Attachment A - Sample Contract.pdf

Department of Children, Youth & Families

2056XC DCYF Client Service Contract 7-7-20 Page 1

SERVICE CONTRACT

Family Resource Center (FRC) Referral and Support Services

DCYF Contract Number:

2735-73116 Resulting From Solicitation Number:

This Contract is between the State of Washington Department of Children, Youth & Families (DCYF) and the Contractor identified below.

Program Contract Number:

Contractor Contract Number:

CONTRACTOR NAME CONTRACTOR doing business as

(DBA)

CONTRACTOR ADDRESS

WASHINGTON UNIFORM

BUSINESS IDENTIFIER (UBI)

DCYF INDEX NUMBER

CONTRACTOR CONTACT CONTRACTOR TELEPHONE CONTRACTOR FAX CONTRACTOR E-MAIL ADDRESS

DCYF ADMINISTRATION

Department of Children, Youth, and Families

DCYF DIVISION

All Divisions

DCYF CONTRACT CODE

2000PC-35

DCYF CONTACT NAME AND

TITLE

DCYF CONTACT ADDRESS

1500 Jefferson Street

Olympia, WA 98501

DCYF CONTACT TELEPHONE

(360)790-6804

DCYF CONTACT FAX

Click here to enter text.

DCYF CONTACT E-MAIL ADDRESS

thomas.hicks@dcyf.wa.gov

IS THE CONTRACTOR A SUBRECIPIENT FOR PURPOSES OF THIS CONTRACT?

No

CFDA NUMBER(S)

CONTRACT START DATE

01/01/2027

CONTRACT END DATE

06/30/2027

CONTRACT MAXIMUM AMOUNT

$37,600.00

EXHIBITS. The following Exhibits are attached and are incorporated into this Contract by reference:

Data Security: Exhibits (specify): Exhibit A-Data Security Requirements, Exhibit B-Statement of Work, Exhibit C Program Requirements

The terms and conditions of this Contract are an integration and representation of the final, entire and exclusive understanding between the parties superseding and merging all previous agreements, writings, and communications, oral or otherwise, regarding the subject matter of this Contract. The parties signing below represent that they have read and understand this Contract, and have the authority to execute this Contract. This Contract shall be binding on DCYF only upon signature by DCYF.

CONTRACTOR SIGNATURE PRINTED NAME AND TITLE DATE SIGNED

DCYF SIGNATURE PRINTED NAME AND TITLE DATE SIGNED

DCYF General Terms and Conditions

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1. Definitions. The words and phrases listed below, as used in this Contract, shall each have the following definitions:

a. “Contract” or “Agreement” means the entire written agreement between DCYF and the Contractor, including any Exhibits, documents, or materials incorporated by reference. The parties may execute this contract in multiple counterparts, each of which is deemed an original and all of which constitute only one agreement. E-mail or Facsimile transmission of a signed copy of this contract shall be the same as delivery of an original.

b. “Contractor” means the individual or entity performing services pursuant to this Contract and includes the Contractor’s owners, members, officers, directors, partners, employees, and/or agents, unless otherwise stated in this Contract. For purposes of any permitted Subcontract, “Contractor” includes any Subcontractor and its owners, members, officers, directors, partners, employees, and/or agents.

c. “DCYF Contracts Administrator” means the individual in the DCYF Contracts Department with oversight authority for the Department of Children, Youth & Families statewide agency contracting procedures, or their appropriate designee.

d. “DCYF Contracts Department” means the Department of Children, Youth & Families statewide agency headquarters contracting office, or successor section or office.

e. “Department of Children, Youth & Families” or “DCYF” means the Washington agency devoted exclusively to serve and support Washington state’s youth and their families.

f. “Debarment” means an action taken by a Federal agency or official to exclude a person or business entity from participating in transactions involving certain federal funds.

g. “Program Agreement” means an agreement between the Contractor and DCYF containing special terms and conditions, including a statement of work to be performed by the Contractor and payment to be made by DCYF.

h. “RCW” means the Revised Code of Washington. All references in this Contract to RCW chapters or sections shall include any successor, amended, or replacement statute. Pertinent RCW chapters can be accessed at http://apps.leg.wa.gov/rcw/.

i. “Regulation” means any federal, state, or local regulation, rule, or ordinance.

j. “Subcontract” means any separate agreement or contract between the Contractor and an individual or entity (“Subcontractor”) to perform all or a portion of the duties and obligations that the Contractor is obligated to perform pursuant to this Contract.

k. “WAC” means the Washington Administrative Code. All references in this Contract to WAC chapters or sections shall include any successor, amended, or replacement regulation. Pertinent WAC chapters or sections can be accessed at http://apps.leg.wa.gov/wac/.

2. Amendment. This Contract may only be modified by a written amendment signed by both parties. Only personnel authorized to bind each of the parties may sign an amendment.

3. Assignment. The Contractor shall not assign this Contract or any Program Agreement to a third party without the prior written consent of DCYF.

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4. Billing Limitations

a. DCYF shall pay the Contractor only for authorized services provided in accordance with this Contract.

b. DCYF shall not pay any claims for payment for services submitted more than twelve (12) months after the calendar month in which the services were performed.

c. The Contractor shall not bill and DCYF shall not pay for services performed under this Contract, if the Contractor has charged or will charge another agency of the state of Washington or any other party for the same services.

