The URL can be used to link to this page

Browse Search

Home My WebLink About20251942.tiffResolution Approve Professional Service Agreement for Trauma Education, Relief, and Therapeutic Services for Foster and Kinship Families, and Authorize the Chair to Sign - Foster Source, dba Be the Source Whereas, the Board of County Commissioners of Weld County, Colorado, pursuant to Colorado statute and the Weld County Home Rule Charter, is vested with the authority of administering the affairs of Weld County, Colorado, and Whereas, the Board has been presented with a Professional Service Agreement for Trauma Education, Relief, and Therapeutic Services for Foster and Kinship Families between the County of Weld, State of Colorado, by and through the Board of County Commissioners of Weld County, on behalf of the Department of Human Services, and Foster Source, dba Be the Source, commencing July 1, 2025, and ending June 30, 2026, 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 Professional Service Agreement for Trauma Education, Relief, and Therapeutic Services for Foster and Kinship Families between the County of Weld, State of Colorado, by and through the Board of County Commissioners of Weld County, on behalf of the Department of Human Services, and Foster Source, dba Be the Source, 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 Board of County Commissioners of Weld County, Colorado, approved the above and foregoing Resolution, on motion duly made and seconded, by the following vote on the 9th day of July, A.D., 2025, nunc pro tunc July 1, 2025: Perry L. Buck, Chair: Aye Scott K. James, Pro-Tem: Aye Jason S. Maxey: Aye Lynette Peppier: Aye Kevin D. Ross: Excused Approved as to Form: Bruce Barker, County Attorney Attest: Esther E. Gesick, Clerk to the Board cc . KSD oT/o6/25 2025-1942 H R0097 Conivacl- iact Loci BOARD OF COUNTY COMMISSIONERS PASS -AROUND REVIEW PASS -AROUND TITLE: Professional Services Agreement with Foster Source dba Be the Source DEPARTMENT: Human Services DATE: June 30, 2025 PERSON REQUESTING: Jamie Ulrich, Director, Human Services Brief description of the problem/issue: The Department is requesting to enter into a Professional Services Agreement (PSA) with Foster Source dba Be the Source, for trauma education, relief services and therapeutic services to foster and kinship families in Weld County. The term of the agreement is July 1, 2025, through May 31, 2027. What options exist for the Board? Approval of the PSA with Foster Source dba Be the Source. Deny approval of PSA with Foster Source dba Be the Source. Consequences: There will not be an agreement with Foster Source dba Be the Source for educational, relief and therapeutic services for Weld County foster and kinship families. Impacts: Weld County foster and kinship families will not receive access to these educational, relief and therapeutic services. Costs (Current Fiscal Year / Ongoing or Subsequent Fiscal Years): Total Cost = Up to $40,000.00. Funded through Child Welfare Block funding. Recommendation: • Approval of the Professional Services Agreement and authorize the Chair to sign. Perry L. Buck Scott K. James Jason S. Maxey Lynette Peppier Kevin D. Ross Pass -Around Memorandum; June 30, 2025 — CMS ID (TBD) Support Recommendation Place on BOCC Agenda 7n�1 Schedule Work Session Other/Comments: 2025 -1942 -7f9 as' l4Y2-0l91 PROFESSIONAL SERVICE AGREEMENT BETWEEN WELD COUNTY AND FOSTER SOURCE DBA BE THE SOURCE THIS AGREEMENT is made and entered into this cl14day of A , 2025, by and between the Board of Weld County Commissioners, on behalf of the Weld County Department of Human Services, hereinafter referred to as "County," and Foster Source dba Be the Source, hereinafter referred to as "Contractor". WHEREAS, County desires to retain Contractor to perform services as required by County and set forth in the attached Exhibits; and WHEREAS, Contractor is willing and has the specific ability, qualifications, and time to perform the required services according to the terms of this Agreement; and WHEREAS, Contractor is authorized to do business in the State of Colorado and has the time, skill, expertise, and experience necessary to provide the services as set forth below. NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, the parties hereto agree as follows: 1. Introduction. The terms of this Agreement are contained in the terms recited in this document and in the attached Exhibits, each of which forms an integral part of this Agreement and are incorporated herein. The parties each acknowledge and agree that this Agreement, including the attached Exhibits, define the performance obligations of Contractor and Contractor's willingness and ability to meet those requirements (the "Work"). If a conflict occurs between this Agreement and any Exhibit or other attached document, the terms of this Agreement shall control, and the remaining order of precedence shall be based upon order of attachment. Exhibit A consists of the Scope of Work. Exhibit B consists of the Rate Schedule. 2. Service or Work. Contractor agrees to procure the materials, equipment and/or products necessary for the Work and agrees to diligently provide all services, labor, personnel, and materials necessary to perform and complete the Work described in the attached Exhibits. Contractor shall further be responsible for the timely completion and acknowledges that a failure to comply with the standards and requirements of Work within the time limits prescribed by County may result in County's decision to withhold payment or to terminate this Agreement. 3. Term. The term of this Agreement shall be from July 1, 2025, through June 30, 2026, or until Contractor's completion of the responsibilities described in the attached Exhibits and is subject to continued budget appropriations. This Agreement may be extended upon mutual written agreement of the Parties. 1 4. Termination; Breach; Cure. County has the right to terminate this Agreement, with or without cause on thirty (30) days written notice. Furthermore, this Agreement may be terminated at any time without notice upon a material breach of the terms of the Agreement. 