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HomeMy WebLinkAboutExhibitBureau of Child Nutrition Programs Child Care Food Program FY 2006-2007 CONTRACT (Non -Pricing Program) THIS CONTRACT is entered into between the State of Florida, Department of Health, hereinafter referred to as the "Department," administering the United States Department of Agriculture (USDA) Child and Adult Care Food Program (CFDA# 10.558), codified in Florida at s. 383.011(1)(i), F.S., and known as the Child Care Food Program, and the organization known as the.Cirq of Miami , providing services under program authorization number A-2384 , hereinafter referred to as the "Contractor." This contract shall supersede all previous communications, representations, or agreements, either verbal or written between the parties. THE PARTIES AGREE: I. THE CONTRACTOR AGREES: A. To provide services in accordance with this contract and governing state and federal law, and to comply with any state or federal rules, regulations, instructions, policies, procedures and manuals used by the Department In its administration of the Child Care Food Program. B. To warrant that it will accept final administrative and financial responsibility for total Child Care Food Program operations governed by this contract. The Contractor shall complete an application that shall include, but not be limited to, a list of all locations at which it will operate or sponsor the operation of the Child Care Food Program. C. To familiarize itself with and comply with the following: 1. State of Florida Law a. This contract is executed and entered into in the State of Florida, and shall be construed, performed, and enforced in all respects in accordance with the laws, rules, and regulations of the State of Florida. The Contractor shall perform its obligations herein in accordance with the terms and conditions of thls contract and all applicable rules, regulations, instructions, policies, procedures and manuals. 2. Federal Law a. All federal Child Care Food Program rules, regulations, Instructions, policies, procedures and manuals used by the Department in its administration of the Child Care Food Program, Including but not limited to applicable provisions of: Title 7 Code of Federal Regulations Part 226; Office of Management and Budget Circular A-21, "Cost Principles for Educational Institutions'; Office of Management and Budget Circular A-87, "Cost Principles for State, Local, and Indian Tribal Governments"; Office of Management and Budget Circular A-122, "Cost Principles for Non -Profit Organizations"; USDA Food and Nutrition Service Instruction 796-2, Revision 3; Title 7 Code of Federal regulations Part 3015, "Uniform Federal Assistance Regulations"; and Title 7 Code of Federal Regulations Part 3016, "Uniform Administrative Requirements For Grants And Cooperative Agreements To State And Local Governments," and Title 7 Code of Federal Regulations Part 3052, "Audits of States, Local Governments, and Non - Profit Organizations." The Contractor expressly acknowledges that the remedies provided herein under federal law are to the exclusion of any potential remedies pursuant to Chapter 120, Florida Statutes. b. This contract is to effectuate the purposes of the National School Lunch and Child Nutrition Acts, as amended. The Contractor agrees that it will comply with title VI of the Civil Rights Act of 1964, as amended, title IX of the Education Amendments of 1972, as amended, Section 504 of the Rehabilitation Act of 1973, as amended, the Age Discrimination Act of 1975, as amended, and all requirements imposed by the regulations of the U.S. Department of Agriculture (Title 7 Code of Federal Regulations Part 15), the U.S. Department of Justice (Title 28 Code of Federal Regulations Parts 42 & 50), and the USDA Food and Nutrition Service directives or regulations issued pursuant to that Act and the regulations, to the effect that no person in the United States shall, on the grounds of age, sex, .disability, color, race, or national origin, be excluded from participation in, or be denied the benefits of, or be otherwise subjected to discrimination under any program or activity for which the Contractor received federal financial assistance from the Department; and hereby gives assurance that it will immediately take any measures necessary to effectuate this agreement. This assurance is given in consideration of and for the purpose of obtaining any and all federal financial assistance, grants and loans of federal funds, reimbursable 1 expenditures, grant or donation of federal property and interest in property, the detail of federal personnel, the sale and lease of, and the permission to use federal property or interest in such property, or the furnishing of services without consideration or at a nominal consideration, or at a consideration which is reduced for the purpose of assisting the recipient or in recognition of the public interest to be served by such sale, lease, or furnishing of services to the recipient, or any improvements made with federal financial assistance extended to the Contractor by the