HomeMy WebLinkAboutStaff Report 355-06City of Pa
City Manager’s R
TO:
FROM:
DATE:
SUBJECT:
HONORABLE CITY COUNCIL
CITY MANAGER DEPARTMENT: UTILITIES
SEPTEMBER 11, 2006 CMR: 355:06
ADOPTION OF A RESOLUTION OF THE COUNCIL OF THE
CITY OF PALO ALTO AUTHORIZING THE EXECUTION OF A
DIRECT PAYMENT SERVICES AGREEMENT WITH THE
STATE DEPARTMENT OF COMMUNITY SERVICES AND
DEVELOPMENT - HOME ENERGY ASSISTANCE PROGRAM
BACKGROUND
Staff recommends that the City Council adopt a resolution authorizing the
execution of a direct payment services agreement with the State Department of
Community Services and Development (CSD)Home Energy Assistance
Program (HEAP).
DISCUSSION
The City of Palo Alto has offered energy assistance to low-income families since
1981 by working with the State to participate in HEAP through the development
of the City’s Low Income Home Energy Assistance Program (LIHEAP). The City
has an agreement with the State of California for the State to provide direct credit
to the accounts for low-income energy customers that have been identified by the
California State Department of Community Services and Development (CSD) as
payment recipients under the CSD Low-Income Energy Assistance Program,
which includes the Home Energy Assistance Program.
In October 2003, the State made changes which affect all public utility companies
beginning with the new contract term of July 1, 2006 through June 30, 2009. The
most significant change within the direct payment services agreement is the
requirement for public utility companies to provide a copy of a resolution, motion, or
ordinance authorizing both the entering into and execution of the direct payment
agreement.
The contract provides the means for low-income families who meet federal poverty
guidelines to receive energy assistance by means of a direct credit. The State will
CMR:355:06 Page 1 of 2
provide the City with a printout or transmittal that lists applicants determined to be
eligible for assistance and the amount of assistance. Payment, in the form of a State
warrant, and a’ direct payment summary, will be sent to the City which will represent
the total amount of benefits contained on each transmittal.
RESOURCE IMPACT
The contract is a no cost agreement, and continuation represents no resource
impact to the City.
POLICY IMPLICATIONS
This recommendation is consistent with the Council approved Utilities Strategic
Plan Strategy No. 4; to deliver products and services valued by our customers.
ATTACHMENTS
A: Resolution
B: Agreement
PREPARED BY:
DEPARTMENT APPROVAL:
CITY MANAGER APPROVAL:
ANTHONY
Manager, Service
and Meter Reading
CARL YEATS7 .
Director, Adm~istrative Services
EMIi~H~SON
Assistant City Manager
CMR:355:06 Page 2 of 2
YET APPROVED
RESOLUTION NO.
RESOLUTION OF THE COUNCIL OF THE CITY OF PALO
ALTO APPROVING AND AUTHORIZING THE EXECUTION OF
THE STATE OF CALIFORNIA DEPARTMENT OF COMMUNITY
SERVICES AND DEVELOPMENT 2006-2009 DIRECT
PAYMENT PROGRAM AGREEMENT NO.06-1316 IN
CONJUNCTION WITH THE DEPARTMENT OF COMMUNITY
SERVICE HOME ENERGY ASSISTANCE PROGRAM
WHEREAS, the City of Palo Alto ("City"), a California
charter city, has offered energy assistance to families of low-
income means since 1981 as a part of the City’s Low Income Home
Energy Assistance Program; and
WHEREAS, the City has a contract with the State of
California to provide direct credit to the accounts of Palo Alto
residents who have been identified by the State of California
Department of Community Services and Development (~State CSD")
as recipients of payments to be made under and in accordance
with the State CSD Low-Income Energy Assistance Program, which
includes the Home Energy Assistance Program; and
WHEREAS, the Direct Payment ~Agreement No. 06-1316 is for
the term, July i, 2006 through June 30, 2009;
NOW, THEREFORE, the Council of the City of Palo Alto
does hereby RESOLVE as follows:
SECTION i. The Council hereby authorizes the City of
Palo Alto to enter into and execute with the State of California
Department of Community Services and Development the 2006-2009
Direct Payment Program Agreement.
SECTION 2. The Council finds that the adoption of this
resolution does not constitute a project under the California
060816 syn 0072751
1
~*NOT YET APPROVEDe~
Environmental Quality Act and the CEQA Guidelines
therefore, no environment assessment is required.
and,
INTRODUCED AND PASSED:
AYES:
NOES:
ABSENT:
ABSTENTIONS:
ATTEST:APPROVED:
City Clerk
APPROVED AS TO FORM:
Senior Asst. City Attorney
Mayor
City Manager
Director of Utilities
Director of Administrative
Services
060816 syn 0072751
2
STATE OF CALIFORNIA
AGREEMENT
City of Palo Alto Utilities
Direct Payment Agreement
Agreement No. 06-1316
This Agreement consists of this signature page, Exhibits A through F, and Attachments I through.
