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Resolution - 2000-R0030 - Contract- TX Department Of Health- HIV Counseling Services, Prevention/Education - 02/10/2000
f IIi 14 1. i Resolution No. 2000—R 0030 . February 10, 2000 Item No. 29 RESOLUTION BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK THAT the Mayor of the City of Lubbock BE and is hereby authorized and directed to execute for and on behalf of the City of Lubbock, by and between the City of Lubbock and the Texas Department of Health, a contract to provide HIV counseling services for prevention and education, and related documents. Said contract is attached hereto and incorporated in this resolution as if fully set forth herein and shall be included in the minutes of the City Council. Passed by the City Council this 10th day of February 2000. A City APPROVED AS TO CONTENT: Doug Go an Director ofHealth and Community Services APPROVED AS TO FORM: hl�x' � 'IL William de Haas Competition and Contracts Manager/Attorney Ccdocs/TDH Contract -Res January 4, 2000 Max Ind, Mayor Pro Tem VnWTRACT FnR PiiRT iC HEAI TH SERVICES Resolution No. 2000—R 0030 February 10, 2000 Item No. 29 TDH DOCUMENT NO. 7560005906 01 Contract Issued by: TEXAS DEPARTMENT OF HEALTH SB (RECEIVING AGENCY) 1100 WEST 49TH STREET AUSTIN, TEXAS 78756-3199 Legal Authority to Contract: Chapters 12 and 121, Health and Safety Code. Venue: The provisions of this Contract shall be interpreted in accordance with Texas law. Venue for any court disputes shall be in Travis County, Texas. PERFORMING AGENCY NAME: LUBBOCK CITY HEALTH DEPARTMENT MAILING ADDRESS: PO BOX 2548 LUBBOCK TX 79457-0000 (City, State, Zip) STREET ADDRESS: 1902 TEXAS AVENUE LUBBOCK TX 79457-0000 (City, State, Zip) NAME OF AUTHORIZED CONTRACTING ENTITY: CITY OF LUBBOCK HEALTH DEPARTMENT f different from PERFORMING AGENCY) PAYEE DATA (If not the same as PERFORMING AGENCY or AUTHORIZED CONTRACTING ENTITY; must be on file with the Texas State Comptroller's Office.): NAME: CITY OF LUBBOCK ADDRESS: PO BOX 2000 -ACCOUNTING DEPT LUBBOCK TX 79457-0000 (City, State, Zi State of Texas Vendor Identification No. (14 digits) PAYEE AGENCY Fiscal 1 17560005906034 Year Ending Month: December PAYEE BUSINESS INFORMATION FOR STATISTICAL REPORTING: Please check the categories that apply to your business. _ Small Business - A corporation, sole proprietorship, or other legal entity formed for the purpose of making a profit which is independently owned and operated and has fewer than 100 employees or has less than $1,000,000 in annual gross receipts. _ Historically Underutilized Business (HUB) - A corporation, sole proprietorship, or joint venture formed for the purpose of making a profit in which at least 51 % of all classes of the shares of stock or other equitable securities are owned by one or more persons who have been historically underutilized (socially disadvantaged) because of their identification as members of certain groups: Black American, Hispanic American, Asian Pacific American, Native American, and Women. The HUB must be certified by General Services Commission or another entity. For Profit Organization Fs;;;;;�yrOF CONTRACT DOCUMENTATION: VER PAGE 1 - Receiving and Performing Agency Data GENERAL PROVISIONS COVER PAGE 2 - Details of Attachment(s) ATTACHMENT(S) COVER PAGE 3 - Authorized Signatures EXHIBITS, IF APPLICABLE Cover Page 1 DETAILS OF ATTACHMENTS Att/ Arad No. TDH Program/ ID Term Fift�ndiai Assistaide Direct Assistance Total Amount (TDH Share) Begin End Source of Funds* Amount O1 HIV/PREV 01/01/00 12/31/00 93.940 45,000.00 0.00 45,000.00 TDH Document No.7560005906 2001 Totals $45,000.00 $0.00 $45,000.00 *Federal funds are indicated by a number from the Catalog of Federal Domestic Assistance (CFDA), if applicable. REFER TO BUDGET SECTION OF ANY ZERO AMOUNT ATTACHMENT FOR DETAILS. Cover Page 2 101 1 :r. 1 1 PERFORMING AGENCY's claims for breach of this contract that the parties cannot resolve in the ordinary course of business shall be submitted to the negotiation process provided in Chapter 2260, subchapter B, of the Government Code. To initiate the process, PERFORMING AGENCY shall submit written notice, as required by subchapter B, to Susan K. Steeg, General Counsel, Texas Department of Health, 1100 W. 49th Street, Austin, TX 78756. Said notice shalt specifically state that the provisions of Ch. 2260, subchapter B are being invoked. A copy of the notice shall also be given to all other representatives of RECEIVING AGENCY and PERFORMING AGENCY otherwise entitled to notice under this contract. Compliance by PERFORMING AGENCY with subchapter B is a condition precedent to the filing of a contested case proceeding under Chapter 2260, subchapter C, of the Government Code. Treatment of Minors If PERFORMING AGENCY provides medical, dental, psychological or surgical treatment to a minor under this contract, either directly or through contracts with subrecipients, the treatment to a minor shall be provided only if consent to treatment is obtained pursuant to Chapter 32 of the Texas Family Code relating to consent to treatment of a child by a non parent or child. If requirements of federal law relating to consent directly conflict with Chapter 32 of the Family Code, federal law shall supersede state law. PERFORMING AGENCY shall make a good faith effort to comply witli all child abuse reporting guidelines and requirements in Chapter 261 of the Texas Family Code relating to investigations of reports of child abuse and neglect. PERFORMING AGENCY shall ensure that all contracts with a subrecipient require the subrecipient to make a good faith effort to comply with all child abuse reporting guidelines and requirements of Chapter 261 of the Family Code. 2000 GENERAL PROVISIONS Addendum Page 10199 EXECUTED IN DUPLICATE ORIGINALS ON THE DATES SHOWN. CITY OF LUBBOCK HEALTH DEPARTMENT Authorized Contracting Entity (type above if different from PERFORMING AGENCY) for and in behalf of. PERFORMING AGENCY NAME: LUBBOCK CITY HEALTH DEPARTMENT By: (Signature of pIrson authorized to sign contracts) Max Ince, Mayor Pro Tem (Name and Title) Date: February 10, 2000 RECOMMENDED: By:— (PERFORMING AGENCY Director, if different from person authorized to sign contract) A T: KaythDarnell City Ocretary APPROVED AS TO CONTENT: O'C"&-C D du -C Goo Director Health and Community Services APPROVED AS TO FORM: RECEIVING AGENCY NAME: TEXAS DEPARTMENT OF HEALTH By: /- (Signature Zperson authorized to sign contracts) Sidney P. Shelton, Chief Bureau of Financial Services (Name and Title) Date: Z/ 4-211 _ q 9 Cover Page 3 William de Haas Competition and Contracts Manager/Attorney D• •IT l •1,11 •1. 1 Resolution No. 2000-R 0030 February 10, 2000 Item No. 29 DOCUMENT NO. 7560005906 -01 . ATTACHMENT NO. 01 PERFORMING AGENCY: LUBBOCK CITY HEALTH DEPARTMENT RECEIVING AGENCY PROGRAM: BUREAU OF HIV AND STD PREVENTION TERM: January 01, 2000 THRU: December 31, 2000 SECTION I. SCOPE OF WORK: PERFORMING AGENCY shall conduct HIV prevention activities to help prevent infection and reduce the transmission of human immunodeficiency virus/acquired immunodeficiency syndrome (HIV/AIDS). Project activities and materials shall be appropriate to the target populations identified in PERFORMING AGENCY'S objectives described below. Strategies to accomplish the projects shall demonstrate cost-effectiveness, innovation, coordination, and collaboration with other community efforts. PERFORMING AGENCY shall comply with all applicable federal and state laws, rules, regulations, standards, policies, and guidelines in effect on the beginning date of this contract Attachment unless replaced by subsequent amendment or written notification. The following documents are incorporated by reference and made a part of this contract Attachment. These include: • RECEIVING AGENCY'S HIV/STD Guidelines, January 1998 • Chapters 81 and 85 of the Health and Safety Code; • Relevant portions of Chapter 6A (Public Health Service) of Title 42 (The Public Health and Welfare) of the United States Code, as amended; • 25 TAC Chapter 97; and • RECEIVING AGENCY'S Client Services Standards for Public Health and Community Clinics, revised June 1997. Any amended guidelines will become effective within thirty (30) days of receipt by PERFORMING AGENCY. If PERFORMING AGENCY does not consent to comply with these guidelines, PERFORMING AGENCY may exercise the termination option set out in the General Provisions. All information and educational materials developed and provided by PERFORMING AGENCY shall be accurate, comprehensive, and consistent with current findings of the United States Public Health Service. All information and educational materials must be reviewed by a "Program Materials Review" Panel to insure that the materials are accurate and appropriate for the target population. PERFORMING AGENCY shall find local persons to serve on the review panel. ATTACHMENT - Page 1 PERFORMING AGENCY shall perform all activities in accordance with RECEIVING AGENCY Program's Request For Proposal (RFP), dated April 1, 1998, and assurances from PERFORMING AGENCY'S application, and PERFORMING AGENCY'S objectives, activities work plan, and detailed budget as approved by RECEIVING AGENCY Program, and with the relevant Regional Action Plan (RAP) for the region/area in which PERFORMING AGENCY is providing services. All of the above-named documents are incorporated herein by reference and made a part of this contract Attachment. All revisions to said documents shall be reviewed by RECEIVING AGENCY Program and, if approved, shall be transmitted in writing to PERFORMING AGENCY. Prevention activities under this Scope of Work include quality assurance activities, referral activities, and at least one of the following programmatic activities: Prevention Counseling and Partner Elicitation (PCPE), Health Education and Risk Reduction (HERR), Prevention Case Management (PCM), Sexually Transmitted Diseases (STD) Screening and Referral for Diagnosis and Treatment, Community -Level Interventions (CLI), or Targeted Public Information (TPI). QUALITY ASSURANCE ACTIVITIES: Quality assurance is essential to make certain that the delivery of quality HIV prevention activities is consistent and to ensure that interventions are delivered in accordance with established requirements and standards. Quality assurance measures are necessary to maintain high performance expectations of HIV prevention staff and consistent data collection processes for use in program evaluation. PERFORMING AGENCY shall comply with the following quality assurance guidelines: 1. develop an orientation plan for new HIV prevention staff; 2. develop staff development plans for new and current staff, 3. ensure that documented monitoring and evaluation of staff performance be conducted monthly for new staff members, every two months for staff employed over six months, and quarterly for staff employed over a year; 4. solicit client feedback (e.g., client surveys) and provide a summary of the client feedback for each intervention at least once a year; 5. designate staff to be responsible for quality assurance activities, including ensuring accurate and consistent data collection and reporting; and, 6. facilitate RECEIVING AGENCY Program review of all HIV prevention activities provided by PERFORMING AGENCY. ATTACHMENT - Page 2 I ii 6 ,h d. a REFERRAL ACTIVITIES: All HIV prevention programs are required to provide key referral linkages including STD screening and treatment; tuberculosis (TB) testing and treatment; substance abuse assessment, counseling and treatment; family planning services; prenatal services including treatment to reduce maternal transmission of HIV; ongoing HIV prevention counseling; prevention case management; and early medical intervention for HIV infection. PERFORMING AGENCY shall comply with the following referral guidelines: document in PCPE client records that all HIV seropositive clients are given a formal and trackable referral to early intervention services through local HIV services providers; 2. offer referrals to seronegative clients with ongoing risk due to mental health and/or psychosocial issues or compulsive behaviors to local prevention services such as mental health counseling, or to prevention case management, where available; 3. offer referrals to persons whose HIV risk is related to alcohol or other drug abuse to alcohol and drug assessment and treatment programs; 4. develop and implement written referral procedures for pregnant women and HIV seropositive pregnant women that are accessible to all prevention staff. Projects shall refer all women who may be pregnant for prenatal care. Referrals for prenatal services shall be documented in the appropriate client records; 5. ensure that TB testing is delivered on site or referral made and documented for high- risk persons or HIV seropositive persons; and, 6. ensure that STD services, including screening, diagnosis and treatment, are delivered on site or referral made and documented for high-risk persons or HIV seropositive persons. PREVENTION COUNSELING AND PARTNER ELICITATION (PCPE) ACTIVITIES: PCPE is an individual -level intervention that includes establishing and maintaining anonymous and/or confidential HIV counseling and testing programs for persons at risk of HIV infection due to individual sexual behavior, injecting drug use, or other risk behaviors. If PERFORMING AGENCY provides PCPE services, these services shall be targeted to those populations identified as priority populations in the relevant RAP and specified in PERFORMING AGENCY'S objectives. PERFORMING AGENCY shall: ATTACHMENT - Page 3 i 0 it 1. offer voluntary HIV counseling and testing to clients with an unbiased option of receiving services either anonymously or confidentially according to RECEIVING AGENCY Program's HIV/STD Guidelines, January 1998, or most current version; 2. provide culturally competent and effective PCPE counseling based on RECEIVING AGENCY Program's curriculum and guidelines; 3. publicize HIV counseling and testing services so that potential clients will know where and when services are available; 4. offer PCPE services at locations that are convenient for the majority of the target population and during hours established to reach these clients; 5. maintain consistent and accurate data collection procedures which collect client level data as specified by RECEIVING AGENCY Program. PERFORMING AGENCY shall report client data and progress on objectives in a manner and format specified by RECEIVING AGENCY Program; 6. use optically scannable forms (the HIV Counseling and Testing Report Form) supplied by RECEIVING AGENCY Program or a similar RECEIVING AGENCY Program -approved instrument to collect demographic information and unlinked test result data. This includes the accurate completion and timely submission of scannable forms within thirty (30) calendar days of the test date; and, 7. utilize RECEIVING AGENCY'S laboratory for all testing of specimens unless otherwise approved in writing by RECEIVING AGENCY Program. PERFORMING AGENCY shall perform the following Partner Elicitation (PE) Services: 1. Ensure that all PE services are consistent with RECEIVING AGENCY Program's HIV/STD Guidelines, January 1998, or most current version, which has been provided by RECEIVING AGENCY Program, and are incorporated by reference and made a part hereof; 2. Address partner elicitation/notification as an element of every "test decision counseling" session; 3. Encourage health department notification of partners. Adequate partner locating/descriptive information shall be elicited and referred to PERFORMING AGENCY'S local STD Control Program; ATTACHMENT - Page 4 4. Provide counseling guidance/coaching on how, when and where to make each notification, if client prefers to personally notify his or her partner(s); 5. Make a good faith effort to elicit information on spouses of known HIV infected clients. A spouse is defined as any individual who considers himself or herself the marriage partner of an HIV infected patient, or has been the marriage partner of that client at any time within the 10 year period prior to the diagnosis of HIV infection; and, 6. Report PE data to RECEIVING AGENCY Program on the RECEIVING AGENCY Program's scannable form. PERFORMING AGENCY shall comply with additional quality assurance guidelines: 1. Prevention counseling sessions shall be performed by staff who have successfully completed the HIV PCPE course within six months of employment. Staff who are solely funded by RECEIVING AGENCY Program must successfully complete the HIV PCPE course which is taught by a RECEIVING AGENCY Program Training Instructor. 