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Home My WebLink About20231367.tiff O vxc- Ilk 10 Ap InEff Department of Human Services 970-352-1551 315 North l l th Avenue COUNTY, CO Greeley, CO 80631 February 5, 2026 To: Board of County Commissioners Re: Professional Services Agreement Amendment #3 with various Service Providers through Request for Proposal (RFP) Bid #B2300042 The Department entered into Professional Service Agreements (PSA)with various Service Providers through Request for Proposal (RFP) Bid #B2300042, known to the Board as Document ID 2023-0507. The Department is requesting to amend the current agreements to add additional funding, as noted below. CMS Provider/Term Services Tyler# Original FY 26 Additional Revised ID Provided Budget Funding Total Catholic Charites Case 2023-1365 $75,000.00 $35,000.00 $110,000.00 10352 Term: July 1, 2025 Management to June 30, 2026 Services and Outreach Colorado Legal Legal Services 2023-1606 $25,000.00 $10,000.00 $35,000.00 10353 Services Term: July 1, 2025 to June 30, 2026 Meals on Wheels Home Delivery 2023-1367 $100,000.00 $40,000.00 $140,000.00 10354 Term: July 1, 2025 Meals to June 30, 2026 North Range Peer 2023-1364 $40,000.00 $30,000.00 $70,000.00 10355 Behavioral Health Counseling Term: July 1, 2025 Services to June 30, 2026 Sincerely, Jamie Ulrich, Director Cun5aTE P 2n - cc nbnit U) Z OZ3-13co1 Z/9 / � 9 2/9i�� q5 Z 1�12C�0 AGREEMENT AMENDMENT BETWEEN VIT f_ WELD COUNTY AND MEALS ON WHEELS OF GREELEY, INC This Agreement Amendment made and entered into Ci I day of F , 2026 by and between the Board of Weld County Commissioners, on behalf of the Wel County Department of Human Services, hereinafter referred to as the "Department", and Meals on Wheels of Greeley, Inc, hereinafter referred to as the "Contractor". WHEREAS the parties entered into an Agreement for Home Delivery Meals, (the "Original Agreement") identified by the Weld County Clerk to the Board of County Commissioners as document No. 2023-1367, approved on May 15, 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 June 30, 2024. • The Original Agreement was amended on: • June 19, 2024, to extend the term date through June 30, 2025 and amend Exhibit D, Modified Scope and Rates. • June 16, 2025, to extend the term date through June 30, 2026 and amend Exhibit D, Modified Scope and Rates. • The Amendments are identified by the Weld County Clerk to the Board of County Commissioners as document number 2023-1367. • 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 effective January 1, 2026: 1. Exhibit D, Modified Scope and Rates is 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. ddrittAl COUNTY: ATTEST: BOARD OF COUNTY COMMISSIONERS Clerk to the Board WELD COUNTY, COLORADO BY: /4- eputy Clerk to the Boa �, A ott K. James, Chair FEB 0 9 z: 1861 r.:1-Vik9CORITRACTOR: h ; Is on Wheels of Greeley, Inc '131 9th Street Greeley, Colorado 80631 By: Michelle Dwyer(Feb 5,2026 08:37:12 MST) Michelle Dwyer, Executive Director Date: 02/05/2026 / U ( �� ( Exhibit D Modified Scope and Rates Exhibit D addresses the funding, specific Scope of Services, Rates, and Performance Measurements based on the awarded grant monies issued by the County. 1. Funding Contractor will receive the following award as noted in the table below for the period July 1, 2025 to June 30, 2026 for Home Delivery Meals: Original Grant Award Additional Funding as Revised Total of January 1, 2026 $ 100,000.00 $40,000.00 $140,000.00 The County agrees to reimburse the Contractor in consideration of the work and services performed under this Agreement at the rate(s) specified in Section 2, Services and Rates. 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. Service and Rates County agrees to pay Contractor for services outlined below, not to exceed the total grant award as noted in Section 1, Funding. Unit Rate Service Description $ 10.41 Meal Delivery_ Contractor agrees to provide 13,448 units to approximately 473 unduplicated older adults with the goal of reaching 72 minority older adults, 159 low-income, and 43 rural older adults. 3. Terms Contractor agrees to commence services within thirty (30) days after the signing of the Agreement and assure completion of all services under this agreement by the end of the period dated in Section 1, Funding. Contractor agrees to document and report any program income received as a result of services provided under the Agreement. Exhibit D Modified Scope and Rates Contractor agrees to include the following statement in any written materials (pamphlets, brochures, announcements, websites, etc.) or in any verbal presentations: Contractor is supported, in part by funds provided by the Weld County Area Agency on Aging through the Older Americans Act. Contractor understands that County is required to conduct periodic evaluations of the activities conducted under this Agreement and to monitor on an ongoing basis the performance of Contractor to insure that the funds made available by the Agreement are expended in keeping with the purposes for which they were awarded; and Contractor accordingly agrees to cooperate fully with the County in the conduct of such evaluation and monitoring, including the keeping and supplying of such information, and providing access to documents and records to the County for the purpose of audit; and further agrees to do all things necessary to enable County to fulfill its obligation to the State of Colorado and the United States Government. Furthermore, if Contractor submits invoices to the County and receives reimbursement for services provided to clients who are later determined to be ineligible, Contractor agrees to repay those funds to the County in full upon request. Any changes, including any increase or decrease in the amount of Contractor's compensation, and including changes in budget allocations which are mutually agreed upon by and between the County and Contractor, shall be incorporated in written amendments to this Agreement and in appropriate revisions to the grant proposal. Contractor understands and agrees: a. This Agreement and the provisions of services hereunder shall be subject to the laws of Colorado and be in accordance with the policies, procedures, and practices of the County, the Older Americans Act, Volume 10 Code of Colorado Regulations and the policies and procedures established by the State Unit on Aging, and the terms and conditions of the project application approved by the County. b. Understands that if there is Federal/State program income unearned at the time the project is terminated, this amount must be returned to the County unless the County otherwise stipulates. c. Understands that the project's fiscal affairs are subject to audit. If costs are disallowed, the proportion of Federal/State funds disallowed must be returned to the County. d. Understands that this award is made for the period amounts stated in this Agreement. This Agreement in no way implies further funding which is contingent upon the availability of funds and approval of future project applications. Exhibit D Modified Scope and Rates e. Agrees to keep records and make reports on the forms required by the County and in accordance with guidelines issued by the State of Colorado and the Administration on Aging, specifically, i. To submit monthly financial invoices and programmatic reports to the County by the 10th of the following month; ii. To submit other reports to the County as requested; iii. Maintain a computer system that will be able to manage all required County reporting software; iv. Maintain internet access in order to transfer all required data to the County. f. Agrees to advise the County of needed program and financial changes and await approval from the County prior to change implementation. g. Agrees to have policies and procedures for complaint/appeal tracking, timely disposition of complaints/appeals and documentation of such processes. h. Agrees to have a client grievance policy, which will address any alleged infractions of any Federal, State or Local laws by Contractor against recipients of or applicants for services. i. Agrees to have a policy and procedure for wait lists that meets the requirements set forth by the Contractor. j. Agrees to provide recipients receiving services the opportunity to contribute to all or part of the cost of the services received. Each recipient shall be given the opportunity to determine if they are able to contribute to all or part of the cost of services. No recipient shall be denied a service because of an inability and/or choice not to contribute to all or part of the cost of the service. All contributions shall be considered program income. All contributions shall be used to expand the services for which the contributions were given. k. Agrees that local cash or in-kind contributions have not been used to satisfy or match another federal grant or funds. Supplies, volunteer services, and other in-kind contributions shall be valued as described under 45 C.F.R. 874.5. All matching contributions, including cash and in- kind shall be verifiable from agency records. I. Agrees to perform background checks of all employees, volunteers or subcontractors pursuant to C.R.S. 27-1-110 and in accordance with the policy of the County and the State Unit on Aging. Exhibit D Modified Scope and Rates m. The County may also recover, at the County's discretion, payments made to Contractor in error for any reason, including, but not limited to, overpayments or improper payments, and unexpended or excess funds received by Contractor by deduction from subsequent payments under this Contract, deduction from any payment due under any other contracts, grants, or agreements between the County and Contractor, or by any other appropriate method for collecting debts owed to the County. 