IV, which are attached hereto and incorporated herein by this reference. It is entered into
between the State of California, Department of Community Services and Development, and
the Utility Company, City of Palo Alto Utilities:
Utility Company:
The term of this Agreement is:
The maximum amount of this Agreement is:
City of Palo Alto Utilities
July 1, 2006 through June 30, 2009
$-0-
Agreed to and approved:
CONTRACTOR City of Palo Alto Utilities
By:
Authorized Signature Date Signed
Printed Name and Title of Person Signing
Address:
Telephone:
Facsimile:.
STATE OF CALIFORNIA Department of Community Services and
Development
By:
Authorized Signature Date Signed
Richard J. Bueche, Chief of Fiscal Operations
Printed Name and Title of Person Signing
Address:
Telephone:
Facsimile:
700 North Tenth Street
Sacramento, California 95814-0338
(916) 341-4200
(916) 341-4213
\\Cobrakshared\ContractskDirect PaymentS2006 Direct PaymentkFacesheets\06-1316 City of Palo Alto Utilities,doc
Exhibit A
Direct Payment Agreement
SCOPE OF WORK
The purpose of this Agreement between the Department of Community Services and
Development, hereinafter referred to as CSD, and the City of Palo Alto Utilities,
hereinafter referred to as Contractor, is for the purpose of making direct credit to the
accounts of low-income energy customers of the Contractor that are identified by CSD as
payment recipients under CSD’s Low-Income Home Energy Assistance Program
(LIHEAP), which includes the Home Energy Assistance Program (HEAP) and Energy
Crisis Intervention Program - Fast Track (ECIP-FT).
Location Where Services Are To Be Provided
Unless specified in writing, in advance, by CSD, the location of all services to be
provided by CSD under this Agreement will be at:
Department of Community Services and Development
Program Services and Support Unit
700 North Tenth Street, Room 258
Sacramento, California 95814
Addresses
Name and Title:
Company name:
Address:
City, State and Zip Code:
All notices to the parties shall, unless otherwise requested in writing, be sent to
Contractor’s address as follows:
/ ,mmo O , IS7
/
.or by facsimile
and to CSD’s address as follows:
Sukie Godinez, Manager
Department of Community Services and Development
700 North 10th Street, Room 258
Sacramento, California 95814-0338
or by facsimile to (9.16) 341-4285.
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A1
Exhibit B
Direct Payment Agreement
BUDGET DETAIL AND PAYMENT PROVISIONS
1.Payment
0
Contractor will not receive any direct financial consideration under this Agreement.
CSD’s Proiect Manager
The Manager of the Energy and Environmental Services is designated as the
Department’s Project Coordinator. The Department may, at any time, designate a
substitute Project Coordinator.
Contractor’s Proiect Coordinator
is designated as the Contractor’s Project
Coordinator. The Contractor may, at any time, designate a substitute Project
Coordinator. Notification to CSD of any change in the Project Coordinator will be made
in writing and will not require an amendment to this agreement.
Budget Contingency Clause
No It is mutually agreed that if the Budget Act of the current year and/or any
subsequent years covered under this Agreement does not appropriate sufficient
funds for the program, this Agreement shall be of no further force and effect. In
this event, CSD shall have no liability to pay any funds whatsoever to Contractor
or to furnish any other considerations under this Agreement and Contractor shall
not be obligated to perform any provisions of this Agreement.
No If funding for any fiscal year is reduced or deleted by the State of California
Budget Act for purposes of this program, the CSD shall have the option to either
cancel this Agreement with no liability occurring to the CSD, or offer an
agreement amendment to Contractor to reflect the reduced amount.
Co Notwithstanding the language in Sections 5.A. or 5.B. below, if CSD believes that
funds will be insufficient to allow the State to make LIHEAP payments to
Contractor i.e., for the reasons described in Section 5.A, or 5.B. below, then CSD
shall promptly notify Contractor’s Project Coordinator. The CSD and Project
Coordinator shall attempt to amend this Agreement so the LIHEAP payments can
continue to the extent possible given the nature of the shortage or unavailability of
funding for LIHEAP. The parties agree that it is undesirable to terminate this
Agreement for any short-term unavailability of LIHEAP funds and that it would
be preferable, if Federal funds are not available for LIHEAP, to suspend LIHEAP
until CSD is able to obtain sufficient funding to resume credits to qualified low-
income energy customers, as provided for under LlttEAP.
B1
Exhibit B
Direct Payment Agreement
Provisions for Federally Funded Contracts
Ao It is mutually understood between the parties that this contract may have been
written for the mutual benefit of both parties before ascertaining the availability of
congressional appropriation of funds, to avoid program and fiscal delays that would
occur if the contract were executed after that determination was made.
B0 This contract is valid and enforceable only if sufficient funds are made available to
the CSD by the United States Government for the purpose of this program. In
addition, this contract is subject to any additional restrictions, limitations, or
conditions enacted by the Congress or to any statute enacted by the Congress that
may affect the provisions, terms, or funding of this contract in any manner.
C°
Do
go
The parties mutually agree that if Congress does not appropriate sufficient funds for
LlttEAP, this contract shall be amended to reflect any reduction in funds~
CSD has the option to void the contract under the 30-day cancellation clause or to
amend the contract to reflect any reduction for funds.
