not knowingly employ unauthorized alien workers. Such employment constitutes a violation of the employment provisions as determined pursuant to section 274A(e) of the Immigration Nationality Act(INA), 8 U.S.C. s.1324 a (e)( "section 274A(e) "). Violation of the employment provisions as determined pursuant to section 274A(e) shall be grounds for unilateral cancellation of this contract. P. Audits and Records: 1. To maintain books, records, and documents (including electronic storage media) in accordance with generally accepted accounting procedures and practices which sufficiently and properly reflect all revenues and expenditures of funds provided by the Alliance under this contract. 2. To assure that these records shall be subject at all reasonable times to inspection, review, audit, copy, or removal from premises by state personnel and other personnel duly authorized by the Alliance, as well as by federal personnel, if applicable. 3. To maintain and file with the Alliance such progress, fiscal and inventory and other reports as the Alliance may require within the period of this contract. Such reporting requirements must be reasonable given the scope and purpose of this contract. 4. To submit management, program, and client identifiable data, as specified in the Department of Elder Affairs Programs and Services Manual. 5. To provide a financial and compliance audit to the Alliance as specified in ATTACHMENT I11 and to ensure that all related party transactions are disclosed to the auditor. 5 6. To include these aforementioned audit and record keeping requirements in all approved subcontracts and assignments. 7. This contract contains federal funds. The Catalog of Federal Domestic Assistance (CFDA) numbers are as follows: CFDA # Title 93.043 Title IIIF Preventive Health 93.044 Title IIIB Support Services 93.045 Title IIIC1 Congregate Meals 93.045 Title II1C2 Home Delivered Meals 93.046 Title IIID In -Home Services 8. This contract is funded from a grants and aids appropriation. d Retention of Records: 1. To retain all client records, financial records, supporting documents, statistical records, and any other documents (including electronic storage media) pertinent to this contract for a period of five (5) years after termination of this contract, or if an audit has been initiated and audit findings have not been resolved at the end of five (5) years, the records shall be retained until resolution of the audit findings. 2. Persons duly authorized by the Alliance and federal auditors, pursuant to 45 CFR, Part 92.42(e), (1), and (2), shall have full access to and the right to examine or duplicate any of said records and documents during said retention period or as long as records are retained, whichever is later. R. Monitoring: 1. To provide progress reports, including data reporting requirements as specified by the Alliance. These reports will be used for monitoring progress or performance of the contractual services as specified in the Service Provider Grant Application. 2. To permit persons duly authorized by the Alliance to inspect any records, papers, documents, facilities, goods and services of the provider which are relevant to this contract, and /or interview any clients and employees of the provider to be assured of satisfactory performance of the terms and conditions of this contract. Following such inspection the Alliance will deliver to the provider a list of its concerns with regard to the manner in which said goods or services are being provided. The provider will rectify all noted deficiencies provided by the Alliance within the time set forth by the Alliance, or provide the Alliance with a reasonable and acceptable justification for the provider's failure to correct the noted shortcomings. The Alliance shall determine whether such failure is reasonable and acceptable. The provider's failure to correct or justify within a reasonable time as specified by the Alliance may result in the withholding of payments, being deemed in breach or default, or termination of this contract. 6 S. Safeguarding Information: Not to use or disclose any information concerning a recipient of services under this contract for any purpose except upon written consent of the recipient, or the recipient's authorized representative. T. Assignments and Subcontracts: 1. Approval of the 1997 Service Provider Grant Application shall constitute Alliance approval of the provider subcontracts if the subcontracts follow the service and funding information identified in the service provider application. The provider must submit all contracts for services under the 1997 Grant Application to the Alliance for prior approval when the proposed subcontractor is a profit making organization. No such approval by the Alliance of any assignment or subcontract shall be deemed in any event or in any manner to provide for the incurrence of any obligation of the Alliance in addition to the total dollar amount agreed upon in this contract. All such assignments or subcontracts shall be subject to the conditions of this contract (except Section I, Paragraph K.1., and Section II. Paragraph B.) and to any conditions of approval that the Alliance shall deem necessary. 