HomeMy WebLinkAbout20013454.tiff RESOLUTION
RE: APPROVE GENERAL ASSISTANCE AGREEMENT FOR SERVICES AND
AUTHORIZE CHAIR TO SIGN -WELD COUNTY ASSOCIATION OF OPTOMETRISTS
AND OPHTHALMOLOGISTS
WHEREAS, the Board of County Commissioners of Weld County, Colorado, pursuant to
Colorado statute and the Weld County Home Rule Charter, is vested with the authority of
administering the affairs of Weld County, Colorado, and
WHEREAS, the Board has been presented with a General Assistance Agreement for
Services 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 Social Services, and the Weld
County Association of Optometrists and Ophthalmologists, commencing January 1, 2002, and
ending December 31, 2002, with further terms and conditions being as stated in said
agreement, and
WHEREAS, after review, the Board deems it advisable to approve said agreement, 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, ex-officio Board of Social Services, that the General Assistance
Agreement for Services 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 Social
Services, and the Weld County Association of Optometrists and Ophthalmologists be, and
hereby is, approved.
BE IT FURTHER RESOLVED by the Board that the Chair be, and hereby is, authorized
to sign said agreement.
The above and foregoing Resolution was, on motion duly made and seconded, adopted
by the following vote on the 19th day of December, A.D., 2001.
BOARD OF OUNTY COMMISSIONERS
WELD C NTY, COLORADO
A 4461,4 ��� gedi,%
M. J. eile, Chai
1861 1 to the Boa,
a I ` ;', Glenn Vaad, Pr -
Deputy Clerk to the Board
William H. Jerke
APPROVED AST •
. EXCUSED DATE OF SIGNING (AYE)
E. Long
1 __----tip— v c
�
unty Attorney LYA & .
Robert D. Masden
Date of signature: _6/ ,'_-
2001-3454
�� SS0028
DEPARTMENT OF SOCIAL SERVICES
PO BOX A
GREELEY,CO 80632
ue
WEBSITE:www.co.weld.co.us
Administration and Public Assistance(970)352-1551
Child Support(970)352-6933
COLORADO
TO: M.J. Geile, Chairman
Board of Weld County Commissioners I r n
FROM: Judy A. Griego, Director, Social Services 'A& (UOp
SUBJECT: General Assistance Agreement for Services etween the Weld County Department
of Social Services and the Weld County Association of Optometrists and
Ophthalmologists
DATE: December 12, 2001
Enclosed for Board approval is an agreement between Social Services and the Weld County
Association of Optometrists and Ophthalmologists.
1. The term of the agreement is January 1, 2002, through December 31, 2002.
2. The source of the funds is Weld County General Assistance in the amount of$22,000.00.
3. The Weld County Association of Optometrists and Ophthalmologists will provide vision care
services to low income Weld County residents. The reimbursement rates and client co-pay
remain unchanged from 2001.
If you have any questions, please telephone me at extension 6510.
2001-3454
Contract No. : PY02-GA-1
GENERAL ASSISTANCE AGREEMENT FOR SERVICES
BETWEEN THE WELD COUNTY DEPARTMENT
OF SOCIAL SERVICES AND WELD COUNTY
ASSOCIATION OF OPTOMETRISTS AND OPHTHALMOLOGISTS
( x ) Purchase of Vision Services Agreement
( ) Purchase of Dental Services Agreement
( ) Purchase of Domestic Violence Agreement
( ) Purchase of Prescription Services Agreement
Was this Agreement competitively procured?
( ) Yes Date Procured / /
( X ) No (Attach Waiver of Competitive Procurement for General
Assistance Agreements Form
This Agreement, made and entered into the (C) th day of December 2001,
by and between the Board of County Commissioners, on behalf of the Weld County
Department of Social Services, hereinafter referred to as "Social Services, " and
"Weld County Association of Optometrists and Ophthalmologists, " hereinafter
referred to as the "Contractor. "
WITNESSETH
WHEREAS, required approval, clearance and coordination has been
accomplished from and with appropriate agencies; and
WHEREAS, the County of Weld, pursuant to the Weld County Home Rule
Charter, has provided general fund resources for General Assistance services to
needy Weld County residents as identified by Social Services; and
WHEREAS, Social Services desires to enter into an agreement with the
Contractor to assist Social Services in providing General Assistance services to
eligible individuals.