2. The supervisor of HIV prevention counselors shall complete all training requirements of an HIV Prevention Counselor plus attend RECEIVING AGENCY Program's "Quality Assurance for HIV PCPE", within one year of becoming a supervisor. 3. PERFORMING AGENCY shall conduct monitoring of PCPE sessions. Through the use of Quality Assurance Systems (QAS), PERFORMING AGENCY'S program manager shall possess QAS information and will document and monitor counselor performance (at least monthly for months 1-6 of employment, every two months for months 7-12, and quarterly for experienced counselors whether directly supervised or on independent assignment). A written record (RECEIVING AGENCY Program's HIV PCPE Counselor Review form or other RECEIVING AGENCY Program -approved model) of the monitored session shall be kept on file for a minimum of one (1) year. The following performance measures will be used to assess, in part, PERFORMING AGENCY'S effectiveness in providing the services described in this contract Attachment, without waiving the enforceability of any of the other terms of the contract. ATTACHMENT - Page 5 PERFORMING AGENCY shall provide an estimated 1.200 prevention contacts which involve one-on-one interaction between a counselor and client that includes the following characteristics: -- assisting the client to assess personal risk behaviors; -- formulating individualized risk reduction plans; -- test decision counseling, if applicable; -- encouraging partner notification and eliciting partners, and obtaining locating information on health department referrals, including information about anyone considered a spouse within the ten-year period prior to diagnosis (for positives only); and, -- appropriate referrals, particularly of HIV-infected pregnant females for prenatal care. These activities shall occur in one or more sessions with each client. Clients shall be targeted based on the relevant RAP for the region/area in which PERFORMING AGENCY is providing services. Services shall be provided to clients who live or receive services in the county(ies)/area defined as: Lubbock. PERFORMING AGENCY shall complete a scannable form (the HIV Counseling and Testing Report Form) on each client receiving PCPE. PERFORMING AGENCY shall remit these completed forms to RECEIVING AGENCY Program no later than thirty (30) calendar days after PCPE sessions in order to aid RECEIVING AGENCY Program in tracking the number of persons obtaining PCPE services statewide. PERFORMING AGENCY shall also submit a quarterly report within twenty (20) calendar days after the end of each quarter in a standard format provided by RECEIVING AGENCY Program. PERFORMING AGENCY shall maintain client counseling records, both anonymous and confidential, which include all issues discussed in counseling which are relevant to HIV/STD risk and prevention. Documentation shall show that counseling standards were met, or will explain why they were not met. Counseling records shall be confidentially secured and maintained according to the Texas State Library and Archives Commission retention guidelines, and shall be available for review by RECEIVING AGENCY Program. HEALTH EDUCATION AND RISK REDUCTION (HERR) ACTIVITIES: HERR categorizes a wide range of individual -level and group -level interventions. HERR activities are efforts to reach persons at increased risk of becoming HIV-infected or, if already infected, of transmitting the virus to others. The goal of HERR activities is to reduce the risk of these events occurring. ATTACHMENT - Page 6 If PERFORMING AGENCY provides HERR activities, these activities shall be targeted to those populations identified as priority populations in the relevant RAP and specified in PERFORMING AGENCY'S objectives. PERFORMING AGENCY shall: 1. Provide educational and counseling interventions that promote and reinforce safer behavior. HERR programs will include interpersonal skills training for clients in negotiating and sustaining appropriate behavior change (e.g., delaying or avoiding the initiation of sexual activity, avoiding unsafe sex, negotiating safer sex, needle cleaning, and relapse prevention) and implementing harm reduction practices; 2. Ensure that all educational materials used in the program are written in words and terms used by the target populations and at the appropriate age and educational levels; 3. Conduct appropriate interventions and activities as described in the relevant RAP; and, 4. Maintain consistent and accurate data collection procedures which collect client level data as specified by RECEIVING AGENCY Program. PERFORMING AGENCY agrees to report client data and progress on objectives in a manner and format specified by RECEIVING AGENCY Program. The following performance measures will be used to assess, in part, PERFORMING AGENCY'S effectiveness in providing the services described in this contract Attachment, without waiving the enforceability of any of the other terms of the contract. PERFORMING AGENCY shall make an estimated Q prevention contacts with clients in the behaviorally defined target population(s) to provide priority HERR interventions that are consistent with those priorities specified in the RFP and the RAP for the county(ies)/area defined as: Lubbock. PERFORMING AGENCY shall collect and report data on a system specified and provided by RECEIVING AGENCY Program. The report shall specify the number of contacts with clients in the behaviorally defined target population(s) in which priority HERR intervention services are provided as set out in PERFORMING AGENCY's work plan. The reports shall be submitted in the format specified by RECEIVING AGENCY Program no later than the 10th calendar day after the end of each month. PERFORMING AGENCY shall also submit a Prevention Quarterly Report within twenty (20) calendar days after the end of each quarter in a standard format provided by RECEIVING AGENCY Program. ATTACHMENT - Page 7 PREVENTION CASE MANAGEMENT (PCM) ACTIVITIES: PCM is an individual -level intervention that provides intensive, ongoing, individualized prevention counseling and referrals to other appropriate social services. PCM is a client -centered HIV prevention activity with the fundamental goal of promoting the adoption and maintenance of HIV risk reduction behaviors by clients with multiple, complex problems and risk -reduction needs. PCM programs may not contract out any of the seven program elements. If PERFORMING AGENCY provides PCM services, these services shall be targeted to those populations identified as priority populations in the relevant RAP and specified in PERFORMING AGENCY'S objectives. PERFORMING AGENCY shall comply with the following essential components of PCM: 1. Develop protocols for client recruitment and engagement; 2. Develop screening procedures to identify persons at highest risk for acquiring or transmitting HIV and who are appropriate clients for PCM. Thorough and comprehensive assessment instrument(s) shall be obtained or developed to assess HIV, STD, and substance abuse risks and the medical and psychosocial needs of clients; 3. Develop a written prevention plan for each PCM client, with client participation and consent, which specifically defines HIV risk -reduction behavioral objectives and strategies for change; 4. Provide multiple -session HIV risk -reduction counseling aimed at meeting identified behavioral objectives to all PCM clients; 5. Establish formal and informal agreements with relevant service providers to ensure availability and access to key service referrals. Establish a standardized written referral process for the PCM program. PCM providers shall document and track all referrals; 6. Hold meetings between prevention case managers and clients to monitor their changing needs and their progress in meeting HIV behavioral risk -reduction objectives. A protocol shall establish minimum, active efforts to retain clients; and, 7. Establish a protocol for client discharge. PERFORMING AGENCY shall comply with additional quality assurance guidelines: ATTACHMENT - Page 8 1. At a minimum, all PCM case managers shall successfully complete the Texas HIV Prevention Counseling and Partner Elicitation training and complete training in the basic philosophy and techniques of case management; 2. PCM staff shall be supervised and evaluated by individuals with appropriate professional licenses/credentials and experience in supervising intensive intervention activities with the population(s) targeted by the project; 3. At a minimum, a physician, registered nurse, or Masters of Social Work shall be on the Board of Directors or on staff to oversee activities of case managers who do not hold professional licenses; 4. PCM programs shall develop clear procedure and protocol manuals to ensure effective delivery of services and minimum standards of care. These manuals shall address the requirements of the seven essential components of PCM as discussed in the RFP; and, 5. Written quality assurance protocols shall be developed and included in the procedure and protocol manual. In addition to the essential quality assurance measures, PCM programs shall address the need for chart reviews and case conferences. The following performance measures will be used to assess, in part, PERFORMING AGENCY'S effectiveness in providing the services described in this contract Attachment, without waiving the enforceability of any of the other terms of the contract. PERFORMING AGENCY shall make an estimated D prevention contacts with clients in the behaviorally defined target population(s) to provide priority PCM interventions that are consistent with those priorities specified in the RFP and the RAP for the county(ies)/area defined as: Lubbock. PERFORMING AGENCY shall provide a quarterly activity report, to be submitted within twenty (20) calendar days after the end of each quarter, of the number of contacts with clients in the behaviorally defined target population(s) in which priority PCM intervention services are provided as specified in PERFORMING AGENCY'S work plan. Such reports shall be submitted in the standard format provided by RECEIVING AGENCY Program. STD SCREENING AND REFERRALS FOR DIAGNOSIS AND TREATMENT ACTIVITIES: RECEIVING AGENCY Program supports activities that increase access to STD diagnosis and treatment services for target populations as indicated in RAPS. STD screening and referrals for ATTACHMENT - Page 9 diagnosis and treatment may be individual level, group level or community level interventions depending on the specific activity and audience. Only those activities described in the RAPS shall be provided. If PERFORMING AGENCY provides STD related activities, these activities shall be targeted to those populations identified as priority populations in the relevant RAP and specified in PERFORMING AGENCY'S objectives. Appropriate activities include: strengthening existing collaboration with STD clinical providers, easing transportation burdens for clients to STD clinical services, enhancing STD screening capacity and supplies, and engaging clients in a dialogue about STDs and the importance of treatment and referral of partners for diagnosis and treatment. PERFORMING AGENCY shall comply with the additional referral guidelines and shall document referrals to STD diagnosis and treatment and provide follow up with clients. The following performance measures will be used to assess, in part, PERFORMING AGENCY'S effectiveness in providing the services described in this contract Attachment, without waiving the enforceability of any of the other terms of the contract. PERFORMING AGENCY shall make an estimated 2N prevention contacts with clients in the behaviorally defined target population(s) to provide priority STD -related interventions that are consistent with those priorities specified in the RFP and the RAP for the county(ies)/area defined as: Lubbock. PERFORMING AGENCY shall provide a quarterly activity report, to be submitted within twenty (20) calendar days after the end of each quarter, of the number of contacts with clients in the behaviorally defined target population(s) in which priority intervention services are provided as specified in PERFORMING AGENCY'S work plan. Such reports shall be submitted in the standard format provided by RECEIVING AGENCY Program. COMMUNITY -LEVEL INTERVENTIONS (CLI) ACTIVITIES: The aim of CLI is to reduce risky behaviors by changing attitudes, norms, and practices through health communications, social prevention marketing, community mobilization and organization, and community -wide events. The primary goals of these programs are to improve health status, to promote healthy behaviors, and to change factors that affect the health of community residents. If PERFORMING AGENCY provides CLI activities, these activities shall be targeted to those populations identified as priority populations in the relevant RAP and specified in PERFORMING AGENCY'S objectives. PERFORMING AGENCY shall provide only CLI as indicated in the appropriate RAP. ATTACHMENT - Page 10 The following performance measures will be used to assess, in part, the PERFORMING AGENCY'S effectiveness in providing the services described in this contract Attachment, without waiving the enforceability of any of the other terms of the contract. PERFORMING AGENCY shall make an estimated.0 prevention contacts with clients in the behaviorally defined target population(s) to provide priority CLI's that are consistent with those priorities specified in the RFP and the RAP for the county(ies)/area defined as: Lubbock. PERFORMING AGENCY shall provide a quarterly activity report, to be submitted within twenty (20) calendar days after the end of each quarter, of the number of contacts with clients in the behaviorally defined target population(s) in which priority intervention services are provided as specified in PERFORMING AGENCY'S work plan. Such reports shall be submitted in the standard format provided by RECEIVING AGENCY Program. TARGETED PUBLIC INFORMATION (TPI) ACTIVITIES: TPI activities include electronic, print and broadcast media communications or other forums designed to reach targeted populations. The purposes of targeted public information funded through this contract Attachment are: 1) to build support for safe behaviors; 2) to address barriers to effective HIV prevention programs; 3) to support local efforts for personal risk reduction; and, 4) to assist in informing persons at risk of HIV infection on how to obtain specific prevention and treatment services. If PERFORMING AGENCY provides TPI activities, these activities shall be targeted to those populations identified as priority populations in the relevant RAP and specified in PERFORMING AGENCY'S objectives. PERFORMING AGENCY shall provide only TPI activities as indicated in the appropriate RAP. The following performance measures will be used to assess, in part, the PERFORMING AGENCY'S effectiveness in providing the services described in this contract Attachment, without waiving the enforceability of any of the other terms of the contract. PERFORMING AGENCY shall make an estimated Q prevention contacts with clients in the behaviorally defined target population(s) to provide priority TPI interventions that are consistent with those priorities specified in the RFP and the RAP for the county(ies)/area defined as: Lubbock. ATTACHMENT - Page 11 'SII' 1. If. a ,. 