HomeMy WebLinkAbout20101357.tiff RESOLUTION
RE: APPROVE CONTRACT TO PERFORM FUNCTIONS OF A SINGLE ENTRY POINT
AGENCY FOR HOME CARE ALLOWANCE AND ADULT FOSTER CARE CLIENTS AND
AUTHORIZE CHAIR TO SIGN
WHEREAS, the Board of County Commissioners of Weld County, Colorado, pursuant to
Colorado statute and the Weld County Home Rule Charter, is vested with the authority of
administering the affairs of Weld County, Colorado, and
WHEREAS, the Board has been presented with a Contract to perform the functions of a
Single Entry Point Agency for Home Care Allowance and Adult Foster Care clients between the
County of Weld, State of Colorado, by and through the Board of County Commissioners of Weld
County, on behalf of the Department of Human Services, Area Agency on Aging, and the Colorado
Department of Human Services, commencing July 1, 2010, and ending June 30, 2011, with further
terms and conditions being as stated in said contract, and
WHEREAS, after review, the Board deems it advisable to approve said contract, a copy of
which is attached hereto and incorporated herein by reference.
NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of Weld
County, Colorado, that the Contract to perform the functions of a Single Entry Point Agency for
Home Care Allowance and Adult Foster Care clients between the County of Weld, State of
Colorado, by and through the Board of County Commissioners of Weld County, on behalf of the
Department of Human Services, Area Agency on Aging, and the Colorado Department of Human
Services be, and hereby is, approved.
BE IT FURTHER RESOLVED by the Board that the Chair be, and hereby is, authorized to
sign said contract.
The above and foregoing Resolution was, on motion duly made and seconded, adopted by
the following vote on the 23rd day of June, A.D., 2010.
BOARD OF COUNTY COMMISSIONERS
LD CO. ' , •LORADO
Zia
ATTEST: .ro,-.• � _
1S61 ( �:�.la- ademac -r, air
Weld County Clerk to the B• rd ��}
- Y A
�l( � �� rbara Kirkmeyer, ro Tem
fA
De Clerk o the Board
Sean P. Con
APP A RM:
•am F. Garcia
ounty rney (`)C1
David E. Long
Date of signature: X0-6010
bn j• t SGnd Iluscl CC .. \-l5 2010-1357
AAA Lr-a3-l0 (NS) --1 - t5 - 1u HR0081
MEMORANDUM
, a'1SDATE: June 21, 2010
(ese
"ilk
1'�� TO: Douglas Rademacher, Chair, Board ofC�ounty Co issioners
FROM: Judy A. Griego, Director, Human rvi es pa tT
COLORADO RE: Home Care Allowance Contract between the Weld County
Department of Human Services and the Colorado
Department of Human Services
Enclosed for Board approval is a Contract between the Department and the Colorado
Department of Human Services. This Contract was presented at the Board's June 21, 2010.
Work Session.
The Contract allows the Area Agency on Aging to continue to provide case management
services for all Home Care Allowance clients. The contract amount is$38,781.01 for the period
of July 1, 2010 through June 30, 2011.
If you have questions, please give me a call at extension 6510.
2010-1357
STATE_OF COLORADO
cdhster
Colorado Department of Human Services t876
people who help people 2
't �,; ;;. ' ` v v gave
OFFICE OF SELF SUFFICIENCY AND INDEPENDENCE Bill Ritter,Jr.
PAULINE BURTON,DEPUTY EXECUTIVE DIRECTOR Governor
DIVISION OF AGING AND ADULT SERVICES Karen L.Beye
1575 Sherman SL,10"Floor Executive Director
Denver,Colorado 80203
Phone 303-866-2800
TDD 303-866-2850
FAX 303-866-2696
viw v.cdhsstate.co.us
Peggy Rogers
Interim Director
July 29, 2010
Eva Jewell
Weld County Area Agency on Aging
315 C. N. 11th Ave. Bldg. C
Greeley, CO 80631
Dear Eva Jewell:
Enclosed is your executed contract between Colorado Department of Human Services and Weld
County Area Agency on Aging. This contract is to perform the functions of a Single Entry Point Agency
for Home Care Allowance and Adult Foster Care clients. This contract is effective July 1, ZQ10 and will
end on June 30, 2011.
-0
If you have any questions, please contact Lauren Ishida at lauren.ishida@state.co.us or b&phone at
(303) 866-2717.
Sincerely,
ki(itleer
auren Ishida
Division of Aging and Adult Services
Enclosures
cc: Peggy Rogers, Interim Director
Cheryl Duncan, Manager Financial and Data Systems
Our Mission is to Design and Deliver Quality Human Services that Improve the Safety and Independence of the People of Colorado
DEPARTMENT OF HUMAN SERVICES
ROUTING NO. 11 IH:A 18055
CONTRACT
This contract is made and entered into by and between the named parties. In accordance with the
purposes stated herein, it is hereby agreed as follows:
STATE: CONTRACTOR:
Weld County,Colorado
Weld County Department of Human Services
State of Colorado for the use&benefit of the Area Agency on Aging
Department of Human Services 315 C. N. 11th Ave.Bldg. C
Division of Aging and Adult Services Greeley,CO 80631
1575 Sherman St. 10th Floor
Denver, CO 80203
CONTRACT MADE DATE: CONTRACTOR'S ENTITY TYPE:
07/01/2010 4trelivialaw1 Ges,,}g-v\r .,CuU
CONTRACTOR'S STATE OF INCORPORATION:
PO/SC ENCUMBRANCE NUMBER.
PO IHA BILLING STATEMENTS RECEIVED.
TERM: Monthly
This contract shall be effective upon approval STATUTORY AUTHORITY:
by the State Controller,or designee, or on CRS. 26-1-111
07/01/2010,whichever is later. The contract CONTRACT PRICE NOT TO EXCEED.
shall end on 06/30/2011.
$38,781.01
MAXIMUM AMOUNT AVAILABLE PER FISCAL YEAR
PROCUREMENT METHOD: FY 11: $38,781.01
Law Specified`Tendon C1�2JM
BID/RFP/LIST PRICE AGREEMENT NUMBER
Not Applicable
O
LAW SPECIFIED VENDOR STATUTE. PRICE STRUCTURE.
Not Applicable Fixed Price 13
FUND SOURCE-NAME OF FEDERAL PROGRAM/GRANT AND FUNDS ID#
STATE REPRESENTATIVE: CONTRACTOR REPRESENTATIVE'.
Lrw f Cy. `rjk:i(i,Q_. Eva Jewell
Division of Aging and Adult Services Weld County Area Agency on Aging
1575 Sherman St. 10th Floor 315 C. N. 11th Ave. Bldg. C
Denver, CO 80203 Greeley, CO 80631
SCOPE OF WORK-
In accordance with the provisions of this contract and its exhibits and attachments, the Contractor shall:
Perform the functions of a Single Entry Point Agency for Home Care Allowance and Adult Foster Care clients
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•
•
EXHIBITS:
The following exhibits are hereby incorporated:
Exhibit A- Program 1 xplanation, Definitions and Statement of Work
Exhibit B- HIPAA Business Associates Addendum
Exhibit C- Sample Option Letter
COORDINATION:
The State warrants that required approval, clearance and coordination has been accomplished from and
with appropriate agencies.
APPROVAL:
In no event shall this contract be deemed valid until it shall have been approved by the State Controller or
his/her designee.
PROCUREMENT:
This contractor has been selected in accordance with the requirements of the Colorado
Procurement Code.
PRICE PROVISIONS:
Payments pursuant to this contract shall be made as earned, in whole or in part, from available funds,
encumbered for the purchase of the described services and/or deliverables. The liability of the State at
any time for such payments shall be limited to the encumbered amount remaining of such funds. •
Authority exists in the laws and funds have been budgeted, appropriated and otherwise made available,
and a sufficient unencumbered balance thereof remains available for payment.
Financial obligations of the State of Colorado payable after the current fiscal year are contingent upon
funds for that purpose being appropriated, budgeted and otherwise made available.
The Contractor understands and agrees that the State shall not be liable for payment for work or
services or for costs or expenses incurred by the Contractor prior to the proper execution and State
Controller approval of this contract.
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GENERAL PROVISIONS
The following clauses apply to this contract: documents in the following order of priority: I) the
Special Provisions of this contract shall always be
A. Governmental Immunity/Limitation of Liability: controlling over other provisions in the contract or
Notwithstanding anything herein to the contrary, amendments; 2) the contract"cover"pages; 3) the
no term or condition of this contract shall be exhibits to this contract 4) the General Provisions
construed or interpreted as a waiver, express or of this contract.
implied, of any of the immunities,rights, benefits,
protection, or other provisions of the "Colorado E. Notice and Representatives: For the purposes of this
Governmental Immunity Act", C.R.S. §24-10-101, contract, the representative for each party is as
et seq., as now or hereinafter amended. The parties designated herein. Any notice required or permitted
understand and agree that the liability of the State may be delivered in person or sent by registered or
for claims for injuries to persons or property certified mail,return receipt requested,to the party at
arising out of negligence of the State of Colorado, the address provided, and if sent by mail it is
its departments, institutions, agencies, boards, effective when posted in a U.S. Mail Depository
officials and employees is controlled and limited with sufficient postage attached thereto. Notice of
by the provisions of C.R.S. §24-10-101, et seq., as change of address or change or representative shall
now or hereafter amended and the risk be treated as any other notice.
management statutes, C.R.S. §24-30-1501, et seq.,
as now or hereafter amended. Any liability of the F. Contractor Representations:
State created under any other provision of this 1. Licenses and Certifications: The Contractor
contract, whether or not incorporated herein by certifies that, at the time of entering into this
reference, shall be controlled by, limited to, and contract, it and its agents have currently in
otherwise modified so as to conform with, the effect all necessary licenses, certifications,
above cited laws. approvals, insurance, etc. required to properly
provide the services and/or supplies covered
B. Federal Funds Contingency: Payment pursuant to by this contract in the state of Colorado. Proof
this contract, if in federal funds, whether in whole of such licenses, certifications-2 approvals,
or in part, is subject to and contingent upon the insurance, etc. shall be provided upon the
continuing availability of federal funds for the State's request. Any revocation, Withdrawal or
purposes hereof. In the event that said funds, or nonrenewal of necessary license,,tertification,
any part thereof, become unavailable, as approval, insurance, etc. requEd for the
determined by the State, the State may Contractor to properly perform `t this contract,
immediately terminate this contract or amend it shall be grounds for terminafUl of this
accordingly. contract by the State.