4. Performance Measures a. The Performance Measures Process. As set forth and defined herein, "Performance Focus" is a performance- based analysis strategy the Parties shall use in association with the Contractor's performance hereunder that allows the Parties to better focus on and improve performance outcomes to obtain maximum benefits from the work of the Contractor under this Contract. By identifying areas of focus, the Parties shall determine what aspects of the Contractor's performance hereunder are working and what aspects of said performance need improvement. By measuring the impact of day-to-day work of the Contractor hereunder, the Parties will be able to make more informed collaborative decisions to align the work of the Contractor to affect more positive performance outcomes and change for the purposes served through this Contract. b. Performance Measures Reports. Performance Measures Reports shall reflect relevant report data for the Performance Measures identified hereunder to be tracked on an ongoing basis through the Contract Performance Focus process. Performance Measures shall continue to evolve to meet the objective of measuring key performance outcome indicators for the work of the Contractor hereunder. Performance Measures may be changed via a contract amendment. c. Contract Performance Measures The Contractor agrees on the following initial Performance Measures: i. Measure: The Contractor shall increase unduplicated consumers served in comparison to the same month in the previous fiscal year. ii. Measure: In a consumer satisfaction survey provided by the State Unit on Aging (SUA) the contractor shall provide surveys to one hundred percent (100%) of registered consumers within the contractor's region during the month of February. The results shall be summarized by the contractor and submitted to the County by May 1st, unless otherwise requested by the County by a different date. The summarized results shall show the following measures: iii. Consumer Satisfaction Survey results shall show a minimum of ninety percent (90%) positive response. SIGNATURE REQUESTED: Weld/MOW Amendment #3 Final Audit Report 2026-02-05 Created: 2026-02-04 By: Sara Adams(sadams@weld.gov) Status: Signed Transaction ID: CBJCHBCAABAAuRrcLmj8WZWAJaApKkicPdW7tux95VYz "SIGNATURE REQUESTED: Weld/MOW Amendment #3" Histor Y ' Document created by Sara Adams (sadams@weld.gov) 2026-02-04-11:09:00 PM GMT-IP address:204.133.39.9 Document emailed to Michelle Dwyer(michelle@mealsonwheelsgreeley.com)for signature 2026-02-04-11:09:22 PM GMT Email viewed by Michelle Dwyer(michelle@mealsonwheelsgreeley.com) 2026-02-05-1:52:28 PM GMT-IP address:66.102.6.67 '(:, Document e-signed by Michelle Dwyer(michelle@mealsonwheelsgreeley.com) Signature Date:2026-02-05-3:37:12 PM GMT-Time Source:server-IP address:216.75.126.88 O Agreement completed. 2026-02-05-3:37:12 PM GMT PowereAdobe by Adobe Acrobat Sign Contract Form Entity Information Entity Name* Entity ID* New Entity? Please use the job MEALS ON WHEELS SUP-3505 aid linked here to add a Q supplier in Workday. Contract Name* Contract ID Parent Contract ID MEALS ON WHEELS - AMENDMENT#3 10354 Requires Board Approval Contract Status Contract Lead* YES CTB REVIEW SADAMS Department Project# Contract Lead Email sadams@weld.gov;cobbx xlk@weld.gov Contract Description* (CONSENT) AMENDMENT #3 TO THE PROFESSIONAL SERVICES CONTRACT FOR LEGAL SERVICES FROM BID# B2300042 REFERENCED AS TYLER ID# 2023-0507. THIS AMENDMENT MODIFIES EXHIBIT D TO ADD $40,000.00 TO THE TOTAL AWARDED FUNDING. Contract Description 2 PA ROUTING THROUGH THE NORMAL PROCESS. ETA TO CTB IS 02/10/2026. Contract Type* Department Requested BOCC Agenda Due Date AMENDMENT HUMAN SERVICES Date* 02/07/2026 02/11 /2026 Amount* Department Email $140,000.00 CM- Will a work session with BOCC be required?* HumanServices@weld.gov NO Renewable* NO Department Head Email Does Contract require Purchasing Dept. to be CM-HumanServices- included?* Automatic Renewal DeptHead@weld.gov NO Grant County Attorney IGA GENERAL COUNTY ATTORNEY EMAIL County Attorney Email CM- COU NTYATTORN EY@WEL D.GOV 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 Review Date* Renewal Date 04/30/2026 Termination Notice Period Expiration Date* Committed Delivery Date 06i30%2026 Contact Information Contact Info Contact Name Contact Type Contact Email Contact Phone 1 Contact Phone 2 Purchasing Purchasing Approver Purchasing Approved Date CONSENT 02/05 12026 Approval Process Department Head Finance Approver Legal Counsel JAMIE ULRICH CONSENT CONSENT DH Approved Date Finance Approved Date Legal Counsel Approved Date 02i05 2026 02/05/2026 02/05,2026 Final Approval BOCC Approved Doc ID# AG 020926 BOCC Signed Date Originator BOCC Agenda Date SADAMS 02/09/2026 Cone t1)Wa5zc BOARD OF COUNTY COMMISSIONERS PASS-AROUND REVIEW PASS-AROUND TITLE:Professional Services Agreement Amendment#2 with various Service Providers through Request for Proposal(RFP)Bid#B2300042 DEPARTMENT: Human Services DATE: June 3,2025 PERSON REQUESTING: Jamie Ulrich,Director,Human Services Brief description of the problem/issue: The Department entered into Professional Service Agreements(PSA)with various Service Providers through Request for Proposal(RFP)Bid#B2300042, identified as Tyler ID 2023-0507. These Agreements were issued for a period of one(1)year with the option to renew for three(3)additional one(1)year terms upon mutual written agreement.The Department is now requesting to amend the current agreements to extend the terms and to modify the scopes and rates as noted below. CMS ID Provider/Term Services Provided Tyler# FY 26 Budget 9522 Catholic Charites Case Management 2023-1365 $75,000.00 Term:July 1,2025 to June 30,2026 Services and Outreach Colorado Legal Services Legal Services 2023-1606 $25,000.00 9523 Term:July 1,2025 to June 30,2026 Meals on Wheels Home Delivery Meals 2023-1367 $100,000.00 .- 9524 Term:July 1,2025 to June 30,2026 North Range Behavioral Health Peer Counseling 2023-1364 $40,000.00 9525 Term:July 1,2025 to June 30,2026 Services Senior Resource Service(60+Ride) Transportation Services 2023-1366 $35,000.00 9526 Term:July 1,2025 to June 30,2026 What options exist for the Board? • Approval of Amendment#2 to the PSAs listed above. • Deny approval of Amendment#2 to the PSAs listed above. Consequences:The Department will not have current agreements with the above providers. Impacts: The Department will not be able to offer services to eligible clients in Weld County. Costs(Current Fiscal Year/Ongoing or Subsequent Fiscal Years): • Funded through Older American Act Grant funding. Pass-Around Memorandum;June 3,2025—CMS ID Various one P CC. oh bade c p HS) Z OZS- WZs 13�1 to/1 l0/25 ‘AV-CX�gS Recommendation: • Approval of Amendment#2 to the Professional Services Agreements and authorize the Chair to sign. Support Recommendation Schedule Place on BOCC Agenda Work Session Other/Comments: Perry L.Buck g6fr ' Scott K.James VIA NY,&La Jason S.Maxey 'TM Lynette Peppier Kevin D.Ross 4L Pass-Around Memorandum;June 3,2025—CMS ID Various Karla Ford From : Scott James Sent : Tuesday , June 3 , 2025 12 : 45 PM To : Karla Ford Subject : Re : Please Reply - PA FOR ROUTING : HCS Various OAA PSA Amendments ( CMS Various ) Importance : High I support thanks ! . � `• Jr. r. b , • ' t� , r Ilk r COU NTY, CO Scott K . James Weld County Commissioner Office : 970 - 400 - 4200 / Cell : 970 - 381 - 7496 P . O . Box 758 , 1150 O St . , Greeley , CO 80632 On Jun 3 , 2025 , at 12 : 41 PM , Karla Ford < kford@weld . gov > wrote : From : Karla Ford Sent : Monday , June 2 , 2025 7 : 30 AM To : Scott James < siames@weld . gov > Subject : Please Reply - PA FOR ROUTING : HCS Various OAA PSA Amendments ( CMS Various ) Importance : High Please advise if you support recommendation and to have department place on the agenda . < image004 . jpg > Karla Ford Office Manager & Executive Assistant Board of Weld County Commissioners Desk : 970 - 400 - 4200 / 970 - 400 - 4228 P . O . Box 758 , 1150 O St . , Greeley , CO 80632 1 i AGREEMENT AMENDMENT BETWEEN b r r"' ;) WELD COUNTY AND r11" - MEALS ON WHEELS OF GREELEY,INC tricl th This Agreement Amendment made and entered into ��Q day of 11y1 fL , 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 Meals on Wheels of Greeley,Inc,hereinafter referred to as the"Contractor". WHEREAS the parties entered into an Agreement for Home Delivery Meals,(the "Original Agreement")identified by the Weld County Clerk to the Board of County Commissioners as document No.2023-1367,approved on May 15,2023. 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 June 30,2024. • The Original Agreement was amended on: • June 19,2024,to extend the term date through June 30,2025 and amend Exhibit D,Modified Scope and Rates. • The Amendments are identified by the Weld County Clerk to the Board of County Commissioners as document number 2023-1367. • 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 effective July 1,2025: 1. Paragraph 3.Term This agreement is being renewed for the third year,for the period of July 1,2025 through June 30,2026. 2. Exhibit D,Modified Scope and Rates is 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:galt4A) Je.1";e4. BOARD OF COUNTY COMMISSIONERS Clerk to the Board WELD COUNTY,COLORADO BY:/wityQ,tcl Deputy Clerk to the Bttrd �,,,,,, Perry Buck,Chair EL N JUN 1 6 2025,e A.,�NTRACTOR: on Wheels of Greeley,Inc ,e 31 9th Street eGreeley,Colorado 80631 By:Michelle Dwyer(Jun 9,202511.34 MDT) Michelle Dwyer,Executive Director 06/09/2025 Date: 2U23-13(di Exhibit D Modified Scope and Rates Exhibit D addresses the funding,specific Scope of Services,Rates,and Performance Measurements based on the awarded grant monies issued by the County. 