5. Extension or Amendment. Any amendments or modifications to this agreement shall be in writing signed by both parties. No additional services or work performed by Contractor shall be the basis for additional compensation unless and until Contractor has obtained written authorization and acknowledgement by County for such additional services. 6. Compensation/Contract Amount. County agrees to pay an amount no greater than $40,000.00 for the term of this Agreement, as set forth in Paragraph 3. County agrees to pay Contractor through an invoice process during the course of this Agreement in accordance with the Rate Schedule as described in Exhibit B. Contractor agrees to submit invoices which detail the work completed by Contractor. The County will review each invoice and if it agrees Contractor has completed the invoiced items to the County's satisfaction, it will remit payment to Contractor. No payment in excess of that set forth in the Exhibits will be made by County unless an Amendment authorizing such additional payment has been specifically approved by Weld County as required pursuant to the Weld County Code. If, at any time during the term or after termination or expiration of this Agreement, County reasonably determines that any payment made by County to Contractor was improper because the service for which payment was made did not perform as set forth in this Agreement, then upon written notice of such determination and request for reimbursement from County, Contractor shall forthwith return such payment(s) to County. Upon termination or expiration of this Agreement, unexpended funds advanced by County, if any, shall forthwith be returned to County. County will not withhold any taxes from monies paid to the Contractor hereunder and Contractor agrees to be solely responsible for the accurate reporting and payment of any taxes related to payments made pursuant to the terms of this Agreement. Unless expressly enumerated in the attached Exhibits, Contractor shall not be entitled to be paid for any other expenses (e.g. mileage). Notwithstanding anything to the contrary contained in this Agreement, County shall have no obligations under this Agreement after, nor shall any payments be made to Contractor in respect of any period after December 31 of any year, without an appropriation therefore by County in accordance with a budget adopted by the Board of County Commissioners in compliance with Article 25, Title 30 of the Colorado Revised Statutes, the Local Government Budget Law (C.R.S. 29-1-101 et. seq.) and the TABOR Amendment (Colorado Constitution, Article X, Sec. 20). Contractor agrees to work within the confines of the Scope of Services outlined in Exhibit A. 7. Independent Contractor. Contractor agrees that it is an independent contractor and that Contractor's officers, agents or employees will not become employees or agents of County, nor entitled to any employee benefits (including unemployment insurance or workers' compensation benefits) from County as a result of the execution of this Agreement. Contractor shall be solely responsible for its acts and those of its agents and employees for all acts performed pursuant to this Agreement. Any provisions in this Contract that may appear to give the County the right to direct contractor as to details of 2 dioing work or to exercise a measure of control over the work mean that Contractor shall follow the direction of the County as to end results of the work only. The Contractor is obligated to pay all federal and state income tax on any moneys earned or paid pursuant to this contract. 8. Subcontractors. Contractor acknowledges that County has entered into this Agreement in reliance upon the particular reputation and expertise of Contractor. Contractor shall not enter into any subcontractor agreements for the completion of the Work without County's prior written consent, which may be withheld in County's sole discretion. County shall have the right in its reasonable discretion to approve all personnel assigned to the Work during the performance of this Agreement and no personnel to whom County has an objection, in its reasonable discretion, shall be assigned to the Work. Contractor shall require each subcontractor, as approved by County and to the extent of the Work to be performed by the subcontractor, to be bound to Contractor by the terms of this Agreement, and to assume toward Contractor all the obligations and responsibilities which Contractor, by this Agreement, assumes toward County. County shall have the right (but not the obligation) to enforce the provisions of this Agreement against any subcontractor hired by Contractor and Contractor shall cooperate in such process. The Contractor shall be responsible for the acts and omissions of its agents, employees, and subcontractors. 9. Ownership. All work and information obtained by Contractor under this Agreement or individual work order shall become or remain (as applicable), the property of County. In addition, all reports, documents, data, plans, drawings, records, and computer files generated by Contractor in relation to this Agreement and all reports, test results and all other tangible materials obtained and/or produced in connection with the performance of this Agreement, whether or not such materials are in completed form, shall at all times be considered the property of the County. Contractor shall not make use of such material for purposes other than in connection with this Agreement without prior written approval of County. 10. Confidentiality. Confidential information of the Contractor should be transmitted separately from non -confidential information, clearly denoting in red on the relevant document at the top the word, "CONFIDENTIAL." However, Contractor is advised that as a public entity, Weld County must comply with the provisions of the Colorado Open Records Act (CORA), C.R.S. 24-72-201, et seq., with regard to public records, and cannot guarantee the confidentiality of all documents. Contractor agrees to keep confidential all of County's confidential information. Contractor agrees not to sell, assign, distribute, or disclose any such confidential information to any other person or entity without seeking written permission from the County. Contractor agrees to advise its employees, agents, and consultants, of the confidential and proprietary nature of this confidential information and of the restrictions imposed by this Agreement. 