HomeMy WebLinkAbout20241743.tiffRESOLUTION
RE: APPROVE INTERGOVERNMENTAL AGREEMENT FOR NURSE HOME VISITOR
PROGRAM (NHVP) / NURSE -FAMILY PARTNERSHIP (NFP) 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 an Intergovernmental Agreement for the
Nurse Home Visitor Program (NHVP) / Nurse -Family Partnership (NFP) between the County of
Weld, State of Colorado, by and through the Board of County Commissioners of Weld County, on
behalf of the Department of Public Health and Environment, and the Colorado Department of
Early Childhood, commencing July 1, 2024, and ending June 30, 2025, 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, that the Intergovernmental Agreement for the Nurse Home Visitor
Program (NHVP) / Nurse -Family Partnership (NFP) between the County of Weld, State of
Colorado, by and through the Board of County Commissioners of Weld County, on behalf of the
Department of Public Health and Environment, and the Colorado Department of Early Childhood,
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 26th day of June, A.D., 2024.
BOARD OF COUNTY COMMISSIONERS
WELD COUNTY COLORADO
ATTEST:w) a:4
Weld County Clerk to the Board
BY:
Deputy Clerk to the Board
VE
County Attorney
Date of signature:
;<--
Kevin D. Ross, Chair
Perry L. Wick, Pro-Tem
(m.42,
Mike Freeman
K. James
i Saine
Cc : I (sc /S )A(t3F) .04:1104 12.4
2024-1743
HL0057
C orrh'ac\ ac -to( -
BOARD OF COUNTY COMMISSIONERS
PASS -AROUND REVIEW
PASS -AROUND TITLE: FY 24-25 NURSE FAMILY PARTERNSHIP CONTRACT
DEPARTMENT: PUBLIC HEALTH AND ENVIRONMENT DATE: June 12, 2024
PERSON REQUESTING: JASON CHESSHER, EXECUTIVE DIRECTOR
SHAUN MAY, PUBLIC HEALTH SERVICES DIVISION DIRECTOR
Brief description of the problem/issue:
For the Board's approval is the FY 24-25 Nurse Family Partnership (NFP) contract between the Colorado
Department of Early Childhood (CDEC) and the Board of County Commissioner of Weld County on behalf of
the Weld County Department of Public Health and Environment (WCDPHE).
At no cost to the client, specially trained registered nurses provide home visits to vulnerable low-income, first-
time mothers residing in Weld County beginning in pregnancy and continuing until the client's child reaches the
age of two years. Clients are educated on positive maternal/child health practices, infant/toddler developmental
needs, effective parenting, and economic self-sufficiency. This evidenced -based program has demonstrated
multi -generational positive outcomes that benefit both families and the community.
With the approval of this contract (renewal), the WCDPHE will receive funding of $1,303,719 to cover program
activities from July 1, 2024, through June 30, 2025. Activities will be conducted by current staff; no additional
FTE is being requested.
What options exist for the Board?
Approval of this contract with CDEC will ensure continued funding for our NFP program to support first-time
mothers and children.
Declining this contract will result in loss of funding for the NFP program.
Costs (Current Fiscal Year / Ongoing or Subsequent Fiscal Years): There are no County costs associated
with the NFP program — all program costs are fully covered by this grant.
Recommendation: I recommend approval to place this item on a future Board agenda for formal action.
Support Recommendation Schedule
Place on BOCC Agenda Work Session Other/Comments:
Perry L. Buck, Pro-Tem
Mike Freeman
Scott K. James
Kevin D. Ross , Chair
Lori Saine
m .
U. a ema
,4r
2024-1743
Co /7
Lb)51
Karla Ford
From:
Sent:
To:
Subject:
Scott James
Monday, June 17, 2024 7:26 AM
Karla Ford
Re: Please Reply - NFP annual contract
Importance: High
i support - thanks!
Scott K. James
Weld County Commissioner, District 2
1150 O Street, P.O. Box 758, Greeley, Colorado 80632
970.336.7204 (Office)
970.381.7496 (Cell)
Confidentiality Notice: This electronic transmission and any attached documents or other writings are intended only for the person or
entity to which it is addressed and may contain information that is privileged, confidential or otherwise protected from disclosure. If you
have received this communication in error, please immediately notify sender by return e-mail and destroy the communication. Any
disclosure, copying, distribution or the taking of any action concerning the contents of this communication or any attachments by
anyone other than the named recipient is strictly prohibited.
On Jun 17, 2024, at 7:16 AM, Karla Ford <kford@weld.gov>wrote:
Please advise if you support recommendation and to have department place on the agenda.
Karla Fort
Office Manager, Board of Weld County Commissioners
1150 0 Street, P.Q. Box 758, Greeley, Colorado 80632
:: 970.336-7204 :: kford(weldgov.com :: www.weldgov.com
**Please note my working hours are Monday -Thursday 7:00a.m.-5:00p.m.**
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Confidentiality Notice: This electronic transmission and any attached documents or other writings ore intended only for the person or entity to which it is addressed
and may contain information that is privileged, confidential or otherwise protected from disclosure. If you hove received this communication in error, please
immediately notify sender by return e-mail and destroy the communication. Any disclosure, copying, distribution or the taking of any action concerning the contents of
this communication or any attachments by anyone other than the named recipient is strictly prohibited.
From: Jason Chessher <jchessher@weld.gov>
Sent: Wednesday, June 12, 2024 1:36 PM
To: Karla Ford <kford@weld.gov>
1
Docusign Envelope ID: 897B46D6-DD6F-4B44-91A8-2FD73F555205
STATE OF COLORADO INTERGOVERNMENTAL
AGREEMENT
COVER PAGE
State Agency
Colorado Department of Early Childhood
Contract Number
CT QAAA 2025*1072
GAE QAAA 2025-184
25 QAAA 190699
Contractor
Weld County Department of Public Health and Environment
Contract Performance Beginning Date
The Effective Date or July 1, 2024, whichever is later.
Contract Maximum Amount
Initial Term
State Fiscal Year 2025 $1,303,719*^
And a $90,000 pooled General Accounting Encumbrance
(GAE) shared amongst various contractors as described in this
Contract, see Exhibit C, Section 11.
"Any amount paid against Holdover CT QAAA 2025°1072
HL prior to the execution of this Contract shall be reduced
from the Contract maximum amount.
Extension Terms
None
Maximum Amount for All Fiscal Years $1,303,719
Initial Contract Expiration Date
June 30, 2025
Except as stated in §2D, the total duration of this Contract,
including the exercise of any options to extend, shall not
exceed five (5) years from its Performance Beginning Date.
Pricing/Funding
Price Structure: Cost Reimbursement
Contractor shall invoice: Monthly
Fund Source: Marijuana Cash Funds
Insurance
Contractor shall maintain the following insurance if indicated
with "Yes," as further described in §10:
Worker's Compensation: Yes
General Liability: Yes
Automobile Liability: Yes
Protected Information: Yes
Professional Liability Insurance: No
Cyber/Net. Security -Privacy Liability Insurance: Yes
Crime Insurance: No
Options
The State shall have the following options if indicated with
"Yes," as further described in §2.C and §5.B.v:
Option to Extend Term per §2.C: Yes
Option to Increase or Decrease Maximum Amount per
§5.B.v: Yes
Contract Purpose
Weld County Department of Public Health and Environment (WCDPHE) Nurse -Family Partnership shall positively impact
pregnancy outcomes, child health and development, and economic self-sufficiency of enrolled families in Weld County by
delivering high quality nursing services that comply with Nurse Family Partnership (NFP) model fidelity.
Contract Authority
Authority to enter into this Contract exists in: §26-1-111, Colorado Revised Statutes (C.R.S.)
Law -Specified Vendor Statute (if any): §26.5-3-504, C.R.S.
Procurement Method: Law Specified
Solicitation Number (if any): N/A
Page 1 of 24
Docusign Envelope ID: 897B46D6-DD6F-4B44-91A8-2FD73F555205
Exhibits and Order of Precedence
The following Exhibits and attachments are included with this Contract:
1. Exhibit A — Statement of Work
2. Exhibit B — Budget
3. Exhibit C - Additional Provisions
4. Exhibit D - HIPAA Business Associate Agreement
5. Exhibit E — Sample Option Letter
In the event of a conflict or inconsistency between this Contract and any Exhibit or attachment, such conflict or inconsistency
shall be resolved by reference to the documents in the following order of priority:
1. Exhibit D, HIPAA BAA
2. Exhibit C, Additional Provisions
3. Colorado Special Provisions in §18 of the main body of this Contract.
4. The provisions of the other sections of the main body of this Contract.
5. Exhibit A, Statement of Work.
6. Exhibit B, Budget
7. Exhibit E, Sample Option Letter.
Principal Representatives
For the State:
Bitel Beyette, Nurse Home Visitor (NHV) Program
Administrator
Colorado Department of Early Childhood
710 South Ash Street
Building C
Glendale, CO 80246
Phone: 720-610-4535
Email: bitel.beyetteAstate.co.us
Page 2 of 24
For Contractor:
Dana Garvey, Program Coordinator
Weld County Department of Public Health and
Environment
1555 North 17th Avenue
Greeley, Colorado 80631
Phone: 970-400-2405
Email: dgarveylweld.gov
Docusign Envelope ID: 897B46D6-DD6F-4B44-91A8-2FD73F555205
SIGNATURE PAGE
THE PARTIES HERETO HAVE EXECUTED THIS CONTRACT
Each person signing this Contract represents and warrants that the signer is duly authorized to execute this Contract and to
bind the Party authorizine such signature.
CONTRACTOR
Weld County Department of Public Health and Environment
,,--Signed by:
STATE OF COLORADO
Colorado Department of Early Childhood
Dr. Lisa Roy, Ed.D., Executive Director
f--DocuSigned by: yb/
'-00dFDfDC901f'd4F...
By: Kevin D. Ross
Chair
Date: 8/7/2024
B 1dB350 d21...
By: Step iame ?Beasley, Deputy Executive Director
Date: 8/7/2024
2nd State or Contractor Signature if Needed
LEGAL REVIEW
Philip J. Weiser, Attorney General
By: Name & Title of Person Signing for Signatory
Date:
By: Assistant Attorney General
Date:
In accordance with §24-30-202, C.R.S., this Contract is not va id until signed and dated below by the State Controller or an
authorized delegate.
STATE CONTROLLER
Robert Jaros, CPA, MBA, JD
f-DocuSigned by:
(ma ClArtaw
'B" y:'aura Curnow, CDEC Controller
Effective Date: 8/8/2024
Page 3 of 24
fay i7��
Docusign Envelope ID: 897846D6-DD6F-4B44-91A8-2FD73F555205
TABLE OF CONTENTS
COVER PAGE 1
SIGNATURE PAGE 2
1. PARTIES 4
2. TERM AND EFFECTIVE DATE 4
3. DEFINITIONS 5
4. STATEMENT OF WORK 8
5. PAYMENTS TO CONTRACTOR 8
6. REPORTING - NOTIFICATION 10
7. CONTRACTOR RECORDS 10
8. CONFIDENTIAL INFORMATION -STATE RECORDS 11
9. CONFLICTS OF INTEREST 13
10. INSURANCE 13
11. BREACH OF CONTRACT 15
12. REMEDIES 15
13. DISPUTE RESOLUTION 17
14. NOTICES AND REPRESENTATIVES 18
15. RIGHTS IN WORK PRODUCT AND OTHER INFORMATION 18
16. STATEWIDE CONTRACT MANAGEMENT SYSTEM 19
17. GENERAL PROVISIONS 19
18. COLORADO SPECIAL PROVISIONS (COLORADO FISCAL RULE 3-3) 22
1. PARTIES
This Contract is entered into by and between Contractor named on the Cover Page for this Contract
(the "Contractor"), and the STATE OF COLORADO acting by and through the State agency
named on the Cover Page for this Contract (the "State"). Contractor and the State agree to the terms
and conditions in this Contract.
2. TERM AND EFFECTIVE DATE
A. Effective Date
This Contract shall not be valid or enforceable until the Effective Date. The State shall not
be bound by any provision of this Contract before the Effective Date, and shall have no
obligation to pay Contractor for any Work performed or expense incurred before the Effective
Date or after the expiration or sooner termination of this Contract.
B. Initial Term
The Parties' respective performances under this Contract shall commence on the Contract
Performance Beginning Date shown on the Cover Page for this Contract and shall terminate
on the Initial Contract Expiration Date shown on the Cover Page for this Contract (the "Initial
Term") unless sooner terminated or further extended in accordance with the terms of this
Contract.
C. Extension Terms - State's Option
The State, at its discretion, shall have the option to extend the performance under this
Contract beyond the Initial Term for a period, or for successive periods, of one year or less
at the same rates and under the same terms specified in the Contract (each such period an
"Extension Term"). In order to exercise this option, the State shall provide written notice to
Contractor in a form substantially equivalent to the Sample Option Letter attached to this
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Contract. Except as stated in §2.D, the total duration of this Contract, including the exercise
of any options to extend, shall not exceed five years from its Effective Date absent prior
approval from the State Purchasing Director in accordance with the Colorado Procurement
Code.
D. End of Term Extension
If this Contract approaches the end of its Initial Term, or any Extension Term then in place,
the State, at its discretion, upon written notice to Contractor as provided in §14, may
unilaterally extend such Initial Term or Extension Term for a period not to exceed two months
(an "End of Term Extension"), regardless of whether additional Extension Terms are
available or not. The provisions of this Contract in effect when such notice is given shall
remain in effect during the End of Term Extension. The End of Term Extension shall
automatically terminate upon execution of a replacement contract or modification extending
the total term of this Contract.
E. Early Termination in the Public Interest
The State is entering into this Contract to serve the public interest of the State of Colorado as
determined by its Governor, General Assembly, or Courts. If this Contract ceases to further
the public interest of the State, the State, in its discretion, may terminate this Contract in
whole or in part. A determination that this Contract should be terminated in the public interest
shall not be equivalent to a State right to terminate for convenience. This subsection shall not
apply to a termination of this Contract by the State for breach by Contractor, which shall be
governed by §12.A.i.
i. Method and Content
The State shall notify Contractor of such termination in accordance with §14. The
notice shall specify the effective date of the termination and whether it affects all or a
portion of this Contract, and shall include, to the extent practicable, the public interest
justification for the termination.
ii. Obligations and Rights
Upon receipt of a termination notice for termination in the public interest, Contractor
shall be subject to the rights and obligations set forth in §12.A.i.a.
iii. Payments
If the State terminates this Contract in the public interest, the State shall pay Contractor
an amount equal to the percentage of the total reimbursement payable under this
Contract that corresponds to the percentage of Work satisfactorily completed and
accepted, as determined by the State, less payments previously made. Additionally, if
this Contract is less than 60% completed, as determined by the State, the State may
reimburse Contractor for a portion of actual out-of-pocket expenses, not otherwise
reimbursed under this Contract, incurred by Contractor which are directly attributable
to the uncompleted portion of Contractor's obligations, provided that the sum of any
and all reimbursement shall not exceed the maximum amount payable to Contractor
hereunder.
