HomeMy WebLinkAbout20031643.tiff RESOLUTION
RE: APPROVE 2003-2004 CONTRACT FOR SINGLE ENTRY POINT AND UTILIZATION
REVIEW AGENCY 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 the 2003-2004 Contract for Single Entry
Point and Utilization Review Agency 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 Health Care Policy
and Financing, commencing July 1, 2003, and ending June 30, 2004, 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 2003-2004 Contract for Single Entry Point and Utilization
Review Agency 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 Health Care Policy and Financing 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 25th day of June, A.D., 2003.
BOARD OF COUNTY COMMISSIONERS
_�D 'A+` WE OUN ,O ORADO
ATTEST:���^ f
id E. Lon , C Weld County Clerk to p1ei2Iem
•
BY:
Deputy Clerk to the
. J. eile 7
AP D AS TO F mil, ' tl!�—
William H. Jerk&
ounty Attor y
Glenn Vaad
Date of signature: 7/7
2003-1643
HR0074
(i6 R
Approved Waivered Contract
Agency or Department Name
Health Care Policy&Financing
Department or Agency Number
UHA
Contract Routing Number
o23oy-,.3)q
CONTRACT
THIS CONTRACT, made this 1s`day of July 2003, by and between the State of Colorado
for the use and benefit of the Department of Health Care Policy and Financing, 1570
Grant St.,Denver, Colorado 80203, hereinafter referred to as the State or the Department,
and Weld County Division of Human Services' Area Agency on Aging by and through
the Weld County Board of Commissioners, 1551 North 17th Avenue, P. O. Box 1805,
Greeley, CO 80631,hereinafter referred to as the Contractor.
I. Recitals
WHEREAS, authority exists in the law and funds have been budgeted, appropriated and
otherwise made available and a sufficient unencumbered balance thereof remains
available for payment in the Single Entry Point program, in the Colorado Financial
Reporting Systems (COFRS) Fund Number 100 , Appropriation Code Number 175;
and Encumbrance Number S C U Ito ay-,,.3i4 ; and
WHEREAS, required approval, clearance and coordination has been accomplished from
and with appropriate agencies; and
WHEREAS, the Contractors offer was selected in accordance with State law; and
WHEREAS, the Department is authorized,pursuant to Sections 26-1-103(7) and 26-4-521,
et seq., C.R.S. (2002), to contract with designated Single Entry Point agencies to serve as
independent Contractors for the administration of long term care programs; and
WHEREAS, the Department has designated the Contractor to be the district Single Entry
Point and Utilization Review agency for Weld County; and
WHEREAS, the Department has approved certification of the Contractor as a Single Entry
Point agency; and
WHEREAS, as of the date of the execution of this Contract, the Contractor meets all
statutory and regulatory requirements for entering into this Contract; and
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NOW THEREFORE, subject to the terms, conditions, provisions and limitations
contained in this contract, the State and the Contractor agree as follows:
II. SCOPE OF WORK
A. Contractor shall perform the functions of Single Entry Point agencies as defined by
Sections 26-4-507 and 26-4-522, C.R.S. (2002), as amended, and the rules and regulations
applicable to the Department and the Single Entry Point system (hereafter referred to as
"state regulations"). These state regulations may be found in the Code of Colorado
Regulations (CCR) at 10 CCR §2505-10.
B. Contractor shall perform its obligations hereunder in conformity with the provisions of
Title XIX of the Social Security Act, other relevant federal and state laws and all pertinent
federal and state regulations promulgated pursuant thereto; including, without limitation,
the Colorado Human Services Code, Section 26-1-101, et seq., C.R.S. (2002), and those
applicable portions of the Staff Manuals of the Colorado Department of Human Services
and the Colorado Department of Health Care Policy and Financing: Volume 3, entitled
"Income Maintenance," 9 CCR §2503-1; Volume 5, entitled "Finance and Accounting," 11
CCR §2508-1; Volume 8, entitled "Medical Assistance," 10 CCR §2505-10; and Volume
10, entitled "Services for the Aging," 12 CCR §2510-1, as all the foregoing provide on the
date this Contract is executed, and as they may later be amended.
C. 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 Department prescribed form, determining functional
eligibility, development and implementation of a care plan, on-going case management,
monitoring of clients, reassessment, and case closure.
D. Contractor shall perform all necessary administrative functions for the operation of Single
Entry Point agencies, as defined in the state statutes and regulations, including but not
limited to such matters as the following:
(1) establishing a community advisory committee for the purpose of providing public
input and guidance for Single Entry Point agency operation;
(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 set forth by the Department;
(4) maintaining adequate liability insurance to meet the Department's minimum
requirements for contract agencies;
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(5) information management: collecting and reporting of summary and client-specific
data pertaining to information and referral services provided by the agency,
program eligibility determination, financial eligibility determination, care planning,
service authorization,resource development, and fiscal accountability;
(6) record keeping: maintaining client records in accordance with program
requirements, including the documentation of all case activities, the monitoring of
service delivery, and service effectiveness;
(7) resource development: establishing a resource development committee and
facilitating the development of local resources to meet the long term care needs of
individuals who reside within the Single Entry Point district served by the
Contractor;
(8) protecting the confidentiality of all applicant and recipient records;
(9) protecting the client's rights as defined by the Department under applicable
programs;
(10) providing access to clients, service providers and others during normal business
hours at a client accessible office;
(11) maintaining staff to operate at least forty (40) hours per week, during normal
business hours, Monday through Friday, excluding holidays;
(12) providing a telephone system and trained staff to ensure timely response to
telephone calls, after hours messages/referrals, access to telecommunications
devices and/or interpreters for the hearing and vocal impaired, and access to foreign
language interpreters as needed; and
(13) conducting an annual survey of a random sample of clients to determine level of
satisfaction with services proved by the agency to conform with guidelines
provided by the Department.
E. Contractor shall comply with the standards as outlined in the state statutes and
regulations, 10 CCR §2505-10: sections 8.390 through 8.539, for the operation of the
Single Entry Point agency which include, but are not limited to the following:
(1) Contractor shall afford appropriate and timely access to services for all clients and
shall facilitate the application process for potentially eligible individuals and
respond in a timely manner to all referrals of eligible clients;
(2) Contractor shall provide thorough assessments of care needs and resources to assure
the most appropriate targeting of all private and public long term care resources to
the needs of the clients. Such targeting shall not supplant but shall support self
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care, family care and other informal community care. Contractor shall assure
through the prior authorization review process that long-term care clients, who
receive case management services under the Contractor, receive types and
amounts of Medicaid-funded skilled and non-skilled Community-Based Services
that do not exceed the types and amounts medically and/or functionally required
by each client and in compliance with Medicaid rules.
(3) Contractor shall review Prior Authorization Requests and conduct a thorough
assessment using the state uniform assessment tool for Medicaid funded Long-
Term Home Health Services for clients 18 years of age and older. Contractor
shall determine compliance with Medicaid rules, and shall approve, deny or return
the Prior Authorization Request to the Home Health Agency for additional
information. The Contractor shall inform the Department of any significant
increases in skilled services.
(4) The Department shall monitor a representative sample of Single Entry Point
clients who are receiving Home and Community-Based Services (HCBS) non-
skilled care services and those receiving Long-Term Home Health Services.
Based on standards set by the Department and communicated to the Contractor in
training materials, the Department shall monitor this sample to ascertain that
clients are being approved by the Contractor to receive only those types and
amounts of Medicaid-funded Long-Term Home Health services and HCBS that
do not exceed the types and amounts medically and/or functionally required by
each client and in compliance with Medicaid rules.
(5) Contractor shall process paperwork in a timely and accurate manner to promote
timely service to clients;
(6) Contractor shall provide accurate and timely documentation of client and agency
activities; and
(7) Contractor shall not provide direct services unless a waiver is approved by the
Department based on criteria set forth in the state regulations for Single Entry Point
agencies.
(8) The Contractor shall maintain a complaint log. The complaint log shall include,
at a minimum, the complaint, the resolution, and the dates of contact. The
complaint log shall be available for review by the Department upon request.
Complaints regarding quality of care issues against a provider shall be forwarded
to the Health Facilities Division within two business days.
(9) The Contractor shall verify that each HCBS client has received service every 30
days. If a client does not receive a service for 30 days, the Contractor shall notify
the client of ineligibility of waiver services and appeal rights.
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F. Contractor shall certify adult foster care facilities within the Single Entry Point district in
accordance with the Department rules for adult foster care (10 CCR 2505-10, section
8.483).