NOW THEREFORE, in consideration of the premises, the parties hereto
covenant and agree as follows:
1 . Terms
This Agreement shall become effective on January 1, 2002, upon proper
execution of this Agreement and shall expire December 31, 2002 . The
Contractor agrees that time is essence in their performance of its
obligations under this Agreement, and that completion of the Project shall
occur no later than the termination date of December 31, 2002 .
Page 1 of 7
,260/-.3V57
Contract No. : PY02-GA-1
2 . Scope of Services
Services shall be provided by the Contractor to any person(s) eligible for
General Assistance services in compliance with Exhibit A "Scope of
Services, " a copy of which is attached and incorporated by reference.
3 . Payment Schedule
a. Payment shall be made on the basis of Exhibit B, "Payment Schedule, "
a copy of which is attached and incorporated by reference.
The Agreement Budget shall establish the maximum reimbursement which
will be paid from county funds during the duration of this
agreement.
b. The Contractor shall submit an itemized monthly billing to Social
Services for all costs incurred pursuant to Exhibit A of this
Agreement in accordance with criteria established by Social
Services. The Contractor shall submit all itemized monthly billings
to the Social Services no later than the fifteenth (15) day of the
month following the month the cost was incurred. Billings must be
signed by the Contractor.
Failure to submit monthly billings in accordance with the terms of
this agreement shall result in the Contractor' s forfeiture of all
rights to be reimbursed for such expenses.
c. Payments to the Contractor shall be made monthly by Social Services
upon receipt of such itemized billings as required under Exhibits A
and B.
d. Reimbursement of costs incurred pursuant to this Agreement is
expressly contingent upon the availability of Weld County funds to
Social Services.
e. Social Services shall not be billed for, and reimbursement shall not
be made for, time involved in activities outside of those defined in
Exhibit A. Work performed prior to the execution of this Contract
shall not be reimbursed or considered part of this Agreement.
Page 2 of 7
Contract No. : PY02-GA-1
3 . Financial Management
At all times from the effective date of this Contract until completion of
this Contract, the Contractor shall comply with the administrative
requirements, cost principles and other requirements set forth in the
Financial Management Manual adopted by the State of Colorado. The
required annual audit of all funds expended under General Assistance must
conform to the Single Audit Act of 1984 and OMB Circular A-128 .
4 . Payment Method
Unless otherwise provided in the Scope of Services and Payment Schedule:
a. the Contractor shall provide proper monthly invoices and
verification of services performed for costs incurred in the
performance of the agreement.
b. Social Services may withhold any payment if the Contractor has
failed to comply with the Financial Management Requirements, program
objectives, contractual terms, or reporting requirements.
5. Assurances
The Contractor shall abi de by all assurances as set forth in the attached
Exhibit C, which is attached hereto and incorporated herein by reference.
6 . Compliance with Applicable Laws
At all times during the performance of this contract, the Contractor shall
strictly adhere to all applicable federal and state laws, orders, and all
applicable standards, regulations, interpretations or guidelines issued
pursuant thereto. This includes the protection of the confidentiality of
all applicant/recipient records, papers, documents, tapes and any other
materials that have been or may hereafter be established which relate to
this Contract. The Contractor acknowledges that the following laws are
included:
Page 3 of 7
Contract No. : PY02-GA-1
- Title VI of the Civil Rights Act of 1964, 42 U.S.C. Sections 2000d-1
et. seq. and its implementing regulation, 45 C.F.R. Part 80 et . seq. ;
and
- Section 504 of the Rehabilitation Act of 1973, 29 U.S.C. Section
794, and its implementing regulation, 45 C.F.R. Part 84; and
- the Age Discrimination Act of 1975, 42 U.S.C. Sections 6101 et . seq.
