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Home My WebLink About20253573 Resolution Approve Acceptance of Preventative Block Grant(PBG) Purchase Order Terms and Conditions for Northern Colorado Regional Assessment Collaborative Partnership Funds and Authorize Department of Public Health and Environment to Disburse Said Funds 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 Preventative Block Grant (PBG) Purchase Order for the Northern Colorado Regional Assessment Collaborative Partnership Funds 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 Public Health and Environment, and the Colorado Department of Public Health and Environment, commencing December 16, 2025, and ending September 30, 2026, with further terms and conditions being as stated in said purchase order, and Whereas, after review, the Board deems it advisable to approve and accept said purchase order, 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 Preventative Block Grant (PBG) Purchase Order for the Northern Colorado Regional Assessment Collaborative Partnership Funds 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 Public Health and Environment, and the Colorado Department of Public Health and Environment, be, and hereby is, approved and accepted. Be it further resolved by the Board that the Department of Public Health and Environment be, and hereby is, authorized to disburse said purchase order funds. Cc: HL(5c/i3F) 2025-3573 bk-1 halo HL0058 Acceptance of Preventative Block Grant (PBG) Purchase Order Terms and Conditions for Northern Colorado Regional Assessment Collaborative Partnership Funds Page 2 The Board of County Commissioners of Weld County, Colorado, approved the above and foregoing Resolution, on motion duly made and seconded, by the following vote on the 29th day of December, A.D., 2025: Perry L. Buck, Chair: Aye �.��-•� Scott K. James, Pro-Tem: Excused 4ectig Jason S. Maxey: Aye I 4tf Lynette Peppler: Aye 1 Ite-A Mi; Kevin D. Ross: Excused Approved as to Form: `•®U e' Bruce Barker, County Attorney Attest: Esther E. Gesick, Clerk to the Board 2025-3573 HL0058 Lcoi-vac-l-ta 019 9 BOARD OF COUNTY COMMISSIONERS PASS-AROUND REVIEW PASS-AROUND TITLE: Preventative Block Grant for Focus Group Data Collection— Purchase Order& SOW DEPARTMENT: WCDPHE—Community Health Division DATE: December 17, 2025 PERSON REQUESTING: Jason Chessher, WCDPHE Executive Director Brief description of the problem/issue: To request the Board's approval to accept the Scope of Work and Purchase Order for the Preventative Block Grant from the Colorado Department of Public Health and Environment (CDPHE). The Board approved of WCDPHE's FY2025-2026 Preventative Block Grant application on August. 18th. WCDPHE has developed a regional collaborative of stakeholders to improve coordination around data collection and data sharing for purposes of alignment among partners on key public health priorities, strategies, and indicators of progress. WCDPHE has received previous CDPHE funding to start this collaborative and has obtained $30,000 for the 2025-2026 grant cycle. This funding will be used to collect regional focus group data to expand on results from regional surveys such as the Weld Community Health Survey. What options exist for the Board? The Board can approve or decline the CDPHE contract for grant funding. Consequences: Approval of this grant contract will allow WCDPHE to receive funding to further develop and solidify the work of the regional collaborative, including collecting focus group data to gain a deeper understanding of Weld County Community Health Survey results. Impacts: Declining the grant award may impede the department's progress in developing the collaborative, which then impedes focus group data collection and collaboration with regional partners. Costs (Current Fiscal Year/Ongoing or Subsequent Fiscal Years): There is no associated county cost. Activities will be conducted by temporary staff or contractors paid through grant funding. No additional County FTE is being requested. Recommendation: I recommend approval to place this item on a future Board agenda for formal consideration. Support Recommendation Schedule Place on BOCC Agenda Work Session Other/Comments: Perry L. Buck Scott K. James Jason S. Maxey ��Y"! Lynette Peppier Kevin D. Ross 1144— 2025-3573 STATE OF COLORADO Page 1 of 1 Department of Public Health & Environment )IZI)I I: ***': IMPORTANT***** Number: PO,FAAA,202600006382 The order number and line number must appear on all Date: 12/16/25 invoices, packing slips, cartons, and correspondence. Description: 3 I I l I ) OPHP PBG FY25-26 Weld County DPHE DIVISION OF ADMINISTRATION C-1 4300 CHERRY CREEK DRIVE SOUTH DENVER, CO 80246-1530 Effective Date: 12/16/25 Ex s iration Date: 09/30/26 :UYER .HIP TO Buyer: DIVISION OF ADMINISTRATION C-1 Email: 4300 CHERRY CREEK DRIVE SOUTH VENDOR DENVER, CO 80246-1530 WELD COUNTY Public Health and Environment 1555 N 17TH AVE GREELEY, CO 80631 HIPPING INSTRUCTIONS Delivery/Install Date: 09/30/26 Contact: FOB: FOB Dest, Freight Prepaid Phone: ENDOR INSTRUCTIONS EXTENDED DESCRIPTION OPHP PBG FY25-26 Weld County DPHE The budget shall not exceed$30,000.00 The State of Colorado Terms and Conditions govern and control this purchase order. This purchase order contains federal funds. The incorporated Federal Provisions apply to this purchase. Line Item Commodity/Item Code UOM QTY Unit Cost Total Cost MSDS Req. 1 0 0.00 $30,000.00 ❑ Description: OPHP PBG FY25-26 Weld County DPHE Service From: 12/16/25 Service To: 09/30/26 TERMS AND CONDITIONS https://www.colorado.gov/osc/purchase-order-terms-conditions DOCUMENT TOTAL=$30,000.00 Statement of Work I. Entity Name: Weld County Dept. of Public Health and Environment Term: Purchase Order Effective Date - September 30, 2026 II. Project Description: This health project serves to support Local Public Health Agency (LPHA) Core Public Health Services (CPHS) efforts for partnerships, districts, and single LPHAs during the current Preventive Health and Health Services Block Grant cycle that ends on September 30, 2026. In 2008,the Colorado Public Health Act required the State Board of Health to establish,by rule,the core public health services that each county and district public health agency must provide or ensure, and establish minimum quality standards for public health services. By using the updated Colorado Core Public Health Capabilities and Services framework that modernizes government public health, LPHAs will be able to better meet a growing population and address complex public health needs CPHS efforts. This health project will implement a work plan to progress CPHS efforts for the Weld County Department of Public Health and Environment. The Preventive Block Grant(PBG) is a federal grant that is distributed and managed by the Office of Public Health Practice, Planning, and Local Partnerships(OPHP)at the Colorado Department of Public Health and Environment(CDPHE) and is therefore, subject to federal funding guidelines,rules, and regulations. The PBG operates on a federal funding cycle that runs from October 1 to September 30. I. Definitions 1. PHIP: Public Health Improvement Plan II. Work Plan Goal#1: Support public health throughout Colorado by creating a strong workforce, systems, collaborations, and funding. Page 1 of 7 Ver.0127.24 Objective#1: No later than the expiration date of this contract, support Colorado's public health system by increasing the LPHA partnerships, districts, or single agency's knowledge through assessing,planning, or implementing public health improvement(CHAPS) efforts. Primary Activity #1 1. The Contractor shall create a work plan. Primary Activity#2 1. The Contractor shall implement the work plan. Sub-Activity#2 1. The Contractor shall track progress made once the work plan is implemented. 2. The Contractor shall create work plan updates. Primary Activity#3 1. The Contractor shall track the PBG award spending. Sub-Activity#3 1. The Contractor shall update PBG award budgets to show the spend down progress. 2. The Contractor shall provide an estimate of the last quarter of spending. 3. The Contractor shall report the outstanding balance of the PBG budget that will not be spent by September 30th, 2026. Primary Activity #4 1. The Contractor shall create reports. Sub-Activity #4 1. The Contractor shall create a mid-year progress report. 2. The Contractor shall create a final report. Primary Activity #5 1. The Contractor shall attend meetings. Sub-Activity#5 1. The Contractor shall attend the post-award meeting with OPHP. 2. The Contractor shall attend one (1) of the progress meetings with OPHP that are in addition to the post-award meeting. 3. The Contractor will share a 3-minute project presentation at a progress meeting. Page 2 of 7 Ver.01.27.24 Standards and Requirements 1. The content of electronic documents located on CDPHE and non-CDPHE websites and information contained on CDPHE and non-CDPHE websites may be updated periodically during the contract term. The contractor shall monitor documents and website content for updates and comply with all updates. 2. The work plan shall be aligned with the Colorado Core Public Health Services model. This model is incorporated and made a part of this contract by reference and is available on the following link Colorado's Core Public Health's Services. 3. The Contractor shall comply with the Colorado Core Public Health Services rule 6 CCR 1014-7, Core Public Health Services, effective January 1, 2020. This information is located on the Colorado Secretary of State website, and is incorporated and made a part of this contract by reference 4. The Contractor shall meet the minimum requirements set forth in the Colorado Public Health Act and the voluntary Public Health Accreditation Board standards. This information is located in Section 25-1-505 CRS et seq. Title 25 - Public Health and Environment-Article I: Administration- Part 5 Public Health Act- Subpart 2 Public Health Plans: Act) on the Colorado Legal Resources website, and is incorporated and made part of this contract by reference. 