5. Compliance with Applicable Law. At all times during the term of this Contract, the Contractor shall comply with all applicable federal, state, and local laws and regulations, including but not limited to, nondiscrimination laws and regulations.

6. Debarment Certification. The Contractor, by signature to this Contract, certifies that the Contractor is not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded by any Federal department or agency from participating in transactions (Debarred). The Contractor also agrees to include the above requirement in any and all Subcontracts into which it enters. The Contractor shall immediately notify DCYF if, during the term of this Contract, Contractor becomes Debarred. DCYF may immediately terminate this Contract by providing Contractor written notice if Contractor becomes Debarred during the term hereof.

7. Governing Law and Venue. This Contract shall be construed and interpreted in accordance with the laws of the state of Washington and the venue of any action brought hereunder shall be in Superior Court for Thurston County.

8. Independent Contractor. The parties intend that an independent contractor relationship will be created by this Contract. The Contractor and his or her employees or agents performing under this Contract are not employees or agents of the Department. The Contractor, his or her employees, or agents performing under this Contract will not hold himself/herself out as, nor claim to be, an officer or employee of the Department by reason hereof, nor will the Contractor, his or her employees, or agent make any claim of right, privilege or benefit that would accrue to such officer or employee.

9. Inspection. The Contractor shall, at no cost, provide DCYF and the Office of the State Auditor with reasonable access to Contractor’s place of business, Contractor’s records, and DCYF client records, wherever located. These inspection rights are intended to allow DCYF and the Office of the State Auditor to monitor, audit, and evaluate the Contractor’s performance and compliance with applicable laws, regulations, and these Contract terms. These inspection rights shall survive for six (6) years following this Contract’s termination or expiration.

10. Maintenance of Records. The Contractor shall maintain records relating to this Contract and the performance of the services described herein. The records include, but are not limited to, accounting procedures and practices, which sufficiently and properly reflect all direct and indirect costs of any nature expended in the performance of this Contract. All records and other material relevant to this Contract shall be retained for six (6) years after expiration or termination of this Contract.

Without agreeing that litigation or claims are legally authorized, if any litigation, claim, or audit is started before the expiration of the six (6) year period, the records shall be retained until all litigation, claims, or audit findings involving the records have been resolved.

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11. Nondiscrimination

a. Nondiscrimination Requirement

(1) During the term of this Contract, Contractor, including any subcontractor, shall not discriminate on the bases enumerated at RCW 49.60.530(3).

(2) In addition, Contractor, including any subcontractor, shall give written notice of this nondiscrimination requirement to any labor organizations with which Contractor, or subcontractor, has a collective bargaining or other agreement.

b. Obligation to Cooperate

Contractor, including any subcontractor, shall cooperate and comply with any Washington state agency investigation regarding any allegation that Contractor, including any subcontractor, has engaged in discrimination prohibited by this Contract pursuant to RCW 49.60.530(3).

c. Default

(1) Notwithstanding any provision to the contrary, DCYF may suspend Contractor, including any subcontractor, upon notice of a failure to participate and cooperate with any state agency investigation into alleged discrimination prohibited by this Contract, pursuant to

RCW 49.60.530(3).

(2) Any such suspension will remain in place until DCYF receives notification that Contractor, including any subcontractor, is cooperating with the investigating state agency.

(3) In the event Contractor, or subcontractor, is determined to have engaged in discrimination identified at RCW 49.60.530(3), DCYF may terminate this Contract in whole or in part, and Contractor, subcontractor, or both, may be referred for debarment as provided in

RCW 39.26.200.

(4) Contractor or subcontractor may be given a reasonable time in which to cure this noncompliance, including implementing conditions consistent with any court-ordered injunctive relief or settlement agreement.

d. Remedies for Breach

(1) Notwithstanding any provision to the contrary, in the event of Contract termination or suspension for engaging in discrimination, Contractor, subcontractor, or both, shall be liable for contract damages as authorized by law including, but not limited to, any cost difference between the original contract and the replacement or cover contract and all administrative costs directly related to the replacement contract, which damages are distinct from any penalties imposed under Chapter 49.60, RCW.

(2) DCYF shall have the right to deduct from any monies due to Contractor or subcontractor, or that thereafter become due, an amount for damages Contractor or subcontractor will owe DCYF for default under this provision.

12. Order of Precedence. In the event of any inconsistency or conflict between the General Terms and Conditions and the Special Terms and Conditions of this Contract or any Program Agreement, the inconsistency or conflict shall be resolved by giving precedence to these General Terms and

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Conditions. Terms or conditions that are more restrictive, specific, or particular than those contained in the General Terms and Conditions shall not be construed as being inconsistent or in conflict.

13. Severability. If any term or condition of this Contract is held invalid by any court, the remainder of the Contract remains valid and in full force and effect.

14. Survivability. The terms and conditions contained in this Contract or any Program Agreement which, by their sense and context, are intended to survive the expiration or termination of the particular agreement shall survive. Surviving terms include, but are not limited to: Billing Limitations; Disputes;

Indemnification and Hold Harmless, Inspection, Maintenance of Records, Notice of Overpayment, Ownership of Material, Termination for Default, Termination Procedure, and Treatment of Property.

