COMMUNITY LEGAL SERVICES AGREEMENT.PDF
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CONTRACT FOR SERVICES BETWEEN MARICOPA COUNTY ADMINISTERED BY ITS HUMAN SERVICES DEPARTMENT AND COMMUNITY LEGAL SERVICES Contract Number: C-22-22-159-X-00 Contract Not-To Exceed: $2,600,000 Contract Start Date: July 1, 2021 Contract Termination Date: June 30, 2023 CFDA Number: 21.027 Coronavirus State and Local Fiscal Recovery Funds DUNS #: 182613711 1.0 PARTIES 1.1 This Contract is a financial agreement (“Agreement”) between Community Legal Services, a non-profit law firm (“Contractor”) and Maricopa County administered by its Human Services Department, (“County”) to provide legal assistance and representation to Maricopa County tenants who are facing eviction due to nonpayment of rent. 1.2 The Contractor and the County are collectively referred to as the “Parties” and individually as a “Party.” 1.3 Maricopa County is authorized to enter into this Agreement under A.R.S. §§ 11- 201 and 11-254.04. 1.4 The Parties shall provide and perform as set forth in this Agreement. All rights and obligations of the Parties shall be governed by the terms of this Agreement, its exhibits, attachments, and appendices, including any Subcontracts, Amendments, or Change Orders as set forth in this Agreement. 2.0 PURPOSE The purpose of the Agreement is to provide legal assistance and representation to Maricopa County tenants impacted by the COVID-19 Pandemic who are facing eviction due to nonpayment of rent. 3.0 CONTRACTOR RESPONSIBILITIES 3.1 The Contractor shall provide legal assistance to eligible tenants. Eligible tenants reside in Maricopa County and are at risk of eviction due to nonpayment of rent. 3.2 It will be the Contractor’s sole discretion to determine the appropriate level of legal assistance in each case. The Contractor’s staff will perform a conflict of interest check for all tenants for whom some level of legal assistance is determined appropriate. 3.3 Contractor services to eligible tenants shall include: 3.3.1 Legal information to tenant(s) about tenant rights and landlord responsibilities. 3.3.2 Legal information to tenant(s) about the eviction process, including any applicable federal laws, rules, or requirements for public and subsidized housing. 3.3.3 Legal advice to tenant(s) regarding the tenant’s specific case. 3.3.4 Legal representation for tenant(s) in negotiations with landlords, if deemed appropriate. Community Legal Services Page 1 of 16 3.3.5 Legal representation for tenant(s) at risk of eviction if deemed appropriate. 3.4 The Contractor shall provide legal assistance described in 3.3 during normal hours of operation: 8:00 AM to 5:00 PM, Monday thru Friday. Additionally, services may be provided on-site through Maricopa County Justice Court venues located at: 3.4.1 Agua Fria; 3.4.2 Arcadia Biltmore; 3.4.3 Arrowhead; 3.4.4 Country Meadows; 3.4.5 Desert Ridge; 3.4.6 Downtown; 3.4.7 Dreamy Draw; 3.4.8 East Mesa; 3.4.9 Encanto; 3.4.10 Hassayampa; 3.4.11 Highland; 3.4.12 Ironwood; 3.4.13 Kyrene; 3.4.14 Mainstee; 3.4.15 Maryvale; 3.4.16 McDowell Mountain; 3.4.17 Moon Valley; 3.4.18 North Mesa; 3.4.19 North Valley; 3.4.20 San Marcos; 3.4.21 San Tan; 3.4.22 South Mountain; 3.4.23 University Lakes; 3.4.24 West McDowell; 3.4.25 West Mesa; and, 3.4.26 White Tank. 3.5 Tenants receiving legal assistance in the Justice Courts of Arcadia Biltmore, Encanto, Downtown, West McDowell, South Mountain, Desert Ridge, Dreamy Draw, McDowell Mountain, and Moon Valley will need to self-declare their current income to be above 200% of the Federal Poverty Level. 3.6 The Contractor may provide legal assistance to Maricopa County tenants, at risk of eviction, in Maricopa County Superior Court in cases for which the Superior Court has jurisdiction. 3.7 The Contractor shall submit monthly performance reports. The performance reports shall include: 3.7.1 The number of tenants the Contractor attempted to assist/represent for each court. 3.7.2 The number of tenants for which the Contractor negotiated with the landlord and the success rate of those negotiations. Success shall be defined as ensuring the tenant(s) were not evicted as a result of the negotiation. 3.7.3 The number of tenants that the Contractor represented in court and the success rate. Success shall be defined as ensuring the tenant(s) were not evicted for that case. 3.7.4 Such other information as the Contractor may deem appropriate during each reporting period. 3.7.5 Monthly reports will be due no later than fifteen (15) days after the end of that month. Community Legal Services Page 2 of 16 3.8 Any funds not disbursed by Contractor by June 30, 2023, unless revised through an administrative change order, shall be returned to County not later than August 1, 2023. Similarly, if any grantee fails to cash a check or otherwise returns funds to Contractor, such funds shall be returned to County not later than August 1, 2023. 3.9 Access for County and its auditors for not less than two (2) calendar years from the date of the report to all records and materials retained by Contractor relating to the Program, with such access to be granted during normal business hours on reasonable notice of not less than forty-eight hours. Such records and materials may be redacted by Contractor to the extent necessary to comply with its ethical obligations under Arizona law, including confidentiality and attorney-client responsibilities. 