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HomeMy WebLinkAboutResolution No. UB- 12-C434 RESOLUTION NO. 12-C43 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF AZUSA, EXTENDING THE LOW INCOME HOME ENERGY ASSISTANCE PROGRAM FOR AZUSA RESIDENTS. WHEREAS, the Low Income Energy Assistance Program is funded by the federal government and administered by the State of California to assist low income electric customers; WHEREAS, the City Council supports programs to assist low income residents in the City of Azusa; and WHEREAS, Azusa Light & Water desires to offer this program to Azusa residents. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF AZUSA, CALIFORNIA, DOES FIND AND DECLARE THAT: The Low Income Home Energy Assistance Program agreement is hereby adopted for July 1, 2012 through September 30, 2014. PASSED, APPROVED AND ADOPTED this 25`h day of June, 2012. oseph R. Rocha, Mayor ATTEST: Vera Mendoza City Clerk STATE OF CALIFORNIA ) COUNTY OF LOS ANGELES ) ss. CITY OF AZUSA ) I, Vera Mendoza, City Clerk of the City of Azusa, do hereby certify that the foregoing Resolution No. 12-C43 was duly introduced and adopted at a regular meeting of the Azusa City Council/Utility Board on the 25`h of June, 2012, by the following vote, to wit: AYES: COUNCILMEMBERS: GONZALES, MACIAS, HANKS, ROCHA NOES: COUNCILMEMBERS: ABSENT: COUNCILMEMBERS: CARRILLO Vera Mendoza City Clerk STATE OF CALIFORMA-DEPARTMENT OF FINANCE PAYEE DATA RECORD (Required when receiving payment from the State of California in lieu of IRS W-9) STD. 204 (Rev. 6.2003) INSTRUCTIONS: Complete all information on this form. Sign, date, and return to the State agency (department/office) address shown at ' the bottom of this page. Prompt return of this fully completed form will prevent delays when processing payments. Information provided In this form will be used by Stale agencies to prepare Information Returns (1099). See reverse side for more information and Privacy Statement. NOTE: Govemmentai entities, federal, State, and local (including school districts), are not required to submit this form. PAYEE'S LEGAL BUSINESS NAME (Type or Print) L h+ 4- Wa_-}e.r if 1'4 of 142 -Lisa, SOLE PRO RIETOR—ENTER NAME AS SHOWN ON SSN (Last, First, M.I.) E-MAIL ADDRESS MAILING ADDRESS BUSINESS ADDRESS 7,A q N. Azusa, Ave, 7a9 N. ,42-usa ue_- CITY, STATE, ZIP CODE CITY, STATE, ZIP CODE Az"5a- CA 91-7oa., Azusa CA 01170 3 ENTER FEDERAL EMPLOYER IDENTIFICATION NUMBER (FEIN): I6I5I — 16 I o 1010 I b 1'710 NOTE: ❑ Payment will not l] PARTNERSHIP CORPORATION: be processed PAYEE ❑ MEDICAL (e.g.. dentistry, psychotherapy, chiropractic, etc.) without an ENTITY Q ESTATE OR TRUST ❑ LEGAL (e.g., attorney services) accompanying TYPE ❑ EXEMPT (nonprofit) taxpayer I.D. number. ALL OTHERS CHECK ONE BOX F__J INDIVIDUAL OR SOLE PROPRIETOR ONLY ENTER SOCIAL SECURITY NUMBER: ' SSN required by authority of California Revenue and Tax Code Section 18646 (� California resident - Qualified to do business in California or maintains a permanent place of business in California. California nonresident (see reverse side) - Payments to nonresidents for services may be subject to State income tax PAYEE withholding. " RESIDENCY ❑ No services performed in California. STATUS ❑ Copy of Franchise Tax Board waiver of State withholding attached. I hereby certify under penalty of perjury that the information provided on this document is true and correct. Should my residency status change, I will promptly notify the State agency below. AUTHORIZED PAYEE REPRESENTATIVE'S NAME (Type or Print) T TLE 6t.Ps Qh'i btr reEFor KcLrel11/afrlarti LLstomelf— are + Sol LL+; SIGNATURE DATE iELEPHIONE Please return completed form to: 6 Department/Office: Department of Community Services and Development Unit/Section: Contract Services Unit Mailing Address: P.O. Box 1947 City/State/Zip: Sacramento, California 95817-1947 Telephone:f916) Fax:9( 16) E-mail Address: ,rLs STATE OF CALIFORNIA AGREEMENT July 1, 2012 -September 30, 2014 Direct Payment Agreement Agreement No. 12Y-1403 This Agreement consists of this signature page, Exhibits A through F. and Attachments I through IV, which are attached hereto and incorporated herein by this reference. It is entered into between the State of California, Department of Community Services and Development, and the Utility Company, Azusa Light and Water: Utility Company: The term of this Agreement is: The maximum amount of this Agreement is: Agreed to and approved: CONTRACTOR By: Auth ized Signature Jose h R .Rocha. M or Printed Name and Title of Person igning Azusa Light and Water July 1, 2012 through September 30, 2014 Azusa Light and Water to/24�i Z Date Signed Address: _ai 13 E. Fooik� i t -8 t a A� us4 CA Telephone: Facsimile: lQ 6 — 3. Li — (0 3 5-9 STATE OF CALIFORNIA Department of Community Services and Development Authorized Signature Date Signed Jean Johnson. Deputy Director of Administrative Services Printed Name and Title of Person Signing Address: P.O. Box 1947 Sacramento, California 95812-1947 Telephone: (916) 576-7109 Facsimile: (916) 263-1406 Ift STATE OF CALIFO PAYEE DA STD. 204 (Rev. 6-2( Requirement to Complete Payee Data Record, STD. 204 1 A completed Payee Data Record, STD 204 is required for payments to all non-governmental entities and will be kept on file at each State agency. Since each State agency with which you do business must have a separate STD. 204 on file, it is possible for a payee to receive this form from various State agencies. Payees -who do not wish to complete the STD. 204 may elect to not do business with the State. If the payee does not complete the STD. 204 and the required payee data is not otherwise provided, payment may be reduced for federal backup withholding and nonresident State income tax withholding. Amounts reported on Information Returns (1099) are in accordance with the Internal Revenue Code and the California Revenue and Taxation Code, 2 Enter the payee's legal business name. Sole proprietorships must also include the owners full name. An individual must list his%her full name. The mailing address should be the address at which the payee chooses to receive correspondence. Do not enter payment address or lock box information here. 3 Check the box that corresponds to the payee business type. Check only one box. Corporations must check the box that identifies the type of corporation. The State of California requires that all parties entering into business transactions that may lead to payment(s) from the State provide their Taxpayer Identification Number (TIN). The TIN is required by the California Revenue and Taxation Code Section 18546 to facilitate tax compliance enforcement activities and the preparation of Form 1099 and other information returns as required by the Internal Revenue Code Section 6109(a). The TIN for individuals and sole proprietorships is the Social Security Number (SSN). Only partnerships, estates, trusts, and corporations will enter their Federal Employer Identification Number (FEIN). - Are you a California resident or nonresident? 4 A corporation will be defined as a "resident' if it has a permanent place of business in California or is qualified through the Secretary of State to do business in California. A partnership is considered a resident partnership if it has a permanent place of business in California. An estate is a resident if the decedent was a California resident at time of death. A trust is a resident if at least one trustee is a California resident. For individuals and sole proprietors, the term "resident" includes every individual who is in California for other than a temporary or transitory purpose and any individual domiciled in California who is absent for a temporary or transitory purpose. Generally, an individual who comes to California for a purpose that will extend over a long or indefinite period will be considered a resident. However, an individual who comes to perform a particular contract of short duration will be considered a nonresident. - Payments to all nonresidents may be subject to withholding. Nonresident payees performing services in California or receiving rent, lease, or royalty payments from property (real or personal) located in California will have 7% of their total payments withheld for State income taxes. However, no withholding is required if total payments to the payee are $1,500 or less for the calendar year. For information on Nonresident Withholding, contact the Franchise Tax Board at the numbers listed below: Withholding Services and Compliance Section: 1-888-7924900 E-mail address: wscs.gen@ftb.ca.gov For hearing impaired with TDD, call: 1-800-822-6268 Website: www.ftb.ca.gov* 5 Provide the name, title, signature, and telephone number of the individual completing this form. Provide the date the form was completed. 