5 PERFORMING AGENCY shall provide a quarterly activity report, to be submitted within twenty (20) calendar days after the end of each quarter, of the number of contacts with clients in the behaviorally defined target population(s) in which priority intervention services are provided as specified in PERFORMING AGENCY'S work plan. Such reports shall be submitted in the standard format provided by RECEIVING AGENCY Program. SECTION II. SPECIAL PROVISIONS: All PERFORMING AGENCY Program staff supported by this contract Attachment shall successfully complete the RECEIVING AGENCY Program -provided Cultural Competency Training course entitled, "The Never -Ending Journey". PERFORMING AGENCY Program staff is also encouraged to attend the RECEIVING AGENCY Program course entitled, "STD Facts and Fallacies". RECEIVING AGENCY Program will supply PERFORMING AGENCY with the most current version of the document entitled "Content of AIDS -Related Written Materials, Pictorials, Audiovisuals, Questionnaires, Survey Instruments, and Educational Sessions in Centers for Disease Control Assistance Programs." PERFORMING AGENCY has provided RECEIVING AGENCY Program with written acknowledgment of receipt and assurance of compliance with these guidelines. All of the above -referenced documents are incorporated herein and made a part of this contract Attachment as though written herein verbatim. Due to the sensitive and highly personal nature of HIV/AIDS-related information, strict adherence to the General Provisions, Confidentiality Article is required. In addition to these conditions, PERFORMING AGENCY will comply with RECEIVING AGENCY Program's Guidelines, January 1998. All of the above -referenced documents are incorporated herein and made a part of this contract Attachment as though written herein verbatim. Neither PERFORMING AGENCY, nor any subrecipient, shall transfer a client record (including a patient record) to another entity or person without written consent from the client or patient, or someone authorized to act on his or her behalf, however, RECEIVING AGENCY (The Texas Department of Health [TDH]) may require PERFORMING AGENCY, or any subrecipient, to transfer a client or patient record to RECEIVING AGENCY (TDH) if the transfer is necessary to protect either the confidentiality of the record or the health and welfare of the client or patient. RECEIVING AGENCY (TDH) shall have access to a client record (including a patient record) in the possession of PERFORMING AGENCY, or any subrecipient, under authority of the Health and Safety Code, Chapters 81 and 85, and the Medical Practice Act, Occupations Code, Chapter 159, VTCA. In such cases, RECEIVING AGENCY (TDH) shall keep confidential any information obtained from the client or patient record, as required by the Health and Safety Code, Chapter 81, and Occupations Code, Chapter 159, VTCA. ATTACHMENT - Page 12 PERFORMING AGENCY shall submit all quarterly activity reports within twenty (20) calendar days after the end of each quarter that are prepared in the format provided by RECEIVING AGENCY Program. PERFORMING AGENCY shall authorize their staff to attend training, conferences, and meetings for which funds were budgeted and approved by RECEIVING AGENCY Program. ATTACHMENT - Page 13 SECTION III. BUDGET: PERSONNEL $27,269.00 FRINGE BENEFITS 10,295.00 TRAVEL 1,770.00 EQUIPMENT * 800.00 SUPPLIES 1,800.00 CONTRACTUAL 0.00 OTHER 1,665.00 TOTAL DIRECT CHARGES $43,599.00 INDIRECT CHARGES 1,401.00 TOTAL $45,000.00 Total reimbursements will not exceed $ 45,000.00. Financial status reports are due the 30th of April, 30th of July, 30th of October, and the 30th of March. * Equipment list attached. The negotiated indirect cost amount shown above is less than the maximum allowed by UGMS. Indirect charges to this contract may not exceed the amount shown above, except by prior written approval of RECEIVING AGENCY. Resolution N0. 2000—R 0030 February 10, 2000 Item No. 29 TDH DOC. NO: 7560005906 01 ATTACHMENT NO: 101_ EQUIPMENT LIST NO. OF UNIT ITEM DESCRIPTION UNITS COST EXTENSION 001 Hewlett Packard HP LaserJet 2100M 1 $800.00 $800.00 Printer, 10 ppm PPM, 1200 dpi, 40 MB, Parallel - IEEE 1284-B 36 -pin Centronics (C-36), Infrared ORAD Wireless (iRDA-SIR), 350 pages, PostScript Level 2, HP PCL, True e, Intellifont. TOTAL $800.00 Items may be brand name, if specified, or equivalent. Equipment List - Page 1 Resolution No. 2000-R 0030 Applicant Name: — February 10, 2000 Application/RFP Deadline: Item No . 29 TDH RFP Name: --f] TEXAS DEPARTMENT OF HEALTH TDHHuB GOOD FAITH EFFORT PROGRAM(GFEP)/CLIENT SERVICES FORM musairunata�ror aanufi In accordance with Texas Government Code Title 10, Subtitle D, Chapter 2161 and Title 1 Texas Administrative Code (TAC) § 111.11 through §111.24, state agencies are required to make a good faith effort to assist historically underutilized businesses (HUBs) in receiving contract awards issued by the state. The goal of this program is to promote full and equal business opportunities for all businesses in contracting with the state. See back of form for HUB definition. The Texas Department of Health (TDH) is very committed to the HUB program and shall make a good faith effort to utilize HUBS in contracts for commodities and service purchases. TDH will achieve annual program goals by contracting directly with HUBS or indirectly through subcontracting opportunities. A subcontractor is an entity that enters into a contract with a contractor (vendor) to provide the goods or services for which the contractor is responsible under the terms of its contract with TDH. It Is the intent of TDH that all TDH contractors make a good faith effort to subcontract with HUBs during the performance of their contract; however, any business that enters into a Client Services contract with TDH for $100,000 or more shall be required to make a good faith effort to award subcontracts to HUBs to meet the goal of 18.10%. Any combination of the following subcontracting areas may be used to satisfy this goal: • Commodity purchases (e.g. medical supplies, office supplies, laboratory supplies) • Professional Services (e.g. physicians, nursing, laboratory services, pharmacy) • Other Services (e.g. legal services, consulting, maintenance/repair services, computer services) This Good Faith Effort Program goal does not prevent any business group from participating in contracting opportunities with the State of Texas. Further assistance and/or copies of the applicable sections of 1 TAC can be obtained by contacting the TDH HUB Program at (512) 458-7111, extension 3760 or 1-800-243-7487. INSTRUCTIONS: Applications for contract funds totaling less than 5100.000 - Applicants are encouraged to voluntarily comply with the HUB Good Faith Effort Program, complete and return this HUB Good Faith Effort Program/Client Services Form with the application, and if a contract is awarded, to submit Quarterly Reports regarding HUB subcontracting activity. However, for applications less than $100,000, completion ofthis form and Quarterly Reports are not mandatory. applications for contract funds totaling $100.000 or more - Applicants are required to: comply with the HUB Good Faith Effort mquit+ements, complete and return this HUB Good Faith Effort Program/Client Services form along with a supplemental letter as explained below (93) with the application or no later than 7 working days following the submission of the original application, and if a contract is awarded, to submit appropriate Quarterly Reports regarding HUB subcontracting activity. For applications totaling $100,000 or more, compliance with these requirements is a condition of awarding a contract. 1 Are you certified as a Texas Historically Underutilized Business OM)? Yes No If "Yes" - What percentage of the contract work will be completed by your employees? 2. If an award is issued, do you plan to utilize a HUB Subcontractor or Supplier for all or any portion of the contract? Yes No If "Yes" - What percentage of the total dollar amount of the award will be or is estimated to be subcontracted? 3. Attach supplemental documentation based on your answer to question 112 as follows: If "Yes"- List specific subcontracting or supply areas that compose the percentage amount listed; if "No"- Provide written explanation. Quarterly Reports (Due December, March, June and September): If TDH determines you have complied with the good faith effort requirements and awards you a contract, you will be required to submit one of the following quarterly reports if you provide any HUB subcontracting opportunities: w' Non -HUB Vendors: Progress Assessment Report by Non -Historically Underutilized Businesses of Work Sub -Contracted (NON -HUB -PAR). (IUB Vendors: Progress Assessment Report by Historically Underutilized Business of Work Sub -Contracted (HUB -PAR -A). Applicant Representative Signature: NOTE: A list of all General Service Commission certified HUBs may be electronically accessed through the Internet. Using a Web Browser (like Netscape, Mosaic, etc.), connect to http://www.gse.state.tx.us (this is the GSC home page). X11• II II' S 11 r. A ■ IitJ' .3 1 _ 10V V / ii A HUB is defined in the Texas Government Code §2161.001(2), VTCA, as: A. a corporation formed for the purpose of making a profit in which 51 percent or more of all classes of the shares of stock or other equitable securities are owned by one or more socially disadvantaged persons who have a proportionate interest and actively participate in the corporation's control, operation, and management; B. a sole proprietorship created for the purpose of making a profit that is completely owned, operated, and controlled by a socially disadvantaged person; C. a partnership formed for the purpose of making a profit in which 51 percent or more of the assets and interest in the partnership are owned by one or more socially disadvantaged persons who have a proportionate interest and actively participate in the partnership's control, operation, and management; D. a joint venture in which each entity in the venture is a historically underutilized business; or E. a supplier contract between a historically underutilized business and a prime contractor under which the historically underutilized business is directly involved in the manufacture or distribution of the goods or otherwise warehouses and ships the goods. "Socially disadvantaged person" is defined in Texas Government Code §2161.001(3) as "... a person who is socially disadvantaged because of the person's identification as a member of a certain group, including Black Americans, Hispanic Americans, women, Asian Pacific Americans and Native Americans, and who has suffered the effects of discriminatory practices or other similar insidious circumstances over which the person has no control." A HUB is defined in the General Appropriations Act, 75th Legislature, Regular Session, ARTICLE IX, General Provisions, Section 124, Contracting with Historically Underutilized Businesses, Subsection 3, in the same manner except that "socially disadvantaged person" is replaced with the term "economically disadvantaged person" The term "economically disadvantaged person" is defined in the General Appropriations Act as " ... a person who is economically disadvantaged because of the person's identification as a member of certain groups, including Black Americans, Hispanic Americans, women, Asian Americans and Native Americans, and who has suffered the effects of discriminatory practices or other similar insidious circumstances over which the person has no control." u I. • Contractor: TDH Grant/Contract Name: PROGRESS ASSESSMENT REPORT BY T HISTORICALLY UNDERUTILIZED BUSINESS mc�scFr�nzsmsroF�u.,rH OF WORK SUB -CONTRACTED (HUB -PAR) Contractor Name: Vendor Identification Number(VID#): Mailing Address: Total Contract Amount: S Total Amount Paid to HUB Subcontractor(s): S To be reported quarterly by the following dates: Signature Title Date Telephone # Return to: Texas Department of Health Attn: TDH HUB Coordinator Bureau of Support Services 1100 West 49th Street, G-103 Austin, TX 78756 Attach a narrative report describing your good faith efforts during the reporting period. xx First Sept., Oct., Nov. December 5th Second Dec., Jan., Feb. March 5th Third March, April, May June 5th Fourth June, Jul , Au . Se tember 5th Signature Title Date Telephone # Return to: Texas Department of Health Attn: TDH HUB Coordinator Bureau of Support Services 1100 West 49th Street, G-103 Austin, TX 78756 Attach a narrative report describing your good faith efforts during the reporting period. Contractor. TDH Grant/Contract Name: PROGRESS ASSESSMENT REPORT BY NON -HISTORICALLY UNDERUTILIZED BuswEss OF WORK SUB -CONTRACTED (NON -RUB -PAR) Contractor Name: Vendor Identification Number(VID#): Mailing Address: Total Contract Amount: $ Total Amount Paid to HUB Subcontractor(s): $ Signature Title Date Telephone # Return to: Texas Department of Health Attn: TDH HUB Coordinator Bureau of Support Services 1100 West 49th Street, G-103 Austin, IX 78756 Attach a narrative report describing your good faith efforts during the reporting period. ........... First Sept., Oct., Nov. December 5th Second Dec., Jan., Feb. March 5th Third March, April, May June 5th Fourth hTS, JuIX, Aug. September 5th Signature Title Date Telephone # Return to: Texas Department of Health Attn: TDH HUB Coordinator Bureau of Support Services 1100 West 49th Street, G-103 Austin, IX 78756 Attach a narrative report describing your good faith efforts during the reporting period. 