AGREEMENT WITH CIRCLE THE CITY.PDF
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1 Circle the City CONTRACT BETWEEN MARICOPA COUNTY ADMINISTERED BY ITS HUMAN SERVICES DEPARTMENT AND CIRCLE THE CITY Contract No.: _____________________ Contract Not-To Exceed: $955,584 Contract Start Date: May 11, 2020 Contract Termination Date: September 30, 2020 1.0 PARTIES 1.1 This Contract is a financial agreement (“Agreement”) between Circle the City, a non-profit, community-based organization (“Contractor”) and Maricopa County administered by its Human Services Department, (“County”) for nursing services for individuals experiencing homelessness who are COVID-19 positive or symptomatic. 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: 2.1 To provide nursing care services (“Services”) to individuals experiencing homelessness who are COVID-19 positive or symptomatic at the County temporary housing facility (“Facility”). 2.2 The Facility is located at 600 West Van Buren Street, Phoenix, Arizona 85003. 3.0 CONTRACTOR RESPONSIBILITIES 3.1 The Contractor shall provide the following at the Facility: 3.1.1 Services sixteen (16) hours per day and seven (7) days per week; 3.1.2 Limited Services will be provided during the night-shift, which is eight (8) hours per day and seven (7) days per week; 3.1.3 Staff to oversee nursing activities; and 3.1.4 Provide on-call Services based on Exhibit A. Staff number shall be based on a daily census of individuals taken by the Contractor according to Exhibit A. 3.2 Contractor staff changes in response to daily census shall be based upon what are commercially reasonable efforts to achieve. 3.3 The Contractor shall be responsible for the following: 3.3.1 Providing appropriate nursing care delivered at the Facility; 3.3.2 Completing a log of a daily census of individuals served at the Facility; and 3.3.3 Notifying the County of those staff that were providing Services and required to be either quarantined or isolated due to COVID-19 exposure. 2 Circle the City 3.4 Contractor shall be responsible for insurance and coverage related to services provided. 4.0 COUNTY RESPONSIBILITIES 4.1 The County shall be responsible for the following: 4.1.1 Securing and payment of the Facility. 4.1.2 Providing Security on site for 24/7 when there are occupants in the rooms for the duration of this Agreement. 4.1.3 Maintaining County staff or contractors on site, based on the County’s determination, to support the needs of the occupants. 4.1.4 Provide the Contractor and their staff with the appropriate personal protective equipment 4.1.5 Payment for up to 7 days of the weekly billable amount as identified in Exhibit A for Contractor staff that are quarantined or isolated due to COVID- 19 exposure. 5.0 TERM 5.1 The Agreement shall be effective May 11, 2020, and it will expire on September 30, 2020. 6.0 AGREEMENT RENEWAL 6.1 The Agreement may be renewed by a written amendment three (3) 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 The Human Services Department Director may make changes within the general scope or location of this Agreement on behalf of the County through Administrative Change Orders approved and fully executed by the Parties. 7.2 Administrative Change Orders may modify the timeline of the activities or location if the last day of the timeline is within the Agreement Term. 8.0 AMENDMENTS 8.1 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. 3 Circle the City 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 11.0 (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 FUNDING, INVOICING, AND PAYMENT 10.1 The County will pay Contractor an amount not to exceed $955,584 for the Agreement Term for nursing services for individuals experiencing homelessness who are COVID-19 positive and/or symptomatic, as identified in Exhibit A. The maximum monthly billing amount shall not exceed $216,000. 10.2 The Contractor shall submit the census log with each invoice. 10.3 The County shall reimburse the Contractor on a net zero payment basis. 11.0 AVAILABILITY OF FUNDS 11.1 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. 11.2 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. 11.3 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 4 Circle the City prior to the effective date of the termination, provided that such services performed 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. 12.0 RIGHTS IN DATA 12.1 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. 13.0 AGREEMENT COMPLIANCE MONITORING 13.1 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. 14.0 AUDIT REQUIREMENTS 14.1 In accordance with A.R.S. § 11-624, the Contractor shall, at its own expense, file with the County, either: 14.1.1 Audited financial statements prepared in accordance with federal single audit requirements; or, 14.1.2 Financial statements prepared in accordance with generally accepted accounting principles audited by an independent certified public accountant. 