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Home My WebLink About20232120.tiffCon ck el 11)4-9 co$2_ co► -per-' Co/30/25 BOARD OF COUNTY COMMISSIONERS PASS -AROUND REVIEW PASS -AROUND TITLE: Professional Services Agreement Amendment #2 with Oliva Bilingual Services DEPARTMENT: Human Services DATE: June 24, 2025 PERSON REQUESTING: Jamie Ulrich, Director, Human Services r Brief description of the problem/issue: The Department entered into a Professional Services Agreement with Oliva Bilingual Services for Document Translation on June 26, 2023, known to the Board as Tyler ID# 2023- 2120. On June 26, 2024 the Board approved Amendment #1, which extended the term date for one (1) year and updated Exhibit A, Scope of Services and Rate Schedule. The Department is now requesting approval of Amendment #2, which extends the term through July 17, 2026, and updates Exhibit A, Scope of Services and Rate Schedule to reflect a 3% rate increase. What options exist for the Board? Approval of the Professional Services Agreement Amendment #2 with Oliva Bilingual Services. Deny approval of the Professional Services Agreement Amendment #2 with Oliva Bilingual Services. Consequences: The Department will not have a current agreement with Oliva Bilingual Services. Impacts: The Department will not be able to offer bilingual document translation services to eligible clients in Weld County. Costs (Current Fiscal Year / Ongoing or Subsequent Fiscal Years): Total Cost = $54.59 per page. Funded through Grants from the vSrious Departments who utilize this service. Recommendation: Approval of this Professional Services Agreement Amendment #2 and authorize the Chair to sign. Support Recommendation Schedule Place on BOCC Agenda Work Session Other/Comments: Perry L. Buck Scott K. James Jason S. Maxey Lynette Peppier Kevin D. Ross \a/ Pass -Around Memorandum; June 24, 2025 - CMS ID 9682 eC : OnbctV OA) (s/D/2,5 ZOZ3 -2t 20 -\12_0095 AGREEMENT AMENDMENT BETWEEN WELD COUNTY AND OLIVA BILINGUAL SERVICES This Agreement Amendment made and entered into 3E t day of JUI,t'1p., , 2025 by and between the Board of Weld County Commissioners, on behalf of the Weld County Department of Human Services, hereinafter referred to as the "Department", and Oliva Bilingual Services, hereinafter referred to as the "Contractor". WHEREAS the parties entered into an Agreement for Document Translation, (the "Original Agreement") identified by the Weld County Clerk to the Board of County Commissioners as document No. 2023-2120, approved on July 26, 2023. WHEREAS the parties hereby agree to amend the term of the Original Agreement in accordance with the terms of the Original Agreement and any previously adopted amendment, which is incorporated by reference herein, as well as the terms provided herein. NOW THEREFORE, in consideration of the premises, the parties hereto covenant and agree as follows: • The Original Agreement was set to end on July 17, 2024. • The Original Agreement was amended on: • June 26, 2024 to extend the term date through July 18, 2025. • The Amendments are identified by the Weld County Clerk to the Board of County Commissioners as document number 2023-2120. These Amendments, together with the Original Agreement, constitutes the entire understanding between the parties. The following additional changes are hereby made to the current Agreement as of July 18, 2025: 1. Paragraph 3, Term, is hereby amended as follows: The Term of this Agreement shall be from July 18, 2025, through July 17, 2026, or Contractor's completion of the responsibilities described in Exhibit A. This Agreement may be extended annually upon written consent of both parties. 2. Exhibit A, Scope of Services and Rate Schedule, are hereby amended as attached. • All other terms and conditions of the Original Agreement remain unchanged. IN WITNESS WHEREOF, the parties hereto have duly executed the Agreement as of the day, month, and year first above written. COUNTY: ATTEST: c..4tAvV ddif-4' BOARD OF COUNTY COMMISSIONERS WELD COUNTY, COLORADO Clerk to the Board BY: H&flOxoKY) Deputy Clerk to the Bo ck, Chair JUN 3 0 2025 a Bilingual Services 4 North 60th Avenue Greeley, Colorado 80634 Karla Oliva, Owner Date: 06/23/2025 2 oZ3 2120 EXHIBIT A SCOPE OF SERVICES AND RATE SCHEDULE Scope of Services I. Overview Oliva Bilingual Services shall provide translation services for Weld County Department of Human Services. The translation services will be to translate English documents into Spanish, from a Home -Based location. II. Requirements The following requirements shall apply to all services: 1. Contract Professional must be HIPAA compliant at all times. 