Department. This includes any federal agreement, arrangement, or other contract which has one of Its purposes the provision of assistance such as food, food stamps, cash assistance for the purchase of food, and any other financial assistance extended in reliance on the representations and agreements made in this contract. c. By executing this contract, the Contractor agrees to compile data, maintain records and submit reports as required to permit effective enforcement of the Civil Rights laws applicable to Food and Nutrition Service programs and permit authorized USDA personnel during normal working hours to review such records, books and accounts as needed to ascertain Civil Rights compliance. If there are any violations of this assurance, the USDA Food and Nutrition Service, shall have the right to seek judicial enforcement of this contract. D. Audits, Records, and Records Retention 1. In addition to any other requirements, to establish and maintain books, records, and documents (including electronic storage media) in accordance with generally accepted accounting procedures and practices which sufficiently and properly reflect all revenues and expenditures of funds provided by the Department under this contract. 2. In addition to any other requirements, to retain all client records, financial records, supporting documents, statistical records, and any other documents (including electronic storage media) pertinent to this contract for a period of three (3) years after expiration or termination of the contract, or if an audit has been Initiated and audit findings have not been resolved at the end of three (3) years, the records shall be retained until final resolution of the audit findings or any litigation relating to the audit findings or any action subject to administrative review. 3. In addition to any other requirements, upon expiration or termination of the contract and at the request of the Department, the Contractor will cooperate with the Department to facilitate the duplication and transfer of any said records or documents during the required retention period as specified in Section I., Paragraph D.2. above. 4. In addition to any other requirements, to assure that these records shall be subject at all reasonable times to inspection, review, or audit by federal, state, or other personnel duly authorized by the Department. All Child Care Food Program records shall be maintained at the site at which the Contractor provides program services or at the Contractor's sponsoring organization office as appropriate. Persons duly authorized by the Department shall carry photo identification demonstrating their employment relationship with the Department and shall present it upon request. The Department shall at its sole discretion be authorized to take physical possession of any Child Care Food Program records, or equipment containing such records and any other records maintained on equipment used in the Child Care Food Program. 5. Persons duly authorized by the Department, and federal auditors pursuant to Title 45 Code of Federal Regulations, Part 92, shall have full access to and the right to examine any of Contractor's contracts and related records and documents, regardless of the form in which kept, at all reasonable times for as long as records are retained. Persons duly authorized by the Department shall carry photo identification demonstrating their employment relationship with the Department and shall present it upon request. 6. In the event that the Contractor is a not -for -profit organization or non-federal governmental entity and expends $500,000 or more in Federal awards in its fiscal year, the Contractor must have a single or program - specific audit conducted in accordance with the provisions of Office of Management and Budget Circular A-133, as revised. In determining the Federal awards expended in its fiscal year, the Contractor shall consider all sources of Federal awards, including Federal funds received from the Department. The determination of amounts of Federal awards expended should be in accordance with the guidelines established by Office of Management and Budget Circular A-133, as revised. 7. In connection with the audit requirements addressed in Section I, Paragraph D.6, the Contractor shall fulfill the requirements relative to auditee responsibilities as provided in Subpart C of Office of Management and Budget Circular A-133, as revised. 8. If the Contractor expends less than $500,000 in Federal awards in its fiscal year, an audit conducted in accordance with the provisions of Office of Management and Budget Circular A-133, as revised, is not required. In the event that the Contractor expends less than $500,000 in Federal awards in its fiscal year and elects to have an audit conducted in accordance with the provisions of Office of Management and Budget Circular A-133, 2 as revised, the cost of the audit must be paid from non -Federal funds (i,e., the cost of such an audit must be paid from Contractor funds obtained from other than Federal entitles). 