2. Qualification: Contractor certifies'that it is
C. Billing Procedures: The State shall establish billing qualified to perform such servicer provide
procedures and requirements for payment due the such deliverables as delineated in this contract.
Contractor in providing performance pursuant to this 3. Debarment and Suspension: The Contractor
contract. The Contractor shall comply with the certifies to the best of its knowledge and belief
established billing procedures and requirements for that the Contractor,its principals and authorized
submission of billing statements. The State shall subcontractors are not presently debarred,
comply with CRS 24-30-202(24) when paying suspended, proposed for debarment, declared
vendors upon receipt of a correct notice of the ineligible, or voluntarily excluded from
amount due for goods or services provided participation in this transaction by any federal
hereunder. department or agency.
4. Work Performed Outside the United States or
D. Exhibits- Interpretation: Unless otherwise stated, all Colorado,pursuant to C.R.S. §24-102-206: The
referenced exhibits are incorporated herein and made Contractor certifies all work performed under
a part of this contract. And,unless otherwise stated, this Contract, including any subcontracts, is
in the event of conflicts or inconsistencies between anticipated to be and will be performed within
this contract and its exhibits or attachments, such the United States or Colorado,unless otherwise
conflicts shall be resolved by reference to the specified in the Statement of Work. If work
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5. under this Contract is anticipated to be or will a. $1,000,000 each occurrence;
be performed outside the United States or b. $1,000,000 general aggregate;
Colorado, the countries and/or states where c. $1,000,000 products and completed
work will be performed, and the reasons it is operations aggregate; and
necessary or advantageous to go outside the d. $50,000 any one fire.
United States or Colorado to perform the work
are also specified in the Statement of Work. If any aggregate limit is reduced below
$1,000,000 because of claims made or paid,
G. Legal Authority: The Contractor warrants that it the contractor shall immediately obtain
possesses the legal authority to enter into this additional insurance to restore the full
contract and that it has taken all actions required aggregate limit and furnish to the State a
by its procedures, by-laws, and/or applicable law certificate or other document satisfactory to
to exercise that authority, and to lawfully authorize the State showing compliance with this
its undersigned signatory to execute this contract provision.
and bind the Contractor to its terms. The person(s)
executing this contract on behalf of the Contractor e. Automobile Liability Insurance covering
warrant(s) that such person(s) have full any auto (including owned, hired and
authorization to execute this contract. non-owned autos) with a minimum limit
as follows: $1,000,000 each accident
H. Indemnification Contractor shall indemnify, combined single limit.
save, and hold harmless the State, its employees f. Professional liability insurance with
and agents, against any and all claims, damages, minimum limits of liability of not less
liability and court awards including costs, than$1,000,000.
expenses, and attorney fees and related costs, 3. The State of Colorado shall be named as
incurred as a result of any act or omission by additional insured on the Commercial General
Contractor, or its employees, agents, Liability and Automobile Liability Insurance
subcontractors, or assignees pursuant to the terms policies(leases and construction contracts will
of this contract. require the additional insured coverage for
completed operations on endorsements CG
/Applicable Only to Intergovernmental 2010 11/85, CG 2037, or equivalent).
Contracts] No term or condition of this contract Coverage required of the contract will be
shall be construed or interpreted as a waiver, primary over any insurance or self-insurance
express or implied, of any of the immunities, program carried by the State of Colorado.
rights, benefits, protection, or other provisions, of 4. The Insurance shall include provisions
the Colorado Governmental Immunity Act, CRS preventing cancellation or non-renewal
§24-10-101 et seq., or the Federal Tort Claims without at least 45 days prior notice to the
Act, 28 U.S.C. 2671 et seq., as applicable,as now State by certified mail.
or hereafter amended. 5. The contractor will require all insurance
policies in any way related to the contract and
I. Insurance - Contractor: The contractor shall secured and maintained by the contractor to
obtain, and maintain at all times during the term of include clauses stating that each carrier will
this contract, insurance in the following kinds and waive all rights of recovery, under
amounts: subrogation or otherwise, against the State of
1. Workers' Compensation Insurance as required Colorado, its agencies, institutions,
by state statute, and Employer's Liability organizations, officers, agents, employees and
Insurance covering all of contractor's volunteers.
employees acting within the course and scope 6. All policies evidencing the insurance
of their employment. coverages required hereunder shall be issued
2. Commercial General Liability Insurance by insurance companies satisfactory to the
written on ISO occurrence form CG 00 01 State.
10/93 or equivalent, covering premises 7. The contractor shall provide certificates
operations, fire damage, independent showing insurance coverage required by this
contractors, products and completed contract to the State within 7 business days of
operations, blanket contractual liability, the effective date of the contract, but in no
personal injury, and advertising liability with event later than the commencement of the
minimum limits as follows: services or delivery of the goods under the
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8. contract. No later than 15 days prior to the accompanying the intellectual property or
expiration date of any such coverage, the otherwise, shall comply with the State
contractor shall deliver the State certificates of requirements which include but is not limited to all
insurance evidencing renewals thereof. At documentation being in a paper, human readable
any time during the term of this contract, the format which is useable by one who is reasonably
State may request in writing, and the proficient in the given subject area.
contractor shall thereupon within 10 days
supply to the State, evidence satisfactory to L. Proprietary Information: Proprietary information for
the State of compliance with the provisions of the purpose of this contract is information relating to
this section. a party's research, development, trade secrets,
9. Notwithstanding subsection A of this section, business affairs,internal operations and management
if the contractor is a "public entity" within the procedures and those of its customers, clients or
meaning of the Colorado Governmental affiliates, but does not include information lawfully
Immunity Act CRS 24-10-101, et seq., as obtained by third parties, which is in the public
amended ("Act'), the contractor shall at all domain,or which is developed independently.
times during the term of this contract maintain
only such liability insurance, by commercial Neither party shall use or disclose directly or
policy or self-insurance, as is necessary to indirectly without prior written authorization any
meet its liabilities under the Act. Upon request proprietary information concerning the other party
by the State, the contractor shall show proof obtained as a result of this contract. Any proprietary
of such insurance satisfactory to the State. information removed from the State's site by the
Contractor in the course of providing services under
J. Disaster Planning and Pandemic Outbreaks:The this contract will be accorded at least the same
State may require the Contractor to submit a precautions as are employed by the Contractor for
Disaster Response Plan(Plan) to ensure the similar information in the course of its own business.
delivery hereunder of essential government
services during a disaster, declared emergency, M. Records Maintenance, Performance Monitoring &
and/or pandemic outbreak. The Plan would take Audits: The Contractor shall maintain a complete
precedence over and nullify any contractual file of all records, documents, communications,
provision relating to force majeure or"Acts of and other materials that pertain to the operation of
God."Accordingly,should the work performed by the program/project or the deliverya of services
the Contractor under this contract include the under this contract. Such files shall iiepsufficient to
provision of any essential government services,the properly reflect all direct and indirect costs of
State may request a Plan from the Contractor, and, labor, materials, equipment, supplier&I' d services,
upon such request,the Contractor shall forthwith and other costs of whatever nature-Mr which a
submit a Plan, and the Contractor shall be bound to contract payment was made. These records shall
perform hereunder in accordance therewith. be maintained according to genera'O accepted
accounting principles and shall be easily separable
K. Rights in Data, Documents and Computer from other Contractor records. •
Software or Other Intellectual Property:
All intellectual property including without The Contractor shall protect the confidentiality of
limitation, databases, software, documents, all records and other materials containing
research, programs and codes, as well as all, personally identifying information that are
reports, studies, data, photographs, negatives or maintained in accordance with this contract.
other documents, drawings or materials prepared Except as provided by law, no information in
by the contractor in the performance of its possession of the Contractor about any individual
obligations under this contract shall be the constituent shall be disclosed in a form including
exclusive property of the State. Unless otherwise identifying information without the prior written
stated, all such materials shall be delivered to the consent of the person in interest, a minor's parent,
State by the contractor upon completion, guardian, or the State. The Contractor shall have
termination, or cancellation of this contract. written policies governing access to, duplication
Contractor shall not use, willingly allow or cause and dissemination of, all such information and
to have such materials used for any purpose other advise its agents, if any, that they are subject to
than the performance of the contractor's these confidentiality requirements. The Contractor
obligations under this contract without a prior shall provide its agents, if any, with a copy or
written consent of the State. All documentation,
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written explanation of these confidentiality O. Conflict of Interest: During the term of this
requirements before access to confidential data is contract, the Contractor shall not engage in any
permitted. business or personal activities or practices or
maintain any relationships which conflict in any
The Contractor authorizes the State, the federal way with the Contractor fully performing his/her
government or their designee, to perform audits obligations under this contract.
and/or inspections of its records, at any reasonable
time, to assure compliance with the state or federal Additionally, the Contractor acknowledges that, in
government's terms and/or to evaluate the governmental contracting, even the appearance of
Contractor's performance. Any amounts the State a conflict of interest is harmful to the interests of
paid improperly shall be immediately returned to the State. Thus, the Contractor agrees to refrain
the State or may be recovered in accordance with from any practices, activities or relationships
other remedies. which could reasonably be considered to be in
conflict with the Contractor's fully performing
All such records,documents, communications,and his/her obligations to the State under the terms of
other materials shall be the property of the State this contract, without the prior written approval of
unless otherwise specified herein and shall be the State.