1. Funding Contractor will receive the following award as noted in the table below for the period July 1,2025 to June 30,2026 for Home Delivery Meals: $100,000.00 I Total Grant Award The County agrees to reimburse the Contractor in consideration of the work and services performed under this Agreement at the rate(s)specified in Section 2, Services and Rates. 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. Service and Rates County agrees to pay Contractor for services outlined below,not to exceed the total grant award as noted in Section 1,Funding. Unit Rate Service Description $10.41 IIMME141.111111 Contractor agrees to provide 9,606 units to approximately 338 unduplicated older adults with the goal of reaching 52 minority older adults,114 low-income,and 31 rural older adults. 3. Terms Contractor agrees to commence services within thirty(30)days after the signing of the Agreement and assure completion of all services under this agreement by the end of the period dated in Section 1,Funding. Contractor agrees to document and report any program income received as a result of services provided under the Agreement. Contractor agrees to include the following statement in any written materials (pamphlets,brochures,announcements,websites,etc.)or in any verbal presentations:Contractor is supported,in part by funds provided by the Weld Exhibit D Modified Scope and Rates County Area Agency on Aging through the Older Americans Act. Contractor understands that County is required to conduct periodic evaluations of the activities conducted under this Agreement and to monitor on an ongoing basis the performance of Contractor to insure that the funds made available by the Agreement are expended in keeping with the purposes for which they were awarded;and Contractor accordingly agrees to cooperate fully with the County in the conduct of such evaluation and monitoring,including the keeping and supplying of such information,and providing access to documents and records to the County for the purpose of audit;and further agrees to do all things necessary to enable County to fulfill its obligation to the State of Colorado and the United States Government. Furthermore,if Contractor submits invoices to the County and receives reimbursement for services provided to clients who are later determined to be ineligible,Contractor agrees to repay those funds to the County in full upon request. Any changes,including any increase or decrease in the amount of Contractor's compensation,and including changes in budget allocations which are mutually agreed upon by and between the County and Contractor,shall be incorporated in written amendments to this Agreement and in appropriate revisions to the grant proposal. Contractor understands and agrees: a. This Agreement and the provisions of services hereunder shall be subject to the laws of Colorado and be in accordance with the policies, procedures,and practices of the County,the Older Americans Act, Volume 10 Code of Colorado Regulations and the policies and procedures established by the State Unit on Aging,and the terms and conditions of the project application approved by the County. b. Understands that if there is Federal/State program income uneamed at the time the project is terminated,this amount must be returned to the County unless the County otherwise stipulates. c. Understands that the project's fiscal affairs are subject to audit. If costs are disallowed,the proportion of Federal/State funds disallowed must be returned to the County. d. Understands that this award is made for the period amounts stated in this Agreement. This Agreement in no way implies further funding which is contingent upon the availability of funds and approval of future project applications. e. Agrees to keep records and make reports on the forms required by the County and in accordance with guidelines issued by the State of Colorado Exhibit D Modified Scope and Rates and the Administration on Aging,specifically, i. To submit monthly financial invoices and programmatic reports to the County by the 10th of the following month; ii. To submit other reports to the County as requested; iii. Maintain a computer system that will be able to manage all required County reporting software; iv. Maintain internet access in order to transfer all required data to the County. f. Agrees to advise the County of needed program and financial changes and await approval from the County prior to change implementation. g. Agrees to have policies and procedures for complaint/appeal tracking, timely disposition of complaints/appeals and documentation of such processes. h. Agrees to have a client grievance policy,which will address any alleged infractions of any Federal,State or Local laws by Contractor against recipients of or applicants for services. i. Agrees to have a policy and procedure for wait lists that meets the requirements set forth by the Contractor. j. Agrees to provide recipients receiving services the opportunity to contribute to all or part of the cost of the services received. Each recipient shall be given the opportunity to determine if they are able to contribute to all or part of the cost of services. No recipient shall be denied a service because of an inability and/or choice not to contribute to all or part of the cost of the service. All contributions shall be considered program income. All contributions shall be used to expand the services for which the contributions were given. k. Agrees that local cash or in-kind contributions have not been used to satisfy or match another federal grant or funds. Supplies,volunteer services,and other in-kind contributions shall be valued as described under 45 C.F.R.874.5. All matching contributions,including cash and in- kind shall be verifiable from agency records. I. Agrees to perform background checks of all employees,volunteers or subcontractors pursuant to C.R.S.27-1-110 and in accordance with the policy of the County and the State Unit on Aging. m.The County may also recover,at the County's discretion,payments made to Contractor in error for any reason,including,but not limited to, overpayments or improper payments,and unexpended or excess funds Exhibit D Modified Scope and Rates received by Contractor by deduction from subsequent payments under this Contract,deduction from any payment due under any other contracts, grants,or agreements between the County and Contractor,or by any other appropriate method for collecting debts owed to the County. 4. Performance Measures a. The Performance Measures Process. As set forth and defined herein,"Performance Focus"is a performance- based analysis strategy the Parties shall use in association with the Contractor's performance hereunder that allows the Parties to better focus on and improve performance outcomes to obtain maximum benefits from the work of the Contractor under this Contract.By identifying areas of focus,the Parties shall determine what aspects of the Contractor's performance hereunder are working and what aspects of said performance need improvement.By measuring the impact of day-to-day work of the Contractor hereunder,the Parties will be able to make more informed collaborative decisions to align the work of the Contractor to affect more positive performance outcomes and change for the purposes served through this Contract. b. Performance Measures Reports. Performance Measures Reports shall reflect relevant report data for the Performance Measures identified hereunder to be tracked on an ongoing basis through the Contract Performance Focus process. Performance Measures shall continue to evolve to meet the objective of measuring key performance outcome indicators for the work of the Contractor hereunder. Performance Measures may be changed via a contract amendment. c. Contract Performance Measures The Contractor agrees on the following initial Performance Measures: i. Measure:The Contractor shall increase unduplicated consumers served in comparison to the same month in the previous fiscal year. ii. Measure:In a consumer satisfaction survey provided by the State Unit on Aging(SUA)the contractor shall provide surveys to one hundred percent(100%)of registered consumers within the contractor's region during the month of February.The results shall be summarized by the contractor and submitted to the County by May 1st,unless otherwise requested by the County by a different date.The summarized results shall show the following measures: iii. Consumer Satisfaction Survey results shall show a minimum of ninety percent(90%)positive response. SIGNATURE REQUESTED: Weld/MOW Amendment#2 Final Audit Report 2025-06-09 Created: 2025-06-04 By: Sam Adams(sadams@weld.gov) Status Signed Transaction ID: CBJCHBCAABAAOXjuvuRB2AVeyc2vONN7UkNJIJ-3n-gN "SIGNATURE REQUESTED:Weld/MOW Amendment#2"Histor Y ,t Document created by Sara Adams(sadams@weld.gov) 2025-06-04-2:42:21 PM GMT-IP address:204.133.39.9 icy Document emailed to Michelle Dwyer(michelle@mealsonwheelsgreeley.com)for signature 2025-06-04-2:42:38 PM GMT in Email viewed by Michelle Dwyer(michelle@mealsonwheelsgreeley.com) 2025-06-06-2:47:12 PM GMT-IP address:66.102.6.196 by Document e-signed by Michelle Dwyer(michelle@mealsonwheelsgreeley.com) Signature Date:2025-06-09-5:34:55 PM GMT-Time Source:server-IP address:216.75.126.88 Agreement completed. 2025-06-09-5:34:55 PM GMT c Powered by Adobe Acrobat Sign Contra( Form Entity Information Entity Name* Entity ID* ❑New Entity? MEALS ON WHEELS @00003505 Contract Name* Contract ID Parent Contract ID MEALS ON WHEELS-AMENDMENT#2 9524 20231367 Contract Status Contract Lead* Requires Board Approval CTB REVIEW SADAMS YES Contract Lead Email Department Project# sadams@weld.gov;cobbx xlk@weld.gov Contract Description* AMENDMENT#2 TO THE PROFESSIONAL SERVICES CONTRACT FOR MEAL HOME DELIVERY SERVICES FROM BID# B2300042 REFERENCED AS TYLER ID#2023-0507.THIS AMENDMENT EXTENDS THE TERMS TO 7/1/25 TO 6/30/26 AND MODIFIES THE SCOPE AND RATES. Contract Description 2 PA ROUTING THROUGH THE NORMAL PROCESS. ETA TO CTB IS 06/03/25. Contract Type* Department Requested BOCC Agenda Due Date AMENDMENT HUMAN SERVICES Date* 06/14/2025 06/18/2025 Amount* Department Email $100,000.00 CM- Will a work session with BOCC be required?