2. Unless otherwise stated in the contract between the Alliance and the provider, payments made by the Alliance to the provider must be within seven (7) working days after receipt by the Alliance of full or partial payments from the Department of Elder Affairs in accordance with section 287.0585, Florida Statutes. Failure to pay within seven (7) working days will result in a penalty charged against the Alliance and paid to the provider in the amount of one -half of one (1) percent of the amount due, per day from the expiration of the period allowed herein for payment. Such penalty shall be in addition to actual payments owed and shall not exceed fifteen (15) percent of the outstanding balance due. U. Final Request for Payment: 1. To submit the final request for payment to the Alliance no more than 45 days after the contract ends or is terminated; if the provider fails to do so, all right to payment is forfeited, and the Alliance will not honor any requests submitted after the aforesaid time period. Any payment due under the terms of this contract may be withheld until all reports due from the provider, and necessary adjustments thereto, have been approved by the Alliance. 2. A final receipt and expenditure report as a closeout report will be forwarded to the Alliance within sixty (60) days after the contract ends or is terminated. All monies which have been paid to the provider which have not been used to retire outstanding obligations of the contract being closed out must be refunded to the Alliance along with the final receipt and expenditure report. V. Return of Funds: 1. To return to the Alliance any overpayments due to unearned funds or funds disallowed pursuant to the terms of this contract that were disbursed to the provider by the Alliance. 7 a. The provider shall return any overpayment to the Alliance within forty (40) calendar days after either discovery by the provider, or notification by the Alliance, of the overpayment. b. In the event that the provider or its independent auditor discovers an overpayment has been made, the provider shall repay said overpayment within forty (40) calendar days without prior notification from the Alliance. In the event that the Alliance first discovers an overpayment has been made, the Alliance will notify the provider by letter of such a finding. 2. Should repayment not be made in a timely manner, the Alliance will charge interest of one (1) percent per month compounded on the outstanding balance after forty (40) calendar days after the date of notification or discovery. 11. The Alliance Agrees: A. Contract Amount: To pay for contracted services according to the conditions of this contract in an amount not to exceed $454,163.00 subject to the availability of funds. The Alliance's performance and obligation to pay under this contract is contingent upon an annual appropriation by the Legislature. The costs of services paid under any other contract or from any other source are not eligible for reimbursement under this contract. B. Contract Payment: Pursuant to Section 215.422, Florida Statutes, the Alliance shall take no longer than 5 working days to inspect and approve goods and services, unless bid specifications or the contract specifies otherwise. With the exception of payments to health care providers for hospital, medical, or other health care services, if payment is not available within 40 days, measured from the latter of the date the invoice is received or the goods or services are received, inspected and approved, a separate interest penalty set by the Comptroller pursuant to Section 55.03, Florida Statutes, will be due and payable in addition to the invoice amount. Payments to health care providers for hospitals, medical or other health care services, shall be made not more than 35 days from the date of eligibility for payment is determined, and the interest penalty is set by Subsection 215.422(13), Florida Statutes. Invoices returned to a vendor due to preparation errors will result in a payment delay. Invoice payment requirements do not start until a properly completed invoice is provided to the Alliance. C. Vendor Ombudsman: A Vendor Ombudsman has been established within the Department of Banking and Finance. The duties of this individual include acting as an advocate for vendors who may be experiencing problems in obtaining timely payment(s) from a state agency. The Vendor Ombudsman may be contacted at (904) 488 -2924 or by calling the State Comptroller's Hotline, 1- 800 - 848 -3792. 8 • III. Provider and Alliance Mutually Agree: A. Effective Date: 1. This contract shall begin on January 1, 1997 or on the date on which the contract has been signed by both parties, whichever is later. 2. This contract shall end on December 31, 1997. B. Method of Payment: 1. This is an advance and cost reimbursement contract. All requests for payment and expenditure reports submitted to support requests for payment shall be on DOEA forms 106A and 105A. Duplication or replication of both forms via data processing equipment is permissible, provided all data elements are in the same format as included on department forms. 