maintained by the Contractor,for a period of three
(3) years from the date of final payment or In the event that the Contractor is uncertain
submission of the final federal expenditure report whether the appearance of a conflict of interest
under this contract, unless the State requests that may reasonably exist, the Contractor shall submit
the records be retained for a longer period, or until to the State a full disclosure statement setting forth
an audit has been completed with the following the relevant details for the State's consideration
qualification If an audit by or on behalf of the and direction. Failure to promptly submit a
federal and/or state government has begun but is disclosure statement or to follow the State's
not completed at the end of the three (3) year direction in regard to the apparent conflict shall be
period, or if audit findings have not been resolved grounds for termination of the contract.
after a three (3) year period, the materials shall be
retained until the resolution of the audit findings. Further, the Contractor shall maintain a written
code of standards governing the performance of its
The Contractor shall permit the State, any other agent(s) engaged in the award and administration
governmental agency authorized by law, or an of contracts. Neither the Contractor nor its
authorized designee thereof, in its sole discretion, agent(s) shall participate in the selection, or in the
to monitor all activities conducted by the award or administration of al_sontract or
Contractor pursuant to the terms of this contract. subcontract supported by Federal: funds if a
Monitoring may consist of internal evaluation conflict of interest, real or apparent, would be
procedures, reexamination of program data,special involved. Such a conflict would arise when:
analyses, on-site verification, formal audit 1. The employee, officer or agent;
examinations, or any other procedures as deemed 2. Any member of the employee's-epmediate
reasonable and relevant. All such monitoring shall family;
be performed in a manner that will not unduly 3. The employee's partner; or
interfere with contract work. 4. An organization which employees, °It&about
to employ,any of the above,
N. Taxes: The State, as purchaser, is exempt from all has a financial or other interest in the firm selected
federal excise taxes under Chapter 32 of the for award. Neither the Contractor nor its agent(s)
Internal Revenue Code [No. 84-730123K] and will solicit nor accept gratuities, favors, or
from all state and local government use taxes anything of monetary value from Contractor's
[C.R.S. §39- 26-114(a) and 203, as amended]. The potential contractors, or parties to subagreements.
contractor is hereby notified that when materials
are purchased for the benefit of the State, such P. Conformance with Law: The Contractor and its
exemptions apply except that in certain political agent(s) shall at all times during the term of this
subdivisions the vendor may be required to pay contract strictly adhere to all applicable federal
sales or use taxes even though the ultimate product laws, state laws, Executive Orders and
or service is provided to the State. These sales or implementing regulations as they currently exist
use taxes will not be reimbursed by the State. and may hereafter be amended. Without limitation,
these federal laws and regulations include:
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• Age Discrimination Act of 1975, 42 U.S.C. Q. Restrictions on Public Benefits: Pursuant to House
Section 6101 et seq. and its implementing Bill 06S-1023,as codified at C.R.S. § 24-76.5-101 et
regulation,45 C.F.R.Part 91; seq., except as otherwise provided therein or where
• Age Discrimination in Employment Act of exempt by federal law,the State is required to verify
1967,29 U.S.C.621 et seq.; the lawful presence in the United States of each
• Americans with Disabilities Act of 1990 natural person 18 years of age or older who applies
(ADA),42 U.S.C. 12101 et seq.; for state or local public benefits or for federal public
• The Drug Free Workplace Act of 1988, 41 benefits for the applicant. Accordingly, should the
U.S.C.701 et seq.; work performed by the Contractor under this
• Equal Pay Act of 1963,29 U.S.C.206; contract include the provision of any of said benefits
• Health Insurance Portability and to any natural person 18 years of age or older who
Accountability Act of 1996, 42 U.S.C. applies therefore for the applicant, the Contractor
§ 1320d et seq. and implementing regulations, shall follow the requirements of said law in the
45 C.F.R. Parts 160 and 164; provision of said benefits as if it were the State. The
• Immigration Reform and Control Act of 1986,8 State will provide the Contractor with specific
U.S.C. 1324b; instruction on the identification documentation
• Pro-Children Act of 1994, 20 U.S.C. 6081 et required and the process to be followed by the
Contractor to properly comply with the law if the
seq.; work done under this contract is subject to these
• Section 504 of the Rehabilitation Act of 1973,
29 U.S.C. 794, as amended, and implementing requirements.
regulation 45 C.F.R.Part 84; R. Statewide Contract Management System:
• Titles VI &VII of the Civil Rights Act of 1964, If the maximum amount payable to Contractor
42 U.S.C.2000(d)&(e); under this Contract is$100,000 or greater,either
• The Personal Responsibility and Work on the Effective Date or at anytime thereafter,this
Opportunity Reconciliation Act of 1996, 42 provision applies.
USC 604a, PL 104-193. See also State
Executive Order D 015 00; Contractor agrees to be governed, and to abide,by
• Title IX of the Education Amendments of 1972, the provisions of CRS §24-102-205, §24-102-206,
20 U.S.C. 1681 et seq.;
§24-103-601, §24-103.5-101 and§24-105-102
• The Uniform Administrative Requirements for concerning the monitoring of vendor performance
Grants and Cooperative Agreements to State on state contracts and inclusion of contract
and Local Governments (Common Rule), at 45 performance information in a statewide contract
CFR,Part 92; management system.
• The Uniform Administrative Requirements for
Awards and Subawards to Institutions of Higher Contractor's performance shall be subject to
Education, Hospitals, Other Non-Profit Evaluation and Review in accordance with the
Organizations, and Commercial Organizations terms and conditions of this Contract, State law
(Common Rule),at 2 CFR 215; (including without limitation CRS §24-103.5-101),
• Office of Management and Budget Circulars A- and State Fiscal Rules,Policies and Guidance.
87, A-21 or A-122, and A-102 or A-110, Evaluation and Review of Contractor's
whichever is applicable. performance shall be part of the normal contract
• The Hatch Act (5 USC 1501-1508) and Civil administration process and Contractor's
Service Reform Act, Public Law 95-454 performance will be systematically recorded in the
Section 4728. statewide Contract Management System. Areas of
• Departments of Labor, Health and Human Evaluation and Review shall include without
Services, and Education and Related Agencies limitation quality, cost and timeliness. Collection
Appropriations Act, 1990, PL 101-166, Section of information relevant to the performance of
511. Contractor's obligations under this Contract shall
• 45 CFR Subtitle A, Department of Health and be determined by the specific requirements of such
Human Services regulations. obligations and shall include factors tailored to
• The Single Audit Act Amendments of 1996, 31 match the requirements of Contractor's obligations
USC 7501,Public Law 104-156, OMB Circular hereunder. Such performance information shall be
A-133,and 45 CRF 74.26. entered into the statewide Contract Management
System at intervals during the term hereof
determined appropriate by the State, and a final
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Evaluation, Review and Rating shall be rendered 2. report any arrests, charges,or summonses for
by the State within 30 days of the end of the any disqualifying offense as specified by
Contract temi. Contractor shall be notified C.R.S. §27-1-110 to the State.
following each performance Evaluation and Any Contractor or its agent(s), who does not
Review,and shall address or correct any identified comply with C.R.S. §27-1-110 and DHS Policy
problem in a timely manner and maintain work VI-2.4, may, at the sole discretion of the State, be
progress. suspended or terminated.
Should the final performance Evaluation and U. Litigation: The Contractor shall within five (5)
Review determine that Contractor demonstrated a calendar days after being served with a summons,
gross failure to meet the performance measures complaint, or other pleading which has been filed
established hereunder, the Executive Director of in any federal or state court or administrative
the Colorado Department of Personnel and agency notify the State that it is a party defendant
Administration (Executive Director), upon request in a case which involves services provided under
by the Department of Human Services, for good this contract. The Contractor shall deliver copies
cause shown, may debar Contractor and prohibit of such document(s) to the State's Executive
Contractor from bidding on future contracts. Director. The term "litigation" includes an
Contractor may contest the final Evaluation and assignment for the benefit of creditors, and filings
Review and Rating by: (a) filing rebuttal in bankruptcy, reorganization and/or foreclosure.
statement(s), which may result in either removal or
correction of the evaluation (CRS §24-105- V. Disputes: Except as herein specifically provided
102(6)), or (b) under CRS §24-105-102(6), otherwise, disputes concerning the performance of
exercising the debarment protest and appeal rights this contract which cannot be resolved by the
provided in CRS §§24-109-106, 107, 201 or 202, designated contract representatives shall be
which may result in the reversal of the debarment referred in writing to a senior departmental
and reinstatement of Contractor by the Executive management staff designated by the department
Director upon showing of good cause. and a senior manager designated by the
Contractor. Failing resolution at that level,
S. Discrimination: The Contractor during the disputes shall be presented in writing to the
performance of this contract shall: Executive Director and the Contractor's chief
1. not discriminate against any person on the basis executive officer for resolution. This process is
of race, color, national origin, age, sex,religion not intended to supersede any other process for the
and handicap, including Acquired Immune resolution of controversies provided by law.
Deficiency Syndrome (AIDS) or AIDS related
conditions. W. Remedies: Acceptance is dependent upon
2. not exclude from participation in, or deny completion of all applicable inspection procedures.
benefits to any qualified individual with a The State reserves the right to inspect the goods
disability,by reason of such disability. and/or services provided under this contract at all
Any person who thinks he/she has been reasonable times and places. The Executive
discriminated against as related to the performance Director of the State or her/his designee may
of this contract has the right to assert a claim, exercise the following remedial actions should s/he
Colorado Civil Rights Division, C.R.S. §24-34- find the Contractor substantially failed to satisfy
302,et seq. the scope of work found in this contract.
Substantial failure to satisfy the scope of work
T. Criminal Background Check: Pursuant to C.R.S. shall be defined to mean substantially insufficient,
§27-1-110 and Department of Human Services incorrect or improper activities or inaction by the
Policy VI-2.4, any independent contractor, and its Contractor. Without limitation, the State has the
agent(s), who is designated by the Executive right to:
Director or the Executive Director's designee to be
a contracting employee under C.R.S. §27-1-110, 1. withhold payment until performance is cured,
who has direct contact with vulnerable persons in a 2. require the vendor to take necessary action to
state-operated facility, or who provides state- ensure that the future performance conforms
funded services that involve direct contact with to contract requirements,
vulnerable persons in the vulnerable person's home 3. request removal of a Contractor's agent from
or residence, shall: contract work,
1. submit to a criminal background check, and
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4. equitably reduce the payment due the vendor State may immediately terminate this contract
to reflect the reduced value of the services upon verifying that the Contractor has
performed, engaged in or is about to participate in
5. recover payment for work that due to the fraudulent or other illegal acts.
