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0181 County of Santa Cruz DEPARTMENT OF PUBLIC WORKS

701 OCEAN STREET, ROOM 410, SANTA CRUZ, CA 95060 (831) 454-2160 FAX (831) 454-2385 TDD (831) 454-2123

THOMAS L. BOLICH DIRECTOR OF PUBLIC WORKS

AGENDA: OCTOBER 2,2007

September 18,2007

SANTA CRUZ COUNTY BOARD OF SUPERVISORS 701 Ocean Street Santa Cruz, California 95060

SUBJECT: WASTE FREE SCHOOLS

Members of the Board:

The County of Santa Cruz has been sponsoring a program within local schools for classroom teaching of solid waste-related resource conservation issues. The Waste Free Schools Program (WFS) also includes on-site waste reduction activities at the participating schools. The program is operated through a collaborative effort between the Department of Public Works, Santa Cruz County Office of Education, Life Lab Science Program and Ecology Action of Santa Cruz. This program is designed to fulfill a County obligation under the Integrate ste Management Act of 1989 (AB 939) to establish a solid waste public education program’ cal schools and contribute to local government efforts to comply with the landfill disposal reduction mandates of AB 939.

The WFS program continues to evolve and expanded two years ago to include private schools within the unincorporated area and Scotts Valley, as these schools also contribute to the waste stream going to the county landfills. Two new schools will be added this coming year, six schools are continuing in their second year of participation, and twenty-seven schools each have completed at least two years in the program and will receive ongoing, but reduced levels of assistance. A list of participating schools is attached.

The total program cost for this year is $198,000 for 35 schools. Local government is the primary funding source for this project, since it was developed to satisfy state, county and city solid waste management mandates. The County’s share for the 2007/2008 fiscal year amounts to $178,000 and includes the City of Scotts Valley as a member of Coupty Service Area 9C. Sufficient hnds for this program are included in the 2007/2008 C S d No. 9C budget. Green Waste Recovery of Santa Cruz County is contributing the remaining $20,000 as part of the public education requirement for their franchise agreement portion directly to the Life Lab Science Program.

with the County, and they will pay their

0 1 8 2 SANTA CRUZ COUNTY BOARD OF SUPERVISORS Page - 2 -

New independent contractor agreements with the Santa Cruz County Office of Education, Life Lab Science Program and Ecology Action of Santa Cruz, for services through June 30,201 1, are included with this letter for your Board’s consideration. Detailed scopes of work for each contractor are also included.

It is therefore recommended that the Board of Supervisors take the following action:

1. Approve the attached independent contractor agreement with Santa Cruz County Office of Education through June 3 0,20 1 1, in the not-to-exceed amount of $59,000 for the Waste Free Schools Program for fiscal year 2007/2008 with inflation adjustments for each subsequent year.

2. Approve the attached independent contractor agreement with Life Lab Science Program through June 30,201 1, in the not-to-exceed amount of $54,000 for the Waste Free Schools Program for fiscal year 2007/2008 with inflation adjustments for each subsequent year.

3. Approve the attached independent contractor agreement with Ecology Action of Santa Cruz through June 30,201 1, in the not-to-exceed amount of $65,000 for the Waste Free Schools Program for fiscal year 2007/2008 with inflation adjustments for each subsequent year.

4. Authorize the Director of Public Works to execute the agreements on behalf of the County.

YoursJmly , t

TLB :MS : lh

Attachments

RECOM NDED FOR APPROVAL: Y

~ H O M A S L.WCH Director of Public Works

County Administrative Officer

copy to: City Manager, Scotts Valley Santa Cruz County Office of Education Ecology Action of Santa Cruz Life Lab Science Program Waste Management of Santa Cruz County

wastefreeschoolslh. wpd

0183

WASTE FREE SCHOOLS SANTA CRUZ COUNTY RESOURCE CONSERVATION PROGRAM

F Y 2007-2008

WFS WFS WFS Graduate Schools Continuing Schools New Schools

Amesti Alianza Aptos Junior High Kay Miyamoto Beatriz Loez Richard Detennan Rachel Hitchcock Sarah Leonard Leadership Teacher E M Farrar Custodian Aptos High School Bradley Elementary Baymonte Christian School Sam Edwards Jenn f e r Erasrnus Jeanine Ando Vicki Silva Jennifer Goodheart Jill Elliot

Bonny Doon Elementary Diane Hurd Carey Anderson Deon Ward Caroline Frier Boulder Creek Sue Frielund James Kmetivoc Lisa Muirhead John Lukin

Brook Knoll Twin Lakes Christian Lauren Cross Christy Bogaard * need new SL Elizabeth Lo Bue

George Richard Cypress Charter High (No Site Leaders) Sue Forson

Del Mar Robin Dearinger Mary Ann Hilton Kathleen Perlin Green Acres

7* Grade Science Teacher

Barbara Knapp Jason Jones Happy Valley Elementary

Monte Vista Christian School

Laura Lukin

I Watsonville Charter of Arts

Enrique Lluevano

Justin Burrows Michael Shaw Lakeview Middle Diane Koening Kim Saldavia Jason Antaya Live Oak Liz Mowly (would like another teacher to join) Main Street Linda Joy Shelley Reeves Kevin Walter Mar Vista (No Site Leaders) Mountain School Charloette Linck Bill Raynal Melisa Walker

1 24 Ca

01 8 4

WFS ’ WFS Graduate Schools Continuing Schools

WFS New Schools

Pacific Jerry Adame Lori Poste Renaissance High Fran Majors

Jeff Bryant Erin David Glenda Williams San Lorenzo Valley Elementary Lisa Benavidez Char Biddle Judy Hedstrom Alice Hutchinson San Lorenzo Valley High

I Aaron Konger Will Winkler San Lorenzo Valley Middle Becca Bing Beth Thomas Mark Thomas Santa Cruz Gardens Callie O’Neil Margarita Martinez Nan Thurgate Scotts Valley High Lynn Near Brian Campbell Shoreline Middle School Kevin Miske Melissa Nix Jean Williams Soquel Elementary Shirley Bush Jane Dwell Janice Roberts Soquel High Marisa Ferej o h Tjon i Jacobs Tierra Pacifica Sally Munro Justin Trinh-Halperin Valencia Daniel Jacobs-Myers Karen Richmond Richard Zlatunic Vine Hill Dirk Andrews Yasmine Decleve Paul Lipscomb

Total Graduate Schools: 27

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Total Continuing Schools: 6 Total New Schools: 2 1 I I

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& 809-H Bay A v e n u e , Capitols, CA 95010 ww-1

COUNTY OF SANTA CRUZ sald w m m c e 01 J5au c a t Z T

aQeement will plwkie FOR SOLID WASTE EDUCATION AND WASTE REDUCTION SERVICES FOR

SANTA CRUZ COUNTY SCHOOLS. ___- ~

JUNE 30, 2008 to JULY 1, 2007 Perlod of the agrement k fF#n - rnSpateefCost&$ 59,000 D Rxed Montbly Rate Annual M e fi Not bo Ex-

~etsrapks: CONTRACT 59,000; OVERHEAD 4,130; TOTAL 63,130

Detail: @On CeKItinuing Ustfac R' 07 - 08 . Page CC- 16 Gontract No: CW72570-01QR 1' T J ~ F ! Agrmmt Sactlon II No Board ktber requied, will be listed under Item 8

