26VS0005-_All_Exhibits.pdf

California Department of Veterans Affairs Agreement Number: 26VS0005

Exhibit A - Scope of Work TBD

LAUNDRY SERVICES

1. INTRODUCTION/SERVICES

A. Contractor shall provide laundry services to the California Department of Veterans Affairs (CalVet) for the benefits of the residents of the Veterans Home of California, Ventura Home located at 10900 Telephone Road, Ventura, California 93004. Contractor shall provide all labor, materials, staff, transportation, license, permits, and every other item of expense necessary to perform Laundry Services, unless otherwise stated. Services shall be provided at the Contractor’s place of business, upon request, and in compliance with terms of this Agreement.

B. Any and all services performed outside the scope of this Agreement or not approved by the Calvet

Contract Manager, or designated representative, will be at the sole risk and expense of the Contractor.

C. Provider must be able to perform the tasks associated with providing services under the scope of their license. Contractor will provide services in accordance with federal and state laws and regulations and CalVet policies.

D. The Contractor is not authorized to deliver or commence performance of services as described in the Agreement until written approval has been obtained from CalVet Contract Manager and the Contractor has received an executed contract from CalVet. Any delivery or performance of service commenced prior to the Contractor obtaining all written approvals shall be considered voluntary on the part of the Contractor.

2. CONTRACTOR’S AND HOME’S RESPONSIBILITIES, FACILITY DESCRIPTION AND GENERAL

OVERVIEW

A. Laundry service for the Home shall meet all survey requirements of the California Department of Public

Health (CDPH), United States Department of Veterans Affairs (USDVA), and the Centers for Medicare and Medicaid Services(CMS), pursuant to California Code of Regulations (CCR) Title 22, subsections 72623, 72625, 72627 and 73665

B. Contractor shall provide all labor, supervision, management, supplies, equipment and materials necessary for accomplishment of complete laundering of Home linens.

C. Contractor shall see that all workmanship shall be in accordance with the best practices of the laundry industry, and any applicable local, state or federal regulations, codes or laws. Service shall include all processes necessary for laundering of the articles even though every step involved is not specifically mentioned. All work shall be performed under sanitary conditions. After processing, laundered articles shall be in serviceable and sanitary condition.

D. Contractor shall be responsible for securing all soiled linens after leaving the Home.

3. LINENS

Linens include but are not limited to: flat sheets, fitted sheets, pillow cases, mattress covers, bedspreads, kitchen items, aprons, table cloths, bed spreads, blankets, incontinent pads, hamper bags, hospital and IV gowns, pajamas, bath towels, wash cloths and bath mats.

CLEAN LINENS

Clean laundry shall be:

A. Stored, handled and transported in a way that precludes cross-contamination.

B. Covered when not in covered storage.

California Department of Veterans Affairs Agreement Number: 26VS0005

C. Delivered to a designated clean area in a manner that prevents contamination.

SOILED LINENS

Soiled laundry shall be:

A. Handled, stored and processed in a manner that will prevent the spread of infection.

B. Sorted in a separate room by methods affording protection from contamination.

C. Stored and transported in a closed container which does not permit airborne contamination of corridors and areas occupied by residents and precludes cross contamination of clean linen.

D. In accordance with California Code of Regulations, Title 22 (22 CCR), personnel must handle, store, process, and transport laundry so as to prevent the spread of infection.

PACKAGING

Commercial practices of packaging and preservation shall be used in the bundling and wrapping of laundry to ensure protection from contamination, soiling and exposure to elements.

A. All white housekeeping and food services towels must wrap in a bundle of twenty.

B. All cleaned laundry shall be finished, tied and packaged in bundles to permit safe and effective lifting, carrying and storing.

D. All mopheads must wrap in a bundle of fifty.

4. LINENS (SCOPE OF WORK)

A. Contractor shall see that all clean linen shall be delivered in clean carts, wrapped with plastic.

B. Articles are washed, dried, sorted by name or identification number, and folded neatly.

C. Residual detergents and bleach must be removed during cleaning process so that laundry is free of harsh chemicals and objectionable odors. Monitoring of the chemical removal process from soiled laundry shall be conducted by means of a daily random sampling residual pH test.Test reports shall be maintained on file by Contractor.

The following chemicals are not to be utilized in any step of the cleaning process:

1. Trichlorocabanalide (TCC)

2. Sodium salt of Pentachlorophenol (PCC)

3. Boric acid

4. Aniline dyes

D. White items made of synthetic blends or cotton shall be free of graying. All soil, spots, and stains are to be removed from linen during the cleaning process without damage to the fabric.

E. Colored laundry items are to be processed in such a manner to retain original color. Colored fabrics shall not be bleached with chlorine bleach; approved alternative chemicals are to be used in accordance with CCR Title 22, Division 5.

F. Any Home staff or resident’s personal laundry inadvertently included in a shipment to Contractor for processing shall not be cleaned or charged under these terms and conditions and shall be returned

California Department of Veterans Affairs Agreement Number: 26VS0005 the next delivery date to the Home in a separate wrapped and marked bundle.

G. Optional Services. Contractor agrees to provide optional services requested by the Home using form

LAUN-F023 (Exhibit A-1) to request services. Optional Services must be approved by the CALPIA Laundry Contract Representative.