CSD will notify. Contractor’s Project Coordinator if federal funds are insufficient for
LIHEAP to continue as expected during the next fiscal year or if restrictions,
limitations or conditions have been imposed by Congress on the LIHEAP or funding
for it as soon as the Federal grant award letter has been issued with some constraint.
CSD further agrees that Contractor’s willingness to suspend the LIHEAP, as
described herein and in Section 5.C. above, does not constitute an agreement by
Contractor that: (i) funding for LII-IEAP.is unimportant or (ii) a delay in crediting a
customer with LIHEAP funds is acceptable, to either Contractor or its customers.
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B2
EXHIBIT C
Direct Payment Agreement
GENERAL TERMS AND CONDITIONS
Approval
This Agreement is of no force or effect until signed by both parties and approved by the
Department of General Services, if required.
Amendment
No amendment or variation of the terms of this Agreement shall be valid unless made in
writing, signed by the parties and approved as required. No oral understanding or
Agreement not incorporated in the Agreement is binding on any of the parties.
Assignment
This Agreement is not assignable by the Contractor, either in whole or in part, without
the consent of the State in the form of a formal written amendment.
4. Audit
The agency performing work under this Agreement agrees that the awarding department,
the Department of General Services, the Bureau of State Audits, or their designated
representative shall have the right to review and to copy any records and supporting
documentation pertaining to the perfomaance of this Agreement if it exceeds $10,000.
The agency performing work agrees to maintain such records for possible audit for a
minimum of three (3) years after final payment, unless a longer period of record retention
is stipulated. The agency performing work under this Agreement agrees to allow the
auditor(s) access to such records during normal business hours and to allow interviews of
any employees who might reasonably have information related to such records. Further,
the agency performing work under this Agreement agrees.to include a similar right of the
State to audit records and interview staff in any subcontract related to performance of this
Agreement. (GC 8546.7, PCC 10115 et seq., CCR Title 2, Section 1896)
Indemnification
Each party is responsible for its own acts, omissions, conduct, and failure to act in the
performance of this Agreement.
Disputes
The agency performing the work under this Agreement shall continue with the
responsibilities under this Agreement during any dispute.
C1
EXHIBIT C
Direct Payment Agreement
o
o
10.
11.
Termination for Cause
The State may terminate this Agreement and be relieved of any payments should the
Contractor fail to perform the requirements of this Agreement at the time and in the
manner herein provided. In the event of such termination the State may proceed with the
work in any manner deemed proper by the State. All costs to the State shall be deducted
from any sum due the Contractor under this Agreement and the balance, if any, shall be
paid to the Contractor upon demand.
Independent Contractor
Contractor, and the agents and employees of Contractor, in the performance of this
Agreement, shall act in an independent capacity and not as officers or employees or
agents of the State.
Nondiscrimination Clause
During the performance of this Agreement, Contractor and its subcontractors shall not
unlawfully discriminate, harass, or allow harassment against any employee or applicant
for employment because of sex, race, color, ancestry, religious creed, national origin,
physical disability (including HIV and AIDS), mental disability, medical condition
(cancer), age (over 40), marital status, and denial of family care leave. Contractor and
subcontractors shall insure that the evaluation and treatment of their employees and
applicants for employment are free from such discrimination and harassment. Contractor
and subcontractors shall comply with the provisions of the Fair Employment and Housing
Act (Government Code Section 12990 (a-f) et seq.) and the applicable regulations
promulgated thereunder (California Code of Regulations, Title 2, Section 7285 et seq.).
The applicable regulations of the Fair Employment and Housing Commission
implementing Government Code Section 12990 (a-f), set forth in Chapter 5 of Division 4
of Title 2 of the California Code of Regulations, are incorporated into this Agreement by
reference and made a part hereof as if set forth in full. Contractor and its subcontractors
shall give written notice of their obligations under this clause to labor organizations with
which they have a collective bargaining or other Agreement. Contractor shall include the
nondiscrimination and compliance provisions of this clause in all subcontracts to perform
work under the Agreement.
¯ Timeliness
Time is of the essence in this Agreement.
Compensation
The consideration to be paid Contractor, as provided herein, shall be in compensation for
all of Contractor’s expenses incurred in the performance hereof, including travel, per
diem, and taxes, unless otherwise expressly S° provided.
C2
EXHIBIT C
, Direct Payment Agreement
12.Governing Law
This contract is governed by and shall be interpreted in accordance with the laws of the
State of California.
13.Child Support Compliance Act
For any Agreement in excess of $100,000, the agency performing work under this
Agreement acknowledges in accordance with Public Contract Code 7110, that:
The agency performing work under this Agreement recognizes the importance of
child and family support obligations and shall fully comply with all applicable
state and federal laws relating to child and family support enforcement, including,
but not limited to, disclosure of information and compliance with earnings
assignment orders, as provided in Chapter 8 (commencing with section 5200) of
Part 5 of Division 9 of the Family Code; and
b)The agency performing work under this Agreement, to the best of its knowledge,
is fully complying with the earnings assignment orders of all employees and is
providing the names of all new employees to the New Hire Registry maintained
by the California Employment Development Department.
14.Unenforceable Provision
In the event that any provision of this Agreement is unenforceable or held to be
unenforceable, then the parties agree that all other provisions of this Agreement have
force and effect and shall not be affected thereby.