2. Contract Professional shall be in complete compliance with all regulations governed by the Consumer Financial Protection Bureau. 3. Contract Professional shall retain accurate project logs, which contain the following information at a minimum. These project log records shall be accessible either on demand via an email request from WCDHS, or available online. The details included in the project logs shall include: a. Project Name. b. Date the project was requested. c. Project completion date. d. Number of original pages in the project requested to be translated. e. Name of person who requested the project. f. If the project is client specific, name of the client. g. Total cost of the project. All records shall be held for the duration of this contract, and for one (1) year thereafter. III. Service Types County intends to contract for translation services of written materials, to support the Department of Human Services' clients, courts, case workers and the Department as a whole. Rates Schedule I. Overview/Rates Oliva Bilingual Services agrees to complete a minimum total of fifty (50) pages of translation per week, upon receipt of a project request of the Department. This requirement is further detailed below: 1. 1 page is completed in Microsoft Word format. a. Margins set to normal. b. Font set at 12pt in Arial. c. Paragraph set at single spacing. 2. Each page meeting the requirements listed above is reimbursed at a rate of $54.59 per page. The Department will pay the rate per page based on the number of pages included in the original document that was sent to Oliva Bilingual Services to be translated. II. Invoicing Oliva Bilingual Services shall submit monthly invoices for reimbursement. The monthly invoices should be submitted as separate invoices, separated per project worked/completed for that given month. The monthly invoice should include the same details of the project log, and are listed below for reference again: a. Project Name. b. Date the project was requested. c. Project completion date. d. Number of original pages in the project requested to be translated. e. Name of person who requested the project. f. If the project is client specific, name of the client. g. Total cost of the project. 2 _Oliva Amendment #2 (full) Final Audit Report 2025-06-23 Created: 2025-06-23 By: Windy Luna (wluna@weld.gov) Status: Signed Transaction ID: CBJCHBCAABAAfNQd_MNXpMh3Vkt2PN2bTOfyOoNv0aHd "_Oliva Amendment #2 (full)" History t Document created by Windy Luna (wluna@weld.gov) 2025-06-23 - 9:07:30 PM GMT- IP address: 204.133.39.9 E , Document emailed to Karla Saldana (olivabilingual@hotmail.com) for signature 2025-06-23 - 9:08:14 PM GMT ,e Email viewed by Karla Saldana (olivabilingual@hotmail.com) 2025-06-23 - 9:12:15 PM GMT- IP address: 104.47.73.254 6© Document e -signed by Karla Saldana (olivabilingual@hotmail.com) Signature Date: 2025-06-23 - 9:13:56 PM GMT - Time Source: server- IP address: 76.131.134.170 Agreement completed. 2025-06-23 - 9:13:56 PM GMT Powered by Adobe Acrobat Sign Contract Form Entity Information Entity Name* OLIVA BILINGUAL SERVICES Entity ID* @00041042 Contract Name* Contract ID OLIVA BILINGUAL SERVICES (PSA AMENDMENT #2) 9682 Contract Status CTB REVIEW Contract Lead * WLUNA Q New Entity? Parent Contract ID 20232120 Requires Board Approval YES Contract Lead Email Department Project # wluna@weld.gov;cobbxxl k@weld.gov Contract Description* OLIVA BILINGUAL SERVICES PROFESSIONAL SERVICES AGREEMENT AMENDMENT #2 TO UPDATE SCOPE/RATE. TERM: 7/18/25 THROUGH 7/17/26. Contract Description 2 PA WILL ROUTE WITH THIS ENTRY. ETA TO CTB: 06/27/29. Contract Type* Department Requested BOCC Agenda Due Date AMENDMENT HUMAN SERVICES Date* 06/28/2025 07/02/2025 Amount* $0.00 Renewable * NO Automatic Renewal Grant IGA Department Email CM- HumanServices@weld.gov Department Head Email CM-HumanServices- DeptHead@weld.gov County Attorney GENERAL COUNTY ATTORNEY EMAIL County Attorney Email CM- COUNTYATTORNEY@WEL D.GOV If this is a renewal enter previous Contract ID If this is part of a MSA enter MSA Contract ID 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 