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HomeMy WebLinkAboutCC AG PKT 2011-05-09 #I AGENDA STAFF REPORT DATE: May 9, 2011 TO: Honorable Mayor and City Council THRU: Jill R. Ingram, Acting City Manager FROM: Sean Crumby P.E., Director of Public Works SUBJECT: AUTHORIZE THE CITY MANAGER TO EXECUTE AGREEMENT No. C -1 -2487 WITH THE ORANGE COUNTY TRANSPORTATION AUTHORITY SUMMARY OF REQUEST: The City Council is asked to adopt Resolution No. 6133 authorizing the City Manager to execute agreement no. C -1 -2487 with the Orange County Transportation Authority regarding the Senior Mobility Program. BACKGROUND AND ANALYSIS: Orange County Transportation Authority (OCTA) for many years provided transportation services to seniors. These included various services such as Dial - A -Ride, Orange County Transit District, Consolidated Transportation Services Agency, and OCTA. In the 1990's, OCTA developed a program called the Senior Mobility Program in which local agencies are provided with funds to operate their own bus program. The idea behind the program is for each municipality to control their own program and cater it to the needs of their community. The City of Seal Beach secured this grant funding and has been successfully operating this program for the past 15 years. This program was recently re -bid and awarded on January 10, 2011. The program primarily consists of three components. Those components are a Senior Nutrition program, the Shopping Shuttle, and the Dial -A -Ride program. Funding for this City program has been approved as follows: Funding Source Amount (yearly) OCTA — Senior Mobility Program $63,721 Air Quality Management District $30,600 County of Orange — Senior Transportation $12,986 City of Seal Beach (General Fund) $83,350 Agenda Item 1 Page 2 The funding provided by the Orange County Transportation Authority — Senior Mobility Program is detailed within the attached Cooperative Agreement C -1- 2487. Exhibit B of this agreement lists Seal Beach's allocation as $69,114; this is an increase of $5,393 from the previous allocation. Execution of this agreement will insure that the City will continue to receive funding for this program. FINANCIAL IMPACT: Funding for the Seal Beach Senior Transportation Services program has been approved in the two -year budget from FY 2009 -10. The future budget will reflect the revised amounts as detailed within this agreement. RECOMMENDATION: It is recommended that the City Council adopt Resolution No. 6133 authorizing the Acting City Manager to execute agreement no. C -1 -2487 with the Orange County Transportation Authority regarding the Senior Mobility Program. SUBMITTED BY: NOTED AND APPROVED: ilillf / , Sean Crumby, P. ill r gram, Director of Public Works / i cting City Manag - rr Attachments: A. Resolution No, 6133 B. Cooperative Agreement C -1 -2487 RESOLUTION NUMBER 6133 A RESOLUTION OF THE SEAL BEACH CITY COUNCIL APPROVING AGREEMENT NO. C -1 -2487 WITH THE ORANGE COUNTY TRANSPORTATION AUTHORITY REGARDING THE SENIOR MOBILITY PROGRAM THE SEAL BEACH CITY COUNCIL DOES HEREBY RESOLVE: Section 1. The City Council hereby approves Agreement No. C -1 -2487 between the City of Seal Beach and Orange County Transportation Authority. Section 2. The City Council hereby authorizes the Acting City Manager to execute the Agreement. PASSED, APPROVED AND ADOPTED by the Seal Beach City Council at a regular meeting held on the 9th day of May , 2011 by the following vote: AYES: Council Members NOES: Council Members ABSENT: Council Members ABSTAIN: Council Members Mayor ATTEST: City Clerk STATE OF CALIFORNIA } COUNTY OF ORANGE } SS CITY OF SEAL BEACH } I, Linda Devine, City Clerk of the City of Seal Beach, do hereby certify that the foregoing resolution is the original copy of Resolution Number 6133 on file in the office of the City Clerk, passed, approved, and adopted by the City Council at a regular meeting held on the 9th day of May , 2011. City Clerk 1 COOPERATIVE AGREEMENT C -1 -2487 2 BETWEEN 3 THE ORANGE COUNTY TRANSPORTATION AUTHORITY 4 AND 5 THE CITY OF SEAL BEACH 6 FOR 7 SENIOR MOBILITY PROGRAM 8 THIS AGREEMENT is made and entered into this day of , 2011 9 by and between the Orange County Transportation Authority, 550 South Main Street, P.O. Box 14184, 10 Orange, California 92863 -1584, a public corporation of the state of California (hereinafter referred to as 11 "AUTHORITY "), and the City of Seal Beach, 211 Eighth Street, Seal Beach, California 90740 12 (hereinafter referred to as "CITY "). Herein, AUTHORITY and CITY are sometimes individually referred 13 to as the "PARTY" and collectively as the "PARTIES." 