9. Copies of audit reports for audits conducted in accordance with Office of Management and Budget Circular A-133, as revised, and required by Section I, Paragraph D.6, of this agreement shall be submitted by or on behalf of the Contractor directly to each of the following: a. Office of Inspector General Florida Department of Health 4052 Bald Cypress Way, Bin #A-03 Tallahassee, FL 32399-1704 b. Bureau of Child Nutrition Programs Florida Department of Health 4052 Bald Cypress Way, Bin #A-17 Tallahassee, FL 32399-1727 c. Federal Audit Clearinghouse Bureau of the Census 1201 E. 10th Street Jeffersonville, IN 47132 d. Other Federal agencies and pass -through entities in accordance with Sections .320 (e) and (f), Office of Management and Budget Circular A-133, as revised. E. Documents to be Submitted to the Department 1. In addition to any documents required to be submitted to the Department in compliance with state and federal law, the Contractor agrees to submit any receipts, invoices, documentation or other evidence that the Department in its sole discretion deems necessary to evaluate the validity of any and all claims for reimbursement submitted by a contractor. Such requirement for documentation may also require the Contractor to submit the documentation prior to payment of any claim. Any claim or portion thereof which is not supported by documents requested by the Department in writing shall be disallowed. 2. All contractors shall provide any and all information requested by the Department which the Department deems necessary in its sole discretion to evaluate an application to participate in the Child Care Food Program or an application to renew its participation in the Child Care Food Program or to evaluate a contractor's performance in the Child Care Food Program, including but not limited to, documents which the Department determines are necessary to evaluate the applicants or the contractor's financial viability, administrative capability and fiscal responsibility. F. Departmental Approval of Contractor's Operations 1. A Contractor serving as a sponsor of any Child Care Food Program with which the contractor has no affiliation shall obtain prior written approval from the Department for all salaries and benefits funded by CCFP reimbursements. Salaries and benefits must be reasonable, prudent and necessary for the furtherance of the CCFP in addition to being in compliance with federal law. The reasonableness of salaries and benefits shall be determined by the Department after its review of the Contractor's operations or anticipated operations and shall not exceed those salaries and benefits generally made available to non-profit corporation employees and officers in the same geographical area for similar services. 2. A Contractor serving as a sponsor of Child Care Food Programs with which the contractor has no affiliation shall not employ staff or officers or directors who are related by blood or marriage without the prior written approval of the Department. Any such approval will be granted only upon written documentation of extraordinary circumstances and shall only be granted for the shortest period of time necessary to address the Justifying circumstances. 3. All Contractors shall submit budgets and budget amendments that are reasonable, prudent and necessary for the furtherance of the CCFP. All budgets and budget amendments shall require prior written approval by the Department. No more than two budget amendments may be filed in any federal fiscal year unless the Contractor is able to show good cause, in the sole discretion of the Department, why additional amendments are required due to expenses which reasonably could not be anticipated and handled through the allowed number of amendments. Contractors serving as sponsors of Child Care Food Programs with which the contractor has no affiliation shall have complied with the budget requirements set forth in Attachment 3 to this contract which is 3- attached hereto and incorporated by reference and shall continue to be bound by those requirements during the term of this contract. 4. All Contractors shall comply with program meal requirements as specified by the Department. Failure to meet Department specifications, regardless of whether the requirements are more stringent than those provided by the USDA, shall subject the Contractor to disallowance of payment for the non -compliant meals or snacks and shall subject the Contractor to issuance of a notice of serious deficiency, proposed termination, refusal to renew the contract, disqualification, and/or suspension. G. Monitoring, Compliance and Review Procedures 1. In addition to reviews of audits conducted in accordance with Office of Management and Budget Circular A-133, as revised, monitoring procedures by the Department may include, but not be limited to, on -site visits by Department staff, limited scope audits as defined by Office of Management and Budget Circular A-133, as revised, and/or other procedures or audits deemed necessary in the sole discretion of the Department to evaluate program operations. By entering into this agreement, the Contractor agrees to comply and cooperate with any monitoring procedures/processes deemed appropriate by the Department. In the event the Department determines that an audit or a limited scope audit of the Contractor is appropriate, the recipient agrees to comply with any additional instructions provided by the Department to the Contractor regarding such audit. The Contractor further agrees to comply and cooperate with any inspections, reviews, investigations, or audits deemed necessary by the Department, or the State of Florida's Comptroller or Auditor General. 