* HumanServices@weld.gov NO Renewable* NO Department Head Email Does Contract require Purchasing Dept.to be CM-HumanServices- included? Automatic Renewal DeptHead@weld.gov Grant County Attorney GENERAL COUNTY ATTORNEY EMAIL IGA 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 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* Renewal Date 04/30/2026 Termination Notice Period Committed Delivery Date Expiration Date* 06/30/2026 Contact Information 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 06/09/2025 06/10/2025 06/10/2025 Final Approval BOCC Approved Tyler Ref# AG 061625 BOCC Signed Date Originator SADAMS BOCC Agenda Date 06/16/2025 Con-ivae Ma 8Z8Z BOARD OF COUNTY COMMISSIONERS PASS-AROUND REVIEW PASS-AROUND TITLE:Professional Services Agreement Amendment#1 with various Service Providers through Request for Proposal(RFP)Bid#B2300042 DEPARTMENT:Human Services DATE: June 4,2024 PERSON REQUESTING: Jamie Ulrich,Director,Human Services Brief description of the problem/issue:The Department entered into Professional Service Agreements(PSA) with various Service Providers through Request for Proposal(RFP)Bid#82300042,identified as Tyler ID 2023- 0507. These Agreements were Issued for a period of one(1)year with the option to renew for three(3) additional one(1)year terms upon mutual written agreement.The Department is now requesting to amend the current agreements to extend the terms and to modify the scopes and rates as noted below. CMS ID Provider/Term Services Provided Tyler# FY 25 Budget Colorado Legal Services Legal Services 2023-1606 $54,000.00 8280 Term:July 1,2024 to June 30,2025 Catholic Charites Case Management Services 2023-1365 $113,760.00 8279 Term:July 1,2024 to June 30,2025 and Outreach North Range Behavioral Health Peer Counseling Services 2023-1364 $78,000.00 8281 Term:July 1,2024 to June 30,2025 Meals on Wheels Home Delivery Meals 2023-1367 $189,000.00 8282 Term:July 1,2024 to June 30,2025 Senior Resource Service(60+Ride) Transportation Services 2023-1366 $67,800.00 8278 Term:July 1,2024 to June 30,2025 What options exist for the Board? • Approval of Amendment#1 to the PSAs listed above. • Deny approval of Amendment#1 to the PSAs listed above. Consequences:The Department will not have current agreements with the above providers. Impacts:The Department will not be able to offer services to eligible clients in Weld County. Costs(Current Fiscal Year/Ongoing or Subsequent Fiscal Years): • Funded through Older American Act Grant funding. Pass-Around Memorandum;June 4,20 C D arious (../.:[sD)d e o nse r��1q e,� . I 2oZ3—13 01 Recommendation: • Approval of Amendment#1 to the Professional Services Agreements and authorize the Chair to sign. Suaaort Recommendation Schedule Place on BOCC Agenda Work Session Other/Comments: Perry L.Buck,Pro-Tem Mike Freeman Scott K.James Kevin D.Ross,Chair t21IL Lori Saine Pass-Around Memorandum;June 4,2024—CMS ID Various AGREEMENT AMENDMENT BETWEEN —= THE WELD COUNTY DEPARTMENT OF HUMAN SERVICES AND MEALS ON WHEELS OF GREELEY,INC This Agreement Amendment made and entered into ` Ikhday of JUJl.Q, , 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 Meals on Wheels of Greeley,Inc,hereinafter referred to as the"Contractor". WHEREAS the parties entered into an Agreement for Home Delivery Meals,(the "Original Agreement")identified by the Weld County Clerk to the Board of County Commissioners as document No.2023-1367,approved on May 15,2023. 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 June 30,2024. • 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 effective July 1,2024: 1. Paragraph 3.Term This agreement is being renewed for the second year,for the period of July 1, 2024 through June 30,2025. 2. Exhibit D,Modified Scope and Rates is 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: —�J .. .t. BOARD OF COUNTY COMMISSIONERS B0CIerktyo��the Board WELD CO O 9114. /Yl•u� _/J<l��n�� Deputy Clerk to the 1L evin D.Ross,Chair • JUN 1 9 2024 klipA tA' /Meals on Wheels of Greeley,Inc 21319th Street Greeley,'( l Colorado� � 80631 By:Michelle Dwyer(May 28,2024 07:43 MDT) Michelle Dwyer,Executive Director May 28,2024 Date: 2023-1367 Exhibit D Modified Scope and Rates Exhibit D addresses the funding,specific Scope of Services,Rates,and Performance Measurements based on the awarded grant monies issued by the County. 1. Funding Contractor will receive the following award as noted in the table below for the period July 1,2024 to June 30,2025 for Home Delivery Meals: $189,000.00 Total Grant Award The County agrees to reimburse the Contractor in consideration of the work and services performed under this Agreement at the rate(s)specified in Section 2,Services and Rates. 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. Service and Rates County agrees to pay Contractor for services outlined below,not to exceed the total grant award as noted in Section 1,Funding. Unit Rate Seen ice Description $10.41 IMIECZ .10111111 Contractor agrees to provide 18,155 units to approximately 650 unduplicated older adults with the goal of reaching 100 minority older adults,220 low-income,and 60 rural older adults. 3. Terms Contractor agrees to commence services within thirty(30)days after the signing of the Agreement and assure completion of all services under this agreement by the end of the period dated in Section 1,Funding. Contractor agrees to document and report any program income received as a result of services provided under the Agreement. Contractor agrees to include the following statement in any written materials(pamphlets, brochures,announcements,websites,etc.)or in any verbal presentations:Contractor is supported,in part by funds provided by the Weld County Area Agency on Aging through Exhibit D Modified Scope and Rates the Older Americans Act. Contractor understands that County is required to conduct periodic evaluations of the activities conducted under this Agreement and to monitor on an ongoing basis the performance of Contractor to insure that the funds made available by the Agreement are expended in keeping with the purposes for which they were awarded;and Contractor accordingly agrees to cooperate fully with the County in the conduct of such evaluation and monitoring,including the keeping and supplying of such information,and providing access to documents and records to the County for the purpose of audit;and further agrees to do all things necessary to enable County to fulfill its obligation to the State of Colorado and the United States Government. Any changes,including any increase or decrease in the amount of Contractor's compensation,and including changes in budget allocations which are mutually agreed upon by and between the County and Contractor,shall be incorporated in written amendments to this Agreement and in appropriate revisions to the grant proposal. Contractor understands and agrees that the following provisions are part of the official application and as such become binding upon commencement of the project: a. This Agreement and the provisions of services hereunder shall be subject to the laws of Colorado and be in accordance with the policies,procedures,and practices of the County,the Older Americans Act,Volume 10 Code of Colorado Regulations and the policies and procedures established by the State Unit on Aging,and the terms and conditions of the project application approved by the County. b. Understands that if there is Federal/State program income unearned at the time the project is terminated,this amount must be returned to the County unless the County otherwise stipulates. c. Understands that the project's fiscal affairs are subject to audit.If costs are disallowed,the proportion of Federal/State funds disallowed must be returned to the County. d. Understands that this award is made for the period amounts stated in this Agreement.This Agreement in no way implies further funding which is contingent upon the availability of funds and approval of future project applications. e. Agrees to keep records and make reports on the forms required by the County and in accordance with guidelines issued by the State of Colorado and the Administration on Aging,specifically, i. To submit monthly financial invoices and programmatic reports to the County by the 10th of the following month; ii. To submit other reports to the County as requested; Exhibit D Modified Scope and Rates iii. Maintain a computer system that will be able to manage all required County reporting software; iv. Maintain internet access in order to transfer all required data to the County. f. Agrees to advise the County of needed program and financial changes and await approval from the County prior to change implementation. g. Agrees to have policies and procedures for complaint/appeal tracking,timely disposition of complaints/appeals and documentation of such processes. h. Agrees to have a client grievance policy,which will address any alleged infractions of any Federal,State or Local laws by Contractor against recipients of or applicants for services. i. Agrees to have a policy and procedure for wait lists that meets the requirements set forth by the Contractor. j. Agrees to provide recipients receiving services the opportunity to contribute to all or part of the cost of the services received.Each recipient shall be given the opportunity to determine if they are able to contribute to all or part of the cost of services.No recipient shall be denied a service because of an inability and/or choice not to contribute to all or part of the cost of the service.All contributions shall be considered program income.All contributions shall be used to expand the services for which the contributions were given. k. Agrees that local cash or in-kind contributions have not been used to satisfy or match another federal grant or funds. Supplies,volunteer services,and other in- kind contributions shall be valued as described under 45 C.F.R.874.5.All matching contributions,including cash and in-kind shall be verifiable from agency records. 