G. Contractor shall provide thorough assessments and determine functional eligibility using the
State prescribed form for all clients requesting publicly funded long term care programs,
including, but not limited to Medicaid nursing facility care, Home and Community-Based
Services for the Elderly, Blind and Disabled (HCBS-EBD), Home and Community-Based
Services for Persons Living with AIDS (HCBS-PLWA), Home and Community-Based
Services for Persons with Brain Injury (HCBS-BI), Home and Community-Based Services
for Mental Illness (HCBS-MI), Home Care Allowance, Adult Foster Care, Consumer
Directed Attendant Support (CDAS), Long-Term Home Health for clients 18 years of age
and older, Program of All Inclusive Care for the Elderly (PACE) and certain in-home
services available under the federal "Older Americans Act of 1965, as amended".
H. Contractor shall provide case management functions to recipients of publicly funded long
term care programs, including, but not limited to Home and Community-Based Services for
the Elderly, Blind and Disabled (HCBS-EBD), Home and Community-Based Services for
Persons Living with AIDS (HCBS-PLWA), Home and Community-Based Services for
Persons with Brain Injury (HCBS-BI), Home and Community-Based Services for Mental
Illness (HCBS-MI), Home Care Allowance, Adult Foster Care, Consumer Directed
Attendant Support (CDAS), Long-Term Home Health for clients 18 years of age and older,
and certain in-home services available under the federal "Older Americans Act of 1965, as
amended". 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 and federal statutes and regulations, as they exist on the date this Contract
is executed, and as they may later be amended. Contractor shall cooperate with the
Department and the community center boards in the admission of clients with
developmental disabilities to the HCBS-EBD Program.
I. In accordance with 10 CCR 2505-10, Section 8.392.4, entitled "PRIVATE PAY
CLIENTS," the Contractor shall provide case management services to persons able to pay
privately for such services within two years of Contractor implementation.
J. Contractor shall develop procedures for the transfer of clients from one county to another
within the Single Entry Point district and from one district to another in accordance with
the state statutes and regulations.
K. Contractor shall provide staff who meet the qualifications set forth in the state statutes and
regulations, to perform the following functions: administrative/supervisory, and case
management.
L. Contractor shall employ or contract with a licensed medical professional to be
available to staff for consultation regarding medical and diagnostic concerns and long-
term home health prior authorization for SEP clients.
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M. Contractor shall be considered for certification by the Department in accordance with
standards and requirements set forth in the state statutes and regulations. Decisions
about certification shall be based upon but not limited to on-site visits and other evaluation of
agency performance in the following areas: quality of services provided; compliance with
program requirements, including case management standards adopted by the Department;
timeliness; performance of administrative functions, including reasonable cost per client,
timely responses, managing programs in one consolidated unit, on-site visits to clients,
community coordination and outreach, and client monitoring; targeting of populations served;
and financial accountability.
N. In accordance with procedures set forth in applicable state statutes and regulations,
Contractor performance shall be reviewed by the Department or its designee on an ongoing
basis. Contractor shall be notified within 30 days of the outcome of such reviews, which
may result in approval, provisional approval, denial, or termination of certification. For the
purpose of monitoring the Contractor and making certification recommendations, the
Department may designate an agent such as (but not limited to) the Colorado Department of
Human Services.
O. Contractor shall identify appropriate State clients who may be deinstitutionalized from
nursing facilities and who are determined to be appropriate to be served under community-
based care.
P. The Contractor shall attend Administrative Law Judge hearings and defend decisions when
the Single Entry Point agency has made a denial or adverse action against a client and the
client chooses to appeal. The Contractor shall follow the regulations 10 CCR 2505-10,
Sections 8:057 et seq.
Q. The Contractor shall submit Department required information electronically upon
notification by the Department.
III. GENERAL PROVISIONS
1. Order of Precedence
In the event of conflicts or inconsistencies between this contract and its exhibits
or attachments, such conflicts or inconsistencies shall be resolved by reference to
the document in the following order of priority:
A. Colorado Special Provisions, pages 23 and 24
B. Contract, pages 1 to_22
C. Exhibit A
D. Exhibit B
Page 6 of 24
2. Performance Period
The contract shall be effective upon approval by the State Controller, or designee,
or on July 1, 2003, whichever is later. The contract performance contemplated
herein shall commence as soon as practicable after the effective date of this
contract and shall be undertaken and performed in the sequence and manner set
forth in the scope of work identified in Paragraph II and extend through June 30.
2004.
3. Compensation/Maximum Payable
A. Payment pursuant to this contract will be made as earned, in whole or in
part, from available State funds encumbered in an amount not to exceed
$502,607 for the purchase of the within-described services.
4. Billing/Payment Procedure
Unless otherwise provided, and where appropriate, the State shall establish billing
procedures and pay the Contractor the contract price or rate for services
performed and accepted pursuant to the terms of this contract, based on the
submission of statements on forms and in a manner prescribed by the State.
Payments pursuant to this contract shall be made as earned, in whole or in part,
• from available funds encumbered for the purohase of the described services. The
liability of the State, at any time, for such payments shall be limited to the amount
remaining of such encumbered funds. Incorrect payments to the Contractor due
to omission, error, fraud, or defalcation shall be recovered from the Contractor by
deduction from subsequent payment under this contract or other contracts
between the State and the Contractor, or by the State as a debt due to the State.
The Department shall pay reasonable, allocable, allowable costs of performance
as provided in this contract. Unless otherwise provided, and where appropriate:
A. The State shall establish billing procedures and pay the Contractor the
reasonable, allocable, and allowable costs for work performed under this
contract, based on the submission of monthly statements in the format
prescribed by the State. To be permitted and considered for payment, billings
for payment pursuant to this contract must be received within 30 days after the
period for which payment is being requested and final billings on the contract
must be received by the State within 30 days after the end of the contract term.
All goods and services purchased under this Single Entry Point contract shall
be received by the Contractor by the last day of the contract period, 24-75-102
C.R.S. (2002), or as required by State policies and regulations.
B. 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. The liability of the State, at any time, for such payments shall be
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limited to the amount remaining of such encumbered funds.
C. In the event this contract is terminated, final payment to the Contractor may
be withheld at the discretion of the State until completion of final audit.
D. Incorrect payments to the Contractor due to omission, error, fraud, or
defalcation shall be recovered from the Contractor by deduction from
subsequent payment under this contract or other contracts between the State
and the Contractor, or by the State as a debt due to the State. The Contractor
shall submit requests for reimbursement monthly, stating in the invoice a
detailed description of the amounts of services performed and description of
reimbursable expenses. The Uniform Administrative Requirements for Grants
and Cooperative agreements to State and Local Governments (the "Common
Rule"), and the applicable Office of Management and Budget (OMB)
Circulars cited therein, shall govern the allowability and allocability of costs
under this contract. The State and federal government reserves the right to
audit the Contractor's books and records for a period of three years after
contract expiration or termination in order to assure compliance with the
contract terms and to validate the allowability of costs paid under this
contract. Any billings not permissible or costs not allowable shall be
reimbursed by the Contractor, or offset against current and future obligations
due by the State to the Contractor, at the State's election. If an audit by or on
behalf of the federal and/or state government has begun but is not completed at
the end of the three (3) year period, or if audit findings have not been resolved
after a three (3) year period, the materials shall be retained until the resolution
of the audit findings. Contractors and sub-contractors shall retain automated
and manual records in a condition and manner which shall enable transfer or
transmission to other organizations. In the eventuality that a contract and/or
sub-contract are terminated, the Contractor and/or sub-contractors shall
cooperate with the Department in the transmission or transferring of records as
necessary to a designated organization.
E. Contractor is subject to and agrees to honor and abide by Single Entry Point
regulations in regard to settlement required of differences between payments
by the Department to the Contractor and allowed expenditures incurred by the
Contractor for the Contractor's operation of the Single Entry Point contract.
Any unexpended funds remaining at the end of the contract term shall be
refunded by the contractor and may be offset against current and future
obligations due by the State to the Contractor.
F. The State shall establish billing procedures and reimburse the Contractor in
such amounts as may from time to time be specified by the State pursuant to
applicable federal and state statutes and regulations, including the Colorado
Medical Assistance Act Section 26-4-101 et seq., C.R.S. (2002), as amended,
and the State Rules for the Long Term Care Single Entry Point System, as such
statutes and rules currently exist or may hereafter be amended. State funds shall
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be allocated to each Single Entry Point agency based on the number of counties
in a district and the average number of clients sewed in community-based care
programs in that district during each quarter of the contract term.
G. The Contractor shall submit monthly expenditure statements, using forms,
procedures and within time frames prescribed by the State. Failure to submit
the expenditure statements or to enter expenditures in the County Fiscal
Management System (CFMS) within the time frames established by the
Department may result in the withholding of payments by the Department
until the statements are received. Total compensation to the Contractor under
this contract shall not exceed the limitation contained in the General Provision
entitled "Price/Cost".