11 III It 1 11 t ■ k Resolution No. 2000-R 0030 February 10, 2000 Item No. 29 GENERAL PROVISIONS FOR TEXAS DEPARTMENT OF HEALTH GRANT CONTRACTS (LGS) 2000 GENERAL PROVISIONS 4/99 Resolution No. 2000—R 003( February 10, 2000 Item No. 29 Any alteration to this document constitutes a counter-of%r and must be approved in writing by the Texas Department of Health. GENERAL PROVISIONS FOR TEXAS DEPARTMENT OF HEALTH GRANT CONTRACTS ARTICLE 1. Preamble PERFORMING AGENCY and RECEIVING AGENCY (the parties) hereby agree to make and enter into this grant contract (contract), to faithfully perform the duties prescribed by this contract and to uphold and abide by its terms and provisions. This contract consists of RECEIVING and PERFORMING AGENCY identifying data, Details of Attachment(s), authorized signatures, General Provisions, and Attachment(s) with detailed Scope(s) of Work, Special Provisions, budget(s), and exhibit(s) as applicable. This contract represents the complete and entire understanding and agreement of the parties. No prior agreement or understanding, oral or otherwise, of the parties or their agents will be valid or enforceable unless embodied in this contract. The person or persons signing and executing this contract on behalf of PERFORMING AGENCY, or representing themselves as signing and executing this contract on behalf of PERFORMING AGENCY, warrant and guarantee that he, she, or they have been duly authorized by PERFORMING AGENCY to execute this contract on behalf of PERFORMING AGENCY and to validly and legally bind PERFORMING AGENCY to all of its terms, performances, and provisions. PERFORMING AGENCY assures compliance with this contract, including these General Provisions unless otherwise specified in any Special Provisions of the Attachment(s) to this document. If these General Provisions are revised or replaced during the term of this contract, and PERFORMING AGENCY does not consent to comply with the modified General Provisions, PERFORMING AGENCY may exercise its termination options in accordance with the General Provisions, Termination Article. ARTICLE 2. Term The time period of this contract shall be governed by the "'(s) of the Attachment(s). No commitment of contract funds is permitted prior to the first day or subsequent to the last day of the term. The term may be extended or shortened by amendment(s). ARTICLE 3. Fjanding This contract is contingent upon the availability of funding for each Attachment for the term of the Attachment. PERFORMING AGENCY will have no right of action ajainst the State of Texas or RECEIVING AGENCY in the event that RECEIVING AGENCY is unable to fulfill �ts obligations under this contract as a result of lack of sufficient funding of RECEIVING AGENCY for any Attachment(s) to this contract. If funds become unavailable, provisions of the Termination Article will apply. ARTICLE 4. Amendments This contract may be amended only if the amendment is in writing and signed by individuals with authority to bind all parties. PERFORMING AGENCY shall not perform and RECEIVING AGENCY shall not pay for the performance of different or additional services, work, or products except pursuant to an amendment of this contract that is executed (LGS) 2000 GENERAL PROVISIONS Page 1 4/99 in compliance with this Article. RECEIVING AGENCY may not waive any term, covenant, or condition of this contract unless by amendment executed in compliance with this Article. PERFORMING AGENCY shall plan expenditures so that any necessary budget revisions or amendments are executed no later than 90 days prior to the expiration of the Attachment term. PERFORMING AGENCY shall provide a written justification for any budget revisions and/or amendments. If a budget revision or amendment is requested during the last quarter of the Attachment term, the written justification must include a reason for the delay. ARTICLE 5. Applicable Laws and' Standards This contract shall be interpreted under and in accordance with the laws of the State of Texas and enabling state rules. Where applicable, federal statutes and regulations, including federal grant requirements applicable to funding sources, will apply to this contract. The Uniform Grant and Contract Management Act (UGCMA), Texas Government Code, Chapter 783, Vernon's Texas Codes Annotated (VTCA), and the Uniform Grant Management Standards (UGMS) as amended by revised federal circulars and incorporated in UGMS by the Governor's Budget and Planning Office, apply as terms and conditions of this contract and are adopted by reference in their entirety. If a conflict arises between the provisions of this contract and the provisions of UGCMA and UGMS, the provisions of UGCMA and UGMS will prevail unless expressly stated otherwise. RECEIVING AGENCY must give prior approval for changes to contract Attachment(s) as specified by UGMS in "Part III -State Uniform Requirements for Grants and ` Cooperative Agreement, Subpart C -Post -Award Requirements, item .30 -Changes" and applicable federal Office of Management and Budget (OMB) circulars. RECEIVING AGENCY will provide copies of applicable OMB circulars and UGMS to PERFORMING AGENCY upon request. These documents are incorporated by reference as a condition of this contract. PERFORMING AGENCY may not use funds granted under this contract to pay any person for influencing or attempting to influence an officer or employee of any agency; federal or state; 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 contract or grant or the extension, continuation, renewal, amendment, or modification of any contract or grant (31 USC § 1352 and UGMS). If at anytime this contract exceeds $100,000, regardless of funding source, PERFORMING AGENCY shall file with RECEIVING AGENCY a declaration containing the name of any registrant under the Lobbying Disclosure Act of 1995 who has made lobbying contacts on behalf of PERFORMING AGENCY in connection with that contract or grant, a certification that none of the funds provided by RECEIVING AGENCY have been or will be used for payment to lobbyists and shall disclosure of the names of any and all registered lobbyists with whom PERFORMING AGENCY has an agreement. PERFORMING AGENCY shall require any person who receives a subgrant or subcontract to file the same declaration, certification and disclosure with RECEIVING AGENCY. PERFORMING AGENCY shall file the declaration, certification, and disclosure at the time of application for the contract or grant; upon execution of a contract or grant unless PERFORMING AGENCY previously filed a declaration, certification or disclosure form in connection with the award; and at the end of each calendar quarter in which there occurs any event that materially affects the accuracy of the information contained in anydeclaration, certification or disclosure previously filed. RECEIVING AGENCY will supply the certification form to PERFORMING AGENCY upon request. (LGS) 2000 GENERAL PROVISIONS Page 2 4/99 ARTICLE 6. Debarment and Suspension PERFORMING AGENCY certifies by execution of this contract to the following: ► it is not ineligible for participation in federal or state assistance programs under Executive Order 12549, Debarment and Suspension; ► neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any federal department or agency; ► ` it has not knowingly failed to pay atingle substantial debt or a number of outstanding debts to a federal or state agency; and ► it is not subject to an outstanding judgment in a suit against PERFORMING AGENCY for collection of the balance of a debt. Where PERFORMING AGENCY is unable to certify to any of the statements in this Article, PERFORMING AGENCY shall attach an explanation. PERFORMING AGENCY shall not contract with a subrecipient nor procure goods or services from a subcontractor, at any tier, which is debarred or suspended or is otherwise excluded from or ineligible for participation in federal assistance programs under Executive Order 12549. ARTICLE 7. Assurances PERFORMING AGENCY shall establish safeguards to prohibit employees from using their positions for a purpose that constitutes or presents the appearance of personal or organizational conflict of interest or personal gain. To the extent such provisions are applicable to PERFORMING AGENCY, PERFORMING AGENCY agrees to fully comply with the following: ► Title VI of the Civil Rights Act of 1964,42 USC §§2000d et seq. (P.L. 88-352), which prohibits discrimination on the basis of race, color or national origin, and includes the provision for effective communication and equal access to programs, services and activities to persons with Limited English Proficiency (LEP); ► Title IX ofthe Education Amendments of 1972, as amended, 20 USC §§ 1681-1683, and 1685-1686, which prohibits discrimination on the basis of sex; ► Section 504 of the Rehabilitation Act of 1973, 29 USC §794(a), which prohibits discrimination on the basis of disabilities and the Americans with Disabilities Act of 1990, 42 USC §§ 12101 et seq., including the provision for effective communication and equal access to programs, services and activities to persons with sensory and speech impairments; ► The Age Discrimination Act of 1975, as amended, 42 USC §§6101-6107, which prohibits discrimination on the basis of age; ► The Drug Abuse Office and Treatment Act of 1972 (P.L. 92-255), as amended, relating to nondiscrimination on the basis of drug abuse; ► The Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970 (P.L. 91-616), as amended, relating to the nondiscrimination on the basis of alcohol abuse or alcoholism; ► Public Health Service Act of 1912, §§523 and 527, 42 USC §290 dd-2, as amended, relating to confidentiality of alcohol and drug abuse patient records; (LGS) 2000 GENERAL PROVISIONS Page 3 4/99 Title VIII of the Civil Rights Act of 1968, 42 USC §§3601 et seq., as amended, relating to nondiscrimination in the sale, rental or financing of housing; and, The requirements of any other nondiscrimination statute(s). Collectively, such requirements obligate RECEIVING AGENCY to provide services without discrimination on the basis of race, color, national origin, age, sex, or disability. PERFORMING AGENCY shall carry out the terms of this contract in a manner which will assist RECEIVING AGENCY in complying with such obligations to the fullest extent of PERFORMING AGENCY'S ability. PERFORMING AGENCY agrees to comply with all or part of the following, as applicable: A. Texas Labor Code, Chapter 21, VTCA, which requires that certain employers not discriminate on the basis of race, color, disability, religion, sex, national origin, or age. B. Immigration Reform and Control Act of 1986, 8 USC §§1324a et seq., as amended, regarding employment verification and retention of verification forms for any individual(s) hired on or after November 6, 1986, who will perform any labor or services under this contract. C. Pro -Children Act of 1994,20 USC §§6081-6084, regarding the provision of a smoke-free workplace and promoting the non-use of all tobacco products. D. The National Research Service Award Act of 1971, as amended, 42 USC §§288 et seq. and 6601 (P.L. 93-348 and P.L. 103-43) regarding the protection of human subjects involved in research, development, and related activities supported by any applicable award of federal assistance. E. The Clinical Laboratory Improvement Amendments of 1988, 42 USC §263a, which establish federal requirements for the regulation and certification of clinical laboratories. F. The Occupational Safety and Health Administration Regulations on Blood Borne Pathogens, 56 Fed. Reg. 64175 (1991), 29 CFR § 1910.1030, which set safety standards for those workers and facilities who may handle blood borne pathogens. G. Laboratory Animal Welfare Act of 1966, 7 USC § §2131 et seq. (P.L. 89-544), as amended, pertaining to the care, handling, and treatment of warm-blooded animals held for research, teaching, or other activities supported by this award of assistance. H. Article 9102, Texas Revised Civil Statutes (TRCS), as amended, pertaining to standards which eliminate architectural barriers for persons with disabilities. I. Health and Safety Code §165.004 (Vernon's Supp. 1998), relating to the promotion of breast-feeding by providing information that encourages breast-feeding to program participants who are pregnant women or mothers with infants. Promotional material may be requested from RECEIVING AGENCY by calling (512) 406-0744. J. Environmental standards pursuant to the following: (1) Institution of environmental quality control measures under the National Environmental Policy Act of 1969, 42 USC §§4321-4347_ (P.L. 91-90) and Executive Order 11514 "Protection and Enhancement of Environmental Quality." (2) Notification of violating facilities pursuant to Executive Order I1738 "Providing for Administration of the Clean Air Act and the Federal Water Pollution Control Act with Respect to Federal Contracts, Grants, or Loans." (3) Protection of wetlands pursuant to Executive Order 11990. (4) Evaluation of flood hazards in floodplains in accordance with Executive Order 11988. (5) Assurance of project consistency with the approved State Management program developed under the Coastal Zone Management Act of 1972, 16 USC § § 1451 et seq. (6) Conformity of federal actions to state clean air implementation plans under the Clean Air Act of 1955, as amended, 42 USC §§7401 et seq. (LGS) 2000 GENERAL PROVISIONS Page 4 4/99 (7) Protection of underground sources of drinking water under the Safe Drinking Water Act of 1974, as amended, 42 USC §§300f -300j (P.L. 93-523). (8) Protection of endangered species under the Endangered Species Act of 1973, as amended (P.L. 93- 205). K. The Hatch Political Activity Act, 5 USC §§7321-29, which limits the political activity of employees whose principal employment activities are funded in whole or in part with federal funds. L. The Federal Fair Labor Standards Act and the Intergovernmental Personnel Act of 1970, as applicable, concerning minimum wage and maximum hours. M. General Appropriations Act, Regular Session, 75th Legislature, 1997, Article IX, §33 "Limitation on Grants to Units of Local Government" For the purpose of §33, "unit of local government" shall mean a council of governments, a regional planning commission, or a similar regional planning agency created under Chapter 391, Local Government Code; a Local Workforce Development Board; or an MHMR community center. N. Texas Government Code, Chapter 573, Vernon's 1994, relating to nepotism. O. Texas Government Code, Chapter 552, Vernon's 1994, relating to open records and public information. P. Texas Government Code, Chapter 551, Vernon's 1994, relating to open meetings. Q. Texas Government Code, Chapter 415, and all rules adopted by the Texas Commission on Law Enforcement Officer Standards and Education pursuant to Chapter 415, Texas Government Code, relating to regulated law enforcement agencies. PERFORMING AGENCY shall ensure that the facilities under its ownership, lease or supervision which shall be utilized in the accomplishment of the project are not listed on the Environmental Protection Agency's (EPA) list of Violating Facilities and shall notify the Federal grantor agency of the receipt of any communication from the Director of the EPA Office of Federal Activities indicating that a facility to be used in the project is under consideration for listing by the EPA (Executive Order 11738). PERFORMING AGENCY shall comply with the flood insurance purchase requirements of 102(x) of the Flood Disaster Protection Act of 1973 (P.L. 93-234). Section 102 (a) requires the purchase of flood insurance in communities where the insurance is available as a condition for the receipt of any Federal financial assistance for construction or acquisition proposed for use in any area that has been identified by the Secretary of the U. S. Department of Housing and Urban Development as an area having special flood hazards. PERFORMING AGENCY shall comply with the requirements of the Texas Workers' Compensation Act, Labor Code, Chapters 401-406, VTCA, and rules promulgated thereunder found at 28 Texas Administrative Code (TAC), Chapter 41, et seq., which cover compensation for employees' injuries. When incorporated into a contract, standard assurances contained in the application package, if any, become terms or conditions for receipt of RECEIVING AGENCY funds. PERFORMING AGENCY and its subrecipients shall maintain an appropriate contract administration system to ensure that all terms, conditions, and specifications are met. PERFORMING AGENCY shall comply with all federal tax laws and is solely responsible for filing all required state and federal tax forms. PERFORMING AGENCY shall comply with all applicable requirements of federal and state laws, executive orders, regulations and policies governing the activity described in Attachment(s), and with the applicable standard conditions or assurances prescribed by UGMS in "Part III -State Uniform Requirements for Grants and Cooperative Agreement, Subpart B -Pre-Award Requirements, _. 