6 This section must be completed by the State agency requesting the STD. 204. Privacy Statement Section 7(b) of the Privacy Act of 1974 (Public Law 93-579) requires that any federal, State, or local governmental agency, which requests an individual to disclose their social security account number, shall inform that individual whether that disclosure is mandatory or voluntary, by which statutory or other authority such number is solicited, and what uses will be made of it. It is mandatory to furnish the information requested. Federal law requires that payment for which the requested information is not . provided is subject to federal backup withholding and State law imposes noncompliance penalties of up to $20,000. You have the right to access records containing your personal information, such as your SSN. To exercise that right, please contact the business services unit or the accounts payable unit of the State agency(ies) with which you transact that business. All questions should be referred to the requesting State agency listed on the bottom front of this form. Exhibit A (Standard Agreement) SCOPE OF WORK July 1, 2012 -September 30, 2014 Direct Payment Agreement The purpose of this Agreement between the Department of Community Services and Development, hereinafter referred to as CSD or the Department, and the Azusa Light and Water, hereinafter referred to as Contractor, is for the purpose of making direct credit to the accounts of low-income energy customers of the Contractor that are identified by CSD as payment recipients under CSD's Low -Income Home Energy Assistance Program (LIHEAP), which includes the Home Energy Assistance Program (HEAP) and Energy Crisis Intervention Program — Fast Track (ECIP-FT). LOCATION WHERE SERVICES ARE TO BE PROVIDED Unless specified in writing, in advance, by CSD, the location of all services to be provided by CSD under this Agreement will be at: Department of Community Services and Development Program Services and Support Unit 2389 Gateway Oaks Way, Suite 100 Sacramento, California 95833 ADDRESSES All notices to the parti6s shall, unless otherwise requested in writing, be sent to Contractor's address as follows: Ko V Name and Title: rm of nco , As,5' 1 recV r CU,64om 6P C4P e Company name:Az" a 0� W&4e- 6, So l icHU n S Address: pari AZ.-sct_ Atre- City, State and Zip Code: A ZvtSQ t C. A 91 -7 Oa or by facsimile to b ,;� 8IA - D 9 � 3 and to CSD's address as follows: Kathy Andry, Senior Manager Department of Community Services and Development P.O. Box 1947 Sacramento, CA 95812-1947 Or by facsimile to (916) 263-1651 Al July 1, 2012 -September 30, 2014 Direct Payment Agreement EXHIBIT B (Standard Aereement) BUDGET DETAIL AND PAYMENT PROVISIONS PAYMENT Contractor will not receive any direct financial consideration under this Agreement. 2. CSD'S PROJECT COORDINATOR The Manager of the Energy and Environmental Services is designated as the Department's Project Coordinator. The Department may, at any time, designate a substitute Project Coordinator. CONTRACTOR'S PROJECT COORDINATOR 1` t,rW V a4q C P,- is designated as the Contractor's Project Coordinator. The Project Coordinator can be reached at jp a(o — 8l of - .S,Q+O 7 The Contractor may, at any time, designate a substitute Project Coordinator. Notification to CSD of any change in the Project Coordinator will be made in writing and will not require an amendment to this Agreement. BUDGET CONTINGENCY CLAUSE A. ` It is mutually agreed that if the Budget Act of the current year and/or any subsequent years covered under this Agreement does not appropriate sufficient funds for the program, this Agreement shall be of no further force and effect. In this event, CSD shall have no liability to pay any funds whatsoever to Contractor or to furnish any other considerations under this Agreement and Contractor shall not be obligated to perform any provisions of this Agreement. B. If funding for any fiscal year is reduced or deleted by the State of California Budget Act for purposes of this program, CSD shall have the option to either cancel this Agreement with no liability occurring to CSD, or offer an agreement amendment to Contractor to reflect the reduced amount. Azusa Light and Water Direct Payment Agreement Agreement No. 09-1352 STATE OF CALIFORNIA AGREEMENT This Agreement consists of this signature page, Exhibits A through F, and Attachments I through IV, which are attached hereto and incorporated herein by this reference. It is entered into between the State of California, Department of Community Services and Development, and the Utility Company, Azusa Light and Water: Utility Company: Azusa Light and Water The term of this Agreement is: July 1, 2009 through.June 30, 2012 The maximum amount of this Agreement is: S -0 - Agreed to and approved: CONTRACTOR Azusa Light and Water By.. t �- .2�— Ocl /,Authorized Signature Date Signed To ef k R. Rocha cLr Printed Name and Title of Person in C t' -+y E) f SiX2 usa Address: 8 (d d v . A2USQ� CA 9l7oZ o _' 0 �yI �7 (J c Telephone: (�oZ 6' d !d ' S,Za" Facsimile: 6A6 — 334- 63ST N STATE OF CALIFORNIA Department of Community Services and Development v z By: Ad- O`Y uthorized Signature Date Signed Margie Chan. Deputy Director for Administrative Services Division Printed Name and Title of Person Signing Address: 700 North Tenth Street, Room D-215 Sacramento, California 95811-0336 Telephone: (916) 341-4200 Facsimile: (916) 341-4213 \\Cobra\shared\Contracts\Direct Payment\2009 Direct Pa)anet-ABoilerplate\2009 Facesheets and Attachment A\09-1352 Facesheet.doc Exhibit A (Standard Agreement) SCOPE OF WORK Azusa Light and Water Direct Payment Agreement Agreement No. 09-1352 The purpose of this Agreement between the Department of Community Services and Development, hereinafter referred to as CSD or the Department, and the Azusa Light and Water, hereinafter referred to as Contractor, is for the purpose of making direct credit to the accounts of low-income energy customers of the Contractor that are identified by CSD as payment recipients under CSD's Low -Income Home Energy Assistance Program (LIHEAP), which includes the Home Energy Assistance Program (HEAP) and Energy Crisis Intervention Program — Fast Track (ECIP-FT). LOCATION WHERE SERVICES ARE TO BE PROVIDED Unless specified in writing, in advance, by CSD, the location of all services to be provided by CSD under this Agreement will be at: Department of Community Services and Development Program Services and Support Unit 700 North Tenth Street, Room D215 Sacramento, California 95811-0336 3. ADDRESSES All notices to the parties shall, unless otherwise requested in writing, be sent to Contractor's address as follows: Name and Title:V,&rcn V&nca- Assisto-nt Direc,+yt- CuStorne - (rare- II S o (utiOhS Company name: A 2 ass_ L I g n t 4-Vf a_+el,— Address:'7,9 9 N� A Z Lk5 a liy e. City, State and Zip Code:_ A z u S a . � f� 91 � 0,;t or by facsimile to(of ai b > a - 0 9103 and to CSD's address as follows: Sukie Montes, Manager Department of Community Services and Development P.O. Box 1947 Sacramento, CA 95812-1947 or by facsimile to (916) 341-4285 \%Cobra\shared\Contracts\Direct Payment\2009 Direct PaymentR009 Facesheets and Scope of Work\094352 Scope of Work.doc EV (2009 Direct Payment) Exhibit B (Standard Agreement) BUDGET DETAIL AND PAYMENT PROVISIONS PAYMENT Contractor will not receive any direct financial consideration under this Agreement. 2. CSD'S PROJECT COORDINATOR The Manager of the Energy and Environmental Services is designated as the Department's Project Coordinator. The Department may, at any time, designate a substitute Project Coordinator. 3. CONTRACTOR'S PROJECT COORDINATOR k6r elin VA h GGL is designated as the Contractor's Project Coordinator. The Contractor may, at any time, designate a substitute Project Coordinator. Notification to CSD of any change in the Project Coordinator will be made in writing and will not require an amendment to this Agreement. 4. BUDGET CONTINGENCY CLAUSE A. It is mutually agreed that if the Budget Act of the current year and/or any subsequent years covered under this Agreement does not appropriate sufficient funds for the program, this Agreement shall be of no further force and effect. In this event, CSD shall have no liability to pay any funds whatsoever to Contractor or to furnish any other considerations under this Agreement and Contractor shall not be obligated to perform any provisions of this Agreement. B. If funding for any fiscal year is reduced or deleted by the State of California Budget Act for purposes of this program, CSD shall have the option to either cancel this Agreement with no liability occurring to CSD, or offer an agreement amendment to Contractor to reflect the reduced amount. C. Notwithstanding the language in Sections 4.A. or 4.B. above, if CSD believes that funds will be insufficient to allow the State to make LIHEAP payments to Contractor i.e., for the reasons described in Section 4.A. or 4.13. above, then CSD shall promptly notify Contractor's Project Coordinator. CSD and the Contractor's Project Coordinator shall attempt to amend this Agreement so the LIHEAP . payments can continue to the extent possible given the nature of the shortage or unavailability of funding for LIHEAP. The parties agree that it is undesirable to terminate this Agreement for any short-term unavailability of LIHEAP funds and that it would be preferable, if Federal funds are not available for LIHEAP, to suspend LIHEAP until CSD is able to obtain sufficient funding to resume credits to qualified low-income energy customers, as provided for under LIHEAP. IN (2009 Direct Payment) Exhibit B (Standard Agreement) PROVISIONS FOR FEDERALLY FUNDED CONTRACTS A. It is mutually understood between the parties that this Agreement may have been written for the mutual benefit of both parties before ascertaining the availability of congressional appropriation of funds, to avoid program and fiscal delays that would occur if the Agreement were executed after that determination was made. B. This contract is valid and enforceable only if sufficient funds are made available to CSD by the United States Government for the purpose of this program. In addition, this Agreement is subject to any additional restrictions, limitations, or conditions enacted by the Congress or to any statute enacted by the Congress that may affect the provisions, terms, or funding of this Agreement in any manner. C. The parties mutually agree that if Congress does not appropriate sufficient funds for LIHEAP, this Agreement shall be amended to reflect any reduction in funds. D. CSD has the option to void the Agreement under the 30 -day cancellation clause or . to amend the Agreement to reflect any reduction for funds. E. CSD will notify Contractor's Project Coordinator if federal funds are insufficient for LIHEAP to continue as expected during the next fiscal year or if restrictions, limitations or conditions have been imposed by Congress on the LIHEAP or funding for it as soon as the Federal grant award letter has been issued with some constraint. CSD further agrees that Contractor's willingness to suspend the LIHEAP, as described herein and in Section S.C. above, does not constitute an agreement by Contractor that: (i) funding for LIHEAP is unimportant or (ii) a delay in crediting a customer with LIHEAP funds is acceptable, to either Contractor or its customers. \\Cobra\shamd\Contracts\Direct Payment\2009 Direct Payment\Bcilerplate%04 Exhibit B, Budget Detail and Payment Pmvisions.clm (2009 Direct Payment) EXHIBIT C (Standard Agreement) GENERAL TERMS AND CONDITIONS PLEASE NOTE: This page will not be included with the final agreement. The General Terms and Conditions will be included in the agreement by reference to Internet site: www.csd.ca.flov. \\Cobra\shared\Contracts\Direct Payment\2009 Direct Payment\Boilerplate\05 Exhibit C, General Terms and Conditions.doc Cl (2009 Direct Pavment) EXHIBIT D (Standard Agreement) SPECIAL TERMS AND CONDITIONS CANCELLATION Either party may terminate this Agreement by giving thirty (30) days prior written notice to the other party. 