Reverruc-t SeCttMIIII -Board lewrerquked B SeCtjmN

(Sub objtxt) 625110! 51327! 3665! (Index) 3590 AppqxiatinslRevenues are available and are budgeted iri

NOTE: IF APPROPWTIONS ARE INSUFFICIENT, ATTACHED COMPLETED AUO-74 OR AlJD-60

are not

Proposal and accounting detail revlewd and approved. It is reammended that the Board of Supenrim appmve the agreement and authorize

DEPARTMENT (DepWAgency Head) bo execute on behalf of me DIRECTOR OF PUBLIC WORKS

Date: % ! 0 7 MS : lh

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Distribution: Board of Supervisors - White A U d b -0)a - OMV AuditaaWk - Pink I DeparPmmt - Gold

State of California county of Santa Crur

ex-officio Ckrk ot the Board of Supervisors of Ute County of SJnta CNZ,. State of California, do hereby certify that the foreping request for approval of agrment was approved by saM Board of Supewisors as recommended by the County Administrative O m e try an order duly entered in the minutes of said Board on 29-

ADM - 29 (8/01) Title I, seetkn 300 pr#: Man By: Deputy Ckrk

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APPENDIX A

STANDARD FEE SCHEDULE AND BUDGET Project Title: Waste Free Schools- Consultation Services for SchooYClassroom Solid Waste-Related Resource Conservation Issues

STANDARD RATE SCHEDULE OfficeField Staff 50.65hr

STAFF HOURS 1. Program Planning, Fiscal Management and Evaluation

ESTIMATED ANNUAL BUDGET

$7,749

2. Site Leader Professional Development (Preparation & Attendance) $1,064

3. Direct Services to New & Continuing Schools

Total Staff Hours $6,585

$15,398

4. MATERIAL EXPENSES $2,200

$2,200 Total Budget for material expenses

5. Services and Operating Expenditures Indirect Expense (7%)

$37,100 $4,124

The above is an estimate of expected hours and expenses for each task. By mutual agreement. the County and Contractor may adjust and move funds between tasks as changing needs are identified. This budget reflects the 2007-2008 funding estimates and funding for each subsequent contract year may be adjusted annually by mutual agreement in accordance with Section 2 (compensation) of the Agreement.

24 APPENDIX A

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Exhibit “A” Santa Cruz County Office of Education

Santa Cruz County Waste Free Schools Program Scope of Work

The Santa Cruz County Office of Education shall perform the following tasks:

1. Program planning, Fiscal Management and Evaluation 1.1 Submit coming year budget detail to DPW by June 30 1.2 Submit estimate of number and type of school participants to DPW by June 30 1.3 Submit final count of number and type of school participants to DPW by September 15 1.4 Conduct COE Budget Management 1.5 Perfonn COE Fiscal Tasks: vendors, purchase orders, invoices, etc. 1.6 Produce WFS Annual Report (write, edit, publish and distribute to WFS Task Force, Sponsor& Partners)

2. WFS Site Leader Professional Development (Preparation & Attendance) 2.1 Fall Institute 2.2 Mid-Year Seminar 2.3 End of the Year Institute

3. Direct Services to New & Continuing Schools 3.1 3.2 3.3 3.4 3.5 3.6 3.7

Promote WFS w/School Boards and District Officials Coordinate WFS with School Districts Coordinate and process WFS Site Leader Agreements Coordinate payment of WFS Site Leader Stipends Recruit new schools for the next school year Provide additional assistance and support as requested by EA & LL Research and develop collaborative opportunities for WFS

4. Materials Expenses 4.1 Graphics, printing and postage 4.2 Computer and software

5. Services and Operating Expenditures 5.1 Stipends for 2 New & 6 Continuing Schools (up to $500 per person*) 5.2 Stipends for 27 Graduate Schools (up to $250 per person)

Stipends for WFS Food Scrap Compost Program Schools 5.4 Field Trips* 5.5 Release time for 15 WFS Site Leaders at $90 per day

NOTES: *5.1-3 $1000/school with 50/150 Average Daily Attendance (ADA), $1,50O/school with 15 1-500 ADA,

$2,000/school with 501-1000 ADA, $2,500 with 1000+ ADA, 4-5 WFS Food Scrap Compost Schools (Green Acres, Del Mar, Soquel and TBD Transportation and release time expenses are available for schools to visit the CO of SC LandfilYTransfer Station, Materials Recovery Facility and TBD

*5.4

COMPENSATION COUNTY will compensate CONTRACTOR for the total cost of services rendered. COUNTY shall make payments bases on invoices submitted documenting labor hours and expenses incurred during the previous month. COUNTY may authorize changes in scope of work, allocations of hours, and material expense submitted in advance by Contract or.

ACKNOWLEDGEMENT Acknowledgement of program funding and partnership from the Santa Cruz County Department of Public Works, Recycling & Solid Waste Services shall be made on all printed and outreach material associated wit Pro gram.

Contract No.

INDEPENDENT CONTRACTOR AGREEMENT 3 1 8 8

THIS CONTRACT is entered into this of ,2007, by and between the COUNTY OF SANTA CRUZ, hereinafter called COUNTY, and SANTA CRUZ COUNTY OFFICE OF EDUCATION, hereinafter called CONTRACTOR. The parties agree as follows:

1. DUTIES. CONTRACTOR agrees to exercise special skill to accomplish the following result: Provide duties in accordance with the attached scope of work, Exhibit A.

2. COMPENSATION. In consideration for CONTRACTOR accomplishing said result, COUNTY agrees to pay CONTRACTOR as follows: Not-to-exceed $59,000 for the 2007/08 fiscal year, per attached Standard Fee Schedule and Budget, Appendix “A”. The annual not-to-exceed amount may be adjusted each subsequent fiscal year for the term of the contract, with COUNTY approval. Annual adjustments shall not exceed the Consumer Price Index (CPI), All Urban Consumers, for the San Francisco/Oakland Metropolitan Area, as published by the U.S. Department of Labor, Bureau of Labor Statistics up to a maximum of 7% per fiscal year. The annual CPI calculation shall be based on the previous twelve months using the January indices. The Standard Fee Schedule and Budget may be adjusted or modified each subsequent fiscal year for the term of the contract with COUNTY approval. CONTRACTOR shall submit an updated Standard Fee Schedule and Budget to the COUNTY for approval prior to July 1 of each subsequent fiscal year.

3. TERM. The term of this contract shall be: JULY 1 , 2007 TO JUNE 30,201 1.

4. EARLY TERMINATION. Either party hereto may terminate this contract at any time by giving 30 days written notice to the other party.

5. INDEMNIFICATION FOR DAMAGES, TAXES AND CONTRIBUTIONS. CONTRACTOR shall exonerate, indemnify, defend, and hold harmless COUNTY (which for the purpose of paragraphs 5 and 6 shall include, without limitation, its officers, agents, employees and volunteers) from and against:

A. Any and all claims, demands, losses, damages, defense costs, or liability of any kind or nature which COUNTY may sustain or incur or which may be imposed upon it for injury to or death of persons, or damage to property as a result of, arising out of, or in any manner connected with the CONTRACTOR’S performance under the terms of this Agreement, excepting any liability arising out of the sole negligence of the COUNTY. Such indemnification includes any damage to the person@), or property(ies) of CONTRACTOR and third persons.

B. Any and all Federal, State and Local taxes, charges, fees, or contributions required to be paid with respect to CONTRACTOR and CONTRACTOR’S officers, employees and agents engaged in the performance of this Agreement (including, without limitation, unemployment insurance, social security and payroll tax withholding).