Review Date* 05/15/2026 Committed Delivery Date Renewal Date Expiration Date* 07/17/2026 Contact Info 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 06/25/2025 Final Approval BOCC Approved BOCC Signed Date BOCC Agenda Date 06/30/2025 Finance Approver CHERYL PATTELLI Legal Counsel BYRON HOWELL Finance Approved Date Legal Counsel Approved Date 06/25/2025 06/25/2025 Tyler Ref # AG 063025 Originator WLUNA Co vat- -lD 8 91 BOARD OF COUNTY COMMISSIONERS PASS -AROUND REVIEW PASS -AROUND TITLE: Professional Services Agreement Amendment #1 with Oliva Bilingual Services DEPARTMENT: Human Services DATE: June 18, 2024 PERSON REQUESTING: Jamie Ulrich, Director, Human Services Brief description of the problem/issue: The Department entered into a Professional Services Agreement (PSA) with Oliva Bilingual Services on July 2O, 2023, known to the Board as Tyler ID# 2023-2120. This PSA is for language translation of documents from English to Spanish. The Department is now requesting to enter into Amendment #1, which will modify rates and extend the term for one year. What options exist for the Board? • Approval of the Agreement Amendment #1 with Oliva Bilingual Services. • Deny approval of the Agreement Amendment #1 with Oliva Bilingual Services. Consequences: The Department will not have a current agreement in place with Oliva Bilingual Services. Impacts: Weld County will not have the benefit of Court Document Translation services from Oliva Bilingual Services. Costs (Current Fiscal Year / Ongoing or Subsequent Fiscal Years): • Total Cost: $53.00 per page • Funded through: Grants from the various Departments who utilize this service. • Term: July 18, 2024 through July 17, 2025. Pass -Around Memorandum; June 18, 2024 - CMS ID 8391 CC= O7t-et.2-e/ cony d (pa2tg/Z 2673-7-12e, 069s Recommendation: • Approval of Amendment #1 and authorize the Chair to sign. Support Recommendation Schedule Place on BOCC Agenda Work Session Other/Comments: i Perry L. Buck, Pro-Tem Mike Freeman Scott K. James Kevin D. Ross, Chair Lori Saine Pass -Around Memorandum; June 18, 2024 - CMS ID 8391 AGREEMENT AMENDMENT BETWEEN THE WELD COUNTY DEPARTMENT OF HUMAN SERVICES AND OLIVA BILINGUAL SERVICES This Agreement Amendment made and entered into ZLO"day of 3UAAQ_, , 2024 by and between the Board of Weld County Commissioners, on behalf of the Weld County Department of Human Services, hereinafter referred to as the "Department", and Oliva Bilingual Services, hereinafter referred to as the "Contractor". WHEREAS the parties entered into an Agreement for Language Translation Services, (the "Original Agreement") identified by the Weld County Clerk to the Board of County Commissioners as document No. 2023-2120, approved on July 26th, 2023. WHEREAS the parties hereby agree to amend the term of the Original Agreement in accordance with the terms of the Original Agreement and any previously adopted amendment, which is incorporated by reference herein, as well as the terms provided herein. NOW THEREFORE, in consideration of the premises, the parties hereto covenant and agree as follows: • The Original Agreement will end on July 17, 2024. • This Amendment, together with the Original Agreement, constitutes the entire understanding between the parties. The following additional changes are hereby made to the current Agreement as of July 18th, 2024: 1. Paragraph 3. Term, is hereby amended as follows. The term of this Agreement shall be from July 18, 2024, through July 17, 2025, or Contractor's completion of the responsibilities described in Exhibit A. This Agreement may be extended annually upon written agreement of both parties. 2. Exhibit A, Scope of Services and Rate Schedule, are hereby amended as attached. • All other terms and conditions of the Original Agreement remain unchanged. IN WITNESS WHEREOF, the parties hereto have duly executed the Agreement as of the day, month, and year first above written. COUNTY: ATTEST: B Clerk to the Board Deputy Clerk to the B BOARD OF COUNTY COMMISSIONERS WELD COUNT DO D. Ross, Chair JUN 2 6 2024 ACTOR: va Bilingual Services 284 North 60th Avenue Greeley, Colorado 80634 By: 13, 202407:22 MDT) Karla Oliva, Owner Date: Jun 13, 2024 04:003 /a-0 EXHIBIT A SCOPE OF SERVICES AND RATE SCHEDULE Scope of Services I. Overview Oliva Bilingual Services shall provide translation services for Weld County Department of Human Services. The translation services will be to translate English documents into Spanish, from a Home - Based location. II. Requirements The following requirements shall apply to all services: 1. Contract Professional must be HIPAA compliant at all times. 