15. Termination Due to Change in Funding. If the funds DCYF relied upon to establish this Contract or Program Agreement are withdrawn, reduced or limited, or if additional or modified conditions are placed on such funding, DCYF may immediately terminate this Contract by providing written notice to the Contractor. The termination shall be effective on the date specified in the termination notice.

16. Waiver. Waiver of any breach or default on any occasion shall not be deemed to be a waiver of any subsequent breach or default. Any waiver shall not be construed to be a modification of the terms and conditions of this Contract. Only the DCYF Contracts Administrator or designee has the authority to waive any term or condition of this Contract on behalf of DCYF.

Additional General Terms and Conditions – Client Service Contracts:

17. Advance Payment

DCYF shall not make any payments in advance or anticipation of the delivery of services to be provided pursuant to this Contract.

18. Construction

The language in this Contract shall be interpreted as to its fair meaning and not strictly for or against any party. Any rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not apply in interpreting this Contract.

19. Contractor Certification Regarding Ethics

The Contractor certifies that the Contractor is now, and shall remain, in compliance with Chapter 42.52 RCW, Ethics in Public Service, throughout the term of this Contract.

20. Health and Safety

Contractor shall perform any and all of its obligations under this Contract in a manner that does not compromise the health and safety of any DCYF client with whom the Contractor has contact.

21. Indemnification and Hold Harmless

a. The Contractor shall be responsible for and shall indemnify, defend, and hold DCYF harmless from any and all claims, costs, charges, penalties, demands, losses, liabilities, damages, judgments, or fines, of whatsoever kind of nature, arising out of or relating to a) the Contractor’s or any Subcontractor’s performance or failure to perform this Contract, or b) the acts or omissions of the Contractor or any Subcontractor.

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b. The Contractor’s duty to indemnify, defend, and hold DCYF harmless from any and all claims, costs, charges, penalties, demands, losses, liabilities, damages, judgments, or fines shall include DCYF’s personnel-related costs, reasonable attorney’s fees, court costs, and all related expenses.

c. The Contractor waives its immunity under Title 51 RCW to the extent it is required to indemnify, defend, and hold harmless the State and its agencies, officials, agents, or employees.

d. Nothing in this term shall be construed as a modification or limitation on the Contractor’s obligation to procure insurance in accordance with this Contract or the scope of said insurance.

22. Industrial Insurance Coverage

a. The Contractor shall comply with the provisions of Title 51 RCW, Industrial Insurance.

b. If the Contractor fails to provide industrial insurance coverage or fails to pay premiums or penalties on behalf of its employees, as may be required by law, DCYF may collect from the Contractor the full amount payable to the Industrial Insurance accident fund.

c. DCYF may deduct the amount owed by the Contractor to the accident fund from the amount payable to the Contractor by DCYF under this contract, and transmit the deducted amount to the Department of Labor and Industries, (L&I) Division of Insurance Services. This provision does not waive any of L&I’s rights to collect from the Contractor.

23. Notice of Overpayment

a. If the Contractor receives a vendor overpayment notice or a letter communicating the existence of an overpayment from DCYF, the Contractor may protest the overpayment determination by requesting an adjudicative proceeding.

b. The Contractor’s request for an adjudicative proceeding must:

(1) Be received by the Office of Financial Recovery (OFR) at Post Office Box 9501, Olympia, Washington 98507-9501, within twenty-eight (28) calendar days of service of the notice;

(2) Be sent by certified mail (return receipt) or other manner that proves OFR received the request;

(3) Include a statement as to why the Contractor thinks the notice is incorrect; and

(4) Include a copy of the overpayment notice.

c. Timely and complete requests will be scheduled for a formal hearing by the Office of Administrative Hearings. The Contractor may be offered a pre-hearing or alternative dispute resolution conference in an attempt to resolve the overpayment dispute prior to the hearing.

d. Failure to provide OFR with a written request for a hearing within twenty-eight (28) days of service of a vendor overpayment notice or other overpayment letter will result in an overpayment debt against the Contractor.

e. DCYF may charge the Contractor interest and any costs associated with the collection of this overpayment.

f. DCYF may collect an overpayment debt through lien, foreclosure, seizure and sale of the

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Contractor’s real or personal property; order to withhold and deliver; or any other collection action available to DCYF to satisfy the overpayment debt.

24. Subcontracting

a. Except as otherwise provided in this Contract, the Contractor shall not subcontract any of the contracted services without the prior approval of DCYF.

b. Contractor is responsible to ensure that all terms, conditions, assurances and certifications set forth in this Contract are included in any and all Subcontracts, unless an exception to including a particular term or terms has been approved in advance by the DCYF.

c. Any failure of Contractor or its subcontractors to perform the obligations of this Contract shall not discharge the Contractor from its obligations hereunder or diminish DCYF’s rights or remedies available under this Contract.