2. The provider may request a monthly advance for each of the first two months of the contract period, based on anticipated cash needs. Detailed documentation justifying cash needs for advances must be maintained in the contract managers file. All payment requests for the third through the twelfth months shall be based on the submission of monthly actual expenditure reports beginning with the first month of the contract. The schedule for submission of advance requests is ATTACHMENT IV to this contract. Reconciliation and recouping of advances made under this contract are to be completed by the time the final payment is made. All advance payments are subject to the availability of funds. 3. The provider may request extraordinary cash in addition to the above advance requests in accordance with DOEA Administrative Policy Memorandum Number A0012. 4. Any payment due by the Alliance under the terms of this contract may be withheld pending the receipt and approval by the Alliance of all financial and programmatic reports due from the provider and any adjustments thereto. 5. The provider agrees to implement the distribution of funds as detailed in the 1997 Service Provider Grant Application and the Budget Summary, ATTACHMENT V to this contract. Any changes in the amounts of federal or general revenue funds identified on the Budget Summary form require a contract amendment. 6. Financial Reports: The provider agrees to provide an accurate, complete and current disclosure of the financial results of this contract as follows: a. To submit all requests for payment and expenditure reports according to the format, schedule and requirements specified in ATTACHMENT IV. b. The completed manual units of service portions of the Older Americans Act Annual Report if applicable, are due to the contract manager on or by October 15, 1997. The Alliance will obtain the remaining report sections from the Client Information, Registration and Tracking System. 9 C. Termination: 1. Termination at Will This contract may be terminated by either party upon no Tess than thirty (30) calendar days notice, without cause, unless a lesser time is mutually agreed upon by both parties, in writing. Said notice shall be delivered by certified mail, return receipt requested, or in person with proof of delivery. 2. Termination Because of Lack of Funds In the event funds to finance this contract become unavailable, the Alliance may terminate the contract upon no less than twenty -four (24) hours notice in writing to the provider. Said notice shall be delivered by certified mail, return receipt requested, or in person with proof of delivery. The Alliance shall be the final authority as to the availability of funds. 3. Termination for Breach Unless the provider's breach is waived by the Alliance in writing, or the provider fails to cure the breach within the time specified by the Alliance, the Alliance may, by written notice to the provider, terminate this contract upon no less than twenty -four (24) hours notice. Said notice shall be delivered by certified mail, return receipt requested, or in person with proof of delivery. If applicable, the Alliance may employ the default provisions in Chapter 60A- 1.006(3), Florida Administrative Code. Waiver of breach of any provisions of this contract shall not be deemed to be a waiver of any other breach and shall not be construed to be a modification of the terms of this contract. The provisions herein do not limit the Alliance's right to remedies at law or to damages. D. Suspension: 1. Reasonable Cause The Alliance may, for reasonable cause, temporarily suspend the use of funds by a provider pending corrective action, or pending a decision of terminating the contract. Reasonable cause is such cause as would compel a reasonable person to suspend the use of funds pursuant to this contract; it includes, but is not limited to, the provider's failure to permit inspection of records, or to provide reports, or to rectify deficiencies noted by the Alliance within the time specified by the Alliance, or to utilize funds as agreed in this contract, or such other cause as might constitute breach of any of the terms of this contract. 2. The Alliance may prohibit the provider from receiving further payments and may prohibit the provider from incurring additional obligations of funds. The suspension may apply to any part, or to all of the provider's obligations. 