H. The Contractor shall receive state and federal funds in monthly payments from
the State. Allowable agency expenditures are set forth by Federal rules, CFR
Title 45, Part 74, Appendix G; Office of Management and Budget Circular A-
87 or A-122, whichever is applicable; and the U.S. Department of Health and
Welfare, December 1976, Cost Principles and Procedures for Establishing Cost
Allocation Plans and Indirect Cost Rates for Grants and Contracts with the
Federal Government as indicated presently or amended in the future.
5. Health Insurance Portability& Accountability Act of 1996 ("HIPAA").
Federal law governing the privacy of certain health information requires a
"Business Associate Contract" between the State and the Contractor. 45 CFR
Section 164.504(e). Attached and incorporated herein by reference is a HIPAA
Business Associate Addendum for HIPAA compliance.
6. Legal Authority
The Contractor warrants that it possesses the legal authority to enter into this
contract and that it has taken all actions required by its procedures, by-laws,
and/or applicable laws to exercise that authority, and to lawfully authorize its
undersigned signatory to execute this contract and to bind the Contractor to its
terms. The person(s) executing this contract on behalf of the Contractor
warrant(s) that such person(s) have full authorization to execute this contract.
7. Inspection and Acceptance
The State reserves the right to inspect services provided under this contract at all
reasonable times and places during the term of the contract. "Services" as used in
this clause include services performed or tangible material produced or delivered
in the performance of services. If any of the services do not conform with
contract requirements, the State may require the Contractor to perform the
services again in conformity with contract requirements, with no additional
payment. When defects in the quality or quantity of service cannot be corrected
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by reperformance, the State may (1) require the Contractor to take necessary
action to ensure that the future performance conforms to contract requirements
and (2) equitably reduce the payment due the Contractor to reflect the reduced
value of the services performed. These remedies in no way limit the remedies
available to the State in the termination provisions of this contract, or remedies
otherwise available at law.
8. Remedies
In addition to any other remedies provided for in this contract, and without
limiting its remedies otherwise available at law, the State may exercise the
following remedial actions if the Contractor substantially fails to satisfy or
perform the duties and obligations in this contract. Substantial failure to satisfy
the duties and obligations shall be defined to mean significant insufficient,
incorrect or improper performance, activities, or inaction by the Contractor.
These remedial actions are as follows:
A. Suspend Contractor's performance pending necessary corrective action as
specified by the State without Contractor's entitlement to adjustment in
price/cost or schedule; and/or
B. Withhold payment to Contractor until the necessary services or corrections
in performance are satisfactorily completed; and/or •
C. Request the removal from work on the contract of employees or agents of
the Contractor whom the State justifies as being incompetent, careless,
insubordinate, unsuitable, or otherwise unacceptable, or whose continued
employment on the contract the State deems to be contrary to the public
interest or not in the best interest of the State; and/or
D. Deny payment for those services or obligations which have not been
performed and which, due to circumstances caused by Contractor, cannot
be performed, or if performed would be of no value to the State. Denial of
the amount of payment must be reasonably related to the value of work or
performance lost to the State.
E. Terminate the contract for default.
The above remedies are cumulative and the State, in its sole discretion, may
exercise any or all of them individually or simultaneously.
9. Termination for Convenience
The State may terminate this contract at any time the State determines that the
purposes of the distribution of State moneys under the contract would no longer
be served by completion of the project. The State shall effect such termination by
giving written notice of termination to the Contractor and specifying the effective
date thereof, at least twenty (20) days before the effective date of such
termination. The contractor may terminate this contract by giving the State at
least sixty (60) days written notice of its intent to terminate the Contract. In that
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event, all finished or unfinished documents, data, studies, surveys, drawings,
maps, models, photographs, and reports or other material prepared by the
Contractor under this contract shall, at the option of the State, become its
property, and the Contractor shall be entitled to receive just and equitable
compensation for any satisfactory services and supplies delivered.
If the contract is terminated by the State as provided herein, the Contractor will be
paid an amount which bears the same ratio to the total compensation as the
services satisfactorily performed bear to the total services of the Contractor
covered by this contract, less payments of compensation previously made,
provided, however, that if less than sixty percent (60%) of the services covered by
this contract have been performed upon the effective date of such termination, the
Contractor shall be reimbursed (in addition to the above payment) for that portion
of the actual out-of-pocket expenses (not otherwise reimbursed under this
contract) incurred by the Contractor during the contract period which are directly
attributable to the uncompleted portion of the services covered by this contract.
In no event shall reimbursement under this clause exceed the contract amount. If
this contract is terminated for cause, or due to the fault of the Contractor, the
Termination for Default/Cause provision shall apply.
10. Termination for Default/Cause
If, through any cause, the Contractor shall fail to fulfill, in a timely and proper
manner, its obligations under this contract, or if the Contractor shall violate any of
the covenants, agreements, or stipulations of this contract, the State shall
thereupon have the right to terminate this contract for cause by giving written
notice to the Contractor of its intent to terminate and at least ten (10) days
opportunity to cure the default or show cause why termination is otherwise not
appropriate. In the event of termination, all finished or unfinished documents,
data, studies, surveys, drawings, maps, models, photographs, and reports or other
material prepared by the Contractor under this contract shall, at the option of the
State, become its property, and the Contractor shall be entitled to receive just and
equitable compensation for any services and supplies delivered and accepted. The
Contractor shall be obligated to return any payment advanced under the
provisions of this contract.
Notwithstanding the above, the Contractor shall not be relieved of liability to the
State for any damages sustained by the State by virtue of any breach of the
contract by the Contractor, and the State may withhold any payment to the
Contractor for the purposes of mitigating its damages until such time as the exact
amount of damages due to the State from the Contractor is determined.
If after such termination it is determined, for any reason, that the Contractor was
not in default, or that the Contractor'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 the contract had been terminated
for convenience, as described herein.
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11. Insurance
A. The Contractor shall obtain, and maintain at all times during the term of
this agreement, insurance in the following kinds and amounts:
1) Standard Worker's Compensation and Employer Liability as required
by State statute, including occupational disease, covering all
employees on or off the work site, acting within the course and scope
of their employment.
2) General, Personal Injury, and Automobile Liability (including bodily
injury, personal injury, and property damage) minimum coverage:
a) Combined single limit of $600,000 if written on an occurrence
basis.
b) Any aggregate limit will not be less than $1,000,000.
c) Combined single limit of $600,000 for policies written on a
claims-made basis. The policy shall include an endorsement,
certificate, or other evidence that coverage extends two years
beyond the performance period of the contract.
d) If any aggregate limits are reduced below $600,000 because of
claims made or paid during the required policy period, the
Contractor shall immediately obtain additional insurance to restore
the full aggregate limit and furnish a certificate or other document
showing compliance with this provision.
B. The State of Colorado shall be named as additional insured on all liability
policies.
C. The insurance shall include provisions preventing cancellation without 45
days prior notice to the State by certified mail.
D. The Contractor shall provide certificates showing adequate insurance
coverage to the State within seven (7) working days of award or contract
execution, unless otherwise provided.
E. If the Contractor is a "public entity" within the meaning of the Colorado
Governmental Immunity Act, CRS 24-10-101, et seq., as amended
("Act"), the Contractor shall at all times during the term of this contract
maintain such liability insurance, by commercial policy or self-insurance,
as is necessary to meet its liabilities under the Act. Upon request by the
State, the Contractor shall show proof of such insurance.
Page 12 of 24
12. Representatives and Notice
a. Representatives. For the purpose of this contract, the individuals
identified below are hereby designated representatives of the respective
parties. Either party may from time to time designate in writing new or
substitute representatives:
For the State:
Gary A. Snider Director, Long Term Benefits
Name [the
For the Contractor:
Director, Weld Area Agency
Eva Jewell on Aging
Name Title
b. Authority. With respect to the representative of the State, such individual
shall have the authority to inspect and reject services, approve invoices for
payment, and act otherwise for the State, except with respect to the
execution of formal amendments to or termination of this agreement
pursuant to paragraphs 9 and 10.
c. Notices. All notices required to be given by the parties hereunder shall be
hand delivered or given by certified or registered mail to the individuals at.
the addresses set forth below. Either party may from time to time
designate in writing substitute addresses or persons to whom such notices
shall be sent.