2. SUBCONTRACTS No subcontracts shall be permitted under this Agreement; therefore, references to subcontractors or subcontracts as part of standard provisions that have been included herein shall have no applicability. 3. CERTIFICATION Contractor's signature affixed hereon shall constitute a certification that to the best of its ability and knowledge it will, unless exempted, comply with the provisions set forth in the following: Information Integrity and Security (Department of Finance, Budget Letter 04-35). 4. LABOR CODE/WORKERS' COMPENSATION Both parties agree that they are aware of the provisions that require every employer to be insured against liability for Workers' Compensation or to undertake self-insurance in accordance with the provisions, and CSD affirms to comply with such provisions before commencing the performance of the work of this Agreement. (Labor Code Section 3700) RESOLUTION A county, city, district, or other local public body must provide the State with a copy of a resolution, order, motion, or ordinance of the local governing body that by law has authority to enter into an agreement, authorizing execution of the agreement. 6. COMPLIANCE WITH LAWS AND TAX WITHHOLDING A. CSD shall comply with all applicable Federal, State, and local laws, rules, and regulations and shall obtain all permits required to conduct its business and perform the work called for in this Agreement, if applicable. B. CSD represents and warrants that it will withhold all taxes, if any, which are required to be withheld under applicable laws with respect to CSD personnel who perform services for the Contractor. CSD shall indemnify and hold the Contractor harmless, on an after-tax basis, for any liability incurred by the Contractor as a result of CSD's failure to institute any such required withholding. \\Cobm\sharcd\Contracts\Direct Payment\2009 Direct Payment\Boilerplate\06 Exhibit D, Special Terms and Conditions.doc D1 (2009 Direct Payment) EXHIBIT E (Standard Agreement) ADDITIONAL PROVISIONS INDEPENDENT CONTRACTOR CSD, and the agents and employees of CSD, in the performance of this Agreement, shall act in an independent capacity and not as officers or employees or agents of Contractor. 2. DELEGATION OF CSD'S DUTIES This Agreement is not assignable by CSD, either in whole or in part, without the consent of Contractor in the form of a formal written amendment. CSD shall not employ other consultants or contractors to provide key data entry, document perfection, and/or any other services under this Agreement without the prior written approval of Contractor, nor shall the duties of CSD, under this Agreement, be delegated without prior written approval of Contractor. Unless otherwise expressly agreed upon by Contractor, CSD shall remain responsible for the quality and timeliness of performance notwithstanding any delegation. CONFLICT OF INTEREST/BUSINESS ETHICS CSD shall exercise reasonable care and diligence to prevent any actions or conditions that could result in a conflict with Contractor's interest. During the term of this Agreement, CSD shall not accept any employment or engage in any consulting work that creates a conflict of interest with Contractor or in any way compromises the services to be performed under this Agreement. All financial statements, reports, billings, and other documents rendered shall properly reflect the facts about all activities and transactions handled for the account of Contractor. 4. WARRANTY CSD warrants to Contractor that the work under this Agreement shall be performed with the degree of skill and care that is required by current, good, and sound professional procedures and practices and in conformance with generally accepted professional standards prevailing at the time the work is performed, so as to ensure that the services performed are correct and appropriate for the purposes contemplated in this Agreement and related specifications. 5. CONFIDENTIALITY A. In the course of performing the services under this Agreement, CSD may have access to confidential, commercial, or personal information concerning, but not limited to, technology, rate making, legislative, and personnel matters and practices of the Contractor, its subsidiaries, affiliates, or members of the public. CSD agrees not to disclose any such information without the prior written approval of Contractor. B. Contractor hereby agrees to provide required security to insure the confidential, physical security and safekeeping of all data, information, files, and documents while E1 (2009 Direct Payment) EXHIBIT E (Standard Agreement) in its possession. Through the observance of the same or more effective procedural requirements as used by CSD, Contractor will protect from unauthorized use and disclosure all sensitive data, documentation, or other information that are designated confidential by CSD and made available to Contractor in order to carry out this Agreement. CSD shall provide to Contractor in writing the identification of all such confidential data and information, as well as CSD procedural requirements for protection of such data and information from unauthorized use and disclosure. C. Any representation herein made by CSD relating to confidentiality or the operations, limitations, and requirements for the furnishing of personnel records, as set forth in EXHIBIT E, ADDITIONAL PROVISIONS, Section 6., CSD's Use of Contractor's Property, below shall be subject to the Information Practices Act of 1977, Section 1798 et seq. of the California Civil Code, and the California Public Records Act, Section 6250 et seq. of the California Government Code. 6. CSD'S USE OF CONTRACTOR'S PROPERTY All records, reports, computer programs, written procedures, and similar materials, documents, or data, in whatever form provided by Contractor for CSD's use in performance of services under this Agreement shall remain the confidential property of Contractor. and shall be returned to Contractor immediately upon completion of CSD's use or upon written request of Contractor. AVAILABILITY OF INFORMATION AND PUBLIC TESTIMONY A. Contractor's duly authorized representatives shall have, for the term of this Agreement and for two (2) years thereafter, access at all reasonable times, upon five (5) days written notice and during regular working hours, to the CSD personnel, accounts, and records, including but not limited to applications processed and computer files for personnel who perform services for Contractor under this Agreement in order to verify or review the quantity, quality, work program and progress of the work, reimbursable costs, amounts claimed by CSD, estimates of cost for fixed rates, including those applicable to proposed changes, annual audit to verify recertification processes, and for any other reasonable purposes. The personnel records, accessible under this paragraph, shall be limited to timekeeping, expense, and other such public records. B. This provision shall apply to all Agreements except those performed solely on a lump -sum basis. However, where lump sum and time and materials work, i.e., unit price, reimbursable cost, fixed rates, are performed together, either as a part of this Agreement or as separate contract(s), then the above audit privilege shall also extend to Contractor for access to all CSD's records pertaining to all contracts including the lump sum for assurance that the portions of the work performed on a time -and - materials basis are not being charged with time, material, or other units or cost that E2 (2009 Direct Payment) EXHIBIT E (Standard Agreement) are intended to be covered by lump sum or fixed rates, etc., provided herein, supplement hereto or in such other agreements. C. CSD accounts shall be kept in accordance with generally accepted accounting principles in the particular industry and shall be kept in such a manner and in sufficient detail to clearly disclose the nature and amounts of the different items of service and cost pertaining to this Agreement and the basis for charges or allocations to this Agreement. D. CSD shall preserve all such accounts and records for a period of two (2) years after the expiration of the term of this Agreement. Contractor's duly authorized representatives shall have the right to reproduce any such accounts and records. Contractor shall be responsible for the incremental cost, if any, of retention and retrieval of said records. CSD shall promptly adjust any inaccuracy in the billings. E. Access under this paragraph shall not extend the time for the taking of written exception to and the adjustments of accounts as provided for in EXHIBIT B, BUDGET DETAIL AND PAYMENT PROVISIONS, Section 2. Compensation, A. Application Category Costs, item 1). CSD shall bear no portion of the Contractor's audit cost incurred under this paragraph unless agreed to by CSD. 8. NONWAIVER The waiver by either party of any breach of any term, covenant, or condition contained in this Agreement, or any default in the performance of any obligations under this Agreement, shall not be deemed to be a waiver of any other breach or default of the same or any other term, covenant, condition, or obligation; nor shall any waiver of any incident of breach or default constitute a continuing waiver of the same. All waivers shall be in writing. 