5. OTHER ITEMS

Other items of laundry are mopheads, window curtains, privacy curtains, and other miscellaneous items.

6. WEIGH, RECORDING AND CHARGING

Contractor shall see that all linens and other items shall be weighed and recorded as clean weight and charged as such.

7. PICK UP AND DELIVERIES

Location Estimated Laundry Pounds

Days of the Week Requested

Delivery Time*

Location of Pickup Primary Laundry Location

VHC – Ventura 10900 Telephone Road Ventura, CA 93004

Two (2) visits per week at date / time to be determined by the Contract Manager.

Between the hours of 8:00 a.m.

and 3:00 p.m.

Back of the Home at the warehouse entrance.

Laundry Connex Box

Delivery and pick-up dates are subject to change in weeks containing State holidays, therefore, the alternate scheduled delivery and pick-up date shall be the next working business day. The Home’s Contract Manager and the Contractor shall determine those alternate dates one (1) week in advance prior to service.

A. Service shall not be provided on State holidays.

B. Driver must unload and load clean and soiled laundry from the dock attached to the Main building.

Delivery and pick-up staff shall be able to accommodate an in-house delivery.

C. Deliver clean laundry to the Home in laundry carts marked “Clean Linen.”

D. Provide laundry carts for the Home to return soiled linen marked “Soiled Linen”.

E. Provide a sufficient quantity of carts to safely transport the Home’s linen inventory. The carts shall be the responsibility of the Contractor to maintain and sanitize.

F. The Contractor and/or its sub-contracted entity shall clean the interior of their vehicles with a germicidal detergent prior to the loading of the Home’s clean linen.

G. Provide laundry bags in sufficient quantity and quality to store the Home’s linen inventory upon delivery; and Contractor shall not provide the Home with scissor racks.

California Department of Veterans Affairs Agreement Number: 26VS0005

8. OTHER DELIVERY PROVISIONS

A. Contractor shall see that all pick-up and delivery of linens and soiled linen cart decontaminations shall be in accordance with State of California regulations for licensed nursing care facilities, California Code of Regulations Title 22 Regulations (Title 22). No deviations from this requirement shall be permissible.

B. The Home shall have the option to change the locations within the Home premises during the term of this Agreement without written amendment to the Agreement.

C. Contractor shall display approved warning devices in all areas where operations may cause traffic obstruction or personnel hazard at the time of pick-up and delivery of laundry.

D. Contractor shall provide uninterrupted service. If the supplier is unable to deliver laundry as scheduled, the Contractor shall be responsible for providing an alternative source to meet the specifications of Agreement.

E. Contractor shall furnish delivery tickets, which shall show quantity and total net weight. Home linen distribution shall receive the clean linen and verify the list of articles returned on the delivery ticket.

9. OWNERSHIP OF LINENS/CARTS

A. Linens, mops, specialty items named in this Agreement are the sole property of the Home.

B. The Home linens shall be laundered separately from any other linen that Contractor may launder.

C. All Home linen shall be returned to the Home. No Home linen may be sent or substituted for any other service Contractor provides. This includes all articles sent in with the Home soiled linen, including rags.

D. CalVet will separate ragged items. Ragged items will be returned clean. A ragged item is torn, stained, partials, altered, frayed, or damaged.

E. All Home carts shall remain the property of the Home. The Home is responsible for all normal wear and tear of the carts. The Home shall do regular maintenance to insure proper function of the carts.

NOTE: See Section 11 for procedures for damages.

10. LINEN MANAGEMENT AND REPLACEMENT

The Home shall manage all linens and shall replace linens as needed. Linen replacement shall be maintained at a level consistent with the linen quotas and shall be in accordance with the State of California regulations for licensed nursing care facilities, Title 22 Regulations.

11. DAMAGE / DISCREPANICES / LOSS OF LINENS/CARTS

A. All items damaged or lost by Contractor shall be returned in the same manner as above except items shall be noted as damaged by Contractor. Contractor shall compensate resident or the Home for any damage caused by Contractor within 30 days of damage notification. In the event that damage by the Contractor is not documented by the Contractor, and is discovered upon the Home’s receipt of the damaged items, the CalVet Contract Manager shall notify the Contractor of said damage within 2 business days of discovery but no later than 30 days after cleaned items were returned to the Home.

Both parties shall mutually agree upon damage compensation based on age and condition of article.

B. Delivery contents shall be listed on invoices by major classification and total weight. CalVet, through the Home, reserves the right to weigh, count and inspect for quality control purposes of any and all laundry deliveries. Discrepancies shall be adjusted prior to payment. Reimbursement or adjustment shall be in accordance with a schedule agreed upon by Contractor and the Home. If mutually agreed upon, the Contractor agrees to reimburse the Home for losses of linen, the volume of which shall be

California Department of Veterans Affairs Agreement Number: 26VS0005 accounted for by the Contractor’s weighing system. Contractor will count items upon request as an optional service. The Contractor and the Home shall meet to discuss and resolve discrepancy.

C. Clothing, linen and cart damaged by fire or other forms of destruction while in possession of CalVet, shall be reimbursed to the customer at a rate of 50 percent of the current purchase price. A report of this destruction will be sent to the CalVet Contract Manager within 30 days.