11. Warranty. Contractor warrants that the Work performed under this Agreement will be performed in a manner consistent with the standards governing such services and the provisions of this Agreement. Contractor further represents and warrants that all Work shall be performed by qualified personnel in a professional manner, consistent with industry standards, and that all services will conform to applicable specifications. 3 12. Acceptance of Services Not a Waiver. Upon completion of the Work, Contractor shall submit to County originals of all test results, reports, etc., generated during completion of this work. Acceptance by County of reports and incidental material(s) furnished under this Agreement shall not in any way relieve Contractor of responsibility for the quality and accuracy of the project. In no event shall any action by County hereunder constitute or be construed to be a waiver by County of any breach of this Agreement or default which may then exist on the part of Contractor, and County's action or inaction when any such breach or default exists shall not impair or prejudice any right or remedy available to County with respect to such breach or default. No assent expressed or implied, to any breach of any one or more covenants, provisions or conditions of the Agreement shall be deemed or taken to be a waiver of any other breach. Acceptance by the County of, or payment for, the Work completed under this Agreement shall not be construed as a waiver of any of the County's rights under this Agreement or under the law generally. 13. Insurance. Contractor must secure, before the commencement of the Work, the following insurance covering all operations, goods, and services provided pursuant to this Agreement, and shall keep the required insurance coverage in force at all times during the term of the Agreement, or any extension thereof, and during any warranty period. For all coverages, Contractor's insurer shall waive subrogation rights against County. Contractor shall provide coverage with limits of liability no less than those stated below. An excess liability policy or umbrella liability policy may be used to meet the minimum liability requirements provided that the coverage is written on a "following form" basis. Acceptability of Insurers: Insurance is to be placed with insurers duly licensed or authorized to do business in the state of Colorado and with an "A.M. Best" rating of not less than A -VII. The County in no way warrants that the above -required minimum insurer rating is sufficient to protect the Contractor from potential insurer insolvency. Required Types of Insurance Workers' Compensation and Employer's Liability Insurance as required by state statute, covering all of the Contractor's employees acting within the course and scope of their employment. The policy shall contain a waiver of subrogation against the County. This requirement shall not apply when a Contractor or subcontractor is exempt under Colorado Workers' Compensation Act., AND when such Contractor or subcontractor executes the appropriate sole proprietor waiver form. Minimum Limits: Coverage A (Workers' Compensation) Statutory Coverage B (Employers Liability) $ 100,000 $ 100,000 $ 500,000 Commercial General Liability Insurance - Occurrence Form Policy shall indude bodily injury, property damage, liability assumed under an Insured Contract. The policy shall be endorsed to include the following additional insured language: "Weld County, its subsidiary, parent, elected officials, trustees, employees, associated and/or 4 affiliated entities, successors, or assigns, agents, and volunteers shall be named as additional insureds with respect to liability arising out of the activities performed by, or on behalf of the Contractor." Such policy shall include Minimum Limits as follows: General Aggregate Products/Completed Operations Aggregate Each Occurrence Limit Personal/Advertising Injury Automobile Liability Insurance $ 1,000,000 $ 1,000,000 $ 1,000,000 $ 1,000,000 Bodily Injury and Property Damage for any owned, hired, and non -owned vehicles used in the performance of this Contract. Such policy shall maintain Minimum Limits as follows: Bodily Injury/Property Damage (Each Accident) $ 1,000,000 Professional Liability (Errors and Omissions Liability) The policy shall cover professional misconduct or lack of ordinary skill for those positions defined in the Scope of Services of this contract. Contractor shall maintain limits for all claims covering wrongful acts, errors and/or omissions, including design errors, if applicable, for damage sustained by reason of or in the course of operations under this Contract resulting from professional services. In the event that the professional liability insurance required by this Contract is written on a claims -made basis, Contractor warrants that any retroactive date under the policy shall precede the effective date of this Contract; and that either continuous coverage will be maintained, or an extended discovery period will be exercised for a period of two (2) years beginning at the time work under this Contract is completed. Minimum Limits: Per Loss Aggregate $ 1,000,000 $ 2,000,000 14. Proof of Insurance. Upon County's request, Contractor shall provide to County, for examination, a policy, endorsement, or other proof of insurance as determined in County's sole discretion. Provided information for examination shall be considered confidential, and as such, shall be deemed not subject to Colorado Open Records Act (CORA) disclosure. All insurers must be licensed or approved to do business within the State of Colorado, and unless otherwise specified, all policies must be written on a per occurrence basis. The Contractor shall provide the County