9. PRIOR WORK Services performed by CSD pursuant to Contractor's authorization, but before the execution of this Agreement, shall be considered as having been performed subject to the provisions of this Agreement. 10. INCIDENTAL AND CONSEQUENTIAL DAMAGES Contractor shall not be liable for incidental or consequential damages including but not limited to loss of profits, commitments to subcontractors, rental or lease agreement(s), and personal services contracts, unless expressly authorized in writing by Contractor. 11. INSURANCE CSD is a self-insured entity. If said coverage no longer prevails, CSD will notify Contractor within thirty (30) days of said coverage expiration. E3 EXHIBIT E (Standard Agreement) 12. CAPTIONS (2009 Direct Payment) The captions of the various sections, paragraphs, and subparagraphs are for convenience only and shall not be considered or referred to in resolving questions of interpretations. 13. VENUE In the event that suit shall be brought by either party to this Agreement, the parties agree that venue shall be exclusive vested in the State Courts of the County of Sacramento, or where otherwise appropriate, exclusively in the United States District Court for the Eastern District of California in Sacramento, California. 14. OTHER AGREEMENTS This Agreement shall not prevent either party from entering into similar agreements with others. 15. DISPUTE RESOLUTION A. Unless otherwise mutually agreed to, any disputes between CSD and Contractor regarding the construction or application of this Agreement and claims arising out of this Agreement or its breach shall be submitted to mediation within thirty (30) calendar days of the written request of one party after the service of that request on the other party. B. The parties shall make best efforts to settle all disputes arising under this Agreement as a matter of normal business and without recourse to either mediation or litigation. If the parties are unable to resolve a dispute with respect to this Agreement, either party may send a notice to the other requesting a meeting at which senior officers or officials of the parties will attempt to resolve the dispute. If the parties are unable to resolve the dispute within ten (10) days after the meeting notice is received by the party to whom it is directed, or such longer period as the parties may agree, then either party may initiate mediation as set forth herein. C. Mediation under this section is a condition precedent to filing an action in any court. In the event of litigation that arises out of any dispute related to this Agreement, the parties shall each pay their respective attorney's fees, expert witness costs, and cost of suit, regardless of the outcome the litigation. 16. ADDITIONAL WORK Before proceeding with any work involving possible claims for extra compensation not specified in this Agreement, CSD shall, upon receipt of a detailed description of services requested, submit in writing to the Contractor a detailed estimate for the cost for such work. E4 (2009 Direct Payment) EXHIBIT E (Standard Agreement) CSD shall provide the Contractor with a detailed breakdown and estimated cost of anticipated work, including extensions and change orders, as follows: A. Description of work to be performed, including detailed.breakdown of identifiable tasks; B. Estimated cost of each task; C. Expected date of completion of each task; CSD shall not proceed with any such additional work prior to receiving written amendment to this Agreement, signed by both parties. 17. FEDERAL EQUAL OPPORTUNITY LAWS During the performance of this Agreement, and to the extent they may be applicable to this Agreement, CSD agrees to comply with the following: A. Federal Executive Order 11246, as amended by Executive Order 11375 relating to equal employment opportunity; B. Title VI and Title VII of the Civil Rights Act of 1964; as amended; C. Rehabilitation Act of 1973, as amended: D. Vietnam Era Veterans Readjustment Assistance Act of 1972, as amended; E. Title 41, Code of Federal Regulations (CFR), Chapter 60, Office of Federal Contract Compliance Program, Equal Employment Opportunity, Department of Labor, as amended; and F. Public Law 101-336, Americans with Disability Act of 1990. \\Cobra\chared\Con=cts\nirect Pay+nent\2009 Direct Paynnent\BoilerplateM Exhibit E, Additional Provisions.doc E5 (2009 Direct Payment) Exhibit F (Standard Agreement) PROGRAMMATIC PROVISIONS A. CSD will process applications and make a determination of applicant's eligibility for assistance based upon preestablished criteria pursuant to the LIHEAP. CSD will provide the Contractor with a printout or transmittal (Attachment 2) which lists applicants determined eligible for assistance and the amount of assistance. Payment, in the form of a State of California warrant, and Direct Payment Summary (Attachment 3), shall accompany the printout, and shall represent the sum total of benefits contained on said transmittal. B. Contractor will process payments contained on aforementioned printout in accordance with the provisions of the enclosed LIHEAP Direct Payment Instructions (Attachment 1). C. Contractor will provide notification of LIHEAP payment to each customer for whom a credit is made. The wording of said notification must contain the words "LIHEAP credit." D. The Contractor shall attempt to credit the accounts of qualified low-income customers by the subsequent billing cycle following the receipt of the transmittal and State of California warrant. E. 1) Contractor is responsible for completing and returning to CSD, the Direct Payment Summary that accompanies each transmittal, within ten (10) working days of processing and handling the batch run of eligible low- income utility customers receiving LIHEAP assistance. Contractor shall complete the Direct Payment Summary by indicating: 1) the total number of customer accounts where the Contractor was successful in crediting full amount of eligible LIHEAP benefit; 2) the customer accounts where the Contractor was only able to credit a partial amount of the eligible LIHEAP benefit, also referred to as Partial Payment Return; and 3) the customer accounts where the Contractor was unable to credit any of the eligible LIHEAP assistance amount, also referred to as Full Payment Return. 2) Contractor shall return any undeliverable LIHEAP benefits to CSD during the course of this Agreement. 2. DISBURSEMENTS Funds provided under this Agreement shall be disbursed and applicant accounts credited in accordance with the provisions of the LIHEAP Direct Payment Instructions. FI Exhibit F (Standard Agreement) ASSURANCES (2009 Direct Payment) A. Contractor shall charge the eligible household, in the normal billing process, the difference between the actual cost of the home energy and the payment amount made by the Department. The actual costs of the home energy shall be consistent with applicable utility company tariffs as approved by the CPUC, if applicable. B. Contractor assures that no household receiving assistance under this process will be treated adversely because of such assistance under applicable provisions of State Law regarding public regulatory requirements. 4. REPORTS Reports required under this Agreement are detailed in the LIHEAP Direct Payment Instructions and the attachments thereto. \\Cobra\share&Contmcts\Direct Payment\2009 Direct Payment\Boilerplate\08 Exhibit F, Programmatic Provisions.doc F2 Direct Payment LIHEAP Direct Payment Instructions and Samples • Attachment 1 — Direct Pavment Instructions • Attachment 2 — Sample Printout • Attachment 3 — HEAP Direct Pavment Summary * Attachment 4 — Utility Direct Pav File Format \\Cobra\sharcd\Contmcm\Direct Pavment\2009 Direct PaymenABoilerplate\09 Attachment Coversheet.doc ATTACHMENT LIHEAP DIRECT PAYMENT INSTRUCTIONS HOW TO MAKE A MATCH OPEN ACCOUNTS: If an applicant's utility account is open at the time a LIHEAP payment is received, the full amount of the payment can be applied even if it creates a credit to the account. It is incumbent upon your company to match payments to the correct account and customer of record to which the LIHEAP applicant has directed the benefit. For this purpose, both the "Customer of Record" and last name of the LIHEAP applicant, "Applicant Last Name" has been provided, as well as an account number and service address. CLOSED ACCOUNTS: If, at the time the LIHEAP benefit is to be applied, and the applicant's reported utility account is closed, you must select and complete one of the three options below: l.) A match can be made with an applicant's new account within the same utility company. 2.) If the account is CLOSED with an outstanding balance owed, a partial payment can be made and the difference refunded to CSD with a notation on your printout. 