Contractor cannot be performed or would be 4. Termination for Financial Exigency: The State
of no value to the State, shall have the right to terminate this contract
6. modify or recover payments (from payments for financial exigency by giving the
under this contract or other contracts between Contractor at least thirty (30) days prior
the State and the vendor as a debt due to the written notice. For the purposes of this
State) to correct an error due to omission, provision, a financial exigency shall be a
error, fraud and/or defalcation, determination made by the Colorado
7. terminate the contract. legislature or its Joint Budget Committee that
the financial circumstances of the State are
These remedies in no way limit the remedies such that it is in the best interest of the State to
available to the State in the termination provisions of terminate this contract. If notice of such
this contract,or remedies otherwise available at law. termination is so given, this contract shall
terminate on the expiration of the time period
X. Termination: specified in the notice, and the liability of the
1. Termination for Default: The State may parties hereunder for further performance of
terminate the contract for cause. If the State the terms of this contract shall thereupon
terminates the contract for cause, it will first cease, but the parties shall not be released
give ten (10) days prior written notice to the from the duty to perform their obligations up
Contractor, stating the reasons for to the date of termination.
cancellation, procedures to correct problems,
if any, and the date the contract will be In the event that the State terminates this
terminated in the event problems have not contract under the Termination for
been corrected. In the event this contract is Convenience or Termination for Financial
terminated for cause, the State will only Exigency provisions, the Contractor is entitled
reimburse the Contractor for accepted work or to submit a termination claim within ten (10)
deliverables received up to the date of days of the effective date of termination. The
termination. In the event this contract is termination claim shall address and the State
terminated for cause, final payment to the shall consider paying the following costs:
Contractor may be withheld at the discretion a. the contract price for performance of
of the State until completion of final audit. work, which is accepted by the State, up
Notwithstanding the above, the Contractor to the effective date of the termination.
may be liable to the State for the State's b. reasonable and necessary costs incurred
damages. If it is determined that the in preparing to perform the terminated
Contractor was not in default then such portion of the contract
termination shall be treated as a termination c. reasonable profit on the completed but
for convenience as described herein. undelivered work up to the date of
2. Termination for Convenience: The State shall termination
have the right to terminate this contract by d. the costs of settling claims arising out of
giving the Contractor at least twenty(20) days the termination of subcontracts or orders,
prior written notice. If notice is so given, this not to exceed 30 days pay for each
contract shall terminate on the expiration of subcontractor
the specified time period, and the liability of e. reasonable accounting, legal, clerical,and
the parties hereunder for further performance other costs arising out of the termination
of the terms of this contract shall thereupon settlement.
cease, but the parties shall not be released
from the duty to perform their obligations up In no event shall reimbursement under this
to the date of termination. clause exceed the contract amount reduced by
3. Immediate Termination: This contract is amounts previously paid by the State to the
subject to immediate termination by the State Contractor.
in the event that the State determines that the
health, safety, or welfare of persons receiving
services may be in jeopardy. Additionally,the
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Y. Venue: The parties agree that venue for any action any other term, or the same term upon
related to performance of this contract shall be in the subsequent breach.
City and County of Denver,Colorado. 5. Survival: The State and the Contractor's
obligations under this contract shall survive
Z. Understanding of the Parties: following termination or expiration to the extent
1. Complete Understanding: This contract is necessary to give effect to the intent and
intended as the complete integration of all understanding of the parties.
understandings between the parties. No prior 6. Subcontracting: Except as herein specifically
or contemporaneous addition, deletion, or provided otherwise, the duties and obligations
other amendment hereto shall have any force of the Contractor arising hereunder cannot be
or effect whatsoever, unless embodied herein assigned, delegated, subgranted or
in writing. No subsequent novation, renewal, subcontracted except with the express prior
addition, deletion, or other amendment hereto written consent of the State. The subgrants
shall have any force or effect unless embodied and subcontracts permitted by the State shall
in a written contract executed and approved be subject to the requirements of this contract.
pursuant to the State Fiscal Rules. Descriptive The Contractor is responsible for all
headings as used herein are for convenience subcontracting arrangements, delivery of
and shall not control or affect the meaning or services, and performance of any subgrantor
construction of any provision of this contract. or subcontractor. The Contractor warrants and
2. Severability: To the extent that this contract agrees that any subgrant or subcontract,
may be executed and performance of the resulting from its performance under the terms
obligations of the parties may be and conditions of this contract, shall include a
accomplished within the intent of the contract, provision that the said subgrantor or
the terms of this contract are severable, and subcontractor shall abide by the terms and
should any term or provision hereof be conditions hereof. Also, the Contractor
declared invalid or become inoperative for any warrants and agrees that all subgrants or
reason, such invalidity or failure shall not subcontracts shall include a provision that the
affect the validity of any other term or subgrantor or subcontractor shall indemnify
provision hereof. and hold harmless the State. The subgrantors
3. Benefit and Right of Action: Except as herein or subcontractors must be certified to work on
specifically provided otherwise, it is expressly any equipment for which their services are
understood and agreed that this contract shall obtained.
inure to the benefit of and be binding upon the
parties hereto and their respective successors AA.Holdover: In the event that the State desires to
and assigns. All rights of action relating to continue the services provided for in this Contract
enforcement of the terms and conditions shall and a replacement contract has not been fully
be strictly reserved to the State and the named executed by the expiration date of the Contract,
Contractor. Nothing contained in this this Contract may be extended unilaterally by the
agreement shall give or allow any claim or State for a period of up to two (2) months upon
right of action whatsoever by any other third written notice to the Contractor under the same
person. It is the express intention of the State terms and conditions of the original Contract
and the Contractor that any such person or including, but not limited to, prices, rates, and
entity, other than the State or the Contractor, service delivery requirements. However, this
receiving services or benefits under this extension terminates when the replacement
agreement shall be deemed an incidental contract becomes effective when signed by the
beneficiary only. State Controller or an authorized delegate.
4. Waiver: The waiver of any breach of a term
hereof shall not be construed as a waiver of
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These Special Provisions apply to all contracts except where noted in italics.
1. CONTROLLER'S APPROVAL. CRS §24-30-202(1). This contract shall not be valid until it has been
approved by the Colorado State Controller or designee.
2. FUND AVAILABILITY. CRS §24-30-202(5.5). Financial obligations of the State payable after the
current fiscal year are contingent upon funds for that purpose being appropriated,budgeted,and otherwise
made available.
3. GOVERNMENTAL IMMUNITY.No term or condition of this contract shall be construed or
interpreted as a waiver,express or implied,of any of the immunities,rights, benefits,protections, or other
provisions,of the Colorado Governmental Immunity Act,CRS §24-10-101 et seq., or the Federal Tort Claims
Act,28 U.S.C. §§1346(b)and 2671 et seq., as applicable now or hereafter amended.
4. INDEPENDENT CONTRACTOR. Contractor shall perform its duties hereunder as an independent
contractor and not as an employee. Neither Contractor nor any agent or employee of Contractor shall be
deemed to be an agent or employee of the State. Contractor and its employees and agents are not entitled to
unemployment insurance or workers compensation benefits through the State and the State shall not pay for or
otherwise provide such coverage for Contractor or any of its agents or employees. Unemployment insurance
benefits will be available to Contractor and its employees and agents only if such coverage is made available
by Contractor or a third party. Contractor shall pay when due all applicable employment taxes and income
taxes and local head taxes incurred pursuant to this contract. Contractor shall not have authorization,express
or implied,to bind the State to any agreement, liability or understanding,except as expressly set forth herein.
Contractor shall(a)provide and keep in force workers'compensation and unemployment compensation
insurance in the amounts required by law,(b)provide proof thereof when requested by the State, and(c)be
solely responsible for its acts and those of its employees and agents.
5. COMPLIANCE WITH LAW. Contractor shall strictly comply with all applicable federal and State
laws,rules,and regulations in effect or hereafter established,including, without limitation,laws applicable to
discrimination and unfair employment practices.
6. CHOICE OF LAW. Colorado law,and rules and regulations issued pursuant thereto, shall be applied in
the interpretation,execution,and enforcement of this contract. Any provision included or incorporated herein
by reference which conflicts with said laws, rules,and regulations shall be null and void. Any provision
incorporated herein by reference which purports to negate this or any other Special Provision in whole or in
part shall not be valid or enforceable or available in any action at law,whether by way of complaint,defense,
or otherwise. Any provision rendered null and void by the operation of this provision shall not invalidate the
remainder of this contract,to the extent capable of execution.
7. BINDING ARBITRATION PROHIBITED.The State of Colorado does not agree to binding
arbitration by any extra judicial body or person. Any provision to the contrary in this contact or incorporated
herein by reference shall be null and void.
8. SOFTWARE PIRACY PROHIBITION. Governor's Executive Order D 002 00. State or other public
funds payable under this contract shall not be used for the acquisition, operation,or maintenance of computer
software in violation of federal copyright laws or applicable licensing restrictions. Contractor hereby certifies
and warrants that, during the term of this contract and any extensions,Contractor has and shall maintain in
place appropriate systems and controls to prevent such improper use of public funds. If the State determines
that Contractor is in violation of this provision,the State may exercise any remedy available at law or in
equity or under this contract, including,without limitation, immediate termination of this contract and any
remedy consistent with federal copyright laws or applicable licensing restrictions.
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9. EMPLOYEE FINANCIAL INTEREST/CONFLICT OF INTEREST. CRS§§24-18-201 and 24-50-
507.The signatories aver that to their knowledge,no employee of the State has any personal or beneficial
interest whatsoever in the service or property described in this contract. Contractor has no interest and shall
not acquire any interest,direct or indirect,that would conflict in any manner or degree with the performance
of Contractor's services and Contractor shall not employ any person having such known interests.