and its implementation regulation, 45 C.F.R. Part 91; and
- Title VII of the Civil Rights Act of 1964; and
- the Age Discrimination in Employment Act of 1967; and
- the Equal Pay Act of 1963; and
- the Education Amendments of 1972; and
- Immigration Reform and Control Act of 1986, P.L. 99-603;
and all regulations applicable to these laws prohibiting discrimination
because of race, color, national origin, and, sex, religion and handicap,
including Acquired Immune Deficiency Syndrome (AIDS) or AIDS related
conditions, covered under Section 504 of the Rehabilitation Act of 1973,
as amended, cited above. Included if 45 C.F.R. Part 74 Appendix G 9,
which requires that affirmative steps be taken to assure that small and
minority businesses are utilized, when possible, as sources of supplies,
equipment, construction and services. This assurance is given in
consideration of and for the purpose of obtaining any and all federal
and/or state financial assistance.
Any person who feels that s/he has been discriminated against has the
right to file a complaint either with the Colorado Department of Social
Services or with the U.S . Department of Health and Human Services, Office
for Civil Rights.
7. Certifications
Contractor certifies that, at the time of entering into this Contract, it
has currently in effect all necessary licenses, approvals, insurance, etc.
required to properly provide the services and/or supplies covered by this
contract.
8 . Monitoring and Evaluation
The Contractor and Social Services agree that monitoring and evaluation of
the performance of this Agreement shall be conducted by the Contractor and
Social Services. The results of the monitoring and evaluation shall be
provided to the Board of Weld County Commissioners.
Page 4 of 7
Contract No. : PY02-GA-1
The Contractor shall permit Social Services, and any other duly authorized
agent or governmental agency, to monitor all activities conducted by the
contractor pursuant to the terms of this Agreement. As the monitoring
agency may in its sole discretion deem necessary or appropriate, such
program data, special analyses, on-site checking, formal audit
examinations, or any other reasonable procedures. All such monitoring
shall be performed in a manner that will not unduly interfere with
agreement work.
9. Modification of Agreement
All modifications to this agreement shall be in writing and signed by both
parties.
10. Remedies
The Director of Social Services or designee may exercise the following
remedial actions should s/he find the Contractor substantially failed to
satisfy the scope of work found in this Agreement. Substantial failure to
satisfy the scope of work shall be defined to mean incorrect or improper
activities or inaction by the Contractor. These remedial actions are as
follows:
a. Withhold payment to the Contractor until the necessary services or
corrections in performance are satisfactorily completed;
b. Deny payment or recover reimbursement for those services or
deliverables which have not been performed and which due to
circumstances caused by the Contractor cannot be performed or if
performed would be of no value to the Social Services. Denial of
the amount of payment shall be reasonably related to the amount of
work or deliverables lost to Social Services;
c. Incorrect payment to the Contractor due to omission, error, fraud,
and/or defalcation shall be recovered from Contractor by deduction
from subsequent payments under this Agreement or other agreements
between Social Services and the Contractor, or by Social Services as
a debt due to Social Services or otherwise as provided by law.
11 . Representatives
For the purpose of this Agreement, the individuals identified below are
hereby designated representatives of the respective parties. Either party
may from time to time designate in writing a new or substitute
representative(s) :
For Social Services: For the Contractor:
Richard Rowe, A. P. Manager 4 Mary L. Freitag, Dr. of Optometry
Name Title Name Title
Page 5 of 7
Contract No. : PY02-GA-1
12 . Notice
All notices required to be given by the parties hereunder shall be 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 a
substitute person(s) or address to whom such notices shall be sent:
To: Social Services To:
Judy A. Griego, Director Mary L. Freitag, Dr. of Optometry
P.O. Box A 901 10th Avenue
Greeley, CO 80631 Greeley, CO 80631
13 . Litigation
The Contractor shall promptly notify Social Services in the event that
the Contractor learns of any actual litigation in which it is a party
defendant in a case which involves services provided under this Agreement.
The Contractor, within five (5) calendar days after being served with a
summons, complaint, or other pleading which has been filed in any federal
or state court or administrative agency, shall deliver copies of such
document (s) to the Social Services' Director. The term "litigation"
includes an assignment for the benefit of creditors, and filings in
bankruptcy, reorganization and/or foreclosure.
14 . Termination
This Agreement may be terminated at any time by either party given thirty
(30) days written notice and is subject to the availability of funding.