3.) If the account is CLOSED with no outstanding balance, the total amount of LIHEAP benefit should be returned to CSD with a notation on your printout. HOW TO NOTIFY CSD OF PARTIALS AND/OR NON -MATCHES 1.) PRINTOUTS: • Copy the page of the printout upon which the LIHEAP applicant's name appears. Circle the name of the customer of record to whose account the partial payment was applied (See Attachment 2). • Note beside the LIHEAP payment the amount that is being returned to CSD (the difference between the CSD payment and the returned amount is the amount which was credited to the customer of record). If there is a 100% refund to CSD, note the total LIHEAP payment amount. Provide an adding machine tape listing the total amount of money to be refunded to CSD. The tape should include both the individual amounts, as well as a total. Return the LIHEAP DIRECT PAYMENT SUMMARY SHEET, which accompanies each run of selected payment records, with the number of partials and/or non -matches (See Attachment 3). • Attach a check made payable to CSD and return your printout (with partials/non-matches information), adding machine tape, and summary page to: The Department of Community Services and Development Energy and Environmental Services P.O. Box 1947 Sacramento, CA 95812-1947 2.) Compact Disk (CD)/File Transfer Protocol (FTP) If you expect to return the "partial or non -match" information to CSD by CD or File Transfer Protocol (FTP), refer to Attachment 4 for more specific instructions on how to code the record. WHAT IF ALL RECORDS ARE MATCHES If you find that all records on a specific run are matches to your client database, you need to notify CSD on the LIHEAP Direct Payment Summary. In the case of a 100% match, the figure in the "Run $ Total" column would be the same amount as the amount in the "Total S Match" column (Attachment 3). \\CO1hra1shared\Contracts\Direc1 Payment\2009 Direct Payment\13mierplate\IO Attachment 1 Dir. Paym. Instructions.doc ATTACHMENT 2 DATE: 01/07/2009 DEPARTMENTOF COMMUNITY SERVICES AND DEVELOPMENT 2009 HOME ENERGY ASSISTANCE PROGRAM (Federally Funded Programs) UTILITY COMPANY NAME Pay Run on 01/07/2009 ACCOUNT NUMBER PAY AMT CUSTOMER OF SERVICE ADDRESS APPLICANT LAST NAME RECORD 4257809602625000003301 $236.00 MELLISA CASTRO 2625 S MAIN ST LOS ANGELES, CA 95678 CASTRO 1099766500156000000401 $294.00 LUIS ABUNDIZ 156 W 82 ST LOS ANGELES, CA 90003 ABUNDIZ GRAND TOTAL: $530.00 PAGE: I u111Z 092780500000004 STATE OF CALIFORNIA- HEALTH AND H )MAN SERVICES APFNCY ARNOLD S HWAR7 N E •o a= DEPARTMENT OF COMMUNITY SERVICES AND DEVELOPMENT 700 North 10th Street, Room D-215 Sacramento, CA 95811-0336 (916) 341.4200 (916) 341-4203 (FAX) (916) 327-631 B (TDD) - ATTACHMENT 2009 HEAP DIRECT PAYMENT SUMMARY PLEASE COMPLETE FOR EACH DIRECT PAYMENT BATCH COMPLETED BY: UTILITY COMPANY: DATE: II PLEASE RETURN THS SUMMAHEET WTH PRINT-OUTS AND CHECK (FO NOILATER THANS 0 DA SIFOLLOWING RECEIPT FROM CSDR NON MATCHES) ' PLEASE RETURN SUMMARY SHEET TO: Vernita Faison, ENERGY SERVICES HOME ENERGY ASSISTANCE PROGRAM P. O. BOX 1947 SACRAMENTO, CA 95812-1947 IF YOU HAVE ANY QUESTION PLEASE CONTACT VERNITA FAISON (916) 341-4276 CSD USE ONLY CHECK (A) (B) (C) (D) CSD RUN DATE TOTAL DOLLAR TOTAL DOLLAR TOTAL NUMBER TOTAL DOLLARS (THIS DATE IS ON THE AMOUNT FROM AMOUNT BEING OF RECORDS THAT MATCHED TOP LEFT HAND CSD RETURNED CSD BEING RETURNED (THIS IS THE AMOUNT CORNER OF THE PRINT- OUTS) (THIS IS THE CHECK (ENTER THE AMOUNT TO CSD THAT YOU STARTED AMOUNT THAT WAS OF THE CHECK THAT (ENTER THE NUMBER WITH, MINUS ANY SENT WITH THIS RUN WILL BE RETURNED TO OF RECORDS THAT RETURN DOLLARS, DATE NOTE: THIS CSD WITH THIS FORM) WILL BE RETURNED TO EQUALS TOTAL AMOUNT SHOULD CSD WITH THIS FORM) DOLLARS MATCHED A - MATCH THE PRINT- B -D) OUT 01/07/2009 COMPLETED BY: UTILITY COMPANY: DATE: II PLEASE RETURN THS SUMMAHEET WTH PRINT-OUTS AND CHECK (FO NOILATER THANS 0 DA SIFOLLOWING RECEIPT FROM CSDR NON MATCHES) ' PLEASE RETURN SUMMARY SHEET TO: Vernita Faison, ENERGY SERVICES HOME ENERGY ASSISTANCE PROGRAM P. O. BOX 1947 SACRAMENTO, CA 95812-1947 IF YOU HAVE ANY QUESTION PLEASE CONTACT VERNITA FAISON (916) 341-4276 CSD USE ONLY CHECK DATE NUMBER RECEIVED DATE SENT TO ITS AMOUNT SUMMARY RETURNED Header Am 1% De� Header Identll System Date System Time Utility Initials Filler Detail R Dain F L2 Record Numb Utility Acmunl Payment Amo Energy Bill Ad Energy Bill Ad Energy Bill Ad Energy Bill Ad Energy Bill Ad Bill First Name Bill Last Name Bill Middle Init Applicant Firsl Applicant last Applicant SSD App SLN App DLN FootenRec Ds}e Ffeid Footer Identifi Re rd Count Payment Amo Filler Notes: Fixed record Source MUM a=applicant _aP=app oro< ae=apP_ene L=app orogr u = utility (rev. 11R 01) Attachment 4 StdDirectPayFileFomlat2009 July 1, 2012 -September 30, 2014 Direct Payment Agreement EXHIBIT B (Standard Agreement) C. Notwithstanding the language in Sections 4.A. or 4.13. above, if CSD believes that funds will be insufficient to allow the State to make LIHEAP payments to Contractor i.e., for the reasons described in Section 4.A. or 4.13. above, then CSD shall promptly notify Contractor's Project Coordinator. CSD and the Contractor's Project Coordinator shall attempt to amend this Agreement so the LIHEAP payments can continue to the extent possible given the nature of the shortage or unavailability of funding for LIHEAP. The parties agree that it is undesirable to terminate this Agreement for any short-term unavailability of LIHEAP funds and that it would be preferable, if Federal funds are not available for LIHEAP, to suspend LIHEAP until CSD is able to obtain sufficient funding to resume credits to qualified low-income energy customers, as provided for under LIHEAP. 5. PROVISIONS FOR FEDERALLY FUNDED CONTRACTS A. It is mutually understood between the parties that this Agreement may have been written for the mutual benefit of both parties before ascertaining the availability of congressional appropriation of funds, to avoid program and fiscal delays that would occur if the Agreement were executed after that determination was made. B. This contract is valid and enforceable only if sufficient funds are made available to CSD by the United States Government for the purpose of this program. In addition, this Agreement is subject to any additional restrictions, limitations, or conditions enacted by the Congress or to any statute enacted by the Congress that may affect the provisions, terms, or funding of this Agreement in any manner. C. The parties mutually agree that if Congress does not appropriate sufficient funds for LIHEAP, this Agreement shall be amended to reflect any reduction in funds. D. CSD has the option to void the Agreement under the 30 -day cancellation clause or to amend the Agreement to reflect any reduction for funds. E. CSD will notify Contractor's Project Coordinator if federal funds are insufficient for LIHEAP to continue as expected during the next fiscal year or if restrictions, limitations or conditions have been imposed by Congress on the LIHEAP or funding for it as soon as the Federal grant award letter has been issued with some constraint. CSD further agrees that Contractor's willingness to suspend the LIHEAP, as described herein and in Section S.C. above, does not constitute an agreement by Contractor that: (i) funding for LIHEAP is unimportant or (ii) a delay in crediting a customer with LIHEAP funds is acceptable, to either Contractor or its customers. IM July 1, 2012 -September 30, 2014 Direct Payment Agreement EXHIBIT C (Standard Agreement) GENERAL TERMS AND CONDITIONS — GTC 610 1. APPROVAL: This Agreement is of no force or effect until signed by both parties and approved by the Department of General Services, if required. Contractor may not commence performance until such approval has been obtained. 2. AMENDMENT: No amendment or variation of the terms of this.Agreement shall be valid unless made in writing, signed by the parties and approved as required. No oral understanding or Agreement not incorporated in the Agreement is binding on any of the parties. 3. ASSIGNMENT: This Agreement is not assignable by the Contractor, either in whole or in part, without the consent of the State in the form of a formal written amendment. 4. AUDIT: Contractor agrees that the awarding department, the Department of General Services, the Bureau of State Audits, or their designated representative shall have the right to review and to copy any records and supporting documentation pertaining to the performance of this Agreement. Contractor agrees to maintain such records for possible audit for a minimum of three (3) years after final payment, unless a longer period of records retention is stipulated. Contractor agrees to allow the auditor(s) access to such records during normal business hours and to allow interviews of any employees who might reasonably have informationrelated to such records. Further, Contractor agrees to include a similar right of the State to audit records and interview staff in any subcontract related to performance of this Agreement. (Gov. Code §8546.7, Pub. Contract Code §10115 et seq., CCR Title 2, Section 1896). 5. INDEMNIFICATION: Contractor agrees to indemnify, defend and save harmless the State, its officers, agents and employees from any and all claims and losses accruing or resulting to any and all contractors, subcontractors, suppliers, laborers, and any other person, firm or corporation furnishing or supplying work services, materials, or supplies in connection with the performance of this Agreement, and from any and all claims and losses accruing or resulting to any person, firm or corporation who may be injured or damaged by Contractor in the performance of this Agreement. 6. DISPUTES: Contractor shall continue with the responsibilities under this Agreement during any dispute. 7. TERMINATION FOR CAUSE: The State may terminate this Agreement and be relieved of any payments should the Contractor fail to perform the requirements of this Agreement at the time and in the manner herein provided. In the event of such termination the State may proceed with the work in any manner deemed proper by the State. All costs to the State shall be deducted from any sum due the Contractor under this Agreement and the balance, if any, shall be paid to the Contractor upon demand. C1 July 1, 2012 -September 30, 2014 Direct Payment Agreement EXHIBIT C (Standard Aereement) 8. INDEPENDENT CONTRACTOR: Contractor, and the agents and employees of Contractor, in the performance of this Agreement, shall act in an independent capacity and not as officers or employees or agents of the State. 