15.Union Activities
For all contracts, except fixed price contracts of $50,000 or less, the agency performing
work under this Agreement acknowledges that:
By signing this agreement the agency performing work under this Agreement hereby
acknowledges the applicability of Government Code Section 16645 through
Section 16649 to this Agreement and agrees to the following:
a)The agency performing work under this Agreement will not assist, promote or
deter union organizing by employees performing work on a state service contract,
including a public works contract.
b)No state funds received under this Agreement will be used to assist, promote or
deter union organizing.
c)The agency performing work under this Agreement will not, for any business
conducted under this Agreement, use any state property to hold meetings with
employees or supervisors, if the purpose of such meetings is to assist, promote or
C3
EXHIBIT C
Direct Payment Agreement
d)
deter union organizing, unless the state property is equally available to the general
public for holding meetings.
If the agency performing work under this Agreement incurs costs, or makes
expenditures to assist, promote or deter union organizing, that agency will
maintain records sufficient to show that no reimbursement from state funds has
been sought for these costs, and that the agency shall provide those records to the
Attorney General upon request.
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C4
EXHIBIT D
Direct Payment Agreement
SPECIAL TERMS AND CONDITIONS
1.Cancellation
Either party may terminate this Agreement by giving thirty (30) day’s prior written notice
to the other party.
2.Subcontracts
o
No subcontracts shall be permitted under this Agreement; therefore, references to
subcontractors or subcontracts as part of standard provisions that have been included
herein shall have no applicability.
Expatriate Corporations
A0 Contractor hereby declares that it is not an expatriate corporation or subsidiary of
an expatriate corporation within the meaning of Public Contract Code
Section 10286 and 10286.1, and is eligible to contract with the State of California.
No An "expatriate corporation" means a foreign incorporated entity that is publicly
traded in the United States to which all of the following apply (Public Contract
Code, section 10286.1):
1)The United States is the principal market for the public trading of the
foreign incorporated entity.
2)The foreign incorporated entity has no substantial business activities in the
place of incorporation.
3)Either clause a. or clause b. applies:
ao The foreign entity was established in connection with a transaction
or series of related transactions pursuant to which (I) the foreign
entity dil:ectly or indirectly acquired substantially all of the
properties held by a domestic corporation or all of the properties
constituting a trade or business of a domestic partnership or related
foreign partnership, and (II) immediately after the acquisition, more
than 50 percent of the publicly traded stock, by vote or value, of the
foreign entity is held by former shareholders of the domestic
corporation or by former partners of the domestic partnership or
related foreign partnership. For purposes of subclause (II), any
stock sold in a public offering related to the transaction or a series
of transactions is disregarded.
D1
EXHIBIT D
Direct Payment Agreement
bo The foreign entity was established in connection with a transaction
or series of related transactions pursuant to which (I) the foreign
entity directly or indirectly acquired substantially all of the
properties held by a domestic corporation or all of the properties
constituting a trade or business of a domestic partnership or related
foreign partnership, and (II) the acquiring foreign entity is more ¯
than 50 percent owned, by vote or value, by domestic shareholders
or partners. (iii) For purposes of this subparagraph, indirect
acquisition of property includes the acquisition of a stock share, or
any portion thereof, of the owner of that property.
Domestic Partners
Commencing on July 1, 2004 Contractor certifies that it is in compliance with Public
Contract Code section 10295.3 with regard to benefits for domestic partners. For any
contracts executed or amended, bid packages advertised or made available, or sealed bids
received on or after July 1 2004 and prior to January 1, 2007, a Contractor may require an
employee to pay the costs of providing additional benefits that are offered to comply with
PCC 10295.3.
Doing Business with the State of California
Ao The following laws apply to persons or entities doing business with the State of
California:
Conflict of Interest: Contractor needs to be aware of the following provisions
regarding current or former state employees. If Contractor has any questions on
the status of any person rendering services or involved with the Agreement, the
awarding agency must be contacted immediately for clarification.
1)Current State Employees (PCC 10410)
a0
b0
No officer or employee shall engage in any employment, activity
or enterprise from which the officer or employee receives
compensation or has a financial interest and which is sponsored or
funded by any state agency, unless the employment, activity or
enterprise is required as a condition of regular state employment.
No officer or employee shall contract on his or her own behalf as
an independent contractor with any state agency to provide goods
or services.
Former State Employees (PCC 10411) .
For the two-year period from the date he or she left state
employment, no former state officer or employee may enter into a
contract in which he or she engaged in any of the negotiations,
D2
Direct Payment Agreement
EXHIBIT D ":’:
o
o
transactions, planning, arrangements or any part of the decision-
making process relevant to the contract while employed in any
capacity by any state agency.
bo For the twelve-month period from the date he or she left state
employment, no former state officer or employee may enter into a
contract with any state agency if he or she was employed by that
state agency in a policy-making position in the same general
subject area as the proposed contract within the 12-month period
prior to his or her leaving state service.