6. INSURANCE. CONTRACTOR, at its sole cost and expense, for the full term of this Agreement (and any extensions thereof), shall obtain and maintain at a minimum compliance with all of the following insurance coverage( s) and requirements. Such insurance coverage shall be primary coverage as respects COUNTY and any insurance or self-insurance maintained by County shall be excess of CONTRACTOR’S insurance coverage and shall not &4 contribute to it.

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0189 If CONTRACTOR utilizes one or more subcontractors in the performance of this Agreement, CONTRACTOR shall obtain and maintain Independent Contractor's Insurance as to

each subcontractor or otherwise provide evidence of insurance coverage for each subcontractor equivalent to that required of CONTRACTOR in this Agreement, unless CONTRACTOR and COUNTY both initial here /

A. Types of Insurance and Minimum Limits

(1) Worker's Compensation in the minimum statutorily required coverage amounts. This insurance coverage shall not be required if the CONTRACTOR has no employees and certifies to this fact by initialing here

(2) Automobile Liability Insurance for each of CONTRACTOR'S

vehicles used in the performance of this Agreement, including owned, non-owned (e.g. owned by CONTRACTOR'S employees), leased or hired vehicles, in the minimum amount of $500,000 combined single limit per occurrence for bodily injury and property damage. This insurance coverage shall not be required if vehicle use by CONTRACTOR is not a material part of performance of this Agreement and CONTRACTOR and COUNTY both certify to this fact by initialing here / .

(3) Comprehensive or Commercial General Liability Insurance coverage in the minimum amount of $1,000,000 combined single limit, including coverage for: (a) bodily injury, (b) personal injury, (c) broad-form property damage, (d) contractual liability, and (e) cross-liability.

(4) $1,000,000 combined single limit, if, and only if, this Subparagraph is initialed by CONTRACTOR and COUNTY I .

Professional Liability Insurance in the minimum amount of

B. Other Insurance Provisions

(1) If any insurance coverage required in this Agreement is provided on a "Claims Made" rather than "Occurrence" form, CONTRACTOR agrees to maintain the required coverage for a period of three (3) years after the expiration of this Agreement (hereinafter "post agreement coverage") and any extensions thereof. CONTRACTOR may maintain the required post agreement coverage by renewal or purchase of prior acts or tail coverage. This provision is contingent upon post agreement coverage being both available and reasonably affordable in relation to the coverage provided during the term of this Agreement. For purposes of interpreting this requirement, a cost not exceeding 100% of the last annual policy premium during the term of this Agreement in order to purchase prior acts or tail coverage for post agreement coverage shall be deemed to be reasonable.

(2) All required Automobile and Comprehensive or Commercial General Liability Insurance shall be endorsed to contain the following clause:

"The County of Santa Cruz, its officials, employees, agents and volunteers are added as an additional insured as respects the operations and activities of, or on behalf of, the named insured performed under Agreement with the County of Santa Cruz."

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(3) All required insurance policies shall be endorsed to contain the following c 1 au s e :

“This insurance shall not be canceled until after thirty (30) days prior written notice has been given to:

PATRICK MATHEWS COUNTY OF SANTA CRUZ DEPARTMENT OF PUBLIC WORKS 70 1 OCEAN STREET, ROOM 4 10 SANTA CRUZ, CA 95060

(4) CONTRACTOR agrees to provide its insurance broker($ with a full copy of these insurance provisions and provide COUNTY on or before the effective date of this Agreement with Certificates of Insurance for all required coverages. All Certificates of Insurance shall be delivered or sent to:

PATRICK MATHEWS COUNTY OF SANTA CRUZ DEPARTMENT OF PUBLIC WORKS 701 OCEAN STREET, ROOM 410 SANTA CRUZ, CA 95060

7. EQUAL EMPLOYMENT OPPORTUNITY. During and in relation to the performance of this Agreement, CONTRACTOR agrees as follows:

A. The CONTRACTOR shall not discriminate against any employee or applicant for employment because of race, color, religion, national origin, ancestry, physical or mental disability, medical condition (cancer related), marital status, pregnancy, sex, sexual orientation, age (over 18), veteran status or any other non-merit factor unrelated to job duties. Such action shall include, but not be limited to the following: recruitment; advertising; layoff or termination; rates of pay or other forrns of compensation; and selection for training (including apprenticeship), employment, upgrading, demotion, transfer. The CONTRACTOR agrees to post in conspicuous places, available to employees and applicants for employment, notice setting forth the provisions of this non-discrimination clause.

B. If this Agreement provides compensation in excess of $50,000 to CONTRACTOR and if CONTRACTOR employs fifteen (1 5) or more employees, the following requirements shall apply:

(1) The CONTRACTOR shall, in all solicitations or advertisements for employees placed by or on behalf of the CONTRACTOR, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, national origin, ancestry, physical or mental disability, medical condition (cancer related), marital status, pregnancy, sex, sexual orientation, age (over 18), veteran status, or any other non-merit factor unrelated to job duties. In addition, the CONTRACTOR shall make a good faith effort to consider Minority/Women/Disabled Owned Business Enterprises in CONTRACTOR’S

solicitation of goods and services. Definitions for Minority/Women/Disabled Business Enterprises are available from the COUNTY General Services Purchasing Division.

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(2) In the event of the CONTRACTOR'S non-compliance with the non-discrimination clauses of this Agreement or with any of the said rules, regulations, or orders said CONTRACTOR may be declared ineligible for further agreements with the COUNTY.

(3) The CONTRACTOR shall cause the foregoing provisions of this Subparagraph 7B. to be inserted in all subcontracts for any work covered under this Agreement by a subcontractor compensated more than $50,000 and employing more than fifteen (1 5) employees, provided that the foregoing provisions shall not apply to contracts or subcontracts for standard commercial supplies or raw materials.

8. INDEPENDENT CONTRACTOR STATUS. CONTRACTOR and COUNTY have reviewed and considered the principal test and secondary factors below and agree that CONTRACTOR is an independent contractor and not an employee of COUNTY. CONTRACTOR is responsible for all insurance (workers compensation, unemployment, etc.) and all payroll related taxes. CONTRACTOR is not entitled to any employee benefits. COUNTY agrees that CONTRACTOR shall have the right to control the manner and means of accomplishing the result contracted for herein.

PRINCIPAL TEST: The CONTRACTOR rather than COUNTY has the right to control the manner and means of accomplishing the result contracted for.

SECONDARY FACTORS: (a) The extent of control which, by agreement, COUNTY may exercise over the details of the work is slight rather than substantial; (b) CONTRACTOR is engaged in a distinct occupation or business; (c) In the locality, the work to be done by CONTRACTOR is usually done by a specialist without supervision, rather than under the direction of an employer; (d) the skill required in the particular occupation is substantial rather than slight; (e) The CONTRACTOR rather than the COUNTY supplies the instrumentalities, tools and work place; ( f ) The length of time for which CONTRACTOR is engaged is of limited duration rather than indefinite; (g) The method of payment of CONTRACTOR is by the job rather than by the time; (h) The work is part of a special or permissive activity, program, or project, rather than part of the regular business of COUNTY; (I) CONTRACTOR and COUNTY believe they are creating an independent contractor relationship rather than an employer-employee relationship; and (j) The COUNTY conducts public business.