15. Entire Agreement
This Agreement, together with all attachments hereto, constitutes the
entire understanding between the parties with respect to the subject
matter hereof, and may not be changed or modified except as stated in
Paragraph 9 herein.
Page 6 of 7
Contract No. : PY02-GA-1
IN WITNESS WHEREOF, the parties hereto have duly executed the Agreement as of the
day, month, and year first above written.
ATTEST: �I� „ "'ate
Weld County ((- t ��^� c� BOARD OF COUNTY COMMISSIONERS
Clerk to the $t1&* \ps "`, i WELD COUNTY, LORADO
`FF <A1Y_LiBy: car. e � ( h 4 By:
Deputy Cl ���) d .J. ei e, Chair
APPROVED AS TO FORM:
_ WELD COUNTY ASSOCIATION OF
C nty A orney ---- OPTOMETRISTS AND OPHTHALMOLOGISTS
By: 7a,. -arte-rj
hairman a
WELD COUNTY DEPARTMENT CIS
OF SOCIAL SERVICES Membe /� ." 1� -" .' ,� ,�,,,nn
By: n v � 1 LAAA- �» A' ,J
Direct V Member
Page 7 of 7
Contract No. : PY02-GA-1
EXHIBIT A
SCOPE OF SERVICES
1. General Scope of Services
Under the Vision Care Program administered by Social Services, the
Contractor agrees to participate in the program by providing services to
individuals determined by Social Services to be eligible for general
assistance and referred for vision services.
2. Eligible Recipients
Social Services shall be responsible for payment for vision services
provided by members of the Association to eligible recipients only after
County has provided prior written authorization for such services to a
member of the Association.
Eligibility for such services shall be within the sound discretion of the
County, but shall be available only where alternative resources such as
MEDICAID are not available.
3 . Qualifications of Providers
Only members of the Cont ractor who are in good standing in the respective
accredited society and/or Association shall receive appointments as
participating members of County's Vision Care Program.
4 . Adjudicating Committee
A committee consisting of representatives of the Contractor shall
recommend policies and initiate procedures for this Vision Care Program
and shall review billings and adjudicate, consistent with this Agreement,
any unusual fees. The billings shall be reviewed and adjudicated by the
committee on a bi-monthly basis through the month of September, after
which the committee shall review billings on a monthly basis in October,
November, and December.
Page 1 of 1
Contract No. : PY02-GA-1
EXHIBIT B
PAYMENT SCHEDULE
1. Funding and Method of Payment
Social Services agrees to reimburse to the Contractor, in consideration
for the work and services performed, a total amount not to exceed Twenty
Four Thousand Dollars ($22, 000.00) .
Expenses incurred by the Contractor, in association with said project
prior to the term of this Agreement, are not eligible General Assistance
expenditures and shall not be reimbursed by Social Services.
Payment pursuant to this Contract, if Weld County funds, whether in whole
or in part, is subject to and contingent upon the continuing availability
of Weld County funds for the purposed hereof. In the event that said
funds, or any part thereof, become unavailable as determined by Social
Services, Social Services may immediately terminate this Contract or amend
it accordingly.
2 . Fees for Services
The following schedule sets forth the reasonable fees which members of the
Contractor may charge County and/or recipients/patients during the term of
this contract:
a. The recipient/patient shall pay a $6.00 fee for his examination
plus, if glasses are prescribed and ordered, a $6 .00 fee for the
glasses, and all other costs that exceed the maximum allowances
before receipt of the lenses and frames.
b. If the recipient chooses deluxe/photogray lenses, any additional
costs for such lenses shall be paid by recipient, and in no event
shall such additional charges be paid by county. If recipient's
choice of lenses or frames exceeds the standard allowance by more
than $40. 00, ($40 includes the $12 copay) that recipient must assume
responsibility for entire amount due, with no payment made by
County.
c. The basic examination fee shall be $46.00, of which County shall pay
$40.00 and the recipient/patient shall pay $6.00.