3. DEFINITIONS
The following terms shall be construed and interpreted as follows:
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Docusign Envelope ID: 897B46O6-DD6F-4B44-91A8-2FD73F555205
A. "Breach of Contract" means the failure of a Party to perform any of its obligations in
accordance with this Contract, in whole or in part or in a timely or satisfactory manner. If
Contractor is debarred or suspended under §24-109-105, C.R.S. at any time during the term
of this Contract, then such debarment or suspension shall constitute a breach.
B. "Business Day" means any day in which the State is open and conducting business, but shall
not include Saturday, Sunday or any day on which the State observes one of the holidays
listed in §24-11-101(1), C.R.S.
C. "Chief Procurement Officer" means the individual to whom the Executive Director has
delegated his or her authority pursuant to §24-102-202 to procure or supervise the
procurement of all supplies and services needed by the State.
D. "CJI" means criminal justice information collected by criminal justice agencies needed for
the performance of their authorized functions, including, without limitation, all information
defined as criminal justice information by the U.S. Department of Justice, Federal Bureau of
Investigation, Criminal Justice Information Services Security Policy, as amended and all
Criminal Justice Records as defined under §24-72-302, C.R.S.
E. "Contract" means this agreement, including all attached Exhibits, all documents
incorporated by reference, all referenced statutes, rules and cited authorities, and any future
modifications thereto.
F. "Contract Funds" means the funds that have been appropriated, designated, encumbered, or
otherwise made available for payment by the State under this Contract.
G. "CORA" means the Colorado Open Records Act, §§24-72-200.1, et. seq., C.R.S.
H. "End of Term Extension" means the time period defined in §2.D.
I. "Effective Date" means the date on which this Contract is approved and signed by the
Colorado State Controller or designee, as shown on the Signature Page for this Contract. If
this Contract is for a Major Information Technology Project, as defined in §24-37.5-102(2.6),
C.R.S., then the Effective Date of this Contract shall be the later of the date on which this
Contract is approved and signed by the State's Chief Information Officer or authorized
delegate or the date on which this Contract is approved and signed by the State Controller or
authorized delegate, as shown on the Signature Page for this Contract.
J. "Exhibits" means the exhibits and attachments included with this Contract as shown on the
Cover Page for this Contract.
K. "Extension Term" means the time period defined in §2.C.
L. "Goods" means any movable material acquired, produced, or delivered by Contractor as set
forth in this Contract and shall include any movable material acquired, produced, or delivered
by Contractor in connection with the Services.
M. "Incident" means any accidental or deliberate event that results in or constitutes an imminent
threat of the unauthorized access, loss, disclosure, modification, disruption, or destruction of
any communications or information resources of the State, which are included as part of the
Work, as described in §§24-37.5-401 et. seq. C.R.S. Incidents include, without limitation (i)
successful attempts to gain unauthorized access to a State system or State Information
regardless of where such information is located; (ii) unwanted disruption or denial of service;
(iii) the unauthorized use of a State system for the processing or storage of data; or (iv)
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Docusign Envelope ID: 897B46D6-DD6F-4B44-91A8-2FD73F555205
changes to State system hardware, firmware, or software characteristics without the State's
knowledge, instruction, or consent."
N. "Initial Term" means the time period defined in §2.B.
O. "Party" means the State or Contractor, and "Parties" means both the State and Contractor.
P. "PCI" means payment card information including any data related to credit card holders'
names, credit card numbers, or the other credit card information as may be protected by state
or federal law.
Q. "PII" means personally identifiable information including, without limitation, any
information maintained by the State about an individual that can be used to distinguish or
trace an individual's identity, such as name, social security number, date and place of birth,
mother's maiden name, or biometric records; and any other information that is linked or
linkable to an individual, such as medical, educational, financial, and employment
information. PII includes, but is not limited to, all information defined as personally
identifiable information in §§24-72-501 and 24-73-101, C.R.S."PII" shall also mean
"personal identifying information" as set forth at § 24-74-102, et. seq., C.R.S.
R. "PHI" means any protected health information, including, without limitation 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. PHI includes, but is not limited to, any
information defined as Individually Identifiable Health Information by the federal Health
Insurance Portability and Accountability Act.
S. "Services" means the services to be performed by Contractor as set forth in this Contract,
and shall include any services to be rendered by Contractor in connection with the Goods.
T "State Confidential Information" means any and all State Records not subject to disclosure
under CORA. State Confidential Information shall include, but is not limited to, PII, PHI,
PCI, Tax Information, CJI, and State personnel records not subject to disclosure under
CORA. State Confidential Information shall not include information or data concerning
individuals that is not deemed confidential but nevertheless belongs to the State, which has
been communicated, furnished, or disclosed by the State to Contractor which (i) is subject to
disclosure pursuant to CORA; (ii) is already known to Contractor without restrictions at the
time of its disclosure to Contractor; (iii) is or subsequently becomes publicly available
without breach of any obligation owed by Contractor to the State; (iv) is disclosed to
Contractor, without confidentiality obligations, by a third party who has the right to disclose
such information; or (v) was independently developed without reliance on any State
Confidential Information.
U. "State Fiscal Rules" means that fiscal rules promulgated by the Colorado State Controller
pursuant to §24-30-202(13)(a), C.R.S.
V. "State Fiscal Year" means a 12 month period beginning on July 1 of each calendar year and
ending on June 30 of the following calendar year. If a single calendar year follows the term,
then it means the State Fiscal Year ending in that calendar year.
W. "State Records" means any and all State data, information, and records, regardless of
physical form, including, but not limited to, information subject to disclosure under CORA.
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Docusign Envelope ID: 897B46D6-DD6F-4B44-91A8-2FD73F555205
X. "Subcontractor" means third -parties, if any, engaged by Contractor to aid in performance
of the Work.
Y. "Tax Information" means federal and State of Colorado tax information including, without
limitation, federal and State tax returns, return information, and such other tax -related
information as may be protected by federal and State law and regulation. Tax Information
includes, but is not limited to all information defined as federal tax information in Internal
Revenue Service Publication 1075.
Z. "Work" means the Goods delivered and Services performed pursuant to this Contract.
AA. "Work Product" means the tangible and intangible results of the Work, whether finished or
unfinished, including drafts. Work Product includes, but is not limited to, documents, text,
software (including source code), research, reports, proposals, specifications, plans, notes,
studies, data, images, photographs, negatives, pictures, drawings, designs, models, surveys,
maps, materials, ideas, concepts, know-how, and any other results of the Work. "Work
Product" does not include any material that was developed prior to the Effective Date that is
used, without modification, in the performance of the Work.
Any other term used in this Contract that is defined in an Exhibit shall be construed and interpreted
as defined in that Exhibit.
4. STATEMENT OF WORK
Contractor shall complete the Work as described in this Contract and in accordance with the
provisions of Exhibit A. The State shall have no liability to compensate Contractor for the delivery
of any goods or the performance of any services that are not specifically set forth in this Contract.
5. PAYMENTS TO CONTRACTOR
A. Maximum Amount
Payments to Contractor are limited to the unpaid, obligated balance of the Contract Funds.
The State shall not pay Contractor any amount under this Contract that exceeds the Contract
Maximum for that State Fiscal Year shown on the Cover Page for this Contract.
B. Payment Procedures
i. Invoices and Payment
a. The State shall pay Contractor in the amounts and in accordance with the schedule
and other conditions set forth in Exhibit A.
b. Contractor shall initiate payment requests by invoice to the State, in a form and
manner approved by the State.
c. The State shall pay each invoice within 45 days following the State's receipt of
that invoice, so long as the amount invoiced correctly represents Work completed
by Contractor and previously accepted by the State during the term that the
invoice covers. If the State determines that the amount of any invoice is not
correct, then Contractor shall make all changes necessary to correct that invoice.
d. The acceptance of an invoice shall not constitute acceptance of any Work
performed or deliverables provided under this Contract.
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Docusign Envelope ID: 897B46D6-DD6F-4844-91A8-2FD73F555205
ii. Interest
Amounts not paid by the State within 45 days after the State's acceptance of the invoice
shall bear interest on the unpaid balance beginning on the 45th day at the rate of 1% per
month, as required by §24-30-202(24)(a), C.R.S., until paid in full; provided, however,
that interest shall not accrue on unpaid amounts that the State disputes in writing.
Contractor shall invoice the State separately for accrued interest on delinquent amounts,
and the invoice shall reference the delinquent payment, the number of day's interest to
be paid and the interest rate.
iii. Payment Disputes
If Contractor disputes any calculation, determination or amount of any payment,
Contractor shall notify the State in writing of its dispute within 30 days following the
earlier to occur of Contractor's receipt of the payment or notification of the
determination or calculation of the payment by the State. The State will review the
information presented by Contractor and may make changes to its determination based
on this review. The calculation, determination or payment amount that results from the
State's review shall not be subject to additional dispute under this subsection. No
payment subject to a dispute under this subsection shall be due until after the State has
concluded its review, and the State shall not pay any interest on any amount during the
period it is subject to dispute under this subsection.
iv. Available Funds -Contingency -Termination
The State is prohibited by law from making commitments beyond the term of the
current State Fiscal Year. Payment to Contractor beyond the current State Fiscal Year
is contingent on the appropriation and continuing availability of Contract Funds in any
subsequent year (as provided in the Colorado Special Provisions). If federal funds or
funds from any other non -State funds constitute all or some of the Contract Funds the
State's obligation to pay Contractor shall be contingent upon such non -State funding
continuing to be made available for payment. Payments to be made pursuant to this
Contract shall be made only from Contract Funds, and the State's liability for such
payments shall be limited to the amount remaining of such Contract Funds. If State,
federal or other funds are not appropriated, or otherwise become unavailable to fund
this Contract, the State may, upon written notice, terminate this Contract, in whole or
in part, without incurring further liability. The State shall, however, remain obligated
to pay for Services and Goods that are delivered and accepted prior to the effective date
of notice of termination, and this termination shall otherwise be treated as if this
Contract were terminated in the public interest as described in §2.E.
v. Option to Increase Maximum Amount
If the Signature and Cover Pages for this Contract show that the State has the Option to
Increase or Decrease Maximum Amount, then the State, at its discretion, shall have the
option to increase or decrease the statewide quantity of Goods and Services based upon
the rates established in this Contract, and increase or decrease the maximum amount
payable accordingly. In order to exercise this option, the State shall provide written
notice to Contractor in a form substantially equivalent to the Sample Option Letter
attached to this Contract. Delivery of Goods and performance of Services shall continue
at the same rates and terms as described in this Contract. The State may include and
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incorporate a revised budget with the option letter, as long as the revised budget does
not unilaterally change rates or terms specified in the Contract.
6. REPORTING - NOTIFICATION
A. Quarterly Reports.
In addition to any reports required pursuant to §16 or pursuant to any other Exhibit, for any
contract having a term longer than three months, Contractor shall submit, on a quarterly basis,
a written report specifying progress made for each specified performance measure and
standard in this Contract. Such progress report shall be in accordance with the procedures
developed and prescribed by the State. Progress reports shall be submitted to the State not
later than five Business Days following the end of each calendar quarter or at such time as
otherwise specified by the State.
B. Litigation Reporting
If Contractor is served with a pleading or other document in connection with an action before
a court or other administrative decision making body, and such pleading or document relates
to this Contract or may affect Contractor's ability to perform its obligations under this
Contract, Contractor shall, within 10 days after being served, notify the State of such action
and deliver copies of such pleading or document to the State's principal representative
identified on the Cover Page for this Contract.
C. Performance Outside the State of Colorado or the United States, §24-102-206, C.R.S.
To the extent not previously disclosed in accordance with §24-102-206, C.R.S., Contractor
shall provide written notice to the State, in accordance with §14 and in a form designated by
the State, within 20 days following the earlier to occur of Contractor's decision to perform
Services outside of the State of Colorado or the United States, or its execution of an
agreement with a Subcontractor to perform, Services outside the State of Colorado or the
United States. Such notice shall specify the type of Services to be performed outside the State
of Colorado or the United States and the reason why it is necessary or advantageous to
perform such Services at such location or locations, and such notice shall be a public record.
Knowing failure by Contractor to provide notice to the State under this section shall constitute
a breach of this Contract. This section shall not apply if the Contract Funds include any
federal funds.
7. CONTRACTOR RECORDS
A. Maintenance
Contractor shall maintain a file of all documents, records, communications, notes and other
materials relating to the Work (the "Contractor Records"). Contractor Records shall include
all documents, records, communications, notes and other materials maintained by Contractor
that relate to any Work performed by Subcontractors, and Contractor shall maintain all
records related to the Work performed by Subcontractors required to ensure proper
performance of that Work. Contractor shall maintain Contractor Records until the last to
occur of: (i) the date three years after the date this Contract expires or is terminated, (ii) final
payment under this Contract is made, (iii) the resolution of any pending Contract matters, or
(iv) if an audit is occurring, or Contractor has received notice that an audit is pending, the
date such audit is completed and its findings have been resolved (the "Record Retention
Period").
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B. Inspection
Contractor shall permit the State to audit, inspect, examine, excerpt, copy and transcribe
Contractor Records during the Record Retention Period. Contractor shall make Contractor
Records available during normal business hours at Contractor's office or place of business,
or at other mutually agreed upon times or locations, upon no fewer than two Business Days'
notice from the State, unless the State determines that a shorter period of notice, or no notice,
is necessary to protect the interests of the State.
C. Monitoring
The State, in its discretion, may monitor Contractor's performance of its obligations under
this Contract using procedures as determined by the State. The State shall monitor
Contractor's performance in a manner that does not unduly interfere with Contractor's
performance of the Work.
D. Final Audit Report
Contractor shall promptly submit to the State a copy of any final audit report of an audit
performed on Contractor's records that relates to or affects this Contract or the Work, whether
the audit is conducted by Contractor or a third party.
8. CONFIDENTIAL INFORMATION -STATE RECORDS
A. Confidentiality
Contractor shall keep confidential, and cause all Subcontractors to keep confidential, all State
Records, unless those State Records are publicly available. Contractor shall not, without prior
written approval of the State, use, publish, copy, disclose to any third party, or permit the use
by any third party of any State Records, except as otherwise stated in this Contract, permitted
by law or approved in Writing by the State. Contractor shall provide for the security of all
State Confidential Information in accordance with all policies promulgated by the Colorado
Office of Information Security and all applicable laws, rules, policies, publications, and
guidelines. If Contractor or any of its Subcontractors will or may receive the following types
of data, Contractor or its Subcontractors shall provide for the security of such data according
to the following: (i) the most recently promulgated IRS Publication 1075 for all Tax
Information and in accordance with the Safeguarding Requirements for Federal Tax
Information attached to this Contract as an Exhibit, if applicable, (ii) the most recently
updated PCI Data Security Standard from the PCI Security Standards Council for all PCI,
(iii) the most recently issued version of the U.S. Department of Justice, Federal Bureau of
Investigation, Criminal Justice Information Services Security Policy for all CJI, and (iv) the
federal Health Insurance Portability and Accountability Act for all PHI and the HIPAA
Business Associate Agreement attached to this Contract, if applicable. Contractor shall
immediately forward any request or demand for State Records to the State's principal
representative.
B. Other Entity Access and Nondisclosure Agreements
Contractor may provide State Records to its agents, employees, assigns and Subcontractors
as necessary to perform the Work, but shall restrict access to State Confidential Information
to those agents, employees, assigns and Subcontractors who require access to perform their
obligations under this Contract. Contractor shall ensure all such agents, employees, assigns,
and Subcontractors sign agreements containing nondisclosure provisions at least as protective
as those in this Contract, and that the nondisclosure provisions are in force at all times the
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agent, employee, assign or Subcontractor has access to any State Confidential Information.