25. Subrecipients

a. General. If the Contractor is a subrecipient of federal awards as defined by 2 CFR Part 200 and this Agreement, the Contractor shall:

(1) Maintain records that identify, in its accounts, all federal awards received and expended and the federal programs under which they were received, by Catalog of Federal Domestic Assistance (CFDA) title and number, award number and year, name of the federal agency, and name of the pass-through entity;

(2) Maintain internal controls that provide reasonable assurance that the Contractor is managing federal awards in compliance with laws, regulations, and provisions of contracts or grant agreements that could have a material effect on each of its federal programs;

(3) Prepare appropriate financial statements, including a schedule of expenditures of federal awards;

(4) Incorporate 2 CFR Part 200, Subpart F audit requirements into all agreements between the Contractor and its Subcontractors who are subrecipients;

(5) Comply with the applicable requirements of 2 CFR Part 200, including any future amendments to 2 CFR Part 200, and any successor or replacement Office of Management and Budget (OMB) Circular or regulation; and

(6) Comply with the Omnibus Crime Control and Safe streets Act of 1968, Title VI of the Civil Rights Act of 1964, Section 504 of the Rehabilitation Act of 1973, Title II of the Americans with Disabilities Act of 1990, Title IX of the Education Amendments of 1972, The Age Discrimination Act of 1975, and The Department of Justice Non-Discrimination Regulations, 28 C.F.R. Part 42, Subparts C.D.E. and G, and 28 C.F.R. Part 35 and 39. (Go to https://ojp.gov/about/offices/ocr.htm for additional information and access to the aforementioned Federal laws and regulations.)

b. Single Audit Act Compliance. If the Contractor is a subrecipient and expends $1,000,000 or more in federal awards from any and/or all sources in any fiscal year, the Contractor shall procure and pay for a single audit or a program-specific audit for that fiscal year. Upon completion of each audit, the Contractor shall:

https://ojp.gov/about/offices/ocr.htm

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(1) Submit to the DCYF contact person the data collection form and reporting package specified in 2 CFR Part 200, Subpart F, reports required by the program-specific audit guide (if applicable), and a copy of any management letters issued by the auditor;

(2) Follow-up and develop corrective action for all audit findings; in accordance with 2 CFR Part 200, Subpart F; prepare a “Summary Schedule of Prior Audit Findings” reporting the status of all audit findings included in the prior audit's schedule of findings and questioned costs.

c. Overpayments. If it is determined by DCYF, or during the course of a required audit, that the Contractor has been paid unallowable costs under this or any Program Agreement, DCYF may require the Contractor to reimburse DCYF in accordance with 2 CFR Part 200.

26. Termination for Convenience

a. DCYF may terminate this Contract in whole or in part when it is in the best interest of DCYF by giving the Contractor at least thirty (30) calendar days’ written notice.

b. The Contractor may terminate this Contract for convenience by giving DCYF at least thirty (30) calendar days’ written notice addressed to DCYF at the address listed on page 1 of this Contract.

27. Termination for Default.

a. The DCYF may immediately terminate this Contract for default, in whole or in part, by written notice to the Contractor if DCYF has a reasonable basis to believe that the Contractor has:

(1) Failed to meet or maintain any requirement for contracting with DCYF;

(2) Failed to protect the health or safety of any DCYF client pursuant to the section entitled Health and Safety of this Contract;

(3) Failed to perform under, or otherwise breached, any term or condition of this Contract; and/or

(4) Violated any applicable law or regulation.

b. If it is later determined that the Contractor was not in default, the termination shall be considered a termination for convenience.

28. Termination or Expiration Procedure

a. The following terms and conditions apply upon Contract termination or expiration:

(1) The Contractor shall cease to perform any services required by this Contract as of the effective date of termination or expiration.

(2) If the Contract is terminated, the Contractor shall comply with all instructions contained in the termination notice.

(3) The Contractor shall immediately deliver to the DCYF contact named on page one of this Contract, or to his or her successor, all DCYF property in the Contractor’s possession. The Contractor grants DCYF the right to enter upon the Contractor’s premises for the sole purpose of recovering any DCYF property that the Contractor fails to return within ten (10) calendar days of the effective date of termination or expiration of this Contract. Upon failure to return DCYF

2056XC DCYF Client Service Contract 7-7-20 Page 9 property within ten (10) calendar days, the Contractor shall be charged with all reasonable costs of recovery, including transportation.

(4) DCYF shall be liable only for payment required under the terms of this Contract for service rendered up to the effective date of termination or expiration.

(5) DCYF may withhold a sum from the final payment to the Contractor that DCYF determines necessary to protect DCYF against loss or additional liability.

(6) The rights and remedies provided to DCYF in this Section are in addition to any other rights and remedies provided at law, in equity, and/or under this Contract, including consequential and incidental damages.

29. Treatment of Client Property

a. Unless otherwise provided, the Contractor shall ensure that any adult client receiving services from the Contractor has unrestricted access to the client’s personal property.

b. The Contractor shall not interfere with any adult client’s ownership, possession, or use of the client’s property.

c. The Contractor shall provide clients under age eighteen (18) with reasonable access to their personal property that is appropriate to the client’s age, development, and needs. Upon termination of services to a client, the Contractor shall immediately release to the client and/or the client’s guardian or custodian all of the client’s personal property.