14 -State Assurances." aGs) 2WO GENERAL PROVISIONS Page 5 4/99 PERFORMING AGENCY assures it shall not transfer, assign or sell its interest in this contract, or in any equipment purchased with funds from this contract, without the written consent of RECEIVING AGENCY. ARTICLES. Intellectual Prone Texas Health and Safety Code § 12.020(a), VTCA, authorizes RECEIVING AGENCY to apply for, register, secure, hold, and protect a patent, copyright, trademark or other evidence of protection or exclusivity issued in or for intellectual property. "Intellectual property" consists of inventions; discoveries; improvements to any process, machine, manufacture, or composition of matter; products; technology; scientific information; trade secrets; computer software; literary works; musical works with any accompanying words; dramatic works with any accompanying music; pantomimes and choreographic works; pictorial, graphic, and sculptural works; motion pictures and other audiovisual works; sound recordings; architectural works; words, names, symbols, devices, slogans or any combination thereof which have been adopted and used by RECEIVING AGENCY to identify goods and/or services and distinguish them from those of others; and any other creative works if they may be protected by a patent, copyright, trademark, service mark, collective mark, or certification mark or other evidence of protection or exclusivity whether or not protection or exclusivity has been applied for or received. "Mark," for purposes of trademark and service mark, includes a word, name, symbol, device, slogan or any combination thereof which has been adopted and used by RECEIVING AGENCY to identify goods and/or services and distinguish them from those of others. Federal trademark ;law also provides for collective marks and certification marks. "Patent" protects any new and useful process, machine, manufacture, or composition of matter, or any new and useful improvement. "Work made for hire" is a work prepared by an employee within the scope of his or her employment; or a work specially ordered or commissioned for use as a contribution to a collective work, as a part of a motion picture or other audiovisual work, as a translation, as a supplementary work, as a compilation, as an instructional text, as a test, as answer material for a test, or as an atlas, and the parties expressly agree in a written instrument signed by them that the work shall be considered a work made for hire. The term "works," for purposes of federal copyright law, includes software; literary works; musical works with any accompanying words; dramatic works with any accompanying music; pantomimes and choreographic works; pictorial, graphic, and sculptural works; motion pictures and other audiovisual works, sound recordings and architectural works. All work performed that results in the production of original books, manuals, films, or other original material is the exclusive property of RECEIVING AGENCY. All right, title, and interest in and to said property shall vest in RECEIVING AGENCY upon creation. All work performed shall be deemed to be a "work made for hire" for copyright purposes and made in the course of the services rendered pursuant to this contract. To the extent that title to any such work may not, by operation of law, vest in RECEIVING AGENCY or such work may not be considered a work made for hire, all rights, title and interest therein are hereby irrevocably assigned to RECEIVING AGENCY. RECEIVING AGENCY shall have the right to obtain and to hold in its own name any and all patents, copyrights, trademarks; service marks, certification marks, collective marks, registrations, or such other protection as may be appropriate to the subject matter, and any extensions and renewals thereof. PERFORMING AGENCY (LGS) 2000 GENERAL PROVISIONS Page 6 4199 shall ensure all rights, titles, and interest in and to the intellectual property are secured to RECEIVING AGENCY from PERFORMING AGENCY and its subrecipients. PERFORMING AGENCY agrees to give RECEIVING AGENCY and agrees to require its subrecipients to give RECEIVING AGENCY, or any person designated by RECEIVING AGENCY, all assistance required to perfect the rights defined in this Article, without any charge or expense beyond those amounts payable to PERFORMING AGENCY for the services rendered under the contract. If federal funds are used to finance activities supported by the contract Attachment(s) that result in the production of original books, manuals, films, or other original material, the federal awarding agency reserves a royalty-free, nonexclusive, and irrevocable license to reproduce, publish or otherwise use, and to authorize others to use, for federal government purposes (1) the copyright in any work• developed under a grant, subgrant, or contract under a grant or subgrant; and (2) any rights of copyright to which a PERFORMING AGENCY or its subrecipient purchases ownership with grant support. PERFORMING AGENCY shall place an acknowledgment of federal awarding agency grant support and a disclaimer, as appropriate, on any publication written or published with such support and, if feasible, on any publication reporting the results of or describing a grant-supported activity. An acknowledgment shall be to the effect that "This publication was made possible by grant number from (federal awarding a eg ncv)" or "The project described was supported by grant number from (federal awarding a eg ncv)" and "Its contents are solely the responsibility of the authors and do not necessarily represent the official views of the (federal awarding agencvl." In the event the terms of a federal grant award the copyright to PERFORMING AGENCY, RECEIVING AGENCY reserves a royalty-free, nonexclusive, worldwide and irrevocable license to reproduce, publish or otherwise use, and to authorize others to use, for RECEIVING AGENCY, public health, and state governmental noncommercial purposes (1) the copyright, trade mark, service mark, and patent on an invention, discovery, or improvement to any process, machine, manufacture, or composition of matter; products; technology; scientific information; trade secrets; and computer software, in any work developed under a grant, subgrant, or contract under a grant or subgrant; and (2) any rights of copyright, service or trade marks or patents to which a grantee, subgrantee or a contractor purchases ownership with grant support. PERFORMING AGENCY may publish the results of the contract performance if those results are subject to copyright law at its expense with prior RECEIVING AGENCY review and approval. RECEIVING AGENCY will not withhold the approval unreasonably. If RECEIVING AGENCY withholds approval, PERFORMING AGENCY may still publish the results of the contract performance but shall not reference the Texas Department of Health in any manner. If RECEIVING AGENCY approves and owns the copyright, any publication should include "© Texas Department of Health, 1100 West 49th Street, Austin, Texas, (the year of publication), All Rights Reserved." If PERFORMING AGENCY is the copyright holder, any publication shall include acknowledgment of the support received from RECEIVING AGENCY. At least six copies of any such publication must be provided to RECEIVING AGENCY. RECEIVING AGENCY reserves the right to require additional copies before or after the initial review. PERFORMING AGENCY and any subrecipient, as appropriate, must comply with the standard patent rights clauses in 37 Code of Federal Regulations §401.14 or Federal Acquisition Regulations 52.227.11. ARTICLE 9. Historically Underutilized Businesses RECEIVING AGENCY shall comply with Texas Government Code, Chapter 2161, VTCA and 1 TAC §§111.11- 111.24 whereby state agencies are required to make a good faith effort to assist historically underutilized businesses (HUBS) in receiving contract awards issued by the state to purchase "goods," which are defined as "supplies, materials, or equipment," services, or public works. (LGS) 2000 GENERAL PROVISIONS Page 7 4/99 If PERFORMING AGENCY subcontracts a portion of this contract, PERFORMING AGENCY agrees to make a good faith effort to subcontract with HUBS during the performance of its contract Attachment(s) with RECEIVING AGENCY and will report HUB subcontract activity on a quarterly basis to RECEIVING AGENCY. PERFORMING AGENCY and its subrecipient(s), if any, are encouraged to use minority banks (a bank which is owned at least 50 percent by minority group members). ARTICLE 10. Certification Regarding License. Certificate. or Permit RECEIVING AGENCY may pay PERFORMING -AGENCY only for personnel who are duly licensed and/or qualified to perform required services. PERFORMING AGENCY certifies that no owner, operator, or administrator of PERFORMING AGENCY has had a license, certificate, or permit revoked by any of the Texas state agencies listed below: • Adjutant General's Department • Board of Private Investigators and Private Security Agencies • Interagency Council on Early Childhood Intervention • Texas Alcoholic Beverage Commission Texas Cancer Council • Texas Children's Trust Fund of Texas Council • Texas Commission for the Deaf and Hard of Hearing , • Texas Commission on Alcohol and Drug Abuse • Texas Commission on Jail Standards • Texas Commission on Law Enforcement Officers Standards & Education • Texas Commission on Fire Protection • Texas Council on Sex Offender Treatment • Texas Criminal Justice Policy Council • Texas Department of Criminal Justice • Texas Department of Human Services • Texas Department of Mental Health & Mental Retardation • Texas Department of Protective and Regulatory Services • Texas Department of Public Safety • Texas Department of Health • Texas Health & Human Services Commission • Texas National Guard Armory Board • Texas Polygraph Examiners Board • Texas Rehabilitation Commission • Texas Youth Commission ARTICLE 11. Conflict of Interest PERFORMING AGENCY does not have nor shall it knowingly acquire any interest that would conflict in any manner with the performance of its obligations under this contract. Potential conflicts of interest include an existing business or personal relationship between PERFORMING AGENCY, its principal, or any affiliate or subrecipient with RECEIVING AGENCY, its board members, officers or employees, or any other entity or person involved in any way in any project that is the subject of this contract. (LGS) 2000 GENERAL PROVISIONS Page 8 4/99 ■ ARTICLE 12. Year -2000 Certification PERFORMING AGENCY certifies that any supplied or supported software, hardware, firmware and micro code products used individually or together as a system to comply with RECEIVING AGENCY contract requirements will be year -2000 -compliant on or before the date such hardware, software, firmware and systems are to be impacted. Year -2000 -compliant means that such product operates "accurately" in the manner in which it was intended as it relates to date related operations when given a "valid date" containing century, year, month, and day. For purposes of this Article, "supplied or supported software, Hardware, firmware and micro code products" does not include software supported by RECEIVING AGENCY or an agency of the federal government. PERFORMING AGENCY is responsible for installing and implementing year -2000 -compliant versions of any software provided by RECEIVING AGENCY or an agency of the federal government which is used in performance of this contract. For purposes of this Article, 1) "accurately" is defined to include the following: a) calculations must be correctly performed using four -digit year processing; b) functionality -on-line, batch including entry, inquiry, maintenance and updates must support four -digit year processing; c) interfaces and reports must support four -digit year processing; d) successful translation into year -2000 with the correct system date (e.g., 01/01/2000) must occur without human intervention; e) processing with a four -digit year after transition to any date beyond the year 2000 must occur without human intervention; f) correct results in forward and backward date calculation spanning century boundaries must be provided; g) correct leap year calculations must be performed; and h) processing correct results in forward and backward date calculation spanning century boundaries must occur, including the conversion of previous years currently stored as two digits; 2) "date integrity" shall mean all manipulations of time -related data (dates, durations, days of week, etc.) will produce desired results for all valid date values within the application domain; 3) "explicit century" shall mean date elements in interfaces and data storage permit specifying century to eliminate date ambiguity; 4) "extraordinary actions" shall be defined to mean any action outside the normal documented processing steps identified in the product's reference documentation; 5) "general integrity" shall mean no value for current date will cause interruptions in desired operation - especially from the 20th to 21st centuries; 6) "implicit century" shall mean for any data element without century, the correct century is unambiguous for all manipulations involving that document; (LGS) 2000 GENERAL PROVISIONS Page 9 4/99 7) "product" or "products" shall be defined to include, but is not limited to, any supplied or supported hardware, software, firmware and/or micro code; 8) "valid date" shall contain a two -digit month, a two -digit day and a four -digit year. PERFORMING AGENCY and its subrecipient(s) must obtain a warranty from any vendor/licensor from which it obtains product(s) that product(s) delivered and installed under the contract/license shall be able to accurately process valid date data when used in accordance with the product documentation provided by the contractor/ licensor and require no extraordinary actions on the part of PERFORMING AGENCY, its personnel, or its subrecipient(s). Products under the contract/license possess general integrity, ' date integrity;' explicit and implicit century capabilities. If the contract/license requires that specific products must perform as a system in accordance with the foregoing warranty, then the warranty shall apply to those listed products as a system. The duration of this warranty and the remedies available to PERFORMING AGENCY or its subrecipient(s) for breach of the warranty shall be defined in, and