with a Certificate of Insurance evidencing all required coverages, before commencing work or entering the County premises. The Contractor shall furnish the County with certificates of insurance (ACCORD) form or equivalent approved by the County as required by this Contract. The certificates for each 5 insurance policy are to be signed by a person authorized by that insurer to bind coverage on its behalf. The Contractor shall name on the Certificate of Insurance "Weld County, its successors or assigns; its elected officials, employees, agents, affiliated entities, and volunteers as Additional Insureds" for work that is being performed by the Contractor. On insurance policies where Weld County is named as an additional insured, the County shall be an additional insured to the full limits of liability purchased by the Contractor even if those limits of liability are in excess of those required by this Contract. Each insurance policy required by this Agreement must be in effect at or prior to commencement of work under this Agreement and remain in effect for the duration of the project, and for a longer period of time if required by other provisions in this Agreement. Failure to maintain the insurance policies as required by this Agreement or to provide evidence of renewal is a material breach of contract. All certificates and any required endorsement(s) shall be sent directly to the County Department Representative's Name and Address. The project/contract number and project description shall be noted on the Certificate of Insurance. The County reserves the right to require complete, certified copies of all insurance policies required by this Agreement at any time, and such shall also be deemed confidential. Any modification or variation from the insurance requirements in this Agreement shall be made by the County Attorney's Office, whose decision shall be final. Such action will not require a formal contract amendment but may be made by administrative action. 15. Additional Insurance Related Requirements. The County requires that all policies of insurance be written on a primary basis, non-contributory with any other insurance coverages and/or self-insurance carried by the County. The Contractor shall advise the County in the event any general aggregate or other aggregate limits are reduced below the required per occurrence limit. At their own expense, the Contractor will reinstate the aggregate limits to comply with the minimum requirements and shall furnish the County with a new certificate of insurance showing such coverage is in force. Commercial General Liability Completed Operations coverage must be kept in effect for up to three (3) years after completion of the project. Contractors Professional Liability (Errors and Omissions) policy must be kept in effect for up to three (3) years after completion of the project. Certificates of insurance shall state that on the policies that the County is required to be named as an Additional Insured, the insurance carrier shall provide a minimum of 30 days advance written notice to the County for cancellation, non -renewal, suspension, voided, or material changes to policies required under this Agreement. On all other policies, it is the Contractor's responsibility to give the County 30 days' notice if policies are reduced in coverage or limits, cancelled or non -renewed. However, in those situations where the insurance carrier refuses to provide notice to County, the Contractor shall notify County of 6 any cancellation, or reduction in coverage or limits of any insurance within seven (7) days or receipt of insurer's notification to that effect. The Contractor agrees that the insurance requirements specified in this Agreement do not reduce the liability Contractor has assumed in the indemnification/hold harmless section of this Agreement. Failure of the Contractor to fully comply with these requirements during the term of this Agreement may be considered a material breach of contract and may be cause for immediate termination of the Agreement at the option of the County. The County reserves the right to negotiate additional specific insurance requirements at the time of the contract award. 16. Subcontractor Insurance. Contractor hereby warrants that all subcontractors providing services under this Agreement have or will have the above -described insurance prior to their commencement of the Work, or otherwise that they are covered by the Contractor's policies to the minimum limits as required herein. Contractor agrees to provide proof of insurance for all such subcontractors upon request by the County. 17. No limitation of Liability. The insurance coverages specified in this Agreement are the minimum requirements, and these requirements do not decrease or limit the liability of Contractor. The County in no way warrants that the minimum limits contained herein are sufficient to protect the Contractor from liabilities that might arise out of the performance of the Work under by the Contractor, its agents, representatives, employees, or subcontractors. The Contractor shall assess its own risks and if it deems appropriate and/or prudent, maintain higher limits and/or broader coverages. The Contractor is not relieved of any liability or other obligations assumed or pursuant to the Contract by reason of its failure to obtain or maintain insurance in sufficient amounts, duration, or types. The Contractor shall maintain, at its own expense, any additional kinds or amounts of insurance that it may deem necessary to cover its obligations and liabilities under this Agreement. 18. Certification of Compliance with Insurance Requirements. The Contractor stipulates that it has met the insurance requirements identified herein. The Contractor shall be responsible for the professional quality, technical accuracy, and quantity of all services provided, the timely delivery of said services, and the coordination of all services rendered by the Contractor and shall, without additional compensation, promptly remedy and correct any errors, omissions, or other deficiencies. 