30. Treatment of Property

a. All property purchased or furnished by DCYF for use by the Contractor during this Contract term shall remain with DCYF.

b. Title to all property purchased or furnished by the Contractor for which the Contractor is entitled to reimbursement by DCYF under this Contract shall pass to and vest in DCYF.

c. The Contractor shall protect, maintain, and insure all DCYF property in its possession against loss or damage and shall return DCYF property to DCYF upon Contract termination or expiration.

31. Taxes

a. Where required by statute or regulation, Contractor shall pay for and maintain in current status all taxes that are necessary for Contract performance. DCYF will pay sales or use taxes, if any, imposed on the services and materials acquired hereunder. Contractor must pay all other taxes including without limitation Washington Business and Occupation Tax, other taxes based on Contractor’s income or gross receipts, or personal property taxes levied or assessed on Contractor’s personal property. DCYF, as an agency of Washington State government, is exempt from property tax.

b. Contractor shall complete registration with the Washington State Department of Revenue and be responsible for payment of all taxes due on payments made under this Contract in accordance with the requirements of Title 82 RCW and Title 458 WAC. Out-of-state Contractors must contact the Department of Revenue to determine whether they meet criteria to register and establish an account with the Department of Revenue. Refer to WAC 458-20-101 (Tax registration and tax http://apps.leg.wa.gov/rcw/default.aspx?Cite=82 http://apps.leg.wa.gov/wac/default.aspx?cite=458

2056XC DCYF Client Service Contract 7-7-20 Page 10 reporting) and call the Department of Revenue at 800-647-7706 for additional information. When out-of-state Contractors are not required to collect and remit sales tax, DCYF shall be responsible for paying use tax, if applicable, directly to the Department of Revenue.

c. All payments accrued on account of payroll taxes, unemployment contributions, any other taxes, insurance, or other expenses for Contractor or Contractor’s staff shall be Contractor’s sole responsibility.

Special Terms and Conditions

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1. Definitions Specific to Special Terms. The words and phrases listed below, as used in this Contract, shall each have the following definitions:

a. Critical Incident: maltreatment related child fatalities or near fatalities when a family has had an open child welfare case within 12 months of the incident.

b. Family: the birth parent(s), relative caregiver (kinship care), foster parent(s), and/or adoptive parent(s) who act(s) as caregiver(s) for a child.

c. Family Advocate (Resource Navigator): Recommend state and local basic needs resources to clients based on their goals, providing support with referrals, applications, eligibility qualifications, and appointment scheduling as needed. Consistent with the requirements of SB 1297, Family Advocates will screen and assess each family's strengths and needs.

d. Family Resource Center (FRC): organization that provides a single, unified point of entry to a range of services, as described in RCW 43.216.010 (15). FRCs means a unified single point of entry where families, individuals, children, and youth can obtain information, assessment of needs, referral to, or direct delivery of family services in a welcoming and strength-based manner.

e. Social Service Specialist: the assigned DCYF worker.

f. Community-Based Pathway Referral: A referral process developed that outlines how referrals are made, what information is needed, how partners communicate, and how families are connected to services. The referral process at the community level is being created in collaboration between DCYF, Help Me Grow Washington and Washington State Family Resource Network.

g. Community: A geographic area based on a DCYF Child Welfare office location and its service area.

Priority communities are identified by DCYF using family, Child Welfare, critical incident, and other relevant data to identify areas with higher need for community-based supports.

h. Capacity Payment: A payment made for each (Family Advocate) FTE or portion of, that is either performing or available to perform the work as outlined in the Statement of Work. To be eligible for a Capacity Payment, the Family Advocate may only perform work as defined in the Statement of Work Section of this contract. Any time performing work outside the scope of the position description is not eligible for Capacity Payment.

2. Purpose. The Washington State Department of Children, Youth, and Families (DCYF) seeks proposals from qualified contractors to design, implement, and operationalize a Family Resource Center (FRC) Referral and Support Services.

a. Background

(1) The Washington State Department of Children, Youth, and Families (DCYF) is contracting with Family Resource Centers (FRCs) to provide voluntary, community-based prevention and support services for families exiting child welfare involvement. Through a welcoming, strength-based, and family-driven approach, contracted FRCs will promote child safety, strengthen family well-being, increase family stability, and connect families to community-based supports that reduce the risk of future child welfare involvement and critical incidents.

(2) Services shall be culturally and linguistically responsive, reflect the needs of the communities served, and incorporate lived expertise, coordination with Tribal partners, Tribal-serving organizations, and culturally specific providers, when appropriate and consistent with family https://app.leg.wa.gov/RCW/default.aspx?cite=43.216.010

2056XC DCYF Client Service Contract 7-7-20 Page 12 choice.

3. Data Security Requirements – Exhibit A. The Contractor shall protect, segregate, and dispose of data from DCYF as described in Exhibit A.

4. Statement of Work – Exhibit B. The Contractor shall provide services and staff as described in the Statement of Work attached as Exhibit B.

5. Program Requirements – Exhibit C. The Contractor shall comply with all program and other requirements for providing services under this Contract, as stated in the Program Requirements attached as Exhibit C.