subject to, the terms and conditions of the contractor's standard commercial warranty or warranties contained in the contract/license; provided, that notwithstanding any provision to the contrary in such commercial warranty or warranties, the remedies available to PERFORMING AGENCY or its subrecipient(s) shall include repair or replacement of any supplied product whose noncompliance is discovered and made known to the contractor/licensor in writing within ninety (90) days after final acceptance. Nothing in the warranty shall be considered to limit any rights or remedies PERFORMING AGENCY or its subrecipient(s) may otherwise have under the contract/license with respect to defects other than Year -2000 performance. RECEIVING AGENCY will not hold PERFORMING AGENCY responsible if the information coming to PERFORMING AGENCY's product/software from RECEIVING AGENCY is inaccurate or corrupt. ARTICLE 13. Standards for Financial and Programmatic Management PERFORMING AGENCY shall develop, implement, and maintain financial management and control systems that meet or exceed the requirements of UGMS as detailed in RECEIVING AGENCY's Financial Administrative Procedures Manual. Those requirements shall include at a minimum: A. Financial planning, including the development of budgets that adequately reflect all functions and resources necessary to carry out authorized activities and the adequate determination of costs; B. Financial management systems including accurate, correct, and complete payroll, accounting, and financial reporting records; cost source documentation; effective internal and budgetary controls; determination of reasonableness, allowableness, and allocability of costs; and timely and appropriate audits and resolution of any findings; and, C. Billing and collection policies, including a fee schedule, a system for discounting or adjusting charges based on a person's income and family size, and a mechanism capable of billing and making reasonable efforts to collect from patients and third parties. PERFORMING AGENCY must bill all third party payers for services provided under the Attachment(s) before submitting any request for reimbursement to RECEIVING AGENCY. A third party payer is any person or entity who has the legal responsibility for paying all or part of the services provided, including commercial health or liability insurance carriers, Medicaid, or other federal, state, local and private funding sources. Third party billing functions will be provided by PERFORMING AGENCY at no cost to the client. PERFORMING (LGS) 2000 GENERAL PROVISIONS Page 10 4/99 AGENCY or its subrecipient must become a Medicaid provider if performing approved Texas Medicaid services authorized by the Attachment(s). PERFORMING AGENCY and its governing body shall bear full responsibility for the integrity of the fiscal and programmatic management. Such responsibility shall include: accountability for all funds and materials received from RECEIVING AGENCY; compliance with RECEIVING AGENCY rules, policies, procedures, and applicable federal and state laws and regulations; and correction of fiscal and program deficiencies identified through self- evaluation and RECEIVING AGENCY's monitoring processes. Ignorance of any contract provisions or other requirements contained or referenced in this contract shall not constitute a defense or basis for waiving or appealing such provisions or requirements. ARTICLE 14. Bondin PERFORMING AGENCY is required to carry a fidelity bond, insurance coverage or self-insurance equal to the amount of funding provided under the contract Attachment(s) up to $100,000 that covers each employee of PERFORMING AGENCY handling funds under this contract, including person(s) authorizing payment of such funds. The fidelity bond, insurance, or self-insurance will provide for indemnification of losses occasioned by: 1) any fraudulent or dishonest act or acts committed by any of PERFORMING AGENCY's employees, either individually or in concert with others, and/or 2) failure of PERFORMING AGENCY or any of its employees to perform faithfully his/her duties or to account properly for all monies and property received by virtue of his/her position or employment. ARTICLE 15. Funding Participation Requirement PERFORMING AGENCY agrees funds provided through this contract will not be used for matching purposes in securing other funding unless otherwise directed or approved by RECEIVING AGENCY. ARTICLE 16. Allowable Costs and Audit Requirements Only those costs allowable under UGMS and any revisions thereto plus any applicable federal cost principles are eligible for reimbursement under this contract. Applicable cost principles, audit requirements, and administrative requirements are as follows: Applicable Cost Principles* Audit Requirements* Administrative Requirements* OMB Circular A-87, State & OMB Circular A-133 UGMS Local Governments • OMB Circulars shall be applied with the modifications prescribed by UGMS. PERFORMING AGENCY must have incurred a cost within the applicable Attachment term to be eligible for reimbursement under this contract. PERFORMING AGENCY must incur cost(s) prior to requesting reimbursement under this contract. No later than 90 days after the end of the applicable Attachment term, RECEIVING AGENCY must receive vouchers from PERFORMING AGENCY for costs encumbered by the last day of the applicable Attachment term. Reimbursement requests submitted and postmarked more than 90 days following the end of the applicable Attachment term may or may not be reimbursed, at the discretion of RECEIVING AGENCY. (LGS) 2000 GENERAL PROVISIONS Page 11 4/99 PERFORMING AGENCY or the AUTHORIZED CONTRACTING ENTITY shall arrange for a financial and compliance audit (Single Audit) if required by OMB Circular A-133 and/or UGMS. The audit shall be of PERFORMING AGENCY's or the AUTHORIZED CONTRACTING ENTITY's fiscal year. The audit must be conducted by an independent certified public accountant and in accordance with applicable OMB Circulars, Government Auditing Standards, and UGMS. PERFORMING AGENCY shall procure audit services in compliance with state procurement procedures, as well as with the provisions of UGMS. If PERFORMING AGENCY isnot required to have a Single, Audit, a limited scope audit may be required. RECEIVING AGENCY will provide PERFORMING AGENCY with written audit requirements if a limited scope audit is required. Within 30 days of receipt of the audit reports required by this section, PERFORMING AGENCY/AUTHORIZED CONTRACTING ENTITY shall submit a copy to RECEIVING AGENCY's Internal Audit Division. ARTICLE 17. Terms and Conditions of Payment For services satisfactorily performed pursuant to this contract, RECEIVING AGENCY will reimburse PERFORMING AGENCY for allowable costs. Reimbursements are contingent on a signed contract and will not exceed the total of each Attachment(s). PERFORMING AGENCY is entitled to payment only if the service, work, and/or product has been satisfactorily performed and authorized in accordance with this contract. PERFORMING AGENCY must submit requests for reimbursement on a State of Texas Purchase Voucher (TDH Form B-13) or any other form designated by'RECEIVING AGENCY. PERFORMING AGENCY shall submit vouchers for reimbursement monthly within 30 days following the end of the month covered by the bill. PERFORMING AGENCY shall submit a reimbursement request as a final close-out bill not later than 90 days following the end of the applicable Attachment term(s). Reimbursement requests submitted and postmarked more than 90 days following the end of the applicable Attachment term may not be paid, at the discretion of RECEIVING AGENCY. For any contract Attachment(s) beginning on or after September 1, 1999, PERFORMING AGENCY shall disburse program income, rebates, refunds, contract settlements, audit recoveries and interest earned on such funds before requesting cash payments including advance payments from RECEIVING AGENCY. RECEIVING AGENCY is required to place PERFORMING AGENCY on Direct Deposit status in accordance with Texas Government Code, §403.016(c), VTCA. PERFORMING AGENCY will no longer receive copies of vouchers. Funding from this contract may not be used to supplant state or local funds, but PERFORMING AGENCY shall use the funds from this contract to increase state or local funds currently available for a particular activity. PERFORMING AGENCY shall maintain its current level of support, if possible. RECEIVING AGENCY shall determine whether costs submitted by PERFORMING AGENCY are allowable and reimbursable. If RECEIVING AGENCY has paid funds to PERFORMING AGENCY for unallowable or ineligible costs, PERFORMING AGENCY shall return the funds to RECEIVING AGENCY within 30 days of written notice. RECEIVING AGENCY may withhold all or part of any payments to PERFORMING AGENCY to offset reimbursement for any ineligible expenditures that PERFORMING AGENCY has not refunded to RECEIVING aGS) 2000 GENERAL PROVISIONS Page 12 4/99 AGENCY. RECEIVING AGENCY may take repayment from funds available under any contract Attachment, active or expired, in amounts necessary to fulfill PERFORMING AGENCY repayment obligations. ARTICLE 18. Advance Payments PERFORMING AGENCY may request a one-time advance for each Attachment only to meet immediate need for cash disbursement. PERFORMING AGENCY must make the request on a State of Texas Purchase Voucher, accompanied by written justification and supporting documentation as specified in RECEIVING AGENCY's Financial Administrative Procedures Manual. The advance shall be requested at the beginning of the applicable Attachment period or at a later time in the applicable Attachment periodif circumstances so warrant. Approval of the request for advance will be at the discretion of RECEIVING AGENCY. If the request is approved, the voucher will be processed; if disapproved, RECEIVING AGENCY will provide written notification to PERFORMING AGENCY. RECEIVING AGENCY will determine the amount of the advance, if any, by the amount and term of the applicable Attachment(s). For each Attachment, the amount of the advance shall not exceed an amount equal to the amount of the Attachment divided by the number of months covered by the Attachment multiplied by two (2). Advance funds will be expended during the applicable Attachment term so that, after the final monthly billing, PERFORMING AGENCY will not have advance funds on hand. If the Attachment is amended to increase or decrease the total amount, RECEIVING AGENCY may make an upward or downward adjustment to the allowable advance in accordance with the above formula. If PERFORMING AGENCY is requesting an upward adjustment, PERFORMING AGENCY must submit a written justification and State of Texas Purchase Voucher in the amount necessary to correct the ratio. If the adjustment is downward, RECEIVING AGENCY will determine the amount of adjustment to the advance and the method of repayment. ARTICLE 19. Pr ggmm Income PERFORMING AGENCY may, but if a local health department shall, develop a fee-for-service system and a schedule of fees for personal health services in accordance with the provisions of Chapter 12, Subchapter D, Health and Safety Code, VTCA; the Texas Board of Health rules covering Fees for Clinical Health Services, 25 TAC § 1.91; and other applicable laws. No patient may be denied a service due to inability to pay. All revenues directly generated by an Attachment(s) supported activity or earned only as a result of the Attachment(s) during the term of the Attachment(s) are considered program income. PERFORMING AGENCY shall identify and report this income utilizing the forms and time frames specified in the Reports Article of these provisions. PERFORMING AGENCY shall utilize one of the following methods for applying program income: 1. Additive method - add the program income to the funds already committed to the project by both parties. Program income will be used by PERFORMING AGENCY to further the program objectives of the state/federal statute under which the Attachment(s) was/were made, and it shall be spent on the same project in which it was generated. 2. Deductive method - deduct the program income from the total allowable costs to determine the net allowable costs. (LGS) 2000 GENERAL PROVISIONS Page 13 4/99 PERFORMING AGENCY must expend program income during the Attachment term in which it is earned, and may not carry forward to the succeeding term. Program income not expended in the term in which it is earned shall be refunded to RECEIVING AGENCY. RECEIVING AGENCY may base future funding levels, in part, upon PERFORMING AGENCY's proficiency in identifying, billing, collecting, and reporting program income, and in utilizing it for the purposes and conditions of the applicable Attachment(s). ARTICLE 20. Overtime Comnensation PERFORMING AGENCY shall not use any of the funds provided by the Attachment(s) hereto to pay the premium portion of overtime. PERFORMING AGENCY shall be responsible for any obligations of premium overtime pay due employees. Premium overtime pay is defined as any compensation paid to an individual in addition to the normal rate of pay for hours worked in excess of normal working hours. ARTICLE 21. Equipment and Supplies In accordance with Health & Safety Code, § 12.053, VTCA, title to all equipment and supplies purchased from funds from this contract will be in the name of PERFORMING AGENCY throughout the Attachment(s) term(s) or until the Attachment is terminated. Equipment is defined as tangible nonexpendable property with an acquisition cost of more than $1,000 and a useful life of more than one year, with the following exceptions: fax machines, stereo systems, cameras, video recorder/players, microcomputers, software, medical equipment, laboratory equipment, and printers. If the unit cost of these exception items is more than $500, they will still be considered equipment, must be approved for purchase, and are considered capital assets for inventory purposes. Medical and laboratory equipment in this category is defined as microscopes, oscilloscopes, centrifuges, balances, and incubators. Medical and laboratory equipment not included in these five categories is not considered a capital asset unless the unit value is more than $1,000. Supplies which may be necessary to carry out the contract include medical supplies, drugs, janitorial supplies, office supplies, patient educational supplies, software less than $500, plus any equipment with a purchase price including freight not to exceed $1,000 per item, except those defined as "equipment." Unless initially listed and approved in the Attachment(s), prior written approval from RECEIVING AGENCY is required for any changes to approved equipment purchases meeting the above equipment definition. To receive approval to purchase data processing hardware and software or enhancements, PERFORMING AGENCY must submit a detailed justification and specification which include a description of features, make and model, and cost, etc. PERFORMING AGENCY shall maintain a property inventory and submit an annual cumulative report (TDH Form GC -11) to RECEIVING AGENCY no later than October'15th of each year. PERFORMING AGENCY shall administer a program of maintenance, repair, and protection of assets under this contract so as to assure their full availability and usefulness. In the event PERFORMING AGENCY is indemnified, reimbursed, or