3.10 Provision for change to scope to meet requirements of any updated guidance from US Treasury, Inspector General or other required oversight associated with the ARPA funds. 4.0 COUNTY RESPONSIBILITIES 4.1 The County shall be responsible for the following: 4.1.1 Monthly providing the Contractor a list of persons facing eviction for the Contractor to provide services to. 4.1.2 Providing timely payment of Contractor's fee for services rendered. 4.1.3 Responding to Contractor questions in a timely manner. 5.0 TERM The Agreement shall be effective on the date listed on page 1 of the Agreement, and it will expire on June 30, 2023. 6.0 AGREEMENT RENEWAL The Agreement may be renewed by a written amendment two (2) times for a period of three (3) months each, provided however, that Contractor is in full compliance with all terms and conditions of this Agreement. 7.0 ADMINISTRATIVE CHANGE ORDERS 7.1 Administrative Change Orders – The Chairman of the Board of Supervisors is authorized upon the recommendation of the Human Services Department Director and Legal Counsel to make changes within the general scope of the Agreement on behalf of the County through Administrative Change Orders. Administrative Change Orders shall be approved and fully executed by the Chairman of the Board of Supervisors and the Contractor’s authorized Representative. Administrative Change Orders may address any of the following areas: 7.1.1 Modifications to the project timeline if the last day of the project timeline is within the Agreement term; 7.1.2 Modifications to Budget line items if the Agreement Amount remains unchanged; 7.1.3 Modifications required by federal, state, or County regulations, ordinances, or policies; and 7.1.4 Modifications to Administrative requirements such as changes in reporting periods, frequency of reports, or report formats required by Department of Treasury or local regulations, policies or requirements. 7.2 It is the responsibility of the Contractor to ensure the latest documents are consulted and followed. Community Legal Services Page 3 of 16 8.0 AMENDMENTS All Amendments to this Agreement shall be in writing and signed by authorized signers for both Parties. 9.0 TERMINATION 9.1 The Parties may mutually terminate or cancel this Agreement after providing the appropriate notice, as defined in the following subsections. 9.2 Generally, termination shall become effective after at least thirty (30) calendar days prior written notice delivered by personal delivery or registered or certified mail, postage prepaid and return receipt requested, to the persons at the addresses set forth in the Notice section of this Agreement (“General Termination Notice”). 9.3 Separately, the County has the right to terminate the Agreement upon twenty-four (24) hour notice when the County determines that the health or welfare of County employees or Service Recipients are endangered or the Contractor’s non- compliance jeopardizes funding source financial participation. Notice under this term shall occur in the same manner as required under Termination Notice, at Section 9.2, above. 9.4 Further, under A.R.S. § 38-511, the County may cancel this Agreement at any time without penalty or further obligation within three years after execution of this Agreement if any person significantly involved in initiating, negotiating, securing, drafting or creating this Agreement on behalf of that Party is, at any time while this Agreement or any extension of the Agreement is in effect, an employee or agent of any other party to the Agreement in any capacity or consultant to any other party of the Agreement with respect to the subject matter of the Agreement. Cancellation under A.R.S. § 35-511 is effective when written notice from the County is received by the Contractor unless the notice specifies a later time (“Conflict Cancellation Notice”). Notice under this term shall occur in the same manner as required under Termination Notice at Section 9.2. Additionally, under A.R.S § 38-511, the County may recoup any fee or commission paid or due to any person significantly involved in initiating, negotiating, securing, drafting or creating the contract on behalf of the County from any other Party to this Agreement arising as the result of this Agreement. 9.5 See also Section 14.0 (Availability of Funds) for additional termination provisions. 9.6 If not terminated or cancelled under one of the above terms, then this Agreement shall terminate upon the expiration of the Term of this Agreement. 10.0 COMPENSATION 10.1 The County shall provide financial assistance in an amount not to exceed $2,600,000, as outlined in Attachment A (Budget) for the administration of activities as described in Section 3.0 and subject to the terms of this Agreement and availability of funds. 10.2 Subject to the availability and authorization of funds for the explicit purposes set forth in the Agreement, the County will pay the Contractor compensation for services rendered as indicated in the following subsections. 10.3 The Contractor shall be reimbursed utilizing Catalog of Federal Domestic Assistance (CDFA) Number 21.027. 10.4 The County shall reimburse the Contractor on a net “0” payments standard. 11.0 METHODS OF PAYMENT 11.1 The Contractor agrees to submit monthly invoices to County unless monthly expenditures for the activity do not exceed One Thousand Dollars ($1,000.00). Community Legal Services Page 4 of 16 County agrees to reimburse Contractor for actual allowable costs incurred following submittal by Contractor of an itemized statement of actual expenditures incurred, supported by back-up documentation described in section 3.7. 