No If Contractor violates any provisions of above paragraphs, such action by
Contractor shall render this Agreement void. (PCC 10420)
Co Members of boards and commissions are exempt from this section if they do not
receive payment other than payment of each meeting of the board or commission,
payment for preparatory time and payment for per diem. (PCC 10430 (e))
Labor Code/Workers’ Compensation
Both parties agree that they are aware of the provisions that require every employer to be
insured against liability for Worker’s Compensation or to undertake self-insurance in
accordance with the provisions, and CSD affirms to comply with such provisions before
commencing the performance of the work of this Agreement. (Labor Code Section 3700)
Americans with Disabilities Act
Contractor assures the State that it complies with the Americans with .Disabilities Act
(ADA) of 1990, which prohibits discrimination on the basis of disability, as well as all
applicable regulations and guidelines issued pursuant to the ADA. (42 U.S.C. 12101 et
seq.)
Contractor Name Change
An amendment is required to change the Contractor’s name as listed on this Agreement.
Upon receipt of legal documentation of the name change, the State will process the
amendment. Payment of invoices presented with a new name cannot be paid prior to
approval of said amendment.
Corporate Qualifications to do Business in California
A°When Agreements are to be performed in the state by corporations, the
contracting agencies will be verifying that the contractor is currently qualified to
do business in California in order to ensure that all obligations due to the state are
fulfilled.
D3
EXHIBIT D
Direct Payment Agreement
Bo "Doing business" is defined in R&TC Section 23101 as actively engaging in any
transaction for the purpose of financial or pecuniary gain or profit. Although
there are some statutory exceptions to taxation, rarely will a corporate contractor
performing within the state not be subject to the franchise tax.
C0 Both domestic and foreign corporations (those incorporated outside of California)
must be in good standing in order to be qualified to do business in California.
Agencies will determine whether a corporation is in good standing by calling the
Office of the Secretary of State.
10.Resolution
A county, city, district, or other local public body must provide the State with a copy of a
resolution, order, motion, or ordinance of the local governing body that by law has
authority to enter into an agreement, authorizing execution of the agreement.
11.Air Or Water Pollution Violation
Under the State laws, the Contractor shall not be: (1) in violation of any order or
resolution not subject to review promulgated by the State Air Resources Board or an air
pollution control district; (2) subject to cease and desist order not subject to review issued
pursuant to Section 13 3 01 of the Water Code for violation of waste discharge
requirements or discharge prohibitions; or (3) finally determined to be in violation of
provisions of federal law relating to air or water pollution.
12.Compliance with Laws and Tax Withholding
mo CSD shall comply with all applicable Federal, State, and local laws, rules, and
regulations, and shall obtain all permits required to conduct its business and
perform the work called for inthis Agreement, if applicable.
CSD represents and warrants that it will withhold all taxes, if any, which are
required to be withheld under applicable laws with respect to CSD persotmel who
perform services for the Contractor. CSD shall indemnify and hold the
Contractor harmless, on an after-tax basis, for any liability incurred by the
Contractor as a result of CSD’s failure to institute any such required withholding.
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EXHIBIT E
Direct Payment Agreement
ADDITIONAL PROVISIONS
1.Independent Contractor
CSD, and the agents and employees of CSD, in the performance of this Agreement, shall
act in an independent capacity and not as officers or employees or agents of Contractor.
2.Delegation of CSD’s Duties
This Agreement is not assignable by CSD, either in whole or in part, without the consent
of Contractor in the form of a formal written amendment. CSD shall not employ other
consultants or contractors to provide key data entry, document perfection, and/or any
other services under this Agreement without the prior written approval of Contractor, nor
shall the duties of CSD, under this Agreement, be delegated without prior written
approval of Contractor. Unless otherwise expressly agreed upon by Contractor, CSD
shall remain responsible for the quality and timeliness of performance notwithstanding
any delegation.
3.Conflict of Interest/Business Ethics
CSD shall exercise reasonable care and diligence to prevent any actions or conditions that
could result in a conflict with Contractor’s interest. During the term of this Agreement,
CSD shall not accept any employment or engage in any consulting work that creates a
conflict of interest with Contractor or in any way compromises the services to be
performed under this Agreement. All financial statements, reports, billings, and other
documents rendered shall properly reflect the facts about all activities and transactions
handled for the account of Contractor.
..-
Warranty
CSD warrants to Contractor that the workunder this Agreement shall be performed with
the degree of skill and care that is required by current, good and sound professional
procedures and practices, and in conformance with generally accepted professional
standards prevailing at the time the work is performed, so as to ensure that the services
performed are correct and appropriate for the purposes contemplated in this Agreement
and related specifications.
Confidentiality
Ao In the course of performing the services under this Agreement, CSD may have
access to confidential, commercial, or personal information concerning, but not
limited to, technology, rate making, legislative, and personnel matters and
practices of the Contractor, its subsidiaries, affiliates, or members of the public.
CSD agrees not to disclose any such information without the prior written
approval of Contractor.
E1
o
EXHIBIT E
Direct Payment Agreement
Bo Contractor hereby agrees to provide required security to insure the confidential,
physical security, and safekeeping of all data, information, files, and documents
while in its possession. Through the observance of the same or more effective
procedural requirements as used by CSD, Contractor will protect from unauthorized
use and disclosure all sensitive data, documentation, or other information that are
designated confidential by CSD and made available to Contractor in order to carry
out this Agreement. CSD shall provide to Contractor in writing the identification of
all such confidential data and information, as well as CSD procedural requirements
for protection of such data and information from unauthorized use and disclosure.