otherwise compensated for any loss of, destruction of, or damage to the assets provided under this contract, it shall use the proceeds to repair or replace said assets. Upon termination or expiration of applicable Attachment(s), title to any remaining equipment and supplies purchased from.funds under this contract reverts to RECEIVING AGENCY. Title may be transferred to any other (LGS) 2000 GENERAL PROVISIONS Page 14 4/99 party designated by RECEIVING AGENCY. RECEIVING AGENCY may, at its option and to the extent allowed by law, transfer the reversionary interest to such property to PERFORMING AGENCY. ARTICLE 22. Contracts with Subrecipients PERFORMING AGENCY may enter into contracts with subrecipients unless restricted or otherwise prohibited in specific Attachment(s). PERFORMING AGENCY is responsible to RECEIVING AGENCY for the performance of any subrecipient. Contracts with subrecipients shall be* in writing and must include the following: • name and address of all parties; • a detailed description of the services to be provided; • measurable method and rate of payment and total amount of the contract; • clearly defined and executable termination clause; • beginning and ending dates which coincide with the dates of the applicable contract Attachment(s) or cover a term within the beginning and ending dates of the applicable contract Attachment(s); • access to inspect the work and the premises on which any of the work is performed, in accordance with the Inspections Article contained in this contract; and • all clauses required by state/federal statutes, executive orders, and their implementing regulations. PERFORMING AGENCY agrees that all contracts with subrecipients containing a categorical budget shall include audit requirements referenced in the Allowable Costs and Audit Requirements Article of this contract, as appropriate. Prior to entering into an agreement equaling $25,000 or 25% of an Attachment, whichever is greater, PERFORMING AGENCY shall obtain written approval from RECEIVING AGENCY. PERFORMING AGENCY shall ensure that: • subrecipients are fully aware of the requirements imposed upon them by state/federal statutes and regulations; • subrecipients comply with all financial management requirements as defined by RECEIVING AGENCY and the applicable OMB circulars; • subrecipients complete required audits; • an adequate tracking system is maintained to ensure timely receipt of any subrecipient's required audit reports and the resolution of any findings and questioned costs cited by these reports. ARTICLE 23. Contracts for Procurement PERFORMING AGENCY may enter into contracts for procurement unless restricted or otherwise prohibited in specific Attachment(s). PERFORMING AGENCY agrees that it shall be responsible to RECEIVING AGENCY for the performance of any subcontracted activity. Contracts for procurement shall be in writing and must contain the following provisions: (LGS) 2000 GENERAL PROVISIONS Page 15 4/99 Administrative, contractual, or legal remedies in instances where contractors violate or breach contract terms, and provide for such sanctions and penalties as may be appropriate (contracts other than small purchases). • Termination for cause and for convenience by PERFORMING AGENCY including the manner by which it will be effected and the basis for settlement (all contracts in excess of $10,000). • Compliance with the Copeland "Anti -Kickback" Act (18 USC §874) as supplemented in Department of Labor regulations (29 CFR Part 3) (all contracts and subgrants for construction or repair). • Compliance with §§103 and 107 of the Contract Work Hours and Safety Standards Act (40 USC §§327=330) as supplemented by Department of Labor regulations (29 CFR Part 5) (construction contracts awarded by grantees and subgrantees in excess of $2,000, and in excess of $2,500 for other contracts which involve the employment of mechanics or laborers). • Notice of RECEIVING AGENCY requirements and regulations pertaining to reporting. • Notice of RECEIVING AGENCY requirements and regulations pertaining to patent rights with respect to any discovery or invention which arises or is developed in the course of or under such contract. • RECEIVING AGENCY requirements and regulations pertaining to copyrights and rights in data. • Access by RECEIVING AGENCY, the federal grantor agency, the Comptroller General of the United States, the State of Texas or any of their duly authorized representatives to any books, documents, papers, and records of the contractor which are directly pertinent to that specific contract for the purpose of making audit, examination, excerpts, and transcriptions. • Retention of all required records for three years after RECEIVING AGENCY make final payments and all other pending matters are closed. • Compliance with all applicable standards, orders, or requirements issued under §306 of the Clean Air Act (42 USC § I857(h)), §508 of the Clean Water Act (33 USC § 1368), Executive Order 11738, and Environmental Protection Agency regulations (40 CFR Part 15) (contracts, subcontracts, and subgrants of amounts in excess of $100,000). • Mandatory standards and policies relating to efficiency which are contained in the state energy plan issued in compliance with the Energy Policy and Conservation Act (P. L. 94-163). ARTICLE 24. Reports Financial reports are required as provided in UGMS, and PERFORMING AGENCY shall file them regardless of whether expenses have been incurred. For each Attachment, PERFORMING AGENCY shall submit a Financial Status Report, State of Texas Supplemental Form 269a (TDH Form GC -4a) within 30 days following the end of each of the first three quarters. PERFORMING AGENCY shall submit a final financial report on State of Texas Supplemental. Form 269a (TDH Form GC -4a), not later than 90 days following the end of the Attachment term(s). PERFORMING AGENCY shall submit a State of Texas Purchase Voucher if all costs have not been recovered, or PERFORMING AGENCY shall refund excess monies if costs incurred were less than funds received. Failure to file a purchase voucher in a timely manner may result in RECEIVING AGENCY disallowing payment. PERFORMING AGENCY shall submit the financial, program, and progress reports required by RECEIVING AGENCY in the format agreed to by the parties. PERFORMING AGENCY shall provide RECEIVING AGENCY other reports including financial reports RECEIVING AGENCY determines to be necessary to accomplish the (LGS) 2000 GENERAL PROVISIONS Page 16 4/99 objectives of this contract. If PERFORMING AGENCY is legally prohibited from providing such reports, it shall immediately notify RECEIVING AGENCY. ARTICLE 25. Inspections RECEIVING AGENCY and, when federal funds are involved, any authorized representative(s) of the federal government have the right, at all reasonable times, to inspect or otherwise evaluate the work (including reviews of client or patient records and discussions with staff) performed by PERFORMING AGENCY and its subrecipient(s), if any, and the premises on which the work is being performed. PERFORMING AGENCY and its subrecipient(s) shall participate in inspections and provide reasonable access; facilities,'and assistance to the representatives. All inspections and evaluations will be performed in such a manner as will not unduly interfere with the work. PERFORMING AGENCY and its subrecipient(s), if any, shall give RECEIVING AGENCY, the federal government, and the Texas State Auditor, or any of their duly authorized representatives, access to any pertinent books, documents, papers, and client or patient records, if any, for the purpose of making audit, examination, excerpts, and transcripts of transactions related to contract Attachment(s). RECEIVING AGENCY will have the right to audit billings both before and after payment. Payment under Attachment(s) will not foreclose the right of RECEIVING AGENCY to recover excessive or illegal payments. Any deficiencies identified by RECEIVING AGENCY upon examination of PERFORMING AGENCY's records will be conveyed in writing to PERFORMING AGENCY. PERFORMING AGENCY's resolution of findings will also be conveyed in writing to RECEIVING AGENCY within 30 days of receipt of RECEIVING AGENCY's findings. A RECEIVING AGENCY determination of either an inadequateor inappropriate resolution of the findings may result in sanctions which will remain in effect until RECEIVING AGENCY determines the deficiencies are properly remedied. ARTICLE 26. Records Retenti PERFORMING AGENCY shall retain, preserve and make available all required records for a period of three years from the date of the last expenditure report submitted under contract Attachment(s) or until all audit questions are resolved, or until any court orders requiring record retention are dissolved, whichever time period is longer. Microfilm copies of records required to be kept under the Attachment(s) may be substituted for the originals in accordance with guidelines and procedures approved by RECEIVING AGENCY, provided that the microfilm procedures are reliable and are supported by an adequate retrieval system, unless otherwise ordered by a court of general jurisdiction. ARTICLE 27. Client Records Notwithstanding any other provision herein, if requested by RECEIVING AGENCY, PERFORMING AGENCY shall share all patient information with RECEIVING AGENCY when the contract involves patient care by the PERFORMING AGENCY. RECEIVING AGENCY may require PERFORMING AGENCY, or any subrecipient, to transfer a client or patient record to another agency or to RECEIVING AGENCY if the transfer is necessary to protect either the confidentiality of the record or the health and welfare of the client or patient. aGS) 2000 GENERAL PROVISIONS Page 17 4/99 In the event of termination, RECEIVING AGENCY may require the transfer of client or patient records as authorized by law upon written notice to PERFORMING AGENCY, either to another entity that agrees to continue the service or to RECEIVING AGENCY. At the end of the Attachment term, PERFORMING AGENCY shall give RECEIVING AGENCY access to the records or provide copies for audit, examination, evaluation, inspection, litigation, or other circumstancesthat may arise, to the extent authorized bylaw. PERFORMING AGENCY, or any subrecipient, shall not otherwise transfer an identifiable client record, including a patient record; to another entity or person without written consent 'from the client or patient, or someone authorized to act on his or her behalf. Written consent must be given on a form provided by RECEIVING AGENCY or as otherwise authorized by law, including the Texas Medical Practice Act, Article 4495b, TRCS. ARTICLE 28. Confidentiality PERFORMING AGENCY shall have a system in effect to protect client or patient records and all other documents deemed confidential by law which are maintained in connection with the activities funded under this contract. PERFORMING AGENCY shall not disclose or transfer confidential client or patient information, including information required by the Reports Article, except in accordance with applicable law. If providing direct client care, services, or programs, PERFORMING AGENCY shall implement RECEIVING AGENCY's workplace policies based on the model guidelines, and PERFORMING AGENCY shall educate employees and clients concerning the human immunodeficiency virus (HIV) and its related conditions, including acquired immunodeficiency syndrome (AIDS), in accordance with the Health and Safety Code, §§85.112-114, VTCA. ARTICLE 29. Sanctions RECEIVING AGENCY may impose sanctions for any breach of contract, and will monitor PERFORMING AGENCY for both programmatic and financial compliance. RECEIVING AGENCY: may, at its own discretion, impose one or more sanctions for each item of noncompliance and will determine sanctions on a case-by-case basis. A state or federal statute, rule, regulation, or federal guideline will prevail over the provisions of this Article unless the statute, rule, regulation, or guideline can be read together with the provision(s) of this Article to give effect to both. RECEIVING AGENCY may: A. terminate all or a part of the contract. Termination is the permanent withdrawal of PERFORMING AGENCY's authority to obligate previously awarded funds before that authority would otherwise expire or the voluntary relinquishment by PERFORMING AGENCY to obligate previously awarded funds. PERFORMING AGENCY costs resulting from obligations incurred by PERFORMING AGENCY after termination of an award are not allowable unless expressly authorized by the notice of termination. Termination does not include: (1) withdrawal of funds awarded on the basis of PERFORMING AGENCY's underestimate of the unobligated balance in a prior period; (2) withdrawal of the unobligated balance as of the expiration of a contract; (3) refusal to extend a contract or award additional funds, to make a competing or noncompeting continuation, renewal, extension, or supplemental award; or (4) voiding of a contract upon determination that the award was obtained fraudulently, or was otherwise illegal or invalid from inception; (LGS) 2000 GENERAL PROVISIONS Page 18 4/99 B. suspend all or part of the contract. Suspension is depending on the context, either (1) the temporary withdrawal of PERFORMING AGENCY's authority to obligate funds pending corrective action by PERFORMING AGENCY or its subrecipient(s) or pending a decision to terminate or amend the contract, or (2) an action taken by a suspending official in accordance with agency regulations implementing Executive Order 12549 to immediately exclude a person from participating in contract transactions for a period, pending completion of an investigation and such legal or debarment proceedings as may ensue. PERFORMING AGENCY costs resulting from obligations incurred by PERFORMING AGENCY during a suspension are not allowable unless expressly authorized by the notice of suspension; C. disallow (deny both use of funds and matching credit for) all or part of the activities or action not in compliance; D. temporarily withhold cash payments. Temporarily withholding cash payments means the temporary withholding of advances or reimbursements to PERFORMING AGENCY or its subrecipient(s) for proper charges or obligations incurred, pending resolution of issues of noncompliance with contract conditions or indebtedness to the United States or to the State of Texas; . E. permanently withhold cash payments. Permanently withholding of cash payment means that RECEIVING AGENCY retains funds billed by PERFORMING AGENCY or its subrecipient(s) for a) unallowable, undocumented, disputed, inaccurate, improper, or erroneous claims; b) failure to comply with contract provisions; or c) indebtedness to the United States or to the State of Texas; F. deny contract renewal or future contract awards to a PERFORMING AGENCY for a certain period of time not to exceed five years; G. delay contract execution with PERFORMING AGENCY while other imposed or proposed sanctions are pending resolution; H. place PERFORMING AGENCY on probation. Probation means that PERFORMING AGENCY will be placed on accelerated monitoring for a period not to exceed six months at which time items of noncompliance must be resolved or substantial improvement shown by PERFORMING AGENCY; I. conduct accelerated monitoring of PERFORMING AGENCY. Accelerated monitoring means more frequent or more extensive monitoring