9. RECYCLING CERTIFICATION: The Contractor shall certify in writing under penalty of perjury, the minimum, if not exact, percentage of post consumer material as defined in the Public Contract Code Section 12200, in products, materials, goods, or supplies offered or sold to the State regardless of whether the product meets the requirements of Public Contract Code Section 12209. With respect to printer or duplication cartridges that comply with the requirements of Section 12156(e), the certification required by this subdivision shall specify that the cartridges so comply (Pub. Contract Code § 12205). 10. NON-DISCRIMINATION CLAUSE: During the performance of this Agreement, Contractor and its subcontractors shall not unlawfully discriminate, harass, or allow harassment against any employee or applicant for employment because of sex, race, color, ancestry, religious creed, national origin, physical disability (including HIV and AIDS), mental disability, medical condition (e.g., cancer), age (over 40), marital status, and denial of family care leave. Contractor and subcontractors shall insure that the evaluation and treatment of their employees and applicants for employment are free from such discrimination and harassment. Contractor and subcontractors shall comply with the provisions of the Fair Employment and Housing Act (Gov. Code §12990 (a -f) et seq.) and the applicable regulations promulgated thereunder (California Code of Regulations, Title 2, Section 7285 et seq.). The applicable regulations of the Fair Employment and Housing Cofnmission implementing Government Code Section 12990 (a -f), set forth in Chapter 5 of Division 4 of Title 2 of the California Code of Regulations, are incorporated into this Agreement by reference and made a part hereof as if set forth in full. Contractor and its subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other Agreement. Contractor shall include the nondiscrimination and compliance provisions of this clause in all subcontracts to perform work under the Agreement. 11. CERTIFICATION CLAUSES: The CONTRACTOR CERTIFICATION CLAUSES contained in the document CCC 307 are hereby incorporated by reference and made a part of this Agreement by this reference as if attached hereto. 12. TIMELINESS: Time is of the essence in this Agreement. 13. COMPENSATION: The consideration to be paid Contractor, as provided herein, shall be in compensation for all of Contractor's expenses incurred in the performance hereof. including travel, per diem, and taxes, unless otherwise expressly so provided. 14. GOVERNING LAW: This contract is governed by and shall be interpreted in accordance with the laws of the State of California. C2 July 1, 2012 -September 30, 2014 Direct Payment Agreement EXHIBIT C (Standard Agreement) 15. ANTITRUST CLAIMS: The Contractor by signing this agreement hereby certifies that if these services or goods are obtained by means of a competitive bid, the Contractor shall compl} with the requirements of the Government Codes Sections set out below. a. The Government Code Chapter on Antitrust claims contains the following definitions: 1) 'Public purchase" means a purchase by means of competitive bids of goods, services, or materials by the State or any of its political subdivisions or public agencies on whose behalf the Attorney General may bring an action pursuant to subdivision (c) of Section 16750 of the Business and Professions Code. 2) 'Public purchasing body" means the State or the subdivision or agency making a public purchase. Government Code Section 4550. b. In submitting a bid to a public purchasing body, the bidder offers and agrees that if the bid is accepted, it will assign to the purchasing body all rights, title, and interest in and to all causes of action it may have under Section 4 of the Clayton Act (15 U.S.C. Sec. 15) or under the Cartwright Act (Chapter 2 (commencing with Section 16700) of Part 2 of Division 7 of the Business and Professions Code), arising from purchases of goods, materials, or services by the bidder for sale to the purchasing body pursuant to the bid. Such assignment shall be made and become effective at the time the purchasing body tenders final payment to the bidder. Government Code Section 4552. c. If an awarding body or public purchasing body receives, either through judgment or settlement, a monetary recovery for a cause of action assigned under this chapter, the assignor shall be ernitled to receive reimbursement for actual legal costs incurred and may, upon demand, recover from the public body any portion of the recovery, including treble damages, attributable to overcharges that were paid by the assignor but were not paid by the public body as part of the bid price, less the expenses incurred in obtaining that portion of the recovery. Government Code Section 4553. d. Upon demand in writing by the assignor, the assignee shall, within one year from such demand, reassign the cause of action assigned under this part if the assignor has been or may have been injured by the violation of law for which the cause of action arose and (a) the assignee has not been injured thereby, or (b) the assignee declines to file a court action for the cause of action. See Government Code Section 4554. 16. CHILD SUPPORT COMPLIANCE ACT: For any Agreement in excess of $100,000, the contractor acknowledges in accordance with Public Contract Code 7110, that: a. The contractor recognizes the importance of child and family support obligations and shall fully comply with all applicable state and federal laws relating to child and family support enforcement including, but not limited to, disclosure of information and compliance with earnings assignment orders, as provided in Chapter 8 (commencing with section 5200) of Part 5 of Division 9 of the Family Code; and C3 July 1, 2012 -September 30, 2014 Direct Payment Agreement EXHIBIT C (Standard Agreement) b. The contractor, to the best of its knowledge is fully complying with the earnings assignment orders of all employees and is providing the names of all new employees to the New Hire Registry maintained by the California Employment Development Department. 17. UNENFORCEABLE PROVISION: In the event that any provision of this Agreement is unenforceable or held to be unenforceable, then the parties agree that all other provisions of this Agreement have force and effect and shall not be affected thereby. 18. PRIORITY HIRING CONSIDERATIONS: If this Contract includes services in excess of $200,000, the Contractor shall give priority consideration in filling vacancies in positions funded by the Contract to qualified recipients of aid under Welfare and Institutions Code Section 11200 in accordance with Pub. Contract Code § 10353. 19. SMALL BUSINESS PARTICIPATION AND DVBE PARTICIPATION REPORTING REQUIREMENTS: a. If for this Contract Contractor made a commitment to achieve small business participation, then Contractor must within 60 days of receiving final payment under this Contract (or within such other time period as may be specified elsewhere in this Contract) report to the awarding department the actual percentage of small business participation that was achieved. (Govt. Code § 14841.) b. If for this Contract Contractor made a commitment to achieve disabled veteran business enterprise (DVBE) participation, then Contractor must within 60 days of receiving final payment under this Contract (or within such other time period as may be specified elsewhere in this Contract) certify in a report to the awarding department: (1) the total amount the prime Contractor received under the Contract; (2) the name and address of the DVBE(s) that participated in the performance of the Contract; (3) the amount each DVBE received from the prime Contractor; (4) that all payments under the Contract have been made to the DVBE; and (5) the actual percentage of DVBE participation that was achieved. A person or entity that knowingly provides false information shall be subject to a civil penalty for each violation. (Mil. & Vets. Code § 999.5(d); Govt. Code § 14841.) 20. LOSS LEADER: If this contract involves the furnishing of equipment, materials, or supplies then the following statement is incorporated: It is unlawful for any person engaged in business within this state to sell or use any article or product as a "loss leader' as defined in Section 17030 of the Business and Professions Code (PCC 10344(e)). C4 July 1, 2012 -September 30, 2014 Direct Payment Agreement EXHIBIT D (Standard Agreement) SPECIAL TERMS AND CONDITIONS CANCELLATION Either party may terminate this Agreement by giving thirty (30) days prior written notice to the other party. 2. SUBCONTRACTS No subcontracts shall be permitted under this Agreement; therefore, references to subcontractors or subcontracts as part of standard provisions that have been included herein shall have no applicability. 3. CERTIFICATION Contractor's signature affixed hereon shall constitute a certification that to the best of its ability and knowledge it will, unless exempted, comply with the provisions set forth in the following: Information Integrity and Security (Department of Finance, Budget Letter 04-35). 4. LABOR CODEIWORKERS' COMPENSATION Both parties agree that they are aware of the provisions that require every employer to be insured against liability for Workers' Compensation or to undertake self-insurance in accordance with the provisions, and CSD affirms to comply with such provisions before commencing the performance of the work of this Agreement. (Labor Code Section 3700) 5. RESOLUTION Contractor must provide the State with a copy of a resolution, order, motion, or ordinance of the local governing body that by law has authority to enter into an agreement, authorizing execution of the agreement. 