Contractor shall provide copies of those signed nondisclosure provisions to the State upon
execution of the nondisclosure provisions.
C. Use, Security, and Retention
Contractor shall use, hold and maintain State Confidential Information in compliance with
any and all applicable laws and regulations in facilities located within the United States, and
shall maintain a secure environment that ensures confidentiality of all State Confidential
Information wherever located. Contractor shall provide the State with access, subject to
Contractor's reasonable security requirements, for purposes of inspecting and monitoring
access and use of State Confidential Information and evaluating security control
effectiveness. Upon the expiration or termination of this Contract, Contractor shall return
State Records provided to Contractor or destroy such State Records and certify to the State
that it has done so, as directed by the State. If Contractor is prevented by law or regulation
from returning or destroying State Confidential Information, Contractor warrants it will
guarantee the confidentiality of, and cease to use, such State Confidential Information.
D. Incident Notice and Remediation
If Contractor becomes aware of any Incident, it shall notify the State immediately and
cooperate with the State regarding recovery, remediation, and the necessity to involve law
enforcement, as determined by the State. Unless Contractor can establish that none of
Contractor or any of its agents, employees, assigns or Subcontractors are the cause or source
of the Incident, Contractor shall be responsible for the cost of notifying each person who may
have been impacted by the Incident. After an Incident, Contractor shall take steps to reduce
the risk of incurring a similar type of Incident in the future as directed by the State, which
may include, but is not limited to, developing and implementing a remediation plan that is
approved by the State at no additional cost to the State. The State may, in its sole discretion
and at Contractor's sole expense, require Contractor to engage the services of an independent,
qualified, State -approved third party to conduct a security audit. Contractor shall provide the
State with the results of such audit and evidence of Contractor's planned remediation in
response to any negative findings.
E. Data Protection and Handling
Contractor shall ensure that all State Records and Work Product in the possession of
Contractor or any Subcontractors are protected and handled in accordance with the
requirements of this Contract, including the requirements of any Exhibits hereto, at all times.
F. Safeguarding PII
If Contractor or any of its Subcontractors will or may receive PII under this Contract,
Contractor shall provide for the security of such PII, in a manner and form acceptable to the
State, including, without limitation, State non -disclosure requirements, use of appropriate
technology, security practices, computer access security, data access security, data storage
encryption, data transmission encryption, security inspections, and audits. Contractor shall
be a "Third -Party Service Provider" as defined in §24-73-103(1)(i), C.R.S. and shall maintain
security procedures and practices consistent with §§24-73-101 et seq., C.R.S. In addition, as
set forth in § 24-74-102, et. seq., C.R.S., Contractor, including, but not limited to,
Contractor's employees, agents and Subcontractors, agrees not to share any PII with any third
parties for the purpose of investigating for, participating in, cooperating with, or assisting
with Federal immigration enforcement. If Contractor is given direct access to any State
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databases containing PII, Contractor shall execute, on behalf of itself and its employees, the
certification attached hereto as Exhibit _ on an annual basis Contractor's duty and obligation
to certify as set forth in Exhibit _ shall continue as long as Contractor has direct access to
any State databases containing PII. If Contractor uses any Subcontractors to perform services
requiring direct access to State databases containing PII, the Contractor shall require such
Subcontractors to execute and deliver the certification to the State on an annual basis, so long
as the Subcontractor has access to State databases containing PII.
9. CONFLICTS OF INTEREST
A. Actual Conflicts of Interest
Contractor shall not engage in any business or activities, or maintain any relationships that
conflict in any way with the full performance of the obligations of Contractor under this
Contract. Such a conflict of interest would arise when a Contractor or Subcontractor's
employee, officer or agent were to offer or provide any tangible personal benefit to an
employee of the State, or any member of his or her immediate family or his or her partner,
related to the award of, entry into or management or oversight of this Contract.
B. Apparent Conflicts of Interest
Contractor acknowledges that, with respect to this Contract, even the appearance of a conflict
of interest shall be harmful to the State's interests. Absent the State's prior written approval,
Contractor shall refrain from any practices, activities or relationships that reasonably appear
to be in conflict with the full performance of Contractor's obligations under this Contract.
C. Disclosure to the State
If a conflict or the appearance of a conflict arises, or if Contractor is uncertain whether a
conflict or the appearance of a conflict has arisen, Contractor shall submit to the State a
disclosure statement setting forth the relevant details for the State's consideration. Failure to
promptly submit a disclosure statement or to follow the State's direction in regard to the
actual or apparent conflict constitutes a breach of this Contract.
D. Contractor acknowledges that all State employees are subject to the ethical principles
described in §24-18-105, C.R.S. Contractor further acknowledges that State employees may
be subject to the requirements of §24-18-105, C.R.S. with regard to this Contract.
10. INSURANCE
Contractor shall obtain and maintain, and ensure that each Subcontractor shall obtain and maintain,
insurance as specified in this section at all times during the term of this Contract. All insurance
policies required by this Contract that are not provided through self-insurance shall be issued by
insurance companies as approved by the State.
A. Contractor Insurance
The Contractor is a "public entity" within the meaning of the Colorado Governmental
Immunity Act, §24-10-101, et seq., C.R.S. (the "GIA") and shall maintain at all times during
the term of this Contract such liability insurance, by commercial policy or self-insurance, as
is necessary to meet its liabilities under the GIA.
B. Subcontractor Requirements
Contractor shall ensure that each Subcontractor that is a public entity within the meaning of
the GIA, maintains at all times during the terms of this Contract, such liability insurance, by
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commercial policy or self-insurance, as is necessary to meet the Subcontractor's obligations
under the GIA. Contractor shall ensure that each Subcontractor that is not a public entity
within the meaning of the GIA, maintains at all times during the terms of this Contract all of
the following insurance policies:
i. Workers' Compensation
Workers' compensation insurance as required by state statute, and employers' liability
insurance covering all Contractor or Subcontractor employees acting within the course
and scope of their employment.
ii. General Liability
Commercial general liability insurance covering premises operations, fire damage,
independent contractors, products and completed operations, blanket contractual
liability, personal injury, and advertising liability with minimum limits as follows:
a. $1,000,000 each occurrence;
b. $1,000,000 general aggregate;
c. $1,000,000 products and completed operations aggregate; and
d. $50,000 any one fire.
iii. Automobile Liability
Automobile liability insurance covering any auto (including owned, hired and non -
owned autos) with a minimum limit of $1,000,000 each accident combined single limit.
iv. Protected Information
Liability insurance covering all loss of State Confidential Information, such as PII, PHI,
PCI, Tax Information, and CJI, and claims based on alleged violations of privacy rights
through improper use or disclosure of protected information with minimum limits as
follows:
a. $1,000,000 each occurrence; and
b. $2,000,000 general aggregate.
v. Professional Liability Insurance
Professional liability insurance covering any damages caused by an error, omission or
any negligent act with minimum limits as follows:
a. $1,000,000 each occurrence; and
b. $1,000,000 general aggregate.
vi. Crime Insurance
Crime insurance including employee dishonesty coverage with minimum limits as
follows:
a. $1,000,000 each occurrence; and
b. $1,000,000 general aggregate.
C. Additional Insured
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The State shall be named as additional insured on all commercial general liability policies
(leases and construction contracts require additional insured coverage for completed
operations) required of Contractor and Subcontractors.
D. Primacy of Coverage
Coverage required of Contractor and each Subcontractor shall be primary over any insurance
or self-insurance program carried by Contractor or the State.
E. Cancellation
All commercial insurance policies shall include provisions preventing cancellation or non -
renewal, except for cancellation based on non-payment of premiums, without at least 30 days
prior notice to Contractor and Contractor shall forward such notice to the State in accordance
with §14 within seven days of Contractor's receipt of such notice.
F. Subrogation Waiver
All commercial insurance policies secured or maintained by Contractor or its Subcontractors
in relation to this Contract shall include clauses stating that each carrier shall waive all rights
of recovery under subrogation or otherwise against Contractor or the State, its agencies,
institutions, organizations, officers, agents, employees, and volunteers.
G. Certificates
For each commercial insurance plan provided by Contractor under this Contract, Contractor
shall provide to the State certificates evidencing Contractor's insurance coverage required in
this Contract within seven Business Days following the Effective Date. Contractor shall
provide to the State certificates evidencing Subcontractor insurance coverage required under
this Contract within seven Business Days following the Effective Date, except that, if
Contractor's subcontract is not in effect as of the Effective Date, Contractor shall provide to
the State certificates showing Subcontractor insurance coverage required under this Contract
within seven Business Days following Contractor's execution of the subcontract. No later
than 15 days before the expiration date of Contractor's or any Subcontractor's coverage,
Contractor shall deliver to the State certificates of insurance evidencing renewals of coverage.
At any other time during the term of this Contract, upon request by the State, Contractor shall,
within seven Business Days following the request by the State, supply to the State evidence
satisfactory to the State of compliance with the provisions of this §10.
11. BREACH OF CONTRACT
In the event of a Breach of Contract, the aggrieved Party shall give written notice of breach to the
other Party. If the notified Party does not cure the Breach of Contract, at its sole expense, within
30 days after the delivery of written notice, the Party may exercise any of the remedies as described
in §12 for that Party. Notwithstanding any provision of this Contract to the contrary, the State, in
its discretion, need not provide notice or a cure period and may immediately terminate this Contract
in whole or in part or institute any other remedy in this Contract in order to protect the public
interest of the State; or if Contractor is debarred or suspended under §24-109-105, C.R.S., the State,
in its discretion, need not provide notice or cure period and may terminate this Contract in whole
or in part or institute any other remedy in this Contract as of the date that the debarment or
suspension takes effect.
12. REMEDIES
A. State's Remedies
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If Contractor is in breach under any provision of this Contract and fails to cure such breach,
the State, following the notice and cure period set forth in §11, shall have all of the remedies
listed in this section in addition to all other remedies set forth in this Contract or at law. The
State may exercise any or all of the remedies available to it, in its discretion, concurrently or
consecutively.
Termination for Breach
In the event of Contractor's uncured breach, the State may terminate this entire Contract
or any part of this Contract. Contractor shall continue performance of this Contract to
the extent not terminated, if any.
a. Obligations and Rights
To the extent specified in any termination notice, Contractor shall not incur further
obligations or render further performance past the effective date of such notice,
and shall terminate outstanding orders and subcontracts with third parties.
However, Contractor shall complete and deliver to the State all Work not
cancelled by the termination notice, and may incur obligations as necessary to do
so within this Contract's terms. At the request of the State, Contractor shall assign
to the State all of Contractor's rights, title, and interest in and to such terminated
orders or subcontracts. Upon termination, Contractor shall take timely, reasonable
and necessary action to protect and preserve property in the possession of
Contractor but in which the State has an interest. At the State's request, Contractor
shall return materials owned by the State in Contractor's possession at the time of
any termination. Contractor shall deliver all completed Work Product and all
Work Product that was in the process of completion to the State at the State's
request.
b. Payments
Notwithstanding anything to the contrary, the State shall only pay Contractor for
accepted Work received as of the date of termination. If, after termination by the
State, the State agrees that Contractor was not in breach or that Contractor's action
or inaction was excusable, such termination shall be treated as a termination in
the public interest, and the rights and obligations of the Parties shall be as if this
Contract had been terminated in the public interest under §2.E.
c. Damages and Withholding
Notwithstanding any other remedial action by the State, Contractor shall remain
liable to the State for any damages sustained by the State in connection with any
breach by Contractor, and the State may withhold payment to Contractor for the
purpose of mitigating the State's damages until such time as the exact amount of
damages due to the State from Contractor is determined. The State may withhold
any amount that may be due Contractor as the State deems necessary to protect
the State against loss including, without limitation, loss as a result of outstanding
liens and excess costs incurred by the State in procuring from third parties
replacement Work as cover.
ii. Remedies Not Involving Termination
The State, in its discretion, may exercise one or more of the following additional
remedies:
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a. Suspend Performance
Suspend Contractor's performance with respect to all or any portion of the Work
pending corrective action as specified by the State without entitling Contractor to
an adjustment in price or cost or an adjustment in the performance schedule.
Contractor shall promptly cease performing Work and incurring costs in
accordance with the State's directive, and the State shall not be liable for costs
incurred by Contractor after the suspension of performance.
b. Withhold Payment
Withhold payment to Contractor until Contractor corrects its Work.
c. Deny Payment
Deny payment for Work not performed, or that due to Contractor's actions or
inactions, cannot be performed or if they were performed are reasonably of no
value to the state; provided, that any denial of payment shall be equal to the value
of the obligations not performed.
d. Removal
Demand immediate removal of any of Contractor's employees, agents, or
Subcontractors from the Work whom the State deems incompetent, careless,
insubordinate, unsuitable, or otherwise unacceptable or whose continued relation
to this Contract is deemed by the State to be contrary to the public interest or the
State's best interest.
e. Intellectual Property
If any Work infringes, or if the State in its sole discretion determines that any
Work is likely to infringe, a patent, copyright, trademark, trade secret or other
intellectual property right, Contractor shall, as approved by the State (i) secure
that right to use such Work for the State and Contractor; (ii) replace the Work
with noninfringing Work or modify the Work so that it becomes noninfringing;
or, (iii) remove any infringing Work and refund the amount paid for such Work
to the State.
B. Contractor's Remedies
If the State is in breach of any provision of this Contract and does not cure such breach,
Contractor, following the notice and cure period in §11 and the dispute resolution process in
§13 shall have all remedies available at law and equity.
13. DISPUTE RESOLUTION
A. Initial Resolution
Except as herein specifically provided otherwise, disputes concerning the performance of this
Contract which cannot be resolved by the designated Contract representatives shall be
referred in writing to a senior departmental management staff member designated by the State
and a senior manager designated by Contractor for resolution.
B. Resolution of Controversies
If the initial resolution described in §13.A fails to resolve the dispute within 10 Business
Days, Contractor shall submit any alleged breach of this Contract by the State to the
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Procurement Official of the State Agency named on the Cover Page of this Contract as
described in §24-102-202(3), C.R.S. for resolution in accordance with the provisions of §§24-
106-109, and 24-109-101.1 through 24-109-505, C.R.S., (the "Resolution Statutes"), except
that if Contractor wishes to challenge any decision rendered by the Procurement Official,
Contractor's challenge shall be an appeal to the executive director of the Department of
Personnel and Administration, or their delegate, under the Resolution Statutes before
Contractor pursues any further action as permitted by such statutes. Except as otherwise
stated in this Section, all requirements of the Resolution Statutes shall apply including,
without limitation, time limitations.
14. NOTICES AND REPRESENTATIVES
Each individual identified as a Principal Representative on the Cover Page for this Contract shall
be the principal representative of the designating Party. All notices required or permitted to be
given under this Contract shall be in writing, and shall be delivered (A) by hand with receipt
required, (B) by certified or registered mail to such Party's principal representative at the address
set forth below or (C) as an email with read receipt requested to the principal representative at the
email address, if any, set forth on the Cover Page for this Contract. If a Party delivers a notice to
another through email and the email is undeliverable, then, unless the Party has been provided with
an alternate email contact, the Party delivering the notice shall deliver the notice by hand with
receipt required or by certified or registered mail to such Party's principal representative at the
address set forth on the Cover Page for this Contract. Either Party may change its principal
representative or principal representative contact information, or may designate specific other
individuals to receive certain types of notices in addition to or in lieu of a principal representative
by notice submitted in accordance with this section without a formal amendment to this Contract.