5. The Contractor shall use the Colorado Health Assessment and Planning System (CHAPS) guidance to assess and plan related activities. This information is located on the CDPHE Local Public Health&Environmental Resources website, and is incorporated and made a part of this contract by reference. 6. OPHP will provide the work plan template no later than fifteen (15) business days after contract execution. 7. The Contractor shall submit a work plan that shall include the following: a. Project goals b. Project objectives c. Project activities d. Colorado Core Public Health Capability or Service related to the goal e. Performance measures f. Outcomes. 8. The Contractor shall attend the post-award meeting by phone or video call between the Contractor and OPHP, which will take place no later than thirty (30)days after contract execution. 9. OPHP will schedule the post-award meeting with the Contractor with a minimum of 7 calendar days of notice prior to the meeting. 10. The Contractor shall attend one (1)of the progress meetings by phone or video call with OPHP in addition to the post-award meeting. Meeting dates: January, April, and July. Page 3 017 Vcr.01.27.24 11. The Contractor will share a 3-minute presentation of their project at a progress meeting. 12. OPHP will provide the mid-year progress report template no later than sixty (60) days after contract execution. 13. OPHP will provide the final report template no later than sixty (60)business days before the end of the contract. 14. The Contractor shall maintain current documentation of how funding is spent. 15. OPHP may audit the Contractor at any time. 16. The Contractor shall provide documentation within five (5)business days of OPHP's audit request. 17. The Contractor shall notify OPHP at least forty-five(45) business days prior to the event occurrence if the awarded funds will not be spent before the end of the grant cycle on September 30. 18. The Contractor shall request funding reallocations that exceed 25% of the total award prior to reallocating funds or if there is a change in scope. OPHP will approve or deny the request within 10 business days. 19. OPHP will provide technical assistance to the Contractor within five (5) business days of receipt of a question. Expected Results of Activity(s) 1. Increased knowledge related to the coordination and implementation of local Foundational Public Health Capabilities and Services efforts. 2. Increased knowledge related to alignment between local public health agency partnerships, districts, or single agency projects with the Colorado Foundational Public Health Capabilities and Services framework. 3. More efficient and effective delivery of core public health services that may not occur without the work of the Weld County Department of Public Health and Environment. Measurement of Expected Results 1. 90% completion of work plan activities. 2. 90%of performance measures were met in the work plan. 3. 90%of work plan activities that align with a Colorado Core Public Health Capability or Service. Pagc4of7 Ver.01.2724 Deliverables Description Completion Date 1. The Contractor shall submit the following to No later than thirty (30)business days the OPHP Local Public Health after the contract execution. Administrative and Contract Liaison: a. final work plan b. fmal budget. 2. The Contractor shall submit the mid-year No later than April 30, 2026. progress report to the OPHP Local Public Health Administrative and Contract Liaison, including the following information: a. updated work plan b. updated budget 3. The Contractor shall submit the spend No later than June 30,2026. down report to the OPHP Local Public Health Administrative and Contract Liaison, including the following information: a. expense report b. estimate of the last quarter spending. 4. The Contractor shall submit the final No later than August 31, 2026. report to the OPHP Local Public Health Administrative and Contract Liaison, including the following information: a. updated work plan b. updated budget c. pertinent project deliverables related to the assessment and planning process, for example: i. planning and assessment meeting minutes ii. planning and assessment meeting attendee sign-in sheets iii. Products developed. III. Additional Provisions: The following terms and conditions are in addition to the standard purchase order terms and conditions and are to be read and interpreted in conjunction with the provisions of the purchase Page 5 of 7 Ver.01.27.24 order. Wherever used in the following provisions, "Contractor" and"Vendor" shall have the same meaning. Contractor and/or Vendor—any party to which a Purchase Order is issued. a. Payment of half(%) of the total amount will be distributed in three payments, after the purchase order is executed, after the mid-year report is completed and after the final report is completed. 1. Benefits Disclosure Vendor 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 Vendor or any of its agents or employees. Unemployment insurance benefits shall be available to Vendor and its employees and agents only if such coverage is made available by Vendor or a third party. Vendor shall pay when due all applicable employment taxes and income taxes and local head taxes incurred pursuant to this Contract. Vendor 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. A. Entire Agreement These Provisions together with the Purchase Order constitute the entire agreement between the parties, and supersedes all prior proposals, agreements or other communications between the parties. IV. Monitoring: CDPHE's monitoring of this contract for compliance with performance requirements will be conducted throughout the contract period by the Operations Lead Administrator of the Office of Public Health Practice, Planning, and Local Partnerships. Methods used will include a review of documentation determined by CDPHE to be reflective of performance to include progress reports and other fiscal and programmatic documentation as applicable. The Contractor's performance will be evaluated at set intervals and communicated to the Contractor. A Final Contractor Performance Evaluation will be conducted at the end of the life of the contract. V. Resolution of Non-Compliance: The Contractor will be notified in writing within(10)calendar days of discovery of a compliance issue. Within(30) calendar days of discovery, the Contractor and the State will collaborate, when appropriate, to determine the action(s) necessary to rectify the compliance issue and determine when the action(s) must be completed. The action(s) and time line for completion will be documented in writing and agreed to by both parties. If extenuating circumstances arise that require an extension to the time line,the Contractor must email a request to the Operations Lead Administrator of the Office of Public Health Practice, Planning, and Local Partnerships and receive approval for a new due date. The State will oversee the completion/implementation of the action(s)to ensure time lines are met and the issue(s) is resolved. If the Contractor demonstrates inaction or disregard for the agreed upon compliance resolution plan,the State may exercise its rights under the provisions of this contract. Page6of7 Ver.01.27.24 Accessibility Support (https://dpa.colorado.gov/dpa-accessibility-support) Select Language A© COLORADO Office of the State Controller -(/) DPA TM Department of Personnel & Administration Home (/) State of Colorado Purchase Order Terms and Conditions State of Colorado Purchase Order Terms and Conditions Effective Date: 3/21/2025 Table of Contents: • Purchase Order Terms and Conditions (https://osc.colorado.gov/state-of-colorado-purchase-order-terms- and-conditions#TEtCs). • Addendum 1: Additional Terms E: Conditions for Information Technology_(https://osc,colorado,gov/state-of- colorado-purchase-order-terms-and-conditionstiAddenduml) • Addendum 2: Additional Terms Et Conditions for Federal Provisions (fps://osc,colorado,gov/state-of- colorado-purchase-order-terms-and-conditions#Addendum2) Purchase Order Terms and Conditions Section 1: Offer/Acceptance. This Purchase Order, together with these terms and conditions (including, if applicable, Addendum 1: Additional Terms and Conditions for Information Technology, and Addendum 2: Additional Terms and Conditions for Federal Provisions, below), and any other attachments, exhibits, specifications, or appendices, whether attached or incorporated by reference (collectively the "PO") shall represent the entire and exclusive agreement between the https://osc.colorado.gov/state-of-colorado-purchase-order-terms-and-conditions#T&Cs 1/24 'izo/ O,4:UU I'M Jima Ui�.UwiauU rwuiaae v,uai ienna asiu s..utiumu I v... State and the Vendor. If this PO refers to Vendor's bid or proposal, this PO is an ACCEPTANCE of Vendor's OFFER TO SELL in accordance with the terms and conditions of this P0. If a bid or proposal is not referenced, this PO is an OFFER TO BUY, subject to Vendor's acceptance, demonstrated by Vendor's performance or written acceptance of this P0. Any COUNTER-OFFER TO SELL automatically CANCELS this P0, unless a change order accepting the counter- offer is issued in accordance with 54 accepting a counter-offer. The State shall not be responsible or liable for goods or services delivered or performed prior to issuance of this P0. Section 2: Order of Precedence. In the event of a conflict or inconsistency within this PO, such conflict or inconsistency shall be resolved by giving preference to the documents in the following order of priority: A. If applicable, Addendum 2: Additional Terms and Conditions for Federal Provisions, below; B. the Purchase Order document; C. these Terms and Conditions (including, if applicable, Addendum 1: Additional Terms and Conditions for Information Technology below); and D. any attachments, exhibits, specifications, or appendices, whether attached or incorporated by reference. E. Any terms and conditions included on Vendor's forms or invoices not included in this PO are void. Any terms and conditions included on Vendor's forms or invoices not included in this PO are void. Section 3: Safety Information. All chemicals, equipment, and materials proposed or used in the performance