1. Agrees to perform background checks of all employees,volunteers or subcontractors pursuant to C.R.S.27-1-110 and in accordance with the policy of the County and the State Unit on Aging. Exhibit D Modified Scope and Rates 4. Performance Measures a. The Performance Measures Process. As set forth and defined herein,"Performance Focus"is a performance-based analysis strategy the Parties shall use in association with the Contractor's performance hereunder that allows the Parties to better focus on and improve performance outcomes to obtain maximum benefits from the work of the Contractor under this Contract.By identifying areas of focus,the Parties shall determine what aspects of the Contractor's performance hereunder are working and what aspects of said performance need improvement.By measuring the impact of day-to-day work of the Contractor hereunder,the Parties will be able to make more informed collaborative decisions to align the work of the Contractor to affect more positive performance outcomes and change for the purposes served through this Contract. b. Performance Measures Reports. Performance Measures Reports shall reflect relevant report data for the Performance Measures identified hereunder to be tracked on an ongoing basis through the Contract Performance Focus process.Performance Measures shall continue to evolve to meet the objective of measuring key performance outcome indicators for the work of the Contractor hereunder.Performance Measures may be changed via a contract amendment. c. Contract Performance Measures The Contractor agrees on the following initial Performance Measures: i. Measure:The Contractor shall increase unduplicated consumers served in comparison to the same month in the previous fiscal year. ii. Measure:In a consumer satisfaction survey provided by the State Unit on Aging(SUA)the contractor shall provide surveys to one hundred percent(100%)of registered consumers within the contractor's region during the month of February.The results shall be summarized by the contractor and submitted to the County by May 1st,unless otherwise requested by the County by a different date.The summarized results shall show the following measures: iii. Consumer Satisfaction Survey results shall show a minimum of ninety percent(90%)positive response. SIGNATURE REQUESTED: Weld/MOW Amendment#1 Final Audit Report 2024-05-28 Created: 2024-05-21 By: Sara Adams(sadams@weld.gov) Status: Signed Transaction ID: CBJCHBCAABAA62g2AU-mxcZSBGUiRdX-MtEzrWYQHYso "SIGNATURE REQUESTED:Weld/MOW Amendment#1"Histor v 5 Document created by Sara Adams(sadams@weld.gov) 2024-05-21-9:37:34 PM GMT-IP address:204.133.39.9 ES Document emailed to michelle@mealsonwheelsgreeley.com for signature 2024-05-21-9:38:34 PM GMT ¶ Email viewed by michelle@mealsonwheelsgreeley.com 2024-05-22-5:10:16 PM GMT-IP address:74.125.215.69 t Email viewed by michelle@mealsonwheelsgreeley.com 2024-05-25-1:57:23 AM GMT-IP address:74.125.215.69 t Email viewed by michelle@mealsonwheelsgreeley.com 2024-05-28-1:21:44 PM GMT-IP address:74.125.215.66 �p Signer michelle@mealsonwheelsgreeley.com entered name at signing as Michelle Dwyer 2024-05-28-1:43:13 PM GMT-IP address:216.75.126.88 4 Document e-signed by Michelle Dwyer(michelle@mealsonwheelsgreeley.com) Signature Date:2024-05-28-1:43:15 PM GMT-Time Source:server-IP address:216.75.126.88 ©Agreement completed. 2024-05-28-1:43:15 PM GMT r Adobe Acrobat Sign A ® CERTIFICATE OF LIABILITY INSURANCE DATE(MMIDD/YYYY)05/29/2024 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 A 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($). PRODUCER CONTACT Trish Preuit NAME: Flood and Peterson Pq C No.Ext):(970)506-3271 I rz,No): (970)330-1867 PO Box 578 E-MAIL TPreuit@Floodpeterson.com ADDRESS: INSURER(S)AFFORDING COVERAGE NAIL# Greeley CO 80632 INSURER A:Philadelphia Indemnity Insurance.. 18058 INSURED INSURER B:Pinnace'Assurance 41190 Meals On Wheels Of Greeley Inc. INSURER C: 2131 9th Street INSURER D INSURER E Greeley CO 80631 INSURER F: COVERAGES CERTIFICATE NUMBER: CL2452955237 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED.NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS 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. TIN TYPE OF INSURANCE D DUBR L SWVD POLICY NUMBER POLICY EFF POLICY E(P LIMITS (MM/DD/YYYY)(MM/DDNYYY) X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $1,000,000 ICLAIMS-MADE Ei OCCUR PRE$SESO(Ea occurrence) $100,000 MED EXP(Any one person) $5,1)QO A Y PHPK2609204 10/01/2023 10/01/2024 pERSONALSADVwJURY $1,000,000 GEN'LAGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $2,000,000 POLICY jERe7 LOC PRODUCTS-COMP/OP AGG $2,000,000 OTHER: CYBER $50,000 AUTOMOBILE LIABILITY COMBINcident)ED SINGLE LIMIT $1,000,000 (Ea ac ANY AUTO BODILY INJURY(Per person) $ A OWNED SCHEDULED PHPK2609204 10/01/2023 1010112024 BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS HIRED ON-OWNED PROPERTY DAMAGE X AUTOS ONLY X AUTOS ONLY (Per accident) UMBRELLA LIAR OCCUR EACH OCCURRENCE $ EXCESS LIAR CLAIMS-MADE AGGREGATE DED I I RETENTION$ WORKERS COMPENSATION XI STATUTE I I ERH AND EMPLOYERS'DABWTY Y/N 100,000 B ANY PRory in NH) NIA 4159046 10/01/2023 10/01/2024 E.L.EACH ACCIDENT $ OFFICERI WIL EXCLUDED. El (Mandatory in NHj E.L.DISEASE-EA EMPLOYEE $100,000 gyes,describe under 500,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ Limit $1,000,000 Directors&Officers A PHSD1856025 02/22/2024 02/22/2025 DESCRIPTION OF OPERATIONS I LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached if more space is required) Certificate holder is included as Additional Insured as required by written contract for liability caused by the named insured,subject to policy terms and conditions.This Certificate does not alter the insurance coverage afforded by the policies described herein. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN Weld County Government ACCORDANCE WITH THE POLICY PROVISIONS. 1150 O Street AUTHORIZED REPRESENTATIVE 1✓ Greeley CO 80631 72_-/ /CL ! I ©1988-2015 ACORD CORPORATION.All rights reserved. ACORD 25(2016/03) The ACORD name and Togo are registered marks of ACORD Contract rm Entity Information Entity Name* Entity ID* Q New Entity? MEALS ON WHEELS @00003505 Contract Name* Contract ID Parent Contract ID MEALS ON WHEELS-AMENDMENT#1 8282 20231367 Contract Status Contract Lead* Requires Board Approval CTB REVIEW SADAMS YES Contract Lead Email Department Project# sadams@weld.gov;cobbx xlk@weld.gov Contract Description* AMENDMENT#1 TO THE PROFESSIONAL SERVICES CONTRACT FOR HOME DELIVERY MEALS SERVICES FROM BID# B2300042 REFERENCED AS TYLER ID#2023-0507.THIS AMENDMENT EXTENDS THE TERMS TO 7/1/24 TO 6/30/25 AND MODIFIES THE SCOPE AND RATES. Contract Description 2 PA ROUTING THROUGH THE NORMAL PROCESS. ETA TO CTB IS 06/05/24. Contract Type* Department Requested BOCC Agenda Due Date AMENDMENT HUMAN SERVICES Date* 06/08/2024 06/12/2024 Amount* Department Email $189,000.00 CM- Will a work session with BOCC be required?* HumanServices@weldgov. NO Renewable* com YES Does Contract require Purchasing Dept.to be Department Head Email included? Automatic Renewal CM-HumanServices- DeptHead@weldgov.com Grant County Attorney GENERAL COUNTY IGA ATTORNEY EMAIL County Attorney Email CM- COUNTYATTORNEY@WEL DGOV.COM 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 Review Date* Renewal Date* 04/30/2025 06/30/2025 Termination Notice Period Committed Delivery Date Expiration Date Contact Information 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 BRUCE BARKER DH Approved Date Finance Approved Date Legal Counsel Approved Date 06/12/2024 06/14/2024 06/14/2024 Final Approval BOCC Approved Tyler Ref# AG 061924 BOCC Signed Date Originator SADAMS BOCC Agenda Date 06/19/2024 on-Fvac--( L001(v2 PROFESSIONAL SERVICE AGREEMENT BETWEEN WELD COUNTY AND MEALS ON WHEELS OF GREELEY,INC THIS AGREEMENT is made and entered into this 1 ay of M ,2023,by and between the Board of Weld County Commissioners,on behalf of the Weld Colty Department of Human Services'Area Agency on Aging,hereinafter referred to as"County,"and Meals on Wheels of Greeley,Inc,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 County's Request for Proposal(RFP)as set forth in Bid Package No. B2300042 which is incorporated into this agreement by reference and will be provided upon request to the Department. The RFP contains all of the specific requirements of the County. Exhibit B consists of Contractor's Response to County's Request for Proposal.The response confirms Contractor's obligations under this Agreement. Exhibit C consist of the Health Insurance Portability and Accountability Act(HIPAA) Business Associate Agreement. Exhibit D consists of a modified Scope of Work and Rates based on the actual award amount. 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 C/ ) 2023-1367 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 1,2023,through June 30, 2024, unless sooner terminated as provided herein. 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 renewed for 3(three)additional one-year terms upon mutual written agreement of the Parties. 