10. VENDOR OFFSET. CRS§§24-30-202 (1)and 24-30-202.4. [Not Applicable to intergovernmental
agreements] Subject to CRS §24-30-202.4(3.5),the State Controller may withhold payment under the State's
vendor offset intercept system for debts owed to State agencies for: (a) unpaid child support debts or child
support arrearages; (b)unpaid balances of tax, accrued interest, or other charges specified in CRS §39-21-101,
et seq.; (c)unpaid loans due to the Student Loan Division of the Department of Higher Education; (d)
amounts required to be paid to the Unemployment Compensation Fund; and(e)other unpaid debts owing to
the State as a result of final agency determination or judicial action.
11. PUBLIC CONTRACTS FOR SERVICES. CRS §8-17.5-101. [Not Applicable to agreements
relating to the offer, issuance, or sale of securities, investment advisory services or fund management
services, sponsored projects, intergovernmental agreements, or information technology services or
products and services] Contractor certifies, warrants, and agrees that it does not knowingly employ or
contract with an illegal alien who will perform work under this contract and will confirm the employment
eligibility of all employees who are newly hired for employment in the United States to perform work
under this contract, through participation in the E-Verify Program or the Department program established
pursuant to CRS §8-17.5-I02(5)(c), Contractor shall not knowingly employ or contract with an illegal
alien to perform work under this contract or enter into a contract with a subcontractor that fails to certify to
Contractor that the subcontractor shall not knowingly employ or contract with an illegal alien to perform
work under this contract. Contractor(a) shall not use E-Verify Program or Department program
procedures to undertake pre-employment screening of job applicants while this contract is being
performed, (b) shall notify the subcontractor and the contracting State agency within three days if
Contractor has actual knowledge that a subcontractor is employing or contracting with an illegal alien for
work under this contract, (e) shall terminate the subcontract if a subcontractor does not stop employing or
contracting with the illegal alien within three days of receiving the notice, and(d) shall comply with
reasonable requests made in the course of an investigation, undertaken pursuant to CRS §8-17.5-102(5),
by the Colorado Department of Labor and Employment. If Contractor participates in the Department
program, Contractor shall deliver to the contracting State agency, Institution of Higher Education or
political subdivision a written, notarized affirmation, affirming that Contractor has examined the legal
work status of such employee, and shall comply with all of the other requirements of the Department
program. If Contractor fails to comply with any requirement of this provision or CRS §8-17.5-101 et seq.,
the contracting State agency, institution of higher education or political subdivision may terminate this
contract for breach and, if so terminated, Contractor shall be liable for damages.
12. PUBLIC CONTRACTS WITH NATURAL PERSONS. CRS §24-76.5-101.Contractor, if a
natural person eighteen(18)years of age or older, hereby swears and affirms under penalty of perjury that
he or she (a) is a citizen or otherwise lawfully present in the United States pursuant to federal law, (b)
shall comply with the provisions of CRS §24-76.5-101 et seq., and (e) has produced one form of
identification required by CRS §24-76.5-103 prior to the effective date of this contract.
Revised 1-1-09
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THE PARTIES HERETO HAVE EXECUTED THIS CONTRACT
*Persons signing for Contractor hereby swear and affirm that they are authorized to act on Contractor's behalf and
acknowledge that the State is relying on their representations to that effect.
CONTRACTOR STATE OF COLORADO
Weld County, Colorado Bill Ritter,Jr. GOVERNOR
Weld County Department of Human Services Department of Human Services
Area Agency on Aging by and through the Karen L. Beye, Executive Director
Weld County Board of County Commissioners
By: Judy Griego �^ e - ,
Title: Director C.c u u�tx
By: Pauline Burton, Deputy Executive Director
�J&[r Date: 7//2//6
Dou as Rademacher, Chair
Date: JUN 2 3 2010
2nd Contractor Signature if Needed LEGAL REVIEW
By: John W. Suthers, Attorney General
Title:
By:
Signature-Assistant Attorney General
*Signature
Date:
Date:
ALL CONTRACTS REQUIRE APPROVAL by the STATE CONTROLLER
CRS §24-30-202 requires the State Controller to approve all State Contracts. This Contract is not valid until signed and
dated below by the State Controller or delegate. Contractor is not authorized to begin performance until such time. If
Contractor begins performing prior thereto,the State of Colorado is not obligated to pay Contractor for such
performance or for any goods and/or services provided hereunder.
TATEe !ert
TROLLER
avid t, CPA
By:
Richard G. aylo /Valri Gimple
Date: 7 )7
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EXHIBIT A
DEFINITIONS
I. DEFINITIONS:
Case Management means the assessment of a client's needs,the development and
implementation of a Care Plan for the client,coordination and monitoring of service
delivery,the evaluation of service effectiveness and periodic reassessment of the client's
needs.
Care Planning/Care Plan means the process of identifying goals,client choices for care
and services needed, appropriate service providers,and co-payment requirements with
the assistance of the client and appropriate collaterals, basedon the client's assessment
and knowledge of client and community resources.
Program means a publicly funded program, including Adult Foster and Home Care Allowance.
Resource Development means the analysis and implementation of additional resources or
services that extend the capabilities ofcommunity-based long-term care systems to better
serve long-term care clients and those likely to need community-based long-term care in
the future.
Single Entry Point(SEP)means the availability of an agency within a local area where a current
or potential long-term care client can obtain community-based long-term care information,
screening, assessment of need,referral to appropriate programs,and case management
services.
Single Entry Point Agency means the organization selected to provide case management
functions to an individual in need of community-based long-term care services within a
Single Entry Point District.
State/Department as used herein are synonymous.
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EXHIBIT A
PROGRAM EXPLANATION
II. PROGRAM EXPLANATION:
A. Home Care Allowance (HCA) is a grant payment for the purpose of securing services for a recipient in his/her
home, based on the case manager's assessment. Home Care Allowance is a non-entitlement program. The HCA
program is designed to serve those recipients with the lowest functional abilities and the greatest need for paid
care. Eligibility for and authorized amounts of the HCA are subject to available appropriations. Services paid for
through this grant must be considered non-skilled.
These services may include,but are not limited to:
I. Assistance with activities of daily living: includes transfers,bladder care,bowel care,
mobility, dressing,bathing, hygiene,and eating.
2. Assistance with basic instrumental activities of daily living: includes meal preparation,
housework, laundry,and shopping.
3. Supportive service assistance: includes medication management, appointment management,
money management,accessing resources, and assistance with telephone use.
4. Electronic Monitoring
5. One time deep cleaning if referral is initiated by Adult Protective Services and can be
deemed necessary by the Single Entry Point case manager.
B. With regard to this contract the State shall:
1. Monitor and evaluate program performance;
2. Perform program onsite evaluations, as required;
3. Provide training, technical assistance, and consultation,as available; and,
4. Work cooperatively with the Contractor to ensure that State funds are used appropriately
and that the State directives to the Contractor are not duplicative or conflicting.
a)
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EXHIBIT A
STATEMENT OF WORK
III. STATEMENT OF WORK
A. The Contractor shall perform the functions of a Single Entry Point Agency as defined by
Section 26-2-122.3. C.R.S. and the regulations applicable to the Department and the Single Entry Point system at
9 C.C.R. 2503-1, Staff Manual Volume 3, Sections 3.720 et seq.
B.The Contractor shall perform its obligations within the provisions of State laws and regulations promulgated
pursuant to and including without limitation the Colorado Department of Human Services.
C. The Contractor shall perform the functions of case management for eligible persons as defined in the state statutes
and regulations, including but not limited to intake/screening/referral, assessment of client need using the Department
prescribed form,determination of functional eligibility, development and implementation of a care
plan,performance of on-going case management,monitoring of clients, reassessment, and case closure.
D.The Contractor shall perform all necessary administrative functions for the operation of a Single Entry Point Agency,
as defined in the State statutes and regulations, including but not limited to the following:
1. Providing staff that meets the qualifications set forth in the State statutes and regulations to perform administrative,
supervisory, and case management functions.
2. Administering a personnel system for recruiting,hiring, evaluating,and terminating employees.
3. Performing accounting tasks in compliance with all rules and regulations for accounting practices.
4. Establishing and maintaining an information management system that includes collection and reporting of client
specific data pertaining to information and referral services provided by the agency,program eligibility determination,
care planning, service authorization, resource development, and fiscal accountability.
5. Maintaining client records in accordance with program requirements, including documentation of all case activities
and the monitoring of service delivery and service effectiveness. The Contractor shall utilize the Benefits Utilization
System(BUS) or the department prescribed data tool for the purpose of client information management.
6. Protecting client's rights in accordance with Department rules and regulations.
L--
7. Providing access to clients,service providers, and others during regular business office hours,Monday tl*oygh
Friday, 8:00 a.m. through 5:00 p.m., at a client accessible office.
8. Maintaining staff to operate at least forty(40)hours per week during regular business office hours, Monday`ti��t1 trough
Friday, excluding holidays, 8:00 a.m.through 5:00 p.m.
C
9. Providing a telephone system and trained staff to ensure timely response to messages,access to telecommunigation
devices and/or interpreters for the hearing and vocally impaired,and access to foreign language interpreters, as needed.
10. Conducting a survey of a random sample of clients to determine the level of satisfaction with services provided by
the agency to conform to guidelines provided by the Department.
11. Facilitating the application process for potentially eligible individuals,responding in a timely manner to all referrals
of eligible clients,and providing appropriate and timely access to services.
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12. Providing a thorough assessment of care needs and resources to assure the most appropriate public and private
resources to serve the client's needs. The determination of appropriate resources shall not supplant,but support self-
care, family care, and other informal community based resources. The Contractor shall provide a thorough assessment
and determine functional eligibility using the Department's prescribed form for all clients requesting Home Care
Allowance or Adult Foster Care services.
13. Providing case management functions and establishing a care plan for recipients of publicly funded programs, which
include Adult Foster Care and Home Care Allowance. The authorization and administration of services through a
publicly funded program shall be in accordance with the program's eligibility criteria as defined by applicable state
statutes and regulations as they exist on the date this contract is executed and as they may later be amended.