19. Mutual Cooperation. The County and Contractor shall cooperate with each other in the collection of any insurance proceeds which may be payable in the event of any loss, including the execution and delivery of any proof of loss or other actions required to effect recovery. 20. Indemnity. The Contractor shall indemnify, hold harmless and, not excluding the County's right to participate, defend the County, its officers, officials, agents, and employees, from and against any and all liabilities, claims, actions, damages, losses, and expenses including without limitation reasonable attorneys' fees and costs, (hereinafter 7 referred to collectively as "claims") for bodily injury or personal injury including death, or loss or damage to tangible or intangible property caused, or alleged to be caused in whole or in part by the negligent or willful acts or omissions of Contractor or any of its owners, officers, directors, agents, employees or subcontractors. This indemnity includes any claim or amount arising out of or recovered under the Workers' Compensation Law or arising out of the failure of such contractor to conform to any federal, state, or local law, statute, ordinance, rule, regulation, or court decree. It is the specific intention of the parties that the County shall, in all instances, except for claims arising solely from the negligent or willful acts or omissions of the County, be indemnified by Contractor from and against any and all claims. It is agreed that Contractor will be responsible for primary loss investigation, defense, and judgment costs where this indemnification is applicable. In consideration of award of this contract, the Contractor agrees to waive all rights of subrogation against the County, its officers, officials, agents, and employees for losses arising from the work performed by the Contractor for the County. The Contractor shall be fully responsible and liable for any and all injuries or damage received or sustained by any person, persons, or property on account of its performance under this Agreement or its failure to comply with the provisions of the Agreement. A failure of Contractor to comply with these indemnification provisions shall result in County's right but not the obligation to terminate this Agreement or to pursue any other lawful remedy. 21. Non -Assignment. Contractor may not assign or transfer this Agreement or any interest therein or claim thereunder, without the prior written approval of County. Any attempts by Contractor to assign or transfer its rights hereunder without such prior approval by County shall, at the option of County, automatically terminate this Agreement and all rights of Contractor hereunder. Such consent may be granted or denied at the sole and absolute discretion of County. 22. Examination of Records. To the extent required by law, the Contractor agrees that a duly authorized representative of County, including the County Auditor, shall have access to and the right to examine and audit any books, documents, papers and records of Contractor, involving all matters and/or transactions related to this Agreement. Contractor agrees to maintain these documents for three years from the date of the last payment received. 23. Interruptions. Neither party to this Agreement shall be liable to the other for delays in delivery or failure to deliver or otherwise to perform any obligation under this Agreement, where such failure is due to any cause beyond its reasonable control, including but not limited to Acts of God, fires, strikes, war, flood, earthquakes, or Govemmental actions. 24. Notices. County may designate, prior to commencement of Work, its project representative ("County Representative") who shall make, within the scope of his or her authority, all necessary and proper decisions with reference to the project. All requests for contract interpretations, change orders, and other clarification or instruction shall be directed to County Representative. All notices or other communications made by one party to the other concerning the terms and conditions of this contract shall be deemed delivered under the following circumstances: 8 a) personal service by a reputable courier service requiring signature for receipt; or b) five (5) days following delivery to the United States Postal Service, postage prepaid addressed to a party at the address set forth in this contract; or c) electronic transmission via email at the address set forth below, where a receipt or acknowledgment is required and received by the sending party; or Either party may change its notice address(es) by written notice to the other. Notice may be sent to: TO CONTRACTOR: Name: Renee Bernhard Position: Founder/Executive Director Address: 11860 Pecos Street Address: Westminster, CO 80234 E-mail: renee(a�bethesourceco.orq Phone: 303-618-4331 TO COUNTY: Name: Heather Walker Position: Child Welfare Director Address: PO Box A Address: Greeley, CO 80632 E-mail: walkerhda_weld.00v Phone: 970-400-6218 25. Compliance with Law. Contractor shall strictly comply with all applicable federal and State laws, rules and regulations in effect or hereafter established, including without limitation, laws applicable to discrimination and unfair employment practices. 26. Non -Exclusive Agreement. This Agreement is nonexclusive, and County may engage or use other Contractors or persons to perform services of the same or similar nature. 27. Entire Agreement/Modifications. This Agreement including the Exhibits attached hereto and incorporated herein, contains the entire agreement between the parties with respect to the subject matter contained in this Agreement. This instrument supersedes all prior negotiations, representations, and understandings or agreements with respect to the subject matter contained in this Agreement. This Agreement may be changed or supplemented only by a written instrument signed by both parties. 