It is recognized that it is not necessary that all secondary factors support creation of an independent contractor relationship, but rather that overall there are significant secondary factors which indicate that CONTRACTOR is an independent contractor.

By their signatures to this Agreement, each of the undersigned certifies that it is his or her considered judgment that the CONTRACTOR engaged under this Agreement is in fact an independent contractor.

9. OFF-SHORE OUTSOURCING. By their signature to this Agreement, the CONTRACTOR certifies that any work done under this contract, either by the CONTRACTOR or any SUBCONTRACTOR, will be performed solely by workers within the United States.

10. CONTRACTOR represents that its operations are in compliance with applicable County planning, environmental and other laws or regulations.

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1 1. CONTRACTOR is responsible to pay prevailing wages and maintain records as required by Labor Code Section 1770 and following. The prevailing rate of wages may be accessed online at www.dir.ca.gov.

12. NONASSIGNMENT. CONTRACTOR shall not assign this agreement without the prior written consent of the COUNTY.

13. RETENTION AND AUDIT OF RECORDS. CONTRACTOR shall retain records pertinent to this Agreement for a period of not less than five (5) years after final payment under this Agreement or until a final audit report is accepted by COUNTY, whichever occurs first. CONTRACTOR hereby agrees to be subject to the examination and audit by the Santa Cruz County Auditor-Controller, the Auditor General of the State of California, or the designee of either for a period of five (5) years after final payment under this Agreement.

14. PRESENTATION OF CLAIMS. Presentation and processing of any or all claims arising out of or related to this Agreement shall be made in accordance with the provisions contained in Chapter 1.05 of the Santa Cruz County Code, which by this reference is incorporated herein.

15. literature that the Santa Cruz County Board of Supervisors has provided funding to the CONTRACTOR.

ACKNOWLEDGMENT. CONTRACTOR shall acknowledge in all reports and

1 6 . ATTACHMENTS. This Agreement includes the following attachments: SCOPE OF WORK, EXHIBIT A.

17. LIVING WAGE. This agreement is covered under Living Wage provisions if this section is initialed by COUNTY

This agreement is subject to the provisions of Santa Cruz County Code Chapter 2.122, requiring payment of a living wage to covered employees, if item #17 above is initialed by the COUNTY. Non-compliance during the term of the contract will be considered a material breach and may result in termination of the Agreement or pursuit of other legal or administrative remedies.

If a contract for Living Wage covered services in excess of $50,000 is terminated prior to its expiration, any new contract with a subsequent contractor for the same services must include this term:

“CONTRACTOR shall make best efforts to offer employment to qualified employees of the prior contractor for the performance of this contract. Such efforts shall not be required in regard to employees who are (1) exempt under the Fair Labor Standards Act, (2) family members of the prior contractor, (3) employed by the prior contractor for less than six months, or (4) convicted of a job-related or workplace crime. Upon request by the COUNTY, the CONTRACTOR shall demonstrate to the COUNTY that good faith efforts have been made to comply with this provision.”

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0193

I 8. FINANCIAL REPORTING ~EQUIREMENTS FOR NON-PROFIT AGENCIES

Each of the following requirements shall be met, in addition to any other requirements of this Agreement:

(3)

Within sixty (60) days after each annual anniversary of the effective date of this Agreement, the CONTRACTOR shall provide the Contract Administrator with a Contract Closeout Report, in a form established by the County Auditor- Controller. The Contract Administrator shall review and approve the Report. The Contract Administrator shall transmit the approved Report to the County Auditor-Controller within thirty (3 0) days after receipt from the CONTRACTOR.

Within 180 days of the end of each of the CONTRACTOR’S fiscal years occurring during the term of this Agreement, the CONTRACTOR shall provide the County Auditor-Controller and the Contract Administrator with Financial Statements relating to the entirety of the CONTRACTOR’S operations, which shall include all of the following: (1) a Statement of Financial Position or Balance Sheet; (2) a Statement of Activities or Statement of Revenues and Expenses; (3) a Cash Flow Statement; and (4) a Statement of Functional

For the purposes of this paragraph, “CONTRACTOR’S fiscal year” shall be that period the CONTRACTOR utilizes for its annual budget cycle.

The Contract Administrator and the County Auditor-Controller may agree to extend the deadline for the Financial Statements required by this paragraph.

For any fiscal year in which the cumulative total of annual revenue received by CONTRACTOR from all sources, both public and private, equals $300,000 or more, the CONTRACTOR shall provide a Financial Statement audited by an independent certified public accountant (CPA) to the County Auditor- Controller and the Contract Administrator.

Where the CONTRACTOR is not required to provide audited Financial Statements, the CONTRACTOR shall provide the Financial Statements described above, along with a statement of certification signed by one of the CONTRACTOR’S directors or executive officers, stating who prepared the financial statements, and that the statements have been reviewed and approved by the CONTRACTOR’S board of directors.

The CONTRACTOR shall make a good faith effort to provide the Contract Administrator and the County Auditor-Controller with timely notice of any event or circumstance that materially impairs the CONTRACTOR’S financial position or substantially interferes with the CONTRACTOR’S ability to offer the services it has agreed to provide as set forth in this Agreement. 24 *

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(4) In the sole discretion of the County, the requirements of this paragraph may be exempted where the Contract Administrator and the County Auditor-Controller ascertain that such reporting is not essential, and both certify to its inapplicability by initialing here (Aud); (CAI.

IN WITNESS WHEREOF, the parties hereto have set their hands the day and year first above written.

COUNTY OF SANTA CRUZ CONTRACTOR SANTA CRUZ COUNTY OFFICE OF EDUCATION

By: By: Director of Public Works

Address: 809-H Bay Avenue Capitola, CA 950 10

APPROVED AS TO FORM: Telephone: (83 1) 479-5350 FAX: (83 1) 479-5236 E-MAIL

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DISTRIBUTION: Auditor-Controller Contractor Public Works

NONPROFITICA.DOC/wastefieecontl 1h.wpd Page 7 REV. 9/29/04

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COUNTY OF SANTA CRUZ §aid agmrmnt k betwtero m

wrd

The agrement will prwWc

(Namc/Addreo) L I F E LAB SCIENCE PROGRAM, 1156 High Stree t , Santa C r u z , CA 95064

FOR SOLID WASTE EDUCATION AND WASTE REDUCTION SERVICES TO

SANTA CRUZ COUNTY SCHOOLS

JULY 1, 2007 JUNE 30, 2008 ptpkd Of w k h t T l u bo-

Rxed &I Montf7ly Rate 0 Annual Rate Not e0 Exceed 54,000

CONTRACT 54,000; OVERHEAD 3,780; TOTAL 57,780 Rgmario:

M i l : a Qn Cmtlnuing Agreements List for M 07 - 08 . Page CC- 16 Contract No: CW73067-0atR c] 1” ?&ne Agteenmt Saction XI No Boatd kt&r required, will be lkted under Item 8

R e - t seetion m *Board ktterrerquked # a SectionN

Appmpriations,lReveenues are available and are budgeted U i 625110! 51327! 3665! (index) 3590 (Sub objwt)

NOTE: IF APPROPFUATIONS ARE INSUFFICIENT, ATTACHED COMPLETED AUP74 OR A\ ID60

Proposal and aemnting detail m e w e d and approved. It is recommended that the !bard of Supervisors approve me agreement and wthofize

DIRECTOR OF PUBLIC WORKS DEPARTMENT

OF PUBLIC WORKS

(DepVAgency Head) to execute on behalf of the

By:

~ -- DktJibution:

Board of SupeNisors - White Audttor Controlia - Canary

m m t - Gold

state of California county of Santa o u z

State of California, do hereby certify that the fwegaing request for approval of agrement was approved by saM Board of Supervisors as recommended by the County Administrative Ome by an order duly entered in the minutes of said Board on

Auditer-Contrdler - Pink I eX-OffiCiO Ckfk Of the Board Of sUper\rlsOrS of ?he bul l ty Of %nta m,.