3. To suspend operations of the provider, the Alliance will notify the provider in writing by Certified Mail of: the action taken, the reason(s) for such action; and the conditions of the suspension. The notification will also indicate: what corrective actions are necessary to remove the suspension; the provider's right to an administrative hearing; and, give the provider the appropriate time period to request an administrative hearing 10 before the effective date of the suspension (unless provider actions warrant an immediate suspension). E. Notice and Contact: 1. The name, address and telephone number of the contract manager for the Alliance for this contract is: John L. Stokesberry Suite 400 9500 South Dadeland Boulevard Miami, Florida 33156 (305) 670 -6502 2. The name, address and telephone number of the representative of the provider responsible for administration of the program under this contact is: Louis LaTorre 5100 College Road - Wing III Key West, FL 33040 (305) 292 -4420 3. In the event that different representatives are designated by either party after execution of this contract, notice of the name and address of the new representative will be rendered in writing to the other party and said notification attached to originals of this contract. F. Renegotiation or Modification: 1. Modifications of provisions of this contract shall only be valid when they have been reduced to writing and duly signed. The parties agree to renegotiate this contract if revisions of any applicable laws, or regulations make changes in this contract necessary. 2. The rate of payment and the total dollar amount may be adjusted retroactively to reflect price level increases and changes in the rate of payment when these have been established through the appropriations process and subsequently identified in the Alliance's operating budget. G. Special Provisions: 1. Nonexpendable Property a. Nonexpendable property is defined as tangible property of a nonconsumable nature that has an acquisition cost of $500 or more per unit, and an expected useful life of at least one year; and hardback bound books that are not circulated to students or the general public, the value or cost of which is $100 or more. Hardback books with a value or cost of $25 or more should be classified as an OCO expenditure only if they are circulated to students or to the general public. 11 b. All such property, purchased under this contract shall be listed on the property records of the provider. Said listing shall include a description of the property, model number, manufacturer's serial number, funding source, information needed to calculate the federal and /state share, date of acquisition, unit cost, property inventory number and information on the location, use and condition, transfer, replacement or disposition of the property. c. All such property purchased under this contract shall be inventoried annually. An inventory report will be submitted to the Alliance upon request by the Alliance. d. Title (ownership) to all nonexpendable property acquired with funds from this contract shall be vested in the Department of Elder Affairs upon completion or termination of the contract. e. At no time shall the provider dispose of nonexpendable property purchased under this contract except with the permission of, and in accordance with instructions from the Alliance. f. A formal contract amendment is required prior to the purchase of any item of nonexpendable property not specifically listed in the approved budget. g. Information Technology Resources The provider must adhere to the Department of Elder Affairs' (DOEA) procedures and standards when purchasing Information Technology Resources (ITR) as part of this contract. An ITR worksheet is required for any computer related item costing $500.00 or more, including data processing hardware, software, services, supplies, maintenance, training, personnel and facilities. The provider agrees to secure prior written approval through the contract manager from the DOEA's Management Systems director for the purchase of any ITR. The provider will not be reimbursed for any purchases made prior to this written approval on the ITR worksheet. 2. Match There will be a match requirement of at least 10 percent of the cost for all services. Total provider match for this contract period will be at least $50.463.00. The provider's contribution will be made in the form of cash and /or inkind resources. At the end of the contract period, all Older American Act funds must be properly matched. 3. Older American Act Funds The provider and the Alliance agree to perform the services of this contract in accordance with all federal, state and local laws, rules, regulations and policies that pertain to Older American's Act funds. 4. Fees for Services The provider assures that Older Americans Act paid staff will not assess nor collect fees from eligible clients for Older Americans Act funded services. Subcontractors may charge fees for services not paid for with Older Americans Act funds to those persons 12 who are able to pay part or all of the cost of services. 5. Carry Forward Funds Federal fiscal year funding provided in this contract is subject to substitution by prior year's carry forward funds in accordance with procedures established by the Alliance. The Alliance has the authority to re -award current year funds in excess of five percent which are deobligated by this process. This provision excludes senior center carry forward funds. 