6. COMPLIANCE WITH LAWS AND TAX WITHHOLDING A. CSD shall comply with all applicable Federal, State, and local laws, rules, and regulations and shall obtain all permits required to conduct its business and perform the work called for in this Agreement, if applicable. B. CSD represents and warrants that it will withhold all taxes, if any, which are required to be withheld under applicable laws with respect to CSD personnel who perform services for the Contractor. CSD shall indemnify and hold the Contractor harmless, on an after-tax basis, for any liability incurred by the Contractor as a result of CSD's failure to institute any such required withholding. D1 July 1, 2012 -September 30, 2014 Direct Payment Agreement EXHIBIT E (Standard Agreement) ADDITIONAL PROVISIONS INDEPENDENT CONTRACTOR CSD, and the agents and employees of CSD, in the performance of this Agreement, shall act in an independent capacity and not as officers or employees or agents of Contractor. 2. DELEGATION OF CSD'S DUTIES This Agreement is not assignable by CSD, either in whole or in part, without the consent of Contractor in the form of a formal written amendment. CSD shall not employ other consultants or contractors to provide key data entry, document perfection, and/or any other services under this Agreement without the prior written approval of Contractor, nor shall the duties of CSD, under this Agreement, be delegated without prior written approval of Contractor. Unless otherwise expressly agreed upon by Contractor, CSD shall remain responsible for the quality and timeliness of performance notwithstanding any delegation. 3. CONFLICT OF INTEREST/BUSINESS ETHICS CSD shall exercise reasonable care and diligence to prevent any actions or conditions that could result in a conflict with Contractor's interest. During the term of this Agreement, CSD shall not accept any employment or engage in any consulting work that creates a conflict of interest with Contractor or in any way compromises the services to be performed under this Agreement. All financial statements, reports, billings, and other documents rendered shall properly reflect the facts about all activities and transactions handled for the account of Contractor. 4. WARRANTY CSD warrants to Contractor that the work under this Agreement shall be performed with the degree of skill and care that is required by current, good, and sound professional procedures and practices and in conformance with generally accepted professional standards prevailing at the time the work is performed, so as to ensure that the services performed are correct and appropriate for the purposes contemplated in this Agreement and related specifications. E1 EXHIBIT E (Standard Agreement) CONFIDENTIALITY July 1, 2012 -September 30, 2014 Direct Payment Agreement A. In the course of performing the services under this Agreement, CSD may have access to confidential, commercial, or personal information concerning, but not limited to, technology, rate making, legislative, and personnel matters and practices of the Contractor, its subsidiaries, affiliates, or members of the public. CSD agrees not to disclose any such information without the prior written approval of Contractor. B. Contractor hereby agrees to provide required security to insure the confidential, physical security and safekeeping of all data, information, files, and documents while in its possession. Through the observance of the same or more effective procedural requirements as used by CSD, Contractor will protect from unauthorized use and disclosure all sensitive data, documentation, or other information that are designated confidential by CSD and made available to Contractor in order to carry out this Agreement. CSD shall provide to Contractor in writing the identification of all such confidential data and information, as well as CSD procedural requirements for protection of such data and information from unauthorized use and disclosure. C. Any representation herein made by CSD relating to confidentiality or the operations, limitations, and requirements for the furnishing of personnel records, as set forth in EXHIBIT E, ADDITIONAL PROVISIONS, Section 6., CSD's Use of Contractor's Property, below shall be subject to the Information Practices Act of'I977, Section 1798 et seq. of the California Civil Code, and the California Public Records Act, Section 6250 et seq. of the Califomia Government Code. 6. CSD'S USE OF CONTRACTOR'S PROPERTY All records, reports, computer programs, written procedures, and similar materials, documents, or data, in whatever form provided by Contractor for CSD's use in performance of services under this Agreement shall remain the confidential property of Contractor and shall be returned to Contractor immediately upon completion of CSD's use or upon written request of Contractor. 7. NONWAIVER The waiver by either party of any breach of any term, covenant, or condition contained in this Agreement, or any default in the performance of any obligations under this Agreement, shall not be deemed to be a waiver of any other breach or default of the same or any other term, covenant, condition, or obligation; nor shall any waiver of any incident of breach or default constitute a continuing waiver of the same. All waivers shall be in writing. E2 July 1, 2012 -September 30, 2014 Direct Payment Agreement EXHIBIT E (Standard Agreement) 8. INCIDENTAL AND CONSEQUENTIAL DAMAGES Contractor shall not be liable for incidental or consequential damages including but not limited to loss of profits, commitments to subcontractors, rental or lease agreement(s), and personal services contracts, unless expressly authorized in writing by Contractor. 9. INSURANCE CSD is a self-insured entity. If said coverage no longer prevails, CSD will notify Contractor within thirty (30) days of said coverage expiration. 10. CAPTIONS The captions of the various sections, paragraphs, and subparagraphs are for convenience only and shall not be considered or referred to in resolving questions of interpretations. 11. VENUE In the event that suit shall be brought by either party to this Agreement, the parties agree that venue shall be exclusive vested in the State Courts of the County of Sacramento, or where otherwise appropriate, exclusively in the United States District Court for the Eastern District of California in Sacramento, California. 12. OTHER AGREEMENTS This Agreement shall not prevent either party from entering into similar agreements with others. 13. DISPUTE RESOLUTION A. Unless otherwise mutually agreed to, any disputes between CSD and Contractor regarding the construction or application of this Agreement and claims arising out of this Agreement or its breach shall be submitted to mediation within thirty (30) calendar days of the written request of one party after the service of that request on the other party. E3 July 1, 2012 -September 30, 2014 Direct Payment Agreement EXHIBIT E (Standard Agreement) B. The parties shall make best efforts to settle all disputes arising under this Agreement as a matter of normal business and without recourse to either mediation or litigation. If the parties are unable to resolve a dispute with respect to this Agreement, either party may send a notice to the other requesting a meeting at which senior officers or officials of the parties will attempt to resolve the dispute. If the parties are unable to resolve the dispute within ten (10) days after the meeting notice is received by the party to whom it is directed; or such longer period as the parties may agree, then either party may initiate mediation as set forth herein. C. Mediation under this section is a condition precedent to filing an action in any court. In the event of litigation that arises out of any dispute related to this Agreement, the parties shall each pay their respective attorney's fees, expert witness costs, and cost of suit, regardless of the outcome the litigation. 14. FEDERAL EQUAL OPPORTUNITY LAWS During the performance of this Agreement, and to the extent they may be applicable to this Agreement, CSD agrees to comply with the following: A. Federal Executive Order 11246, as amended by Executive Order 11375 relating to equal employment opportunity; B. Title VI and Title VII of the Civil Rights Act of 1964; as amended; C. Rehabilitation Act of 1973, as amended: D. Vietnam Era Veterans Readjustment Assistance Act of 1972, as amended; E. Title 41, Code of Federal Regulations (CFR), Chapter 60, Office of Federal Contract Compliance Program, Equal Employment Opportunity, Department of Labor, as amended; and F. Public Law 101-336, Americans with Disability Act of 1990, as amended. E4 EXHIBIT F (Standard Agreement) PROGRAMMATIC PROVISIONS July 1, 2012 -September 30, 2014 Direct Payment Agreement A. CSD will process applications and make a determination of applicant's eligibility for assistance based upon pre -established criteria pursuant to the LIHEAP. CSD will provide the Contractor with a disk which lists applicants determined eligible for assistance and the amount of assistance as shown on Attachment 2. Payment, in the form of a State of California warrant, and Direct Payment Summary (Attachment 3), shall accompany the disk, and shall represent the sum total of benefits contained on said transmittal. B. Contractor will process payments contained on aforementioned disk in accordance with the provisions of the enclosed LIHEAP Direct Payment Instructions (Attachment 1). C. Contractor will provide notification of LIHEAP payment to each customer for whom a credit is made. The wording of said notification must contain the words "LIHEAP credit." D. The Contractor shall attempt to credit the accounts of qualified low-income customers by the subsequent billing cycle following the receipt of the transmittal and State of California warrant. E. 1) Contractor is responsible for completing and returning to CSD, the Direct Payment Summary that accompanies each transmittal, within ten (10) working days of processing and handling the batch run of eligible low- income utility customers receiving LIHEAP assistance. Contractor shall complete the Direct Payment Summary by indicating: a) the total number of customer accounts where the Contractor was successful in crediting full amount of eligible LIHEAP benefit; b) the customer accounts where the Contractor was only able to credit a partial amount of the eligible LIHEAP benefit, also referred to as Partial Payment Return; and c) the customer accounts where the Contractor was unable to credit any of the eligible LIHEAP assistance amount, also referred to as Full Payment Return. 