20-

ADM - 29 (8/01) ~ I , s e c t k n 3 0 0 p r o C M a n By: Deputy clerk

AUDTTOR-CONTROLLER USE ONLY

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APPENDIX A

STANDARD FEE SCHEDULE AND BUDGET Project Title: Waste Free Schools- Consultation Services for SchooYClassroom Solid Waste-Related Resource Conservation Issues

STANDARD RATE SCHEDULE Field Staff 48.00hr Office Staff 52.5 l/hr

STAFF HOURS I. Program Planning, Fiscal Management and Evaluation


$7,606

11. Teacher Training Institutes (Primary Coordinator for 5 Institutes) $9,045

111. Direct Services to Program Schools Total Staff Hours

$34.273 $50,924

MATERIAL EXPENSES $18,723

$18,723 Indirect Expense (5%) $3,482

Tota 29

Total Budget for material expenses

County share is $54,000, the balance to be paid by Green Waste Recovery of Santa Cruz directly to the Life Lab Science Program.


APPENDIX A

019‘7

Exhibit “A” Life Lab Science Program


Life Lab shall perform the following tasks:

1. Program planning, Fiscal Management and Evaluation 1.1 Submit coming year budget detail to DPW by June 30 1.2 Steering Committee Meetings - prepare agenda, attendance, minutes and/or follow-up 1.3 Manage LL budget for staff hours and material expenses 1.4 Produce LL invoices to County (assumes 2) & assist whudget 1.5 Evaluate LL portion of the program and write annual report 1.6 Refine LL budget and workplan for next year’s program

2. Teacher Training Institutes (Primary Coordinator for 5 Institutes) 2.1 Fall Institute 2.2 New Teacher Institute 2.3 Spring Institute

3. Direct Services to Program Schools 3.1 Technically Assist Schools

Teach lessons in the classrooms Assistance with establishing & maintaining compost program Provide waste reduction education materials to teachers Assist with Community Events at each site (prep & attendance) Work with District to improve waste reduction services overall Misc. assistance as requested by teachers

3.2 Coordinate credit with UOP 3.3 Coordinate educationallrecycling outside services/entertainmenl 3.4 Program materials development

at school sites

MATERIAL EXPENSES (1) Material expenses for the training institutes (printing, venue, food, speakers, etc) (2) Mileage and parking (3) Printing and postage (4) Workshops, outside services, educational entertainment and supplies (5) Curriculum materials for schools

COMPENSATION COUNTY will compensate CONTRACTOR for the total cost of services rendered. COUNTY shall make payments bases on invoices submitted documenting labor hours and expenses incurred during the previous month. COUNTY may authorize changes in scope of work, allocations of hours, and material expense submitted in advance by Contractor.

ACKNOWLEDGEMENT Acknowledgement of program funding and partnership from the Santa Cruz County

Department of Public Works, Recycling & Solid Waste Services shall be made on all printed and outreach material associated with the WFS Program.

Contract No.

0 ‘198 INDEPENDENT CONTRACTOR AGREEMENT

THIS CONTRACT is entered into this ,2007, by and between the COUNTY OF SANTA CRUZ, hereinafter called COUNTY, and LIFE LAB SCIENCE PROGRAM, hereinafter called CONTRACTOR. The parties agree as follows:


2. COMPENSATION. In consideration for CONTRACTOR accomplishing said result, COUNTY agrees to pay CONTRACTOR as follows: Not-to-exceed amount of $54,000 for the 2007/2008 fiscal year, per attached Standard Fee Schedule and Budget, Appendix “A”. The annual not-to-exceed amount may be adjusted each subsequent fiscal year for the term of the contract, with COUNTY approval. Annual adjustments shall not exceed the Consumer Price Index (CPI), All Urban Consumers, for the San Francisco/Oakland Metropolitan Area, as published by the U.S. Department of Labor, Bureau of Labor Statistics up to a maximum of 7% per fiscal year. The annual CPI calculation shall be based on the previous twelve months using the January indices. The Standard Fee Schedule and Budget may be adjusted or modified each subsequent fiscal year for the term of the contract with COUNTY approval. CONTRACTOR shall submit an updated Standard Fee Schedule and Budget to the COUNTY for approval prior to July 1 of each subsequent fiscal year.

3. TERM. The term of this contract shall be: JULY 1,2007 TO JUNE 30,201 1.


5. INDEMNIFICATION FOR DAMAGES. TAXES AND CONTRIBUTIONS. CONTRACTOR shall exonerate, indemnify, defend, and hold harmless COUNTY (which for the purpose of paragraphs 5 and 6 shall include, without limitation, its officers, agents, employees and volunteers) from and against:

A. Any and all claims, demands, losses, damages, defense costs, or liability of any kind or nature which COUNTY may sustain or incur or which may be imposed upon it for injury to or death of persons, or damage to property as a result of, arising out of, or in any manner connected with the CONTRACTORS performance under the terms of this Agreement, excepting any liability arising out of the sole negligence of the COUNTY. Such indemnification includes any damage to the person(s), or property(ies) of CONTRACTOR and third persons.

B. Any and all Federal, State and Local taxes, charges, fees, or contributions required to be paid with respect to CONTRACTOR and CONTRACTORS officers, employees and agents engaged in the performance of this Agreement (including, without limitation, unemployment insurance, social security and payroll tax withholding).

6. INSURANCE. CONTRACTOR, at its sole cost and expense, for the full term of this Agreement (and any extensions thereof), shall obtain and maintain at a minimum compliance with all of the following insurance coverage(s) and requirements. Such insurance coverage shall be primary coverage as respects COUNTY and any insurance or self-insurance mai9ined by County shall be excess of CONTRACTOR’S insurance coverage and shall not 24 contribute to it.

Page 1

0 1 9 9 If CONTRACTOR utilizes one or more subcontractors in the performance of this

Agreement, CONTRACTOR shall obtain and maintain Independent Contractor's Insurance as to

each subcontractor or otherwise provide evidence of insurance coverage for each subcontractor equivalent to that required of CONTRACTOR in this Agreement, unless CONTRACTOR and COUNTY both initial here I


( 1) Worker's Compensation in the minimum statutorily required coverage amounts. This insurance coverage shall not be required if the CONTRACTOR has no employees and certifies to this fact by initialing here

(2) Automobile Liability Insurance for each of CONTRACTORS

vehicles used in the performance of this Agreement, including owned, non-owned (e.g. owned by CONTRACTOR'S employees), leased or hired vehicles, in the minimum amount of $500,000 combined single limit per occurrence for bodily injury and property damage. This insurance coverage shall not be required if vehicle use by CONTRACTOR is not a material part of performance of this Agreement and CONTRACTOR and COUNTY both certify to this fact by initialing here I .