14. Assuring that a long-term care client who receives case management services receives the type and amount of Home
Care Allowance and Adult Foster Care services listed in the care plan or on the client/provider agreement. These
services shall not exceed the type and amount of services medically and/or functionally required by each client.
15. Following the standards set by the Department. These standards include Agency Letters and written documents from
Department sanctioned training.
16. Processing accurate information within two business days of receipt of notification regarding client Adult Financial
or Supplemental Security Income(SSI)eligibility from the eligibility site.The Contractor shall process accurate
information within two business days for a client discharged from a hospital or nursing facility. When information is
obtained it shall be evaluated to ensure timely services for a client.
17. Providing accurate and timely documentation of client and agency activities. Timely documentation shall be within
two business days.
18.Maintaining all complaints from clients in their file log notes. Complaints regarding quality of care issues against a
provider shall be forwarded to the Home Health Hotline or the Colorado Department of Public Health and Environment.
19. Reassessing a client at least annually,or sooner if it is determined that the client's condition has changed and will
cause an increase or decrease in services,or as prescribed by program criteria.
E.The Contractor shall cooperate with the Department, the Community Center Boards,mental health facilities, and
other community organizations in the admission of clients for the Home Care Allowance program or Adult Foster Care
program. If inappropriate or ineligible for Adult Foster Care or Home Care Allowance, the client or applicant shall be
informed of other resources to appropriately manage their care.
F. The Contractor shall contact the SEP and the Department of Human Services technician in each county when
transferring a client from one county to another county or from one Single Entry Point District to another district.
Arrangements should be made to coordinate the transfer of a case to avoid service disruption to the recipient.
G. The Contractor shall have a plan to overcome any geographic barriers within the district, including distance from the
agency office, to provide timely assessment and case management services to clients.
H. The Contractor shall attend Administrative Law Judge hearings when the Single Entry Point Agency has made a
denial or adverse action against a client and the client appeals. The Contractor shall defend their decision as described in
10 C.C.R.2505-10, Sections 8.057 et seq.
I. The Contractor shall submit Department required information electronically upon the Department's request.
J.The Department or a designee, in accordance with the state statutes and regulations, shall review the performance of
the Contractor,which may include but is not limited to,onsite visits,evaluation of agency performance in quality of
service provided, compliance with program requirements,case management, timeliness,performance of administrative
functions, cost per client, communication with clients, client monitoring, targeting of populations served, community
coordination and outreach,and financial accountability. The Contractor shall be notified within 30 days of the outcome
of a review. The Department or a designee may monitor and/or make recommendations to the Department of Health
Care Policy and Finance following review.
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EXHIBIT B
HIPAA BUSINESS ASSOCIATE ADDENDUM
This Business Associate Addendum ("Addendum") is a part of the Contract dated July 1,2010 between the
Department of Human Services and Weld County Area Agency on Aging, contract number 11 IIIA 18055. For
purposes of this Addendum, the State is referred to as"Covered Entity"or"CE"and the Contractor is referred to as
"Associate". Unless the context clearly requires a distinction between the Contract document and this Addendum,all
references herein to"the Contract"or"this Contract"include this Addendum.
RECITALS
A. CE wishes to disclose certain information to Associate pursuant to the terms of the Contract, some of which
may constitute Protected Health Information("PHI") (defined below).
B. CE and Associate intend to protect the privacy and provide for the security of PHI disclosed to Associate
pursuant to this Contract in compliance with the Health Insurance Portability and Accountability Act of 1996,
42 U.S.C. § 1320d— 1320d-8 ("HIPAA")and its implementing regulations promulgated by the U.S.
Department of Health and Human Services,45 C.F.R. Parts 160 and 164(the"Privacy Rule")and other
applicable laws, as amended.
C. As part of the HIPAA regulations,the Privacy Rule requires CE to enter into a contract containing specific
requirements with Associate prior to the disclosure of PHI, as set forth in,but not limited to,Title 45, Sections
160.103, 164.502(e) and 164.504(e)of the Code of Federal Regulations("C.F.R.")and contained in this
Addendum.
The parties agree as follows:
1. Definitions.
a. Except as otherwise defined herein, capitalized teens in this Addendum shall have the definitions set
forth in the HIPAA Privacy Rule at 45 C.F.R.Parts 160 and 164, as amended. In the event of any conflict between the
mandatory provisions of the Privacy Rule and the provisions of this Contract,the Privacy Rule shall control. Where the
provisions of this Contract differ from those mandated by the Privacy Rule,but are nonetheless permitted by the Privacy
Rule,the provisions of this Contract shall control.
b. "Protected Health Information"or"PHI"means any information,whether oral or recorded in any
form or medium: (i)that relates to the past,present or future physical or mental condition of an individual; the provision
of health care to an individual; or the past,present or future payment for the provision of health care to an individual;
and(ii)that identifies the individual or with respect to which there is a reasonable basis to believe the information can
be used to identify the individual, and shall have the meaning given to such term under the Privacy Rule,including,but
not limited to,45 C.F.R. Section 164.501.
c. "Protected Information"shall mean PHI provided by CE to Associate or created or received by
Associate on CE's behalf. To the extent Associate is a covered entity under HIPAA and creates or obtains its own PHI
for treatment,payment and health care operations,Protected Information under this Contract does not include any PHI
created or obtained by Associate as a covered entity and Associate shall follow its own policies and procedures for
accounting,access and amendment of Associate's PHI.
2. Obligations of Associate.
a. Permitted Uses. Associate shall not use Protected Information except for the purpose of performing
Associate's obligations under this Contract and as permitted under this Addendum. Further,Associate shall not use
Protected Information in any manner that would constitute a violation of the Privacy Rule if so used by CE, except that
Associate may use Protected Information: (i)for the proper management and administration of Associate; (ii)to carry
out the legal responsibilities of Associate; or(iii) &rr Data Aggregation purposes for the Health Care Operations of CE.
Additional provisions, if any,governing permitted uses of Protected Information are set forth in Attachment A to this
Addendum.
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b. Permitted Disclosures. Associate shall not disclose Protected Information in any manner that would
constitute a violation of the Privacy Rule if disclosed by CE, except that Associate may disclose Protected Information:
(i)in a manner permitted pursuant to this Contract; (ii)for the proper management and administration of Associate; (iii)
as required by law; (iv) for Data Aggregation purposes for the Health Care Operations of CE; or(v)to report violations
of law to appropriate federal or state authorities, consistent with 45 C.F.R. Section 164.502(j)(1). To the extent that
Associate discloses Protected Information to a third party,Associate must obtain,prior to making any such disclosure:
(i)reasonable assurances from such third party that such Protected Information will be held confidential as provided
pursuant to this Addendum and only disclosed as required by law or for the purposes for which it was disclosed to such
third party; and(ii)an agreement from such third party to notify Associate within two business days of any breaches of
confidentiality of the Protected Information, to the extent it has obtained knowledge of such breach. Additional
provisions, if any,governing permitted disclosures of Protected Information are set forth in Attachment A.
c. Appropriate Safeguards. Associate shall implement appropriate safeguards as are necessary to
prevent the use or disclosure of Protected Information other than as permitted by this Contract. Associate shall maintain
a comprehensive written information privacy and security program that includes administrative,technical and physical
safeguards appropriate to the size and complexity of the Associate's operations and the nature and scope of its activities.
d. Reporting of Improper Use or Disclosure. Associate shall report to CE in writing any use or
disclosure of Protected Information other than as provided for by this Contract within five (5)business days of
becoming aware of such use or disclosure.
e. Associate's Agents. If Associate uses one or more subcontractors or agents to provide services under
the Contract,and such subcontractors or agents receive or have access to Protected Information,each subcontractor or
agent shall sign an agreement with Associate containing substantially the same provisions as this Addendum and further
identifying CE as a third party beneficiary with rights of enforcement and indemnification from such subcontractors or
agents in the event of any violation of such subcontractor or agent agreement. Associate shall implement and maintain
sanctions against agents and subcontractors that violate such restrictions and conditions and shall mitigate the effects of
any such violation.
f. Access to Protected Information. Associate shall make Protected Information maintained by
Associate or its agents or subcontractors in Designated Record Sets available to CE for inspection and copying within
ten(10)business days of a request by CE to enable CE to fulfill its obligations to permit individual access to PHI under
the Privacy Rule, including,but not limited to,45 C.F.R. Section 164.524.
g. Amendment of PHI. Within ten business(10)days of receipt of a request from CE for an amendment
of Protected Information or a record about an individual contained in a Designated Record Set Associate or its agents
or subcontractors shall make such Protected Information available to CE for amendment and incorporate any such
amendment to enable CE to fulfill its obligations with respect to requests by individuals to amend their PHI under the
Privacy Rule, including,but not limited to,45 C.F.R. Section 164.526. If any individual requests an amendment of
Protected Information directly from Associate or its agents or subcontractors, Associate must notify CE in writing
within five(5)business days of receipt of the request. Any denial of amendment of Protected Information maintained
by Associate or its agents or subcontractors shall be the responsibility of CE.
h. Accounting Rights. Within ten(10)business days of notice by CE of a request for an accounting of
disclosures of Protected Information, Associate and its agents or subcontractors shall make available to CE the
information required to provide an accounting of disclosures to enable CE to fulfill its obligations under the Privacy
Rule, including,but not limited to,45 C.F.R. Section 164.528. As set forth in, and as limited by,45 C.F.R. Section
164.528,Associate shall not provide an accounting to CE of disclosures: (i)to carry out treatment,payment or health
care operations, as set forth in 45 C.F.R. Section 164.506;(ii)to individuals of Protected Information about them as set
forth in 45 C.F.R. Section 164.502; (iii)pursuant to an authorization as provided in 45 C.F.R. Section 164.508; (iv)to
persons involved in the individual's care or other notification purposes as set forth in 45 C.F.R. Section 164.510; (v)for
national security or intelligence purposes as set forth in 45 C.F.R. Section 164.512(k)(2); (vi)to correctional institutions
or law enforcement officials as set forth in 45 C.F.R. Section 164.512(k)(5);(vii) incident to a use or disclosure
otherwise permitted by the Privacy Rule; (viii)as part of a limited data set under 45 C.F.R. Section 164.514(e); or(ix)
disclosures prior to April 14,2003. Associate agrees to implement a process that allows for an accounting to be
collected and maintained by Associate and its agents or subcontractors for at least six(6)years prior to the request,but
not before the compliance date of the Privacy Rule. At a minimum, such information shall include: (i)the date of
disclosure; (ii) the name of the entity or person who received Protected Information and, if known,the address of the
entity or person; (iii)a brief description of Protected Information disclosed; and(iv)a brief statement of purpose of the
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disclosure that reasonably informs the individual of the basis for the disclosure, or a copy of the individual's
authorization, or a copy of the written request for disclosure. In the event that the request for an accounting is delivered
directly to Associate or its agents or subcontractors, Associate shall within five(5)business days of the receipt of the
request forward it to CE in writing. It shall be CE's responsibility to prepare and deliver any such accounting requested.