12. SPECIALTY ITEMS

Definition: Specialty items shall include but are not limited to, mops/dust mops, curtains/drapes, privacy curtains, carpet mats, tablecloths, aprons, incontinent pads, and other misc. items such as painter drop cloths.

A. Any curtains, drapes, etc., needing dry cleaning shall be tagged “Dry Clean only”. These items will be washed to a Title 22 standard and returned clean to the customer.

B. Contractor will strive to wash the bed pads in accordance with the manufacturer’s instructions, however, if the instructions contradict Title 22 standard, Title 22 will be followed.

C. Contractor shall see that all other items shall be either bagged in plastic or placed in transport cart.

D. Contractor shall see that all carts, regardless of ownership, which are used to transport soiled articles, shall be thoroughly washed and rinsed with disinfectant before being used to transport clean articles, to avoid cross contamination.

13. UNUSUAL CONDITIONS

A. Surgical gowns, coats scrubs or resident personal clothing that may get mixed up with linens are to laundered and sent back to the Home with the next scheduled delivery in a separate bag/cart.

B. Unsatisfactory service: items found by the linen distribution supervisor to be unsatisfactorily cleaned, shall be re-cleaned at no cost to the Home if mutually agreed upon. Such items shall be identified for Contractor and returned on next scheduled pickup.

C. If the Home determines the Contractor has failed to promptly perform the services satisfactorily, CalVet will notify the Contract Representative and work to resolve any issues.

D. Contractor shall be responsible to notify the Home of any and all personal belongings, such as glasses, dentures, keys, wallets, monies, etc., found in soiled articles. The Home and Contractor will discuss options to return the items.

E. Contractor shall see that all information and records regarding any resident of the Home obtained in the course of providing services under this Agreement shall be confidential.

F. Pursuant to Welfare and Institutions Code Section 14100.2 and California Penal Code, Sections 4017.1 and 5071 regarding access to sensitive information, the Home agrees to inspect and remove all clothing with personal and sensitive information such as individual surnames, social-security numbers and the like, prior to transportation to the Contractor’s laundry facility.

14. CONTRACTOR’S INABILITY TO PROVIDE LAUNDRY SERVICES

Contractor shall immediately notify the CalVet Contract Manager of any work stoppage situation due to equipment failure, or for any other purpose. Contractor agrees to continue to provide laundry services to the Home without interruption. It is mutually agreed that the Home cannot function with any break in laundry services. If alternative remedies are not available, CalVet shall notify Contractor of its intent to contact the nearest commercial laundry and arrange for services as needed. Contractor is not responsible for any service agreements entered into by the Home.

California Department of Veterans Affairs Agreement Number: 26VS0005

15. SPECIFICATIONS/STANDARDS

Title 22, Code of Regulations require the Home to have an adequate supply of clean linen for a minimum of three complete bed changes.

Contractor shall comply with Title 22 and other applicable State governing statutes or regulations. All linens shall be clean and free of objectionable odors, including no trace of washroom supplies left in the fabric.

All linens that do not meet this requirement shall be laundered and sent back to CalVet Contract Manager for rag out.

A. Contractor’s Plant Manager shall be responsible for the supervision and provision of the required laundry services. Plant Manager shall respond by telephone within one business day to any contact.

B. All questions, problems, or reports are to be directed to the CalVet Contract Manager, Hospital General Services Administrator I or his/her designee and Contractor Representative. All written correspondence relative to this Agreement shall bear the Home contract number, title and name.

C. Contractor’s Plant Manager shall be required to meet with the CalVet Contract Manager on a minimum frequency of once each month upon request. Telephone calls are acceptable.

D. Contractor shall see that all trucks and carts used for transporting soiled linens shall be washed with disinfectant and rinsed before clean linen can be transported.

E. The Home shall supply leak resistant washable bags to transport soiled linens.

F. The Home agrees to bag and code infectious/contaminated laundry in a water-soluble bag followed by the entire contents being placed in a sealed yellow infectious laundry bag.

G. Contractor shall see that all work shall be in accordance with the best practices of the laundry industry, and any applicable local, state or federal regulations, codes, or laws. Service shall include all processes necessary for laundering of the articles even though every step involved is not specifically mentioned.

All work shall be performed under sanitary conditions. After processing, laundered articles shall be in serviceable and sanitary condition, meeting established performance requirements standards.

H. Contractor shall adhere to current regulations regarding laundry in Title 22, as well as the National Association of Institutional Linen Management, pertaining to Universal Precautions and Infection Control.

I. Contractor shall comply with Occupational Safety and Health Administration (OSHA) requirements for institutional laundry services.

J. Contractor personnel must complete training prior to working under the Agreement. Training shall include but not be limited to the following topics: a general orientation of basic bacteriological concepts including the basics of how disease is caused and transmitted; an infection control training; relating duty functions to how infections can be prevented, reduced or contained through proper environmental sanitation methods.

K. Contractor shall be responsible for the effective implementation of a Quality Control Program.

Contractor shall perform PH and/or other bacterial testing and submit the results to the Home upon request.

L. Contractor’s personnel who acquire a communicable illness shall not perform service under the

Agreement and must be free of illness before returning to work. Any physical examinations of Contractor employees shall be the responsibility of Contractor and performed at no cost to the Home.