15. RIGHTS IN WORK PRODUCT AND OTHER INFORMATION
A. Work Product
Contractor assigns to the State and its successors and assigns, the entire right, title, and
interest in and to all causes of action, either in law or in equity, for past, present, or future
infringement of intellectual property rights related to the Work Product and all works based
on, derived from, or incorporating the Work Product. Whether or not Contractor is under
contract with the State at the time, Contractor shall execute applications, assignments, and
other documents, and shall render all other reasonable assistance requested by the State, to
enable the State to secure patents, copyrights, licenses and other intellectual property rights
related to the Work Product. To the extent that Work Product would fall under the definition
of "works made for hire" under 17 U.S.C.S. §101, the Parties intend the Work Product to be
a work made for hire.
i. Copyrights
To the extent that the Work Product (or any portion of the Work Product) would not be
considered works made for hire under applicable law, Contractor hereby assigns to the
State, the entire right, title, and interest in and to copyrights in all Work Product and all
works based upon, derived from, or incorporating the Work Product; all copyright
applications, registrations, extensions, or renewals relating to all Work Product and all
works based upon, derived from, or incorporating the Work Product; and all moral
rights or similar rights with respect to the Work Product throughout the world. To the
extent that Contractor cannot make any of the assignments required by this section,
Contractor hereby grants to the State a perpetual, irrevocable, royalty -free license to
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use, modify, copy, publish, display, perform, transfer, distribute, sell, and create
derivative works of the Work Product and all works based upon, derived from, or
incorporating the Work Product by all means and methods and in any format now
known or invented in the future. The State may assign and license its rights under this
license.
ii. Patents
In addition, Contractor grants to the State (and to recipients of Work Product distributed
by or on behalf of the State) a perpetual, worldwide, no -charge, royalty -free,
irrevocable patent license to make, have made, use, distribute, sell, offer for sale,
import, transfer, and otherwise utilize, operate, modify and propagate the contents of
the Work Product. Such license applies only to those patent claims licensable by
Contractor that are necessarily infringed by the Work Product alone, or by the
combination of the Work Product with anything else used by the State.
B. Exclusive Property of the State
Except to the extent specifically provided elsewhere in this Contract, any pre-existing State
Records, State software, research, reports, studies, photographs, negatives or other
documents, drawings, models, materials, data and information shall be the exclusive property
of the State (collectively, "State Materials"). Contractor shall not use, willingly allow, cause
or permit Work Product or State Materials to be used for any purpose other than the
performance of Contractor's obligations in this Contract without the prior written consent of
the State. Upon termination of this Contract for any reason, Contractor shall provide all
Work Product and State Materials to the State in a form and manner as directed by the State.
C. Exclusive Property of Contractor
Contractor retains the exclusive rights, title, and ownership to any and all pre-existing
materials owned or licensed to Contractor including, but not limited to, all pre-existing
software, licensed products, associated source code, machine code, text images, audio and/or
video, and third -party materials, delivered by Contractor under the Contract, whether
incorporated in a Deliverable or necessary to use a Deliverable (collectively, "Contractor
Property"). Contractor Property shall be licensed to the State as set forth in this Contract or a
State approved license agreement: (i) entered into as exhibits to this Contract; (ii) obtained
by the State from the applicable third -party vendor; or (iii) in the case of open source
software, the license terms set forth in the applicable open source license agreement.
16. STATEWIDE CONTRACT MANAGEMENT SYSTEM
If the maximum amount payable to Contractor under this Contract is $100,000 or greater, either
on the Effective Date or at any time thereafter, this §16 shall apply. Contractor agrees to be
governed by and comply with the provisions of §24-106-103, §24-102-206, §24-106-106, and §24-
106-107, C.R.S. regarding the monitoring of vendor performance and the reporting of contract
performance information in the State's contract management system ("Contract Management
System" or "CMS"). Contractor's performance shall be subject to evaluation and review in
accordance with the terms and conditions of this Contract, Colorado statutes governing CMS, and
State Fiscal Rules and State Controller policies.
17. GENERAL PROVISIONS
A. Assignment
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Contractor's rights and obligations under this Contract are personal and may not be
transferred or assigned without the prior, written consent of the State. Any attempt at
assignment or transfer without such consent shall be void. Any assignment or transfer of
Contractor's rights and obligations approved by the State shall be subject to the provisions of
this Contract.
B. Subcontracts
Contractor shall not enter into any subcontract in connection with its obligations under this
Contract without the prior, written approval of the State. Contractor shall submit to the State
a copy of each such subcontract upon request by the State. All subcontracts entered into by
Contractor in connection with this Contract shall comply with all applicable federal and state
laws and regulations, shall provide that they are governed by the laws of the State of
Colorado, and shall be subject to all provisions of this Contract.
C. Binding Effect
Except as otherwise provided in §17.A, all provisions of this Contract, including the benefits
and burdens, shall extend to and be binding upon the Parties' respective successors and
assigns.
D. Authority
Each Party represents and warrants to the other that the execution and delivery of this
Contract and the performance of such Party's obligations have been duly authorized.
E. Captions and References
The captions and headings in this Contract are for convenience of reference only, and shall
not be used to interpret, define, or limit its provisions. All references in this Contract to
sections (whether spelled out or using the § symbol), subsections, exhibits or other
attachments, are references to sections, subsections, exhibits or other attachments contained
herein or incorporated as a part hereof, unless otherwise noted.
F. Counterparts
This Contract may be executed in multiple, identical, original counterparts, each of which
shall be deemed to be an original, but all of which, taken together, shall constitute one and
the same agreement.
G. Entire Understanding
This Contract represents the complete integration of all understandings between the Parties
related to the Work, and all prior representations and understandings related to the Work, oral
or written, are merged into this Contract. Prior or contemporaneous additions, deletions, or
other changes to this Contract shall not have any force or effect whatsoever, unless embodied
herein.
H. Digital Signatures
If any signatory signs this agreement using a digital signature in accordance with the
Colorado State Controller Contract, Grant and Purchase Order Policies regarding the use of
digital signatures issued under the State Fiscal Rules, then any agreement or consent to use
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digital signatures within the electronic system through which that signatory signed shall be
incorporated into this Contract by reference.
I. Modification
Except as otherwise provided in this Contract, any modification to this Contract shall only be
effective if agreed to in a formal amendment to this Contract, properly executed and approved
in accordance with applicable Colorado State law and State Fiscal Rules. Modifications
permitted under this Contract, other than contract amendments, shall conform to the policies
issued by the Colorado State Controller.
J. Statutes, Regulations, Fiscal Rules, and Other Authority.
Any reference in this Contract to a statute, regulation, State Fiscal Rule, fiscal policy or other
authority shall be interpreted to refer to such authority then current, as may have been
changed or amended since the Effective Date of this Contract.
K. Severability
The invalidity or unenforceability of any provision of this Contract shall not affect the validity
or enforceability of any other provision of this Contract, which shall remain in full force and
effect, provided that the Parties can continue to perform their obligations under this Contract
in accordance with the intent of this Contract.
L. Survival of Certain Contract Terms
Any provision of this Contract that imposes an obligation on a Party after termination or
expiration of the Contract shall survive the termination or expiration of this Contract and
shall be enforceable by the other Party.
M. Taxes
The State is exempt from federal excise taxes under I.R.C. Chapter 32 (26 U.S.C., Subtitle
D, Ch. 32) (Federal Excise Tax Exemption Certificate of Registry No. 84-730123K) and from
State and local government sales and use taxes under §§39-26-704(1), et seq., C.R.S.
(Colorado Sales Tax Exemption Identification Number 98-02565). The State shall not be
liable for the payment of any excise, sales, or use taxes, regardless of whether any political
subdivision of the state imposes such taxes on Contractor. Contractor shall be solely
responsible for any exemptions from the collection of excise, sales or use taxes that
Contractor may wish to have in place in connection with this Contract.
N. Third Party Beneficiaries
Except for the Parties' respective successors and assigns described in §17.A, this Contract
does not and is not intended to confer any rights or remedies upon any person or entity other
than the Parties. Enforcement of this Contract and all rights and obligations hereunder are
reserved solely to the Parties. Any services or benefits which third parties receive as a result
of this Contract are incidental to this Contract, and do not create any rights for such third
parties.
O. Waiver
A Party's failure or delay in exercising any right, power, or privilege under this Contract,
whether explicit or by lack of enforcement, shall not operate as a waiver, nor shall any single
or partial exercise of any right, power, or privilege preclude any other or further exercise of
such right, power, or privilege.
Page 21 of 24
Docusign Envelope ID: 897B46D6-DD6F-4544-91A8-2FD73F555205
P. CORA Disclosure
To the extent not prohibited by federal law, this Contract and the performance measures and
standards required under §24-106-107, C.R.S., if any, are subject to public release through
the CORA.
Q.
Standard and Manner of Performance
Contractor shall perform its obligations under this Contract in accordance with the highest
standards of care, skill and diligence in Contractor's industry, trade, or profession.
R. Licenses, Permits, and Other Authorizations.
Contractor shall secure, prior to the Effective Date, and maintain at all times during the term
of this Contract, at its sole expense, all licenses, certifications, permits, and other
authorizations required to perform its obligations under this Contract, and shall ensure that
all employees, agents and Subcontractors secure and maintain at all times during the term of
their employment, agency or subcontract, all license, certifications, permits and other
authorizations required to perform their obligations in relation to this Contract.
S. Reserved
T. Accessibility
i. Contractor shall comply with and the Work Product provided under this Contract shall
be in compliance with all applicable provisions of §§24-85-101, et seq., C.R.S., and
the Accessibility Standards for Individuals with a Disability, as established by OIT
pursuant to Section §24-85-103 (2.5), C.R.S. Contractor shall also comply with all
State of Colorado technology standards related to technology accessibility and with
Level AA of the most current version of the Web Content Accessibility Guidelines
(WCAG), incorporated in the State of Colorado technology standards.
ii. The State may require Contractor's compliance to the State's Accessibility Standards
to be determined by a third party selected by the State to attest to Contractor's Work
Product and software is in compliance with §§24-85-101, et seq., C.R.S., and
the Accessibility Standards for Individuals with a Disability as established by OIT
pursuant to Section §24-85-103 (2.5), C.R.S.
18. COLORADO SPECIAL PROVISIONS (COLORADO FISCAL RULE 3-3)
These Special Provisions apply to all contracts except where noted in italics.
A. STATUTORY APPROVAL. §24-30-202(1), C.R.S.
This Contract shall not be valid until it has been approved by the Colorado State Controller
or designee. If this Contract is for a Major Information Technology Project, as defined in
§24-37.5-102(2.6), C.R.S.; then this Contract shall not be valid until it has been approved by
the State's Chief Information Officer or designee.
B. FUND AVAILABILITY. §24-30-202(55), C.R.S.
Financial obligations of the State payable after the current State Fiscal Year are contingent
upon funds for that purpose being appropriated, budgeted, and otherwise made available.
C. GOVERNMENTAL IMMUNITY.
Page 22 of 24
Docusign Envelope ID: 897B46D6-DD6F-4B44-91A8-2FD73F555205
Liability for claims for injuries to persons or property arising from the negligence of the State,
its departments, boards, commissions committees, bureaus, offices, employees and officials
shall be controlled and limited by the provisions of the Colorado Governmental Immunity
Act, §24-10-101, et seq., C.R.S.; the Federal Tort Claims Act, 28 U.S.C. Pt. VI, Ch. 171 and
28 U.S.C. 1346(b), and the State's risk management statutes, §§24-30-1501, et seq. C.R.S.
No term or condition of this Contract shall be construed or interpreted as a waiver, express
or implied, of any of the immunities, rights, benefits, protections, or other provisions,
contained in these statutes.
D. INDEPENDENT CONTRACTOR.
Contractor shall perform its duties hereunder as an independent contractor and not as an
employee. Neither Contractor nor any agent or employee of Contractor shall be deemed to
be an agent or employee of the State. Contractor shall not have authorization, express or
implied, to bind the State to any agreement, liability or understanding, except as expressly
set forth herein. Contractor and its employees and agents are not entitled to unemployment
insurance or workers compensation benefits through the State and the State shall not pay for
or otherwise provide such coverage for Contractor or any of its agents or employees.
Contractor shall pay when due all applicable employment taxes and income taxes and local
head taxes incurred pursuant to this Contract. Contractor shall (i) provide and keep in force
workers' compensation and unemployment compensation insurance in the amounts required
by law, (ii) provide proof thereof when requested by the State, and (iii) be solely responsible
for its acts and those of its employees and agents.
E. COMPLIANCE WITH LAW.
Contractor shall comply with all applicable federal and State laws, rules, and regulations in
effect or hereafter established, including, without limitation, laws applicable to
discrimination and unfair employment practices.
F. CHOICE OF LAW, JURISDICTION, AND VENUE.
Colorado law, and rules and regulations issued pursuant thereto, shall be applied in the
interpretation, execution, and enforcement of this Contract. Any provision included or
incorporated herein by reference which conflicts with said laws, rules, and regulations shall
be null and void. All suits or actions related to this Contract shall be filed and proceedings
held in the State of Colorado and exclusive venue shall be in the City and County of Denver.
G. PROHIBITED TERMS.
Any term included in this Contract that requires the State to indemnify or hold Contractor
harmless; requires the State to agree to binding arbitration; limits Contractor's liability for
damages resulting from death, bodily injury, or damage to tangible property; or that conflicts
with this provision in any way shall be void ab initio. Nothing in this Contract shall be
construed as a waiver of any provision of §24-106-109 C.R.S.
H. SOFTWARE PIRACY PROHIBITION.
State or other public funds payable under this Contract shall not be used for the acquisition,
operation, or maintenance of computer software in violation of federal copyright laws or
applicable licensing restrictions. Contractor hereby certifies and warrants that, during the
term of this Contract and any extensions, Contractor has and shall maintain in place
appropriate systems and controls to prevent such improper use of public funds. If the State
determines that Contractor is in violation of this provision, the State may exercise any remedy
Page 23 of 24
Docusign Envelope ID: 897646D6-DD6F-4844-91A8-2FD73F555205
available at law or in equity or under this Contract, including, without limitation, immediate
termination of this Contract and any remedy consistent with federal copyright laws or
applicable licensing restrictions.
I. EMPLOYEE FINANCIAL INTEREST/CONFLICT OF INTEREST. §§24-18-201 and
24-50-507, C.R.S.
The signatories aver that to their knowledge, no employee of the State has any personal or
beneficial interest whatsoever in the service or property described in this Contract. Contractor
has no interest and shall not acquire any interest, direct or indirect, that would conflict in any
manner or degree with the performance of Contractor's services and Contractor shall not
employ any person having such known interests.