14 RECITALS 15 WHEREAS, CITY is desirous of obtaining transportation services for seniors of the City of Seal 16 Beach; and 17 WHEREAS, AUTHORITY and CITY agree to enter into the Senior Mobility Program (SMP) 18 concerning senior transportation services; and 19 WHEREAS, this Cooperative Agreement defines the roles and responsibilities of AUTHORITY 20 and CITY in executing a Senior Mobility Program for senior transportation; and 21 WHEREAS, AUTHORITY and CITY agree to comply with all relevant elements of Orange 22 County Local Transportation Authority Ordinance No. 3; and 23 WHEREAS, AUTHORITY's Board of Directors approved this Cooperative Agreement on 24 February 14, 2011; 25 NOW, THEREFORE, it is mutually understood and agreed by AUTHORITY and CITY as 26 follows: Page 1 of 9 L: \Camm \CLERICAL \WORDPROC\AGREEWG 12487.docx AGREEMENT NO. C -1 -2487 1 ARTICLE 1. COMPLETE AGREEMENT 2 A. This Agreement, including all exhibits and documents incorporated herein and made 3 applicable by reference, constitutes the complete and exclusive statement of the term(s) and 4 condition(s) of the agreement between AUTHORITY and CITY and it supersedes all prior 5 representations, understandings and communications. The invalidity in whole or in part of any term or 6 condition of this Agreement shall not affect the validity of other term(s) or condition(s). 7 B. AUTHORITY's failure to insist in any one or more instances upon CITY's performance of 8 any term(s) or condition(s) of this Agreement shall not be construed as a waiver or relinquishment of 9 AUTHORITY's right to such performance or to future performance of such term(s) or condition(s) and 10 CITY's obligation in respect thereto shall continue in full force and effect. Changes to any portion of this 11 Agreement shall not be binding upon AUTHORITY except when specifically confirmed in writing by an 12 authorized representative of AUTHORITY by way of a written amendment to this Agreement and issued 13 in accordance with the provisions of this Agreement. 14 ARTICLE 2. RESPONSIBILITIES OF AUTHORITY 15 A. AUTHORITY agrees to provide funds per the following guidelines: 16 1. Services provided under the Senior Mobility Program are available to individuals 17 60 years of age and older. 18 2. Funds for the program are identified as 1% of Renewed Measure M (M2) net 19 sales tax revenue and will be allocated to all local jurisdictions based upon the participating entity's 20 respective percentage of the senior population for the entire county. 21 3. Senior population will be determined by using the most current official 22 decennial Census information provided by the U.S. Census Bureau. 23 4. All active participants will receive their portion of funding on a bi- monthly 24 basis. 25 B. In the event that the amount of M2 funding provided for this program is less than the 26 amount allocated for this program in Fiscal Year 2010 -11 as illustrated in Exhibit B, "Senior Mobility Page2of9 L: \Camm \CLERICAL \WORDPROCWGREEWG 12487.docx AGREEMENT NO. C -1 -2487 1 Program Allocation," AUTHORITY will allocate Transportation Development Act (TDA) Article 4.5 funds 2 to CITY in an amount no greater than FY2010 -11 funding levels less M2 SMP revenues for up to three 3 (3) years. Disbursement of TDA funds will occur with the last bi- monthly distribution of M2 funds during 4 the fiscal year. 5 C. Agree that Net Revenues allocated shall be expended or encumbered within three years 6 of receipt. AUTHORITY may grant an extension to the three -year limit, but extensions shall not be 7 granted beyond a total of five years from the date of the initial funding allocation. 8 D. In the event the time limits for use of Net Revenues are not satisfied, then any retained 9 Net Revenues that were allocated to an Eligible Jurisdiction and interest earned thereon shall be 10 returned to AUTHORITY and these Net Revenues and interest earned thereon shall be available for 11 allocation to any project within the same source program at the discretion of AUTHORITY. 