11.2 The Contractor shall submit invoices to hsdfinance@maricopa.gov. 12.0 DISALLOWED COSTS 12.1 The cost principles set forth in the Code of Federal Regulations, 48 C.F.R. Chapter 1, Subchapter #, Part 31 including later amendments and the editions on file with the Arizona Secretary of State and incorporated by this reference, shall be used to determine the allowability of incurred costs for the purpose of reimbursing costs under Agreement provisions that provide for the reimbursement of costs. Those costs that are specifically defined as unallowable in 48 C.F.R., Chapter 1 Subchapter E, Part 31 therein will not be submitted for reimbursement by the Contractor and may not be reimbursed with County funds. 12.2 The Contractor shall follow cost principles as outlined in Office of Management and Budget (OMB) Uniform Guidance 2 C.F.R.§§200, et seq. 13.0 FINAL INVOICE UPON CONTRACT TERMINATION 13.1 Upon termination of this Agreement at the date identified on page 1 of this Agreement, or as may be amended, the Contractor shall submit the final invoice. 13.2 This invoice shall be submitted no later than 30 calendar days after the termination date except as noted immediately below. 13.3 If the termination date is between June 10 and June 30, the final invoice shall be submitted by July 10th. 13.4 The final progress report, and any other required reports that may be applicable, such as the program income report, shall be submitted with the final invoice. 14.0 AVAILABILITY OF FUNDS 14.1 The provisions of this Agreement relating to the payment for services shall become effective when funds assigned for compensating the Contractor, as provided herein, are actually available to the County for disbursement. Notwithstanding any other provision in this Agreement, every payment obligation of the Parties under this Agreement is conditioned upon the availability of funds appropriated and allocated for the payment of such obligation. If funds are not appropriated, allocated and available or if the appropriation is changed by the appropriating body resulting in funds no longer being available for the continuance of this Agreement, this Agreement may be terminated by the affected Party or any other affected agency of the County or state at the end of the period for which funds are available. No liability shall accrue to the affected Party or any other affected agency of the County or state in the event this provision is exercised, and neither the affected Party nor any other affected agency of the County or state shall be obligated or liable for any future payments or for any damages due to termination under this paragraph. 14.2 The County shall be the sole authority in determining the availability of funds under this Agreement and the County shall keep the Contractor fully informed as to the availability of funds. 14.3 If any action is taken by any state agency, federal department or any other agency or instrumentality to suspend, decrease, or terminate its fiscal obligation under, or in connection with this agreement, then the County may amend, suspend, decrease or terminate its obligations under or in connection with this Agreement. In the event of termination, the County shall be liable for payment only for services rendered prior to the effective date of the termination, provided that such services performed Community Legal Services Page 5 of 16 are in accordance with the provisions of this Agreement. The County shall give written notice of the effective date of any suspension, amendment, or termination under this section at least ten (10) calendar days in advance. 15.0 RIGHTS IN DATA The Parties shall have the use of all project data and reports resulting from this Agreement without cost or other restriction, except as otherwise provided by law or applicable regulation. Each Party shall supply to the other Party, upon request, any available information that is relevant to this Agreement and to the performance hereunder. 16.0 AGREEMENT COMPLIANCE MONITORING The County shall monitor the Contractor's compliance with, and performance under, the terms and conditions of this Agreement. On-site visits for compliance monitoring may be made by the County and/or its grantor agencies at any time during the Contractor's normal business hours, announced or unannounced. During an on-site visit, the Contractor shall make all of its records and accounts related to work performed and services provided under this Agreement available to the County for inspection and copying, unless doing so would violate the Contractor’s ethical obligations under Arizona law, including confidentiality and attorney-client responsibilities. In instances involving potential violation of Contractor’s ethical obligations under Arizona law, the County and the Contractor will develop a procedure to ensure the County is provided sufficient information to monitor Contractor’s compliance with this Agreement. 17.0 AUDIT REQUIREMENTS 17.1 In accordance with A.R.S. § 11-624, the Contractor shall, at its own expense, file with the County, either: 17.1.1 Audited financial statements prepared in accordance with federal single audit requirements; or, 17.1.2 Financial statements prepared in accordance with generally accepted accounting principles audited by an independent certified public accountant. 