d. The costs of lenses shall be billed to Weld County according to the
following schedule:
(1) Single Vision Lenses Service Fee $16.00
(2) Bifocal Lenses Service Fee $21.00
(3) Trifocal Lenses Service Fee $26.00
Page 1 of 2
Contract No. : PY02-GA-1
EXHIBIT B (Continued)
A laboratory prescription fee, based on prices for lenses from the
current DUFFENS Price List shall be paid by County in addition to
the schedule set forth above.
e. County shall pay the sum of $16. 00 as a standard frame service
allowance, and in addition, shall pay the actual laboratory cost of
the frame up to a maximum of $30 .00 based on the manufacturer' s
current price list. If a lower priced frame is used, County shall
be billed the lower cost. If a higher priced frame is used, County
shall be billed the maximum allowance of $30 .00 and the recipient
shall pay costs exceeding that amount.
f. Temples and minor frame repairs not exceeding $20 .00 cost shall be
billed to County at their customary charge. Lens and frame
replacements are to be billed as set forth.
3 . Submittal of Vouchers
When submitting vouchers for payment, members of the Contractor must
include with such vouche rs the authorization form set forth in Exhibit A,
Paragraph 2, above and shall itemize all costs. Together with itemized
fees for services and laboratory costs, such statement must show
recipient's name, prescription, type of lens provided (single-vision,
bifocal, trifocal) and the amounts paid by the recipient/patient. Failure
to comply with these provisions shall result in disapproval of the charges
by the Adjudicating Committee of the Contractor and shall not be paid by
Social Services.
Page 2 of 2
Contract No. : PY02-GA-1
EXHIBIT C
ASSURANCES
1. The Contractor agrees it is an independent contractor and that its
officers and employees do not become employees of Weld County, nor are
they entitled to any employee benefits as Weld County employees, as the
result of the execution of this Agreement.
2 . Weld County, the Board of County Commissioners of Weld County, its
officers and employees, shall not be held liable for injuries or damages
caused by any negligent acts or omissions of Contractor or its employees,
volunteers, or agents while performing duties as described in this
Agreement. Contractor shall indemnify, defend, and hold harmless Weld
County, the Board of County Commissioners of Weld County, its employees,
volunteers, and agents. The Contractor shall provide adequate liability
and worker' s compensation insurance for all its employees, volunteers, and
agents engaged in the performance of the Agreement upon request, the
Contractor shall provide Social Services with the acceptable evidence that
such coverage is in effect.
3 . No portion of this Agreement shall be deemed to constitute a waiver of any
immunities the parties or their officers or employees may possess, nor
shall any portion of this Agreement be deemed to have treated a duty of
care with respect to any persons not a party to this Agreement.
4. No portion of this Agreement shall be deemed to create an obligation on
the part of the County of Weld, State of Colorado, to expend funds not
otherwise appropriated in each succeeding year.
5. If any section, subsections, paragraph, sentence, clause, or phrase of
this Agreement is for any reason held or decided to be unconstitutional,
such decision shall not effect the validity of the remaining portions.
The parties hereto declare that they would have entered into this
Agreement and each and every section, subsection, paragraph, sentence,
clause, and phrase thereof irrespective of the fact that any one or more
sections, subsections, paragraphs, sentences, clauses, or phrases might be
declared to be unconstitutional or invalid.
6 . No officer, member or employee of Weld County and no member of their
governing bodies shall have any pecuniary interest, direct or indirect, in
the approved Agreement or the proceeds thereof.
7. The Contractor assures that they will comply with the Title VI of the
Civil Rights Act of 1986 and that no person shall, on the grounds of race,
creed, color, sex, or national origin, be excluded from participation in,
be denied the benefits of, or be otherwise subjected to discrimination
under this approved Agreement.
Page 1 of 4
Contract No. : PY02-GA-1
EXHIBIT C (Continued)
8 . The Contractor assures that sufficient, auditable, and otherwise adequate
records that will provide accurate, current, separate, and complete
disclosure of the status of the funds received under the Agreement are
maintained for three (3) years or the completion and resolution of an
audit. Such records shall be sufficient to allow authorized local,
Federal, and State auditors and representatives to audit and monitor the
Contractor.
9. All such records, documents, communications, and other materials shall be
the property of Social Services and shall be maintained by the Contractor,
in a central location and custodian, in behalf of Social Services, for a
period of three (3) years from the date of final payment under this
Contract, 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
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 finding.