12 E. AUTHORITY may provide, at AUTHORITY's sole discretion, a refurbished surplus 13 paratransit vehicle, at no cost to CITY and no further responsibility to AUTHORITY after vehicle 14 donation. CITY may purchase additional vehicle(s) in excess of their vehicle allocation at a cost of Five 15 Thousand Dollars ($5,000) per vehicle, subject to vehicle availability. 16 ARTICLE 3. RESPONSIBILITIES OF CITY 17 A. CITY agrees that all funds received from AUTHORITY as specified in Article 2A 18 above will be used exclusively for providing accessible senior transportation services that do not 19 duplicate AUTHORITY's services as specified in Exhibit A entitled "Scope of Work." 20 B. CITY must satisfy all M2 eligibility criteria in order to receive their formula allocation for 21 this program. 22 C. CITY agrees that Net Revenues allocated shall be expended or encumbered within 23 three (3) years of receipt. AUTHORITY may grant an extension to the three -year limit, but extensions 24 shall not be granted beyond a total of five (5) years from the date of the initial funding allocation. 25 D. In the event the time limits for use of Net Revenues are not satisfied, any retained Net 26 Revenues that were allocated to an Eligible Jurisdiction and interest earned thereon shall be returned to Page 3 of 9 L: \Camm \CLERICAL \WORDPROCW GREEWG 12487.docx AGREEMENT NO. C -1 -2487 1 AUTHORITY and these Net Revenues and interest earned thereon shall be available for allocation to 2 any project within the same source program at the discretion of AUTHORITY. 3 E. CITY agrees to match twenty percent (20 %) of the total annual formula allocation. 4 Local match may be made up of cash - subsidies, fare revenues, or in -kind contributions. 5 F. CITY may contract with a third -party service provider to provide senior transportation 6 services provided that: 7 1. Contractor is selected using a competitive procurement process; and 8 2. Wheelchair accessible vehicles are available and used when requested. 9 G. CITY shall procure and maintain insurance coverage during the entire term of this 10 Agreement. Coverage shall be full coverage or subject to self - insurance provisions. CITY shall 11 provide the following insurance coverage: 12 1. Commercial General Liability, to include Products /Completed Operations, 13 Independent Contractors', Contractual Liability, and Personal Injury Liability with a minimum limit of 14 $1,000,000.00 per occurrence and $2,000,000.00 general aggregate. 15 2. Automobile Liability Insurance to include owned, hired and non -owned autos with a 16 combined single limit of $1,000,000.00 each accident; 17 3. Workers' Compensation with limits as required by the State of California including a 18 waiver of subrogation in favor of AUTHORITY, its officers, directors, employees or 19 agents; 20 4. Employers' Liability with minimum limits of $1,000,000.00; and 21 5. Professional Liability with minimum limits of $1,000,000.00 per claim. 22 H. Proof of such coverage, in the form of an insurance company issued policy 23 endorsement and a broker - issued insurance certificate, must be received by AUTHORITY prior to 24 commencement of any work. Proof of insurance coverage must be received by AUTHORITY within ten 25 (10) calendar days from the effective date of this Agreement with AUTHORITY, its officers, directors, 26 employees and agents designated as additional insured on the general and automobile liability. Such Page 4 of 9 L: \Camm \CLERICAL \WORDPROCW GREEWG 12487.docx AGREEMENT NO. C -1 -2487 1 insurance shall be primary and non - contributive to any insurance or self- insurance maintained by 2 AUTHORITY. 3 I. CITY shall include on the face of the Certificate of Insurance the Cooperative Agreement 4 Number C -1 -2487; and, the Senior Contract Administrator's Name, Pia Veesapen. 5 J. CITY agrees to provide AUTHORITY with monthly summary reports of CITY's Senior 6 Mobility Program. CITY shall submit monthly summary report within fifteen (15) calendar days as 7 specified in Exhibit C "Senior Mobility Program Monthly Reporting Form," included in this 8 Agreement, which is incorporated into and made part of this Agreement. 9 K. CITY shall adopt an annual Expenditure Report to account for Net Revenues and 10 funds expended by the Eligible Jurisdiction, which satisfy the Maintenance of Effort requirements. 