18.0 NOTICES For Maricopa County: For Community Legal Services: Jacqueline Edwards, Lillian O. Johnson Human Services Deputy Director Executive Director Jacqueline.Edwards@maricopa.gov LJohnson@clsaz.org 602-506-4812 602-258-3434 234 N. Central Ave., 3rd Floor 305 S. 2nd Avenue Phoenix, AZ 85004 Phoenix, AZ 85003 19.0 EMPLOYMENT DISCLAIMER 19.1 This Agreement is not intended to constitute, create, give rise to, or otherwise recognize a joint venture agreement, partnership, or other formal business association or organization of any kind between the Parties, and the rights and obligations of the Parties shall be only those expressly set forth in this Agreement. 19.2 Each Party agrees that no individual performing under this Agreement on behalf of the Party may be considered an agent, employee, or representative of the other Party, and that no rights reserved for a Party shall accrue to or apply to any such individual operating on behalf of the other Party. Each Party shall have total responsibility for all salaries, wages, bonuses, retirement, withholdings, workers’ compensation, occupational disease compensation, unemployment Community Legal Services Page 6 of 16 compensation, other employee benefits, and all taxes and premiums appurtenant thereto concerning each Party’s own agents, employees, or representatives. 20.0 SAFEGUARDING OF PARTICIPANT INFORMATION 20.1 The Contractor shall observe and abide by all applicable State of Arizona and federal statues, rules and regulations regarding the use or disclosure of information including, but not limited to, information concerning applicants for and recipients of contracted services. To the extent permitted by law, the Contractor shall release information to the County, and to the Attorney’s General’s Office as required by the terms of this Agreement, by law or upon their request. 20.1 The Contractor shall comply with the requirements of the Arizona Address Confidentiality Program, A.R.S. § 41-161 et. seq. The County will advise the Contractor as to applicable policies and procedures adopted for such compliance. 20.1 The use or disclosure by any Party of any information concerning an applicant for, or recipient of, services under this Agreement is directly limited to the conduct of this Agreement. The Contractor and its agents shall safeguard the confidentiality of this information, just as the Contractor would safeguard its own confidential information. The Contractor shall include a clause to this effect in all subcontracts related to this Agreement. 21.0 INDEMNIFICATION 21.1 To the extent permitted by law, each Party (as “Indemnitor”) agrees to indemnify, defend, and hold harmless the other Party (as “Indemnitee”) from and against any and all claims, losses, liability, costs, or expenses (including reasonable attorney and expert fees) (“Claims”) arising out of bodily injury (including death) of any person or property damage, but only to the extent that such Claims, which result in vicarious/derivative liability to the Indemnitee, are caused by the act, omission, negligence, misconduct, or other fault of the Indemnitor and any and all of its agents, representatives, officials, officers, directors, employees, volunteers, departments, agencies, boards, and commissions. 21.1 Additionally, the Contractor shall indemnify, defend, and hold harmless the County and its agents, representatives, officials, officers, directors, employees, volunteers, departments, agencies, boards, and commissions from and against all Claims either arising from or related to breach of this Agreement by the Contractor and any and all of its agents, representatives, officials, officers, directors, employees, volunteers, departments, agencies, boards, and commissions. 22.0 INSURANCE 22.1 The Contractor, shall and shall cause any of its subcontractors to purchase and maintain the minimum insurance stipulated in this Agreement from a company or companies duly licensed by the State of Arizona and possessing a current A.M. Best, Inc. rating of B++6. In lieu of State of Arizona licensing, the stipulated insurance may be purchased from a company that is or companies that are authorized to do business in the State of Arizona, provided that such insurance company is or companies meet the approval of the County. The form of any insurance policies and forms must be acceptable to the County. 22.2 All insurance required under this Agreement shall be maintained in full force and effect until all work or service required to be performed under the terms of this Agreement is satisfactorily completed and formally accepted. Failure to do so may, at the sole discretion of the County, constitute a material breach of this Agreement. Community Legal Services Page 7 of 16 22.3 The Contractor’s insurance shall be primary insurance as respects the County, and any insurance or self-insurance maintained by the County shall not contribute to it. 22.4 Any failure to comply with the claim reporting provisions of the insurance policies or any breach of an insurance policy warranty shall not affect coverage afforded under the insurance policies to protect the County. 22.5 The insurance policies may provide coverage that contains deductibles or self- insured retentions. Such deductible or self-insured retentions shall not be applicable with respect to the coverage provided to the County under those policies. The Contractor shall be solely responsible for the deductible and/or self- insured retention and the County, at its option, may require the Contractor to secure payment of such deductibles or self-insured retentions by a surety bond or an irrevocable and unconditional letter of credit. 