6. Copyright Clause Where activities supported by this contract produce original writing, sound recordings, pictorial reproductions, drawings or other graphic representation and works of any similar nature, the Alliance has the right to use, duplicate and disclose such materials in whole or part, in any manner, for any purpose whatsoever and to have others acting on behalf of the Alliance do so. If the materials so developed are subject to copyright, trademark or patent, then legal title and every right, interest, claim or demand of any kind in and to any patent, trademark, copyright, or application for the same, will vest in the State of Florida, Department of State, for the exclusive use and benefit of the state. Pursuant to Section 286.021, Florida Statutes, no person, firm or corporation, including parties to this contract, shall be entitled to use the copyright, patent or trademark without the prior written consent of the Department of State. 7. Grievance and Appeal Procedures The provider will develop procedures for handling complaints from persons who complain that service has been denied, terminated or reduced improperly as outlined in 58A- 1.007(e) Florida Administrative Code and the Department of Elder Affairs Programs and Services Manual. 8. Investigation of Allegations Any report that implies criminal intent on the part of a service provider agency and referred to the state attorney must be sent to the Alliance. The Alliance must investigate allegations regarding falsification of client information, service records, payment requests, and other related information. 9. Signature All contracts and amendments must be signed by the President of the Board of Directors of the provider, or such other officer or member of the board as designated by the Board of Directors. 10. Disaster In preparation for the threat of an emergency event as defined in the State of Florida Comprehensive Emergency Management Plan, the Department of Elder Affairs may exercise authority over an area agency or service provider in order to implement preparedness activities to improve the safety of the elderly in the threatened area and 13 to secure area agency and service provider facilities in order to minimize the potential impact of the event. These actions will be within the existing roles and responsibilities of the area agency and its service providers. In the event the President of the United States or the Governor of the State of Florida declares a disaster or a state of emergency, the Department of Elder Affairs may exercise authority over an area agency or service provider in order to implement emergency relief measures and /or activities. In either of these cases, only the Secretary or Deputy Secretary or his or her designee of the Department of Elder Affairs shall have such authority to order the implementation of such measures. All actions directed by the Department under this section shall be for the purpose of ensuring the health, safety and welfare of the elderly in the potential disaster area or actual disaster area. 11. Computer System Backup and Recovery Each service provider must anticipate and prepare for the loss of information processing capabilities. The routine backing up of data and software is required to recover from losses or outages of the computer system. Data and software essential to the continued operation of agency functions must be backed up. The security controls over the backup resources shall be as stringent as the protection required of the primary resources. 12. Information and Referral The provider will cooperate with the Alliance in the collection and maintenance of an information and referral data base for the entire planning and service area. 13. Volunteers The provider will promote the use of volunteers as prescribed in Section 306(a)(12), Older Americans Act and Section 430.07, Florida Statutes. In addition, the provider will increase the use of volunteers in their service area by providing training, technical assistance and funding, where possible. 14. Comprehensive Assessment Review and Evaluation for Long Term Care Services (CARES) Program Those persons who are functionally assessed by the Comprehensive Assessment Review and Evaluation for Long Term Care Services (CARES) Program to be at risk of placement in an institution and referred to the Older Americans Act Program will be given primary consideration for services to prevent institutional placement. 15. Client Information and Registration Tracking System (CIRTS) a. The Alliance will ensure the collection and maintenance of Older Americans Act client and service information on a monthly basis from the Client Information and Registration Tracking System (CIRTS). Maintenance includes valid exports and backups of all data and systems according to DOEA standards. 