11 The Expenditure Report shall be submitted by the end of six (6) months following the end of the 12 jurisdiction's fiscal year and include the following: 13 1. All Net Revenue fund balances and interest earned. 14 2. Expenditures identified by type (i.e. capital, operations, administration, etc.) and 15 program or project. 16 L. In the event CITY obtains a retired AUTHORITY vehicle for Senior Mobility Program 17 services, CITY agrees to transfer vehicle title and registration within fourteen (14) days from taking 18 possession of the vehicle. CITY also agrees to provide documentation to AUTHORITY confirming 19 transfer of vehicle title and registration from AUTHORITY to CITY within thirty (30) days from taking 20 possession of the vehicle. 21 ARTICLE 4. TERM OF AGREEMENT 22 This Agreement shall commence on July 1, 2011 and shall continue in full force and effect 23 through June 30, 2016, unless earlier terminated or extended as provided in this Agreement. 24 AUTHORTITY, at its sole discretion, retains the right to extend this Agreement through June 30, 2021. 25 / 26 / Page 5 of 9 L: \Camm \CLERICAL \WORDPROCW GREEWG 12487.docx AGREEMENT NO. C -1 -2487 1 ARTICLE 5. NOTICES 2 All Notices pertaining to this Agreement and any communications from the PARTIES may be 3 made by delivery of said notices in person or by depositing said notices in the U.S. Mail, registered 4 or certified mail, return receipt requested, postage prepaid and addressed as follows: 5 To CITY: To AUTHORITY: 6 City of Seal Beach Orange County Transportation Authority 7 211 Eighth Street 550 South Main Street 8 P.O. Box 14184 9 Seal Beach, California 90740 Orange, California 92863 -1584 10 ATTENTION: Sean P. Crumby ATTENTION: Pia Veesapen 11 (562) 431 - 2527 ext. 1318 (714) 560 - 5619 12 ARTICLE 6. FEDERAL, STATE AND LOCAL LAWS 13 AUTHORITY and CITY agree that in performance of their obligations under this Agreement, 14 they shall comply with all applicable federal, California State and local laws, statutes and ordinances 15 and all lawful orders, rules and regulations promulgated thereunder. 16 ARTICLE 7. ORDER OF PRECEDENCE 17 Conflicting provisions hereof, if any, shall prevail in the following descending order of 18 precedence: (1) the provisions of this Agreement, including all exhibits; (2) all other documents, if any, 19 cited herein or incorporated by reference. 20 ARTICLE 8. AUDIT AND INSPECTION OF RECORDS 21 CITY shall provide AUTHORITY, or other agents of AUTHORITY, such access to CITY's 22 accounting books, records, payroll documents and facilities as AUTHORITY deems necessary. CITY 23 shall maintain such books, records, data and documents in accordance with generally accepted 24 accounting principles and shall clearly identify and make such items readily accessible to such parties 25 during CITY's performance hereunder and for a period of four (4) years from the date of final payment 26 by CITY. AUTHORITY's right to audit books and records directly related to this Agreement shall also Page 6 of 9 L: \Camm \CLERICAL \WORDPROCW G REE\AG 12487.docx AGREEMENT NO. C -1 -2487 1 extend to all first -tier subcontractors. CITY shall permit any of the foregoing parties to reproduce 2 documents by any means whatsoever or to copy excerpts and transcriptions as reasonably necessary. 3 ARTICLE 9. TERMINATION 4 AUTHORITY or CITY may, for its own convenience, terminate this Agreement at any time in 5 whole or in part by giving the other PARTY written notice thereof of not less than ninety (90) days in 6 advance of the specified date of termination. 7 ARTICLE 10. INDEMNIFICATION 8 A. CITY shall indemnify, defend and hold harmless AUTHORITY, its officers, directors, 9 employees and agents from and against any and all claims (including attorney's fees and 10 reasonable expenses for litigation or settlement) for any loss or damages, bodily injuries, including 11 death, damage to or loss of use of property caused by the negligent acts, omissions, or willful 12 misconduct by CITY, its officers, directors, employees, agents, subcontractors or suppliers in 13 connection with or arising out of the performance of this Cooperative Agreement . 14 B. CITY shall maintain adequate levels of Insurance, or self- insurance to assure full 15 indemnification of AUTHORITY. 