28. Fund Availability. Financial obligations of the County payable after the current fiscal year are contingent upon funds for that purpose being appropriated, budgeted and otherwise made available. Execution of this Agreement by County does not create an obligation on the part of County to expend funds not otherwise appropriated in each succeeding year. 29. Employee Financial Interest/Conflict of Interest — C.R.S. §§24-18-201 et seq. and §24-50-507. The signatories to this Agreement state that to their knowledge, no 9 employee of Weld County has any personal or beneficial interest whatsoever in the service or property which is the subject matter of this Agreement. Contractor agrees that if Contractor was a former employee of the Department of Human Services, or employs a former employee of the Department of Human Services, that Contractor will also abide by applicable requirements under C.R.S. 24-18-201 et seq. 30. Survival of Termination. The obligations of the parties under this Agreement that by their nature would continue beyond expiration or termination of this Agreement (including, without limitation, the warranties, indemnification obligations, confidentiality and record keeping requirements) shall survive any such expiration or termination. 31. Severability. If any term or condition of this Agreement shall be held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, this Agreement shall be construed and enforced without such provision, to the extent that this Agreement is then capable of execution within the original intent of the parties. 32. Non -Waiver. The parties hereto understand and agree that the County is relying on, and does not waive or intend to waive by any provision of this Contract, the monetary limitations or any other immunities, rights, benefits, and protections, provided by the Colorado Governmental Immunity Act §§24-10-101 et seq., as from time to time amended, or otherwise available to the County, its subsidiary, associated and/or affiliated entities, successors, or assigns; or its elected officials, employees, agents, and volunteers. 33. Force Majeure. Neither the Contractor nor the County shall be liable for any delay in, or failure of performance of, any covenant or promise contained in this Agreement, nor shall any delay or failure constitute default or give rise to any liability for damages if, and only to extent that, such delay or failure is caused by or results from acts beyond the impacted Party's reasonable control, including without limitation, the following "force majeure" events that frustrate the purpose of this Agreement: As used in this Agreement, "force majeure" means acts of God, acts of the public enemy, unusually severe weather, fires, floods, epidemics, quarantines, strikes, labor disputes and freight embargoes, government order or law, action by any governmental authority, and other similar events beyond the reasonable control of the impacted party, to the extent such events were not the result of, or were not aggravated by, the acts or omissions of the non -performing or delayed party. However, if force majeure occurs after the party delays performance, the party shall not be exempted from liability. The Party affected by the force majeure shall make reasonable efforts to reduce the consequences caused by the force majeure. If the force majeure affects the performance of the contract, the party that is subject to force majeure shall promptly notify the other party and submit to the other party a sufficient and valid proof of force majeure within a reasonable period of time. Otherwise, the corresponding liability shall not be waived. 34. No Third -Party Beneficiary. It is expressly understood and agreed that the enforcement of the terms and conditions of this Agreement, and all rights of action relating to such enforcement, shall be strictly reserved to the undersigned parties and nothing in this 10 Agreement shall give or allow any claim or right of action whatsoever by any other person not included in this Agreement. It is the express intention of the undersigned parties that any entity other than the undersigned parties receiving services or benefits under this Agreement shall be an incidental beneficiary only. 35. Board of County Commissioners of Weld County Approval. This Agreement shall not be valid until it has been approved by the Board of County Commissioners of Weld County, Colorado, or its designee. 36. Choice of Law/Jurisdiction. Colorado law, and rules and regulations established pursuant thereto, shall be applied in the interpretation, execution, and enforcement of this Agreement. Any provision included or incorporated herein by reference which conflicts with said laws, rules and/or regulations shall be null and void. In the event of a legal dispute between the parties, Contractor agrees that the Weld County District Court shall have exclusive jurisdiction to resolve said dispute. 37. No Employment of Unauthorized Aliens. Contractor certifies, warrants, and agrees that it does not knowingly employ or contract with an unauthorized alien who will perform work under this Agreement (see 8 U.S.C.A. §1324a and (h)(3)), nor enter into a contract with a subcontractor that employs or contracts with an unauthorized alien to perform work under this Agreement. Upon request, contractor shall deliver to the County a written notarized affirmation that it has examined the legal work status of an employee and shall comply with all other requirements of federal or state law, including employment verification requirements contained within state or federal grants or awards funding public contracts. Contractor agrees to comply with any reasonable request from the Colorado Department of Labor and Employment in the course of any investigation. If Contractor fails to comply with any requirement of this provision, County may terminate this Agreement for breach, and if so terminated, Contractor shall be liable for actual and consequential damages. 38. Attorney's Fees/Legal Costs. In the event of a dispute between County and Contractor concerning this Agreement, the parties agree that each party shall be responsible for the payment of attorney fees and/or legal costs incurred by or on its own behalf. 