M. Contractor shall be required to furnish the CalVet Contract Manager, before the start of services, with Safety Data Sheets (SDS) for all chemicals utilized by Contractor for services to the Home upon request.

California Department of Veterans Affairs Agreement Number: 26VS0005

N. The Home has the right to inspect and test all services called for by the Agreement, to the extent practicable at all times during the term of the Agreement.

O. If a citation or deficiency is issued from a state licensing agency or environmental health agency regarding laundry services, the Home shall request a review of the Contractor laundries that provide laundry services to the Home. Copies of all citations or deficiencies for non-compliance from a licensing agency shall be provided to Contractor. Contractor agrees that any deficiencies noted by either the State or licensing surveyors shall require immediate corrective action by Contractor if mutually agreed upon. Failure to provide any corrective action that is mutually agreed upon shall result in initiation of termination of this Agreement.

P. Contractor shall e-mail weekly summary sheets to the CalVet Contract Manager upon request. The

CalVet Contract Manager shall reconcile weekly summary sheets with daily delivery tags. The CalVet Contract Manager shall contact Contractor within forty-eight (48) hours if any discrepancies are discovered. If appropriate, Contractor shall re-submit to the CalVet Contract Manager revised weekly summary sheets.

Q. CalVet agrees to render all necessary cooperation in order to assist Contractor in following all provisions and standards and performing all functions, duties, and specifications set forth in this

16. Wage and Benefit Requirements (GC §19134)

Pursuant to Government Code §19134 and the State Contracting Manual (SCM) Vol. 1 §3.14, the Contractor shall comply with all applicable wage and benefit requirements for employees performing services under this Agreement.

Employees performing work under this Agreement shall receive wages and benefits that are not less than the general prevailing rate of per diem wages and employer payments for health and welfare, pension, vacation, travel, and subsistence pay, as determined by the California Department of Industrial Relations (DIR) for work of a similar character in the locality in which the work is performed.

For purposes of complying with the employee benefits portion of Government Code §19134, the Contractor may satisfy the requirement through one of the following options:

1. Employee Benefits Provided The Contractor may provide employee benefits costing not less than eighty-five percent (85%) of the State of California’s cost for employee benefits provided to State employees performing similar work.

2. Cash Payment in Lieu of Benefits The Contractor may provide a cash payment in lieu of employee benefits in an amount not less than eighty-five percent (85%) of the State’s cost for employee benefits for employees performing similar work.

3. Combination of Benefits and Cash Payment The Contractor may provide a combination of employee benefits and cash payments in lieu of benefits, provided that the total value equals not less than eighty-five percent (85%) of the State’s cost for employee benefits for State employees performing similar work.

The Contractor shall maintain payroll records and documentation demonstrating compliance with these wage and benefit requirements and shall make such records available to the State upon request.

Failure to comply with the requirements of Government Code §19134 may constitute a material breach of the Agreement.

17. HOLIDAYS

During holidays, pick-up and delivery of laundry items will be coordinated between the CalVet Contract Manager or designee and the CalVet Ventura Home Contract Manager. The purpose of this coordinated effort will be to ensure that services continue during designated holidays.

California Department of Veterans Affairs Agreement Number: 26VS0005

18. CONTACT INFORMATION

A. The project representatives during the term of this Agreement will be:

1. CalVet Contract Manager/ Contract Representative:

California Veterans Home of Ventura

TBD

10900 Telephone Road

2. Contractor Representative:

TBD

B. Contract representatives, addresses, and phone/fax numbers may be changed by issuing a 20-day prior written notification and shall not require a formal amendment to this Agreement. The notifying party shall provide complete contact information for the replacement Contract Representative including, name, title, mailing address, phone numbers, and email address. All other changes require a formal written amendment to this Agreement.

California Department of Veterans Affairs Agreement Number: 26VS0005 Exhibit B - Budget Detail and Payment Provisions TBD

1. STANDARD BUDGET DETAIL AND PAYMENT PROVISIONS

A. Invoicing and Payment

1. For services satisfactorily rendered, and upon receipt and approval of the invoices, the State agrees to compensate the Contractor for services rendered in accordance with the rates in Exhibit B-1.

2. Invoices shall include the Agreement Number and shall be submitted in not more frequently than monthly in arrears to:

Original Invoice Approval Copy Department of Veterans Affairs CalVet Accounting Office 1227 “O” Street Room 402 Sacramento, CA 95814 APInvoices@calvet.ca.gov

Veterans Home of California – Ventura Attn: TBD 10900 Telephone Rd.

B. Budget Contingency Clause

1. 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 form and effect. In this event, the State 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.

2. If funding for any fiscal year is reduced or deleted by the Budget Act for purposes of this program, the State shall have the option to either cancel this Agreement with no liability occurring to the State, or offer an Agreement amendment to Contractor to reflect the reduced amount.

C. Prompt Payment Clause

Payment will be made in accordance with, and within the time specified in, Government Code, Chapter 4.5, commencing with Section 927.

2. SPECIAL BUDGET DETAIL AND PAYMENT PROVISIONS

Submissions of Invoices/Claims

A. All invoices/claims must be completed thoroughly and legibly, with all applicable fields completed.

Invoices/claims that are submitted to the appropriate location but have been altered, or are inaccurate, or do not provide all necessary information will not be accepted and will be returned to the Contractor for correction.