For the State:
Individuals Name : Gary A. Snider
Department and Division: Health Care Policy and Financing
Long Term Benefits Division
Address: 1570 Grant Street
Denver, CO 80203
For the Contractor:
Individuals Name : Eva Jewell
Company Name: Weld Area Agency on Aging
Address: P. O. Box 1805
Greeley, CO 80632
Page 13 of 24
13. Assignment and Successors
The Contractor agrees not to assign rights or delegate duties under this contract or
subcontract any part of the performance required under the contract without the
express, written consent of the State. Except as herein otherwise provided, this
agreement shall inure to the benefit of, and be binding upon, the parties hereto and
their respective successors and assigns. This provision shall not be construed to
prohibit assignments of the right to payment to the extent permitted by Section 4-9-
318, CRS, provided that written notice of assignment adequate to identify the rights
assigned is received by the controller for the agency, department, or institution
executing this contract. Such assignment shall not be deemed valid until receipt by
such controller -- as distinguished from the State Controller -- and the Contractor
assumes the risk that such written notice of assignment is received by the controller
for the agency, department, or institution involved.
14. Force Majeure
Neither the Contractor nor the State shall be liable to the other for any delay in, or
failure of performance of, any covenant or promise contained in this contract, nor
shall any delay or failure constitute default or give rise to any liability for
damages if, and only to the extent that, such delay or failure is caused by "force
majeure." As used in this contract "force majeure" means acts of God; acts of the
public enemy; acts of the State and any governmental entity in its sovereign or
contractual capacity; fires; floods; epidemics; quarantine restrictions; strikes or
other labor disputes; freight embargoes; or unusually severe weather.
15. Third Party Beneficiaries
It is expressly understood and agreed that the enforcement of the terms and
conditions of this contract and all rights of action relating to such enforcement,
shall be strictly reserved to the State and the named Contractor. Nothing
contained in this agreement shall give or allow any claim or right of action
whatsoever by any other third person. It is the express intention of the State and
the Contractor that any such person or entity, other than the State or the
Contractor, receiving services or benefits under this agreement shall be deemed an
incidental beneficiary only.
16. Governmental Immunity
Notwithstanding any other provision of this [contract] to the contrary, 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, Section 24-10-101, et.seq., CRS, as
now or hereafter amended. The parties understand and agree that liability for
claims for injuries to persons or property arising out of negligence of the State of
Colorado, its departments, institutions, agencies, boards, officials and employees
is controlled and limited by the provisions of Section 24-10-101, et. seq., CRS, as
Page 14 of 24
now or hereafter amended and the risk management statutes, Section 24-30-1501,
et. seq., CRS, as now or hereafter amended.
17. Severability
To the extent that this contract may be executed and performance of the
obligations of the parties may be accomplished within the intent of the contract,
the terms of this contract are severable, and should any term or provision hereof
be declared invalid or become inoperative for any reason, such invalidity or
failure shall not affect the validity of any other term or provision hereof.
18. Waiver
The waiver of any breach of a term, provision, or requirement of this contract
shall not be construed or deemed as waiver of any subsequent breach of such
term,provision, or requirement, or of any other term, provision, or requirement.
19. Entire Understanding
This contract is intended as the complete integration of all understandings
between the parties. No prior or contemporaneous addition, deletion, or other
amendment hereto shall have any force 'or effect whatsoever, unless embodied
herein in writing. No subsequent novation, renewal, addition, deletion, or other
amendment hereto shall have any force or effect unless embodied in a writing
executed and approved pursuant to the State Fiscal Rules.
20. Survival of Certain Contract Terms
Notwithstanding anything herein to the contrary, the parties understand and agree
that all terms and conditions of this contract and the exhibits and attachments
hereto which may require continued performance, compliance, or effect beyond
the termination date of the contract shall survive such termination date and shall
be enforceable by the State as provided herein in the event of such failure to
perform or comply by the Contractor.
21. Modification and Amendment
This contract is subject to such modifications as may be required by changes in
Federal or State law, or their implementing regulations. Any such required
modification shall automatically be incorporated into and be part of this contract
on the effective date of such change as if fully set forth herein. Except as
provided above, no modification of this contract shall be effective unless agreed
to in writing by both parties in an amendment to this contract that is properly
executed and approved in accordance with applicable law.
22. Confidentiality of Records
The Contractor shall protect the confidentiality of all records and other materials
containing personally identifying information that are maintained in accordance
with the contract. Except as provided by law, no information in possession of the
Contractor about any individual constituent shall be disclosed in a form including
Page 15 of 24
identifying information without the prior written consent of the person in interest,
a minor's parent, or guardian. The Contractor shall have written policies
governing access to, duplication and dissemination of, all such information. The
Contractor shall advise its employees, agents and subcontractors, if any, that they
are subject to these confidentiality requirements. The Contractor shall provide its
employees, agents and subcontractors, if any, with a copy or written explanation
of these confidentiality requirements before access to confidential data is
permitted.
23. COMPLIANCE WITH APPLICABLE LAW
The Contractor shall at all times during the execution of this contract strictly
adhere to, and comply with, all applicable Federal and State laws, and their
implementing regulations, as they currently exist and may hereafter be amended,
which are incorporated herein by this reference as terms and conditions of this
contract. The Contractor shall also require compliance with these statutes and
regulations in subcontracts and subgrants permitted under this contract. The
Federal laws and regulations include:
Age Discrimination Act of 1975 42 U.S.C. Sections 6101,et seq.
Age Discrimination in Employment 29 U.S.C. 621-634
Act of 1967
Americans with Disabilities Act 42 U.S.C. 12101, et seq.
of 1990 (ADA)
Equal Pay Act of 1963 29 U.S.C. 206(d)
Immigration Reform and Control 8 U.S.C. 1324b
Act of 1986
Section 504 of the Rehabilitation 29 U.S.C. 794
Act of 1973
Title VI of the Civil Rights Act 42 U.S.C. 2000d
of 1964
Title VII of the Civil Rights Act 42 U.S.C. 2000e
of 1964
Title IX of the Education Amendment 20 U.S.C. 1681, et seg.
of 1972
Section 24-34-302, et seq., Colorado Revised Statutes 1997, as amended
Page 16 of 24
The Contractor also shall comply with any and all laws and regulations
prohibiting discrimination in the specific program(s) which is/are the subject of
this contract. In consideration of and for the purpose of obtaining any and all
Federal and/or State financial assistance, the Contractor makes the following
assurances, upon which the State relies.
A. The Contractor will not discriminate against any person on the basis of
race, color, national origin, age, sex, religion and handicap, including
Acquired Immune Deficiency Syndrome (AIDS) or AIDS-related
conditions, in performance of work under this contract.
B. At all times during the performance of this contract, no qualified
individual with a disability shall, by reason of such disability, be excluded
from participation in, or denied benefits of the service, programs, or
activities performed by the Contractor, or be subjected to any
discrimination by the Contractor.
C. The Contractor shall take all necessary affirmative steps, as required by 45
CFR 92.36(e) and (Colorado Executive Order, Procurement Rules), to
assure that small and minority businesses and women's business
enterprises are used, when possible, as sources of supplies, equipment,
construction, and services purchased under this contract.
24. Licenses, Permits, and Responsibilities
Contractor certifies that, at the time of entering into this contract, it has currently
in effect all necessary licenses, certifications, approvals, insurance, permits, etc.
required to properly perform the services and/or deliver the supplies covered by
this contract. The Contractor warrants that it will maintain all necessary licenses,
certifications, approvals, insurance, permits, etc. required to properly perform this
contract, without reimbursement by the State or other adjustment in contract
price. Additionally, all employees of the Contractor performing services under
this contract shall hold the required licenses or certification, if any, to perform
their responsibilities. The Contractor further certifies that, if it is a foreign
corporation or other entity, it currently has obtained and shall maintain any
applicable certificate of authority to do business in the State of Colorado and has
designated a registered agent in Colorado to accept service of process. Any
revocation, withdrawal or non-renewal of necessary licenses, certifications,
approvals, insurance, permits, etc. required for the Contractor to properly perform
this contract, shall be grounds for termination of this contract by the State for
default.
25. Litigation Reporting
Unless otherwise provided, the Contractor shall promptly notify the State in the
event that the Contractor learns of any actual litigation in which it is a party
defendant. The Contractor, within ten (10) days after being served with a
summons, complaint, or other pleading in a case which involves services provided
under this contract and which has been filed in any Federal or State court or
Page 17 of 24
administrative agency, shall deliver copies of such document to the representative
designated in this contract, or in absence of such designation, to the chief
executive officer of the department, agency, or institution executing this contract
on behalf of the State.
26. Software Piracy Prohibition
No State or other public funds payable under this Contract shall be used for the
acquisition, operation or maintenance of computer software in violation of United
States copyright laws or applicable licensing restrictions. The Contractor hereby
certifies that, for the term of this Contract and any extensions, the Contractor has
in place appropriate systems and controls to prevent such improper use of public
funds. If the State determines that the Contractor is in violation of this paragraph,
the State may exercise any remedy available at law or equity or under this
Contract, including,without limitation, immediate termination of the Contract and
any remedy consistent with United States copyright laws or applicable licensing
restrictions.