( 3 ) Comprehensive or Commercial General Liability Insurance coverage in the minimum amount of $1,000,000 combined single limit, including coverage for: (a) bodily injury, (b) personal injury, (c) broad-form property damage, (d) contractual liability, and (e) cross-liability.




(1) If any insurance coverage required in this Agreement is provided on a "Claims Made" rather than "Occurrence" form, CONTRACTOR agrees to maintain the required coverage for a period of three (3 ) years after the expiration of this Agreement (hereinafter ''post agreement coverage") and any extensions thereof. CONTRACTOR may maintain the required post agreement coverage by renewal or purchase of prior acts or tail coverage. This provision is contingent upon post agreement coverage being both available and reasonably affordable in relation to the coverage provided during the term of this Agreement. For purposes of interpreting this requirement, a cost not exceeding 100% of the last annual policy premium during the term of this Agreement in order to purchase prior acts or tail coverage for post agreement coverage shall be deemed to be reasonable.

.



Page 2

0200

(3) All required insurance policies shall be endorsed to contain the following clause:



(4) CONTRACTOR agrees to provide its insurance broker(s) with a full copy of these insurance provisions and provide COUNTY on or before the effective date of this Agreement with Certificates of Insurance for all required coverages. All Certificates of Insurance shall be delivered or sent to:



A. The CONTRACTOR shall not discriminate against any employee or applicant for employment because of race, color, religion, national origin, ancestry, physical or mental disability, medical condition (cancer related), marital status, pregnancy, sex, sexual orientation, age (over 1 S), veteran status or any other non-merit factor unrelated to job duties. Such action shall include, but not be limited to the following: recruitment; advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training (including apprenticeship), employment, upgrading, demotion, transfer. The CONTRACTOR agrees to post in conspicuous places, available to employees and applicants for employment, notice setting forth the provisions of this non-discrimination clause.


(1) The CONTRACTOR shall, in all solicitations or advertisements for employees placed by or on behalf of the CONTRACTOR, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, national origin, ancestry, physical or mental disability, medical condition (cancer related), marital status, pregnancy, sex, sexual orientation, age (over 1 S), veteran status, or any other non-merit factor unrelated to job duties. In addition, the CONTRACTOR shall make a good faith effort to consider Minority/Women/Disabled Owned Business Enterprises in CONTRACTOR’S

solkitation of goods and services. Definitions for Minority/Women/Disabled Business Enterprises are available from the COUNTY General Services Purchasing Division. 2 4

Page 3

0 2 0 1 (2) In the event of the CONTRACTORS non-compliance with the

non-discrimination clauses of this Agreement or with any of the said rules, regulations, or orders said CONTRACTOR may be declared ineligible for further agreements with the COUNTY.

(3) The CONTRACTOR shall cause the foregoing provisions of this Subparagraph 7B. to be inserted in all subcontracts for any work covered under this Agreement by a subcontractor compensated more than $50,000 and employing more thanlifteen (1 5 ) employees, provided that the foregoing provisions shall not apply to contracts or subcontracts for standard commercial supplies or raw materials.



SECONDARY FACTORS: (a) The extent of control which, by agreement, COUNTY may exercise over the details of the work is slight rather than substantial; (b) CONTRACTOR is engaged in a distinct occupation or business; (c) In the locality, the work to be done by CONTRACTOR is usually done by a specialist without supervision, rather than under the direction of an employer; (d) the skill required in the particular occupation is substantial rather than slight; (e) The CONTRACTOR rather than the COUNTY supplies the instrumentalities, tools and work place; ( f ) The length of time for which CONTRACTOR is engaged is of limited duration rather than indefinite; (g) The method of payment of CONTRACTOR is by the job rather than by the time; (h) The work is part of a special or permissive activity, program, or project, rather than part of the regular business of COUNTY; (I) CONTRACTOR and COUNTY believe they are creating an independent contractor relationship rather than an employer-employee relationship; and (j) The COUNTY conducts public business.





Page 4

0202



13. RETENTION AND AUDIT OF RECORDS. CONTRACTOR shall retain records pertinent to this Agreement for a period of not less than five ( 5 ) years after final payment under this Agreement or until a final audit report is accepted by COUNTY, whichever occurs first. CONTRACTOR hereby agrees to be subject to the examination and audit by the Santa Cruz County Auditor-Controller, the Auditor General of the State of California, or the designee of either for a period of five ( 5 ) years after final payment under this Agreement.




16. ATTACHMENTS. This Agreement includes the following attachments: SCOPE OF WORK, EXHIBIT A.




“CONTRACTOR shall make best efforts to offer employment to qualified employees of the prior contractor for the performance of this contract. Such efforts shall not be required in regard to employees who are (1) exempt under the Fair Labor Standards Act, (2) family members of the prior contractor, (3) employed by the prior contractor for less than six months, or (4) convicted of a job-related or workplace crime. Upon request by the COUNTY, the CONTRACTOR shall demonstrate to the COUNTY that good faith efforts have been made to comply with this provision.”

Page 5


0203 18. FINANCIAL REPORTING REOUIREMENTS FOR NON-PROFIT AGENCIES


(1) Within sixty (60) days after each annual anniversary of the effective date of this Agreement, the CONTRACTOR shall provide the Contract Administrator with a Contract Closeout Report, in a form established by the County Auditor- Controller. The Contract Administrator shall review and approve the Report. The Contract Administrator shall transmit the approved Report to the County Auditor-Controller within thirty (3 0) days after receipt from the CONTRACTOR.

(2) Within 180 days of the end of each of the CONTRACTOR’S fiscal years occurring during the term of this Agreement, the CONTRACTOR shall provide the County Auditor-Controller and the Contract Administrator with Financial Statements relating to the entirety of the CONTRACTOR’S operations, which shall include all of the following: (1) a Statement of Financial Position or Balance Sheet; (2) a Statement of Activities or Statement of Revenues and Expenses; (3) Expenses.

( 4

a Cash Flow Statement; and (4) a Statement of Functional





(3) The CONTRACTOR shall make a good faith effort to provide the Contract Administrator and the County Auditor-Controller with timely notice of any event or circumstance that materially impairs the CONTRACTOR’s financial position or substantially interferes with the CONTRACTOR’S ability to offer the services it has agreed to provide as set forth in this Agreement.

Page 6 L

0204

(4) In the sole discretion'of the county, the requirements of this paragraph may be exempted where the Contract Administrator and the County Audi tor-Controller ascertain that such reporting is not essential, and both certify to its inapplicability by initialing here (Aud); (CA).


COUNTY OF SANTA CRUZ

By: Director of Public Works

APPROVED AS TO FORM: h

) / - By: & k=----&l $??/9

Office of County Co

MS:Lh


CONTRACTOR LIFE LAB SCIENCE PROGRAM

By:

Adwess: 1156 High Street Santa Cruz, CA 95064

NONPROFITICA.DOC/wastefreecont2lh.wpd Page 7

Telephone: (83 1) 459-200 1

E-MAIL [email protected] FAX: (83 1) 459-3483

REV. 9/29/04

mailto:[email protected]

0 2 0 5

1.

2.

3.

4.

5 .

COUNTY OF SANTA CRUZ Sddagreementisbetwmthe

Ww-1 ECOLOGY ACTION OF SANTA CRUZ, P.0. B o x 1188, Santa C r u z , CA 95061 and -. FOR SOLID WASTE EDUCATION AND WASTE REDUCTION SERVICES FOR The ageanart will provtdc

SANTA CRUZ COUNTY SCHOOLS.