2, In addition to any other requirements, to permit persons authorized by the Department to inspect any records, papers, documents, facilities, and/or goods and services of the Contractor which are relevant to this contract, and/or to interview any clients and employees of the Contractor. Any such inspections or monitoring visits may be announced or unannounced and shall be made to assure the Department of the satisfactory performance of the terms and conditions of this contract. Following such evaluation, the Department will deliver to the Contractor a written report of its findings with regard to the Contractor's performance of the terms and conditions of this contract. The Contractor will correct all noted deficiencies identified by the Department within the specified period of time set forth in the Contractor's corrective action plan as agreed upon by the Department. The Contractor's failure to submit a corrective action plan acceptable to the Department within required tlmeframes, and to correct noted deficiencies, may at the sole and exclusive discretion of the Department, result in any one or any combination of the following: (1) the Contractor being deemed in breach or default of this contract; (2) the withholding of payment to the Contractor by the Department; and, (3) the termination of this contract for cause. The Department shall notify the Contractor if it determines that a deficiency warrants termination or suspension of the contract and disqualification of the Contractor and/or its responsible principals or individuals and will afford the Contractor and/or its responsible principals or individuals the review procedures authorized under Title 7 Code of Federal Regulations, Part 226, which shall be the exclusive means to challenge the Department's determination. 3. Any Contractor sponsoring the Child Care Food Program shall monitor each program and ensure its compliance with the requirements of state and federal rules, regulations, policies, instructions, procedures and manuals. Contractor personnel responsible for monitoring must carry photo identification demonstrating their relationship to the sponsoring organization and present it upon request. H. Indemnification. NOTE: This paragraph is not applicable to contracts executed between the Department and state agencies or subdivisions, as defined in Section 768.28, Florida Statutes, or between the Department and federal agencies or sovereign American Indian nations. 1. The Contractor shall be liable for and shall indemnify, defend, and hold harmless the Department and all of its officers, agents, and employees from all claims, suits, judgments, or damages, consequential or otherwise and including attorneys' fees and costs, arising out of any act, actions, neglect, or omission by the Contractor, its agents, or employees during the performance or operation of this contract or any subsequent modifications thereof, whether direct or indirect, and whether to any person or tangible or intangible property. 2. The Contractor's inability to evaluate liability or its evaluation of liability shall not excuse the Contractor's duty to defend and indemnify within seven (7) days after such notice by the Department is given by certified mail, equivalent delivery service, e-mail or facsimile transmission. Only adjudication or judgment after highest appeal is exhausted specifically finding the Contractor not liable shall excuse performance of this provision. The Contractor shall pay all costs and fees related to this obligation and its enforcement by the Department. The Department's failure to notify the Contractor of a claim shall not release the Contractor of the above duty to defend. Assignments and Subcontracts 1. The Contractor shall not assign the responsibility of this contract to another party. Any such assignment, transfer, or sublicense shall be null and void. 4 2. The Contractor shall not subcontract for any of the work contemplated under this contract without prior written approval of the Department. Any subcontract otherwise occurring shall be null and void. 3. The Contractor shall be responsible for all work performed and all expenses incurred for implementing the Child Care Food Program on behalf of the Department. If the Department permits the Contractor to subcontract all or part of the work contemplated under this contract, including entering into subcontracts with vendors for services and commodities, the Contractor agrees that the Department shall not be liable to the subcontractor for any expenses or liabilities incurred under the subcontract and the Contractor shall be solely liable to the subcontractor for all expenses and liabilities incurred under the subcontract. The Contractor, at its expense, will defend the Department against such claims. 