2. Contract Professional shall be in complete compliance with all regulations governed by the Consumer Financial Protection Bureau. 3. Contract Professional shall retain accurate project logs, which contain the following information at a minimum. These project log records shall be accessible either on demand via an email request from WCDHS, or available online. The details included in the project logs shall include: a. Project Name. b. Date the project was requested. c. Project completion date. d. Number of original pages in the project requested to be translated. e. Name of person who requested the project. f. If the project is client specific, name of the client. g. Total cost of the project. All records shall be held for the duration of this contract, and for one (1) year thereafter. III. Service Types County intends to contract for translation services of written materials, to support the Department of Human Services' clients, courts, case workers and the Department as a whole. Rates Schedule I. Overview/Rates Oliva Bilingual Services agrees to complete a minimum total of fifty (50) pages of translation per week, upon receipt of a project request of the Department. This requirement is further detailed below: 1. 1 page is completed in Microsoft Word format. a. Margins set to normal. b. Font set at 12pt in Calibri. c. Paragraph set at single spacing. 2. Each page meeting the requirements listed above is reimbursed at a rate of $53.00 per page. The Department will pay the rate per page based on the number of pages included in the original document that was sent to Oliva Bilingual Services to be translated. II. Invoicing Oliva Bilingual Services shall submit monthly invoices for reimbursement. The monthly invoices should be submitted as separate invoices, separated per project worked/completed for that given month. The monthly invoice should include the same details of the project log, and are listed below for reference again: a. Project Name. b. Date the project was requested. c. Project completion date. d. Number of original pages in the project requested to be translated. e. Name of person who requested the project. f. If the project is client specific, name of the client. g. Total cost of the project. 2 SIGNATURE REQUESTED: Weld/Oliva Amendment #1 Final Audit Report 2024-06-13 Created: 2024-06-12 By: Windy Luna (wluna@weld.gov) Status: Signed Transaction ID: CBJCHBCAABAAJ2C30g9czIU5wIErjhp88a9yodwwXtSb "SIGNATURE REQUESTED: Weld/Oliva Amendment #1" Histor Y t Document created by Windy Luna (wluna@weld.gov) 2024-06-12 - 10:48:33 PM GMT- IP address: 204.133.39.9 El Document emailed to Karla Saldana (olivabilingual@hotmail.com) for signature 2024-06-12 - 10:53:18 PM GMT n Email viewed by Karla Saldana (olivabilingual@hotmail.com) 2024-06-12 - 11:06:50 PM GMT- IP address: 104.47.73.126 4 Document e -signed by Karla Saldana (olivabilingual@hotmail.com) Signature Date: 2024-06-13 - 1:22:30 PM GMT - Time Source: server- IP address: 174.198.128.160 © Agreement completed. 2024-06-13 - 1:22:30 PM GMT Powered by Adobe Acrobat Sign t ct Entity Information Entity Name * OLIVA BILINGUAL SERVICES Entity ID* @00041042 Contract Name* Contract ID OLIVA BILINGUAL SERVICES (PROFESSIONAL SERVICES 8391 AGREEMENT) (LANGUAGE INTERPRETER PSA AMEND #1) Contract Lead * WLUNA Contract Status CTB REVIEW O New Entity? Parent Contract ID 20232120 Requires Board Approval YES Contract Lead Email Department Project # wluna@weldgov.com;cob bxxlk@weldgov.com Contract Description* OLIVA BILINGUAL SERVICES PROFESSIONAL SERVICES AGREEMENT AMENDMENT #1 (LANGUAGE INTERPRETER). TERM: 07/18/2024 THROUGH 07/17/2025. Contract Description 2 PA WILL ROUTE WITH THIS ONBASE/CMS ENTRY. THIS IS A SIMPLE AMENDMENT FOR RATE CHANGE AND TERM EXTENSION. Contract Type* AMENDMENT Amount* $0.00 Renewable* YES Automatic Renewal Grant IGA Department Requested BOCC Agenda Due Date HUMAN SERVICES Date* 06/22/2024 06/26/2024 Department Email CM- HumanServices@weldgov. com Department Head Email CM-HumanServices- DeptHead@weldgov.com County Attorney GENERAL COUNTY ATTORNEY EMAIL County Attorney Email CM- COUNTYATTORNEY@WEL DGOV.COM Will a work session with BOCC be required?