B. Any changes to this provision relating to the invoice/claim submittal process, including but not limited to an address, form, or process change, shall be an administrative change managed through the appropriate designated CalVet office and shall not require a contract amendment.

C. Contractor shall submit monthly invoices to the CalVet Contract Manager for approval and processing.

Invoices/claims submitted shall include the following information in order to be considered complete and acceptable for processing, or the invoice/claim will be returned:

1) Contractor’s Company name exactly as it appears on the Payee Data Record (STD.204)

2) Contractor’s Company address, phone number and e-mail

3) Date of invoice/claim

4) Invoice/claim number

5) CalVet location where services were performed

Exhibit B - Budget Detail and Payment Provisions TBD

6) Contract/Agreement Number

7) Date(s) of Service

8) Total dollar amount being billed

9) First and Last name of Contractor or Provider performing services, if applicable

10) Contractor’s or Provider’s Classification, whichever is applicable

11) Contractor’s final invoice must be clearly marked as “Final Invoice”

12) Monthly employee wage and benefits reports as detailed in Exhibit B-2: Employee Wage and Benefits Reporting Requirement.

13) When applicable, Contractors shall include the following information on the invoice/claim submitted for hourly reimbursement:

a) Hourly Rate

b) Time in and time out

c) Total hours worked

d) Any other information or documentation reasonably required to verify and substantiate the provision of services and the charges for such services.

14) Monthly employee wage and benefits reports as detailed in Exhibit B, Attachment 2: Employee Wage and Benefits Reporting Requirement.

3. CONTRACTOR OVERPAYMENTS

A. If the State determines that an overpayment has been made to the Contractor, the State will seek recovery immediately upon discovery of the overpayment by: (a) calling the Contractor’s accounting office to request a refund of the overpayment amount, or (b) offsetting subsequent Contractor payments by the amount of the overpayment if Contractor repayment or credit is not received within thirty (30) days from the date of notice.

B. If Contractor discovers it has received an overpayment, Contractor must notify the State and refund the overpayment immediately.

4. DVBE Withhold

A. For contracts with DVBE subcontractors pursuant to Mil. & Vet. Code Section 999.7, ten thousand dollars ($10,000) will be withheld from the final payment, or the full final payment if less than ten thousand dollars ($10,000), until the prime contractor complies with the certification requirements of subdivision (d) of Mil.

& Vet. Code Section 999.5. Prime contractor shall be given 30 days’ notice to cure the defect. If, after 30 calendar days from the date of notice, the prime contractor refuses to comply with the certification requirements, CalVet shall permanently deduct ten thousand dollars ($10,000) from the final payment, or the full payment if less than ten thousand dollars ($10,000).

B. CalVet shall maintain all records of the information provided by the prime contractor pursuant to Section

999.5 and shall establish appropriate review procedures for those records to ensure the accuracy and completeness of the award amounts and paid amounts reported. The records shall be maintained in a manner that facilitates access and review by external auditors. Records collected pursuant to this section shall be retained for a minimum of six years after collection. (Mil. & Vet. Code Section 999.55)

Exhibit B-1, Rate Sheet TBD

RATE SHEET

The Contractor must be able to provide the services listed below. Subcontractors may be used to comply with this requirement. Subcontractor Agreements may be used to comply with this requirement. Subcontractor(s) information must be identified on Bidder Declaration (GSPD-05-105). If additional Subcontractors are added during the term of the Agreement, an updated GSPD-05-105 must be submitted.

The rates listed below are in effect for the term of the Agreement, including any extension of the term through an amendment.

Description of Service Cost Per Pound

Twice a week laundry/linen service (various items) for food preparation, nursing and housekeeping

Emergency laundry service (various items)

SAMPLE

California Department of Veterans Affairs Exhibit 8-2, GC 19134 Employee Wage and Employee Benefits

GC 19134 Employee Wage and Employee Benefits

Contract Number: 26VS0005

TBD

1. In addition to any other mandated wage and benefit requirements, Contractor must comply with Government Code 19134, which requires the California Department of Human Resources (CalHR) to set the rates departments must pay to individuals they employ through personal services contracts for cooking services.

The rates are set at 85% of the State's wage and benefit costs paid to State employees performing similar duties. "Benefits" include health, dental, vision, holidays, sick leave, vacation, and retirement.

Administrative, solely supervisory, or other support personnel are not covered.

2. The GC19134 Wage and Employee Benefit rates are published by CalHR on February 2nd of each year and are effective until February 1st of the following year. If the rates should change during the contract period, the contract will be amended to reflect the rate changes with an effective date retroactive to the date of the CalHR rate changes.

Personal Services Contracts - CalHR Website

3. GC 19134 Employee Benefits are calculated on a per-hour basis. In addition to mandated wages, employees covered by GC19134 shall be paid applicable benefits or cash-in-lieu payments equal to the CalHR blended benefit rate for each hour of service they perform on the contract (excluding overtime).