14 b. The provider must enter all required data per the Department's and the Alliance's CIRTS Policy Guidelines for OAA clients and services in the CIRTS on a monthly basis. The data must be entered into the CIRTS before the Provider submits its request for payment and expenditure reports to the Alliance. c. The Provider will run monthly CIRTS reports and verify that client and service data in the CIRTS is accurate. This report must be submitted to the Alliance with the monthly request for payment and expenditure report to be reviewed before the service provider's request for payment and expenditure reports can be approved. d. Failure to ensure the collection and maintenance of the CIRTS data may result in the Alliance enacting the "Suspension" clause of this contract (see Section III, D.). H. Name, Mailing and Street Address of Payee: 1. The name (provider name as shown on page 1 of this contract) and mailing address of the official payee to whom the payment shall be made: Monroe County Board of Commissioners 5100 College Road - Wing ill Key West, FL 33040 2. The name of the contact person, street address and telephone number where financial and administrative records are maintained: Louis LaTorre 5100 College Road - Wing III Key West, FL 33040 (305) 292 -4420 15 IN WITNESS THEREOF, the parties hereto have caused this 24 page contract to be executed by their undersigned officials as duly authorized. PROVIDER: MONROE COUNTY BOARD ALLIANCE FOR AGING, INC FOR DADE OF OM ■ ISSIONERS AND MONROE COUNTIES SIGNE Ji SIGNED BY: BY: NAME: 1 L ( 7 J 66 OC sS NAME: CARLOS NOBLE TITLE: 1 /9 YO TITLE: PRESIDENT DATE: 1.11 8'19( DATE: APPROVED AS TO FORM AND LE • L SUFFICW BY �. I , 4,44 or -414 NNE �y DATE ����/ .1: FEDERAL ID NUMBER: 59- 6000749 \` f PROVIDER FISCAL YEAR ENDING DATE: 9/30 ` 1 `-` (SEAL) ATTEST: DANN' -D AGE, CLERK B Y 17,114. Tin DEP► CL T, 16 ATTACHMENT I CERTIFICATION REGARDING LOBBYING CERTIFICATION FOR CONTRACTS, GRANTS, LOANS AND COOPERATIVE AGREEMENT 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 an employee of any agency, a member of congress, an officer or employee of congress, or an employee of a member of congress in connection with the awarding of any federal grant, the making of any federal grant, the making of any federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any federal contract, grant, loan, or cooperative agreement. (2) If any funds other than federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a member of congress, an officer or employee of congress, or an employee of a member of congress in connection with this federal 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. 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 sect'. 135 , Title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty • f n • less than 1 ,000 a • d not more than $100,000 for each such failure. Ozird iii‘c --/ 124 Mt/ (0 Signa re Date i4 4 t / I J 01)61-4 � KG -751 Name of Authorized Individual Application or Contract Number Monroe County Board of Commissioners 5100 College Road - Wing Ill Ke Wes FL 3 1 • 1 _ Name and Address of O ''g ,e: DOEA Form 103 c I . ::.) yr: f ,' jY APPROVED AS TO FOR i AND AL SUFFICIE (SEAL) BY - - A T T E S T : DANNY L. KOLHAGE, CLERK ' ANNE • •N DA BY 1 _ • :��.._ \ • . . DEPU CLE ` 17 ATTACHMENT 11 CERTIFICATION REGARDING DEBARMENT, SUSPENSION, INELIGIBILITY AND VOLUNTARY EXCLUSION CONTRACTS /SUBCONTRACTS This certification is required by the regulation implementing Executive Order 12549, Debarment and Suspension, signed February; 18, 1986. The guidelines were published in the May 29, 1987 Federal Register (52 Fed. Reg., pages 20360 - 20369). (1) The prospective provider certifies, by signing this certification, that neither he nor his principals is presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in contracting with the Department of Elder Affairs by any federal department or agency. (2) Where the prospective provider is unable to certify to any of the statements in this certification, such p spe 've provider shall attach an explanation to this certification. O Signature Date o r ,s% l 15 �� .1 =w 1 171 b0 061-ASS 1 , MA W Name and Title of Authorized Indi (SEAL) ATTEST: DANNY L. KOLHAGE, QERK BY �+ Monroe County Board of Commissioners DE TY CL Name of Organization DOEA Form 112A October 1993 ' "PROVED AS TO FORM LEGAL SUFFICI N . ZAMA A. UTTON 18 CERTIFICATION REGARDING DEBARMENT, SUSPENSION, INEUGIBILITY AND VOLUNTARY EXCLUSION CONTRACTS /SUBCONTRACTS 1. Each provider whose contract equals or exceeds $25,000 in federal monies must sign this debarment certification prior to contract execution. Independent auditors who audit federal programs regardless of the dollar amount are required to sign a debarment certification form. Neither the Department of Elder Affairs nor its contract providers can contract with providers if they are debarred or suspended by the federal government. 2. This certification is a material representation of fact upon which reliance is placed when this contract is entered into. If it is later determined that the signed knowingly rendered an erroneous certification, the Federal Government may pursue available remedies, including suspension and /or debarment. 3. The provider shall provide immediate written notice to the contract manager at any time the provider learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. 4. The terms "debarred," "suspended," "ineligible," "person," "principal," and "voluntarily excluded," as used in this certification, have the meanings set out in the Definitions and Coverage sections of rules implementing Executive Order 12549 and 45 CFR (Code of Federal Regulations), Part 76. You may contact the contract manager for assistance in obtaining a copy of those regulations. 