* NO Does Contract require Purchasing Dept. to be included? If this is a renewal enter previous Contract ID If this is part of a MSA enter MSA Contract ID Note: the Previous Contract Number and Master Services Agreement Number should be left blank if those contracts are not in OnBase Contract Dates Effective Date Termination Notice Period Contact Information Review Date" 05/16/2025 Committed Delivery Date Renewal Date 07/17/2025 Expiration Date Contact Info Contact Name Contact Type Contact Email Contact Phone 1 Contact Phone 2 Purchasing Purchasing Approver Purchasing Approved Date Approval Process Department Head Finance Approver Legal Counsel JAMIE ULRICH CHERYL PATTELLI BYRON HOWELL DH Approved Date Finance Approved Date Legal Counsel Approved Date 06/19/2024 06/19/2024 06/20/2024 Final Approval BOCC Approved Tyler Ref # AG 062624 BOCC Signed Date Originator WLUNA BOCC Agenda Date 06/26/2024 RESOLUTION RE: APPROVE AGREEMENT FOR PROFESSIONAL SERVICES FOR COURT DOCUMENT TRANSLATION AND AUTHORIZE CHAIR TO SIGN - OLIVA BILINGUAL SERVICES 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 Agreement for Professional Services for Court Document Translation 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 Oliva Bilingual Services, commencing July 18, 2023, and ending July 17, 2024, 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 Agreement for Professional Services for Court Document Translation 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 Oliva Bilingual Services, 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 July, A.D., 2023, nunc pro tunc July 18, 2023. BOARD OF COUNTY COMMISSIONERS WELD COUNTY, COLORADO ATTEST: dad44) jer& , Weld County Clerk to the Board iC BC_AICCOVI 001A tk\ tt-k- APPR o my orne Date of signature:'r/31 2 C Mieman, Chair erry L. fck, Pro-Tem cott K. Jame D. Ross cc%HSD O5116 (23 2023-2120 HR0095 e-on4vac-E I'Dik7Z53 PRIVILEGED AND CONFIDENTIAL MEMORANDUM DATE: July 18, 2023 TO: Board of County Commissioners — Pass -Around FR: Jamie Ulrich, Director, Human Services RE: Oliva Bilingual Services Professional Services Agreement for Document Translation Please review and indicate if you would like a work session prior to placing this item on the Board's agenda. Request Board Approval of the Department's Oliva Bilingual Services Professional Services Agreement for Document Translation. The Department is requesting to enter into a Professional Services Agreement with Oliva Bilingual Services. Oliva Bilingual Services will assist with Court Document translation for the Department. The term of this agreement is July 18, 2023 through July 17, 2024, with the option to extend annually upon mutual agreement of both parties, for two additional years. Services will be reimbursed at $48.00 per page, for each page translated. I do not recommend a Work Session. I recommend approval of this Professional Services Agreement and authorize the Chair to sign. Approve Recommendation Perry L. Buck, Pro-Tem Mike Freeman, Chair Scott K. James Kevin D. Ross Lori Saine Schedule Work Session Other/Comments: Pass -Around Memorandum; July 18, 2023 - CMS ID 7233 1 2023-2120 Tao 00095 WELD COUNTY AGREEMENT FOR PROFESSIONAL SERVICES BETWEEN WELD COUNTY AND OLIVA BILINGUAL SERVICES THIS AGREEMENT is made and entered into this u.Phday of , 2023, by and between the County of Weld, a body corporate and politic of the State of Colorado, by a through its Board of County Commissioners, whose address is 1150 "O" Street, Greeley, Colorado 80631, hereinafter referred to as "County," and Oliva Bilingual Services, whose address is 284 North 60th Avenue, Greeley, Colorado 80634, hereinafter referred to as "Contractor". WHEREAS, County desires to retain Contractor as an Independent Contractor to perform services as more particularly set forth below; and WHEREAS, Contractor has the ability, qualifications, and time available to timely perform the services, and is willing to perform the services according to the terms of this Agreement. 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 Exhibit A, Scope of Services and Rate Schedule, which forms an integral part of this Agreement. Exhibit A is specifically incorporated herein by this reference. 