39. Binding Arbitration Prohibited. Weld County does not agree to binding arbitration by any extra -judicial body or person. Any provision to the contrary in this Agreement or incorporated herein by reference shall be null and void. 40. Acknowledgment. County and Contractor acknowledge that each has read this Agreement, understands it and agrees to be bound by its terms. Both parties further agree that this Agreement, with the attached Exhibits, is the complete and exclusive statement of agreement between the parties and supersedes all proposals or prior agreements, oral or written, and any other communications between the parties relating to the subject mutter of this Agreement. 11 IN WITNESS WHEREOF, the parties hereto have duly executed the Agreement as of the day, month, and year first above written. COUNTY: ATTEST: _.ferifvvi tido; „k C er tk o the Board BY: e ut lerk o the ard. p y _. BOARD OF COUNTY COMMISSIONERS WCOUNTY, COLORADO Perry L.uck, Chair i� ONTRACTOR: JUL 0 9 2025 oster Source dba Be the Source 11860 Pecos Street Westminster, CO 80234 Renee FeYnGtato( By: Renee Bernhard (Jun 25, 202514:28 MDT) Renee Bernhard, Founder/Executive Director Date:06/25/2025 12 Zoz5-1842 EXHIBIT A Scope of Services 1. Services The County agrees to purchase, and the Contractor agrees to provide the following services: a) The Ambassador Project — Local former caregivers who serve as an ambassador on behalf of the Contractor to help caregivers find and obtain resources and services. The ambassador will host monthly events for caregivers to come together for support and/or community. b) The Learning Source — Continuing education for foster parents and consists of unlimited access to the Contractor's online and in person trainings, including the on -demand library. Spanish language content is included. c) Foster Parent Consultation/Support — Therapeutic support services through a network of therapists either in person or online. d) Relief Services — Hard goods needed to make a foster care placement possible or maintain a placement. These items may include, but are not limited to, beds, mattresses, bedding, furniture, car seats, etc. e) Administrative Costs —Administrative and office costs and supplies, as well as a portion of staff time for filling requests and procuring material in - kind items. 2. Terms Contractor will provide services based on priorities set by the County. Typically, Relief and Foster Parent Consultation/Support are top priorities, followed by The Ambassador Project, The Learning Source and Administrative Costs. Contractor and County agree that the above listed services may be provided to families who are referred by the county or self -referred. EXHIBIT B Rate Schedule 1. Funding and Method of Payment The County agrees to reimburse the Contractor in consideration of the work and services performed under this Agreement at the rates specified below in Paragraph 2, Fees for Services, for the maximum amount of $40,000.00. Expenses incurred by the Contractor prior to the term of this Agreement are not eligible County expenditures and shall not be reimbursed by the County. For services funded through Case Services, Contractor agrees to accept reimbursement through ACH direct deposit one time per month. If Contractor is not currently set up with the State of Colorado to accept direct deposit, Contractor agrees to complete and submit a State of Colorado direct deposit enrollment form, which will be provided by the County, with a voided check, deposit slip or bank letter. Failure to complete and submit this form and voided check in a timely and accurate manner may result in a delay of payment. For services not funded through Case Services; Contractor agrees to accept payment through County Warrant when funding source does not allow for direct deposit. Payment pursuant to this Agreement, whether in whole or in part, is subject to and contingent upon the continuing availability of said funds for the purposes hereof. In the event that said funds, or any part thereof, become unavailable as determined by the County, the County may immediately terminate the Agreement or amend it accordingly. 2. Fees for Services Item FEE SCHEDULE Description Monthly Rate Contract Maximum Administrative Costs Monthly Flat Rate (10 % of contract yearly maximum) $333.33 $4,000.00 The Ambassador Project Monthly Flat Rate (Includes Ambassador Stipend of $500.00 and monthly event cost) $700.00 $8,400.00 Foster Parent Consultation/Support Monthly Flat Rate (Unlimited usage) $125.00 $1,500.00 The Learning Source Monthly Flat Rate (Unlimited usage) $410.00 $4,920.00 Relief Services Monthly Flat Rate (Hard Goods as defined in Exhibit A - Scope of Services) $1,765.00 $21,180.00 TOTAL: $40,000.00 EXHIBIT B Rate Schedule 3. Invoicing and Supporting Documentation Contractor shall prepare and submit a monthly invoice and report, detailing at a minimum, the following for each service: a) The Ambassador Project: Date and brief summary of monthly event held. b) The Learning Source: Name and date of the training offered for the month. c) Foster Parent Consultation/Support: Number of foster parents who utilized consultation/support services for the month. d) Relief Services: • The name of the foster parent the item was provided to. • The name of the child(ren) associated to the item that was provided. • Date item was provided. • Description of item provided. • Cost of item provided. e) Administrative Costs: Flat rate for month as defined on Exhibit A, Scope of Services. Contractor shall submit monthly invoices and supporting documentation to the County via email to irudley(a�weld.gov by the 10th day of the month following the month of service, but no later than 60 days from the date of service. Failure to submit an invoice within 60 days of service may result in non- payment 4. Remedies The Director of Human Services or designee may exercise the following remedial actions should s/he find the Contractor substantially failed to satisfy the scope of work found in this Agreement. Substantial failure to satisfy the scope of work shall be defined to mean incorrect or improper activities or inaction by the Contractor. These remedial actions are as follows: a) Withhold payment to the