6. Consideration

a. Maximum Contract Amount. The maximum amount of total consideration payable to the Contractor for satisfactory performance of ALL services to be provided under this Contract is as follows:

(1) For FY27 that ends June 30, 2027, the maximum amount is $37,600.00. Allocated funds not expended during the period ending June 30, 2027 shall not be carried forward into any subsequent fiscal year; and

(2) The Fee Table is:

b. Service Area

The Contractor shall provide Family Resource Center Referral and Support Services to the following service area(s):

(1) To be determined by the bidder.

c. Ramp-Up

(1) Ramp-Up costs are intended to support Contractor for six (6) months to continue a heightened effort of program promotion and initial service of Family Resource Center Referral and Support Services to DCYF referred clients.

(2) The Contractor will be eligible for Ramp Up costs for the first six (6) months after execution of the contract associated with getting staff onboarded and trained to deliver services within the Contract.

(3) During ramp up period, the Contractor will bill for capacity, referrals, and cases by month. If that amount is less than the Ramp-Up amount for that month of Ramp-Up, DCYF will pay the Ramp-up amount.

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(4) Contractor is expected to deliver services as described in the Family Resource Center Referral and Support Services Statement of Work in full within six (6) months of the Contract execution.

d. Capacity Rates

DCYF will pay the Contractor a monthly rate or a prorated amount per Family Advocate (FTE) they have on staff for that month according to the DCYF Fee table.

e. Referral Rate

DCYF will pay the Contractor a referral rate per family for each accepted referral as specified in Statement of Work attached as Exhibit B, according to the DCYF Fee Table.

f. Case Rate

DCYF will pay the Contractor a case rate for delivering all services specified in Statement of Work attached as Exhibit B, according to the DCYF Fee Table, once enrollments begins and ramp-up has ended according to the billing standards specified in Section 8.

7. Billing

a. Ramp-Up Cost

During the Ramp-Up period the Contractor shall submit, to the DCYF Headquarters Program Manager, an A-19 for Ramp-Up costs.

b. FRC Service Delivery

(1) Capacity Rate

The Contractor shall submit, to the DCYF Headquarters Program Manager, an A-19 with supporting financial documents that support the cost incurred per Family Advocate (FTE) they have on staff for that month.

(2) Referral Rate

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The Contractor shall submit, to the DCYF Headquarters Program Manager, an A-19 with supporting financial documents that support referral rate cost. The A-19 shall include the total amount of referrals served per day

(3) Case Rate

The Contractor shall submit, to the DCYF Headquarters Program Manager, an A-19 with supporting financial documents that support case rate cost. The A-19 shall include the total amount of cases served per day.

c. The voucher shall clearly indicate that it is “FOR SERVICES RENDERED IN PERFORMANCE

UNDER DCYF CONTRACT NO.2713-73116 FOR THE MONTH OF , 20 ”

d. The A-19 invoice vouchers shall be submitted to:

TBA

Department of Children, Youth and Families PO Box 45812 Olympia, WA 98504

e. The Contractor shall contact the above DCYF contact at (###) ###-#### concerning billing questions.

f. The rates shall be as specified above in the section titled “Consideration” of this Contract.

g. The Contractor shall bill for each month of service on a separate Form A-19. The A-19 shall state the month services were provided.

h. DCYF may, at its sole discretion, withhold payment claimed by the Contractor for services rendered if Contractor fails to satisfactorily comply with any term or condition of the Contract.

i. Claims for payment submitted by the Contractor shall be paid by DCYF if received by DCYF no later than sixty (60) days from the date services were rendered.

j. DCYF will not be obligated to pay for services submitted more than three (3) months after the calendar month in which the services were performed.

k. DCYF shall make payment within thirty (30) days of receipt of a properly completed invoice for services.

l. DCYF may withhold payment to the Contractor if reports required under this Contract are delinquent, i.e., not submitted within ten (10) working days of the due date, or incomplete.

8. Insurance

The Contractor shall at all times comply with the following insurance requirements:

a. General Liability Insurance

The Contractor shall maintain Commercial General Liability Insurance or Business Liability Insurance, including coverage for bodily injury, property damage, and contractual liability, with the

2056XC DCYF Client Service Contract 7-7-20 Page 15 following minimum limits: Each Occurrence - $1,000,000; General Aggregate - $2,000,000. The policy shall include liability arising out of the parties’ performance under this Contract, including but not limited to premises, operations, independent Contractors, products-completed operations, personal injury, advertising injury, and liability assumed under an insured contract. The State of Washington, Department of Children, Youth and Families, its elected and appointed officials, agents, and employees of the state, shall be named as additional insureds.