Co Any representation herein made by CSD relating to confidentiality or the
operations, limitations, and requirements for the furnishing of personnel records,
as set forth in Exhibit D, Additional Provisions, Section 6., CSD’s Use of
Contractor’s Property, below shall be subject to the Information Practices Act of
1977, Section 1798 et seq. of the California Civil Code, and the California Public
Records Act, Section 6250 et seq. of the California Government Code.
CSD’s Use of Contractor’s Property
All records, reports, computer programs, written procedures, and similar materials,
documents or data, in whatever form provided by Contractor for CSD’s use in
performance of services under this Agreement, shall remain the confidential property of
Contractor and shall be returned to Contractor immediately upon completion of CSD’s
use or upon written request of Contractor.
Availability of Information and Public Testimony
Ao
Bo
Contractor’s duly authorized representatives shall have, for the term of this
Agreement and for two (2) years thereafter, access at all reasonable times, upon
five (5) day’s written notice and during regular working hours, to the CSD
personnel, accounts, and records, including but not limited to applications
processed and computer files for personnel who perform services for Contractor
under this Agreement in order to verify or review the quantity, quality, work
program and progress of the work, reimbursable costs, amounts claimed by CSD,
estimates of cost for fixed rates, including those applicable to proposed changes,
annual audit to verify recertification processes, and for any other reasonable
purposes. The personnel records, accessible under this paragraph, shall be limited
to timekeeping, expense, and other such public records.
This provision shall apply to all Agreements except those performed solely on a
lump-sum basis. However, where lump sum and time and materials work, i.e.,
unit price, reimbursable cost, fixed rates, are performed together, either as a part
of this Agreement or as separate contract(s), then the above audit privilege shall
also extend to Contractor for access to all CSD’s records pertaining to all
contracts including the lump sum for assurance that the portions of the work
performed on a time-and-materials basis are not being charged with time,
E2
EXHIBIT E
Direct Payment Agreement
o
material, or other units or cost that are intended to be covered by lump sum or
fixed rates, etc., provided herein, supplement hereto or in such other agreements.
Co CSD accounts shall be kept in accordance with generally accepted accounting
principles in the particular industry and shall be kept in such a manner and in
sufficient detail to clearly disclose the nature and amounts of the different items
of service and cost pertaining to this Agreement and the basis for charges or
allocations to this Agreement.
Do CSD shall preserve all such accounts and records for a period of two (2) years
after the expiration of the term of this Agreement. Contractor’s duly authorized
representatives shall have the right to reproduce any such accounts and records.
Contractor shall be responsible for the incremental cost, if any, of retention and
retrieval of said records. CSD shall promptly adjust any inaccuracy in the
billings.
E.Access under this paragraph shall not extend the time for the taking of written
exception to and the adjustments of accounts as provided for in Exhibit B, Budget
Detail and Payment Provisions, Section 2. Compensation,. A. Application
Category Costs, item 1). CSD shall bear no portion of the Contractor’s audit cost
incurred under this paragraph unless agreed to by CSD.
Nonwaiver
The waiver by either party of any breach of any term, Covenant, or condition contained in
this Agreement, or any default in the performance of any obligations under this
Agreement, shall not be deemed to be a waiver of any other breach or default of the same
or any other term, covenant, condition or obligation; nor shall any waiver of any incident
of breach or default constitute a continuing waiver of the same. All waivers should be in
writing.
Prior Work
Services performed by CSD pursuant to Contractor’s authorization, but before the
execution of this contract, shall be considered as having been performed subject to the
provisions of this contract.
Incidental and Consequential Damages
Contractor shall not be liable for incidental or consequential damages including, but not
limited to, loss of profits, commitments to subcontractors, rental or lease agreement(s),
and personal services contracts, unless expressly authorized in writing by Contractor.
E3
EXHIBIT E
Direct Payment Agreement
11.
12.
13.
14.
15.
Insurance
CSD is a self-insured entity. If said coverage no longer prevails, CSD will notify
Contractor within thirty (30) days of said coverage expiration.
Captions
The captions of the various sections, paragraphs, and subparagraphs are for convenience
only and shall not be considered or referred to in resolving questions of interpretations.
Venue
In the event that suit shall be brought by either party to this Agreement, the parties agree
that venue shall be exclusive vested in the State Courts of the County of Sacramento, or
where otherwise appropriate, exclusively in the United States District Court, Eastern
District of California, Sacramento, California.
Other Agreements
This Agreement shall not prevent either party from entering into similar agreements with
others.
Dispute Resolution
Ao
Bo
Unless otherwise mutually agreed to, any disputes between CSD and Contractor
regarding the construction or application of this Agreement and claims arising out
of this Agreement or its breach shall be submitted to mediation within thirty (30)
calendar days of the written request of one party after the service of that request
on the other party.