15.0 NOTICES For Maricopa County: Rachel Milne, Assistant Director 234 North Central Avenue, 3rd Floor Phoenix, AZ 85004 602-372-1528 Rachel.Milne@Maricopa.gov For Human Services Campus, Inc.: Linda Ross, CEO 300 West Clarendon Avenue, Suite 200 Phoenix, AZ 85013 602-776-0776 LRoss@CircletheCity.org 16.0 EMPLOYMENT DISCLAIMER 16.1 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. 16.2 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 compensation, other employee benefits, and all taxes and premiums appurtenant thereto concerning each Party’s own agents, employees, or representatives. 5 Circle the City 17.0 SAFEGUARDING OF PARTICIPANT INFORMATION 17.1 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. 17.2 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. 17.3 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. 18.0 INDEMNIFICATION 18.1 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. 18.2 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. 19.0 INSURANCE 19.1 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. 19.2 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. 19.3 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. 6 Circle the City 19.4 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. 19.5 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. 19.6 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. 19.7 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. 19.8 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. 19.9 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). 19.10 Coverage provided by the Contractor shall not be limited to the liability assumed under the indemnification provisions of this Agreement. 19.11 Commercial General Liability: Commercial General Liability insurance and, if necessary, Commercial Umbrella insurance with a limit of not less than $2,000,000 for each occurrence, $2,000,000 Products/Completed Operations Aggregate, and $4,000,000 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. 19.12 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 $1,000,000 for each accident, $1,000,000 disease for each employee, and $1,000,000 disease policy limit. 19.13 The Contractor waives all rights against the County and its agents, representatives, officers, officials, directors, employees, volunteers, departments, 7 Circle the City 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. 19.14 Sexual Molestation and Physical Abuse: When services involve working with these groups of individuals, the insurance requirements in this Agreement need to be revised to include coverage for "sexual molestation and physical abuse." Coverage for this type of claim, or allegation, is excluded from standard general liability policies. Therefore, the Contractor whose services include working with or caring for (or both) children, elderly persons, and disabled persons should have those policies specifically endorsed to include this coverage. 19.15 Coverage for this type of claim, or allegation, is excluded from standard general liability policies. Therefore, sub (contractors) whose services include working with or caring for (or both) children, elderly persons, and disabled persons should have those policies specifically endorsed to include this coverage. 19.16 Commercial General Liability – Occurrence Form: Policy shall include bodily injury, property damage, and broad form contractual liability coverage. 19.17 The policy shall be endorsed to include coverage for physical/sexual abuse and molestation. The policy shall be endorsed to include the following additional insured language: "(Maricopa County), its subsidiary, parent, associated and/or affiliated entities, successors, or assigns, its elected officials, trustees, employees, agents, and volunteers shall be named as additional insureds with respect to liability arising out of the activities performed by, or on behalf of the Contractor". 19.18 Minimum Limits: General Aggregate $4,000,000 Each Occurrence Limit $2,000,000 Sexual Abuse/Molestation $2,000,000 19.19 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. 19.20 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. 19.21 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. 19.22 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. 19.23 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. 8 Circle the City 19.24 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. 19.25 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. 19.26 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. 20.0 COMPLIANCE WITH APPLICABLE LAWS 20.1 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. 21.0 DRUG FREE WORKPLACE ACT 21.1 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. 22.0 CLEAN AIR ACT & CLEAN WATER ACT 22.1 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). 23.0 RELIGIOUS ACTIVITIES 23.1 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. 24.0 POLITICAL ACTIVITY PROHIBITED 24.1 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. 