16 ARTICLE 11. ALCOHOL AND DRUG POLICY 17 A. CITY agrees to establish and implement an alcohol and drug program that complies with 18 41 U.S.C. sections 701 -707, (the Drug Free Workplace Act of 1988), which is attached to this 19 Agreement as Exhibit D. CITY agrees to produce any documentation necessary to establish its 20 compliance with sections 701 -707. 21 B. Failure to comply with this Article may result in nonpayment or termination of this 22 Agreement. 23 ARTICLE 11. CONFLICT OF INTEREST 24 CITY agrees to avoid organizational conflicts of interest. An organizational conflict of interest 25 means that due to other activities, relationships or contracts, CITY is unable, or potentially unable to 26 render impartial assistance or advice to AUTHORITY; CITY's objectivity in performing the work Page 7 of 9 L: \Camm \CLERICAL \WORDPROC\AGREE\AG 12487.docx AGREEMENT NO. C -1 -2487 1 identified in the Scope of Work is or might be otherwise impaired; or CITY has an unfair competitive 2 advantage. CITY is obligated to fully disclose to AUTHORITY in writing Conflict of Interest issues as 3 soon as they are known to CITY. All disclosures must be submitted in writing to AUTHORITY 4 pursuant to the Notice provision herein. This disclosure requirement is for the entire term of this 5 Agreement. 6 ARTICLE 12. CODE OF CONDUCT 7 CITY agrees to comply with the AUTHORITY's Code of Conduct as it relates to Third -Party 8 contracts, which is hereby referenced and by this reference is incorporated herein. CITY agrees to 9 include these requirements in all of its subcontracts. 10 ARTICLE 13. FORCE MAJEURE 11 Either PARTY shall be excused from performing its obligations under this Agreement during 12 the time and extent that it is prevented from performing by a cause beyond its control, including, but 13 not limited to: any incidence of fire, flood; acts of God; commandeering of material products, plants 14 or facilities by the federal state or local government; national fuel shortage; or a material act of 15 omission by the other PARTY; when satisfactory evidence of such cause is presented to the other 16 PARTY, and provided further that such nonperformance is unforeseeable, beyond the control and is 17 not due to the fault or negligence of the PARTY not performing. 18 / 19 / 20 / 21 / 22 / 23 / 24 / 25 / 26 Page 8 of 9 L: \Camm \CLERICAL \WORDPROC\AGREE\AG 12487. docx AGREEMENT NO. C -1 -2487 1 Upon execution by both PARTIES, this Cooperative Agreement shall be made effective on 2 July 1, 2011. 3 IN WITNESS WHEREOF, the PARTIES hereto have caused this Cooperative Agreement No. 4 C -1 -2487 to be executed on the date first above written. 5 CITY OF SEAL BEACH ORANGE COUNTY TRANSPORTATION AUTHORITY 6 By By Jill Ingram Will Kempton 7 City Manager (Acting) Chief Executive Officer 8 9 APPR VEDAS TO FORM: 10 By 11 Kennard R. Smart, Jr. General Counsel 12 13 APPRO 14 By Beth McCormick 15 General Manager, Transit 16 17 18 19 20 21 22 23 24 25 26 Page 9 of 9 L: \Camm \CLERICAL \WORDPROC\AGREE\AG 12487. docx AGREEMENT NO. C -1 -2487 EXHIBIT A SCOPE OF WORK Senior Mobility Program 1. The City of Seal Beach (City) shall utilize funding provided by the Orange County Transportation Authority (OCTA) and its local match to provide the following services: • Curb to curb paratransit service for Seal Beach senior residents age 55 and older and persons with disabilities. • Service shall be provided as available with one bus operating and within the permitted budget. • The service shall run from 8:00 a.m. to 5:00 p.m. • The service shall run from Monday through Friday. • Expanded Dial -A -Ride Services, providing one vehicle and one driver Monday through Friday 8:00 a.m. to 5:00 p.m. transporting eligible Seal Beach residents to and from any location within the City and within a three -mile radius outside the City's corporate boundaries. 2. The City shall follow competitive procurement practices in selection of vendors for all services which it does not provide using its own workforce. Any Request for Proposals (RFP) for services shall specify the use of vehicles meeting ADA accessibility standards. 