of this PO shall conform to the requirements of the Occupational Safety and Health Act of 1970. Vendor shall furnish all Material Safety Data Sheets (MSDS) for any regulated chemicals, equipment, or hazardous materials at the time of delivery. Section 4: Changes. Vendor shall furnish goods or services in strict accordance with the specifications and price set forth for each item. This PO shall not be modified, superseded or otherwise altered, except in writing signed by the State and accepted by Vendor. If this PO is for goods only and Vendor has not delivered the goods prior to the expiration of this PO, but Vendor delivers all of the goods to the State only after expiration of this P0, then the State, in its sole discretion, may accept the goods under this PO by extending this PO and delivering the modification to Vendor; however, regardless of anything to the contrary, if the State does not extend this PO for any reason then the goods delivered after expiration of this PO shall be deemed rejected, Vendor shall arrange the return of all delivered goods at Vendor's sole expense, and the State shall have no liability for any such goods. https://osc.colorado.gov/state-of-colorado-purchase-order-terms-and-conditions#T&Cs 2/24 Section 5: Delivery. Unless otherwise specified in this P0, delivery shall be FOB destination, freight prepaid and allowed. The State is relying on the promised delivery date and any installation or service performance set forth in this PO as material and basic to the State's acceptance. If Vendor fails to deliver or perform as and when promised, the State, in its sole discretion, may cancel its order, or any part thereof, without prejudice to its other rights, return all or part of any shipment so made, and charge Vendor with any loss or expense sustained as a result of such failure to deliver or perform as promised. Time is of the essence. Section 6: Rights to Materials. [Not Applicable to POs issued either in whole or in part for Information Technology, as defined in CRS S 24- 37.5-102(2); which shall be governed by Addendum 1 SB.] Unless specifically stated otherwise in this P0, all materials, including without limitation supplies, equipment, documents, content, information, or other material of any type, whether tangible or intangible (collectively "Materials"), furnished by the State to Vendor or delivered by Vendor to the State in performance of its obligations under this PO shall be the exclusive property of the State. Vendor shall return or deliver all Materials to the State upon completion or termination of this P0. Section 7: Reporting. If Vendor is served with a pleading or other document in connection with an action before a court or other administrative decision-making body, and such pleading or document relates to this PO or may affect Vendor's ability to perform its obligations under this P0, Vendor shall, within 10 days after being served, notify the State of such action and deliver copies of such pleading or document to the State. Vendor shall disclose, in a timely manner, in writing to the State all violations of federal or state criminal law involving fraud, bribery, or gratuity violations potentially affecting this P0. The State may impose any remedies available, which may include, without limitation, suspension or debarment. Section 8 : Conflicts of Interest. Vendor acknowledges that with respect to this PO, even the appearance of a conflict of interest is harmful to the State's interests. Absent the State's prior written approval, Vendor shall refrain from any practices, activities, or relationships that reasonably may appear to be in conflict with the full performance of Vendor's obligations to the State hereunder. If a conflict or appearance of a conflict of interest exists, or if Vendor is uncertain as to such, Vendor shall submit to the State a disclosure statement setting forth the relevant details for the State's consideration. Failure to promptly submit a disclosure statement or to follow the State's direction with respect to https://osc.colorado.gov/state-of-colorado-purchase-order-terms-and-conditions#T&Cs 3/24 4/28/25,4:00 PM State of Colorado Purchase Order Terms and Conditions I USG the actual or apparent conflict constitutes a breach of this P0. Vendor acknowledges that all State employees are subject to the ethical principles described in §24-18-105, C.R.S. Vendor further acknowledges that State employees may be subject to the requirements of §24-18-105, C.R.S. with regard to this P0. Section 9: Warranties. All provisions and remedies of the Colorado Uniform Commercial Code, CRS, Title 4 ("UCC"), relating to implied or express warranties for goods are incorporated herein, in addition to any warranties contained in this P0. Section 10: Inspection and Acceptance. The State's final acceptance of goods or services is contingent upon completion of all applicable inspection procedures. All goods delivered shall be newly manufactured and the current model, unless otherwise specified. The State shall have the right to inspect goods or services provided under this PO at all reasonable times and places. The State shall be the sole judge in determining "equals" with regard to conformance with the specifications outlined in this PO for quality, price, and performance. If any of the goods or services do not conform to this P0, the State, at its sole discretion, may require Vendor to either: A. replace the goods specified by the State or B. perform the services again, without additional payment from the State. When defects in the quality or quantity of goods or services cannot be corrected by replacement or re- performance, the State may: A. require Vendor to take necessary action to ensure that future performance conforms to this PO and B. equitably reduce the payment due Vendor to reflect the reduced value of the goods or services performed. These remedies do not limit the remedies otherwise available in this P0, at law, or in equity. Section 11: Taxes. The State is exempt from federal excise taxes and from State and local sales and use taxes. Section 12: Payment. The State shall not pay Vendor any amount for performance under this PO in excess of the Document Total set forth on the Purchase Order document. The State shall pay Vendor for all amounts due within 45 days after the State's receipt of goods or services and acceptance of a correct invoice of amount due. Amounts not paid by the State https://osc.colorado.dov/state-of-colorado-purchase-order-terms-and-conditions#T&Cs 4/24 within 45 days of the State's acceptance of the invoice shall bear interest on the unpaid balance beginning on the 45th day at the rate set forth in CRS 524-30-202(24) until paid in full. Interest shall not accrue if a good faith dispute exists as to the State's obligation to pay all or a portion of the amount due. Vendor shall invoice the State separately for interest on delinquent amounts due, referencing the delinquent payment, number of day's interest to be paid, and applicable interest rate. The State may benefit from any early payment discount offered by Vendor by making payment within the timeframes required by Vendor to be eligible for such discount. If Vendor offers an early payment discount, then the discount shall be shown on Vendor's invoices to the State, and if the State makes payment on the invoice within the time frame for the discount, Vendor shall either: A. accept the payment amount less the appropriate discount or B. refund the discount back to the State. Except as specifically agreed in this P0, Vendor shall be solely responsible for all costs, expenses, and other charges it incurs in connection with its performance under this PO. Section 13: Assignment. Vendor's rights and obligations under this PO shall not be transferred or assigned without the prior, written consent of the State and execution of a new P0. Any attempt at assignment or transfer without such consent and new PO shall be void. Any new PO approved by the State shall be subject to the same terms and conditions as those set forth in this P0. Section 14: Subcontracts. Unless otherwise specified in this P0, Vendor shall not enter into any subcontract in connection with its obligations under this PO without the prior, written approval of the State. Vendor shall submit to the State a copy of each such subcontract upon request by the State. All subcontracts entered into by Vendor in connection with this PO shall comply with all applicable federal and state laws and regulations, shall provide that they are governed by the laws of the State of Colorado, and shall be subject to all provisions of this P0. Section 15: Severability. The invalidity or unenforceability of any provision of this PO shall not affect the validity or enforceability of any other provision of this P0, which shall remain in full force and effect, provided, that the parties can continue to perform their obligations in accordance with the intent of this P0. https://osc.colorado.gov/state-of-colorado-purchase-order-terms-and-conditions#T&Cs 5/24 4/LO/L3,4.UU 1'!VI oldie UI L.UIUI dUU F IOJC vi uci ICI IIa Cal..vI wIuvl , vv� Section 16: Survival of Certain PO Terms. Any provision of this PO that imposes an obligation on a party after termination or expiration of this PO shall survive the termination or expiration of this PO and shall be enforceable by the other party. Section 17: Third Party Beneficiaries. Except for the parties' respective successors and assigns, this PO does not and is not intended to confer any rights or remedies upon any person or entity other than the parties. Enforcement of this PO and all rights and obligations hereunder is reserved solely to the parties. Any services or benefits which third parties receive as a result of this PO are incidental to this P0, and do not create any rights for such third parties. Section 18 : Waiver. A party's failure or delay in exercising any right, power, or privilege under this P0, whether explicit or by lack of enforcement, shall not operate as a waiver, nor shall any single or partial exercise of any right, power, or privilege preclude any other or further exercise of such