2. Service or Work. Contractor agrees to provide the materials, equipment and/or products necessary for the outlined Scope of Work and further agrees to diligently provide all services and labor, as set forth in Exhibit A. 3. Term. The term of this Agreement shall be from July 18, 2023, through July 17, 2024, or Contractor's completion of the responsibilities described in Exhibit A. Both of the parties to this Agreement understand and agree that the laws of the State of Colorado prohibit County from entering into Agreements which bind County for periods longer than one year. This Agreement may be extended annually upon written agreement of both parties. 4. Termination. 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 Modification. Any amendments or modifications to this agreement shall be in writing and 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 the amount set forth in Exhibit A for the term of this Agreement. 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 A. 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. 2O 3-o.Ja0 Contractor agrees to work within the confines of the Scope of Services outlined in Exhibit A. 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. 7. Independent Contractor. Contractor agrees that it is an independent Contractor and that Contractor's officers, agents or employees will not become employees of County, nor entitled to any employee benefits from County as a result of the execution of this Agreement. Contractor shall perform its duties hereunder as an independent Contractor. Contractor shall be solely responsible for its acts and those of its agents and employees for all acts performed pursuant to this Agreement. Contractor, its employees and agents are not entitled to unemployment insurance or workers' compensation benefits through County and County shall not pay for or otherwise provide such coverage for Contractor or any of its agents or employees. Unemployment insurance benefits will be available to Contractor and its employees and agents only if such coverage is made available by Contractor or a third party. Contractor shall pay when due all applicable employment taxes and income taxes and local head taxes (if applicable) incurred pursuant to this Agreement. 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 this Project 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. 2 11. Warranty. Contractor warrants that the services 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 services shall be performed by qualified personnel in a professional and workmanlike manner, consistent with industry standards, and that all services will conform to applicable specifications. 12. Acceptance of Services Not a Waiver. 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. Acceptance by the County of, or payment for, the services 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. a. Types of Insurance. Workers' Compensation /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. Commercial General Liability Insurance including public liability and property damage, covering all operations required by the Work. Such policy shall include minimum limits as follows: $1,000,000 each occurrence; $1,000,000 general aggregate; $1,000,000 Personal injury $5,000; Medical payment per person. Automobile Liability Insurance: Contractor shall maintain limits of $1,000,000 for bodily injury per person, $1,000,000 for bodily injury for each accident, and $1,000,000 for property damage applicable to all vehicles operating both on County property and elsewhere, for vehicles owned, hired, and non -owned vehicles used in the performance of this Contract. 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: $1,000,000 Per Loss; $2,000,000 Aggregate. b. Proof of Insurance. Upon County's request, Contractor shall provide to County a certificate of insurance, a policy, or other proof of insurance as determined in County's sole discretion. County may require Contractor to provide a certificate of insurance naming Weld County, Colorado, its elected officials, and its employees as an additional named insured. c. 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, 3 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. d. 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. e. 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. 