will be performed by RECEIVING AGENCY than would routinely be accomplished; J. require PERFORMING AGENCY to obtain technical or managerial assistance; K. disallow requests for reimbursement by disapproving costs or fees submitted for payment or reimbursement by PERFORMING AGENCY; L. establish additional prior approvals for expenditure of funds by PERFORMING AGENCY; M. require additional, more detailed, financial and/or programmatic reports to be submitted by PERFORMING AGENCY; N. demand repayment from PERFORMING AGENCY; (LGS) 2000 GENERAL PROVISIONS Page 19 .4/99 O. reduce the contract funding amount for failure to achieve or maintain the proposed level of service, to expend funds appropriately and at a rate which will make full use of the award, or to provide services as set out in the contract; and P. impose other remedies provided by law. RECEIVING AGENCY will formally notify PERFORMING AGENCY in writing when a sanction is imposed (with the exception of accelerated monitoring, which may be unannounced), stating the nature of the sanction(s), the reasons for imposing them, the corrective actions which must be taken before they will be removed and the time allowed for completing the corrective actions, and the method, if any, of requesting reconsideration of the sanctions imposed. PERFORMING AGENCY is required to file, within 15 days of receipt of notice, a written response to RECEIVING AGENCY's program/division that sent the notice, acknowledging receipt of such notice and stating how PERFORMING AGENCY will correct the noncompliance or demonstrating in writing that the findings on which the sanctions are based are either invalid or do not warrant the sanction(s). If RECEIVING AGENCY determines that a sanction is warranted, and unless the sanction is subject to review (see Sanction Review Article) RECEIVING AGENCY's decision is final and PERFORMING AGENCY must take corrective action. In an emergency, RECEIVING AGENCY may immediately terminate or suspend all or part of the contract, temporarily or permanently withhold cash payments, deny contract renewal or future contract awards, or delay contract execution by delivering written notice to PERFORMING AGENCY, by any verifiable method, stating the reason for the emergency action. An "emergency" is defined as the following: • PERFORMING AGENCY is noncompliant and the noncompliance has a direct adverse impact on the public or client health or safety. The direct adverse impact may be programmatic or financial, impacting health or safety by failing to provide services, providing inadequate services, providing unnecessary services, or utilizing resources so that the public or clients do not receive the benefits contemplated by the contract scope of work or performance measures; • PERFORMING AGENCY fails to achieve a performance measure; * PERFORMING AGENCY is reimbursed or requesting reimbursement for expenditures which are not in accordance with applicable federal or state laws and regulations or the provisions of the contract; or • PERFORMING AGENCY is expending funds inappropriately. Whether PERFORMING AGENCY's conduct or inaction is an emergency shall be determined by RECEIVING AGENCY on a case-by-case basis and shall be based upon the egregious nature of the noncompliance or conduct. ARTICLE 30. Sanction Review PERFORMING AGENCY may request a review of the imposition of the following sanctions: termination of all or part of the contract, suspension of all or part of the contract, permanent withholding of cash payments, and denial of contract renewal or future contract awards. PERFORMING AGENCY must make the request for review in writing to RECEIVING AGENCY within fifteen (IS) days from the date of notification by providing written notice of the dispute to the person who signed the notification. (LGS) 2000 GENERAL PROVISIONS Page 20 4/99 PERFORMING AGENCY's notice shall contain the following: (1) a copy of the letter from RECEIVING AGENCY notifying PERFORMING AGENCY of the sanction; (2) a specific description of each act that is the basis for the dispute; (3) the grounds upon which PERFORMING AGENCY bases the complaint; (4) an identification of the issue or issues to be resolved; (5) a precise statement of the relevant facts; (6) any documentation in support of PERFORMING AGENCY's position; and (7) a statement and authorities in support of PERFORMING AGENCY's position. Evidence that PERFORMING AGENCY properly notified RECEIVING AGENCY consists of any of the following documents: (1) signature on delivery card; (2) confirmation of a facsimile to the correct telephone number, or (3) signed acknowledgment of delivery: RECEIVING AGENCY's representative will schedule a meeting or a conference call to attempt to resolve the issues in dispute. If the dispute is resolved, any resolution will be in writing and will be signed by all parties. If the dispute is not resolved, RECEIVING AGENCY's representative will notify PERFORMING AGENCY in writing. RECEIVING AGENCY will appoint a reviewer(s), who will review the information, who may permit or require additional information and who may grant, deny, or modify all relief requested in the written notice of dispute. The reviewer(s)'s decision will be in writing and will contain a discussion of the reason for the decision and the remedial action, if any. The reviewer(s) will send copies of the decision to all parties by any verifiable means. The decision of the reviewer(s) is final and is the final action of RECEIVING AGENCY for purposes of further proceedings. A state statute or rule or a federal statute, regulation or guideline will prevail over the provisions of this Article unless the statute, rule, regulation or guideline can be read together with the provision or provisions of this Article to give effect to both. ARTICLE 31. Breach of Contract Any remedies set out in this contract are in addition to rights and remedies for breach of contract provided by law. ARTICLE 32. Termination Each Attachment shall terminate upon the expiration date of the Attachment unless extended by written amendment in accordance with the Amendments Article. Prior to completion of the contract tern, all or a part of this contract may be terminated with or without cause as set out below. A. Termination without cause. (1) Either party may terminate this contract with at least 90 days prior written notice to the other party- (2) ly(2) The parties may terminate this contract by mutual agreement. (3) Either party may terminate this contract with at least 30 days prior written notice to the other party in the event state and/or federal funding for this contract is terminated, limited, suspended, or withdrawn. (4) RECEIVING AGENCY may terminate this contract when, in the sole determination of RECEIVING AGENCY, termination is in the best interest of the State of Texas. (LGS) 2000 GENERAL PROVISIONS Page 21 4199 B. Termination for cause. (1) Either party may terminate for material breach of contract with at least 30 days written notice to the other party. (2) RECEIVING AGENCY may terminate this contract, in whole or in part, for breach of contract or for risky conduct by giving at least 30 days written notice to PERFORMING AGENCY. "Risky conduct" may include one or more of the following: (a) A court of competent juiisdictiori finds thaf PERFORMING AGENCY has failed to adhere to any laws, ordinances, rules, regulations or orders of any public authority having jurisdiction; (b) PERFORMING AGENCY fails to communicate with RECEIVING AGENCY or fails to allow its employees or those of its subrecipients to communicate with RECEIVING AGENCY as necessary to the performance of the contract; (c) PERFORMING AGENCY breaches a standard of confidentiality with respect to the services provided under this contract; (d) RECEIVING AGENCY determines that PERFORMING AGENCY is without the personnel or resources to perform under the contract; (e) RECEIVING AGENCY determines that PERFORMING AGENCY, its agent or another representative offered or gave a gratuity (e.g., an entertainment or gift) to an official or employee of RECEIVING AGENCY for the purpose of obtaining a contract or favorable treatment; (f) PERFORMING AGENCY's management system does not meet the UGMS management standards; or (g) PERFORMING AGENCY appears to be financially unstable. Indicators of financial instability may include one or more of the following: (i) PERFORMING AGENCY fails to make payments; (ii) PERFORMING AGENCY makes an assignment for the benefit of its creditors; (iii) PERFORMING AGENCY admits in writing its inability to pay its debts generally as they become due; or (iv) If judgment for the payment of money in excess of $50,000 (which is not covered by insurance) is rendered by any court or ' governmental body against PERFORMING AGENCY, and PERFORMING AGENCY does not (a) discharge the judgment or (b) provide for its discharge in accordance with its terms, or (c) procure a stay of execution within 30 days from the date of entry thereof, and within the 30 -day period or a longer period during which execution of the judgment shall have been stayed, appeal therefrom and cause the execution (LGS) 2000 GENERAL PROVISIONS Page 22 4/99 i f I I Ik r. ■ thereof to be stayed during such appeal while providing such reserves therefore as may be required under generally accepted accounting principles. C. Emergency termination. RECEIVING AGENCY may terminate the contract immediately. upon notice to PERFORMING AGENCY in an emergency by any verifiable means. "Emergency" is defined in the Sanctions Article. Either party may deliver written notice of intent to terminate by any verifiable method. If either party gives notice of its intent to terminate all or a part of this contract, RECEIVING AGENCY and PERFORMING AGENCY will try to resolve any issues related to the anticipated termination in good faith during the notice period. Upon termination of all or part of this contract, RECEIVING AGENCY and PERFORMING AGENCY will be discharged from any fiuther obligation created under the applicable terms of this contract except for the equitable settlement of the respective accrued interests or obligations incurred prior to termination. Termination does not, however, constitute a waiver of any remedies for breach of this contract. In addition, the obligations of PERFORMING AGENCY to retain records and maintain confidentiality of information shall survive this contract. ARTICLE 33. Void Contract RECEIVING AGENCY may hold a contract void upon its determination that the contract award was obtained fraudulently or was otherwise illegal or invalid from its inception. ARTICLE 34. Severability If any provision of this contract is construed to be illegal or invalid, the illegal or invalid provision will be deemed stricken and deleted to the same extent and effect as if never incorporated, but all other provisions will continue. ARTICLE 35. Local Health Department Personnel All local health department personnel funded by Attachment(s) to this contract are employees of PERFORMING AGENCY which will be responsible for their direction and control and liable for any of their acts or omissions. PERFORMING AGENCY will have in place legally sufficient due process hearing procedures for all of its employees filling state -budgeted positions. PERFORMING AGENCY will have full authority to employ, promote, suspend, demote, discharge, and transfer within its organization any and all state -budgeted personnel funded by Attachment(s) to this contract provided, however, that any demotion, suspension, or discharge of such state -budgeted employees will be in accordance with the due process hearing procedures as set out above. The only distinction between state -budgeted and local paid employees is that employees on state budgeted positions receive state benefits and are subject to certain duties, obligations, and restrictions as state employees as contained in state law. One such restriction, as contained in the State Appropriations Act, is that no employee paid on a state -budgeted position may receive a salary supplement from any source unless specifically authorized in the Appropriations Act or other state law. This prohibition includes the payment to such employee of a so-called "flat rate" car allowance or travel allowance. Any travel or per diem allowance to these employees must be on a reimbursement basis, supported by appropriate records, and may not exceed the reimbursement for mileage and/or per diem allowed under the Appropriations Act and current state travel regulations. This restriction will apply whether travel funds are provided in Attachment(s) under this contract or from any other source. (LGS) 2000 GENERAL PROVISIONS Page 23 4199 PERFORMING AGENCY will utilize RECEIVING AGENCY's policies and procedures for hiring and promoting individuals into.state-budgeted positions funded by this contract. Qualifications of any individuals filling these positions will be subject to approval of RECEIVING AGENCY's Bureau of Human Resources. The purpose of the approval is to ensure that individuals occupying these positions meet minimum educational and experience requirements. PERFORMING AGENCY will maintain required records and submit documents necessary to process personnel, payroll, leave and time records, and travel costs on state -budgeted positions. RECEIVING AGENCY will furnish documentation regarding salary compensation or travel reimbursement for employees on state -budgeted positions. An independent audit is not required as a condition of this contract if the Attachment provides assistance through assignment of state -budgeted positions and no funds are budgeted for local costs. PERFORMING AGENCY may be reimbursed for local personnel costs or other categories of expense used to fulfill the scope of work of applicable Attachment(s) in lieu of being furnished state payroll warrants after a state - budgeted position becomes vacant. Reimbursement will not exceed the balance of funds on the state -budgeted position after all benefits, obligations, and/or other entitlements are met. PERFORMING AGENCY's Director, or other person(s) authorized elsewhere in this contract, may submit a request for conversion. RECEIVING AGENCY will transmit formal approval and a revised budget to PERFORMING AGENCY to complete the conversion if the request is granted. ARTICLE 36. Survival of Terms 'Termination or expiration of this contract for any reason shall not release either party from any liabilities or obligations set forth in this contract that (a) the parties have expressly agreed shall survive any such termination or expiration, or (b) remain to be performed or by their nature would be intended to be applicable following any such termination or expiration. ARTICLE 37. No Waiver of Sovereign Immunity THE PARTIES EXPRESSLY AGREE THAT NO PROVISION OF THIS CONTRACT IS IN ANY WAY INTENDED TO CONSTITUTE A WAIVER OF ANY IMMUNITIES FROM SUIT OR FROM LIABILITY THAT THE PARTIES OR THE STATE OF TEXAS MAY HAVE BY OPERATION OF LAW. ARTICLE 38. Certifications The governing body of each party has authorized this <contract. RECEIVING AGENCY is paying for the performance of governmental functions and services from current revenues available to RECEIVING AGENCY. The payment is in an amount that fairly compensates PERFORMING AGENCY for the services or functions performed under the contract. (LGS) 12000 GENERAL PROVISIONS Page 24 4/99