22.6 The County reserves the right to request and to receive, within ten (10) working days, certified copies of any or all of the insurance certificates required under this Agreement. The County shall not be obligated to review policies or endorsements or to advise the Contractor of any deficiencies in such policies and endorsements, and such receipt shall not relieve the Contractor from, or be deemed a waiver of, the County’s right to insist on strict fulfillment of the Contractor’s obligations under this Agreement. 22.7 The insurance policies required by this Agreement, except Workers’ Compensation, shall name the County and its agents, representatives, officers, officials, directors, employees, volunteers, departments, agencies, boards, committees, and commissions as Additional Insureds. 22.8 The policies required under this Agreement, except Workers’ Compensation, shall contain a waiver of transfer of rights of recovery (subrogation) against the County, its agents, representatives, officers, officials, directors, employees, volunteers, departments, agencies, boards, committees, and commissions for any claims arising out of the Contractor’s work or service. 22.9 The Contractor’s policies shall stipulate that the insurance afforded the Contractor shall be primary insurance and that any insurance carried by the County and its agents, representatives, officers, officials, directors, employees, volunteers, departments, agencies, boards, committees, and commissions shall be excess and not contributory insurance, as provided by state (see A.R.S. § 41-621). 22.10 Coverage provided by the Contractor shall not be limited to the liability assumed under the indemnification provisions of this Agreement. 22.11 Commercial General Liability: Commercial General Liability insurance and, if necessary, Commercial Umbrella insurance with a limit of not less than $1,000,000 for each occurrence, and $2,000,000 General Aggregate Limit. The policy shall include coverage for premises liability, bodily injury, broad form property damage, personal injury, products and completed operations and blanket contractual coverage, and shall not contain any provisions that would serve to limit third party action over claims. There shall be no endorsements or modifications of the CGL limiting the scope of coverage for liability arising from explosion, collapse, or underground property damage. 22.12 Workers’ Compensation: Workers’ Compensation insurance to cover obligations imposed by federal and state statutes having jurisdiction of the Contractor’s employees engaged in the performance of the work or services under this Agreement; and Employer’s Liability insurance of not less than $500,000 for each accident, $500,000 disease for each employee, and $500,000 disease policy limit. 22.13 The Contractor waives all rights against the County and its agents, representatives, officers, officials, directors, employees, volunteers, departments, Community Legal Services Page 8 of 16 agencies, boards, committees, and commissions for recovery of damages to the extent these damages are covered by the Workers’ Compensation and Employer’s Liability or commercial umbrella liability insurance obtained by the Contractor pursuant to this Agreement. 22.14 Certificates of Insurance: Upon Agreement execution, the Contractor shall furnish the County with valid and complete certificates of insurance or formal endorsements as required by the Agreement, issued by the Contractor’s insurer(s), as evidence that policies providing the required coverage, conditions and limits required by this Agreement are in full force and effect. Such certificates shall identify this Agreement number and title. 22.15 Prior to commencing work or services under this Agreement, the Contractor shall have insurance in effect as required by the Agreement in the form provided by the County, issued by the Contractor’s insurer(s), as evidence that policies providing the required coverage, conditions and limits required by this Agreement are in full force and effect. Such certificates shall be made available to the County upon ten (10) business days. BY SIGNING THE AGREEMENT PAGE, THE CONTRACTOR AGREES TO THIS REQUIREMENT AND FAILURE TO MEET THIS REQUIREMENT WILL RESULT IN CANCELLATION OF AGREEMENT. 22.16 In the event any insurance policy(ies) required by this Agreement is (are) written on a “claims made” basis, coverage shall extend for two years past completion and acceptance of the Contractor’s work or services and as evidenced by annual Certificates of Insurance. 22.17 If a policy does expire during the life of the Agreement, a renewal certificate must be sent to County fifteen (15) days prior to the expiration date. 22.18 Cancellation and Expiration Notice: Insurance required herein shall not be permitted to expire, be canceled, or materially changed without thirty (30) days prior written notice to the County. 22.19 If the Contractor provides professional or semi-professional personal services under this agreement for which malpractice or professional liability coverage is available, such as medical, psychiatric, or legal services, Contractor shall carry minimum liability coverage of $2,000,000 each occurrence and provide the County with proof of coverage. 22.20 Subcontractors: The Contractor’s certificate(s) shall include all subcontractors as insureds under its policies or Contractor shall furnish to Maricopa County separate certificates for each subcontractor. All coverages for subcontractors shall be subject to the minimum requirements identified above. 