Page 24 of 24
COLORADO
Department of Early Childhood
Exhibit A
STATEMENT OF WORK (SOW)
WELD COUNTY DEPARTMENT OF PUBLIC HEALTH AND ENVIRONMENT
1555 NORTH 17TH AVENUE
GREELEY, COLORADO 80631
JULY 1, 2024 - JUNE 30, 2025
Page 1 of 8
a
_elf.,
cnec
COLORADO
Department of Early Childhood
Exhibit A
INTRODUCTION/BACKGROUND
The Nurse Home Visitor Program (NHVP) was created in statute in FY 2000. The NI -WP utilizes Nurse -Family Partnership (NFP), an evidenced -
based, voluntary, community health nursing program aimed at improving the lives of families expecting their first child. Clients are partnered with a
registered nurse early in their pregnancy and receive home visits until the child turns two. All nurses delivering NFP are trained on the model by the
NFP National Service Office (NFPNSO) and receive nursing consultation and continuing education from Invest in Kids (IIK). IIK, the NFPNSO, and
the University of Colorado monitor the data to ensure the program is being implemented with fidelity to the model as tested in the original
randomized controlled trials. Per statute, Colorado Department of Early Childhood (CDEC) is responsible for fiscal oversight and contract
management of the program.
Eligible Population:
The program is open to all first-time, low-income parents (individuals living with an annual income below 200% of federal poverty level).
Program goals:
• Improve pregnancy outcomes by helping parents engage in preventative health practices including prenatal care from their healthcare providers,
improving their diets, and reducing the use of cigarettes, alcohol, and illegal substances.
• Improve child health and development by helping parents provide responsible and competent care.
• Improve the economic self-sufficiency of the family by helping parents develop a vision for their own future, plan future pregnancies, continue their
education and find work.
SCOPE OF WORK
Weld County Department of Public Health and Environment (WCDPHE) Nurse -Family Partnership shall positively impact pregnancy outcomes,
child health and development and economic self-sufficiency of enrolled families in Weld County by delivering high quality nursing services that
comply with NFP model fidelity.
WCDPHE's goal for this project is to improve maternal and child health, prevent child abuse and neglect, encourage positive parenting, and promote
child health and school readiness through the provision of high -quality Nurse -Family Partnership home visiting services for a caseload of 150 eligible
families.
PERIOD OF PERFORMANCE
July 1, 2024 — June 30, 2025
Page 2 of 8
Docusign Envelope ID: 897B46D6-DD6F-4B44-91A8-2FD73F555205
COLORADO
Department of Early Childhood
WORK PLAN
Exhibit A
Work Plan
OUTCOMES,
BENCHMARKS,
AND
MILESTONES
Outcome
statement:
WCDPHE
and
comply
economic
with
Nurse
self-sufficiency
model
-Family
fidelity.
Partnership
of
enrolled
shall
families
positively
in
impact
Weld
County
pregnancy
by delivering
outcomes,
high
child
quality
health
and development,
nursing services that
Key Activity
and state required
A:
Provide
trainings
ongoing
and
training,
events, including
supervision,
and
those offered
professional
development
by Early Childhood
for all NHVP
Council.
Staff
including
model
specific training
Measurement
Person(s)
Responsible
Budget
Category
Tasks
Time Period
Deliverable
A.1
In collaboration
with
Staff
receive ongoing professional
100%
NFP
professional
development
goals
annually
staff
identified
of
NHVP
have
(PD)
Nurse
Administrator
Supervisor
Training
Technical
Assistance
and
learning
each
an individualized
professional
NHVP
needs
staff,
development.
and
identify
plan
develop
for
Ongoing
development
delivering
services.
high
to ensure
quality
proficiency
NFP
in
program
A.2
contract
staffing
consultation.
Secure
approved
and/or
for mental
internal
health
September
2024
30,
Nursing
retention,
other
needs.
identified
professional
and
compassion
professional
development,
fatigue,
development
nurse
and/or
Number
completed
health
conferences
noted
"Flo
case
in
Database."
of
the
mental
as
NFP
Nurse
Public
Division
Supervisor
Health
Director
Services
Personnel
Contract
Services
Page 3 of 8
Docusign Envelope ID: 897B46D6-DD6F-4B44-91 A8-2FD73F555205
COEC
COLORADO
Department of Early Childhood
Exhibit A
Work
Plan
Tasks
Deliverable
Measurement
Person(s)
Budget
Time Period
Category
Responsible
information
that
through
intervention
A.3
coordinate
with
and
such
shall
women
for
such
and
needed;
be
referred
Intervention
prenatal
eligible
Agency
community
Children
all
maternal
as
provide
as
in
children
WIC.
Women,
and
two
to
need
referrals
about
for
Early
shall
Contractor
all
medical
(WIC),
shall
years
services
Colorado.
health
early
services,
of
ages
pregnant
Infants,
resources
programs
ensure
to
who
care
care
etc.
birth
are
NFP
Ongoing
Agency implements
between maternal
services and
NFP.
referral
and
child
coordination
health
care
Number
referrals
from
services,
Number
referrals
community
services.
community
of
received
i.e.
of
sent
to
WIC.
Nurse
Nurse
Supervisor
Home
Visitors
Personnel
Operating
may
as
A.4
all
meetings
intermediary
CDEC
mandatory
NHVP
staff
(IIK)
calls
shall
and
and
by
attend
state
the
Ongoing
to
NHVP
understand
statement
expectations
be
efficiently
able
clients
staff
to
and
of
provide
receive
and
and
work,
and
comply
administer
effectively.
NFP
fiscal
information
model
quality
with
and
the
NHVP
contractual
expectations,
program
NFP
to
services
to
Number
required
meetings
Number
who
attended.
of
calls
attended.
of
staff
and
Nurse
NHVP
Administrator
Supervisor
Data
Fiscal
Health
Director
Support
Staff
Services
Personnel
Operating
facilitated
high
Team
NHVP
Public
Division
Page 4 of 8
Docusign Envelope ID: 897B46D6-DD6F-4B44-91A8-2FD73F555205
CO COLORADO
CDEC Department of Early Childhood
Exhibit A
Work
Plan
Key Activity
B: Recruit and
retain
NHVP
NFP
eligible
families,
provide
voluntary
NFP
home visits
and
services
for
funded
caseload.
Tasks
Period
Deliverable
Measurement
Person(s)
Responsible
Budget
Time
Category
BA
enrollment,
re -enrollment,
enrollment
procedures
voluntary
prioritization
enrollments
identified
within
of
focus.
Review
the
Update
participation
as
disenrollment,
policies
to
for
NFP
high
ensure
of
and
clients
population
NHVP
as
risk
dual
needed.
&
and
Ongoing
the
than
At
program
risk
NFP
30
NHVP
days
program
guidelines.
post-partum,
eligible
in
pregnancy
clients
per
are
and
Colorado
enrolled
no
later
NFP
in
100%
meet
population
at
noted
client
enrollment,
of
NFP
on
application.
clients
NFP
of
focus
as
Nurse
Supervisor
Personnel
Operating
NFP
to
B.2
(telehealth
current
standard
agreed
schedule,
choice.
Build
throughout
commensurate
reach
Provide
funded
caseload
upon
caseload.
visit
based
and
the
NFP
alternate
schedule
caseload
in
year,
with
-person)
per
on
visits
client
staffing,
NFP
visit
to
Ongoing
Conduct
with
NFP
family
model
-centered
specific
visits
guidelines.
in accordance
retained
Number
visits
Number
enrolled
weeks
and
enrolled
week.
Number
program.
number
completed.
pregnancy
of
of
by
after
of
in
the
client
clients
28
clients
28th
Nurse
Nurse
Supervisor
Home
Visitors
Personnel
or
Page 5 of 8
Docusign Envelope ID: 897B46D6-DD6F-4B44-91 A8-2FD73F555205
COLORADO
Department of Early Childhood
Exhibit A
Work
Plan
Key
data
Activity
reports
C:
to
accurate
and guide
and timely
program
implementation.
data collection
as specified
by the
Nurse
Partnership
National
Service Office
and utilize
Ensure
Family
assess
Tasks
Time
Period
Deliverable
Measurement
Person(s)
Responsible
Budget
Category
(NSO)
C.1
data
monitor
National
data
Enter
collection
reports
and
data
Service
data
any
into
system
utilizing
additional
from
Office
IIK.
NFP
and
Ongoing
identify
level.
Data
collected
measurable
to track
improvements
performance
and
at site
reflects
collected
reported.
database
data
and
Nurse
NHVP
Support
Supervisor
NFP
Data
Personnel
Operating
NFP
Team
Key Activity
D:
Provide
efficient and effective
fiscal
and
programmatic
administration
for all
aspects
of NHVP
Program.
Tasks
Time Period
Deliverable
Measurement
Person(s)
Responsible
Budget
Category
to
timelines
D.1
submit
Childhood
and
program
Department
Finance
approved
monthly
staff
once
per
staff
of
expected
reviewed
by
invoices
shall
Early
NHVP
Ongoing
Contractor
of
invoicing,
statement
CDEC_invoicing@state.co.us.
Colorado
budget
of
shall
fiscal
work
adhere
processes
modifications,
changes
to
NHVP
regarding
to
and
and
State
Number
financial
submitted
on
time.
of
invoices
monthly
to CDEC
NHVP
Fiscal
Staff
Indirect
Personnel
office
and
effort)
(finance
staff
time
D.2
Department
Childhood
needed
modifications
expending
ensure
NHVP
requirements-
any
are
the
not
contract
NFP
budget
compliance
fiscal
accounted
staff
regarding
grant
of
in
budget.
shall
prior
this
Early
salary
funds
includes
for
contact
to
with
that
in
to
Ongoing as need
arises
Contractor
of
invoicing,
statement
Colorado
shall
budget
of
fiscal
work
adhere
processes
modifications,
changes.
to
NHVP
and
and
State
Email
communication
with
and
budget
requests.
submitted
CDEC
revision
staff
Nurse
NHVP
Supervisor
Fiscal
Staff
Personnel
Indirect
office
and
effort)
staff
(finance
time
regarding
changes
Page 6 of 8
Docusign Envelope ID: 897B46D6-DD6F-4B44-91 A8-2FD73F555205
COLORADO
Department of Early Childhood
Exhibit A
Work Plan
Tasks
Time Period
Deliverable
Measurement
D.3 Finance staff shall
complete and submit
NHVP year-end
statements to per
Department of Early
Childhood requirements.
D.4 Agency fiscal staff
working on NHVP
services connect with
CDEC program manager
within forty-five (45) days
of starting position.
June 30, 2025
Ongoing, as needed
Contractor shall adhere to NHVP and State
of Colorado fiscal processes regarding
invoicing, budget modifications, and
statement of work changes.
New fiscal staff shall meet with the CDEC
NHVP manager for fiscal training.
Ke Activi E: En male in collaboration between sites to best serve families.
Tasks
E.1 NFP staff shall
establish and maintain
contact with neighboring
NFP implementation
partners for site referrals.
Time Period
Ongoing, as needed
Deliverable
NFP Supervisor shall connect with other
neighboring counties and develop a plan for
exchanging referrals with geographically
necessary to arrange the best fit for families.
Contractor shall track referrals that are
referred to neighboring programs.
Year-end invoicing
completed and
submitted per
expected contract
timelines.
Meeting completed
Person(s)
Res onsible
NHVP Fiscal
Staff
NHVP Fiscal
Staff
Measurement
Person(s)
Res onsible
Email
communication with
CDEC staff and
Invest in Kids nurse
consultant.
Nurse supervisor
Budget
Cate o
Personnel
Indirect (finance
office staff time
and effort)
Personnel
Budget
Cate ' o
Personnel
Page 7 of 8
Docusign Envelope ID: 897B46D6-DD6F-4B44-91A8-2FD73F555205
a
COLORADO
Department of Early Childhood
Exhibit A
Work
Plan
Key Activity
Develop
plan to increase Medicaid
billing.
F:
Period
Deliverable
Measurement
Person(s)
Responsible
Budget
Category
Tasks
Time
F.1
increase
with
consultant.
Develop
support
Medicaid
plan
from
to
billing
IIK
October
1, 2024
Plan
is complete.
Completed
plan.
Nurse
NHVP
Administrator
Business
—
Clinical
Supervisor
NFP
Services
Personnel
Manager
Tasks
Period
Deliverable
Measurement
Person(s)
Responsible
Time
Budget
Category
tobacco
F.2
clients
one
areas
Management
maternal
screenings,
preventative
Bill
of
the
(Targeted
receive
Medicaid
cessation,
four
depression
and
counseling).
services
billable
Case
when
in
Ongoing
Medicaid
billing
occurs.
Health
and
(HCPF)
Financing
Care
Reporting.
Policy
Nurse
NHVP
NHVP
Business
—
Clinical
Supervisor
NFP
Fiscal
Manager
Services
Nurses
Staff
Personnel
[TCM],
SCHEDULE/MILESTONES
WCDPHE's NFP program is affiliated with the NFP National Service Office and works closely with Invest in Kids, Colorado's State intermediary, to
ensure the program is delivered in compliance with model fidelity. WCDPHE shall adhere to all the NFP Model elements, which demonstrate
implementation with fidelity to the model.
ACCEPTANCE CRITERIA
The acceptance of all deliverables shall reside with the Department of Early Childhood - NHVP. The designated program manager shall monitor all
deliverables in order to ensure the completeness of each stage of the project and that the scope of work has been met. The CDEC program manager
shall either sign off on the approval, or reply to the vendor, in writing, advising what tasks must still be accomplished.
Page 8 of 8
Docusign Envelope ID: 897B46D6-DD6F-4B44-91A8-2FD73F555205
Exhibit B
cam= COLORADO
Department of Early Childhood
Colorado Department of Early Childhood
BUDGET WITH JUSTIFICATION FORM
Contractor Name
Weld County Department of Public Health
and Environment
Budget Period
July 1, 2024 - June 30, 2025
Project Name
Nurse Home Visitor Program
Counites Served
Weld County
Program Contact Name, Title
Phone
Email
Dana Garvey, RN, BSN, CLC, Nurse Home Visitor Program
970-400-2405
dgarvey@co.weld.co.us
Fiscal Contact Name, Title
Phone
Email
Sonya Oster, Business Operations Manager
970-400-2332
soster@weldgov.com
Funded Caseload
150
Expenditure Categories
Personnel Services - Salaried Employees
SFY 2025
Position Title
Description of Work and
Fringe Benefits Include: medicare, unemployement, workers
compensation, PERA, life/AD&D insurance, health insurance,
paid time off
Gross or Annual
Salary
Fringe
Percent of
Time on
Project
Total Amount
For Project
A. Other
Sources of
Funding
B. Medicaid
Revenue
C. CDEC
Funding
(NHVP)
Nurse Home Visitor 1
Delivers home visiting to mothers & families in Weld County.
$87,444
$30,605
50.00%
$59,025
$0
$0
$59,025
Nurse Home Visitor 2
Delivers home visiting to mothers & families in Weld County.
$84,897
$29,714
100.00%
$114,611
$0
$0
$114,611
Nurse Home Visitor 3
Delivers home visiting to mothers & families in Weld County.
$82,375
$28,831
100.00%
$111,206
$0
$0
$111,206
Nurse Home Visitor 4
Delivers home visiting to mothers & families in Weld County.
$82,375
$28,831
100.00%
$111,206
$0
$0
$111,206
Nurse Home Visitor 5
Delivers home visiting to mothers & families in Weld County.