Contractor until the necessary services or corrections in performance are satisfactorily completed. b) Deny payment or recover reimbursement for those services or deliverables, which have not been performed and which due to circumstances caused by the Contractor cannot be performed or if performed would be of no value to the County. Denial of the amount of payment shall be reasonably related to the amount of work or deliverables lost to the County. EXHIBIT B Rate Schedule Incorrect payment to the Contractor due to omission, error, fraud, and/or defalcation shall be recovered from Contractor by deduction from subsequent payments under this Agreement or other agreements between the County and Contractor, or by the County as a debt due to the County or otherwise as provided by law. SIGNATURE REQUESTED: Revised Service Agreement with Weld County Final Audit Report 2025-06-25 Created: 2025-06-25 By: Lesley Cobb (cobbxxlk@weld.gov) Status: Signed Transaction ID: CBJCHBCAABAAW4-owgwWxscEYNnwrCxDN7P9dSct3NXE "SIGNATURE REQUESTED: Revised Service Agreement with Weld County" History .5 Document created by Lesley Cobb (cobbxxlk@weld.gov) 2025-06-25 - 8:27:02 PM GMT- IP address: 204.133.39.9 E-2. Document emailed to renee@bethesourceco.org for signature 2025-06-25 - 8:27:58 PM GMT t Email viewed by renee@bethesourceco.org 2025-06-25 - 8:28:17 PM GMT- IP address: 66.102.6.195 6. Signer renee@bethesourceco.org entered name at signing as Renee Bernhard 2025-06-25 - 8:28:55 PM GMT- IP address: 172.59.230.227 4, Document e -signed by Renee Bernhard (renee@bethesourceco.org) Signature Date: 2025-06-25 - 8:28:57 PM GMT - Time Source: server- IP address: 172.59.230.227 © Agreement completed. 2025-06-25 - 8:28:57 PM GMT Powered by Adobe Acrobat Sign AC R© ©P CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) 06/26/2025 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Bryce Babcock 1021 E South Boulder Rd Ste Q Louisville CO 80027 CONTACT NAME: Bryce Babcock PHONE FAX (A/C, NO, BM: 303-996-6509 (A/c, No): 720-317-2274 E-MAIL ADDRESS: bbabcock@farmersagent.com INSURER(S) AFFORDING COVERAGE NAIC # INSURED Foster Source 11860 Pecos St Westminster CO 80234 INSURER A: United States Liability Insurance Company INSURER B: Farmers Insurance INSURER C: Progressive Insurance INSURER D: INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAME ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH TH S CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYpEOFINSURANCE ADDTL INSD SUER WVD POLICY NUMBER POLICY EFF (MM/DD/YYYY) POLICY EXP (MM/DD/YYYY) LIMITS A X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE X OCCUR Y Y NPP018G2456 12/08/2024 12/08/2025 EACH OCCURRENCE $ 1,000,00C DAMAGE TO RENTED PREMISES (Ea Occurrence) $ 100,000 MED EXP (Anyone person) $ 5,00C PERSONAL 8, ADV INJURY $ 1,000,00C GENERAL AGGREGATE $ 2,000,00C GEN'L AGGREGATE LIMIT APPLIES PER: X POLICY ❑ PROJECT ❑ LOC OTHER: PRODUCTS -COMP/OP AGG $ 2,000,00C Cyber Liability $ 1,000,00C C AUTOMOBILE LIABILITY X ANY AUTO OWNED AUTOS ONLY X HIRED AUTOS ONLY SCHEDULED AUTO X NON -OWNED AUTOS ONLY Y Y 959856890 07/18/2024 07/18/2025 COMBINED SINGLE LIMIT (Ea accident) $ 1 000'000 BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per accident) $ $ UMBRELLA LIAB EXCESS LIAB OCCUR CLAIMS -MADE EACH OCCURRENCE $ AGGREGATE $ $ DED I I RETENTION $ B WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/ Y/N EXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory in NH) Y If yes, describe under DESCRIPTION OF OPERATIONS below N/A Y A04176268 11/20/2024 11/20/2025 PER X STATUTE OTHER $ E.L. EACH ACCIDENT $ 100,000 E.L. DISEASE- EA EMPLOYEE il 100,000 E.L. DISEASE -POLICY LIMIT $ 500,000 A Professional Liability/Crime and Fidelity Y Y NPP018G2456 12/08/2024 12/08/2025 Each Occurrence Aggregate 1,000,000 3,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101, Add'tional Remarks Schedule, may be attached if more space is required) Additional Insured: Board of County Commissioners of Weld County and its Officers/Employees CERTIFICATE HOLDER CANCELLATION Weld County 315 N. 11th Avenue, Bldg A Greeley, CO 80631 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) 31-1769 11-15 ©1988-2015 ACORD CORPORATION. All Rights Reserved The ACORD name and logo are registered marks of ACORD Contract Form Entity Information Entity Name* BE THE SOURCE Entity ID* @00043063 Q New Entity? Contract Name* Contract ID FOSTER SOURCE DBA BE THE SOURCE (PROFESSIONAL 9699 SERVICES AGREEMENT FOR EDUCATION, RELIEF AND THERAPEUTIC SERVICES) Contract Status CTB REVIEW Contract Lead* COBBXXLK Contract Lead Email cobbxxlk@weld.gov Parent Contract ID Requires Board Approval YES Department Project # Contract Description* NEW PROFESSIONAL SERVICES AGREEMENT FOR EDUCATION, RELIEF AND THERAPEUTIC SERVICES - TERM: JULY 1, 2025 TO JUNE 30, 2026. MAX AMOUNT $40,000.00 Contract Description 2 APPROVED PA ATTACHED Contract Type* AGREEMENT Amount* $10,000.00 Renewable* YES Automatic Renewal Grant IGA Department HUMAN SERVICES Department Email CM- HumanServices@weld.gov Department Head Email CM-HumanServices- DeptHead@weld.gov County Attorney GENERAL COUNTY ATTORNEY EMAIL County Attorney Email CM - CO U NTYATTO R N EY@W EL D.GOV If this is a renewal enter previous Contract ID If this is part of a MSA enter MSA Contract ID Requested BOCC Agenda Due Date Date* 07/05/2025 07/09/2025 Will a work session with BOCC be required?* NO Does Contract require Purchasing Dept. to be included? 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 Termination Notice Period Contact Information Contact Info Review Date 04/30/2026 Renewal Date 06/30/2026 Committed Delivery Date Expiration Date Contact Name Contact Type Contact Email Contact Phone 1 Contact Phone 2 Purchasing Purchasing Approver Purchasing Approved Date Approval Process Department Head JAMIE ULRICH DH Approved Date 07/01/2025 Final Approval BOCC Approved BOCC Signed Date BOCC Agenda Date 07/09/2025 Finance Approver CHERYL PATTELLI Legal Counsel BYRON HOWELL Finance Approved Date Legal Counsel Approved Date 07/01/2025 07/01/2025 Tyler Ref # AG 070925 Originator COBBXXLK Hello