14. Indemnity. The Contractor shall defend, indemnify and hold harmless County, its officers, agents, and employees, from and against any and all injury, loss, damage, liability, suits, actions, claims, or willful acts or omissions of any type or character arising out of the Work done in fulfillment of the terms of this Agreement or on account of any act, claim or amount arising or recovered under workers' compensation law or arising out of the failure of the Contractor to conform to any statutes, ordinances, regulation, judicial decision, or other law or court decree. 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. It is agreed that the Contractor will be responsible for primary loss investigation, defense and judgment costs where this contract of indemnity applies. In consideration of the award of this contract, the Contractor agrees to waive all rights of subrogation against the County its associated and/or affiliated entities, successors, or assigns, its elected officials, trustees, employees, agents, and volunteers for losses arising from the work performed by the Contractor for the County. A failure to comply with this provision shall result in County's right to immediately terminate this Agreement. 15. 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. 16. Examination of Records. To the extent required by law, the Contractor agrees that an 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. 17. 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. 4 18. 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. 19. Entire Agreement/lVIodifications. This Agreement including Exhibit A 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. 20. 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. 21. 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 employee of Weld County has any personal or beneficial interest whatsoever in the service or property which is the subject matter of this Agreement. 22. 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. 23. 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. 24. Governmental Immunity. No term or condition of this contract shall be construed or interpreted as a waiver, express or implied, of any of the immunities, rights, benefits, protections or other provisions, of the Colorado Governmental Immunity Act §§24-10-101 et seq., as applicable now or hereafter amended. 25. 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 "force majeure." 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, 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. 26. 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 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. 27. 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. 5 28. 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. 29. 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. 30. 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. 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 Exhibit A, 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 matter of this Agreement. IN WITNESS WHEREOF, the parties hereto have duly executed the Agreement as of the day, month, and year first above written. COUNTY: ATTEST: �" ) --(4444 Clerk to the Board MU 114 . Owl Deputy Clerk to the Bo BOARD OF COUNTY COMMISSIONERS WELD COUNTY, COLORADO Freeman, Chair J U L 2 6 2023 liva Bilingual Services 284 North 60th Avenue Greeley, Colorado 80634 Ka4?dO By: Karla Oliva, Owner J,115,5053 Date: 6 ,20.2,5-,2/a0 EXHIBIT A SCOPE OF SERVICES AND RATE SCHEDULE Scope of Services I. Overview Oliva Bilingual Services shall provide translation services for Weld County Department of Human Services. The translation services will be to translate English documents into Spanish, from a Home - Based location. II. Requirements The following requirements shall apply to all services: 1. Contract Professional must be HIPAA compliant at all times. 2. Contract Professional shall be in complete compliance with all regulations governed by the Consumer Financial Protection Bureau. 