$83,470
$29,215
100.00%
$112,685
$0
$0
$112,685
Nurse Home Visitor 6
Delivers home visiting to mothers & families in Weld County.
$82,633
$28,922
100.00%
$111,555
$0
$0
$111,555
Nurse Home Visitor 7
Delivers home visiting to mothers & families in Weld County.
$84,491
$29,572
50.00%
$57,032
$0
$0
$57,032
NHV Supervisor
Provides oversight and assistance to home visitors to implement
program within fidelity requirements.
$113,317
$39,661
100.00%
$152,978
$0
$0
$152,978
Community Health Programs Manager
Provides oversight to ensure fidelity and quality of program delivery
and assists the home visitors.
$109,738
$38,408
20.00%
$29,629
$0
$0
$29,629
Public Health Services Director
Provides oversight to ensure fidelity and quality of program delivery
and assists the home visitors.
$141,159
$49,406
2.00%
$3,811
$0
$0
$3,811
Office Technician
Provides assistance in data uploading and general support for the
NHVP, supervisor, and nurse home visitors.
$60,062
$21,022
100.00%
$81,084
$0
$0
$81,084
1. Total Personnel Services (including fringe
benefits)
$944,822
$O
$0
$944,822
Supplies & Operating Expenses
SFY 2025
Item
Description of Item
A. Other
Sources of
Funding
B. Medicaid
Revenue
C. CDEC
Funding
(NHVP)
Office Operating and Printing Expenses (i.e.
supplies)
Costs cover office supplies and printing which are necessary to perform the critical functions of this program.
$0
$0
$2,000
Client Support Materials
Costs include books, educational toys for clients, video clips and items that the team deems necessary for client support.
$0
$0
$12,000
Translation Services
Translation Services to serve clients with various language needs.
$0
$0
$1,500
Postal & Shipping Services
Covers costs for shipping requirements.
$0
$0
$150
Communications (cellular, network services)
Costs include phone & cell phone services with unlimited texting and WIFI for up to 7 laptop computers. This allows the home
visiting nurses the ability to communicate with each other and clients to ensure the safety of nurse home visitors and to enable
charting in the field through the use of their cell phone hot spot capabilities.
$0
$0
$19,200
Medical Supplies
Covers costs for medical items purchased for client home visits.
$0
$0
$500
Outside Services
Covers costs associated with the calibration and servicing of scales used during home visits.
SO
$0
$990
Electronic Medical Records
Covers computer and data processing expenses related to EMR maintenance and upgrades, EMR licenses, and EMR operation and
technical support (outside technical support). EMR is a technology driven norm in the medical community and it enables us to
progress from double charting to single charting in an electronic format.
$0
$0
$61,313
Telehealth Operating Expenses
Costs to cover expenses related to telehealth delivery of the NFP program.
$0
$0
$50
Subtotal
$0
$0
$97,703
Items Excluded from MTDC: (Rental costs, tuition, scholarships/fellowships, participant support, equipment, capital expenditures)
Item
Description of Item
A. Other
Sources of
Funding
B. Medicaid
Revenue
C. CDEC
Funding
(NHVP)
Program Support Fee
NSO Fee; Required cost for NFP
$0
So
$27,168
Subtotal items removed from MTDC
$O
$O
$27,168
2. Total Supplies & Operating Expenses
$O
$O
$124,871
Training and Technical Assistance
SFY 2025
Item
Description of Item
Per
Fee
ft
Total
A. Other
Sources ofFunding
Funding
B. Medicaid
Revenue
C. CDEC
(NHVP)
DANCE Licensing
Cost covers required NFP training materials.
NHV
$72
6
$432
$0
$0
$432
Administrator Education
NFP training for Administrator.
Administrator
$672
1
$672
$0
$0
$672
Professional Development
Covers cost of additional training for NHVs.
NHV/Supervisor
$600
8
$4,800
$0
$0
$4,800
Certified Lactation Counselor
Recommended training for new NHV.
NHV
$745
1
$745
$0
$0
$745
3. Total Training and Technical Assistance
$6,649
$O
$O
$6,649
Travel
SFY 2025
Item
Description of Item
A. Other
Sources of
Funding
B. Medicaid
Revenue
C. CDEC
Funding
(NHVP)
Visit Outreach Mileage
Covers the costs for travel to client visits, community outreach, and trainings; as well as travel expenses for training 7 NHVs, 1 NHV
supervisor, and 1 Site Administrator
$0
$3,081
$21,919
NFP Supervisor Meetings
Covers the cost for three state nurse supervisor meetings
$0
$0
$250
NFP Nurse Practice Council Meetings
Covers the cost for three state nurse practice council meetings
$0
$0
$250
5. Total Travel
$O
$3,O81
$22,419
Page 1 of 2
Rev 1/5/2024
Exhibit B
Contractors/Consultants (payments to third parties or entities)
SFY 2O25
Name
Description of Item
Allowable in
MTDC
calculation
UnAllowable in
MTDC
Calculation
A. Other
Sources of
Funding
BMedicaid
Revenue
C. CDEC
Funding
(NHVP)
Mental Health Consultation for Nurses
Covers the cost for monthly maternal/fetal mental health specialist consultation services to help
nurses address potentially volatile and complex situations with clients.
$1,500
$0
50
SO
$1,500
6. Total Contractors/Consultants
$1,5OO
$O
$O
$O
$1,5OO
TOTAL DIRECT COSTS
$O
$3,O81
$1,1OO,261
MODIFIED TOTAL
Uniform Guidance 2 CFR 200.1 "Modified Total Direct Cost (MTDC)"- means all direct salaries and wages, applicable fringe benefits, materials and
to the first $25,000 of each subaward (regardless of the period of performance of the subawards under the award). MTDC excludes equipment,
patient care, rental costs, tuition remission, scholarships and fellowships, participant support costs and the portion of each subaward in excess of $25,000.
excluded when necessary to avoid a serious inequity in the distribution of indirect costs, and with the approval of the cognizant
(MTDC)
travel, and up
charges for
may only be
indirect costs.
$O
$3,O81
$1,O73,O93
DIRECT COSTS
supplies, services,
capital expenditures,
Other items
agency for
Indirect Costs
[not to exceed 10% unless Negotiated Federal Indirect Cost rate or Negotiated State Indirect Cost rate is attached]
SFY 2O25
Item
Description of Item
A. Other
Sources of
Funding
B. Medicaid
Revenue
C. CDEC
Funding
(NHVP)
State Federal Indirect cost rate
Negotiated rate of 18.96% of MTDC.
$0
$0
$203,458
Total Indirect
$O
$O
$2O3,458
TOTAL
SO
$3,O81
$1,3O3,719
'Figures are rounded using basic accounting standards. (0.00-0.49 = 0; 0.50-0.99 = 1.0)
Page 2 of 2 Rev 1/5/2024
Docusign Envelope ID: 897B46D6-DD6F-4844-91A8-2FD73F555205
COLORADO
Department of Early Childhood
ADDITIONAL PROVISIONS
Exhibit C
1. SERVICE PROVISIONS
The Contractor shall provide the services according to the plans submitted in the "Statement of Work," attached
and incorporated herein by this reference as EXHIBIT A. In all cases, the descriptions, plans, timetables, tasks,
duties, and responsibilities of the Contractor as described in the Statement of Work, shall be adhered to in the
performance of the requirements of this contract. In the event of a conflict, the terms and conditions of this
contract shall control over the Statement of Work. Any significant changes to the Statement of Work (SOW)
require an amendment to the contract.
2. GOALS AND OBJECTIVES
The Contractor shall be responsible for the achievement of any goals and objectives as specified within the
Statement of Work (EXHIBIT A) of this contract unless written notice of any modifications are furnished by
the State to the Contractor allowing adequate time for compliance during the term of this contract.
3. COPY OF SUBCONTRACT
The Contractor shall provide to the State a copy of any executed subcontract between the Contractor and any
provider of services to fulfill any requirements of this contract. Subcontracts shall be emailed to the Contract
Representative upon execution.
4. PAYMENT
In consideration of the provision of services and reporting and subject to all payment and price provisions and
further subject to verification by the State of full and satisfactory compliance with the terms of this contract, the
State shall pay to the Contractor an amount not to exceed the amount specified in the Budget (EXHIBIT B), of
this contract.
A. The Contractor shall submit requests for payment to CDEC Invoicing(distate.co.us no less than monthly
on forms prescribed and provided by the State.
B. Payment shall be made on a cost reimbursement basis for services rendered.
C. It is understood any vacancy savings in the personnel category and/or any savings in any other category
shall require written approval from the State prior to any redistribution of any savings by the Contractor.
ANY COST SAVINGS THAT ARE REDISTRIBUTED BY CONTRACTOR WITHOUT WRITTEN
APPROVAL SHALL NOT BE REIMBURSED BY THE STATE.
D. IT IS UNDERSTOOD ANY COSTS THAT EXCEED THE CONTRACTED AMOUNT SHALL NOT
BE PAID BY CDEC. If Contractor has a legitimate need for additional funds, the Contractor shall request
additional funds from the CDEC 60 days prior to projected depletion of contracted funds. CDEC shall
review each request and notify Contractor in writing of approval or denial. Approval of additional funds
shall require an official modification to the Contract by Amendment or Option Letter.
E. Timely Invoicing - Invoices shall be submitted no later than 30 days following the last day of the month.
End of State Fiscal Year invoices are on a compressed timeframe. Invoices for all services provided prior
to June 30th shall be invoiced by July 5th. Contractors who are unable to provide the invoice by July 5th
shall notify the state of the amount to be booked as accounts payable by July 13th by sending an email to
Page 1 of 4 Revision Date 2/21/2024
Docusign Envelope ID: 897B46D6-DD6F-4B44-91A8-2FD73F555205
it Po
COLORADO
Department of Early Childhood
Exhibit C
CDEC Invoicingtstate.co.us. Final invoices for services prior to June 30th shall be submitted by
September 14th. Invoices received after September 14th may not be paid.
F. The Contractor shall maintain source documentation to support all payment requested pursuant to this
contract. All source documentation shall be provided to the State by the Contractor upon request.
G. It is understood that the State reserves the right to offset funds pursuant to this contract based on the
discovery of overpayment or improper use of funds by the Contractor. Overpayment or improper use of
funds is interpreted to apply to specific terms of prior year contracts, and includes without limitation
requirements of the Generally Accepted Accounting Principles (GAAP) issued by the American Institute
of Certified Public Accountants, and applicable sections of the Colorado Revised Statutes.
H. The State shall review monthly invoices throughout the fiscal year. If, after a number of months, the State
determines the Contractor is not needing/using the funding allocated for the Contractor's work in the
Contract, the State shall remove these funds from the contract budget by Option Letter for a proportional
reduction of services with prior written notification to the Contractor. This provision does not allow for a
reduction in the rate of pay.
5. PARTICIPATION
The Contractor representative(s) is required to participate in any Department of Early Childhood sponsored
meetings related to this contract.
6. SUPPLANTING
Payments made to the Contractor under this contract shall supplement and not supplant other state, local or
federal expenditures for services associated with this contract.
7. BUDGET CHANGES
Contractor may request in writing adjustments to the direct costs in the current year budget (EXHIBIT B) not
to exceed 10% of the total budget. Requests shall be made in the form of a written budget revision request to
the appropriate program staff. Written approval for the budget revision shall be required prior to any changes to
the budget related to the budget revision request. The total dollar amount of the contract budget cannot be
changed as a result of the budget revision request. Budget adjustment requests over 10%, adding new expense
lines, and/or changes to the total dollar amount of the budget require a formal amendment. No adjustments to
the Indirect Costs portion of the budget are allowable without a formal amendment.
Contractor may request in writing up to a 5% increase to the "Gross or Annual Salary" of an individual
employee if a position currently listed in the contract becomes vacant and the new incoming employee shall be
hired at a higher or lower salary. No increase within the salary range is authorized without prior written
approval from CDEC. Adding additional staff requires an amendment to the contract. Vacancy savings cannot
be used to change salary amounts for existing personnel without an amendment. Any change to personnel
requires prior written approval from CDEC staff. This process shall never change the Contract Maximum
Amount. Contractor must use available unused funds from either vacancy savings or another category within
the contract. The revision request may not at any time compromise the integrity of the funded program as
determined by CDEC program staff.
Page 2 of 4 Revision Date 2/21/2024
Docusign Envelope ID: 897B46D6-DD6F-4044-91A8-2FD73F555205
SP)
COLORADO
Department of Early Childhood
Exhibit C
8. TRAVEL
Travel costs must be listed in Exhibit B — Budget under travel including airfare, hotel, mileage and per diem
costs.
A. Mileage shall not exceed the State mileage rate per https://www.colorado.gov/pacific/osc/travel-fiscal-rule.
B. Per Diem shall not exceed State per diem rate for the area of travel per
https://www.colorado.gov/pacific/osc/travel-fiscal-rule.
C. Hotel rates cannot exceed any rate established for conference attendance.
D. Usage of airfare or Out of State Travel requires pre -approval from CDEC.
9. CRITICAL INCIDENT REPORTING
Within 48 hours of the occurrence of a critical incident involving any child or family and/or an on duty agency
staff member of any family support program staff funded through the Department of Early Childhood (CDEC),
the agency must report in writing the details of the critical incident to the CDEC Program Manager for the
involved family support program. Critical incidents may include, but are not limited to, awareness of an
egregious incident of abuse and/or neglect, near fatality, or fatality of any child currently enrolled in a family
support program; involuntary termination of a program staffs employment; criminal allegations involving
program staff and related to his/her employment; negative media attention about the family support program;
any major injury or threat to the security of an agency staff member while on duty and visiting an enrolled child
or family.
10. MANDATED REPORTING
A. All program staff are required by law to report suspected child abuse and neglect. Mandatory reporters
must report suspected child abuse and neglect to the local county child welfare agency, the local law
enforcement agency, or by calling the child abuse reporting hotline system at 1-844-CO-4KIDS (1-844-
264-5437).
B. All program staff are required to take the online mandatory reporter training on the Colorado Department
of Human Services (CDHS) Child Welfare Training System: https://www.coloradocwts.com/mandated-
reporter-training.
11. GENERAL ACCOUNTING ENCUMBRANCE (GAE)
A. Nurse Home Visitor General Accounting Encumbrance (NHVP-GAE) shall be utilized as follows:
i. Nurse Family Partnership (NFP) training costs, often sites experience staff turnover in a fiscal year
and they will be permitted to use the GAE to cover costs of NFP required training that was not
included in their budget.
ii. Travel costs associated with NFP training. For example, if a site hires a new Nurse Home Visitor,
and this staff member is required to attend NFP orientation, the site will be able to bill the GAE for
the training registration and travel expenses for the training. Travel costs may include mileage, hotel
accommodations and per diem for the staff member attending the training.
Page 3 of 4 Revision Date 2/21/2024
Docusign Envelope ID: 897B46D6-DD6F-4844-91A8-2FD73F555205
COLORADO
Department of Early Childhood
Exhibit C
iii. Operational items not included in their budget such as cell phones, tablets, laptops. Due to staff
turnover, sites are to not include potential operational item expenses in their budgets, but rather
utilize the GAE in order to purchase necessary items for new staff.
iv. Transition salaries to pay new staff during the overlap with the staff member leaving in order to
provide time for adequate training. Once the original staff member leaves, the new staff member's
salary would be paid against the existing line in their budget.
v. Translation and interpretation services to serve clients who are deaf or hard of hearing, and those
whose primary language is not English.