4. Termination;Breach;Cure. County may terminate this Agreement for its own convenience upon thirty(30)days written notice to Contractor.Either Party may immediately terminate this Agreement upon material breach of the other party,however the breaching party shall have fifteen(15)days after receiving such notice to cure such breach.If this Agreement is terminated by County,Contractor shall be compensated for,and such compensation shall be limited to,(1)the sum of the amounts contained in invoices which it has submitted and which have been approved by the County;(2)the reasonable value to County of the services which Contractor provided prior to the date of the termination notice,but which had not yet been approved for payment;and(3)the cost of any work which the County approves in writing which it determines is needed to accomplish an orderly termination of the work.County shall be entitled to the use of all material generated pursuant to this Agreement upon termination.Upon termination of this Agreement by County,Contractor shall have no claim of any kind whatsoever against the County by reason of such termination or by reason of any act incidental thereto,except for compensation for work satisfactorily performed and/or materials described herein properly delivered. 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. Accordingly,no claim that the County has been unjustly enriched by any additional services,whether or not there is in fact any such unjust enrichment,shall be the basis of any increase in the compensation payable hereunder.In the event that written authorization and acknowledgment by the County for such additional services is not timely executed and issued in strict accordance with this Agreement, Contractor's rights with respect to such additional services shall be deemed waived and such failure shall result in non-payment for such additional services or work performed.Any claims by the Contractor for adjustment hereunder must be made in writing prior to performance of any work covered in the anticipated Amendment,unless approved and documented otherwise by the County Representative. Any change in work made without such prior Change Order shall be deemed covered in the compensation and time provisions of this Agreement,unless approved and documented otherwise by the County Representative. 6. Compensation. County agrees to pay Contractor through an invoice process during the course of this Agreement in accordance with the Rate Schedule as described as Exhibit D. 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 the Contractor.No payment in excess of that set forth in the Exhibits will be made by County unless an Amendment authorizing such additional 2 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). 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(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. 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 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 3 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. 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. a. Types of Insurance. 4 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;$50,000 any 1 fire,$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. Privacy Insurance Liability Insurance covering all loss of County and State Confidential Information,such as Personal Identifiable Information(PII),Protected Health Information (PHI), Payment Card Information (PCI), Tax Information, and Criminal Justice Information(CJI),and claims based on alleged violations of privacy rights through improper use or disclosure of protected information with minimum limits as follows: $1,000,000 each occurrence; and $2,000,000 general aggregate. Notwithstanding if Contractor has Confidential Information for 10 or fewer individuals or revenue of $250,000 or less, Contractor shall maintain limits of not less than $50,000. Notwithstanding if Contractor has Confidential Information for 25 or fewer individuals or revenue of$500,000 or less,Contractor shall maintain limits of not less than$100,000. 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. 5 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,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 and the State of Colorado,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, 6 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. 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 Governmental actions. 18. 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: (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: Michelle Dwyer Position: Executive Director Address: 2131 9th Street Address: Greeley,Colorado 80631 E-mail: michelle@mealsonwheelsgreelev.com Phone: 970-353-9738 TO COUNTY: Name: Jamie Ulrich Position: Director of Human Services Address: 315 North 11th Avenue,Building A Address: Greeley,Colorado 80634 E-mail: ulrichjj(ayweld.gov Phone: 970-400-6510 7 19. 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. 20. 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. 21. 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. 22. 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. 23. 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. 24. 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. 25. 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. 26. Governmental Immunity. No term or condition of this Agreement 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. 27. 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 8 undersigned parties receiving services or benefits under this Agreement shall be an incidental beneficiary only. 28. 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. 29. 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. 30. 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. 31.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 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 matter of this Agreement. 9 IN WITNESS WHEREOF,the parties hereto have duly executed the Agreement as of the day,month,and year first above written. COUNTY: ATTEST:C1�'�• Lo;� BOARD OF COUNTY COMMISSIONERS lerk to the Boa d WELD COUNTY,COLORADO BY: / `•i Deputy Cle/to e B \� `� '�e Freeman,Chair r1 MAY 1 5 2023 1 `(� TRACTOR: `® ) eals on Wheels of Greeley,Inc 2131 9th Street Greeley,Colorado 80631 kI� By:Michele Dwyer( 8,2023 19:05 MDT) Michelle Dwyer,Executive Director Date: May 8,2023 10 etOc3-/31,7 Exhibit A WELD COUNTY'S REQUEST FOR PROPOSAL (Weld County's Request for Proposal is incorporated into this agreement by reference and will be provided upon request to the Department.) This page is intentionally left blank Exhibit B Older American Act Grant Application Packet-Fiscal Cover Sheet Project Period:July 1,2023-June 30,2024 County:to be Served: Weld Applicant Agency's Program Title for Services to be Provided: Here wiivered meals ��First Time Applicant L x Prior Applicant ("X"one) Category of Service to be Provided_("X"only one box.A separate application must be completed for each service in which funding is sought.) Access Services n Nutrition Services Community Services Amount of Program Funding Requested: (Enter the amount from line h of the Program-Expenditures tab.) 387,6521 Applicant Agency's Information Agency Name: 1 Meals on Wheels of Greeley,Inc Agency Director's Name: J Michelle Dwyer Phone Number: 970-353-9738 Program Director's Name: Title: I Michelle Dwyer Phone Number: 970-353-9738 Agency Type: Public Agency Private For Profit Agency x Non-Profit Agency Other: Mailing Address: J 2131 9th Street Greeley,CO 80631 Physical Address:(If different from Mailing Address) ;Terms and Conditions:it is understood and agreed by the undersigned that:1).Funds granted as a result of this request are to be expended for the purpose set forth herein and in accordance with all applicable laws,regulations,policies,and procedures of the WCAAA,the State of Colorado,and the Older Americans Act;2).any proposed changes in the proposal will be submitted in writing by the applicant and upon notification of approval by the WCAAA Aging Services Division shall become part of this agreement;and 3).funds awarded as a result of this application maybe terminated at any time for violations of any terms or requirements of this agreement,or for any unanticipated funding modifications. Signature:(Must be that of Applicant Agency Representative lawfully authorized to enter into agreements on behalf of the agency and bind the agency to such agreements.) .Name:I Michelle Dwyer I Title:L Executive Director Email:1 michelle mealson heels reele.com i I Chr- 2/14/2023 Sign ture Date Exhibit B Summary of Projected Unit Costs , Service Units , and Clients Applicant Agency : Meals on Wheels of Greeley Inc . Program : Home Delivered Meals - AAA Projected Unit Costs : Provide Unit Cost using Federal / State requested amounts only Federal / State Grant Funds Requested Estimated Unit Cost $ 387 , 652 37000 $ 10 . 