3. The City wishes to obtain the following retirement eligible OCTA ACCESS vehicles: • One (1) bus donated by OCTA, • One (1) additional vehicle which it will purchase from OCTA for $5,000. The cost of any additional vehicles shall be deducted from the next fiscal year allocation. City must register the vehicle and maintain title for at least one year after transfer of title from OCTA. 4. The City shall perform, or ensure that a contracted vendor performs, maintenance of all vehicles used in the Senior Mobility program, including, at a minimum: • Daily Pre -Trip Inspections that meets or exceeds the guidelines provided in the attached Pre - Operation Inspection & Defect Report (Attachment 1) • Scheduled preventive maintenance that meets or exceeds the guidelines provided in the attached Senior Mobility P.M. Checklist, including the maintenance of all accessibility features of the vehicles. (Attachment 2) The City shall maintain maintenance records for each vehicle for 5 years and shall cooperate fully in annual Motor coach carrier terminal inspections conducted by the California Highway patrol City of Seal Beach AGREEMENT NO. C -1 -2487 EXHIBIT A 5. The City shall ensure that its operators, or its contracted vendor's operators, are properly licensed and trained to proficiency to perform their duties safely, and in a manner which treats its riders with respect and dignity. Disability awareness and passenger assistance shall be included in this training. 6. The City shall submit a monthly report to OCTA's Community Transportation Services which includes, at a minimum, a monthly and fiscal year -to -date summary of service and expenditures as illustrated in Exhibit C. 7. The City shall participate in OCTA marketing and outreach efforts to encourage use of fixed -route transit service by older adults. 8. The City shall note OCTA sponsorship in any promotional material for service funded under this agreement and shall display the OCTA Senior Wheels program logo on vehicles use in this program (excluding taxis). 9. The City shall ensure that it maintains adequate oversight and control over all aspects of service that are provided by a contracted vendor. City of Seal Beach AGREEMENT NO. C -1 -2487 EXHIBIT B FA Senior Mobility Program Allocation OCT A FY 2010 -11 Transportation Development Act Article 4.5 Funds Local Jurisdictions FY 2010 -11 ', <i.. OCTA "Contribution Anaheim $ 194,204 Brea $ 37,766 Buena Park $ 49,457 Costa Mesa $ 83,053 Garden Grove $ 183,225 Huntington Beach $ 164,622 Irvine $ 93,151 La Habra $ 52,413 Laguna Hills $ 34,226 Laguna Niguel $ 46,533 Laguna Woods $ 128,998 Lake Forest $ 45,677 Newport Beach $ 111,163 Placentia $ 38,104 Rancho Santa Margarita $ 14,403 San Clemente $ 50,698 Santa Ana $ 167,850 Seal Beach $ 69,114 Westminster $ 66,902 Yorba Linda $ 40,913 Total (Current Participants) $ 1,672,472 AGREEMENT NO. C -1 -2487 Senior Mobility Program Monthly Reporting Form EXHIBIT C Monthly Reporting E -Form OCTA Program Information Service for the Month/Years of Program Name: City or Organization: Contact Person: Contact Number: Details • Trip Category One -Way Vehicle Service Vehicle Service Passenger Trip Hours Miles Nutrition Trips: Medical trips Shopping trips: Other trips: (Please specify trip type below") Totals: 0 0 Summary • . . • OCTA Monthly Contribution Amount: City Monthly Contribution Amount: Total Operation Cost for Month: Source of City Contributions: "Please specify other trip types being provided to seniors in this space: Please provide the requested information and submit the completed form to OCTA. Attention: Jessica Deakyne/Community Transportation Coordinator, by email to jdeakyne @octa.net or by FAX to (714)560 -5927. •••By the 15th day of the month following the reporting month*** Please contact Jessica Deakyne at (714) 560 -5802 if you have any questions or require assistance with the completion of this form. Comments: TR- B0- 086.doc (09/18/08) Page 1 of 1 AGREEMENT NO. C -1 -2487 EXHIBIT D AIL,.... National Drug-Free Workplace Alliance DRUG -FREE WORKPLACE ACT OF 1988 THE FEDERAL LAW This law, enacted November 1988, with subsequent modification in 1994 by the Federal Acquisition Streamlining Act, (raising the contractor amount from $25,000 to $100,000), requires compliance by all organizations contracting with any U. S. Federal agency in the amount of $100,000 or more that does not involve the acquisition of commercial goods via a procurement contract or purchase order, and is performed in whole in the United States. It also requires that all organizations receiving federal grants, regardless of amount granted, maintain a drug -free workplace in compliance with the Drug -Free