In lieu of general liability insurance mentioned above, if the Contractor is a sole proprietor with less than three contracts, the Contractor may choose one of the following three general liability policies but only if attached to a professional liability policy, and if selected the policy shall be maintained for the life of the contract:

Supplemental Liability Insurance, including coverage for bodily injury and property damage that will cover the Contractor wherever the service is performed with the following minimum limits: Each Occurrence - $1,000,000; General Aggregate - $2,000,000. The State of Washington, Department of Children, Youth and Families, its elected and appointed officials, agents, and employees shall be named as additional insurers.

or

Workplace Liability Insurance, including coverage for bodily injury and property damage that provides coverage wherever the service is performed with the following minimum limits: Each Occurrence - $1,000,000; General Aggregate - $2,000,000. The State of Washington, Department of Children, Youth and Families, its elected and appointed officials, agents, and employees of the state, shall be named as additional insureds.

or

Premises Liability Insurance and provide services only at their recognized place of business, including coverage for bodily injury, property damage with the following minimum limits: Each Occurrence - $1,000,000; General Aggregate - $2,000,000. The State of Washington, Department of Children, Youth and Families, its elected and appointed officials, agents, and employees of the state, shall be named as additional insured.

b. Business Automobile Liability Insurance

The Contractor shall maintain a Business Automobile Policy on all vehicles used to transport clients, including vehicles hired by the Contractor or owned by the Contractor’s employees, volunteers or others, with the following minimum limits: $1,000,000 per accident combined single limit. The Contractor’s carrier shall provide DCYF with a waiver of subrogation or name DCYF as an additional insured.

c. Professional Liability Insurance (PL)

The Contractor shall maintain Professional Liability Insurance or Errors & Omissions insurance, including coverage for losses caused by errors and omissions, with the following minimum limits:

Each Occurrence - $1,000,000; Aggregate - $2,000,000.

d. Worker’s Compensation

The Contractor shall comply with all applicable Worker’s Compensation, occupational disease, and occupational health and safety laws and regulations. The State of Washington and DCYF shall not

2056XC DCYF Client Service Contract 7-7-20 Page 16 be held responsible for claims filed for Worker's Compensation under RCW 51 by the Contractor or its employees under such laws and regulations.

e. Employees and Volunteers

Insurance required of the Contractor under the Contract shall include coverage for the acts and omissions of the Contractor’s employees and volunteers. In addition, the Contractor shall ensure that all employees and volunteers who use vehicles to transport clients or deliver services have personal automobile insurance and current driver’s licenses.

f. Subcontractors

The Contractor shall ensure that all subcontractors have and maintain insurance with the same types and limits of coverage as required of the Contractor under the Contract.

g. Separation of Insureds

All insurance policies shall include coverage for cross liability and contain a “Separation of Insureds” provision.

h. Insurers

The Contractor shall obtain insurance from insurance companies identified as an admitted insurer/carrier in the State of Washington, with a Best’s Reports’ rating of B++, Class VII, or better.

Surplus Lines insurance companies will have a rating of A-, Class VII, or better.

i. Evidence of Coverage

The Contractor shall, upon request by DCYF, submit a copy of the Certificate of Insurance, policy, and additional insured endorsement for each coverage required of the Contractor under this Contract. The Certificate of Insurance shall identify the Washington State Department of Children, Youth and Families as the Certificate Holder. A duly authorized representative of each insurer, showing compliance with the insurance requirements specified in this Contract, shall execute each Certificate of Insurance.

The Contractor shall maintain copies of Certificates of Insurance, policies, and additional insured endorsements for each subcontractor as evidence that each subcontractor maintains insurance as required by the Contract.

9. Services Authorized as Needed

DCYF shall request services from the Contractor on an as-needed basis. This Contract does not obligate DCYF to authorize services from the Contractor.

10. Payment Only for Authorized Services

DCYF shall pay the Contractor only for authorized services provided in accordance with this Contract.

If this Contract is terminated for any reason, DCYF shall pay only for services authorized and provided through the date of termination.

11. Funding Stipulations

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a. Information for Federal Funding. The Contractor shall cooperate in supplying any information to DCYF that may be needed to determine DCYF or the client’s eligibility for federal funding.

b. Duplicate Billing. The Contractor must not bill other funding sources for services rendered under this Contract which would result in duplicate billing to different funding sources for the same service.

Furthermore, the Contractor shall ensure that no subcontractor bills any other funding sources for services rendered under this Contract, which would result in duplicate billing to different funding sources for the same service.

c. No Federal Match. The Contractor shall not use funds payable under this Contract as match toward federal funds without the prior written permission of DCYF.

d. Supplanting. The Contractor shall use these funds to supplement, not supplant the amount of federal, state and local funds otherwise expended for services provided under this Contract.

12. Recovery of Fees for Noncompliance

In the event the Contractor bills for services provided and is paid fees for services that DCYF later finds were either (a) not delivered or (b) not delivered in accordance with applicable standards or the requirements of this Contract, DCYF shall have the right to recover the fees for those services from the Contractor, and the Contractor shall fully cooperate during the recovery process.

13. Prohibition of Use of Funds for Lobbying Activities

The Contractor shall not use funds payable under the Contract for lobbying activities of any nature. The Contractor certifies that no state or federal funds payable under this Contract shall be paid to any person or organization to influence, or attempt to influence, either directly or indirectly, an officer or employee of any state or federal agency, or an officer or member of any state or federal legislative body or committee, regarding the award, amendment, modification, extension, or renewal of a state or federal contract or grant.

Any act by the Contractor in violation of this prohibition shall be grounds for termination of this Contract, at the sole discretion of DCYF, and shall subject Contractor to such monetary and other penalties as may be provided by law.