4. Compliance with the Employee Benefits portion of GC19134 may be accomplished by one of the following:

A Providing a benefit plan to the employees valued at the CalHR blended benefit rate:

1) Contractors electing to provide actual benefits (vs. cash-in-lieu) to their employees must provide evidence of benefit coverage upon notice of award. Evidence shall consist of the name and address of the insurance company, insurance company telephone number, or a signed statement on company letterhead that the Contractor is self-insured, or

B. Cash equal to the CalHr blended benefit rate, or

C. Combination of a benefit plan and cash payments, which together equal the CalHR blended benefit rate.

Contractor is complying with this provision by providing:

5. Contractor must submit a detailed account of the total hourly rate paid to each employee with each invoice submitted to the State. This document must clearly document the following information:

A The name and job classification of each employee who was paid in relation to this contract in the month.

B. The number of hours each employee worked on this contract in the month.

C. The amount paid to each employee for hourly wages (excluding Employee Benefits) in the month.

D. The amount paid to each employee for benefits and/or cash payments in the month.

E. The total hourly rate paid to each employee including wages and Employee Benefits (the total of items C and D above).

F. The total monthly wages and Employee Benefits in the month per employee (item B x E).

Exhibit C, General Terms and Conditions TBD

1. General Terms and Conditions

A. General Terms and Conditions (GTCs)

The (GTCs) are hereby incorporated by reference and made part of this agreement as if attached.

hereto. These documents may also be viewed at the California Department of General Services website: https://www.dgs.ca.gov/-/media/Divisions/OLS/Resources/GTC-Updates/GTC-225- February-2025.pdf https://www.dgs.ca.gov/-/media/Divisions/OLS/Resources/GTC-Updates/GTC-225-February-2025.pdf https://www.dgs.ca.gov/-/media/Divisions/OLS/Resources/GTC-Updates/GTC-225-February-2025.pdf

Exhibit D – Special Terms and Conditions TBD

1. EXCISE TAX

The State of California is exempt from Federal Excise Taxes, and no payment will be made for any taxes levied on employees' wages. The State will pay for any applicable State of California or local sales or use taxes on the services rendered or equipment or parts supplied pursuant to this Contract. California may pay any applicable sales or use tax imposed by another state.

2. STATUTORY AND REGULATORY PROVISIONS

A. This Contract shall be governed and construed in accordance with all applicable statutory and regulatory provisions including, but not limited to:

1) Title XVIII of the Federal Social Security Act

2) Title XIX of the Federal Social Security Act

3) Chapters 7 and 8 (commencing with Section 14000), Part 3, Division 9, Welfare and Institutions Code

4) Division 3, Title 22, California Code of Regulations (CCR)

5) Health and Safety Code Section 1340 et seq.

6) All applicable Federal provisions which regulate the administration of health care programs and budget revisions, as contained in the Code of Federal Regulations (CFR), Title 42, and Title 45, Part 74, Title 42 United States Code, Sections 1395 et seq. and 1396 et seq.

7) Sub-chapter 13 (commencing with Section 6800), Chapter 4, Part 1, Title 17, CCR; and

8) All other applicable laws and regulations.

B. Any provision of this Contract in conflict with the applicable laws and regulations is hereby amended to conform to the provisions of those laws and regulations. Such amendment of the Contract shall be effective on the effective date of the statutes or regulations necessitating it, and shall be binding on the parties even though the amendment may not have been reduced to writing and formally agreed upon and executed by the parties. If, due to amendment in laws of regulations, Contractor is unable or unwilling to comply with the provisions of the amendment(s), State or Contractor may terminate this Contract in accordance with the Termination provision of this Contract.

3. EXAMINATION AND AUDIT

A. Contractor shall allow the State and its related entities, the Comptroller General of the United States, Department of Justice (DOJ), and the Bureau of Medi-Cal Fraud, or their duly authorized representatives, to inspect or otherwise evaluate the quality, appropriateness, and timeliness of services performed under this Contract, and to inspect, evaluate, and audit any and all books, records, and facilities maintained by the Contractor and Subcontractors pertaining to services under this Contract at any time during normal business hours.

B. Contractor shall be subject to the examination and audit of the State Auditor for a period of three (3) years after final payment under this Contract in accordance with Government Code, Section 85467.7. The examination and audit shall be confined to those matters directly connected with the performance of the contract, including, but not limited to, the costs of administering the Contract.

C. Books and records include, but are not limited to, all physical records originated or prepared pursuant to the performance under this Contract, including working papers, reports, financial records, and books of account, Medical Records, prescriptions files, Subcontracts, and any other documentation pertaining to medical and non-medical services for residents of the Home. Upon request, at any time during the term of this Contract, the Contractor shall furnish any record or copy.

4. RESOLUTION OF DISPUTES

A. The Contractor may dispute and appeal a decision or action by the State arising out of the Interpretation or administration of this Contract. A written dispute notice shall be submitted to the Contract Manager within thirty (30) calendar days from the date the Contractor receives notice of the decision or action in dispute.

The Contractor’s dispute notice shall state the following, based on the most accurate information available to the Contractor:

1) That it is a dispute pursuant to this Section.

2) The date, nature, and circumstances of the conduct, which is the subject of dispute.

3) The names, telephone numbers, function, and activity of each contractor, subcontractor, State official, or employee involved in or knowledgeable about the conduct.

4) The identification of any documents and the substance of any oral communications involved in the conduct. Copies of all identified documents shall be attached.

5) The reason why the Contractor is disputing the conduct.