B. Payment to Contractor is made from available funds encumbered and shared across multiple contractors.
The State may increase or decrease the total funds encumbered at its sole discretion and without formal
notice to Contractor. No minimum payment is guaranteed to Contractor. The liability of the State for
such payments is limited to the encumbered amount remaining of such funds.
C. Invoices shall be submitted separately for pre -approved expenditures.
i. The Contractor shall submit requests for payment to CDEC Invoicing@state.co.us.
12. GIFT CARDS
A. To comply with federal guidelines, purchasing gill cards with funds from CDEC contract funds is not
allowed. Please see citations 45CFR75.406 and 45CFR75.302.A for more information.
13. SAM.GOV REQUIREMENT FOR STATE FUNDED CONTRACTS
A. Individuals who are excluded from participation in federal health care programs are also prohibited from
participating in federal government procurement and non -procurement programs according to title 2 of
the Code of Federal Regulations (CFR) § 376.147 and 42 CFR part 1001, which clarifies that this
applies to individuals and entities.
B. Any individual or entity excluded from participation in Medicare, Medicaid, and other Federal health
care programs under Title XI of the Social Security Act, 42 U.S.C. 1320a-7, 1320a -7a, 1320c-5, or
1395ccc, and implementing regulation at 42 CFR part 1001, will be subject to the prohibitions against
participating in covered transactions, as set forth in this part and part 180, and is prohibited from
participating in all Federal Government procurement programs and non -procurement programs.
C. Contractor shall have a formal written policy regarding SAM.gov checks for all staff upon hiring and
not less than annually including procedures for maintaining records of the evidence of this check.
Page 4 of 4 Revision Date 2/21/2024
Docusign Envelope ID: 897B46D6-DD6F-4844-91A8-2FD73F555205
a
COLORADO
Department of Early Childhood
HIPAA BUSINESS ASSOCIATE AGREEMENT
Exhibit D
This HIPAA Business Associate Agreement ("Agreement") between the State and Contractor is agreed to in
connection with, and as an exhibit to, the Contract. For purposes of this Agreement, the State is referred to as
"Covered Entity" and the Contractor is referred to as "Business Associate". Unless the context clearly requires a
distinction between the Contract and this Agreement, all references to "Contract" shall include this Agreement.
1.
PURPOSE
Covered Entity wishes to disclose information to Business Associate, which may include Protected Health
Information ("PHI"). The Parties intend to protect the privacy and security of the disclosed PHI in compliance
with the Health Insurance Portability and Accountability Act of 1996 ("HIPAA"), Pub. L. No. 104-191
(1996) as amended by the Health Information Technology for Economic and Clinical Health Act ("HITECH
Act") enacted under the American Recovery and Reinvestment Act of 2009 ("ARRA") Pub. L. No. 111-5
(2009), implementing regulations promulgated by the U.S. Department of Health and Human Services at 45
C.F.R. Parts 160, 162 and 164 (the "HIPAA Rules") and other applicable laws, as amended. Prior to the
disclosure of PHI, Covered Entity is required to enter into an agreement with Business Associate containing
specific requirements as set forth in, but not limited to, Title 45, Sections 160.103, 164.502(e) and 164.504(e)
of the Code of Federal Regulations ("C.F.R.") and all other applicable laws and regulations, all as may be
amended.
2. DEFINITIONS
The following terms used in this Agreement shall have the same meanings as in the HIPAA Rules: Breach,
Data Aggregation, Designated Record Set, Disclosure, Health Care Operations, Individual, Minimum
Necessary, Notice of Privacy Practices, Protected Health Information, Required by Law, Secretary, Security
Incident, Subcontractor, Unsecured Protected Health Information, and Use.
The following terms used in this Agreement shall have the meanings set forth below:
a. Business Associate. "Business Associate" shall have the same meaning as the term "business associate" at
45 C.F.R. 160.103, and shall refer to Contractor.
b. Covered Entity. "Covered Entity" shall have the same meaning as the term "covered entity" at 45 C.F.R.
160.103, and shall refer to the State.
c. Information Technology and Information Security. "Information Technology" and "Information Security"
shall have the same meanings as the terms "information technology" and "information security",
respectively, in §24-37.5-102, C.R.S.
Capitalized terms used herein and not otherwise defined herein or in the HIPAA Rules shall have the
meanings ascribed to them in the Contract.
Page 1 of 9
HIPAA BAA
V.2 Revised 07/08/2022
Docusign Envelope ID: 897B46D6-DD6F-4B44-91A8-2FD73F555205
a
COLORADO
Department of Early Childhood
3. OBLIGATIONS AND ACTIVITIES OF BUSINESS ASSOCIATE
a. Permitted Uses and Disclosures.
Exhibit D
i. Business Associate shall use and disclose PHI only to accomplish Business Associate's obligations
under the Contract.
ii. To the extent Business Associate carries out one or more of Covered Entity's obligations under
Subpart E of 45 C.F.R. Part 164, Business Associate shall comply with any and all requirements of
Subpart E that apply to Covered Entity in the performance of such obligation.
iii. Business Associate may disclose PHI to carry out the legal responsibilities of Business Associate,
provided, that the disclosure is Required by Law or Business Associate obtains reasonable assurances
from the person to whom the information is disclosed that:
A. the information will remain confidential and will be used or disclosed only as Required by Law or
for the purpose for which Business Associate originally disclosed the information to that person,
and;
B. the person notifies Business Associate of any Breach involving PHI of which it is aware.
iv. Business Associate may provide Data Aggregation services relating to the Health Care Operations of
Covered Entity. Business Associate may de -identify any or all PHI created or received by Business
Associate under this Agreement, provided the de -identification conforms to the requirements of the
HIPAA Rules.
b. Minimum Necessary. Business Associate, its Subcontractors and agents, shall access, use, and disclose
only the minimum amount of PHI necessary to accomplish the objectives of the Contract, in accordance
with the Minimum Necessary Requirements of the HIPAA Rules including, but not limited to, 45 C.F.R.
164.502(b) and 164.514(d).
c. Impermissible Uses and Disclosures.
i. Business Associate shall not disclose the PHI of Covered Entity to another covered entity without the
written authorization of Covered Entity.
ii. Business Associate shall not share, use, disclose or make available any Covered Entity PHI in any
form via any medium with or to any person or entity beyond the boundaries or jurisdiction of the
United States without express written authorization from Covered Entity.
d. Business Associate's Subcontractors.
i. Business Associate shall, in accordance with 45 C.F.R. 164.502(e)(1)(ii) and 164.308(b)(2), ensure
that any Subcontractors who create, receive, maintain, or transmit PHI on behalf of Business
Associate agree in writing to the same restrictions, conditions, and requirements that apply to
Business Associate with respect to safeguarding PHI.
ii. Business Associate shall provide to Covered Entity, on Covered Entity's request, a list of
Subcontractors who have entered into any such agreement with Business Associate.
Page 2 of 9
HIPAA BAA
V.2 Revised 07/08/2022
Docusign Envelope ID: 897B46D6-DD6F-4B44-91A8-2FD73F555205
a
e.
f.
g.
atlf'
oec
COLORADO
Department of Early Childhood
Exhibit D
iii. Business Associate shall provide to Covered Entity, on Covered Entity's request, copies of any such
agreements Business Associate has entered into with Subcontractors.
Access to System. If Business Associate needs access to a Covered Entity Information Technology
system to comply with its obligations under the Contract or this Agreement, Business Associate shall
request, review, and comply with any and all policies applicable to Covered Entity regarding such system
including, but not limited to, any policies promulgated by the Office of Information Technology and
available at http://oit.state.co.us/about/policies.
Access to PHI. Business Associate shall, within ten days of receiving a written request from Covered
Entity, make available PHI in a Designated Record Set to Covered Entity as necessary to satisfy Covered
Entity's obligations under 45 C.F.R. 164.524.
Amendment of PHI.
i. Business Associate shall within ten days of receiving a written request from Covered Entity make any
amendment to PHI in a Designated Record Set as directed by or agreed to by Covered Entity pursuant
to 45 C.F.R. 164.526, or take other measures as necessary to satisfy Covered Entity's obligations
under 45 C.F.R. 164.526.
ii. Business Associate shall promptly forward to Covered Entity any request for amendment of PHI that
Business Associate receives directly from an Individual.
h. Accounting Rights. Business Associate shall, within ten days of receiving a written request from Covered
Entity, maintain and make available to Covered Entity the information necessary for Covered Entity to
satisfy its obligations to provide an accounting of Disclosure under 45 C.F.R. 164.528.
J•
Restrictions and Confidential Communications.
i. Business Associate shall restrict the Use or Disclosure of an Individual's PHI within ten days of
notice from Covered Entity of:
A. a restriction on Use or Disclosure of PHI pursuant to 45 C.F.R. 164.522; or
B. a request for confidential communication of PHI pursuant to 45 C.F.R. 164.522.
ii. Business Associate shall not respond directly to an Individual's requests to restrict the Use or
Disclosure of PHI or to send all communication of PHI to an alternate address.
iii. Business Associate shall refer such requests to Covered Entity so that Covered Entity can coordinate
and prepare a timely response to the requesting Individual and provide direction to Business
Associate.
Governmental Access to Records. Business Associate shall make its facilities, internal practices, books,
records, and other sources of information, including PHI, available to the Secretary for purposes of
determining compliance with the HIPAA Rules in accordance with 45 C.F.R. 160310.
Page 3 of 9
HIPAA BAA
V.2 Revised 07/08/2022
Docusign Envelope ID: 897B46D6-DD6F-4844-91A8-2FD73F555205
a
COLORADO
Department of Early Childhood
k. Audit, Inspection and Enforcement.
Exhibit D
Business Associate shall obtain and update at least annually a written assessment performed by an
independent third party reasonably acceptable to Covered Entity, which evaluates the Information
Security of the applications, infrastructure, and processes that interact with the Covered Entity data
Business Associate receives, manipulates, stores and distributes. Upon request by Covered Entity,
Business Associate shall provide to Covered Entity the executive summary of the assessment.
ii. Business Associate, upon the request of Covered Entity, shall fully cooperate with Covered Entity's
efforts to audit Business Associate's compliance with applicable HIPAA Rules. If, through audit or
inspection, Covered Entity determines that Business Associate's conduct would result in violation of
the HIPAA Rules or is in violation of the Contract or this Agreement, Business Associate shall
promptly remedy any such violation and shall certify completion of its remedy in writing to Covered
Entity.
1. Appropriate Safeguards.
i. Business Associate shall use appropriate safeguards and comply with Subpart C of 45 C.F.R. Part 164
with respect to electronic PHI to prevent use or disclosure of PHI other than as provided in this
Agreement.
ii. Business Associate shall safeguard the PHI from tampering and unauthorized disclosures.
iii. Business Associate shall maintain the confidentiality of passwords and other data required for
accessing this information.
iv. Business Associate shall extend protection beyond the initial information obtained from Covered
Entity to any databases or collections of PHI containing information derived from the PHI. The
provisions of this section shall be in force unless PHI is de -identified in conformance to the
requirements of the HIPAA Rules.
m. Safeguard During Transmission.
i. Business Associate shall use reasonable and appropriate safeguards including, without limitation,
Information Security measures to ensure that all transmissions of PHI are authorized and to prevent
use or disclosure of PHI other than as provided for by this Agreement.
ii. Business Associate shall not transmit PHI over the internet or any other insecure or open
communication channel unless the PHI is encrypted or otherwise safeguarded with a FIPS-compliant
encryption algorithm.
n. Reporting of Improper Use or Disclosure and Notification of Breach.
i. Business Associate shall, as soon as reasonably possible, but immediately after discovery of a Breach,
notify Covered Entity of any use or disclosure of PHI not provided for by this Agreement, including a
Breach of Unsecured Protected Health Information as such notice is required by 45 C.F.R. 164.410 or
a breach for which notice is required under §24-73-103, C.R.S.
Page 4 of 9
HIPAA BAA
V.2 Revised 07/08/2022
Docusign Envelope ID: 897B46D6-DD6F-4B44-91A8-2FD73F555205
a
COLORADO
Department of Early Childhood
Exhibit D
ii. Such notice shall include the identification of each Individual whose Unsecured Protected Health
Information has been, or is reasonably believed by Business Associate to have been, accessed,
acquired, or disclosed during such Breach.
iii. Business Associate shall, as soon as reasonably possible, but immediately after discovery of any
Security Incident that does not constitute a Breach, notify Covered Entity of such incident.
iv. Business Associate shall have the burden of demonstrating that all notifications were made as
required, including evidence demonstrating the necessity of any delay.
o. Business Associate's Insurance and Notification Costs.
i. Business Associate shall bear all costs of a Breach response including, without limitation,
notifications, and shall maintain insurance to cover:
A. loss of PHI data;
B. Breach notification requirements specified in HIPAA Rules and in §24-73-103, C.R.S.; and
C. claims based upon alleged violations of privacy rights through improper use or disclosure of PHI.
P.
q.
ii. All such policies shall meet or exceed the minimum insurance requirements of the Contract or
otherwise as may be approved by Covered Entity (e.g., occurrence basis, combined single dollar
limits, annual aggregate dollar limits, additional insured status, and notice of cancellation).
iii. Business Associate shall provide Covered Entity a point of contact who possesses relevant
Information Security knowledge and is accessible 24 hours per day, 7 days per week to assist with
incident handling.
iv. Business Associate, to the extent practicable, shall mitigate any harmful effect known to Business
Associate of a Use or Disclosure of PHI by Business Associate in violation of this Agreement.
Subcontractors and Breaches.
i. Business Associate shall enter into a written agreement with each of its Subcontractors and agents,
who create, receive, maintain, or transmit PHI on behalf of Business Associate. The agreements shall
require such Subcontractors and agents to report to Business Associate any use or disclosure of PHI
not provided for by this Agreement, including Security Incidents and Breaches of Unsecured
Protected Health Information, on the first day such Subcontractor or agent knows or should have
known of the Breach as required by 45 C.F.R. 164.410.
ii. Business Associate shall notify Covered Entity of any such report and shall provide copies of any
such agreements to Covered Entity on request.
Data Ownership.
i. Business Associate acknowledges that Business Associate has no ownership rights with respect to the
PHI.
Page 5 of 9
HIPAA BAA
V.2 Revised 07/08/2022
Docusign Envelope ID: 897B46D6-DD6F-4B44-91A8-2FD73F555205
a
CU[C
COLORADO
Department of Early Cluadhood
Exhibit D
ii. Upon request by Covered Entity, Business Associate immediately shall provide Covered Entity with
any keys to decrypt information that the Business Association has encrypted and maintains in
encrypted form, or shall provide such information in unencrypted usable form.
r. Retention of PHI. Except upon termination of this Agreement as provided in Section 5, below, Business
Associate and its Subcontractors or agents shall retain all PHI throughout the term of this Agreement, and
shall continue to maintain the accounting of disclosures required under Section 3.h, above, for a period of
six years.