Associate shall not disclose any Protected Information except as set forth in Section 2(b)of this Addendum.
i. Governmental Access to Records. Associate shall make its internal practices,books and records
relating to the use and disclosure of Protected Information available to the Secretary of the U.S. Department of Health
and Human Services(the"Secretary"), in a time and manner designated by the Secretary, for purposes of determining
CE's compliance with the Privacy Rule.Associate shall provide to CE a copy of any Protected Information that
Associate provides to the Secretary concurrently with providing such Protected Information to the Secretary.
J. Minimum Necessary. Associate (and its agents or subcontractors)shall only request,use and disclose
the minimum amount of Protected Information necessary to accomplish the purpose of the request, use or disclosure,in
accordance with the Minimum Necessary requirements of the Privacy Rule including,but not limited to 45 C.F.R.
Sections 164.502(b) and 164.514(d).
k. Data Ownership. Associate acknowledges that Associate has no ownership rights with respect to the
Protected Information.
1. Retention of Protected Information. Except upon termination of the Contract as provided in Section
4(d)of this Addendum, Associate and its subcontractors or agents shall retain all Protected Information throughout the
term of this Contract and shall continue to maintain the information required under Section 2(h)of this Addendum for a
period of six(6) years.
m. Associate's Insurance. Associate shall maintain casualty and liability insurance to cover loss of PHI
data and claims based upon alleged violations of privacy rights through improper use or disclosure of PHI. All such
policies shall meet or exceed the minimum insurance requirements of the Contract(e.g.,occurrence basis, combined
single dollar limits, annual aggregate dollar limits, additional insured status and notice of cancellation).
n. Notification of Breach During the term of this Contract,Associate shall notify CE within two
business days of any suspected or actual breach of security, intrusion or unauthorized use or disclosure of PHI and/or
any actual or suspected use or disclosure of data in violation of any applicable federal or state laws or regulations.
Associate shall take (i)prompt corrective action to cure any such deficiencies and(ii)any action pertaining to such
unauthorized disclosure required by applicable federal and state laws and regulations.
o. Audits,Inspection and Enforcement. Within ten(10)business days of a written request by CE,
Associate and its agents or subcontractors shall allow CE to conduct a reasonable inspection of the facilities, systems,
books,records, agreements,policies and procedures relating to the use or disclosure of Protected Information pursuant
to this Addendum for the purpose of determining whether Associate has complied with this Addendum;provided,
however,that: (i)Associate and CE shall mutually agree in advance upon the scope,timing and location of such an
inspection; (ii)CE shall protect the confidentiality of all confidential and proprietary information of Associate to which
CE has access during the course of such inspection; and(iii)CE shall execute a nondisclosure agreement,upon terms
mutually agreed upon by the parties, if requested by Associate. The fact that CE inspects,or fails to inspect,or has the
right to inspect,
Associate's facilities, systems,books,records,agreements,policies and procedures does not relieve Associate of its
responsibility to comply with this Addendum,nor does CE's(i) failure to detect or(ii)detection,but failure to notify
Associate or require Associate's remediation of any unsatisfactory practices, constitute acceptance of such practice or a
waiver of CE's enforcement rights under the Contract.
p. Safeguards During Transmission. Associate shall be responsible for using appropriate safeguards to
maintain and ensure the confidentiality,privacy and security of Protected Information transmitted to CE pursuant to the
Contract,in accordance with the standards and requirements of the Privacy Rule,until such Protected Information is
received by CE, and in accordance with any specifications set forth in Attachment A.
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q. Restrictions and Confidential Communications. Within ten (10) business days of notice by CE of a
restriction upon uses or disclosures or request for confidential communications pursuant to 45 C.F.R. 164.522,
Associate will restrict the use or disclosure of an individual's Protected Information, provided Associate has agreed to
such a restriction. Associate will not respond directly to an individual's requests to restrict the use or disclosure of
Protected Information or to send all communication of Protect Information to an alternate address. Associate will refer
such requests to the CE so that the CE can coordinate and prepare a timely response to the requesting individual and
provide direction to Associate.
3. Obligations of CE.
a. Safeguards During Transmission. CE shall be responsible for using appropriate safeguards to
maintain and ensure the confidentiality,privacy and security of PHI transmitted to Associate pursuant to this Contract,
in accordance with the standards and requirements of the Privacy Rule,until such PHI is received by Associate,and in
accordance with any specifications set forth in Attachment A.
b. Notice of Changes. CE shall provide Associate with a copy of its notice of privacy practices
produced in accordance with 45 C.F.R. Section 164.520, as well as any subsequent changes or limitation(s)to such
notice, to the extent such changes or limitations may effect Associate's use or disclosure of Protected Information. CE
shall provide Associate with any changes in,or revocation of,permission to use or disclose Protected Information, to
the extent it may affect Associate's permitted or required uses or disclosures. To the extent that it may affect
Associate's permitted use or disclosure of PHI,CE shall notify Associate of any restriction on the use or disclosure of
Protected Information that CE has agreed to in accordance with 45 C.F.R. Section 164.522. CE may effectuate any and
all such notices of non-private information via posting on CE's web site. Associate shall review CE's designated web
site for notice of changes to CE's HIPAA privacy policies and practices on the last day of each calendar quarter.
4. Termination.
a. Material Breach In addition to any other provisions in the Contract regarding breach,a breach by
Associate of any provision of this Addendum, as determined by CE, shall constitute a material breach of this Contract
and shall provide grounds for immediate termination of this Contract by CE pursuant to the provisions of the Contract
covering termination for cause, if any. If the Contract contains no express provisions regarding termination for cause,
the following terms and conditions shall apply:
(1) Default. If Associate refuses or fails to timely perform any of the provisions of this Contract,
CE may notify Associate in writing of the non-performance,and if not promptly corrected within the time specified,CE
may terminate this Contract. Associate shall continue performance of this Contract to the extent it is not terminated and
shall be liable for excess costs incurred in procuring similar goods or services elsewhere.
(2) Associate's Duties. Notwithstanding termination of this Contract,and subject to any
directions from CE,Associate shall take timely,reasonable and necessary action to protect and preserve property in the
possession of Associate in which CE has an interest.
(3) Compensation. Payment for completed supplies delivered and accepted by CE shall be at the
Contract price. In the event of a material breach under paragraph 4a,CE may withhold amounts due Associate as CE
deems necessary to protect CE against loss from third party claims of improper use or disclosure and to reimburse CE
for the excess costs incurred in procuring similar goods and services elsewhere.
(4) Erroneous Termination for Default. If after such termination it is determined, for any reason,
that Associate was not in default,or that Associate's action/inaction was excusable, such termination shall be treated as
a termination for convenience,and the rights and obligations of the parties shall be the same as if this Contract had been
terminated for convenience, as described in this Contract.
b. Reasonable Steps to Cure Breach. If CE knows of a pattern of activity or practice of Associate that
constitutes a material breach or violation of the Associate's obligations under the provisions of this Addendum or
another arrangement and does not terminate this Contract pursuant to Section 4(a),then CE shall take reasonable steps
to cure such breach or end such violation, as applicable. IfCE's efforts to cure such breach or end such violation are
unsuccessful, CE shall either(i)terminate the Contract, if feasible or(ii) if termination of this Contract is not feasible,
CE shall report Associate's breach or violation to the Secretary of the Department of Health and Human Services.
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c. Judicial or Administrative Proceedings. Either party may terminate the
Contract, effective immediately, if(i)the other party is named as a defendant in a criminal proceeding for a violation of
HIPAA,the HIPAA Regulations or other security or privacy laws or(ii)a finding or stipulation that the other party has
violated any standard or requirement of HIPAA, the HIPAA Regulations or other security or privacy laws is made in
any administrative or civil proceeding in which the party has been joined.
d. Effect of Termination.
(1) Except as provided in paragraph(2)of this subsection,upon termination of this Contract,for
any reason, Associate shall return or destroy all Protected Information that Associate or its agents or subcontractors still
maintain in any form, and shall retain no copies of such Protected Information. If Associate elects to destroy the Pill,
Associate shall certify in writing to CE that such PHI has been destroyed.
(2) If Associate believes that returning or destroying the Protected Information is not feasible,
Associate shall promptly provide CE notice of the conditions making return or destruction infeasible. Upon mutual
agreement of CE and Associate that return or destruction of Protected Information is infeasible, Associate shall continue
to extend the protections of Sections 2(a),2(b), 2(c),2(d) and 2(e)of this Addendum to such information,and shall limit
further use of such PIII to those purposes that make the return or destruction of such PHI infeasible.
5. Injunctive Relief CE shall have the right to injunctive and other equitable and legal relief against Associate or any
of its subcontractors or agents in the event of any use or disclosure of Protected Information in violation of this Contract or
applicable law.
6. No Waiver of Immunity. No term or condition of this Contract shall be construed or interpreted as a waiver,
express or implied,of any of the immunities,rights,benefits,protection,or other provisions of the Colorado Governmental
Immunity Act,CRS 24-10-101 et seq. or the Federal Tort Claims Act,28 U.S.C.2671 et seq. as applicable,as now in effect
or hereafter amended.