The parties shall make best efforts to settle all disputes arising under this
Agreement as a matter of normal business and without recourse to either
mediation or litigation. If the parties are unable to resolve a dispute with respect
to this Agreement, either party may send a notice to the other requesting a
meeting at which senior officers or officials of the parties will attempt to resolve
the dispute. If the parties are unable to resolve the dispute within ten (10) days
after the meeting notice is received by the party to whom it is directed, or such
longer period as the parties may agree, then either party may initiate mediation as
set forth herein.
Co Mediation under this section is a condition precedent to filing an action in any
court. In the event of litigation that arises out of any dispute related to this
Agreement, the parties shall each pay their respective attorney’s fees, expert
witness costs and cost of suit, regardless of the outcome the litigation.
E4
Direct Payment Agreement
EXHIBIT E ,,""
16.
17.
Additional Work
Before proceeding with any work involving possible claims for extra compensation not
specified in this Agreement, CSD shall, upon receipt of a detailed description of services
requested, submit in writing to the Contractor a detailed estimate for the cost for such
work. CSD shall provide the Contractor with a detailed breakdown and estimated cost of
anticipated work, including extensions and change orders, as follows:
No Description of work to be performed, including detailed breakdown of identifiable
tasks;
B.Estimated cost of each task; and
C.Expected date of completion of each task.
Do CSD shall not proceed with any such additional wor.k prior to receiving written
amendment to this Agreement, signed by both parties.
Federal Equal Opportunity Laws
During the performance of this Agreement, and to the extent they may be applicable to
this Agreement, CSD agrees to comply with the following:
No Federal Executive Order 11246, as amended by Executive Order 11375 relating to
equal employment opportunity;
Title VI and Title VII of the Civil Rights Act of 1964; as amended;
C.Rehabilitation Act of 1973, as amended:
Do Vietnam Era Veterans Readjustment Assistance Act of 1972, as amended;
Title 41, Code of Federal Regulations (CFR), Chapter 60, Office of Federal
Contract Compliance Program, Equal Employment Opportunity, Department of
Labor, as amended; and
F.Public Law 101-336, Americans with Disability Act of 1990.
\\Cobra~shared\ContractskDirect PaymentWlaster File\7 2006 Exhibit E, Additional Provisions 051106.doc
Exhibit F
Direct Payment Agreement
PROGRAMMATIC PROVISIONS
1.A.CSD will process applications and make a determination of applicant’s eligibility for
assistance based upon preestablished criteria pursuant to the LIHEAP. CSD will
provide the Contractor with a printout or transmittal (Attachment 2) which lists
applicants determined eligible for assistance and the amount of assistance. Payment,
in the form of a State of Califomia warrant, and Direct Payment Summary
(Attachment 3), shall accompany the printout, and shall represent the sum total of
benefits contained on said transmittal.
No Contractor will process payments contained on aforementioned printout in
accordance with the provisions of the enclosed LIHEAP Direct Payment
Instructions (Attachment 1).
Contractor will provide notification of LIHEAP payment to each customer for
whom a credit is made. The wording of said notification must contain the words
"LIHEAP credit."
Do The contractor shall attempt to credit the accounts of qualified low-income
customers by the subsequent billing cycle following the receipt of the transmittal
and State of California warrant.
E. 1)
2)
Contractor is responsible for completing and returning to CSD, the Direct
Payment Summary that accompanies each transmittal, within ten (10)
working days of processing and handling the batch run of eligible low-
income utility customers receiving LIHEAP assistance. Contractor shall
complete the Direct Payment Summary by indicating: 1) the total number
of customer accounts where the Contractor was successful in crediting full
amount of eligible LIHEAP benefit; 2) the customer accounts where the
Contractor was only able to credit a partial amount of the eligible LIHEAP
benefit, also referred to as Partial Payment Return; and 3) the customer
accounts where the Contractor was unable to credit any of the eligible
LIHEAP assistance amount, also referred to as Full Payment Return.
Contractor shall retum any undeliverable LIHEAP benefits to CSD during ’
the course of this Agreement.
2.- Disbursements
Funds provided under this Agreement shall be disbursed and applicant accounts credited
in accordance with the provisions of the LIHEAP Direct Payment Instructions.
3.Assurances
No Contractor shall charge the eligible household, in the normal billing process, the
difference between the actual cost of the home energy and the payment amount
F1
Exhibit F
Direct Payment Agreement
made by the Department. The actual costs of the home energy shall be consistent
with applicable utility company tariffs as approved by the CPUC.
Bo Contractor assures that no household receiving assistance under this process will
be treated adversely because of such assistance under applicable provisions of
State Law regarding public regulatory requirements.
4. Repots
Reports required under this Agreement are detailed in the LIHEAP Direct Payment
Instructions and the attachments thereto.
\\Cobrakshared\ContractskDirect PaymentWlaster-File\8 2006 Exhibit F, Programmatic Provisions 051106.doc
F2
Direct Payment
LIHEAP Direct Payment Instructions and Samples
Attachment 1 - Direct Payment Instructions
Attachment 2 - Print out Report
Attachment 3 - HEAP Direct Payment Summary
Attachment 4- Match/Error Criteria
\\Cobra\Shared\ContractskDirect PaymenthMaster FilekAttachment Coversheet.doc
ATTACHMENT 1
L]I-IEAP DIRECT PAYMENT INSTRUCTIONS
HOW TO MAKE A MATCH
OPEN ACCOUNTS: If an applicant’s utility account is open at the time a LIHEAP
payment is received, the full amount of the payment can be applied even if it creates a
credit to the account.