25.0 CERTIFICATION REGARDING DEBARMENT, SUSPENSION INELIGIBILITY AND VOLUNTARY EXCLUSION 25.1 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: 25.1.1 Are not presently debarred, suspended, proposed for debarment, declared ineligible or voluntarily excluded from covered transactions by any federal department or agency; 25.1.2 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 9 Circle the City 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; 25.1.3 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 25.1.2 above (2) of this certification; 25.1.4 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; 25.1.5 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 25.1.6 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. 25.1.7 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. 25.1.8 If the Contractor is not able to provide this Certification, an explanation as to why shall be immediately provided to the County, Attention: Assistant Director Community Development Division, at the address set forth on the Notice section of this Agreement. 26.0 MINIMUM WAGE REQUIREMENTS 26.1 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. 27.0 RECOGNITION OF COUNTY SUPPORT 27.1 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. 28.0 CONTRACTOR EMPLOYEE WHISTLEBLOWER RIGHTS AND REQUIREMENT TO INFORM EMPLOYEES OF WHISTLEBLOWER RIGHTS 28.1 The Parties agree 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; 10 Circle the City 28.2 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, 28.3 The Contractor shall insert the substance of this clause, including this paragraph (3), in all subcontracts over the simplified acquisition threshold ($150,000 as of September 2013). 29.0 EQUAL EMPLOYMENT OPPORTUNITY 29.1 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. 30.0 DISABILITY REQUIREMENTS 31.1 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. 31.0 RETENTION OF RECORDS 31.1 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. 31.2 The Parties 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. 32.0 DISPOSAL OF PROPERTY 32.1 Upon termination of this Agreement, any property involved shall revert to the owner. 11 Circle the City 33.0 UNIFORM ADMINISTRATIVE REQUIREMENTS 33.1 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. 34.0 GOVERNOR’S EXECUTIVE ORDER NO. 88-26 34.1 The Contractor is required to use the Arizona Taxonomy of Human Services for reporting and contracting purposes. 35.0 IMMIGRATION LAWS AND REGULATIONS 35.1 Federal Immigration and Nationality Act 35.1.1 The Parties understand and acknowledge the applicability of the Immigration Reform and Control Act of 1986 (IRCA). The Parties agree to comply with the IRCA in performing under this Agreement and to permit the other Party to inspect personnel records to verify such compliance. 35.1.2 By entering into this Agreement, both Parties warrant 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. Both Parties shall obtain statements from their subcontractors certifying compliance and shall furnish the statements to the Procurement Officer upon request. These warranties shall remain in effect through the term of the Agreement. Both Parties 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. 35.1.3 The Parties may request verification of compliance for any employee or subcontractor performing work under the Agreement. Should either Party suspect or find that the other Party or any of its subcontractors are not in compliance, then the Party 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 other Party. All costs necessary to verify compliance are the responsibility of the Contractor or its subcontractor. 35.2 Arizona Law: The Contractor warrants that it is in compliance with A.R.S. § 41- 4401 (e-verify requirements) and further acknowledges: 35.2.1 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; 35.2.2 That a breach of a warranty under subsection 1 above, shall be deemed a material breach of this Agreement and the County may immediately terminate this Agreement without liability; 35.2.3 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 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. 12 Circle the City 36.0 SEVERABILITY 36.1 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. 37.0 GOVERNING LAW 37.1 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. 38.0 WRITTEN CERTIFICATION PURSUANT TO A.R.S. § 35-393.01 38.1 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. 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 Parties: APPROVED BY: Circle the City APPROVED BY: MARICOPA COUNTY _______________________________ _ Title and Authorized Signature Date: __________________________ ____________________________________ Chairman, Board of Supervisors Date: __________________________ Attested To: _______________________________________ __ Fran McCarroll, 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 the laws of the State of Arizona. By: _____________________________________ Deputy County Attorney Date 13 Circle the City