27. Venue
The parties agree that venue for any action related to performance of this contract
shall be in the City and County of Denver, Colorado.
28. Federal Funding
This contract is subject to and contingent upon the continuing availability of
Federal funds for the purposes hereof.
29. Maintenance of Records
The Contractor shall maintain a complete file of all records, documents,
communications, and other written materials which pertain to the operation of
programs or the delivery of services under this contract, and shall maintain such
records for a period of six (6) years after the date of termination of this contract or
final payment hereunder, whichever is later, or for such further period as may be
necessary to resolve any matters which may be pending, or until an audit has been
completed with the following qualification: If an audit by or on behalf of the
federal and/or state government has begun but is not completed at the end of the
six (6) year period, or if audit findings have not been resolved after a six (6) year
period, the materials shall be retained until the resolution of the audit findings.
All such records, documents, communications and other materials shall be the
property of the State, and shall be maintained by the Contractor in a central
location and the Contractor shall be custodian on behalf of the State.
30. Audit, Inspection of Records, and Monitoring
The Contractor shall permit the State, Federal Government, or any other duly
authorized agent of a governmental agency to audit, inspect, examine, excerpt,
copy and/or transcribe Contractor's records during the term of this contract and
for a period of three (3) years following termination of this contract or final
Page 18 of 24
payment hereunder, whichever is later, to assure compliance with the terms
hereof, or to evaluate the Contractor's performance hereunder. The Contractor
shall also permit these same described entities to monitor all activities conducted
by the Contractor pursuant to the terms of this contract. As the monitoring
agency may in its sole discretion deem necessary or appropriate, such monitoring
may consist of internal evaluation procedures, examination of program data,
special analyses, on-site checking, formal audit examinations, or any other
reasonable procedure. All such monitoring shall be performed in a manner that
will not unduly interfere with contract work.
31. Federal Audit Provisions
The Office of Management and Budget (OMB) Circular No. A-133 Audits of
States, Local Governments, and Non-Profit Organizations defines audit
requirements under the Single Audit Act of 1996 (Public Law 104-156). All state
and local governments and non-profit organizations expending $300,000 or more
from all sources (direct or from pass-through entities) are required to comply with
the provisions of Circular No. A-133. The Circular also requires pass-through
entities to monitor the activities of subrecipients and ensure that subrecipients
meet the audit requirements. To identify its pass-through responsibilities, the
State of Colorado requires all subrecipients to notify the State when expected or
actual expenditures of federal assistance from all sources equal or exceed
$300,000.
32. Conflict of Interest
A. During the term of this contract, the Contractor shall not engage in any
business or personal activities or practices or maintain any relationships
which conflict in any way with the Contractor fully performing his/her
obligations under this contract.
B. Additionally, the Contractor acknowledges that, in governmental
contracting, even the appearance of a conflict of interest is harmful to the
interests of the State. Thus, the Contractor agrees to refrain from any
practices, activities or relationships which could reasonably be considered
to be in conflict with the Contractor's fully performing his/her obligations
to the State under the terms of this contract, without the prior written
approval of the State.
C. In the event that the Contractor is uncertain whether the appearance of a
conflict of interest may reasonably exist, the Contractor shall submit to the
State a full disclosure statement setting forth the relevant details for the
State's consideration and direction. Failure to promptly submit a
disclosure statement or to follow the State's direction in regard to the
apparent conflict shall be grounds for termination of the contract.
Page 19 of 24
D. The Contractor (and subcontractors or subgrantees permitted under the
terms of this contract) shall maintain a written code of standards
governing the performance of its employees engaged in the award and
administration of contracts. No employee, officer or agent of the
Contractor, subcontractor, or subgrantee shall participate in the selection,
or in the award or administration of a contract or subcontract supported by
Federal funds if a conflict of interest, real or apparent, would be involved.
Such a conflict would arise when:
1. The employee, officer or agent;
2. Any member of the employee's immediate family;
3. The employee's partner; or
4. An organization which employs, or is about to employ, any of the
above, has a financial or other interest in the firm selected for
award. The Contractor's, subcontractor's, or subgrantee's officers,
employees, or agents will neither solicit nor accept gratuities,
favors, or anything of monetary value from Contractors, potential
Contractors, or parties to sub-agreements
33. Federal Examination of Records Clause
Contractor, and its sub-contractors and subgrantees, will give the State, the
awarding Federal agency, and the Comptroller General of the United States,
through any authorized representatives, access to and the right to examine all
records, books, papers, or documents related to the award and contract; and will
establish a proper accounting system in accordance with generally accepted
accounting standards.
34. Drug Free Workplace
The undersigned certifies that to the best of his or her knowledge and belief the
contractor is in compliance with the requirements of the Drug-Free Workplace
Act (Public Law 100-690, Title V, subtitle D, 41 USC 701 et seq.).
35. Lobbying
The undersigned certifies to the best of his or her knowledge and belief that:
1) No Federal appropriated funds have been paid or will be paid, by or on behalf
of the undersigned, to any person for influencing or attempting to influence an
officer or employee of an agency, a Member of Congress, an officer or
employee of Congress, or an employee of a Member of Congress in
connection with the awarding of any Federal contract, the making of any
Federal grant, the making of any Federal loan, the entering into of any
cooperative agreement, and the extension, continuation, renewal, amendment,
or modification of any Federal contract, grant, loan, or cooperative agreement.
2) If any funds other than Federal appropriated funds have been paid or will be
paid to any person for influencing or attempting to influence an officer or
employee of any agency, a Member of Congress, an officer or employee of
Congress, or an employee of a Member of Congress in connection with this
Federal contract, grant, loan, or cooperative agreement, the undersigned shall
Page 20 of 24
complete and submit Standard Form-LLL, "Disclosure Form to Report
Lobbying," in accordance with it instructions.
3) The undersigned shall require that the language of this certification be
included in the award documents for all sub-awards at all tiers (including
subcontracts, subgrants, and contracts under grants, loans, and cooperative
agreements) and that all subrecipients shall certify accordingly.
This certification is a material representation of fact upon which reliance was
placed when this transaction was made or entered into. Submission of this
certification is a prerequisite for making or entering into this transaction imposed
by Section 1352, title 31, United States Code. Any person who fails to file the
required certification shall be subject to a civil penalty of not less than $10,000
and not more than $100,000 for each such failure.
By his/her signature to this contract the authorized signatory certifies that the
above specified certifications are true.
36. Changes
Bilateral changes within the general scope of the contract, as defined in Paragraph
II above, may be executed using the change order letter process described in the
paragraph and a form substantially equivalent to the sample change order letter
attached as Exhibit A for any of the following reasons.
a. Where the agreed changes to the specifications result in an
adjustment to the price, delivery schedule, or time of
performance.
b. Where the agreed changes result in no adjustment to the
price, delivery schedule, or time of performance. The
change order shall contain a mutual release of claims for
adjustment of price, schedules, or time of performance.
c. Where the changes to the contract are prices based on the
unit prices to be paid for the goods and/or services
established in the contract.
d. Where the changes to the contract are priced equal to or
less than established catalog generally extended to the
public or on prices or rates set by law or regulation.
Other bilateral modifications not within the terms of this paragraph must be
executed by formal amendment to the contract, approved in accordance with state
law.
Page 21 of 24
37. Funding Letter
The State may allocate more or less funds available on this contract using a
Funding Letter substantially equivalent to Exhibit B and bearing the approval of
the State Controller or his designee. The funding letter shall not be deemed valid
until it shall have been approved by the State Controller or his designee
38. Options: Performance Extension
The State may require continued performance for a period of one year of any
services within the terms and at the rates specified in the contract. The State may
exercise the option by written notice to the contractor deposited in the mail before
the end of the performance period of the contract using a form substantially
equivalent to Exhibit C. The State shall give the contractor 60 days preliminary
written notice of its intent to execute the option. Preliminary notice does not
commit the State to an extension. If the State exercises this option, the extended
contract shall be considered to include this option provision. The total duration of
this contract, including the exercise of any options under this clause, shall not
exceed five (5) years.
Page 22 of 24
SPECIAL PROVISIONS
(For Use Only with Inter-Governmental Contracts)
1. CONTROLLER'S APPROVAL. CRS 24-30-202(1)
This contract shall not be deemed valid until it has been approved by the Controller of the State of
Colorado or such assistant as he may designate.
2. FUND AVAILABILITY. CRS 24-30-202 (5.5)
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.