It is incumbent upon your company to match payments to the correct account and
customer of record to which the LIHEAP applicant has directed the benefit. For this
purpose, both the "Customer of Record" and last name of the LIHEAP applicant,
"Applicant Last Name" has been provided, as well as an account number and service
address.
CLOSED ACCOUNTS: If, at the time the LI[-IEAP benefit is to be applied, and the
applicant’s reported utility account is closed, you must select and complete one of the
three options below:
A match can be made with an applicant’s new account within the same utility
company.
2.)If the account is CLOSED with an outstanding balance owed, a partial
payment can be made and the difference refunded to CSD with a notation on
your printout.
3.)If the account is CLOSED with no outstanding balance, the total amount of
LIHEAP benefit should be returned to CSD with a notation on your printout.
HOW TO NOTWY CSD OF PARTIALS AND/OR NON-MATCHES
1 .)PRINTOUTS:
Copy the page of the printout upon which the LIHEAP applicant’s name
appears.
Circle the name of the customer of record to whose account the partial
payment was applied (See Attachment 2).
Note beside the LIHEAP payment the amount that is being returned to
CSD (the difference between the CSD payment and the returned amount is
the amount which was credited to the customer of record). If there is a
100% refund to CSD, note the total LIHEAP payment amount.
Provide an adding machine tape listing the total amount of money to be
refunded to CSD. The tape should include both the individual amounts, as
well as a total.
Return the LIJ-IEAP DIRECT PAYMENT SUMMARY SHEET, which
accompanies each run of selected payment records, with the number of
partials and/or non-matches (See Attachment 3).
Attach a check made payable to CSD and return your printout (with
partials/non-matches information), adding machine tape, and summary
page to:
The Department of Community Services and Development
Energy and Environmental Services
700 North 10th Street
Sacramento, California 95814
Compact Disk (CD)/File Transfer Protocol (FTP)
If you expect to return the "partial or non-match" information to CSD by
CD or File Transfer Protocol (FTP), refer to Attachment 4 for more
specific instructions ori how to code the record.
WHAT IF ALL RECORDS ARE MATCHES
If you find that all records on a specific run are matches to your client database, you need "
to notify CSD on the LIHEAP Direct Payment Summary. In the case of a 100% match,
the figure in the "Run $ Total" colunm would be the same amount as the amount in the
"Total $ Match" column (Attachment 3).
\\Cobra\shared\C0ntractskDirect PaymentWlaster FilekAttachment i Dir. Paym. Instructions.doc
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STATE OF CALIFORNIA = HEALTH AND HUMAN SERVICES AGENCY ARNOLD SCHWARZENEGGER. Govemor
DEPARTMENT OF COMMUNITY SERVICES AND DEVELOPMENT
700 North lOth Street, Room 258
Sacramento, CA 95814-0338
(916) 341-4200
(916) 341-4203 (FAX)
(916) 327-6318 (TDD)
ATTACHMENT 3
2006 HEAP DIRECT PAYMENT SUMMARY
PLEASE COMPLETE FOR EACH DIRECT PAYMENT BATCH
CSD RUN DATE
(THIS DATE IS ON THE
TOP LEFT HAND
CORNER OF THE PRINT-
OUTS)
01/25/06
(A}
TOTAL DOLLAR
AMOUNT FROM
CSD
(THIS IS THE CHECK
AMOUNT THAT WAS
SENT WITH THIS RUN
DATE NOTE: THIS
AMOUNT SHOULD
MATCH THE PRINT-
OUT)
(B}
TOTAL DOLLAR
AMOUNT BEING
RETURNED CSD
(ENTER THE AMOUNT
OF THE CHECK THAT
WILL BE RETURNED TO
CSD WITH THIS FORM)
TOTAL NUMBER
OF RECORDS
BEING RETURNED
TO CSD
(ENTER THE NUMBER
OF RECORDS THAT
WILL BE RETURNED TO
CSD WITH THIS FORM)
(D}
TOTAL DOLLARS
THAT MATCHED
(THIS IS THE AMOUNT
THAT YOU STARTED
WITH, MINUS ANY
RETURN DOLLARS,
EQUALS TOTAL
DOLLARS MATCHED A-
B=D)
COMPLETED BY:PHONE:
UTILITY COMPANY:DATE:
PLEASE RETURN THIS SUMMARY PRINT-OUTS AND (FOR-NON-I~ATCHES-’[-
NO LATER THAN 10 DAYS FOLLOWING RECEIPT FROM CSD I!
~HEET Wi’TH cHEcK
PLEASE RETURN SUMMARY SHEET TO:STELLA AVILA, ENERGY SERVICES
HOME ENERGY ASSISTANCE PROGRAM
700 N 10TH STREET
SACRAMENTO, CA 95814
IF YOU HAVE ANY QUESTION PLEASE CONTACT
STELLA AVILA (916) 341-4255
CSD USE ONLY
CHECK
NUMBER
$ AMOUNT
RETURNED
DATE
RECEIVED
SUMMARY
DATE SENT
TO ITS