2) Contractor shall return any undeliverable LIHEAP benefits to CSD during the course of this Agreement. 2. DISBURSEMENTS Funds provided under this Agreement shall be disbursed and applicant accounts credited in accordance with the provisions of the LIHEAP Direct Payment Instructions. FI EXHIBIT F (Standard Agreement) ASSURANCES July 1, 2012 -September 30, 2014 Direct Payment Agreement A. Contractor shall charge the eligible household; in the normal billing process, the difference between the actual cost of the home energy and the payment amount made by the Department. The actual costs of the home energy shall be consistent with applicable utility company tariffs as approved by the CPUC, if applicable. B. Contractor assures that no household receiving assistance under this process will be treated adversely because of such assistance under applicable provisions of State Law regarding public regulatory requirements. 4. REPORTS Reports required under this Agreement are detailed in the LIHEAP Direct Payment Instructions and the attachments thereto. F2 July 1, 2012 -September 30, 2014 Direct Payment Agreement ATTCHMENTS Direct Payment LIHEAP Direct Payment Instructions and Samples • Attachment 1— Direct Payment Instructions * Attachment 2 — Sample Printout • Attachment 3 — HEAP Direct Payment Summary • Attachment 4 — Utility Direct Pay File Format July 1, 2012 -September 30, 2014 Direct Payment Agreement ATTACHMENT 1 LIHEAP DIRECT PAYMENT INSTRUCTIONS HOW TO MAKE A MATCH OPEN ACCOUNTS: If an applicant's utility account is open at the time a LIHEAP payment is received, the full amount of the payment can be applied even if it creates a credit to the account. It is incumbent upon your company to match payments to the correct account and customer of record to which the LIHEAP applicant has directed the benefit. For this purpose, both the "Customer of Record" and last name of the LIHEAP applicant, "Applicant Last Name" has been provided, as well as an account number and service address. CLOSED ACCOUNTS: If. at the time the LIHEAP benefit is to be applied, and the applicant's reported utility account is closed, you must select and complete one of the three options below: 1.) A match can be made with an applicant's new account within the same utility company. 2.) If the account is CLOSED with an outstanding balance owed, a partial payment can be made and the difference refunded to CSD with a notation on your printout. 3.) If the account is CLOSED with no outstanding balance, the total amount of LIHEAP benefit should be returned to CSD with a notation on your printout. HOW TO NOTIFY CSD OF PARTIALS AND/OR NON -MATCHES 1.) • Using the disk that was provided with the LIHEAP payment, print the page upon which the LIHEAP applicant's name appears. • Circle the name of the customer of record to whose account the partial payment was applied (See Attachment 2). Note beside the LIHEAP payment the amount that is being returned to CSD (the difference between the CSD payment and the returned amount is the amount which was credited to the customer of record). If there is a 100% refund to CSD, note the total LIHEAP payment amount. July 1, 2012 -September 30, 2014 Direct Payment Agreement Provide an adding machine tape listing the total amount of money to be refunded to CSD. The tape should include both the individual amounts, as well as a total. • Return the LIHEAP DIRECT PAYMENT SUMMARY SHEET, which accompanies each run of selected payment records, with the number of partials and/or non -matches (See Attachment 3). Attach a check made payable to CSD and return your printout (with partials/non-matches information), adding machine tape, and summary page to: The Department of Community Services and Development Energy and Environmental Services P.O. Box 1947 Sacramento, CA 95812-1947 2.) Compact Disk (CD)/File Transfer Protocol (FTP) • If you expect to return the "partial or non -match" information to CSD by CD or File Transfer Protocol (FTP), refer to Attachment 4 for more specific instructions on how to code the record. WHAT IF ALL RECORDS ARE MATCHES If you find that all records on a specific run are matches to your client database, you need to notify CSD on the LIHEAP Direct Payment Summary. In the case of a 100% match, the figure in the "Run $ Total" column would be the same amount as the amount in the "Total $ Match" column (Attachment 3). 2 DATE: 07/01/2012 ACCOUNTNUMBER 4257809602625000003301 1099766500156000000401 GRAND TOTAL: $530.00 PAY AMT $236.00 $297.00 ATTACHMENT 2 DEPARTMENT OF COMMUNITY SERVICES AND DEVELOPMENT 2012 HOME ENERGY ASSISTANCE PROGRAM (Federally Funded Programs) CUSTOMER OF RECORD BETTY CASTRO FREDJONES UTILITY COMPANY NAME Pay Run on 07/01/2012 SERVICE ADDRESS APPLICANT LAST NAME 2625 S MAIN ST LOS ANGELES, CA 95678 156 W 82 ST LOS ANGELES, CA 90003 CASTRO JONES July 1, 2012 -September 30, 2014 Direct Payment Agreement PAGE: I DLN 120410500000004 120630700000026 STATE OF CALIFORNIA- HEALTH AND HUMAN SERVICES AGENCY EDMUND G. BROWN JR., GOVERNOR DEPARTMENT OF COMMUNITY SERVICES AND DEVELOPMENT P.O. Boz 1947 Sacramento, CA 95812-1947 (916)576-7109 (916) 263-1651 (FAX) (916) 263-1402 (TDD) July 1, 2012 -September 30, 2014 Direct Payment Agreement ATTACHMENT 3 2012 LIHEAP DIRECT PAYMENT SUMMARY PLEASE COMPLETE FOR EACH DIRECT PAYMENT BATCH COMPLETED BY: -- PHONE: UTILITY COMPANY: TE: PLEASE RETURN THIS SUMMARY SHEET WITH PRINT-OUTS AND CHECK (FOR NON -MATCHES) NO LATER THAN 10 DAYS FOLLOWING RECEIPT FROM CSD PLEASE RETURN SUMMARY SHEET TO: Barbara Ramos, ENERGY SERVICES HOME ENERGY ASSISTANCE PROGRAM P. O. BOX 1947 SACRAMENTO, CA 95812-1947 IF YOU HAVE ANY QUESTION PLEASE CONTACT Barbara Ramos (916) 576-7162 CSD USE ONLY CHECK (A) (B) . (C) (D) CSD RUN DATE TOTAL DOLLAR TOTAL DOLLAR TOTAL NUMBER TOTAL DOLLARS (THIS DATE IS ON THE AMOUNT FROM AMOUNT BEING OF RECORDS THAT MATCHED TOP LEFT HAND CSD RETURNED CSD BEING RETURNED (THIS IS THE AMOUNT CORNER OF THE PRINT- OUTS) (THIS IS THE CHECK ( ENTER THE AMOUNT TO CSD THAT YOU STARTED AMOUNT THAT WAS OF THE CHECK THAT (ENTER THE NUMBER WITH, MINUS ANY SENT WITH THIS RUN WILL BE RETURNED TO OF RECORDS THAT RETURN DOLLARS, DATE NOTE: THIS CSD WITH THIS FORM) WILL BE RETURNED TO EQUALS TOTAL AMOUNT SHOULD CSD WITH THIS FORM) DOLLARS MATCHED A - MATCH THE PRINT- B=D) OUT 07/01/2012 COMPLETED BY: -- PHONE: UTILITY COMPANY: TE: PLEASE RETURN THIS SUMMARY SHEET WITH PRINT-OUTS AND CHECK (FOR NON -MATCHES) NO LATER THAN 10 DAYS FOLLOWING RECEIPT FROM CSD PLEASE RETURN SUMMARY SHEET TO: Barbara Ramos, ENERGY SERVICES HOME ENERGY ASSISTANCE PROGRAM P. O. BOX 1947 SACRAMENTO, CA 95812-1947 IF YOU HAVE ANY QUESTION PLEASE CONTACT Barbara Ramos (916) 576-7162 CSD USE ONLY CHECK DATE NUMBER RECEIVED DATE SENT TO ITS $ AMOUNT SUMMARY RETURNED ATTACHMENT 4 July 1, 2012 -September 30, 2014 Utility Direct Pay File Format Direct Payment Agreement Attachment 4 Std DirectPayFileFomiat20l2.xls ; n ustthbation-Domain.. - °. .C6mm 2 -Sbtiree Header Identification Code 5 left OOHDR First five characters of first line of all data files constant System Date 6 left YYYYMMDD Date file roducetl ,ons stem System Time 6 left HHMMSS ITime fileric uced system Utility Initials 5 left xxxxx PGE, SOCG etc. u.utiliry_initials Filler 259 left spaces pad to fixed record length' calculated De#all- eco .s.x..: Data reld 3_ert� _ Record Number 15 left NNNNN I0001-NNNN calculated Utility Account Number 30 left Utility specific Complete current account number, without punctuation, including check ap.account_no digits if used—left'usti force to upper-case, pad with trailing soaces Payment Amount 8 ri ht NNNNN.NN id amount e.paae.bill Energy Bill Address Line 1 44 left address 1 Energy Bill Address Line 2 18 left Ener Bill Address. Ci 30 left ae.bill address 2 Energy Bill Address State 2 1 left xX ae.bill city Energy Bill Address Zip 9 left NNNNN[NNNNI ae.bill state code Bill First Name 20 left ae.bill zip code Bill Last Name 30 left a .bill first name Bill Middle Initial 1 left it a .bill last name Applicant First Name 20 left a .hill middle initial licant Last Name 30 left e.frst name Applicant SSN 9 left INNNNNNNNN Applicant Social Secud Number a.last name a.ssn App SLN 12 left N NNNNNNNNNN S stem Locator Number- left justified. padded with spews apasin App DLN 15 left NNNNNNNNNNNNNNN Document Locator Number - left justified, padded with spaces app.dln me ,_ -• ource- Footer Identification Code 5 left99EOF First five characters of tooter constant Record Count 5 d hl NNNNN Total number of detail records calculated Payment Amount Total 12 d ht NNNNNNNNN.NN Payment amount total calwlated Filler 261 left s cespad to fixed record length calculatetl Nates ' Fixed record length: 283 characters + Carriage Return + Line Feed Source column table abbreviation ke a=applicant a =a ro ram ae=app energy P=app program payment u =utility Jim, 11/ 001) Attachment 4 Std DirectPayFileFomiat20l2.xls