right, power, or privilege. Section 19: Indemnification. [Not Applicable to Inter-governmental POs] Vendor shall indemnify, save, and hold harmless the State, its employees, agents and assignees (the "Indemnified Parties"), against any and all costs, expenses, claims, damages, liabilities, court awards and other amounts (including attorneys' fees and related costs) incurred by any of the Indemnified Parties in relation to any act or omission by Vendor, or its employees, agents, subcontractors, or assignees in connection with this P0. This shall include, without limitation, any and all costs, expenses, claims, damages, liabilities, court awards and other amounts incurred by the Indemnified Parties in relation to any claim that any work infringes a patent, copyright, trademark, trade secret, or any other intellectual property right or any claim for loss or improper disclosure of any confidential information or personally identifiable information. Section 20 : Notice. All notices given under this PO shall be in writing, and shall be delivered to the contacts for each party listed on the Purchase Order document. Either party may change its contact or contact information by notice submitted in writing to the other party without a formal modification to this P0. https://osc.colorado.gov/state-of-colorado-purchase-order-terms-and-conditions#T&Cs 6/24 Section 21: Insurance. Except as otherwise specifically stated in this P0, Vendor shall obtain and maintain insurance as specified in this section at all times during the term of this P0: A. workers' compensation insurance as required by state statute, and employers' liability insurance covering all Vendor employees acting within the course and scope of their employment; B. Commercial general liability insurance written on an Insurance Services Office occurrence form, covering premises operations, fire damage, independent contractors, products and completed operations, blanket contractual liability, personal injury, and advertising liability with minimum limits as follows: $1,000,000 each occurrence; $1,000,000 general aggregate; $1,000,000 products and completed operations aggregate; and $50,000 any one fire; and C. Automobile liability insurance covering any auto (including owned, hired and non-owned autos) with a minimum limit of $1,000,000 each accident combined single limit. If Vendor will or may have access to any protected information, then Vendor shall also obtain and maintain insurance covering loss and disclosure of protected information and claims based on alleged violations of privacy right through improper use and disclosure of protected information with limits of $1,000,000 each occurrence and $1,000,000 general aggregate at all times during the term of this P0. Additional insurance may be required as provided elsewhere in this P0. All insurance policies required by this PO shall be issued by insurance companies with an AM Best rating of A-VIII or better. This insurance requirement shall not apply if this PO is solely for goods, as determined by the State, unless specifically stated otherwise in this PO or any attachment or exhibit to this P0. If Vendor is a public agency within the meaning of the Colorado Governmental Immunity Act, then this section shall not apply and Vendor shall instead comply with the Colorado Governmental Immunity Act. The State shall be named as additional insured on all commercial general liability policies required of Vendor. All insurance policies secured or maintained by Vendor in relation to this Purchase Order shall include clauses stating that each carrier shall waive all rights of recovery under subrogation or otherwise against Vendor or the State, its agencies, institutions, organizations, officers, agents, employees, and volunteers. Section 22 : Termination Prior to Vendor Acceptance. If Vendor has not begun performance under this P0, the State may cancel this PO by providing written notice to the Vendor. Section 23 : Termination for Cause. A. If Vendor refuses or fails to timely and properly perform any of its obligations under this PO with such diligence as will ensure its completion within the time specified in this PO, the State may notify Vendor in writing of non-performance and, if not corrected by Vendor within the time specified in the notice, https://osc.colorado.gov/state-of-colorado-purchase-order-terms-and-conditions#T&Cs 7/24 4/LO/L3,4:UU nv, Jlalt9 ul VUIu1GUu rwu icoo VI UOI I anus anu vvna.uwno I vvv terminate Vendor's right to proceed with this PO or such part thereof as to which there has been delay or a failure. Vendor shall continue performance of this PO to the extent not terminated. B. Vendor shall be liable for excess costs incurred by the State in procuring similar goods or services and the State may withhold such amounts as the State deems necessary. C. If after rejection, revocation, or other termination of Vendor's right to proceed under the UCC or this clause, the State determines for any reason that Vendor was not in default or the delay was excusable, the rights and obligations of the State and Vendor shall be the same as if the notice of termination had been issued pursuant to termination under §24. Section 24: Termination in Public Interest. The State is entering into this PO for the purpose of carrying out the public interest of the State, as determined by its Governor, General Assembly, or Courts. If this PO ceases to further the public interest of the State as determined by its Governor, General Assembly, or Courts, the State, in its sole discretion, may terminate this PO in whole or in part and such termination shall not be deemed to be a breach of the State's obligations hereunder. This section shall not apply to a termination for cause, which shall be governed by S23. A determination that this PO should be terminated in the public interest shall not be equivalent to a State right to terminate for convenience. The State shall give written notice of termination to Vendor specifying the part of this PO terminated and when termination becomes effective. Upon receipt of notice of termination, Vendor shall not incur further obligations except as necessary to mitigate costs of performance. For services or specially manufactured goods, the State shall pay: A. reasonable settlement expenses, B. this PO price or rate for supplies and services delivered and accepted, C. reasonable costs of performance on unaccepted supplies and services, and D. a reasonable profit for the unaccepted work. For existing goods, the State shall pay: A. reasonable settlement expenses, B. the PO price for goods delivered and accepted, C. reasonable costs incurred in preparation for delivery of the undelivered goods, and D. a reasonable profit for the preparatory work. The State's termination liability under this section shall not exceed the total PO price. As a condition for payment under this section, Vendor shall submit a termination proposal and reasonable supporting documentation, and cost and pricing data as requested by the State. https://osc.colorado.gov/state-of-colorado-purchase-order-terms-and-conditions#T&Cs 8/24 Section 25: Funds Availability. Financial obligations of the State payable after the State's current fiscal year are contingent upon funds for that purpose being appropriated, budgeted, and otherwise made available. If this PO is funded in whole or in part with federal funds, this PO is subject to and contingent upon the continuing availability of federal funds for the purposes hereof. The State represents that it has set aside sufficient funds to make payment for goods delivered in a single installment, in accordance with the terms of this P0. Section 26: Governmental Immunity. Liability for claims for injuries to persons or property arising from the negligence of the State, its departments, boards, commissions committees, bureaus, offices, employees and officials shall be controlled and limited by the provisions of the Colorado Governmental Immunity Act, CRS §24-10-101, et seq., the Federal Tort Claims Act, 28 U.S.C. Pt. VI, Ch. 171 and 28 U.S.C. 1346(b), and the State's risk management statutes, CRS §524-30-1501, et seq. No term or condition of this PO shall be construed or interpreted as a waiver, express or implied, of any of the immunities, rights, benefits, protections, or other provisions, contained in these statutes. Section 27: Independent Contractor. Vendor shall perform its duties under this PO as an independent contractor and not as an employee. Neither Vendor nor any agent or employee of Vendor shall be deemed to be an agent or employee of the State. Vendor shall not have authorization, express or implied, to bind the State to any agreement, liability or understanding, except as expressly set forth herein. Vendor 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 Vendor or any of its agents or employees. Vendor shall pay when due all applicable employment taxes, income taxes and local head taxes incurred pursuant to this P0. Vendor 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. Section 28 : Compliance with Law. Vendor shall comply with all applicable federal and state laws, rules, and regulations in effect or hereafter established, including, without limitation, taws applicable to discrimination and unfair employment practices. https://osc.colorado.pov/state-of-colorado-purchase-order-terms-and-conditions#T&Cs 9/24 4/Zt3/4 ,4:UU h'M Atate UM k.UMUtauU rui Idbtl%Mutt! lel lb anU wrlwuUna Section 29: Choice of Law, Jurisdiction and Venue. [Not Applicable to Inter-governmental POs] Colorado law, and rules and regulations issued pursuant thereto, shall be applied in the interpretation, execution, and enforcement of this P0. The UCC shall govern this PO in the case of goods unless otherwise agreed in this P0. Any provision included or incorporated herein by reference, which conflicts with said laws, rules, and regulations shall be null and void. All suits or actions related to this PO shall be filed and proceedings held in the State of Colorado and exclusive venue shall be in the City and County of Denver. Any provision incorporated herein by reference which purports to