4. The State of Florida shall at all times be entitled to assign or transfer its rights, duties, or obligations under this contract to another governmental agency in the State of Florida, upon giving prior written notice to the Contractor. In the event the State of Florida approves transfer of the Contractor's obligations, the Contractor remains responsible for all work performed and all expenses incurred in connection with the contract. In addition, this contract shall bind the successors and legal representatives of the Contractor and of any legal entity that succeeds to the obligations of the State of Florida. J. Contractor as a Corporation 1. The Department recognizes that corporations may participate in the Child Care Food Program and that such entities are recognized under Florida law as natural persons. The Department also understands that the funds for the Child Care Food Program are funds paid by the taxpayers of the United States and therefore subject to greater oversight than if the funds were private in nature. The Department, in performing its function, is akin to a fiduciary on behalf of the taxpayers. In consideration of the foregoing, the provisions of this section shall apply to all contractors organized as corporations in which stock is not publicly traded. 2. During the term of this agreement, if more than fifty percent (50%) of the stock of the Contractor's corporation is sold, transferred or otherwise conveyed, this contract shall terminate. Prior to such termination, the Contractor and/or the prospective majority stockholders may apply to the Department for participation in the program. The Department shall receive and process such application pursuant to Its established policies and procedures. This agreement and the privilege of participating in this program is not subject to sale, assignment, transfer, or any other form of conveyance. K. Return of Funds 1. To return to the Department any overpayments due to unearned funds or funds disallowed pursuant to the terms of this contract or applicable state or federal law, rules, regulations, instructions, policies, procedures or manuals, that are used by the Department in its administration of the Child Care Food Program. In the event that the Contractor or its independent auditor discovers that an overpayment has been made, the Contractor shall notify the Department by certified mail within five (5) days of such discovery. In the event that the Department first discovers an overpayment has been made, the Department will notify the Contractor by letter of such a finding. Repayment shall be made pursuant to the Department's instructions to the Contractor and shall include interest as required by federal law; such instructions may include but are not limited to a sponsor's payment to centers and a contractor's payment to the Department. L. Disallowance of Payment for Program Meals ' 1. In the event the Department discovers, prior to payment, the Contractor's failure to comply with recordkeeping requirements pertaining to records directly supporting claims for reimbursement, the Department shall disallow payment for any meals not supported by such records. Records that support claims for reimbursement include, but are not limited to, free and reduced price meal applications, daily meal counts, menu records, enrollment records, and attendance records. M. Independent Capacity of the Contractor 1. In performance of this contract, it is agreed between the parties that the Contractor is an independent Contractor and that the Contractor is solely liable for the performance of all tasks contemplated by this contract, which are not the exclusive responsibility of the Department. 2. The Contractor, its officers, agents, employees, or subcontractors in performance of this contract, shall act in the capacity of an independent Contractor and not as an officer, employee, or agent of the State of Florida. The Contractor shall not represent to others that it has the authority to bind the Department unless specifically authorized in writing to do so. 5 3. The Contractor, its officers, agents, employees, and its subcontractors are not entitled to state retirement benefits, state leave benefits, or to any other compensation of state employment as a result of performing the duties and obligations of this contract. 