6) The cost impact to the Contractor directly attributable to the alleged conduct, if any.

7) The Contractor’s desired remedy.

B. The State and the Contractor agree to try to resolve all contractual issues by negotiation and mutual agreement at the Contract Manager level. The parties recognize that the implementation of this policy depends on open-mindedness, and the need for both sides to present adequate supporting information on matters in question. The Contract Manager, in a written decision stating the factual basis for the decision, will decide any disputes concerning performance of this Contract. Before issuance of the Contract Manager’s decision, informal discussions between the parties by the individuals who have not participated substantially in the matter in dispute will be considered by the parties in efforts to reach mutual agreement.

C. The Contract Manager will render a decision or request additional substantiating documentation from the Contractor within thirty (30) days of receipt of the Contractor’s appeal. A copy of the decision will be provided to the Contractor. The decision shall be final and conclusive unless, within thirty (30) days from the date of the decision, the Contractor files a written appeal addressed to the Undersecretary, California Department of Veterans Affairs.

D. The Undersecretary’s decision shall be final and conclusive unless the decision is arbitrary, capricious, grossly erroneous or if any determination of fact is unsupported by substantiating evidence. The Undersecretary’s decision will be in writing and may encompass facts, interpretations of the Contract, and determination or application of law. The Contractor may, prior to the Undersecretary’s decision, present oral or documentary evidence, and arguments in support of the Contractor’s appeal. The decision will either:

1) Find in favor of the Contractor, in which case the Undersecretary may:

a) Countermand the earlier conduct which caused the Contractor to file a dispute; or

b) Reaffirm the conduct and, if there is a cost impact sufficient to constitute a change in obligations pursuant to the payment provisions, direct the State to comply with that Section.

2) Deny the Contractor’s dispute and, where necessary, direct the manner of future performance; or

3) Request additional substantiating documentation in the event the information in the Contractor’s dispute or appeal is inadequate to permit a decision to be made under paragraphs (1) or (2) above, advise the Contractor as to what additional information is required, and establish how that information will be furnished. The Contractor shall have thirty (30) days to respond to the Undersecretary’s request for further information. Upon receipt of this additional requested information, the

Undersecretary will have thirty (30) days to respond with a decision. Failure to supply additional information required by the Undersecretary within the time period specified above shall constitute waiver by the Contractor of all claims.

E. Attorney’s fees and costs for any dispute or subsequent trial shall be borne by the respective parties.

Both parties waive trial by jury, and any trial in superior or municipal court shall be by a judge alone. Any litigation arising out of this Contract shall be conducted in a California Court pursuant to California law.

F. Contractor shall continue with the responsibilities under this Contract during any dispute.

5. AGENCY LIABILITY (Applies only to Federally Funded Contracts)

The Contractor warrants by execution of this Contract, that no person or selling agency has been employed or retained to solicit or secure this Contract upon Contract or understanding for a commission, percentage, brokerage, or contingent fee, excepting bona fide employees or bona fide established commercial or selling agencies maintained by the Contractor for the purpose of securing business. For breach or violation of this warranty, the State shall, in addition to other remedies provided by law, have the right to annul this Contract without liability, paying only for the value of the work actually performed, or otherwise recover the full amount of such commission, percentage, brokerage, or contingent fee.

6. POTENTIAL SUBCONTRACTORS

For all Agreements, with the exception of Interagency Agreements and other governmental entities/auxiliaries exempt from bidding, nothing contained in this Contract or otherwise shall create any contractual relation between the State and any subcontractors, and no subcontract shall relieve the Contractor of Contractor’s responsibilities and obligations hereunder. The Contractor agrees to be as fully responsible to the State for the acts and omissions of its subcontractors and of persons either directly or indirectly employed by any of them, as it is for the acts and omissions of persons directly employed by the Contractor.

The Contractor's obligation to pay its subcontractors is an independent obligation from the State’s obligation to make payments to the Contractor. As a result, the State shall have no obligation to pay or enforce the payment of any moneys to any subcontractor.

7. REPORTING SMALL BUSINESS (SB)/MICRO BUSINESS (MB) AND /OR DISABLED VETERANS

BUSINESS ENTERPRISE (DVBE) UTILIZATION

A. If SB/MB and/or DVBE Subcontractor participation is a requirement on this Agreement, the Contractor must report the actual amount paid to certified Subcontractors. The Contractor must comply with Government Code Section 14841 and Military and Veterans Code Section 999.5(d) by reporting the actual utilization of certified Subcontractor(s) during the performance of this Agreement. The Contractor shall prepare and submit the report to the Contract Manager within 60 days from receipt of final payment.

B. Withhold: Pursuant to Mil. & Vet. Code Section 999.7, ten thousand dollars ($10,000) will be withheld from the final payment, or the full final payment if less than ten thousand dollars ($10,000), until the prime contractor complies with the certification requirements of subdivision (d) of Mil. & Vet. Code Section

999.5. Prime contractor shall be given 30 days’ notice to cure the defect. If, after 30 calendar days from the date of notice, the prime contractor refuses to comply with the certification requirements, CalVet shall permanently deduct ten thousand dollars ($10,000) from the final payment, or the full payment if less than ten thousand dollars ($10,000).