negate this or any other provision in this PO 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. Vendor shall exhaust administrative remedies in CRS §24-109-106, prior to commencing any judicial action against the State. Section 30: Prohibited Terms. Nothing in this PO shall be construed as a waiver of any provision of CRS §24-106-109. Any term included in this PO that requires the State to indemnify or hold Vendor harmless; requires the State to agree to binding arbitration; limits Vendor's liability for damages resulting from death, bodily injury, or damage to tangible property; or that conflicts with that statute in any way shall be void ab initio. Section 31: Vendor Offset and Erroneous Payments. [Not Applicable to Inter- governmental POs or to POs issued solely for goods] 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. The State may also recover, at the State's discretion, payments made to Vendor in error for any reason, including, but not limited to, overpayments or improper payments, and unexpected or excess funds received by Vendor by deduction from subsequent payments under this P0, deduction from any payment due under any other contracts, https://osc.colorado.gov/state-of-colorado-purchase-order-terms-and-conditions#T&Cs 10/24 grants or agreements between the State and Vendor, or by any other appropriate method for collecting debts owed to the State. ADDENDUM 1: Additional Terms & Conditions for Information Technology IF ANY PART OF THE SUBJECT MATTER OF THIS PO IS INFORMATION TECHNOLOGY, AS DEFINED INCRS S 24-37.5- 102 (2), THE FOLLOWING PROVISIONS ALSO APPLY TO THIS P0. Section 1: Definitions. The following terms shall be construed and interpreted as follows: A. "Business Day" means any day in which the State is open and conducting business, but shall not include Saturday, Sunday or any day on which the State observes one of the holidays listed in CRS §24-11-101(1); B. "CJI" means criminal justice information collected by criminal justice agencies needed for the performance of their authorized functions, including, without limitation, all information defined as criminal justice information by the U.S. Department of Justice, Federal Bureau of Investigation, Criminal Justice Information Services Security Policy, as amended, and all Criminal Justice Records as defined under CRS §24-72-302; C. "HIPAA" means the federal Health Information Portability and Accountability Act D. "Incident" means any accidental or deliberate event that results in or constitutes an imminent threat of the unauthorized access, loss, disclosure, modification, disruption, or destruction of any communications or information resources of the State, pursuant to CRS §§24-37.5-401 et seq.; E. "PCI" means payment card information including any data related to credit card holders' names, credit card numbers, or the other credit card information as may be protected by state or federal law; F. "PHI" means any protected health information, including, without limitation any information whether oral or recorded in any form or medium 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 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 including, without limitation, any information defined as Individually Identifiable Health Information by HIPAA; G. "PII" means personally identifiable information including, without limitation, any information maintained by the State about an individual that can be used to distinguish or trace an individual's identity, such as name, social security number, date and place of birth, mother's maiden name, or biometric records, including, without limitation, all information defined as personally identifiable information in CRS §24-72-501. "PII" shall also mean "personal identifying information" as set forth at § 24-74-102, et. seq., C.R.S.; H. "State Confidential Information" means any and all State Records not subject to disclosure under the Colorado Open Records Act, CRS §§24-72-200.1, et seq. ("CORA"), and includes, without limitation, PII, PHI, PCI, Tax Information, CJI, and State personnel records not subject to disclosure under CORA; I. "State Records" means any and all State data, information, and records, regardless of physical form; https://osc.colorado.gov/state-of-colorado-purchase-order-terms-and-conditions#T&Cs 11/24 4/Ztt/Zb.4:W YM Mate or t,otoraao urcnase urger terms anu .unaiuons I vas J. "Tax Information" means federal and State of Colorado tax information including, without limitation, federal and State tax returns, return information, and such other tax-related information as may be protected by federal and State law and regulation, including, without limitation all information defined as federal tax information in Internal Revenue Service Publication 1075; and K. "Work Product" means the tangible and intangible results of the delivery of goods and performance of services, whether finished or unfinished, including drafts. Section 2: Intellectual Property. Except to the extent specifically provided elsewhere in this PO, any State information, including without limitation pre-existing State software, research, reports, studies, data, photographs, negatives or other documents, drawings, models, materials; or Work Product prepared by Vendor in the performance of its obligations under this PO shall be the exclusive property of the State (collectively, "State Materials"). Vendor shall deliver all State Materials to the State upon completion or termination of this P0. The State's exclusive rights in any Work Product prepared by Vendor shall include, but not be limited to, the right to copy, publish, display, transfer, and prepare derivative works. Vendor shall not use, willingly allow, cause or permit any State Materials to be used for any purpose other than the performance of Vendor's obligations hereunder without the prior written consent of the State. The State shall maintain complete and accurate records relating to: A. its use of all Vendor and third party software licenses and rights to use any Vendor or third party software granted under this PO and its attachments to which the State is a party and B. all amounts payable to Vendor pursuant to this PO and its attachments and the State's obligations under this PO or to any amounts payable to Vendor in relation to this P0, which records shall contain sufficient information to permit Vendor to confirm the State's compliance with the use restrictions and payment obligations under this PO or to any third-party use restrictions to which the State is a party. Vendor retains the exclusive rights, title and ownership to any and all pre-existing materials owned by or licensed to Vendor including, but not limited to all pre-existing software, licensed products, associated source code, machine code, text images, audio, video, and third-party materials, delivered by Vendor under this P0, whether incorporated in a deliverable or necessary to use a deliverable (collectively, "Vendor Property"). Vendor Property shall be licensed to the State as set forth in a State-approved license agreement: A. entered into as exhibits or attachments to this P0, B. obtained by the State from the applicable third-party Vendor, or C. in the case of open source software, the license terms set forth in the applicable open source license agreement. Notwithstanding anything to the contrary herein, the State shall not be subject to any provision incorporated in any exhibit or attachment attached hereto, any provision incorporated in any terms and conditions appearing on any website, any provision incorporated into any click through or online agreements, or any provision incorporated into any other document or agreement between the parties that A. requires the State to indemnify Vendor or any other party, B. is in violation of State laws, regulations, rules, fiscal rules, policies, or other State requirements as deemed solely by the State, or https://osc.colorado.gov/state-of-colorado-purchase-order-terms-and-conditions#T&Cs 12/24 C. is contrary to this P0. Section 3: License or Use Audit Rights. If this PO includes any license or other right to use Vendor's intellectual property, Vendor shall have the right, at any time during and throughout the term of this P0, but not more than once during any State fiscal year, to request via written notice in accordance with the notice provisions of this PO that the State audit its use of Vendor's intellectual property and certify as to its compliance with any applicable license or use restrictions and limitations contained in this PO (an "Audit Request"). The Audit Request shall specify the time period to be covered by the audit, which shall not include any time periods covered by a previous audit. The State shall complete the audit and provide certification of its compliance to Vendor ("Audit Certification") within 120 days following the State's receipt of the Audit Request. If upon receipt of the State's Audit Certification, the parties reasonably determine that: A. the State's use of licenses, use of software, use of programs, or any other use of intellectual property during the audit period exceeded the use restrictions and limitations contained in this PO ("Overuse") and B. the State would have been or is then required to purchase additional rights to use Vendor's intellectual property ("Additional Rights"), Vendor shall provide written notice to the State in accordance with the notice provisions of this PO identifying any Overuse or required Additional Rights and request that the State bring its use into compliance with such use restrictions and limitations. Notwithstanding anything to the contrary in this P0, or incorporated as a part of Vendor's or any subcontractor's website, click-through or online agreements, third-party agreements, or any other documents or agreements between the parties, the State shall not be liable for the costs associated with any Overuse or Additional Rights, during the audit period regardless of whether the State may have been notified in advance of such costs. Section 4: Vendor Records. Vendor shall maintain a file of all documents, records, communications, notes, and other materials