3. INDEMNIFICATION.
Indemnity: The contractor shall indemnify, save, and hold harmless the State against any and all
claims, damages, liability and court awards including costs, expenses, and attorney fees incurred as a
result of any act or omission by the Contractor, or its employees, agents, subcontractors, or assignees
pursuant to the terms of this contract.
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 for the parties, of the
Colorado Governmental Immunity Act, Section 24-10-101 et seq. C.R.S. or the Federal Tort Claims
Act,28 U.S.C. 2671 et seq. as applicable, as now or hereafter amended.
4. INDEPENDENT CONTRACTOR. 4 CCR 801-2
THE CONTRACTOR SHALL PERFORM ITS DUTIES HEREUNDER AS AN INDEPENDENT CONTRACTOR AND
NOT AS AN EMPLOYEE. NEITHER THE CONTRACTOR NOR ANY AGENT OR EMPLOYEE OF THE
CONTRACTOR SHALL BE OR SHALL BE DEEMED TO BE AN AGENT OR EMPLOYEE OF THE STATE.
CONTRACTOR SHALL PAY WHEN DUE ALL REQUIRED EMPLOYMENT TAXES AND INCOME TAX AND
LOCAL HEAD TAX ON ANY MONIES PAID BY THE STATE PURSUANT TO THIS CONTRACT. CONTRACTOR
ACKNOWLEDGES THAT THE CONTRACTOR AND ITS EMPLOYEES ARE NOT ENTITLED TO
UNEMPLOYMENT INSURANCE BENEFITS UNLESS THE CONTRACTOR OR THIRD PARTY PROVIDES SUCH
COVERAGE AND THAT THE STATE DOES NOT PAY FOR OR OTHERWISE PROVIDE SUCH COVERAGE.
CONTRACTOR SHALL HAVE NO AUTHORIZATION, EXPRESS OR IMPLIED, TO BIND THE STATE TO ANY
AGREEMENTS, LIABILITY, OR UNDERSTANDING EXCEPT AS EXPRESSLY SET FORTH HEREIN.
CONTRACTOR SHALL PROVIDE AND KEEP IN FORCE WORKERS' COMPENSATION(AND PROVIDE PROOF
OF SUCH INSURANCE WHEN REQUESTED BY THE STATE) AND UNEMPLOYMENT COMPENSATION
INSURANCE IN THE AMOUNTS REQUIRED BY LAW, AND SHALL BE SOLELY RESPONSIBLE FOR THE ACTS
OF THE CONTRACTOR, ITS EMPLOYEES AND AGENTS.
5. NON-DISCRIMINATION.
The contractor agrees to comply with the letter and the spirit of all applicable state and federal laws
respecting discrimination and unfair employment practices.
6. CHOICE OF LAW.
The laws of the State of Colorado and rules and regulations issued pursuant thereto shall be applied in
the interpretation, execution, and enforcement of this contract. Any provision of this contract,
whether or not incorporated herein by reference, which provides for arbitration by any extra-judicial
body or person or which is otherwise in conflict with said laws, rules, and regulations shall be
considered null and void. Nothing contained in any provision incorporated herein by reference which
purports to negate this or any other special provision in whole or in part shall 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 will not invalidate the remainder of this
contract to the extent that the contract is capable of execution.
At all times during the performance of this contract, the Contractor shall strictly adhere to all
applicable federal and state laws, rules, and regulations that have been or may hereafter be
established.
7. EMPLOYEE FINANCIAL INTEREST. CRS 24-18-201 & CRS 24-50-507
The signatories aver that to their knowledge, no employee of the State of Colorado has any personal
or beneficial interest whatsoever in the service or property described herein.
Revised 12/1/01
HCPF LAN VERSION,12/1/01 Page 23 of 24
SPECIAL PROVISIONS
THE PARTIES HERETO HAVE EXECUTED THIS CONTRACT
CONTRACTOR: STATE OF COLORADO:
BILL OWENS,GOVERNOR
Weld County Division of Human Services'Area
Agency on Aging by and through the Weld
County Board of Commissioners By_
Legal Name of Contracting Entity Fo Karen Reinertson,Executive Director
Department of Health Care Policy and Financing
84-6000-813
Social Security Number or FEIN
LEGAL REVIEW:
ignature of Authorized Offic 06/25/03 Ken Salazar,ATTORNEY GENERAL
David E. Long, Chair
Board of County Commi sioners By
Print Name&Title of Authorized Officer
CORPORATIONS:
(A corporate seal or attestation is required.)
/ammo .
Weld County Clerk to the B rd
1861 -, Q�:licp •
.�
Attest(Seal)By
(Corporate Secretary or Equiva S f�� ;k i �.�.� Clerk)
Deputy Clerk to the �?'►�
ALL CONTRACTS MUST BE APPROVED BY THE STATE CONTROLLER
CRS 24-30-202 requires that the State Controller approve all state contracts. This contract is not valid until
the State Controller, or such assistant as he may delegate, has signed it. The contractor is not authorized to
begin performance until the contract is signed and dated below. If performance begins prior to the date
below,the State of Colorado may not be obligated to pay for the goods and/or services provided.
STATE CONTROLLER:
Arthur L.Barnhart
kC,mvals:
State C ler
r L. Bar h
By
Y_ •
Date flip J. N d
Revised 12/1/01
HCPF LAN VERSION,12/1/01 Page 24 of 24
,m°003-/6y3
HIPAA BUSINESS ASSOCIATE ADDENDUM
This Business Associate Addendum ("Addendum")is a part of the Contract dated July 1,
2003 between the Colorado Department of Health Care Policy and Financing and Weld County
Division of Human Services'Area Agency on Aging by and through the Weld County Board of
Commissioners, 1551 North 17th Avenue, P. O. Box 1805, Greeley, CO 80631, contract number
030 t /.31 9 . 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, Public Law 104-191 ("HIPAA") and
regulations promulgated thereunder by the U.S. Department of Health and Human
Services (the "HIPAA Regulations") and other applicable laws, as amended.
C. As part of the HIPAA Regulations,the Privacy Rule(defined below)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 ("CFR") and contained in this Addendum.
The parties agree as follows:
1. Definitions.
a. Except as otherwise defined herein, capitalized terms in this Addendum shall have
the definitions set forth in the HIPAA Privacy Rule at 45 CFR Parts 160 and 164, as amended
("Privacy Rule"). 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 CFR Section 164.501.
Page 1 of 9
Colorado Model BA Provision and
Addendum For New or Amended Contracts
Rev. 1/13/03
c. "Protected Information" shall mean PHI provided by CE to Associate or created
or received by Associate on CE's behalf.
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) for 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.
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 CFR Section
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 (2) 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
Page 2 of 9
Colorado Model BA Provision and
Addendum For New or Amended Contracts
Rev. 1/13/03
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 CFR Section 164.524.
g. Amendment of PHI. Within ten(10)business 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 CFR 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 CFR Section 164.528. As set forth in, and as limited by, 45 CFR 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 CFR Section 164.506; (ii) to individuals of
Protected Information about them as set forth in 45 CFR Section 164.502; (iii)pursuant to an
authorization as provided in 45 CFR Section 164.508; (iv) to persons involved in the individual's
care or other notification purposes as set forth in 45 CFR Section 164.510; (v) for national
security or intelligence purposes as set forth in 45 CFR Section 164.512(k)(2); or(vi) to
correctional institutions or law enforcement officials as set forth in 45 CFR Section
164.512(k)(5). 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
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.
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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 CFR 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. Notwithstanding Section 4(d) of this
Addendum, Associate and its subcontractors oragents 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 after termination of the
Contract.
in. Associate's Insurance. In addition to any insurance requirements in the Contract,
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). Associate shall use its best efforts to procure such insurance
within six (6)months from the effective date of this Addendum.
n. Notification of Breach. During the term of this Contract, Associate shall notify
CE within twenty-four (24) hours 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
Page 4 of 9
Colorado Model BA Provision and
Addendum For New or Amended Contracts
Rev. 1/13/03
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.
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 CFR 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 CFR Section 164.522. CE may effectuate any and all such notices of non-private
information via posting on CE's web site. Associate shall monitor 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
Page 5 of 9
Colorado Model BA Provision and
Addendum For New or Amended Contracts
Rev. 1/13/03
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. If CE'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.
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 PHI, 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
Page 6 of 9
Colorado Model BA Provision and
Addendum For New or Amended Contracts
Rev. 1/13/03
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 PHI 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 acknowledge 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 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
Page 7 of 9
Colorado Model BA Provision and
Addendum For New or Amended Contracts
Rev. 1/13/03
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.
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 thirty(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.
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.