3. Contract Professional shall retain accurate project logs, which contain the following information at a minimum. These project log records shall be accessible either on demand via an email request from WCDHS, or available online. The details included in the project logs shall include: a. Project Name b. Date the project was requested c. Project completion date d. Number of original pages in the project requested to be translated e. Name of person who requested the project f If the project is client specific, name of the client g. Total cost of the project All records shall be held for the duration of this contract, and for one (1) year thereafter. III. Service Types County intends to contract for translation services of written materials, to support the Department of Human Services' clients, courts, case workers and the Department as a whole. Rates Schedule I. Overview/Rates Oliva Bilingual Services agrees to complete a minimum total of fifty (50) pages of translation per week, upon receipt of a project request of the Department. This requirement is further detailed below: 1. 1 page is completed in Microsoft Word format a. Margins set to normal b. Font set at 12pt in Times New Roman c. Paragraph set at single spacing 2. Each page meeting the requirements listed above is reimbursed at a rate of $48.00 per page. The Department will pay the rate per page based on the number of pages included in the original document that was sent to Oliva Bilingual Services to be translated. II. Invoicing Oliva Bilingual Services shall submit monthly invoices for reimbursement. The monthly invoices should be submitted as separate invoices, separated per project worked/completed for that given month. The monthly invoice should include the same details of the project log, and are listed below for reference again: a. Project Name b. Date the project was requested c. Project completion date d. Number of original pages in the project requested to be translated e. Name of person who requested the project f. If the project is client specific, name of the client g. Total cost of the project 2 SIGNATURE REQUESTED: Weld/Oliva Bilingual Services PSA Final Audit Report 2023-07-14 Created: 2023-07-14 By: Windy Luna (wluna@co.weld.co.us) Status: Signed Transaction ID: CBJCHBCAABAAtClwVPNUgiPxcKZkiJs1W_EJJXR6aNkJ "SIGNATURE REQUESTED: Weld/Oliva Bilingual Services PSA " History t Document created by Windy Luna (wluna@co.weld.co.us) 2023-07-14 - 2:09:59 PM GMT P. Document emailed to Karla Saldana (olivabilingual@hotmail.com) for signature 2023-07-14 - 2:10:41 PM GMT t Email viewed by Karla Saldana (olivabilingual@hotmail.com) 2023-07-14 - 2:12:48 PM GMT ere Document e -signed by Karla Saldana (olivabilingual@hotmail.com) Signature Date: 2023-07-14 - 2:13:27 PM GMT - Time Source: server �i Agreement completed. 2023-07-14 - 2:13:27 PM GMT Powered by Adobe Acrobat Sign Contract Form New Contract Request Entity Information Entity Name* OLIVA BILINGUAL SERVICES Entity ID* /200041042 Contract Name* OLIVA BILINGUAL SERVICES (PROFESSIONAL SERVICES AGREEMENT) (LANGUAGE INTERPRETOR PSA) Contract Status CTB REVIEW ❑ New Entity? Contract ID 7233 Contract Lead* WLIJNA Contract Lead Email wlunaY weldgay.corn;cobbx xlkcweidgov.com Parent Contract ID ReC YES d Approval Department Project # Contract Description* OLIVA BILINGUAL SERVICES (PROFESSIONAL SERVICES AGREEMENT) (LANGUAGE INTERPRETOR). TERM: 07: 18/2023 THROUGH 07'17,202,C Contract Description 2 PA ROUTING THROUGH NORMAL PROCESS, ETA TO CTB 07, 20 r` 2023. Contract Type AGREEMENT Amount 50.00 Renewable* NO Automatic Renewal Grant IGA Department HUMAN SERVICES Department Email CM- Hurna.nServicescAweldgov.co rn Department Head Email CM-HumanServices- DeptHeadcowveldgov.com County Attorney GENERAL COUNTY ATTORNEY EMAIL County Attorney Email CM- COUNTYATTORNEYC IfELDG OV.COM Requested BOCC Agenda Date* 07/20,2023 Due Date 07 Will a work session with 1OCC be required?* NO Does Contract require g Dept. to be included? If this is a renewal enter previous Contract ID tf this is part of a NSA enter MSA Contract ID Note. the Previous Contract Number and Master Services Agreement Number should be left blank if those contracts are not in OnBase Contract Dates Effective Date Review Date* 05,17;2024 Renewal Date Termination Notice Period Contact Information Contact Info Contact Name Purchasing Committed Delivery Date Contact Type Contact Email Expiration Date* 07,17/2024 Contact Phone 1 Contact Phone 2 Purchasing Approver Purchasing Approved Date Approval Process Department Head JAMIE ULRICH DH Approved Date 07 14 2023 Final Approva BOCC Approved BOCC Signed Date BOCC Agenda Date 07;'26, 2023 Originator WLUNA Finance Approver CHERYL PATTELLI Legal Counsel BYRON HOWELL Finance Approved Date Legal Counsel Approved Date 07'17,2023 07;1 7; 202 3 Tyler Ref # AG 072623 Hello