relating to the work (the "Vendor Records"). Vendor Records shall include all documents, records, communications, notes and other materials maintained by Vendor that relate to any work performed by Subcontractors, and Vendor shall maintain all records related to the work performed by Subcontractors required to ensure proper performance of that work. Unless a longer period is required in this PO or any attachment or exhibit to this PO, Vendor shall maintain Vendor Records until the last to occur of: A. the date 3 years after the date this Purchase Order expires or is terminated, B. final payment under this Purchase Order is made, C. the resolution of any pending Purchase Order matters, or D. if an audit is occurring, or Vendor has received notice that an audit is pending, the date such audit is completed and its findings have been resolved (the "Record Retention Period"). https://osc.colorado.gov/state-of-colorado-purchase-order-terms-and-conditions#T&Cs 13/24 4/25/2b.4:UU h'M state or t,oioraao rurcnase urger terms dill]L.onwuons I Vendor shall permit the State, the federal government, and any other duly authorized agent of a governmental agency to audit, inspect, examine, excerpt, copy, and transcribe Vendor Records during the Record Retention Period. Vendor shall make Vendor Records available during normal business hours at Vendor's office or place of business, or at other mutually agreed upon times or locations, upon no fewer than 2 Business Days' notice from the State, unless the State determines that a shorter period of notice, or no notice, is necessary to protect the interests of the State. The State, in its discretion, may monitor Vendor's performance of its obligations under this Purchase Order using procedures as determined by the State. The State shall monitor Vendor's performance in a manner that does not unduly interfere with Vendor's performance of the work. Vendor shall promptly submit to the State a copy of any final audit report of an audit performed on Vendor's records that relates to or affects this Purchase Order or the work, whether the audit is conducted by Vendor or a third party. Section 5: Information Confidentiality. Vendor shall keep confidential, and cause all subcontractors to keep confidential, all State Records, unless those State Records are publicly available. Vendor shall not, without prior written approval of the State, use, publish, copy, disclose to any third party, or permit the use by any third party of any State Records, except as otherwise stated in this P0, permitted by law, or approved in writing by the State. Vendor shall provide for the security of all State Confidential Information in accordance with all applicable laws, rules, policies, publications, and guidelines. If Vendor or any of its subcontractors will or may have access to any State Confidential Information or any other protected information, Vendor shall comply with all Colorado Office of Information Security (015) policies and procedures which OIS has issued pursuant to CRS §S24-37.5-401 through 406, and 8 CCR §1501-5 and posted at https://oit.coloradotgov/standards-policies-guides/technical-standards-policies .(https://oit.colorado,gov/standards-policies-guides/technical-standards-policies)., all information security and privacy obligations imposed by any federal, state, or local statute or regulation, or by any industry standards or guidelines, as applicable based on the classification of the data relevant to Vendor's performance under this P0. Such obligations may arise from HIPAA; IRS Publication 1075; Payment Card Industry Data Security Standard (PCI- DSS); Federal Bureau of Investigation Criminal Justice Information Service Security Addendum; Centers for Medicare ft Medicaid Services (CMS) Minimum Acceptable Risk Standards for Exchanges; and Electronic Information Exchange Security Requirements and Procedures for State and Local Agencies Exchanging Electronic Information With The Social Security Administration. Vendor shall immediately forward any request or demand for State Records to the State's purchasing agent. Section 6: Other Entity Access and Nondisclosure Agreements. Vendor may provide State Records to its agents, employees, assigns and subcontractors as necessary to perform the work, but shall restrict access to State Confidential Information to those agents, employees, assigns, and subcontractors who require access to perform their obligations under this P0. Vendor shall ensure all such agents, employees, assigns, and subcontractors sign agreements containing nondisclosure provisions at least as protective https://osc.colorado.gov/state-of-colorado-purchase-order-terms-and-conditions#T&Cs 14/24 as those in this P0, and that the nondisclosure provisions are in force at all times the agent, employee, assign or subcontractor has access to any State Confidential Information. Vendor shall provide copies of those signed nondisclosure provisions to the State upon execution of the nondisclosure provisions if requested by the State. Section 7: Use, Security, and Retention. Vendor shall use, hold, and maintain State Confidential Information in compliance with all applicable laws and regulations only in facilities located within the United States, and shall maintain a secure environment that ensures confidentiality of all State Confidential Information. Vendor shall provide the State with access, subject to Vendor's reasonable security requirements, for purposes of inspecting and monitoring access and use of State Confidential Information and evaluating security control effectiveness. Upon the expiration or termination of this P0, Vendor shall return State Records provided to Vendor or destroy such State Records and certify to the State that it has done so, as directed by the State. If Vendor is prevented by law or regulation from returning or destroying State Confidential Information, Vendor warrants it will guarantee the confidentiality of, and cease to use, such State Confidential Information. Section 8: Incident Notice and Remediation. If Vendor becomes aware of any Incident, it shall notify the State immediately and cooperate with the State regarding recovery, remediation, and the necessity to involve law enforcement, as determined by the State. Unless Vendor can establish none of Vendor or any of its agents, employees, assigns, or subcontractors are the cause or source of the Incident, Vendor shall be responsible for the cost of notifying each person who may have been impacted by the Incident. After an Incident, Vendor shall take steps to reduce the risk of incurring a similar type of Incident in the future as directed by the State, which may include, but is not limited to, developing and implementing a remediation plan that is approved by the State at no additional cost to the State. The State may adjust or direct modifications to this plan, in its sole discretion and Vendor shall make all modifications as directed by the State. If Vendor cannot produce its analysis and plan within the allotted time, the State, in its sole discretion, may perform such analysis and produce a remediation plan, and Vendor shall reimburse the State for the reasonable actual costs thereof. Section 9 : Data Protection and Handling. Vendor shall ensure that all State Records and Work Product in the possession of Vendor or any subcontractors are protected and handled in accordance with the requirements of this PO at all times. Upon request by the State made any time prior to 60 days following the termination of this PO for any reason, whether or not this PO is expiring or terminating, Vendor shall make available to the State a complete and secure download file of all data that is encrypted and appropriately authenticated. This download file shall be made available to the State within 10 Business Days following the State's request, and shall contain, without limitation, all State Records, Work Product, and system schema and transformation definitions, or delimited text files with documents, detailed schema definitions, and attachments in its native format. Upon the termination of Vendor's services under this P0, https:llosc.colorado.gov/state-of-colorado-purchase-order-terms-and-conditions#T&Cs 15/24 4/26/Z5,4:00 I'M tate or uoioraao rurcnase uraer terms ano uonomons I uat.. Vendor shall, as directed by the State, return all State Records provided by the State to Vendor, and the copies thereof, to the State or destroy all such State Records and certify to the State that it has done so. If legal obligations imposed upon Vendor prevent Vendor from returning or destroying all or part of the State Records provided by the State, Vendor shall guarantee the confidentiality of all State Records in Vendor's possession and will not actively process such data. The State retains the right to use the established operational services to access and retrieve State Records stored on Vendor's infrastructure at its sole discretion and at any time. Section 10: Compliance with OIS Policies and Procedure. Vendor shall review, on a semi-annual basis, all Colorado Office of Information Security ("OIS") policies and procedures which OIS has promulgated pursuant to CRS §S 24-37.5-401 through 406 and 8 CCR S 1501-5 and posted at https://oit.coloradotgov/standards-policies-guides/technical-standards-policies .(https://oit.colorado.gov/standards-policies-guides/technical-standards-policies), to ensure compliance with the standards and guidelines published therein. Vendor shall cooperate, and shall cause its subcontractors to cooperate, with the performance of security audit and penetration tests by OIS or its designee. Section 11: Safeguarding PII. If Vendor or any of its subcontractors will or may receive PII under this P0, Vendor shall provide for the security of such PII, in a manner and form acceptable to the State, including, without limitation, all State requirements relating to non-disclosure, use of appropriate technology, security practices, computer access security, data access security, data storage encryption, data transmission encryption, security inspections, and audits. Vendor shall be a "Third-Party Service Provider" as defined in CRS §24-73-103(1)(i) and shall maintain security procedures and practices consistent with CRS §§24-73-101. In addition, as set forth in § 24-74-102, et. seq., C.R.S., Contractor, including, but not limited to, Contractor's employees, agents and Subcontractors, agrees not to share any PII with any third parties for the purpose of investigating for, participating in, cooperating with, or assisting with Federal immigration enforcement. If Contractor is given direct access to any State databases containing PII, Contractor shall execute, on behalf of itself and its employees, the certification PII Individual Certification Form .