10 . The Contractor assures that authorized local, federal and state auditors
and representatives shall, during business hours, have access to inspect
any copy records, and shall be allowed to monitor and review through on-
site visits, all contract activities, supported with funds under this
Agreement to ensure compliance with the terms of this Agreement.
Contracting parties agree that monitoring and evaluation of the
performance of the Agreement shall be conducted by appropriate funding
sources. The results of the monitoring and evaluation activities shall be
provided to the appropriate and interested parties.
11. This Agreement shall be binding upon the parties hereto, their successors,
heirs, legal representatives, and assigns. The Contractor of Social
Services may not assign any of its rights or obligations hereunder without
the prior written consent of both parties.
12 . The Contractor certifies that Federal appropriated funds have not been
paid or will be paid, by or on behalf of the Contractor, 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, loan, grant, or cooperative agreement.
Page 2 of 4
Contract No. : PY02-GA-1
EXHIBIT C (Continued)
13 . The Contractor assures that it will fully comply with the General
Assistance Program regulation promulgated, and all other applicable
federal and state laws, rules and regulations. The Contractor understands
that the source of funds to be used under this Agreement is: General
Assistance Funds.
14 . The Contractor assures and certifies that it and its principals:
a. Are not presently debarred, suspended, proposed for debarment,
declared ineligible, or voluntarily excluded from covered
transactions by a federal department of agency.
b. Have not, within a three-year period of preceding this Agreement,
been convicted of or had a civil judgment rendered against them for
commission of fraud or a criminal offense in connection with
obtaining, attempting to obtain, or performing a public (federal,
state, or local) transaction or contract under a public transaction;
violation of federal or state antitrust statutes or commission of
embezzlement, theft, forgery, bribery, falsification or destruction
of records, making false statements, or receiving stolen property;
c. Are not presently indicted for or otherwise criminally or civilly
charged by a government entity (federal, state, or local) with
commission of any of the offenses enumerated in paragraph 11 (b) of
this certification; and
d. Have not within a three-year period preceding this Agreement, had
one or more public transactions (federal, state, and local)
terminated for cause or default.
15 . The Appearance of Conflict of Interest applies to the relationship of a
contractor with Social Services when the Contractor also maintains a
relationship with a third party and the two relationships are in
opposition. In order to create the appearance of a conflict of interest,
it is not necessary for the contractor to gain from knowledge of these
opposing interests. It is only necessary that the contractor know that
the two relationships are in opposition.
During the term of the Contract the Contractor shall not enter any third
party relationship that gives the appearance of creating a conflict of
interest. Upon learning of an existing appearance of a conflict of
interest situation, the Contractor shall submit to Social Services, a full
disclosure statement set ting forth the details that create the appearance
of a conflict of interest. Failure to promptly submit a disclosure
statement required by this paragraph shall constitute grounds for Social
Services' termination, for cause, of its contract with the Contractor.
Page 3 of 4
Contract No. : PY02-GA-1
EXHIBIT C (Continued)
16. Contractor shall protect the confidentiality of all applicant records and
other materials that are maintained in accordance with this Contract.
Except for purposes directly connected the administration of the General
Assistance Program, no information about or obtained from any
applicant/recipient in possession of Contractor shall be disclosed in a
form identifiable with the applicant/recipient or a minor' s parent or
guardian. Contractor shall have written policies governing access to,
duplication and dissemination of, all such information. Contractor shall
advise its employees, agents and subcontractors, if any, that they are
subject to these confidentiality requirements. 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.
17. Proprietary information for the purposes of this contract is information
relating to a party's research, development, trade secrets, business
affairs, internal operations and management procedures and those of its
customers, clients or affiliates, but does not include information (1)
lawfully obtained from third parties, (2) that which is in the public
domain, or (3) that which is developed independently.
Neither party shall use or disclose directly or indirectly without prior
written authorization any proprietary information concerning the other
party obtained as a result of this Contract. Any proprietary information
removed from the State's site by the Contractor in the course of providing
services under this Contract will be accorded at least the same
precautions as are employed by the Contractor for similar information in
the course of its own business.
Page 4 of 4
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