7. Limitation of Liability. Any limitation of Associate's liability in the Contract shall be inapplicable to the terms
and conditions of this Addendum.
8. Disclaimer. CE makes no warranty or representation that compliance by Associate with this Contract,HIPAA
or the HIPAA Regulations will be adequate or satisfactory for Associate's own purposes. Associate is solely responsible
for all decisions made by Associate regarding the safeguarding of PHI.
9. Certification. To the extent that CE determines an examination is necessary in order to comply with CE's legal
obligations pursuant to HIPAA relating to certification of its security practices,CE or its authorized agents or
contractors,may, at CE's expense, examine Associate's facilities, systems,procedures and records as may be necessary
for such agents or contractors to certify to CE the extent to which Associate's security safeguards comply with HIPAA,
the HIPAA Regulations or this Addendum.
10. Amendment.
a. Amendment to Comply with Law. The parties aclmowledge that state and federal laws relating to
data security and privacy are rapidly evolving and that amendment of this Addendum may be required to provide for
procedures to ensure compliance with such developments. The parties specifically agree to take such action as is
necessary to implement the standards and requirements of HIPAA,the Privacy Rule,the Final HIPAA Security
regulations at 68 Fed. Reg. 8334 (Feb20,2003),45 C.F.R. § 164.314 and other applicable laws relating to the security
or privacy of PHI. The parties understand and agree that CE must receive satisfactory written assurance from Associate
that Associate will adequately safeguard all Protected Information. Upon the request of either party, the other party
agrees to promptly enter into negotiations concerning the terms of an amendment to this Addendum embodying written
assurances consistent with the standards and requirements of HIPAA, the Privacy Rule or other applicable laws. CE
may terminate this Contract upon thirty(30)days written notice in the event(i)Associate does not promptly enter into
negotiations to amend this Contract when requested by CE pursuant to this Section or(ii)Associate does not enter into
an amendment to this Contract providing assurances regarding the safeguarding of PHI that CE, in its sole discretion,
deems sufficient to satisfy the standards and requirements of HIPAA and the Privacy Rule.
b. Amendment of Attachment A. Attachment A may be modified or amended by mutual agreement of
the parties in writing from time to time without formal amendment of this Addendum.
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11. Assistance in Litigation or Administrative Proceedings. Associate shall make itself, and any subcontractors,
• employees or agents assisting Associate in the performance of its obligations under the Contract, available to CE,at no
cost to CE up to a maximum of 30 hours,to testify as witnesses,or otherwise, in the event of litigation or administrative
proceedings being commenced against CE, its directors,officers or employees based upon a claimed violation of
HIPAA,the Privacy Rule or other laws relating to security and privacy or PHI, except where Associate or its
subcontractor,employee or agent is a named adverse party.
12. No Third Party Beneficiaries. Nothing express or implied in this Contract is intended to confer,nor shall
anything herein confer,upon any person other than CE,Associate and their respective successors or assigns, any rights,
remedies,obligations or liabilities whatsoever.
13. Interpretation and Order of Precedence. The provisions of this Addendum shall prevail over any provisions in
the Contract that may conflict or appear inconsistent with any provision in this Addendum. Together, the Contract and
this Addendum shall be interpreted as broadly as necessary to implement and comply with HIPAA and the Privacy
Rule. The parties agree that any ambiguity in this Contract shall be resolved in favor of a meaning that complies and is
consistent with HIPAA and the Privacy Rule. This Contract supercedes and replaces any previous separately executed
HIPAA addendum between the parties.
14. Survival of Certain Contract Terms. Notwithstanding anything herein to the contrary, Associate's obligations
under Section 4(d) ("Effect of Termination") and Section 12 ("No Third Party Beneficiaries") shall survive termination of
this Contract and shall be enforceable by CE as provided herein in the event of such failure to perform or comply by the
Associate. This Addendum shall remain in effect during the term of the Contract including any extensions.
15. Representatives and Notice.
a. Representatives. For the purpose of the Contract, the individuals identified elsewhere in this Contract
shall be the representatives of the respective parties. If no representatives are identified in the Contract, the individuals
listed below are hereby designated as the parties'respective representatives for purposes of this Contract. Either party
may from time to time designate in writing new or substitute representatives.
b. Notices. All required notices shall be in writing and shall be hand delivered or given by certified or
registered mail to the representatives at the addresses set forth below.
State/Covered Entity Representative:
Name: Pauline Burton
Title: Deputy Executive Director
Depaitntent and Division: Colorado Department of Human Services, Office of Self
Sufficiency and Independence
Address: 1575 Sherman 8th Floor
Denver, CO 80203
Contractor/Business Associate Representative:
Name: Judy Griego
Title: Director
Department and Division: Weld County Area Agency on Aging
Address: 315 C. N. 11th Ave. Bldg. C
Greeley, CO 80631
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ATTACHMENT A
This Attachment sets forth additional terms to the HIPAA Business Associate Addendum,which is part of the
Contract dated July 1,2010,between July 1, 2010 and June 30, 2011,contract number 11 IHA 18055 ("Contract") and
is effective as of July 1,2010(the"Attachment Effective Date"). This Attachment may be amended from time to time
as provided in Section 10(b)of the Addendum.
1. Additional Permitted Uses. In addition to those purposes set forth in Section 2(a)of the Addendum, Associate
may use Protected Information as follows:
None except as otherwise directed in writing by the State
2. Additional Permitted Disclosures. In addition to those purposes set forth in Section 2(b)of the Addendum,
Associate may disclose Protected Information as follows:
None except as otherwise directed in writing by the State
3. Subcontractor(s). The parties acknowledge that the following subcontractors or agents of Associate shall
receive Protected Information in the course of assisting Associate in the performance of its obligations under this
Contract:
None except as otherwise directed in writing by the State
4. Receipt Associate's receipt of Protected Information pursuant to this Contract shall be deemed to occur as
follows,and Associate's obligations under the Addendum shall commence with respect to such PHI upon such receipt:
Upon Receipt of PHI from the Department
5. Additional Restrictions on Use of Data. CE is a Business Associate of certain other Covered Entities and,
pursuant to such obligations of CE,Associate shall comply with the following restrictions on the use wady disclosure of
Protected Information: Fr
As may be directed in writing by the State
6. Additional Terms. [This section may include specificationsfor disclosure format, method of a mission, use
of an intermediary, use ofdigital signatures or Pa,, authentication, additional security of privacy speci tcations, de
identification or reidentification of data and other additional terms.] 'Q
None
C
O
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EXHIBIT C
r
THE STATE MAY REQUIRE CONTINUED PERFORMANCE FOR A PERIOD OF FOUR ONE YEAR TERMS AT THE SAME RATES AND
SAME TERMS SPECIFIED IN THE CONTRACT. IF THE STATE EXERCISES THE OPTION, IT WILL PROVIDE WRITTEN NOTICE TO
CONTRACTOR AT LEAST 30 DAYS PRIOR TO THE END OF THE CURRENT CONTRACT TERM IN A FORM SUBSTANTIALLY
EQUIVALENT TO THE FOLLOWING SAMPLE OPTION LETTER. IF EXERCISED,THE PROVISIONS OF THE OPTION LETTER SHALL
BECOME PART OF AND BE INCORPORATED INTO THE ORIGINAL CONTRACT. THE TOTAL DURATION OF THIS CONTRACT,
INCLUDING THE EXERCISE OF ANY OPTIONS UNDER THIS CLAUSE,SHALL NOT EXCEED 5 YEARS.
SAMPLE OPTION LETTER
Date: State Fiscal Year: Option Letter No. CMS Routing tt
1) OPTIONS: Choose all applicable options listed in §1 and in §2 and delete the rest [also delete
all yellow highlighted text].
a.Option to renew only (for an additional term)
b.Change in the amount of goods within current term
c.Change in amount of goods in conjunction with renewal for additional term
d.Level of service change within current term
e. Level of service change in conjunction with renewal for additional term
1. Option to initiate next phase of a contract
2) REQUIRED PROVISIONS. All Option Letters shall contain the appropriate provisions set
forth below:
a. For use with Options 1(a-e): In accordance with Section(s) of the Original Contract
routing number between the State of Colorado, Department of Human Services, and
Contractor's Name, the State hereby exercises its option for an additional term beginning
Insert start date and ending on Insert ending date at a cost/price specified in Section
AND/OR an increase/decrease in the amount of goods/services at the same rate(s) as
specified in Identify the Section, Schedule, Attachment, Exhibit etc.
b.For use with Option 1(f), please use the following: In accordance with Section(s)
of the Original Contract routing number between the State of Colorado, Department
of Human Services, and Contractor's Name, the State hereby exercises its option to initiate
Phase indicate which Phase: 2, 3, 4, etc for the term beginning Insert start date and ending
on Insert ending date at the cost/price specified in Section
c. For use with all Options: The amount of the current Fiscal Year contract value is
increased/decreased by $ amount of change to a new contract value of Insert New $
Amt to as consideration for services/goods ordered under the contract for the current
fiscal year indicate Fiscal Year. The first sentence in Section is hereby
modified accordingly. The total contract value including all previous aipsndments,
option letters, etc. is Insert New $ Amt.
3) Effective Date. The effective date of this Option Letter is upon approval of the Stateontroller
or , whichever is later.
STATE OF COLORADO
Bill Ritter,Jr. GOVERNOR -0
Department of Human Services
Karen L. Beye, Executive Director yri
By: Pauline Burton, Deputy Executive Director
Date:
ALL CONTRACTS REQUIRE APPROVAL BY THE STATE CONTROLLER
CRS§24-30-202 requires the State Controller to approve all State Contracts.This Contract is not valid until signed and dated below by the
State Controller or delegate.Contractor is not authorized to begin performance until such time.If Contractor begins performing prior
thereto,the State of Colorado is not obligated to pay Contractor for such performance or for any goods and/or services provided hereunder.
STATE CONTROLLER
David J. McDermott,CPA
By:
Richard G. Taylor/Valri Gimple
Date:
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