(Sub object) 625110! 51327! 3665! 3590 6. Approyriations!Rwenues are available and are budgeted iri (Index)

NOTE: IF APPROPRfAnONS ARE INSUFFICIENT, A7lACHED COMPLETED ND-74 OR A\ ID60

are have been Approprbtions avaibbk and encumbered.

are not wni be

----

Proposal and accounting detail reviewed and approved. It is recommended that the Board of Supervisors approve the agreement and authorire DEPARTMENT DIRECTOR OF PUBLIC WORKS (DepVAgency Head) to execute on behalf of the

Distribution: Board of Supervisors - White A u d b Controlk - CaMV Auditw-Cmtrdler - Pink I Depament - Goid

State of California County of Santa CNL

ex-officio Ckrk ot the Board of Supervisors of the County of Santa CrUI,. State of California, do hereby certify that the forecping request for approval of agrement was approved by saM Board of Supervisors as recommended by tt\e County Administrative Omce by an order duty entered in the minutes of said Board on 20-

ADM - 29 (8/01) TItleI,sectkn300Pt~Man ey: oeputy clerk

24 9 AUDTTOR-CQKIROLLER USE ONLY

co $ Q DoaRmnt No. 3E Amount Lines H r n ev Date

,

0206

Exhibit “A” Ecology Action of Santa Cruz


Ecology Action of Santa Cruz shall perform the following tasks:

1. Program planning, Fiscal Management and Evaluation 1.1 Submit coming year budget detail to DPW by June 30 1.2 Steering Committee Meetings-Preparation and/or agenda, attendance, minutes and/or follow-up 1.3 Manage EA budget for staff hours and material expenses 1.4 Produce EA invoices to sponsors (assumes 2) & assist whudget 1.5 Evaluate EA portion of program and write annual report 1.6 Refine EA budget and workplan for next year’s program

2. Teacher Training Institutes (Preparation & Attendance) 2.1 Fall Institute 2.2 Fall Workshop with New Lead Teachers 2.3 End of the Year Institute

3. Direct Services to New & Continuing Schools 3.1 Technically Assist Schools (30 Hours per site):

Create, update & distribute W S contact sheet Reestablish connection with schools and teachers Presentations to teachers and students I

Assistance with establishing and maintaining recycling programs Website refinements and maintenance Guide printing and distribution Assist with Community Events at each site (prep & attendance) Work with District to improve waste reduction services overall Misc. assistance as requested by teachers

3.2 Waste Audits (beginning & end of the year - each site)

4.1 Technical Assistance to Graduate Schools (1 0 hrs per site or as needed)

Material Expenses (1) Materials for each full program school site (For bins, signage, other infrastructure as needed) (2) Mileage (3) Printing and postage

4. Direct Services to Schools and Graduates

COMPENSATION COUNTY will compensate CONTRACTOR for the total cost of services rendered. COUNTY shall make payments bases on invoices submitted documenting labor hours and expenses incurred during the previous month. COUNTY may authorize changes in scope of work, allocations of hours, and material expense submitted in advance by Contractor.

ACKNOWLEDGEMENT Acknowledgement of program funding and partnership from the Santa Cruz County Department of Public Works, Recycling & Solid Waste Services shall be made on all printed and outreach material associated with the WFS Program.

0 2 0 7

APPENDIX A

STANDARD FEE SCHEDULE AND BUDGET Project Title: Public Awareness and Education Consultation Services Solid Waste Reduction

STANDARD RATE SCHEDULE Vice President $89 Business Manager $89

Sr. Program Specialist $60

Outreach Specialist $40

Program Manager $75

Program Specialist $55

STAFF HOURS I. Program Planning, Fiscal Management and Evaluation


$6,293

11. Teacher Training Institutes (prep & attendance) $1,650

111. Direct Services to New and Continuing Schools $33,639

IV. Direct Services to Schools and Graduates $14,850

Total Staff Hours $56,432

MATERIAL EXPENSES

Total Material Expenses $7.890

$7,890

Total Budget: $649322


APPENDIX A 24 *

Contract No. 0208

INDEPENDENT CONTRACTOR AGREEMENT

THIS CONTRACT is entered into this ,2007, by and between the COUNTY OF SANTA CRUZ, hereinafter called COUNTY, and ECOLOGY ACTION OF SANTA CRUZ, hereinafter called CONTRACTOR. The parties agree as follows:


2. COMPENSATION. In consideration for CONTRACTOR accomplishing said result, COUNTY agrees to pay CONTRACTOR as follows: Not-to-exceed $65,000 for the 2007/2008 fiscal year, per attached Standard Fee Schedule and Budget, Appendix “A”. The annual not-to-exceed amount may be adjusted each subsequent year for the term of the contract, with COUNTY approval. Annual adjustments shall not exceed the Consumer Price Index (CPI), All Urban Consumers, for the San Francisco/Oakland Metropolitan Area, as published by the U.S. Department of Labor, Bureau of Labor Statistics up to a maximum of 7% per fiscal year. The annual CPI calculation shall be based on the previous twelve months using the January indices. The Standard Fee Schedule and Budget may be adjusted or modified each subsequent fiscal year for the term of the contract with COUNTY approval. CONTRACTOR shall submit an updated Standard Fee Schedule and Budget to the COUNTY for approval prior to July 1 of each subsequent fiscal year.

3. TERM. The term of this contract shall be: JULY 1, 2007 TO JUNE 30,201 1.


5. INDEMNIFICATION FOR DAMAGES, TAXES AND CONTRIBUTIONS. CONTRACTOR shall exonerate, indemnify, defend, and hold harmless COUNTY (which for the purpose of paragraphs 5 and 6 shall include, without limitation, its officers, agents, employees and volunteers) from and against:

A. Any and all claims, demands, losses, damages, defense costs, or liability of any kind or nature which COUNTY may sustain or incur or which may be imposed upon it for injury to or death of persons, or damage to property as a result of, arising out of, or in any manner connected with the CONTRACTOR’S performance under the terms of this Agreement, excepting any liability arising out of the sole negligence of the COUNTY. Such indemnification includes any damage to the person(s), or property(ies) of CONTRACTOR and third persons.

B. Any and all Federal, State and Local taxes, charges, fees, or contributions required to be paid with respect to CONTRACTOR and CONTRACTOR’S officers, employees and agents engaged in the performance of this Agreement (including, without limitation, unemployment insurance, social security and payroll tax withholding).

6. INSURANCE. CONTRACTOR, at its sole cost and expense, for the full term of this Agreement (and any extensions thereof), shall obtain and maintain at a minimum compliance with all of the following insurance coverage( s) and requirements. Such insurance coverage shall be primary coverage as respects COUNTY and any insurance or self-insurance mwa ined by County shall be excess of CONTRACTOR’S insurance coverage and shall not contribute to it.

Page 1

0 2 0 9

If CONTRACTOR utilizes one or more subcontractors in the performance of this Agreement, CONTRACTOR shall obtain and maintain Independent Contractor's Insurance as to

each subcontractor or otherwise provide evidence of insurance coverage for each subcontractor equivalent to that required of CONTRACTOR in this Agreement, unless CONTRACTOR and COUNTY both initial here I


(1) Worker's Compensation in the minimum statutorily required coverage amounts. This insurance coverage shall not be required if the CONTRACTOR has no employees and certifies to this fact by initialing here

(2) Automobile Liability Insurance for each of CONTRACTOR'S vehicles used in the performance of this Agreement, including owned, non-owned (e.g. owned by CONTRACTOR'S employees), leased or hired vehicles, in the minimum amount of $500,000 combined single limit per occurrence for bodily injury and property damage. This insurance coverage shall not be required if vehicle use by CONTRACTOR is not a material part of performance of this Agreement and CONTRACTOR and COUNTY both certify to this fact by initialing here I .