48 Projected Service Units and Clients : Projected Service Units and Clients - Instructions Below ( A ) ( B ) ( C ) ( D ) Unduplicated Clients by Primary Target Category TOTAL Unduplicated ( 2 ) . Low Services to be Provided Units of Service Clients ( 1 ) . Rural Income ( 3 ) . Minority ( 4 ) . Frail ( 5 ) . Other Home delivered meals one meal 650 60 220 100 260 10 ( A ) . Services to be Provided List the name of the services or services per program service descriptions . ( B ) . Units of Service In most instances one hour equals one unit of services . Refer to each service category description for unit of service value . ( C ) . Total Unduplicated Clients Total of all persons receiving services through this program for the contract year . Each person receiving services is to be counted only one time , regardless of how many times he / she utilizes the service . ( D ) . Unduplicated Clients by Primary Target Category Allocate the unduplicated clients identified in ( C ) into one of the following categories , based on the client ' s primary category classification . Note : The sum of ( D ) 1 - 5 = ( C ) . ( 1 ) . Rural List the number of adults age 60 and older who will be rural . Definition of Rural : Persons who reside in an area that 1 ) is not urbanized , and 2 ) is determined based on RUCA classification of client ' s zip code . An urbanized area has a Exhibit B Proposed Program Budget - Expenditures Applicant Agency : Meals on Wheels of Greeley Inc . Program : Home Delivered Meals - AAA Program Expense ( Round to Whole Description Number ) Personnel ( Salary & Wages ) ( List each position directly working on this program separately, specifying annual salary and percentage of time expended on this program . ) Executive Director - Management and Administrative ( $ 80 , 322 ) Client Facilitator 34 , 072 ✓ olunteer Coordinator 18 , 709 Kitchen Manager 31 , 273 Cook 20 , 307 Meal Assemblers 50 , 342 Satellite Kitchen Staff ( $ 39 , 666 ) 0 ( a ) . TOTAL Personnel Expenditures $ 154 , 703 Fringe Benefits ( List each position directly working on this program separately, specifying annual fringe benefit and percentage of time expended on this program . ) N one ( b ) . TOTAL Fringe Benefit Expenditures $ - Travel - Mileage ( Itemize mileage expense reimbursed to staff and volunteers for mileage incurred while directly working on this program , including the number of miles and the reimbursement rate . For other types of program travel costs, specify the nature of the expense and the need . ) Executive Director Travel : $ 1 , 300 Client Coordinator 418 ✓ olunteer Coordinator 533 O thers 507 ( c ) . TOTAL Travel Expenditures $ 1 , 458 Supplies ( Itemize supply costs used for direct operations of this program . ) Meals Costs : Raw food , containers , etc . 1 126 , 800 Page 1 of 2 Exhibit B (d)TOTAL Supply Expenditures '$, :=',°:1QE 800- Other (Itemize all other program costs directly used in the operations of this program and not already included any other above category) Depreciation 15,850 Non-Depreciable Equipment 3,170 Insurance 6,974 Office Expenses 9,510 Professional Services(Indirect$14,000) 7,318 Repairs and Maintenance 9,510 Utilities 14,582 Volunteer Recognition 2,536 (e)TOTAL Other Expenditures (f)TOTAL DIRECT PROGRAM EXPENDITURES(Sum of lines a through e) '$ m",i,-35,2;411' (g)Allowable Indirect Expenditures(Enter 10%of Line f) , °, °35)241 (h)TOTAL PROPOSED PROGRAM EXPENDITURES(Sum of Imes f and g) (Equals the amount of Older Americans Act Funding requested) Page 2 of 2 Exhibit B population concentration of at least 50,000 inhabitants,generally consisting of a central city and the surrounding closely-settled contiguous territory(suburbs) (2)Low Income List the number of adults age 60 and older who will be at or below the poverty threshold established by the Bureau of the Census (3)Minority List the number of adults 60 and older to be served by ethnic/racial group Asian/Pacific Islander A person having origins in any of the original peoples of the Far East,Southeast Asia, the India subcontinent or the Pacific Islands including China,India,Japan,Korea,the Philippine Islands and Samoa Black(Not of Hispanic Origin) A person having origins in any black racial group of Africa American Indian/Alaskan Native A person having origins in any of the original people of North America,and who maintains cultural identification through tribal affiliation or community recognition Hispanic A person of Mexican,Puerto Rican,Cuban,Central or South American,or other Spanish culture or origin,regardless of race (4)Frail List the number of older adults who will be frail/disabled Definition of Frail Persons having a physical or mental impairment that affects his/her ability to perform normal daily tasks or that threatens the capacity of an individual to live independently A frail/disabled person has functional limitations in two or more of activities of daily living (5)Other List the number of older adults identified in(C)that are not included in category 1-4 Exhibit B Proposed Program Budget - Sources of Funding Applicant Agency : Meals on Wheels of Greeley Inc . Program : Home Delivered Meals - AAA Match Area Agency on Aging Funding Requested (Amount from Line h of Proposed Program Budget - Expenditures ) $ 387 , 652 Match Requirement : Cash and In - kind contributions must be verifiable from the applicant agency ' s records ; Not be included as match for any other federally assisted project or program ; Be reasonable and necessary for proper and efficient accomplishment of the program objectives ; Be allowable under applicable federal cost principles ; Be provided for in the overall budget; and, conform to federal matching requirements . ( a ) . Minimum Required Match : 10 % of Older Americans Act Funding I $ 38 , 765 Local Cash Match ( Enter Amount from Local Cash Match tab ) 0 In - Kind Match ( Enter Amount from In - Kind Match tab ) 85 , 590 ( b ) . Total Match Contributed $ 85 , 590 Match Requirement Met ( Line b minus line a - Cannot be a Negative Number) : ( $ 46 , 825 Program Income Program Income ( Enter any income generated by the applicant agency that is from activities , for which part or all of the cost of which is borne by the program . Include voluntary client contributions received directly from clients, for services or goods provided by the program . NOTE : Charging a fee for clients to receive program services or goods is prohibited . In addition , all program income is to be expended for program costs . ) Description Amount AAA Client Donations 100 , 000 TOTAL Program Income $ 100 , 000 Exhibit B Proposed Program Budget - In - Kind Match Applicant Agency : Meals on Wheels of Greeley Inc . Program : Home Delivered Meals - AAA n - Kind Match ( / n - Kind Match are services , goods , and property to be donated by the applicant agency or a third party, which are allowable costs of the program for which no cash reimbursement is required . ) Commitment Source of Funds ( Name of contributor or if Agreement in Place to Value of In - Kind applicant agency , list applicant agency Provide Contribution Goods or Services name ) Description of Goods or Services to be Contributed Y / N Contributed Delivery Volunteers Hours and Mileage ( $ 135 , 000 X . 634 ) Y 85 , 590 TOTAL In - Kind Match ( Transfer Amount to Proposed Program Budget - Sources of Funding Worksheet ) 85 , 590 Exhibit B Proposed Program Budget - local Cash Match Applicant Agency : Meals on Wheels of Greeley Inc . Program : Home Delivered Meals - AAA Local Cash Match ( Local Cash Match are sources of cash to be received from non - Federal and non - State sources passing to the control of the applicant agency, or those of the applicant agency, which are to be used for the payment of allowable program expenditures . ) Commitment Agreement Source of Funds ( Name of contributor or if applicant Existing Relationship with in Place to Provide Amount of Cash Match agency , list applicant agency name ) Contributor in Place Y / N Contribution Y / N to be Contributed N / A TOTAL Cash Match ( Transfer Amount to Proposed Program Budget - Sources of Funding Worksheet) 0 Exhibit B GRIEVANCE&COMPLAINT PROCESS Meals on Wheels strives to provide nutritious,well—balanced and tasty meals for our clients Occasionally,problems do arise Our complaint process is to provide feedback so that any problems can be corrected as soon as possible CLIENT'S RIGHTS On time delivery of nutritious,well—balanced and tasty meals that are diabetic friendly and low sodium Delivery of meal by courteous and caring volunteer Any billing for meals to be correct Courteous and caring contact with Meals on Wheels employees COMPLAINT PROCESS Ways to contact Meals on Wheels There are several ways to contact Meals on Wheels with complaints or concerns about your service 1 You may call during office hours and speak with Meals on Wheels Executive Director or Assistant to the Director 2 You may leave a message on the answering machine We will call you back the next business day during our office hours 3 You may write a letter explaining your problem with your Meals on Wheels service 4 You may come in person to the Meals on Wheels office to discuss the matter 5 You may authorize a family member to contact us on your behalf We will personally review each and every complaint received,and,after researching the complaint,contact you with a proposed resolution of the problem Revised 7/11/18 Exhibit B PART III:NARRATIVE DESCRIPTION OF PROJECT (PLEASE ATTACH AS A SEPARATE DOCUMENT) Meals on Wheels of Greeley and Weld County February 2023 1. Description of Agency and Related Experience Meals on Wheels of Greeley and Weld County has served Weld County older adults since 1970.Our Mission is to make a difference in the lives of those unable to prepare/cook for themselves by providing nutritious,hot meals delivered by caring volunteers. Meals on Wheels of Greeley and Weld County has provided nutritious,hot noon meals to the homebound in Weld County for the past 53 years. Meals on Wheels serving Greeley and Weld County Colorado delivers nutritious,hot noon meals Monday thru Friday to clients who cannot prepare meals for themselves. Breakfasts bags are available to those clients with the greatest threat of hunger.Frozen meals are available for the weekend to those requesting or needing weekend coverage. We partner with other agencies,who work primarily with older adults,to do our part in helping them to remain in their homes. We have a dedicated board of directors, professional staff,and caring volunteers. In the calendar year of the 2022,Meals on Wheels of Greeley and Weld County prepared more than 65,000 meals.These delivered meals included hot,frozen for weekends/holidays,and breakfast bags. We have an annual endowment that is set up(for 20 years)for Meals on Wheels of Greeley and Weld County.This money is specifically designated to support our cost for meals for those clients who are unable to make any donations to the cost of the meals received. With this annual endowment and ownership of our own building,we are financially stable. 