22.21 Approval: Any modification or variation from the insurance requirements in any Agreement must have prior approval from the County whose decision shall be final. Such action will not require a formal Agreement amendment, but may be made by administrative action. 23.0 COMPLIANCE WITH APPLICABLE LAWS The Contractor shall comply with all applicable federal, state, and local laws, rules, regulations, executive orders, and court orders without limitation to those designated in this Agreement. 24.0 DRUG FREE WORKPLACE ACT The Contractor agrees to comply with the Drug-Free Workplace Act of 1988 (41 U.S.C. §§ 701, et seq.), which requires that the Contractor and grantees of federal funds must certify that they will provide drug-free workplaces that comply with federal law. This certification is a precondition to receiving a grant or entering into this Agreement. Community Legal Services Page 9 of 16 25.0 CLEAN AIR ACT & CLEAN WATER ACT To the extent applicable, the Contractor shall comply with all applicable standards, orders, or requirements issued under section 306 of the Clean Air Act (42 U.S.C. 1857(h), section 508 of the Clean Water Act (33 U.S.C. §§1368, et seq.) Executive Order 11738, and Environmental Protection Agency regulations (40 C.F.R. Part 15). 26.0 RELIGIOUS ACTIVITIES The Contractor warrants that none of its costs and none of the costs incurred by any subcontractor will include any expense for any religious activity. 27.0 POLITICAL ACTIVITY PROHIBITED None of the funds, materials, property or services contributed by the County or the Contractor under this Agreement shall be used for any partisan political activity, or to further the election or defeat of any candidate for public office. 28.0 CERTIFICATION REGARDING DEBARMENT, SUSPENSION INELIGIBILITY AND VOLUNTARY EXCLUSION 28.1 The undersigned, by signing this Agreement, represents that he or she has the authority to bind the Contractor to the terms of this Certification. The Contractor certifies to the best of its knowledge and belief that it and its principals: 28.1.1 Are not presently debarred, suspended, proposed for debarment, declared ineligible or voluntarily excluded from covered transactions by any federal department or agency; 28.1.2 Have not within a 3-year period preceding the Agreement Start Date, been convicted of or had a civil judgment rendered against them for (1) the commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (federal, state, or local) transaction or contract under a public transaction; (2) the violation of any federal or State antitrust statutes, or (3) the commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property; 28.1.3 Are not presently indicted or otherwise criminally or civilly charged by a governmental entity (federal, State, or local) with commission of any of the offenses enumerated in subparagraph 28.1.2 above (2) of this certification; 28.1.4 Have not, within a 3-year period preceding this Agreement, had one or more public transactions (federal, state, or local) terminated for cause or default; 28.1.5 Shall immediately notify the County if, at any time during the term of this Agreement, it is debarred, suspended, declared ineligible, or voluntarily excluded from participation. The County may pursue available remedies in the event of such occurrence, including immediate termination of this Agreement; and 28.1.6 Shall not enter into a subcontract or sub-recipient agreement with any person or organization that is debarred, suspended, declared ineligible, or voluntarily excluded from participation. The County may pursue available remedies in the event of such occurrence, including immediate termination of this Agreement without liability. 28.1.7 The Contractor shall include, without modification, this language of this Certification, in all agreements with sub-recipients and other sub(contractors); in all lower tier covered transactions, and in all solicitations for lower tier covered transactions in accordance with 45 C.F.R. Part 76. Community Legal Services Page 10 of 16 28.1.8 If the Contractor is not able to provide this Certification, an explanation as to why shall be immediately provided to the County, Attention: Deputy Director, at the address set forth on the Notice section of this Agreement. 29.0 MINIMUM WAGE REQUIREMENTS The Contractor warrants that it shall pay all its employees who are performing work or providing services under this Agreement not less than the minimum wage specified under Section 206(a)(1) of the Fair Labor Standards Act of 1938, as amended (29 U.S.C. §§ 201, et seq.) by law, regulation, Executive Order 13658, or as required by Arizona law. 30.0 RECOGNITION OF COUNTY SUPPORT The Contractor shall give recognition to the County and the funding source for its support when the Contractor publishes materials or releases public information that is paid for in whole or in part with funds supporting the services under this Agreement. 