4. OBLIGATIONS OF COVERED ENTITY
a. Safeguards During Transmission. Covered Entity shall be responsible for using appropriate safeguards
including encryption of PHI, to maintain and ensure the confidentiality, integrity, and security of PHI
transmitted pursuant to this Agreement, in accordance with the standards and requirements of the HIPAA
Rules.
b. Notice of Changes.
i. Covered Entity maintains a copy of its Notice of Privacy Practices on its website. Covered Entity
shall provide Business Associate with any changes in, or revocation of, permission to use or disclose
PHI, to the extent that it may affect Business Associate's permitted or required uses or disclosures.
ii. Covered Entity shall notify Business Associate of any restriction on the use or disclosure of PHI to
which Covered Entity has agreed in accordance with 45 C.F.R. 164.522, to the extent that it may
affect Business Associate's permitted use or disclosure of PHI.
5. TERMINATION
a. Breach.
i. In addition to any Contract provision regarding remedies for breach, Covered Entity shall have the
right, in the event of a breach by Business Associate of any provision of this Agreement, to terminate
immediately the Contract, or this Agreement, or both.
ii. Subject to any directions from Covered Entity, upon termination of the Contract, this Agreement, or
both, Business Associate shall take timely, reasonable, and necessary action to protect and preserve
property in the possession of Business Associate in which Covered Entity has an interest.
b. Effect of Termination.
i. Upon termination of this Agreement for any reason, Business Associate, at the option of Covered
Entity, shall return or destroy all PHI that Business Associate, its agents, or its Subcontractors
maintain in any form, and shall not retain any copies of such PHI.
ii. If Covered Entity directs Business Associate to destroy the PHI, Business Associate shall certify in
writing to Covered Entity that such PHI has been destroyed.
iii. If Business Associate believes that returning or destroying the PHI is not feasible, Business Associate
shall promptly provide Covered Entity with notice of the conditions making return or destruction
Page 6 of 9
HIPAA BAA
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Docusign Envelope ID: 897B46D6-DD6F-4B44-91A8-2FD73F555205
a
coat
(COLORADO
Department of Early Childhood
Exhibit D
infeasible. Business Associate shall continue to extend the protections of Section 3 of this Agreement
to such PHI, and shall limit further use of such PHI to those purposes that make the return or
destruction of such PHI infeasible.
6. INJUNCTIVE RELIEF
Covered Entity and Business Associate agree that irreparable damage would occur in the event Business
Associate or any of its Subcontractors or agents use or disclosure of PHI in violation of this Agreement, the
HIPAA Rules or any applicable law. Covered Entity and Business Associate further agree that money
damages would not provide an adequate remedy for such Breach. Accordingly, Covered Entity and Business
Associate agree that Covered Entity shall be entitled to injunctive relief, specific performance, and other
equitable relief to prevent or restrain any Breach or threatened Breach of and to enforce specifically the terms
and provisions of this Agreement.
7. LIMITATION OF LIABILITY
Any provision in the Contract limiting Contractor's liability shall not apply to Business Associate's liability
under this Agreement, which shall not be limited.
8. DISCLAIMER
Covered Entity makes no warranty or representation that compliance by Business Associate with this
Agreement or the HIPAA Rules will be adequate or satisfactory for Business Associate's own purposes.
Business Associate is solely responsible for all decisions made and actions taken by Business Associate
regarding the safeguarding of PHI.
9. CERTIFICATION
Covered Entity has a legal obligation under HIPAA Rules to certify as to Business Associate's Information
Security practices. Covered Entity or its authorized agent or contractor shall have the right to examine
Business Associate's facilities, systems, procedures, and records, at Covered Entity's expense, if Covered
Entity determines that examination is necessary to certify that Business Associate's Information Security
safeguards comply with the HIPAA Rules or this Agreement.
10. AMENDMENT
Amendment to Comply with Law. The Parties acknowledge that state and federal laws and regulations
relating to data security and privacy are rapidly evolving and that amendment of this Agreement may be
required to provide procedures to ensure compliance with such developments.
i. In the event of any change to state or federal laws and regulations relating to data security and privacy
affecting this Agreement, the Parties shall take such action as is necessary to implement the changes
to the standards and requirements of HIPAA, the HIPAA Rules and other applicable rules relating to
the confidentiality, integrity, availability and security of PHI with respect to this Agreement.
ii. Business Associate shall provide to Covered Entity written assurance satisfactory to Covered Entity
that Business Associate shall adequately safeguard all PHI, and obtain written assurance satisfactory
to Covered Entity from Business Associate's Subcontractors and agents that they shall adequately
safeguard all PHI.
Page 7 of 9
HIPAA BAA
V.2 Revised 07/08/2022
Docusign Envelope ID: 897B46D6-DD6F-4B44-91A8-2FD73F555205
COLORADO
Department of Early Childhood
Exhibit D
iii. Upon the request of either Party, the other Party promptly shall negotiate in good faith the terms of an
amendment to the Contract embodying written assurances consistent with the standards and
requirements of HIPAA, the HIPAA Rules, or other applicable rules.
iv. Covered Entity may terminate this Agreement upon 30 days' prior written notice in the event that:
A. Business Associate does not promptly enter into negotiations to amend the Contract and this
Agreement when requested by Covered Entity pursuant to this Section; or
B. Business Associate does not enter into an amendment to the Contract and this Agreement, which
provides assurances regarding the safeguarding of PHI sufficient, in Covered Entity's sole
discretion, to satisfy the standards and requirements of the HIPAA, the HIPAA Rules and
applicable law.
b. Amendment of Appendix. The Appendix to this Agreement may be modified or amended by the mutual
written agreement of the Parties, without amendment of this Agreement. Any modified or amended
Appendix agreed to in writing by the Parties shall supersede and replace any prior version of the
Appendix.
11. ASSISTANCE IN LITIGATION OR ADMINISTRATIVE PROCEEDINGS
Covered Entity shall provide written notice to Business Associate if litigation or administrative proceeding is
commenced against Covered Entity, its directors, officers, or employees, based on a claimed violation by
Business Associate of HIPAA, the HIPAA Rules or other laws relating to security and privacy or PHI. Upon
receipt of such notice and to the extent requested by Covered Entity, Business Associate shall, and shall cause
its employees, Subcontractors, or agents assisting Business Associate in the performance of its obligations
under the Contract to, assist Covered Entity in the defense of such litigation or proceedings. Business
Associate shall, and shall cause its employees, Subcontractor's and agents to, provide assistance, to Covered
Entity, which may include testifying as a witness at such proceedings. Business Associate or any of its
employees, Subcontractors or agents shall not be required to provide such assistance if Business Associate is
a named adverse party.
12. INTERPRETATION AND ORDER OF PRECEDENCE
Any ambiguity in this Agreement shall be resolved in favor of a meaning that complies and is consistent with
the HIPAA Rules. In the event of an inconsistency between the Contract and this Agreement, this Agreement
shall control. This Agreement supersedes and replaces any previous, separately executed HIPAA business
associate agreement between the Parties.
13. SURVIVAL
Provisions of this Agreement requiring continued performance, compliance, or effect after termination shall
survive termination of this contract or this agreement and shall be enforceable by Covered Entity.
Page 8 of 9
HIPAA BAA
V.2 Revised 07/08/2022
Docusign Envelope ID: 897046D6-DD6F-4844-91A8-2FD73F555205
a
COLORADO
Department of Early Childhood
APPENDIX TO HIPAA BUSINESS ASSOCIATE AGREEMENT
Exhibit D
This Appendix ("Appendix") to the HIPAA Business Associate Agreement ("Agreement") is s an appendix to the
Contract and the Agreement. For the purposes of this Appendix, defined terms shall have the meanings ascribed
to them in the Agreement and the Contract. Unless the context clearly requires a distinction between the
Contract, the Agreement, and this Appendix, all references to "Contract" or "Agreement" shall include this
Appendix.
1.
PURPOSE
This Appendix sets forth additional terms to the Agreement. Any sub -section of this Appendix marked as
"Reserved" shall be construed as setting forth no additional terms.
2. ADDITIONAL TERMS
a. Additional Permitted Uses. In addition to those purposes set forth in the Agreement, Business Associate
may use PHI for the following additional purposes:
i. Reserved.
b. Additional Permitted Disclosures. In addition to those purposes set forth in the Agreement, Business
Associate may disclose PHI for the following additional purposes:
i. Reserved.
c. Approved Subcontractors. Covered Entity agrees that the following Subcontractors or agents of Business
Associate may receive PHI under the Agreement:
i. Reserved.
d. Definition of Receipt of PHI. Business Associate's receipt of PHI under this Contract shall be deemed to
occur, and Business Associate's obligations under the Agreement shall commence, as follows:
i. Reserved.
e. Additional Restrictions on Business Associate. Business Associate agrees to comply with the following
additional restrictions on Business Associate's use and disclosure of PHI under the Contract:
i. Reserved.
f. Additional Terms. Business Associate agrees to comply with the following additional terms under the
Agreement:
i. Reserved.
Page 9 of 9
HIPAA BAA
V.2 Revised 07/08/2022
Docusign Envelope ID: 897B46D6-DD6F-4B44-91A8-2FD73F555205
a
COLORADO
Department of Early Childhood
SAMPLE OPTION LETTER
Exhibit E
State Agency
Colorado Department of Early Childhood
710 South Ash Street, Building C
Glendale, CO 80246
Option Letter Number
Insert the Option Number (e.g. "1" for the first option)
Contractor
Original Contract Number
Insert Contractor's Full Legal Name, including "Inc.", "LLC",
etc...
Insert CMS number or Other Contract Number of the Original
Contract
Current Contract Maximum Amount
Option Contract Number
Initial Term
Insert CMS number or Other Contract Number of this Option
State Fiscal Year 20xx $0.00
Contract Performance Beginning Date
An appropriation for [Enter Program Name] General
Month Day, Year
Accounting Encumbrance (GAE) is hereby added to this
contract in the amount of $[Enter Amount], subject to
appropriated funds which is split among other [Enter Program
Name] vendors. See Exhibit C: Section 12. [Enter Program
Name] General Accounting Encumbrance (GAE).
*Any amount paid against Holdover 22 IHIA 000000 prior to
execution of this Amendment shall be reduced from the
Contract Maximum Amount.
Extension Terms
State Fiscal Year 20xx $0.00
State Fiscal Year 20xx $0.00
State Fiscal Year 20xx $0.00
Current Contract Expiration Date
State Fiscal Year 20xx $0.00
Month Day, Year
Total for All State Fiscal Years $0.00
1. OPTIONS:
A. Option to extend for an Extension Term
B. Option to change the quantity of Goods under the Contract
C. Option to change the quantity of Services under the Contract
D. Option to modify Contract rates
E. Option to initiate next phase of the Contract
2. REQUIRED PROVISIONS:
A. For use with Option 1(A): In accordance with Section(s) Number of the Original Contract referenced above,
the State hereby exercises its option for an additional term, beginning Insert start date and ending on the current
contract expiration date shown above, at the rates stated in the Original Contract, as amended.
B. For use with Options 1(B and C): In accordance with Section(s) Number of the Original Contract referenced
above, the State hereby exercises its option to Increase/Decrease the quantity of the Goods/Services or both at
the rates stated in the Original Contract, as amended.
C. For use with Option 1(D): In accordance with Section(s) Number of the Original Contract referenced above
the State hereby exercises its option to modify the Contract rates specified in Exhibit/Section Number/Letter.
Page 1 of 2
Docusign Envelope ID: 897B46D6-DD6F-4B44-91A8-2FD73F555205
x
COLORADO
Depar.ent of Early C1.1.00d
Exhibit E
The Contract rates attached to this Option Letter replace the rates in the Original Contract as of the Option
Effective Date of this Option Letter.
D. For use with Option 1(E): In accordance with Section(s) Number of the Original Contract referenced above,
the State hereby exercises its option to initiate Phase indicate which Phase: 2, 3, 4, etc, which shall begin on
Insert start date and end on Insert ending date at the cost/price specified in Section Number.
E. For use with all Options that modify the Contract Maximum Amount: The Contract Maximum Amount
table on the Contract's Signature and Cover Page is hereby deleted and replaced with the Current Contract
Maximum Amount table shown above.
3. OPTION EFFECTIVE DATE:
A. The effective date of this Option Letter is upon approval of the State Controller or , whichever is later.
STATE OF COLORADO
Jared S. Polis, Governor
Colorado Department of Early Childhood
Dr. Lisa Roy, Ed.D., Executive Director
By: Stephanie Beasley, Deputy Executive Director
Mary Alice Cohen, Director, Office of Program Delivery
Date:
In accordance with §24-30-202 C.R.S., this Option is not valid
until signed and dated below by the State Controller or an
authorized delegate.
STATE CONTROLLER
Robert Jaros, CPA, MBA, JD
By:
Laura Curnow, CDEC Controller
Option Effective Date:
Page 2 of 2
Contract Form
Entity Information
Entity Name* Entity ID*
COLORADO DEPARTMENT OF @00004256
EARLY CHILDHOOD
Contract Name* Contract ID
NURSE HOME VISITOR PROGRAM FY24-25 CONTRACT 8404
Contract Status
CTB REVIEW
Q New Entity?
Contract Lead
KJAKUS-HOTCHKISS
Contract Lead Email
kjakus-
hotchkiss@weldgov.com;
Health-
Contracts@weld.gov
Parent Contract ID
Requires Board Approval
YES
Department Project #
Contract Description *
NURSE HOME VISITOR PROGRAM (NHVP) FY24-25 CONTRACT WITH COLORADO DEPARTMENT OF EARLY
CHILDHOOD
CT QAAA 2025-
25 QAAA 190699
Contract Description 2
PREVIOUS CONTRACTS 20 IHIA 129479; 19 IHIA 109304
ORIGINAL CONTRACT 15 IHIA 68641
Contract Type * Department
GRANT HEALTH
Amount *
$1,303,719.00
Renewable*
NO
Automatic Renewal
NO
Grant
YES
IGA
NO
Department Email
CM-Health@weldgov.com
Department Head Email
CM-Health-
DeptHead@weldgov.com
County Attorney
GENERAL COUNTY
ATTORNEY EMAIL
County Attorney Email
CM-
COUNTYATTORNEY@WEL
DGOV.COM
Grant Deadline Date
Requested BOCC Agenda Due Date
Date* 06/20/2024
06/24/2024
Will a work session with BOCC be required?*
NO
Does Contract require Purchasing Dept. to be
included?
NO
If this is a renewal enter previous Contract ID
2786
If this is part of a MSA enter MSA Contract ID
Note: the Previous Contract Number and Master Services Agreement Number should be left blank if those contracts
are not in OnBase
Contract Dates
Effective Date
07/01/2024
Review Date
03/31/2025
Termination Notice Period Committed Delivery Date
Contact Information
Contact Info
Renewal Date
Expiration Date"
06/30/2025
Contact Name Contact Type Contact Email Contact Phone 1 Contact Phone 2
Purchasing
Purchasing Approver Purchasing Approved Date
Approval Process
Department Head
JASON CHESSHER
DH Approved Date
06/21/2024
Final Approval
BOCC Approved
BOCC Signed Date
BOCC Agenda Date
06/26/2024
Finance Approver
CHERYL PATTELLI
Legal Counsel
KARIN MCDOUGAL
Finance Approved Date Legal Counsel Approved Date
06/21/2024 06/24/2024
Tyler Ref*
AG 062624
Originator
KJAKUS-HOTCHKISS
Hello