(3) Comprehensive or Commercial General Liability Insurance coverage in the minimum amount of $1,000,000 combined single limit, including coverage for: (a) bodily injury, (b) personal injury, (c) broad-form property damage, (d) contractual liability, and (e) cross-liability.




(1) If any insurance coverage required in this Agreement is provided on a "Claims Made" rather than "Occurrence" form, CONTRACTOR agrees to maintain the required coverage for a period of three (3) years after the expiration of this Agreement (hereinafter "post agreement coverage") and any extensions thereof. CONTRACTOR may maintain the required post agreement coverage by renewal or purchase of prior acts or tail coverage. This provision is contingent upon post agreement coverage being both available and reasonably affordable in relation to the coverage provided during the term of this Agreement. For purposes of interpreting this requirement, a cost not exceeding 100% of the last annual.policy premium during the term of this Agreement in order to purchase prior acts or tail coverage for post agreement coverage shall be deemed to be reasonable.



Page 2 24 *

0 2 1 0

(3) All required insurance policies shall be endorsed to contain the following clause:



(4) CONTRACTOR agrees to provide its insurance broker(s) with a full copy of these insurance provisions and provide COUNTY on or before the effective date of this Agreement with Certificates of Insurance for all required coverages. All Certificates of Insurance shall be delivered or sent to:



A. The CONTRACTOR shall not discriminate against any employee or applicant for employment because of race, color, religion, national origin, ancestry, physical or mental disability, medical condition (cancer related), marital status, pregnancy, sex, sexual orientation, age (over 18), veteran status or any other non-merit factor unrelated to job duties. Such action shall include, but not be limited to the following: recruitment; advertising; layoff or termination; rates of pay or other forrns of compensation; and selection for training (including apprenticeship), employment, upgrading, demotion, transfer. The CONTRACTOR agrees to post in conspicuous places, available to employees and applicants for employment, notice setting forth the provisions of this non-discrimination clause.


(1) The CONTRACTOR shall, in all solicitations or advertisements for employees placed by or on behalf of the CONTRACTOR, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, national origin, ancestry, physical or mental disability, medical condition (cancer related), marital status, pregnancy, sex, sexual orientation, age (over 18), veteran status, or any other non-merit factor unrelated to job duties. In addition, the CONTRACTOR shall make a good faith effort to consider Minority/Women/Disabled Owned Business Enterprises in CONTRACTOR’S

solicitation of goods and services. Definitions for Minority/Women/Disabled Business 2 4 EnErprises are available from the COUNTY General Services Purchasing Division.

Page 3

0 2 1 1 (2) In the event of the CONTRACTORS non-compliance with the

non-discrimination clauses of this Agreement or with any of the said rules, regulations, or orders said CONTRACTOR may be declared ineligible for further agreements with the COUNTY.

(3) The CONTRACTOR shall cause the foregoing provisions of this Subparagraph 7B. to be inserted in all subcontracts for any work covered under this Agreement by a subcontractor compensated more than $50,000 and employing more than fifteen (1 5) employees, provided that the foregoing provisions shall not apply to contracts or subcontracts for standard commercial supplies or raw materials.



SECONDARY FACTORS: (a) The extent of control which, by agreement, COUNTY may exercise over the details of the work is slight rather than substantial; (b) CONTRACTOR is engaged in a distinct occupation or business; (c) In the locality, the work to be done by CONTRACTOR is usually done by a specialist without supervision, rather than under the direction of an employer; (d) the skill required in the particular occupation is substantial rather than slight; (e) The CONTRACTOR rather than the COUNTY supplies the instrumentalities, tools and work place; ( f ) The length of time for which CONTRACTOR is engaged is of limited duration rather than indefinite; (8) The method of payment of CONTRACTOR is by the job rather than by the time; (h) The work is part of a special or permissive activity, program, or project, rather than part of the regular business of COUNTY; (I) CONTRACTOR and COUNTY believe they are creating an independent contractor relationship rather than an employer-employee relationship; and (j) The COUNTY conducts public business.





24 '.* Page 4

021 2



13. RETENTION AND AUDIT OF RECORDS. CONTRACTOR shall retain records pertinent to this Agreement for a period of not less than five ( 5 ) years after final payment under this Agreement or until a final audit report is accepted by COUNTY, whichever occurs first. CONTRACTOR hereby agrees to be subject to the examination and audit by the Santa Cruz County Auditor-Controller, the Auditor General of the State of California, or the designee of either for a period of five (5) years after final payment under this Agreement.




16. ATTACHMENTS. This Agreement includes the following attachments: SCOPE OF WORK, EXHIBIT A.




“CONTRACTOR shall make best efforts to offer employment to qualified employees of the prior contractor for the performance of this contract. Such efforts shall not be required in regard to employees who are (1) exempt under the Fair Labor Standards Act, (2) family members of the prior contractor, (3) employed by the prior contractor for less than six months, or (4) convicted of a job-related or workplace crime. Upon request by the COUNTY, the CONTRACTOR shall demonstrate to the COUNTY that good faith efforts have been made to comply with this provision.” 124 *

Page 5


0213

18. FINANCIAL REPORTING REQUIREMENTS FOR NON-PROFIT AGENCIES


Within sixty (60) days after each annual anniversary of the effective date of this Agreement, the CONTRACTOR shall provide the Contract Administrator with a Contract Closeout Report, in a form established by the County Auditor- Controller. The Contract Administrator shall review and approve the Report. The Contract Administrator shall transmit the approved Report to the County Auditor-Controller within thirty (30) days after receipt from the CONTRACTOR.

Within 180 days of the end of each of the CONTRACTOR’S fiscal years occurring during the term of this Agreement, the CONTRACTOR shall provide the County Auditor-Controller and the Contract Administrator with Financial Statements relating to the entirety of the CONTRACTOR’S operations, which shall include all of the following: (1) a Statement of Financial Position or Balance Sheet; (2) a Statement of Activities or Statement of Revenues and Expenses; (3) a Cash Flow Statement; and (4) a Statement of Functional





The CONTRACTOR shall make a good faith effort to provide the Contract Administrator and the County Auditor-Controller with timely notice of any event or circumstance that materially impairs the CONTRACTOR’S financial position or substantially interferes with the CONTRACTOR’S ability to offer the services it has agreed to provide as set forth in this Agreement.

Page 6

0 2 1 4

(4) In the sole discretion of the County, the requirements of this paragraph may be exempted where the Contract Administrator and the County Auditor-Controller ascertain that such reporting is not essential, and both certify to its inapplicability by initialing here (AW; (CA).


COUNTY OF SANTA CRUZ

Bv: Director of Public Works

APPROVED AS TO FORM:

Office of County C&el

MS:lh


CONTRACTOR ECOLOGY ACTION OF SANTA CRUZ

Santa Cruz, CA 95061-1 188

Telephone: (83 1) 426-5925

E-MAIL ecoact @cruzio. org FAX: (831) 425-1404

NONPROFITICA.DOC/wastefreecont3lh.wpd Page 7 REV. 9/29/04

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