31.0 CONTRACTOR EMPLOYEE WHISTLEBLOWER RIGHTS AND REQUIREMENT TO INFORM EMPLOYEES OF WHISTLEBLOWER RIGHTS 31.1 The Contractor agrees that this Agreement and employees working on this Agreement will be subject to the whistleblower rights and remedies in the pilot program on Contractor employee whistleblower protections established at 41 U.S.C. § 4712 by section 828 of the National Defense Authorization Act for Fiscal Year 2013 (Pub. L. 112–239) and section 3.908 of the Federal Acquisition Regulation; 31.2 The Contractor shall inform its employees in writing, in the predominant language of the workforce, of employee whistleblower rights and protections under 41 U.S.C. § 4712, as described in Section 3.908 of the Federal Acquisition Regulation. Documentation of such employee notification must be kept on file by the Contractor and copies provided to the County upon request; and, 31.3 The Contractor shall insert the substance of this clause, including this paragraph (3), in all subcontracts over the simplified acquisition threshold ($250,000 as of June 2021). 32.0 EQUAL EMPLOYMENT OPPORTUNITY The Contractor shall not discriminate against any employee or applicant for employment because of race, age, disability, color, religion, sex, sexual identity, gender identity, or national origin. The Contractor shall take affirmative action to ensure that applicants are employed and that employees are treated during employment without regard to their race, age, disability, color, religion, sex, sexual identity, gender identity or national origin. Such action shall include, but is not limited to, the following: employment, upgrading, demotion or transfer, recruitment or recruitment advertising, lay-off or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. The Contractor shall, to the extent such provisions apply, comply with Title VI and VII of the Civil Rights Act of 1964, as amended (42 U.S.C. §§ 2000a, et seq.); the Rehabilitation Act of 1973, as amended (29 U.S.C. §§ 701, et seq.); the Age Discrimination in Employment Act of 1967, as amended (29 U.S.C. §§ 621, et seq.); the Americans With Disabilities Act of 1990 (42 U.S.C. §§ 12101, et seq.); and Executive Orders 11375 amending Executive Order 11246 and implementing regulations at 41 CFR part 60, as well as, Arizona Executive Order 2009-09, which mandates that all persons shall have equal access to employment opportunities. Community Legal Services Page 11 of 16 33.0 DISABILITY REQUIREMENTS The Contractor agrees that any electronic or information technology offered under this Agreement shall comply with A.R.S. §§41-2532 and 2533 and Section 508 of the Rehabilitation Act of 1973, which requires that employees and members of the public shall have access to and use of information technology that is comparable to the access and use by employees and members of the public who are not individuals with disabilities. 34.0 RETENTION OF RECORDS 34.1 This provision applies to all financial and programmatic records, supporting document, statistical records, and other records of the Contractor that are related to this Agreement. 34.2 The Contractor shall retain all records relevant to this Agreement for six (6) years after expiration of this Agreement or after resolution of any audit, whichever is longer. The County, federal, and State of Arizona auditors, and any other persons duly authorized by the County, shall have full access to and the right to examine, copy, and make use of any and all of the records. Such records may be redacted by Contractor to the extent necessary to comply with its ethical obligations. The Contractor’s ethical obligations under Arizona law, including confidentiality and attorney-client responsibilities. In instances involving potential violation of Contractor’s ethical obligations under Arizona law, the County, federal or State of Arizona auditors and Contractor will develop a procedure to ensure the County is provided sufficient information to monitor or audit Contractor’s performance under this Agreement. 35.0 DISPOSAL OF PROPERTY Upon termination of this Agreement, any property involved shall revert to the owner. 36.0 UNIFORM ADMINISTRATIVE REQUIREMENTS By entering into this Agreement, the Contractor agrees to comply with all applicable provisions of Title 2, Subtitle A, Chapter II, Part 200—UNIFORM ADMINISTRATIVE REQUIREMENTS, COST PRINCIPLES, AND AUDIT REQUIREMENTS FOR FEDERAL AWARDS contained in 2 C.F.R. § 200, et seq. 37.0 IMMIGRATION LAWS AND REGULATIONS 37.1 Federal Immigration and Nationality Act 37.1.1 The Contractor understands and acknowledges the applicability of the Immigration Reform and Control Act of 1986 (IRCA). The Contractor agrees to comply with the IRCA in performing under this Agreement and to permit the other Party to inspect personnel records to verify such compliance. 37.1.2 By entering into this Agreement, the Contractor warrants compliance with the Federal Immigration and Nationality Act (FINA) and all other Federal immigration laws and regulations related to the immigration status of its employees. The Contractor shall obtain statements from their subcontractors certifying compliance and shall furnish the statements to the Deputy Director upon request. These warranties shall remain in effect through the term of the Agreement. The Contractor and their subcontractors shall also maintain Employment Eligibility Verification forms (I-9) as required by the U.S. Department of Labor’s Immigration and Control Act for all employees performing work under the Agreement. I-9 forms are available for download at USCIS.GOV. Community Legal Services Page 12 of 16 37.1.3 The County may request verification of compliance for any employee or subcontractor performing work under the Agreement. Should the County suspect or find that the Contractor or any of its subcontractors are not in compliance, then the County may pursue any and all remedies allowed by law, including, but not limited to: suspension of work, termination of the Agreement for default, and suspension and/or debarment of the Contractor. All costs necessary to verify compliance are the responsibility of the Contractor or its subcontractor. 