4. The Contractor agrees to take such actions as may be necessary to ensure that each subcontractor of the Contractor will be deemed to be an independent Contractor and will not be considered or permitted to be an agent, servant, joint venturer, or partner of the State of Florida. N. Training and Security 1. The Contractor agrees to attend all meetings and training sessions required by the Department. The Contractor agrees to maintain any and all records, documents, forms, reports, and information, in whatever form, confidential and secure as required by Florida and federal law. O. Non -Pricing Policy 1. The Contractor agrees that all children in attendance at site(s) listed on the Site Information Form(s) and/or Provider Information Form(s), are offered the same meal at no separate charge regardless of race, color, sex, age, national origin, or disability, and there is no discrimination against any child In the course of the meal service based on race, color, sex, age, national origin, or disability. The Contractor agrees to keep confidential from family day care home providers the identity of Tier I or Tier it eligible recipients and Income information pertaining to individual households. The Contractor agrees to limit access to eligibility information to persons directly connected with the administration and enforcement of the Child Care Food Program. II. THE DEPARTMENT AGREES: A. To reimburse the Contractor for meals and other allowable costs as further provided in applicable rules, regulations, instructions, policies, procedures or manuals. Claims for reimbursement not filed with the Department within 60 days after the close of the month In which the claim was incurred shall be disallowed except where a claim for reimbursement has been filed late because of audit adjustments. The Department may, at its sole discretion and with any necessary approval from USDA, grant an exception to this requirement. B. Should the Contractor violate any terms of this agreement, or any Child Care Food Program policies, instructions, procedures, or manuals, or the rules, regulations and laws governing the program, and as a result, the Department acts to withhold funds or to restrict or terminate the Contractor's participation in the program, the Contractor shall be accorded a review procedure only if required by federal law pursuant to Title 7 Code of Federal Regulations Part 226. 111. THE DEPARTMENT AND THE CONTRACTOR MUTUALLY AGREE: A. Effective and Ending Dates 1. This contract shall begin on October 1, 2006, or on the date on which the contract has been signed by both parties, whichever is later or at the discretion of the Department, pursuant to Title 7 Code of Federal Regulations §226.11. The contract shall expire on September 30, 2007, and may be renewed pursuant to procedures and requirements established by the Department. B. Termination 1. Termination at Will. This contract may be terminated by either party without cause upon no less than thirty (30) calendar days notice in writing to the other party unless a lesser time is mutually agreed upon in writing by both parties. Said notice shall be delivered by certified mail, return receipt requested, or In person with proof of delivery. 2. Termination Because of Lack of Funds. In the event funds to finance this contract become unavailable, the Department may terminate the contract upon no less than twenty-four (24) hours notice in writing to the Contractor. Said notice shall be delivered by certified mail, return receipt requested, or in person with proof of delivery. The Department shall be the final authority as to the availability and adequacy of funds. 3. In the event of termination of this contract for reasons III. B. 1 or 2 above, the Contractor will be compensated for program costs lawfully incurred prior to notification of termination. 6 4. Termination for Cause. The Department may terminate this contract for cause for the Contractor's noncompliance with any provision of this contract or for any of the serious deficiencies identified, but not limited to, those in Attachment 1. C. Enforcement 1. If any term or provision of the contract or of any Child Care Food Program rules, regulations, policies, procedures, instructions, or manuals is found to be illegal or unenforceable, the remainder of the contract shall remain in full force and effect and such term or provision shall be stricken. D. Venue 1. Venue for any action arising from the terms of this contract or the application of state or federal law to any dispute between the parties shall be in Leon County, Florida. l have read the above contract and understand each section and paragraph. IN WITNESS THEREOF, the parties hereto have caused this 7 page contract and its subject attachments, Attachment 1, Attachment 2, and Attachment 3, to be executed by their undersigned official as duly authorized. STATE OF FLORIDA DEPARTMENT OF HEALTH: CONTRACTOR: A-2384 (Authorization Number) City of Miami (Name of Organization) 444 S.W. 2nd Ave.;Miami, FL 33130 (Addreess) i1 Signature of C, President, °J ner or Delegated Authority PRINTED NAME: Ernest Burkeen, Jr, TITLE: Director DATE: August 7. 21106 Signature of Risk Management Administrator PRINTED NAME: LeeAnn Brehm SIGNATURE: NAME: Philip E. Reeves TITLE: Chief, Bureau of Child Nutrition Programs DATE: City of Miami, A Florida municipal corporation By: Pedro G. Hernandez, City Manager Date: Attest: Priscilla A. Thompson, City Clerk Date: Approved as to Form and Correctness: Jorge L. Fernandez, City Attorney TITLE: Director of Risk Management Date: DATE: 9/8/06 1-035-05 Authorized by Miami City Commission Resolution No. adopted , 2006 (copy attached)