(fps://docs.gQQg(e.com/document/d/169JJP9YJmpBGNFOYbgrIxJeLDGMeE4Gq/edit). or PII Entity Certification Form (https://docs.google.com/document/d/11g8sINO7y V93-XD39umWASeOsIaYMcs/edit), [Download form from Hypertink] on an annual basis and Contractor's duty and obligation to certify shall continue as long as Contractor has direct access to any State databases containing PII. If Contractor uses any Subcontractors to perform services requiring direct access to State databases containing PII, the Contractor shall require such Subcontractors to execute and deliver the certification to the State on an annual basis, so long as the Subcontractor has access to State databases containing PII. https://osc.colorado.gov/state-of-colorado-purchase-order-terms-and-conditions#T&Cs 16/24 Section 12 : Software Piracy Prohibition. State or other public funds payable under this PO shall not be used for the acquisition, operation, or maintenance of computer software in violation of federal copyright laws or applicable licensing restrictions. Vendor hereby certifies and warrants that, during the term of this PO and any extensions, Vendor has and shall maintain in place appropriate systems and controls to prevent such improper use of public funds. If the State determines that Vendor is in violation of this provision, the State may exercise any remedy available at law or in equity or under this P0, including, without limitation, immediate termination of this PO and any remedy consistent with federal copyright laws or applicable licensing restrictions. Section 13: Information Technology. To the extent that Vendor provides physical or logical storage of State Records; Vendor creates, uses, processes, discloses, transmits, or disposes of State Records; or Vendor is otherwise given physical or logical access to State Records in order to perform Vendor's obligations under this P0, Vendor shall, and shall cause its subcontractors, to: A. provide physical and logical protection for all hardware, software, applications, and data that meets or exceeds industry standards and the requirements of this P0; B. maintain network, system, and application security, which includes, but is not limited to, network firewalls, intrusion detection (host and network), annual security testing, and improvements or enhancements consistent with evolving industry standards; C. comply with State and federal rules and regulations related to overall security, privacy, confidentiality, integrity, availability, and auditing; D. provide that security is not compromised by unauthorized access to workspaces, computers, networks, software, databases, or other physical or electronic environments; E. promptly report all Incidents, including Incidents that do not result in unauthorized disclosure or loss of data integrity, to a designated representative of the OIS; and F. comply with all rules, policies, procedures, and standards issued by the Governor's Office of Information Technology (01T), including project lifecycle methodology and governance, technical standards, documentation, and other requirements posted at https://oit.colorado.gov/standards-policies- guides/technical-standards-policies (https://oit.colorado.gov/standards-policies-guides/technical-standards- policies)_. Vendor shall not allow remote access to State Records from outside the United States, including access by Vendor's employees or agents, without the prior express written consent of OIS. Vendor shall communicate any request regarding non-U.S. access to State Records to the State. The State, acting by and through OIS, shall have sole discretion to grant or deny any such request. Section 14: Accessibility. Vendor shall comply with and the Work Product provided under this PO shall be in compliance with all applicable provisions of §524-85-101, et seq., C.R.S., and the Accessibility Standards for Individuals with a Disability, as established by Oa pursuant to Section §24-85-103 (2.5), C.R.S. Vendor shall also comply with all State of Colorado https://osc.colorado.govlstate-of-colorado-purchase-order-terms-and-conditions#T&Cs 17/24 4FZWZO,4:UU YM Jtate Ur I.UIUrdUU rurcnase QIUtlf Ielina dilU !UMW lb I VOL. technology standards related to technology accessibility and with Level AA of the most current version of the Web Content Accessibility Guidelines (WCAG), incorporated in the State of Colorado technology standards. Vendor shall indemnify, save, and hold harmless the Indemnified Parties against any and all costs, expenses, claims, damages, liabilities, court awards and other amounts (including attorneys' fees and related costs) incurred by any of the Indemnified Parties in relation to Vendor's failure to comply with SS24-85-101, et seq., C.R.S., or the Accessibility Standards for Individuals with a Disability as established by OIT pursuant to Section §24-85-103 (2.5), C.R.S. The State may require Vendor's compliance to the State's Accessibility Standards to be determined by a third party selected by the State to attest to Vendor's Work Product and software is in compliance with §S24-85-101, et seq., C.R.S., and the Accessibility Standards for Individuals with a Disability as established by OIT pursuant to Section §24-85-103 (2.5), C.R.S. ADDENDUM 2 : Additional Terms & Conditions for Federal Provisions IF ANY PART OF THIS PO HAS BEEN FUNDED, IN WHOLE OR IN PART, WITH FEDERAL FUNDS, THE FOLLOWING PROVISIONS SHALL ALSO APPLY TO THIS P0. Section 1: Applicability of Provisions. The Contract or Purchase Order to which these Federal Provisions are attached has been funded, in whole or in part, with an Award of Federal funds. In the event of a conflict between the provisions of these Federal Provisions, the Special Provisions, the body of the Contract or Purchase Order, or any attachments or exhibits incorporated into and made a part of the Contract or Purchase Order, the provisions of these Federal Provisions shall control. Section 2 : Compliance. Contractor shall comply with all applicable provisions of the Transparency Act, all applicable provisions of the Uniform Guidance, and the regulations issued pursuant thereto, including but not limited to these federal Provisions. Any revisions to such provisions or regulations shall automatically become a part of these Federal Provisions, without the necessity of either party executing any further instrument. The State of Colorado may provide written notification to Contractor of such revisions, but such notice shall not be a condition precedent to the effectiveness of such revisions. https://osc.colorado.pov/state-of-colorado-purchase-order-terms-and-conditions#T&Cs 18/24 Section 3 : System for Award Management (SAM) and UNIQUE ENTITY ID Requirements. SAM. Contractor shall maintain the currency of its information in SAM until the Contractor submits the final financial report required under the Award or receives final payment, whichever is later. Contractor shall review and update SAM information at least annually after the initial registration, and more frequently if required by changes in its information. Unique Entity ID. Contractor shall provide its Unique Entity ID to its Recipient, and shall update Contractor's information at http://www.sam.gov (http://www.sam.gov) at least annually after the initial registration, and more frequently if required by changes in Contractor's information. Section 4: Contract Provisions Required by Uniform Guidance Appendix II to Part 200. A. Contracts for more than the simplified acquisition threshold, which is the inflation adjusted amount determined by the Civilian Agency Acquisition Council and the Defense Acquisition Regulations Council (Councils) as authorized by 41 U.S.C. 1908, must address administrative, contractual, or legal remedies in instances where contractors violate or breach contract terms, and provide for such sanctions and penalties as appropriate. The simplified acquisitions threshold is $250,000 B. All contracts in excess of $10,000 must address termination for cause and for convenience by the non- Federal entity including the manner by which it will be effected and the basis for settlement. C. Equal Employment Opportunity. Except as otherwise provided under 41 CFR Part 60, all contracts that meet the definition of "federally assisted construction contract" in 41 CFR Part 60-1.3 must include the equal opportunity clause provided under 41 CFR 60-1.4(b), in accordance with Executive Order 11246, "Equal Employment Opportunity" (30 FR 12319, 12935, 3 CFR Part, 1964-1965 Comp., p. 339), as amended by Executive Order 11375, "Amending Executive Order 11246 relating to Equal Employment Opportunity," and implementing regulations at 41 CFR Part 60, "Office of federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor." D. Davis-Bacon Act, as amended (40 U.S.C. 3141-3148). When required by Federal program legislation, all prime construction contracts in excess of $2,000 awarded by non-Federal entities must include a provision for compliance with the Davis-Bacon Act (40 U.S.C. 3141-3144, and 3146-3148) as supplemented by Department of Labor regulations (29 CFR Part 5, "Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction"). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week. The non-Federal entity must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation. The decision to award a contract or https://osc.colorado.govlstate-of-colorado-purchase-order-terms-and-conditions#T&Cs 19/24 '+l OILD,q.UU rivi JImC Ui LeVIUIdUU ruil.IIo u UCI1 ionna anV vvnUluvu0 v.'v subcontract must be conditioned upon the acceptance of the wage determination. The non-Federal entity must report all suspected or reported violations to the Federal awarding agency. The contracts must also include a provision for compliance with the Copeland "Anti-Kickback"Act (40 U.S.C. 3145), as supplemented by Department of Labor regulations (29 CFR Part 3, "Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States"). The Act provides that each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. The non-Federal entity must report all suspected or reported violations to the Federal awarding agency. E. Contract Work Hours and Safety Standards Act (40 U.S.C. 3701-3708). Where applicable, all contracts awarded by the non-Federal entity in excess of $100,000 that involve the employment of mechanics or laborers must include a provision for compliance with 40 U.S.C. 3702 and 3704, as supplemented by Department of Labor regulations (29 CFR Part 5). Under 40 U.S.C. 3702 of the Act, each contractor must be required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. The requirements of 40 U.S.C. 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous. These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence. F. Rights to Inventions Made Under a Contract or Agreement. If the Federal award meets the definition of "funding agreement" under 37 CFR § 401.2 (a) and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that "funding agreement," the recipient or subrecipient must comply with the requirements of 37 CFR Part 401, "Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements," and any implementing regulations issued by the awarding agency. G. Clean Air Act (42 U.S.C. 7401-7671q.) and the federal Water Pollution Control Act (33 U.S.C. 1251- 1387), as amended - Contracts and subgrants of amounts in excess of $150,000 must contain a provision that requires the non-Federal award to agree to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. 7401-7671 q) and the Federal Water Pollution Control Act as amended (33 U.S.C. 1251-1387). Violations must be reported to the Federal awarding agency and the Regional Office of the Environmental Protection Agency (EPA). H. Debarment and Suspension (Executive Orders 12549 and 12689) - A contract award (see 2 CFR 180.220) must not be made to parties listed on the government wide exclusions in the System for Award Management (SAM), in accordance with the OMB guidelines at 2 CFR 180 that implement Executive Orders 12549 (3 CFR part 1986 Comp., p. 189) and 12689 (3 CFR part 1989 Comp., p. 235), "Debarment and Suspension." SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549. I. Byrd Anti-Lobbying Amendment (31 U.S.C. 1352) - Contractors that apply or bid for an award exceeding $100,000 must file the required certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an https://osc.colorado.gov/state-of-colorado-purchase-order-terms-and-conditions#T&Cs 20/24 employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the non-Federal award. J. Prohibition on certain telecommunications and video surveillance services or equipment 52 CFR 200.216 i. Recipients and sub recipients are prohibited from obligating or expending loan or grant funds to: a. Procure or obtain; b. Extend or renew a contract to procure or obtain; or c. Enter into a contract (or extend a contract) to procure or obtain equipment, services, or systems that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system. As described in Public Law 115-232, section 889, covered telecommunications equipment is telecommunications equipment produced by Huawei Technologies Company or ZTE Corporation (or any subsidiary or affiliate of such entities). K. Contracts with small and minority businesses, women's business enterprises, and labor surplus area firms. (2 CFR S200.321). The non-Federal entity must take all necessary affirmative steps to assure that minority businesses, women's business enterprises, and labor surplus area firms are used when possible. L. Domestic preferences for procurements. (2 CFR S200.322) As appropriate and to the extent consistent with law, the non-Federal entity should, to the greatest extent practicable under a Federal award, provide a preference for the purchase, acquisition, or use of goods, products, or materials produced in the United States (including but not limited to iron, aluminum, steel, cement, and other manufactured products). The requirements of this section must be included in all subawards including all contracts and purchase orders for work or products under this award. M. Procurement of recovered materials. (2 CFR S200.323)A non-Federal entity that is a state agency or agency of a political subdivision of a state and its contractors must comply with section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 CFR part 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines. Section 5: Termination for Convenience of the Government. Pursuant to 54.2 of these Federal Provisions, the State of Colorado may terminate this contract, in whole or in part, when it is in the Government's interest. Solicitations and contracts shall include clauses as required by FAR 49.502 (2023). Termination for convenience of the government shall comply with the following provisions of the Federal Acquisition Regulations: A. For Fixed Price Contracts: FAR 52.249-2 (2023) https://osc.colorado.gov/state-of-colorado-purchase-order-terms-and-conditions#T&Cs 21/24 4/28/25,4:00 F'M Jtate of uoioraao rurcnase urger terms anu�onuiuuns I uoi, B. For Contracts for Personal Services: FAR 52.249-12 (2023) C. For Construction Contracts for Dismantling, Demolition, or Removal of Improvements: FAR 52.249-3 (2023) D. For Educational and Other Nonprofit Institutions: FAR 52.249-5 (2023) Section 6: Event of Default. Failure to comply with these Federal Provisions shall constitute an event of default under the Contract and the State of Colorado may terminate the Contract upon 30 days prior written notice if the default remains uncured five calendar days following the termination of the 30 day notice period. This remedy will be in addition to any other remedy available to the State of Colorado under the Contract, at law or in equity. For more information contact: Ryan Yarrow ryan.yarrow®state.co.us (mailto:ryan,yarrow®state.co.us). Contact Office of the State Controller 1525 Sherman St. Denver, CO 80203 Contacts (/contact-list-directories). DPAAccessibilitySpport (Ftt ps://dpa,colorado.gov/dpa-accessibility-supp Et). ADA Notice (https://dpa.colorado.gav/dpa-accessibility-support/ada-notice). Main Units • Financial Operations Ft Reporting_(/financial-operations), https://osc.colorado.gov/state-of-colorado-purchase-order-terms-and-conditions#T&Cs 22/24 • State Purchasing It Contracts Office (Lssp�), • CORE Operations (/core-operations). • Grants (Lgrants). • State Office of Risk Management (/sorm). Quick Links • Central Payroll (/financial-operations/central-payroll), • Travel Fiscal Rule (/financial-operations/fiscal-rules-procedures/travel-fiscal-rule). • Central Contracts (/spco/ccu), • Alpha Index (/alpha-index) Related Sites Department of Personnel Et Administration (https://dpa.colorado.gov). Public Notice to All DPA Vendors & Contractors As of July 1, 2024, all digital resources provided or procured by the Department of Personnel Et Administration (DPA) must meet all applicable Level A and AA success criteria of the current non-draft version of the Web Content Accessibility Guidelines (WCAG). This includes all websites, software, and https://osc.colorado.gov/state-of-colorado-purchase-order-terms-and-conditions#T&Cs 23/24 4/2S/2b,4;UU F'M state of L.oiorauo rurcnasa km urn WI na ea nu l.unutLIUnb I v� other information and communication technology (ICT) created, provided, managed, or maintained by third-parties (vendors and contractors). Learn more at Public Notice to All DPA Vendors &t Contractors (https://dpa.colorado.gov/public-notice-to-all-dp.a= vendors-contractors). O 2025 State of Colorado I Transparency Online (hltps://data.colorado.gov/stories/s/fjyf-bdat). I General Notices (https://www.colorado,goL/_general-notices). https://osc.colorado.gov/state-of-colorado-purchase-order-terms-and-conditions#T&Cs 24/24 Entity Information Entity Name* Entity ID* New Entity?To add a vendor in COLORADO DEPT OF PUBLIC @00001 926 Banner, please email vendor HEALTH;ENVIRONMENT data to vbanner@weld.gov. 1.1 Suppliers will begin pulling from Workday on 1 /5/2026. Contract Name* Contract ID Parent Contract ID CDPHE PREVENTATIVE BLOCK GRANT FOR DATA 101 99 COLLECTION FOCUS GROUP Requires Board Approval Contract Lead* YES Contract Status BFRITZ CTB REVIEW Department Project # Contract Lead Email bfritz@weld.gov;Health- Contracts@weld.gov Contract Description* CDPHE PREVENTATIVE BLOCK GRANT FOR DATA COLLECTION FOCUS GROUP Contract Description 2 Contract Type* Department Requested BOCC Agenda Due Date GRANT HEALTH Date* 1 2/2 5/202 5 12/29/2025 Amount* Department Email $30,000.00 CM-Health@weld.gov Will a work session with BOCC be required?* NO Renewable* Department Head Email NO CM-Health- Does Contract require Purchasing Dept. to be DeptHead@weld.gov included? Automatic Renewal County Attorney Grant GENERAL COUNTY IGA ATTORNEY EMAIL County Attorney Email CM- COUNTYATTORNEY@WEL D.GOV If this is a renewal enter previous Contract ID If this is part of a MSA enter MSA Contract ID Note: the Previous Contract Number and Master Services Agreement Number should be left blank if those contracts are not in OnBase Contract Dates Effective Date Review Date* Renewal Date 09/30/2026 Termination Notice Period Expiration Date* Committed Delivery Date 09/30/2026 Contact Information Contact Info Contact Name Contact Type Contact Email Contact Phone 1 Contact Phone 2 Purchasing Purchasing Approver Purchasing Approved Date Approval Process Department Head Finance Approver Legal Counsel ESTHER GESICK RUSTY WILLIAMS BYRON HOWELL DH Approved Date Finance Approved Date Legal Counsel Approved Date 12/22/2025 12/22/2025 12/22/2025 Final Approval BOCC Approved Tyler Ref# AG 122925 BOCC Signed Date Originator BOCC Agenda Date BFRITZ 12/29/2025 Hello