37.2 Arizona Law: The Contractor warrants that it is in compliance with A.R.S. § 41- 4401 (e-verify requirements) and further acknowledges: 37.2.1 That the Contractor and its vendors, if any, warrant their compliance with all federal immigration laws and regulations that relate to their employees and their compliance with A.R.S. § 23-214; 37.2.2 That a breach of a warranty under subsection 37.2.1 above, shall be deemed a material breach of this Agreement and the County may immediately terminate this Agreement without liability; 37.2.3 That the County and any contracting government entity retains the legal right to inspect the papers and employment records of any Contractor or vendor’s employee who works on this Agreement to ensure that the contractor or vendor is complying with the warranty provided under subsection 37.2.1 above and that the Contractor agrees to make all papers and employment records of said employee(s) available during normal working hours in order to facilitate such an inspection. 38.0 SEVERABILITY Any provision of this Agreement that is determined to be invalid, void, or illegal by a court shall in no way affect, impair or invalidate any other provision hereof, and the remaining provisions shall remain in full force and effect. 39.0 GOVERNING LAW This Agreement is governed by the laws of the state of Arizona. Venue for any actions or lawsuits involving this Agreement will be in Maricopa County Superior Court or in the United States District Court for the District of Arizona, sitting in Phoenix, Arizona. 40.0 WRITTEN CERTIFICATION PURSUANT TO A.R.S. § 35-393.01 If the Contractor engages in for-profit activity and has 10 or more employees, and if this Agreement has a value of $100,000 or more, then the Contractor certifies it is not currently engaged in, and agrees for the duration of this Agreement not to engage in, a boycott of goods and services from Israel. This certification does not apply to a boycott prohibited by 50 U.S.C. § 4842 or a regulation issued pursuant to 50 U.S.C. § 4842. 41.0 CONFLICT OF INTEREST 41.1 The source of funding for this Agreement does not constitute a conflict of interest nor prevents the Contractor from providing legal information or assistance set out in paragraph 3.3 to tenants in Maricopa County. Contractor may provide services to tenants in housing supported in whole or in part with County or County administered funding. Signatures contained on following page Community Legal Services Page 13 of 16 IN WITNESS, the undersigned warrant they are authorized to execute this Agreement on behalf of each Party and that this Agreement is therefore binding on the Parties: APPROVED BY: APPROVED BY: COMMUNITY LEGAL SERVICES MARICOPA COUNTY ___________________________________ ____________________________________ Lillian O. Johnson Jack Sellers Executive Director Chairman, Board of Supervisors Date: ______________________________ Date: _______________________________ Attested to: Juanita Garza Clerk of the Board Date THIS AGREEMENT HAS BEEN REVIEWED BY THE UNDERSIGNED ATTORNEY WHO HAS DETERMINED THAT IS PROPER IN FORM AND WITHIN THE POWER AND AUTHORITY GRANTED UNDER LAWS OF THE STATE OF ARIZONA. APPROVED AS TO FORM: Deputy County Attorney Date Community Legal Services Page 14 of 16 Attachment A: Budget Personnel Year 1 Year 2 Total Notes Wages 981,314 1,002,539 1,983,853 Director (1.0 FTE); Staff Attorney (12.0 FTE); Paralegal (6.0 FTE) Employee related 223,641 279,604 503,245 Estimated cost of Social Security and expenses (ERE) Medicare taxes, State Unemployment taxes, health insurance premiums, life insurance, long term disability, dental, workers compensation, employer pension plan contributions, and student loan allowance for those who qualify. 1,204,955 1,282,143 2,487,098 Non-Personnel - - - Professional & - - - Outside Services Printing 650 650 1,300 Estimated printing costs to purchase 5,000 brochures to advertise TEAP. Bar dues 6,500 6,500 13,000 Estimated annual bar dues $500/attorney per year. 13 attorneys. Recruitment 500 500 1,000 Estimated job postings cost to advertise TEAP positions. $500/website per year. Training 3,800 3,800 7,600 Estimated trainings costs per attorney or paralegal. $200/staff member per year. Travel - - - Mileage 13,832 13,832 27,664 Estimated mileage includes 52 trips/year x 47.5 miles RTx $0.56 mile x 10 TEAP staff. Materials & - - - Supplies Laptops 8,740 - 8,740 Estimated laptop costs for 19 TEAP staff members at $460 per laptop. Printers 2,250 - 2,250 Estimated printer costs for 10 TEAP staff members at $225 per printer. Software license 3,325 3,325 6,650 Estimated software costs for 19 TEAP staff members at $350 per software license. Community Legal Services Page 15 of 16 Supplies 2,050 2,050 4,100 Estimated supplies costs to include paper, folders, toner cartridges, etc. Operating - - - Services Litigation fees 500 500 1,000 Estimated litigation costs (court costs, courthouse copying fees, etc.) Westlaw - - - Library - - - Telephone 17,100 17,100 34,200 Estimated cell phone reimbursements costs $75/month per staff member. Equipment - - - 59,247 48,257 107,504 Indirect Costs 124,853 131,473 256,326 10% total program costs per year 1,264,202 1,330,400 2,594,602 Community Legal Services Page 16 of 16