5. The provider further agrees by submitting this certification that, it shall not knowingly enter into any subcontract with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this contract unless authorized by the Federal Government. 6. The provider further agrees by submitting this certification that it will require each subcontractor of this contract whose payment will equal or exceed $25,000 in federal monies, to submit a signed copy of this certification with each contract. 7. The Department of Elder Affairs and its contract providers may rely upon a certification of a provider that is not debarred, suspended, ineligible, or voluntarily exclude from contracting /subcontracting unless it knows that the certification is erroneous. DOEA Form 112B October 1993 19 ATTACHMENT III FINANCIAL AND COMPLIANCE AUDITS This attachment is applicable, if the provider or grantee hereinafter referred to as provider, is any local government entity, nonprofit organization, or for - profit organization. PART 1: SINGLE AUDIT This part is applicable if the provider is a local government entity or nonprofit organization and receives a total of $25,000 or more from the Alliance during its fiscal year. The provider has "received" funds when it has obtained cash from the Alliance or when it has incurred expenses which will be reimbursed by the Alliance. The provider agrees to have an annual financial and compliance audit performed by independent auditors in accordance with the current Government Auditing Standards ( "Yellow Book ") issued by the Comptroller General of the United States. Local governments shall comply with Office of Management and Budget (OMB) Circular A -128, Audits of State and Local Governments. Nonprofit providers receiving federal funds passed through the Alliance shall comply with the audit requirements contained in OMB Circular A -133 • Audits of Institutions of Higher Learning and Other Nonprofit Institutions, except as modified herein. Such audits shall cover the entire organization for the organization's fiscal year, not to exceed 12 months. The scope of the audit performed shall include the financial audit requirements of the "Yellow Book ", and must include reports on internal control and compliance. The audit report shall include a schedule of financial assistance that discloses each state contract by number. An audit performed by the Auditor General shall satisfy the requirements of this attachment. Compliance findings related to contracts with the Alliance shall be based on the contract requirements, including any rules, regulations, or statutes referenced in the contract. Where applicable, the audit report shall include a computation showing whether or not matching requirements were met. All questioned costs and liabilities due to the Alliance shall be calculated and fully disclosed in the audit report with reference to the Alliance contract involved. These requirements do not expand the scope of the audit as prescribed by the "Yellow Book ". If the provider has received any funds from a grants and aids appropriation, the provider will also submit a compliance reports(s) in accordance with the rules of the Auditor General, chapter 10.600, and indicate on the schedule of financial assistance which contracts are funded from state grants and aids appropriations. Copies of the financial and compliance audit report, management letter, and all other correspondence, if any, related to audits performed by independent auditors, other than the Auditor General, shall be submitted within 180 days after the end of the provider's fiscal year, unless otherwise required by Florida Statutes, to the following: A. Contract Manager for the Alliance (Submit 2 copies) John L. Stokesberry 9500 South Dadeland Blvd., Suite 400 Miami, FL, 33156 B. Submit to this address only those reports prepared in accordance with OMB Circular A -133: Federal Audit Clearinghouse U.S. Bureau of the Census Jeffersonville, Indiana 47132 C. Submit to this address only those reports prepared in accordance with the rules of the Auditor General, chapter 10.600: Jim Dwyer Office of the Auditor General P.O. Box 1735 Tallahassee, Florida 32302 The provider shall ensure that audit working papers are made available to the Alliance, or its designee, upon request for a period of five years from the date the audit report is issued, unless extended in writing by the Alliance. DOEA Form 104A 9/30/92 20 • • PART 11 : GRANTS AND AIDS AUDIT /ATTESTATION This part is applicable if the provider is awarded funds from a grants and aid appropriation, and is either (1) a local govemment entity or nonprofit organization receiving a total of less than $25,000 from the department during its fiscal year or (2) a for - profit organization receiving any amount from the Alliance. The provider has "received" funds when it has obtained cash from the Alliance or when it has incurred expenses which will be reimbursed by the Alliance. If the amount received from grants and aids appropriation awards exceeds $100,000, the provider agrees to have an audit performed by an independent certified public accountant and submit a compliance report(s) in accordance with the rules of the Auditor General, chapter 10.600. The audit report