Workplace Act of 1988. The Law further requires that all individual contractors and grant recipients, regardless of dollar amount/value of the contract or grant, comply with the Law. Certification that this requirement is being met must be done in the following manner: By publishing a statement informing all covered employees that the unlawful manufacture, distribution, dispensing, possession, or use of a controlled substance is prohibited in the covered workplace, and what actions will be taken against employees in the event of violations of such statement. By providing ALL covered employees with a copy of the above - described statement, including the information that as a condition of employment on the Federal contract or grant, the employee must abide by the terms and conditions of the policy statement. For Federal contractors this encompasses employees involved in the performance of the contract. For Federal grantees all employees must come under this requirement as the act includes all "direct charge" employees (those whose services are directly & explicitly paid for by grant funds), and "indirect charge" employees (members of grantee's organization who perform support or overhead functions related to the grant and for which the Federal Government pays its share of expenses under the grant program). Among "indirect charge" employees, those whose impact or involvement is insignificant to the performance of the grant are exempted from coverage. Any other person, who is on the grantee's payroll and works in any activity under the grant, even if not paid from grant funds, is also considered to be an employee. Page 1 of 2 Revised: 03/03/2010 AGREEMENT NO. C -1 -2487 EXHIBIT D Temporary personnel and consultants who are on the grantee's payroll are covered. Similar workers, who are not on the grantee's payroll, but on the payroll of contractors working for the grantee, are not covered even if physical place of employment is in the grantee's workplace. By establishing a continuing, drug -free awareness program to inform employees of the dangers of drug abuse; the company's drug -free workplace policy; the penalties for drug abuse violations occurring in the workplace; the availability of any drug counseling, rehabilitation, and /or employee assistance plans offered through the employer. By requiring each employee directly involved in the work of the contract or grant to notify the employer of any criminal drug statute conviction for a violation occurring in the workplace not Tess than five (5) calendar days after such conviction. By notifying the Federal agency with which the employer has the contract or grant of any such conviction within ten (10) days after being notified by an employee or any other person with knowledge of a conviction. By requiring the imposition of sanctions or remedial measures, including termination, for an employee convicted of a drug abuse violation in the workplace. These sanctions may be participation in a drug rehabilitation program if so stated in the company policy. By continuing to make a "good- faith" effort to comply with all of the requirements as set forth in the Drug -Free Workplace Act. All employers covered by the law are subject to suspension of payments, termination of the contract or grant, suspension or debarment if the head of the contracting or granting organization determines that the employer has made any type of false certification to the contracting or grant office, has not fulfilled the requirements of the law, or has excessive drug violation convictions in the workplace. Penalties may also be imposed upon those employing a number of individuals convicted of criminal drug offenses as this demonstrates a lack of good faith effort to provide a drug -free workplace. The contract or grant officer may determine the number on a case -by -case basis. Employers who are debarred are ineligible for other Federal contracts or grants for up to five (5) years. Compliance may be audited by the Federal agency administering the contract or grant. The Drug -free Workplace Act does not require employers to establish an employee assistance program (EAP) or to implement drug testing as a part of the program. Source: Federal Registers April 11, 1988 & May 25, 1990 & the Federal Acquisition Streamlining Act of 1994 (FASA). Page 2 of 2 Revised: 03/03/2010