Page 8 of 9
Colorado Model BA Provision and
Addendum For New or Amended Contracts
Rev. 1/13/03
State/Covered Entity Representative:
Name: Gary A. Snider
Title: Director, Long Term Benefits
Department and Division: Health Care Policy and Financing
Address: 1570 Grant Street
Denver, CO 80203`
Contractor/Business Associate Representative:
Name: Eva Jewell
Title: Director, Weld Area Agency on Aging
Department and Division: Weld Area Agency on Aging
Address: P. O. Box 1805
Greeley, CO 80632
IN WITNESS WHEREOF, the parties hereto have duly executed this Addendum as of the
Addendum Effective Date.
Contractor/Associate State/Covered Entity
Name: Weld County Division of Human STATE OF COLORADO
Services'Area Agency on Aging by and BILL OWENS, GOVERNOR
through the Weld County Board of
Commissioners
By: By: ra_W1./
Its: F0K Karen Reinertson, Executive Director
Department of: Health Care Policy and
Financing
Date: 06/25/03 Date: q( /b 3
STATE CONTROLLER
ARTHUR L. BAHART Approvals:
St. _ _ -troller
hurl_ ar. art
By: ,
BY
Date: •
Page 9 of 9
Colorado Model BA Provision and
Addendum For New or Amended Contracts
Rev. 1/13/03
ATTACHMENT A
This Attachment sets forth additional terms to the HIPAA Business Associate
Addendum, which is part of the Contract dated July 1, 2003, between the Department of Health
Care Policy and Financing and Weld County Division of Human Services' Area Agency on
Aging by and through the Weld County Board of Commissioners, 1551 North 17th Avenue, P.
O. Box 1805, Greeley, CO 80631, contract number230y-13/7 ("Contract") and is effective as of
July 1, 2003 (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: No additional permitted uses._
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:
No additional permitted disclosures.
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.
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: No receipts.
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 and disclosure of Protected Information: No additional
restrictions on use of data.
Page 1 of 2
Colorado Model BA Provision and
Addendum For New or Amended Contracts
Rev. 8/20/02
•
•
6. Additional Terms. [This section may include specifications for disclosure format,
method of transmission, use of an intermediary, use of digital signatures or PKI, authentication,
additional security of privacy specifications, de-identification or re-identification of data and
other additional terms]
None.
Contractor/Associate State/Covered Entity
Weld County Division of Human Services' STATE OF COLORADO
Area Agency on Aging by and through the BILL OWENS, GOVERNOR
Weld C unty Board of Commissioners
By: By:
Print Name: David E. Lo Gtc.Karen Reinertson, Executive Director
Chair, Board of
Title:_ Coun Department of Health Care Policy &
Financing
•
Date: 06/25/03 Date: if/ 2/(71
CORPORATIONS:
(A corporate seal or attestation is required.) LEGAL REVIEW
KEN SALAZAR, ATTORNEY GENERAL
Weld County Clerk to t
latetil ``rcr
E.x'e By
en ..
Attes ear
By
6I f°. sti
[ V`..
(Corporate Secretary o a i• ' "°�r �,
Town/City/County Cler\- r
Deputy Clerk to the , tpnt r
Page 2 of 2
Colorado Model BA Provision and
Addendum For New or Amended Contracts
Rev. 8/20/02
SAMPLE BILATERAL CHANGE ORDER LETTER
Exhibit A
Date: State Fiscal Year: Bilateral Change Order Letter No.
In accordance with Paragraph of contract routing number (FY) (Agency) (Routing#)
between the State of Colorado Department of (agency name) (division) and (contractor's name) covering
the period of (include performance period here)) the undersigned agree that the supplies/services
affected by this change letter are modified as follows:
Choice#1: Services/Supplies
Exhibit/Attachment , Schedule of Equipment for Maintenance or Schedule of Delivery,
is amended by (adding/deleting) or (increasing/decreasing) the level of services. The term of this
contract is hereby modified by (increasing/decreasing) the ending term date as appropriate to the
change made above.
Choice#2: Price/Cost
The maximum amount payable by the State for (service/commodity) in
Paragraph/Schedule/Exhibit/Attachment/Provision/Section is (increased/decreased) by ($
amount of change) to a new total of ($_) based on the unit pricing schedule in Exhibit/Attachment
The first sentence in Paragraph is hereby modified accordingly.
The total contract value to include all previous amendments, change orders, etc. is ($_).
Choice#3: No Cost Change
The parties agree that the changes made herein are "no cost" changes and shall not be the basis for
claims for adjustment to price, cost ceiling, delivery schedule, or other terms or conditions of the
contract. The parties waive and release each other from any claims or demands for adjustment to
the contract, including but not limited to price, cost, and schedule, whether based on costs of
changed work or direct or indirect impacts on unchanged work.
[Include this sentence]: The effective date of this change order is upon approval of the State
Controller or (date), 20 _ whichever is later.
Please sign, date, and return all copies of this letter on or before 20
APPROVALS:
Contractor Name: State of Colorado:
Bill Owens, Governor
By: By: Date:
Name Karen Reinertson, Executive Director
Title •
TColorado Dept. of Heath Care Policy & Financing
ALL CONTRACTS MUST BE APPROVED BY THE STATE CONTROLLER
CRS 24-30-202 requires that the State Controller approve all state contracts. This contract is not
• valid until the State Controller, or such assistant as he may delegate, has signed it. The contractor is
not authorized to begin performance until the contract is signed and dated below. If performance
begins prior to the date below, the State of Colorado may not be obligated to pay for goods and/or
services provided.
State Controller
Arthur L. Barnhart
By:
Date
Date Issued: February 10, 2003
SAMPLE FUNDING LETTER
Exhibit B
Date: State Fiscal Year:
TO: (contractor's name here)
SUBJECT: Funding Letter No.
In accordance with Paragraph of contract routing number , between the
State of Colorado Department of or Higher Ed Institution (agency name) (division) and
(contractor's name) covering the period of (contract start date) through (contract end date), the
undersigned commits the following funds to the contract:
The amount of funds available and specified in Paragraph is (increased/decreased) by
($ amount of change) to a new total funds available of ($ _) to satisfy orders under the
contract. Paragraph is hereby modified accordingly.
This funding letter does not constitute an order for services under this contract.
This funding letter is effective upon approval by the State Controller or such assistant as he
may designate.
APPROVALS:
State of Colorado:
Bill Owens, Governor
By: Date:
For the Executive Director
Colorado Department of
By: Date:
For (Division)
ALL CONTRACTS MUST BE APPROVED BY THE STATE CONTROLLER
CRS 24-30-202 requires that the State Controller approve all state contracts. This contract
is not valid until the State Controller, or such assistant as he may delegate, has signed it.
The contractor is not authorized to begin performance until the contract is signed and dated
below. If performance begins prior to the date below, the State of Colorado may not be
obligated to pay for goods and/or services provided.
State Controller
Arthur L. Barnhart
By:
Date:
Date Issued:February 10,2003
OPTION LETTER
Exhibit C
Date: State Fiscal Year: Option Letter No.
SUBJECT: (Please indicate purpose by choosing one of the following)
1 -Option to renew only (for an additional term)
2 - Change in the amount of goods within current term
3 -Change in amount of goods in conjunction with renewal for additional term
4 - Level of service change within current term
5- Level of service change in conjunction with renewal for additional term
In accordance with Paragraph(s) of contract routing number(F?) (Agency) (Routing
#), between the State of Colorado, Department of (agency name),
(division name), and (contractor's name)the state hereby exercises the option for an additional term of
(include performance period here) at a cost/price specified in Paragraph/Section/Provision
AND/OR an increase/decrease in the amount of goods/services at the same rate(s) as specified in
Paragraph/Schedule/Exhibit
The amount of the current Fiscal Year contract value is increased/decreased by ($ amount of
change) to a new contract value of ($ ) to satisfy services/goods ordered under the
contract for the current fiscal year (indicate Fiscal Year). The first sentence in
Paragraph/Section/Provision is hereby modified accordingly.
The total contract value to include all previous amendments, option letters, etc. is ($ ).
APPROVALS:
State of Colorado:
Bill Owens, Governor
By: Date:
Karen Reinertson, Executive Director
Colorado Department of Health Care Policy & Financing
ALL CONTRACTS MUST BE APPROVED BY THE STATE CONTROLLER
CRS 24-30-202 requires that the State Controller approve all state contracts. This contract is not
valid until the State Controller, or such assistant as he may delegate, has signed it. The
contractor is not authorized to begin performance until the contract is signed and dated below. If
performance begins prior to the date below, the State of Colorado may not be obligated to pay for
goods and/or services provided.