14. Business/Financial Assessment

The Contractor authorizes DCYF to obtain a financial assessment and/or credit report of the Contractor’s corporation and/or business, and of the principal owner(s) of the corporation and/or business, at any time prior to or during the term of this Contract. A “principal owner” includes person(s) or organization(s) with a 25% or more ownership interest in the business.

DCYF may deny, suspend, terminate, or refuse to renew or extend a contract if, in the judgment of DCYF, the Contractor, or any partner or managerial employee of the Contractor, or an owner of 50% or more of the Contractor entity, or a principal owner who exercises control over the Contractor’s daily operations:

a. Has a credit history which could adversely affect the Contractor’s ability to perform the contract

b. Has failed to meet a financial obligation as the obligation fell due in the normal course of business;

or

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c. Has filed for bankruptcy, reorganization, or receivership within five (5) years of the start date of the contract.

15. Investigations of Contractor or Related Personnel

DCYF may, without prior notice, suspend the Contractor’s performance of the Contract if the Contractor, or any partner, officer or director of the Contractor, or a subcontractor, or any employee or volunteer of the Contractor or a subcontractor, is investigated by DCYF or a local, county, state or federal agency regarding any matter that, if ultimately established, could either:

a. Result in a conviction for violating a local, state or federal law, or

b. In the sole judgment of DCYF, adversely affect the delivery of services under this Contract or the health, safety or welfare of DCYF clients.

DCYF may also take other lesser action, including, but not limited to, disallowing the subject of the investigation, whether an employee, volunteer, or other person associated with the Contractor or a subcontractor, from providing services, or from having contact with DCYF clients, until the investigation is concluded and a final determination made by the investigating agency.

16. Removal of Individuals from Performing Services

a. In the event that any of Contractor’s employees, subcontractors, or volunteers who provide services under this Contract do not meet qualifications required by this Contract or do not perform the services as required in this Contract, DCYF may require that Contractor assure DCYF that such individual will not provide services to DCYF clients under this Contract.

b. DCYF shall notify the Contractor of this decision verbally and in writing and the Contractor shall, within twenty-four (24) hours, disallow that person from providing direct services to DCYF clients.

Failure to do so may result in a Compliance Agreement and possible suspension or termination of this Contract.

17. Compliance Agreement

In the event that DCYF identifies deficiencies in Contractor’s performance under this Contract, DCYF may, at its option, establish a Compliance Agreement. When presented with a Compliance Agreement, Contractor agrees to undertake the actions specified in the plan within the timeframes given to correct the deficiencies. Contractor’s failure to do so shall be grounds for termination of this Contract.

18. Resolution of Differences

In the event of any differences between the parties on matters related to the interpretation and implementation of this Contract, the parties shall first attempt to resolve the difference informally between themselves at the local or regional level, by following the regional conflict resolution process.

If the parties are unable to resolve their difference as stated above, then either party may submit a request for dispute resolution as provided in the Section Disputes below.

A copy of the regional conflict resolution process is available from the DCYF Contact person listed on page 1 of this Contract.

19. Prudent Parenting

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The Contractor shall (if providing placement services to DCYF children), follow and comply with Prudent Parenting Standards outlined in RCW 74.13.710. All staff responsible for supervision and care of children served under this contract shall have completed the required online training provided by DCYF and the UW Alliance. The Contractor shall have onsite, for each facility-based program, at least one (1) staff, per shift, who is designated to be the official caregiver authorized to apply the reasonable and prudent parenting standards. This training can be accessed at:

https://allianceforchildwelfare.org/course-catalog. To aid in how to use and apply prudent parenting standards DCYF developed guidelines. A copy of the guidelines is located at:

https://www.dcyf.wa.gov/services/foster-parenting/guidelines-laws-rules.

20. Disputes

a. Either party who has a dispute concerning this Contract may submit a written request for dispute resolution. The amount of any rate set by law, regulation, or DCYF policy is not disputable. A party’s written request for dispute resolution must include:

(1) A statement identifying the issue(s) in dispute; and

(2) Contractor’s name, address and contract number.

b. The request must be mailed to the following address within thirty (30) calendar days after the party could reasonably be expected to have knowledge of the issue, which is disputed.

c. A copy of the current DCYF’s dispute resolution process is available at any time by written request.

d. Requests for dispute resolution or for a copy of the current DCYF’s dispute resolution process should be sent to:

Department of Children, Youth & Families Attention Contracts Unit P.O. Box 40983 Olympia, WA 98504-0983

e. This dispute resolution process is the sole administrative remedy available under this Contract.

21. Emergency Management & Response

a. It may be possible, that during the performance of this Contract, that DCYF or the State of Washington could issue or declare a State of Emergency. Such an emergency could include, but not be limited to:

(1) Pandemic;

(2) Public Health Emergency;

(3) natural or manmade disaster; and / or

(4) Civil Unrest.

b. If such a declaration is made, by DCYF or the State of Washington, then DCYF may choose to temporarily modify the service delivery provisions of this contract. Those modifications will be time limited and will be found here: https://www.dcyf.wa.gov/services/child-welfare-providers/contracted-http://app.leg.wa.gov/RCW/default.aspx?cite=74.13.710 https://allianceforchildwelfare.org/course-catalog…