8. DISABLED VETERANS BUSINESS ENTERPRISE (DVBE) PARTICIPATION (WITH GOALS)

A. The Contractor has complied with the requirements of Public Contract Code Section 10115 et seq. DVBE goals achieved are expressed as a percentage of the estimated dollar value of this contract, and are identified on the Bidder Declaration, GSPD-05-105, attached to and made a part hereof.

B. The following goals are the Contractor’s commitment set forth in this contract based upon the estimated total dollar mount to be expended:

1) 5% of work for DVBE(s)

2) If this contract is amended and the additional work can be included in the subcontracted work, the goals shall be amended to reflect this change.

9. SUBSTITUTION OF DVBEs

A. If applicable, DVBE subcontractors shall be used per the California Code of Regulations (CCR), Title 2 §

1896.70 unless a substitution is approved in writing by the Department of General Services (DGS),Office of Small Business & Disabled Veteran Business Enterprise (OSDS). A DVBE subcontractor shall be replaced by another DVBE to perform the work originally stated. The substitution shall maintain, at minimum, the level of participation goal stated in the bid.

1) The Contractor shall simultaneously notify the DVBE and the CalVet Contract Manager of the intended substitution. The written notice shall contain the reasons for the substitution and be sent by certified mail. The Contractor shall submit the following to the CalVet Contract Manager:

i. A copy of the written notice issued to the DVBE with proof of delivery. In the absence of proof of delivery, provide the certified mail receipts.

ii. A copy of the DVBE’s consent or opposition to the substitution. In the absence of the consent or opposition, provide the returned and unopened certified mail.

iii. The name and supplier number of the business being substituted and the name and supplier number of the proposed replacement. If a DVBE cannot be identified as a replacement, the Contractor shall document the absence of DVBEs. This documentation shall include but is not limited to:

1. Contact CalVet’ SB/DVBE Coordinator regarding the absence of DVBEs to perform the specific work.

2. Search results from the DGS website for DVBEs to perform the specific work.

3. Communication with a DVBE Community Organization nearest the worksite regarding the absence of DVBEs, if applicable.

4. Documented communication with DVBEs describing the work to be performed, its percentage of the overall contract, the corresponding dollar amount, and their responses to the request.

2) The DVBE shall have up to five (5) business days from the postmark date to consent or oppose the substitution. A copy of the DVBE’s reply shall be sent simultaneously by certified mail to the Contractor and the CalVet Contract Manager.

3) When written oppositions to a substitution are filed, CalVet shall grant the DVBE a hearing. The hearing notice shall be issued within five (5) business days from receipt of the opposition. If CalVet grants the substitution, continue to G, below.

4) The CalVet Contract Manager shall submit the substitution request to the DGS, OSDS:

i. The request must meet the criteria as specified above or § 4107 of the Public Contract Code for

Public Works.

ii. The substitution request shall be accompanied by the hearing decision, when applicable.

5) The OSDS will respond to substitution requests within three (3) business days. The OSDS shall consent to the substitution of another DVBE in any of the following situations:

i. When the DVBE becomes bankrupt, insolvent or goes out of business.

ii. When the DVBE does not perform as listed in the Bidder Declaration.

iii. When the DVBE does not meet the bond requirements of the contractor.

iv. When the DVBE’s name is incorrect due to an inadvertent clerical error. In the case of public works contracts, compliance with § 4107.5 of the Public Contract Code is required.

v. When the DVBE is not licensed as required by any State of California regulatory agency.

vi. When CalVet, or its duly authorized officer, determines that the DVBE:

1. Did not perform in accordance with the plans and specifications; or,

2. Has delayed or disrupted the progress of the work.

6) The DVBE substitution process shall not be used as an excuse for noncompliance with any provision of law. This includes, but is not limited to, the Subletting and Subcontracting Fair Practices Act (§ 4100 et seq., Public Contract Code) or any Agreement requirements relating to substitution of subcontractors.

7) Contractors who proceed with work pending a substitution decision may be subject to contract termination, recovery of damages under rights, remedies and penalties. This is outlined in § 999.9 of the Military and Veterans Code, § 10115.10 of the Public Contract Code or § 4110 of the Public Contract Code (applies to public works only). Failure to adhere to the DVBE participation in the performance of the Agreement may be cause for Agreement termination and recovery of damages under the rights and remedies due CalVet.

8) Any DVBE firm acting/working under subcontract must be responsible for providing materials, supplies, equipment or services and must carry out its responsibility by actually performing, managing, or supervising the work involved that is normal for its business services and functions.

9) The Contractor shall maintain records of all subcontracts entered into with DVBE Subcontractors including records of materials purchased from DVBE suppliers. Such records shall show the name and address of each DVBE Subcontractor or supplier and the total dollar amount paid to each one.

Upon completion of the Agreement, a summary of these records shall be prepared and certified correct by the Contractor or his authorized representative and the summary shall be furnished to the CalVet Contract Manager.

10. SMALL BUSINESS OR DISABLED VETERAN BUSINESS ENTERPRISE CERTIFICATION

A. Contractor shall maintain its status as a Department of General Services (DGS) certified Small Business (SB)/Microbusiness (MB) or Disabled Veteran Business Enterprise (DVBE), as applicable, throughout the term of this Agreement.

B. Subcontractor must also maintain…