State Controller
Arthur L. Barnhart
By:
Date:
Date Issued: February 10, 2003
•
STATE OF COLORADO
DEPARTMENT OF HEALTH CARE POLICY&FINANCING .0c-cots,
`_ is Vit" ir
10110111
D 1896
(303)866-4411 FAX
(303)866-3883 TTY Bill Owens
1570 Grant Street Governor
Denver,CO 60203-1818 Karen Reinertson
DO NOT DATE STAMP THESE CONTRACTS Executive Director
URGENT, PLEASE EXPEDITE
June 11, 2003
Dear OLTC Administrator:
Enclosed you will find three copies of your agency's Single Entry Point contract for the
period July 1, 2003 through June 30, 2004. (If your agency does not use the standard,
waivered contract that has been pre-approved by the state attorney general, five
copies must be signed and returned) We are sending the contract to you to begin the
signatory process.
The following are the significant changes to the Single Entry Point contracts for FY 03-
04:
1) Added to the scope of work are determining functional eligibility,providing
access during normal business hours, maintaining staff to operate at least 40
hours,providing a telephone system and trained staff to ensure timely response to
telephone calls, conducting an annual survey of a random sample of clients,
verifying each HCBS client has received a service every 30 days, addition of
assessments and case management for HCBS-MI, completing assessments for all
Medicaid Long-term Care programs including Nursing Facility, PACE and attend
ALJ hearings and defend decisions made by the Single Entry Point agency of
denial or adverse action against a client.
2) Exhibit A(Payment Methodology) and Exhibit E (Performance Measures) were
deleted with the FY 02-03 Contract Amendment and continue to be deleted in FY
03-04 Contract.
3) FY 03-04 Contract does not include the De-institutionalization data collection on
Page 4, 2(b) B. and C and the separate payment of Exhibit B in FY 02-03.
4) FY 03-04 Contract does not include Exhibit C and the statement on Page 5 in
Paragraph 4 regarding the separate payment for Consumer Directed Attendant
Support in FY 02-03.
"The mission of the Department of Health Care Policy&Financing is to purchase cost effective
health care for qualified,low-income Coloradans"
http://www.chcpf.state.co.us
June 11, 2003
OLTC Administrators
Page 2
5) FY 03-04 Contract does not include Page 6, Paragraph I in FY 02-03 for payment
for Total Long Term Care program referrals.
6) On Page 6, Order of Precedence was added which is different based on if an RFP
process was used or the County is performing the SEP activity.
7) Changed Maintenance of Records Page 18, Paragraph 29 to six (6) years to agree
with HIPAA.
8) Added HIPAA addendum and language to contract.
r' -
As the contract progresses through the signatory process at your agency, please be certain
to note the following:
❑ Page 13 has been completed for you based upon information received from your
agency or last year's contract.
❑ Please see the attached sample page of a correctly completed signatory page, page
24.
✓ Immediately after the word "Contractor" and above the line
marked Legal Name of Contracting Entity, the same complete
legal identification of your agency that appears in the first
paragraph on page 1 must agree and has been entered for your
convenience.
✓ On the line marked Social Security Number or FEIN, your
agency's correct federal identification number needs to be
entered. This should be the same as the federal identification
number on W9s submitted by your agency.
✓ The signatory must be a person authorized to legally bind the
contractor to performance of the contract. For Single Entry
Point agencies, signatories considered eligible to sign a
contract, with no accompanying designation, are Presidents or
Vice Presidents for corporations or not for profit
organizations, and county commissioners for county
organizations. If a person other than one of these signs the
contract, you must submit written documentation, such as a
board resolution, authorizing the designee's authority to sign
the contract.
✓ Please print or type the name and title of the authorized
signatory.
✓ The last required entry is the attestation for your agency for
which most agencies have a corporate seal. If you have no seal,
write in "No Seal" and complete the attestation.
June 11, 2003
OLTC Administrators
Page 3
❑ Change order letters that appear as exhibits are only examples of documents that
may be used later in the contract period. They should not be signed by anyone at
this time.
❑ The HIPAA addendum must be signed on both page 9 of 9 of the addendum and
page 2 of 2 of the Attachment A by the same individual who signs the contract on
page 24.
❑ Please be certain to return three completed and signed contracts if the
waivered form (the form that is enclosed) is being used with only the
completions indicated above. If any alterations occur, the State must receive
five completed and signed contracts.
The clearance ance process and the first payment for FY 03-04 are more expeditious, if signed
contracts are received prior to June 30, 2003. If you have questions in regard to this letter
or the contracts,please call me at (303) 866-2883 before proceeding.
_S' rely,
Peggy Spaulding
SEP Administrator
Enclosures
SPECIAL PROVISIONS
THE PARTIES HERETO HAVE EXECUTED THIS CONTRACT
CONTRACTOR: EXci mn � STATE OF COLORADO:
BILL OWENS,GOVERNOR
(Ont1k!Pd -P7'\ r l By
Legal Name of Confracting�rF City Karen Reinertson,Executive Director
Department of Health Care Policy and Financing
, O 000co
Social Security Number or FEIN
- ` LEGAL REVIEW:
C Sii�ature of Authorized Officer /` Ken Salazar,ATTORNEY GENERAL
-I, n �✓ l -Ph l An) r rYt1@/1 By
Print Name&Title of Authorized/Officer
CORPORATIONS: •
(A corporate seal or attestation is required.)
•
•
Attest(Seal)By e" a;71z>2rr
((Corporate Secrets Equivalent,or Town/City/County Clerk)
ALL CONTRACTS MUST BE APPROVED BY THE STATE CONTROLLER
CRS 24-30-202 requires that the State Controller approve all state contracts. This contract is not valid until
the State Controller, or such assistant as he may delegate, has signed it. The contractor is not authorized to
begin performance until the contract is signed and dated below. If performance begins prior to the date
below,the State of Colorado may not be obligated to pay for the goods and/or services provided.
STATE CONTROLLER:
Arthur L.Barnhart
By
Date
Revised 12/1/01
HCPF LAN VERSION, 12/1/01 Page 24 of 24
Exam 1�--
6. Additional Terms. [This section may include specifications for disclosure format,
method of transmission, use of an intermediary, use of digital signatures or PICT, authentication,
additional security of privacy specifications, de-identification or re-identification of data and
other additional terms.]
None.
Contractor/Associate State/Covered Entity
C(p \�J� cam 6.k..) STATE OF COLORADO
} ' v 0 BILL OWENS, GOVERNOR
By: c -2 By:
PrinttNaine: Joh„ Srn h Karen Reinertson, Executive Director
Title: ( Aa i r ry a r\ Department of Health Care Policy&
Financing
Date: \..3 k 2e )0b 3 Date:
CORPORATIONS:
(A corporate seal or attestation is required.) LEGAL REVIEW
KEN SALAZAR, ATTORNEY GENERAL
By
Attest (Seal)
ByC ya1
worate S ary or Equivalent, or
Town/City/County Clerk)
Page 2 of 2
Colorado Model BA Provision and
Addendum For New or Amended Contracts
Rev. 8/20/02
State/Covered Entity Representative:
Name: Gary A. Snider
Title: Director, Long Term Benefits
Department and Division: Health Care Policy and Financing
Address: 1570 Grant Street
Denver, CO 80203
Contractor/Business Associate Representative:
Name:
Title:
Department and Division:
Address:
IN WITNESS WHEREOF, the parties hereto have duly executed this Addendum as of the
Addendum Effective Date.
Contractor/Associate State/Covered Entity
Name: STATE OF COLORADO
(wryly+ec) Can pit) BILL OWENS, GOVERNOR
By: T�)n Sri i-k By:
Its:(/ ekfrmti n Karen Reinertson, Executive Director
Department of: Health Care Policy and
Financing
Date: 7(t�e �� NCO 3 Date:
STATE CONTROLLER
ARTHUR L. BARNHART
By:
Date:
Page 9 of 9
Colorado Model BA Provision and
Addendum For New or Amended Contracts
Rev. 1/13/03
MEMORANDUM
n
DATE: June 20, 2003
WILDR'11 TO: David E. Long, Chair, Weld County Board of Commissioners
O FROM: Walter Speckman, Executive Director, Division of Human % / !(�_-
COLORADO Services
SUBJECT: The Weld County Single Entry Point contract for Fiscal Year 2003-2004
Enclosed for Board approval is the Single Entry Point contract for Fiscal Year 2003-2004 between
the Colorado Department of Health Care Policy and Financing and the Division of Human Services'
Area Agency on Aging. The Area Agency on Aging provides case management services for
Medicaid clients who are eligible for Single Entry Point services. The effective dates of the contract
are July 1, 2003 through June 30, 2004. The contract funding is $502,607.
If you have additional questions, please contact Eva Jewell, Director of the Weld County Area
Agency on Aging at 353-3800, extension 3331.
2003-1643
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