shall include a schedule of financial assistance that discloses each state contract by number and indicates which contracts are funded from state grants and aids appropriations. Compliance findings related to contracts with the Alliance shall be based on the contract requirements, including any rules, regulations, or statutes referenced in the contract. Where applicable, the audit report shall include a computation showing whether or not matching requirements were met. All questioned costs and liabilities due to the Alliance shall be calculated and fully disclosed in the audit report with reference to the Alliance contract involved. If the amount received from grants and aids appropriation awards exceeds $25,000, but does not exceed $100,000, the provider may have an audit as described above or have a statement prepared by an independent certified public accountant which attests that the provider has complied with the provisions of all contracts funded by a grants and aids appropriation. If the amount received from grants and aids appropriation awards does not exceed $25,000, the provider will have the head of the entity or organization attest, under penalties of perjury, that the organization has complied with the provisions of all contracts funded by a grants and aids appropriation. Copies of the audit report and all other correspondence, if any, related to audits performed by the independent auditor, or the attestation statement, shall be submitted within 180 days after the provider's fiscal year end to the following: A. Contract Manager for the Alliance (Submit 2 copies): John L. Stokesberry 9500 South Dadeland Blvd., Suite 400 Miami, FL 33156 B. Jim Dwyer Office of the Auditor General • P.O. Box 1735 Tallahassee, Florida 32302 The provider shall ensure that audit working papers are made available to the Alliance, or its designee, upon request for a period of five years from the date the audit report is issued, unless extended in writing by the Alliance. PART 111: NO AUDIT REQUIREMENT This part is applicable if the provider is not awarded funds from a grants and aids appropriation, and is either (1) a local government entity or nonprofit organization receiving a total of less than $25,000 from the Alliance during its fiscal year or (2) a for - profit organization receiving any amount from the Alliance. The provider has "received" funds when it has obtained cash from the Alliance or when it has incurred expenses which will be reimbursed by the Alliance. The provider has no audit or attestation statement required by this attachment. DOEA Form 1048 9/30/92 21 ATTACHMENT IV CONTRACT REPORT CALENDAR ADVANCE BASIS CONTRACT TITLE III Submit to Alliance Report On or Before Number Month Based On This Date 1 January Advance* January 1 2 February Advance* January 1 3 March January Expenditure Report February 5 4 April February Expenditure Report March 5 5 May March Expenditure Report April 5 6 June April Expenditure Report May 5 7 July May Expenditure Report June 5 8 August June Expenditure Report July 5 9 September July Expenditure Report August 5 10 October August Expenditure Report September 5 11 November September Expenditure Rept. October 5 12 December October Expenditure Report November 5 13 November Expenditure Report December 5 14 December Expenditure Report January 5, 1998 15 Final Payment Request February 14 16 Final Closeout Package February 29 Legend: * Advance based on projected cash need. Submission of expenditure reports may or may not generate a payment request. If the closeout package reflects funds due back to the Alliance, payment is to accompany the report. Note # 1: Reports #1 and #2 for Advance Basis Contracts cannot be submitted to the Alliance prior to January 1 or until the contract with the Alliance has been executed. Actual submission of the vouchers to the Department of Elder Affairs is dependent on the accuracy of the expenditure report. Note # 2: A final payment request may be submitted to the Alliance by the provider up to 45 days after the contract has ended. 22 ATTACHMENT V 1997 OAA BUDGET SUMMARY Name of Agency:Monroe County Board of Commissioners Contract No. KG -751 Distribution of Award by Title Federal Share Title III -B $178,181.00 Title I11 C -1 $125,191.00 Title III C -2 $122,027.00 Title III -D $ 28,764.00 Title III -F $ 0.00 TOTAL FEDERAL AMOUNT $454,163.00 • 23 ATTACHMENT VI SPECIAL CONTRACT PROVISIONS All service providers agree to submit to the Alliance on an annual basis, and no later than March 31st, a disaster preparedness plan which will include as a minimum, the following: 1. Activities undertaken to educate clients and the community regarding disaster preparedness and the needs of the elderly. 2. Activities undertaken to identify the special needs of clients and how these will be met in the event of a disaster. 3. Activities undertaken to participate with local, municipal and county agencies to assist in the development of local disaster preparedness plans which include the special needs of the elderly. 4. Specific plans developed for the continuation and /or suspension and resumption of service in the event of a disaster. 24