2. Statement of Need As the population ages,the need for our services continues to grow. The most recent population census indicates approximately 23,000 people in Weld County are 65 years of age or older. According to the 2018-2019 Colorado Fact Sheet compiled by Meals on Wheels of America,approximately 9.3 percent of the Colorado's older adult population struggles with hunger and isolation. The same Colorado Fact Sheet reported that eight (8)percent of older adults are living in poverty.The need for healthy food for the elderly and impoverished who cannot prepare such meals for themselves and cannot afford to pay for healthy meals in Weld County is estimated to be almost 2000 people given Meals on Wheels of America reports. Exhibit B A study,Hunger in Older Adults,was developed by Meals on Wheels America in 2017. The results of Hunger in Older Adults noted that 1 in six(16%)of older adults face the threat of hunger each year. The study reports that the underlying factors contributing to an older person's vulnerability include financial,ability to shop,ability to select food and actually prepare the meals. The study also noted the importance of social contact with others. Food insecurity,as stated in Hunger in Older Adults,'Is a strong predictor of chronic disease and diabetes,heart disease,stroke and lung disease.The resulting healthcare and medications add to the economic squeeze on low-income older adults.Poor nutrition can contribute to emotional distress,particularly depression." We,here at Meals on Wheels of Greeley and Weld County,continue to provide an important service in our community;nutritious meals can restore and maintain good health. Healthy,nutritious meals for the elderly and/or disabled is an ongoing need that is not going to change.We have heard time and time again from clients who say Meals on Wheels enables them to retain their independence longer than would be otherwise possible. 3. Services to be Provided Meals on Wheels of Greeley and Weld County provides home delivered meals.Hot, nutritious noon meals are delivered Monday thru Friday.While those with a greater threat of hunger or potential food insecurity can also receive a breakfast bag along with their hot meal.Frozen meals are available for the weekend to those requesting or needing weekend coverage. All meals are prepared in our Greeley commercial kitchen that is Weld County Health Department inspected. All hot and breakfast meals are prepared from menus created by a registered dietitian meeting 33.33%of the nutritional standards for Dietary Reference Intakes established by the Federal Government. In addition to creating the menus,our registered dietitian provides monthly nutrition educational handouts that are given to all clients.She provides nutrition counseling to clients if they have questions. Frozen meals are prepared as well at our Greeley kitchen. These frozen meals are used for our clients who request meals on weekend days and our satellite office in south Weld County. South Weld County has an office where meals are heated to appropriate temperatures and then delivered to our clients.If we have a request for meals from someone who resides in an area where we do not currently deliver,we provide the option of receiving frozen meals based on suggested donation. We do not have a waiting list to receive meals;it is our belief that nutritious meals are a priority for elderly,frail,disabled,and/or in economic need.Meal services can begin quickly to meet the needs of the client. Emergency meals boxes provided by AAA to qualifying clients,incase of inclement weather,are delivered in an appropriate timeframe.For the past few years,we have Exhibit B been able to provide emergency meals boxes to all of our clients to reduce the threat of hunger during inclement weather causing delivery interruptions. Assessments are created for each client when they sign up for our program.These assessments are reviewed/updated on a regular,annual basis. Meals are delivered by trained,caring volunteers who not only deliver meals but have the opportunity to do a check in and provide social interaction with each delivery. Each volunteer fills out an application,a background check is completed and they receive training before they deliver meals.Volunteers pick up meals daily at one of our two offices in Weld County. Our training and procedures require that volunteers must make contact with the client before they may leave the meal. If they are not able to reach the client,they call the office where we attempt to call the client.If we do not reach the client,we ask the volunteer to return the meal to the office. We then call the client's emergency contact letting them know we were unable to reach the client and ask them to check on the client. Should volunteers have any concerns or issues they will let staff know when they return from delivering meals. We then contact the client and/or emergency contact person to follow up on the concern. To ensure that each client receives remembrances for birthdays,holidays,and other special occasions,we partner with community members,organizations,and businesses to make this happen without using Meals on Wheels funds. We partner with local schools and organizations that make cards and decorate lunch sacks for holidays. For their birthday,each client receives a card and cupcake as part of the celebration. Donations of gloves,puzzle books,flowers,toiletries,blankets etc are received to provide holiday gifts. 4. Objectives and Action Steps 1. Services to be provided: Deliver nutritious meals to elderly,frail,disabled and/or economically disadvantaged in Weld County.All hot and breakfast meals are from menus created by a registered dietitian meeting 33.33%of the nutritional standards for Dietary Reference Intakes established by the Federal Government. a. Recipients will receive meals within three(3)business day of signing up for our program or on a specified date. No waiting list. b. An assessment of each recipient will be conducted at the time of enrollment and are reviewed/updated on a regular basis,annually. c. Volunteers must pass a background check and complete training prior to delivering meals. d. Emergency meal boxes will be delivered so that clients have food to eat during inclement weather. 2. Targeting: Deliver to all homebound individuals in Weld County who request services but with preference to elderly,frail,disabled and/or economically disadvantaged. Exhibit B a. An initial assessment will be conducted with each new client to determine if they are considered elderly,frail,disabled and/or economically disadvantaged. b. Meals on Wheels of Greeley and Weld County will work with community partners and organizations to assist us in outreach to individuals who are elderly, frail,disabled and/or economically disadvantaged ensuring that they are aware of the services we provide. 3. Acquisition of client contributions: Request and collect client donations in a fair manner without denying service. a. Use a sliding scale based on monthly income for suggested donation per meal. b. Send monthly statements showing the number of meals received and total suggested donation 4. Coordination: Work with other community partners to ensure complete non- duplicated services. a. Maintain active roles in all collaborative agencies such as Area Agency of Aging,United Way and other senior service agencies. b. Share information regarding our program activities in a timely way to continually grow our program. 5. Project monitoring and evaluation: Evaluate program wide on an annual basis and evaluate individual clients on an annual basis. a. Annual surveys will be distributed to clients annually with questions that evaluate our program in regards to client health,well-being,satisfaction with delivered meals,and impact of Meals on Wheels of Greeley and Weld County on ability to remain in home. b. Individual evaluations are completed initially and then are reviewed/updated on a regular basis,but not less than once every year(annually)to evaluate the effectiveness of our program in regards to individual health and well-being. 6.Outcome measures a. Outcome#1 Ensure that hot and breakfast meals are created by a registered dietitian meeting 33.33%of the nutritional standards for Dietary Reference Intakes established by the Federal Government. b. Outcome#2 All volunteers will follow the process of complete an application, pass background check and complete basic training with qualified Meals on Wheels representative prior to client contact c. Outcome#3 Ensure that clients receive meals within three(3)business days of signing up for our program or on a specified date. d. Outcome#4 Complete individual client assessments on a regular basis,but not less than once every year(annual basis). e. Outcome#5 Review annual surveys from clients to improve services. f. Outcome#6 Monitor number of clients served to determine impact of outreach activities. 5. Targeting Meals on Wheels of Greeley and Weld County is available to anyone who is homebound in Weld County and unable to shop and/or cook for themselves.We specifically target homebound people who are elderly,frail,disabled and/or in economic need. Exhibit B Through community education and information,distributed to community partners such as hospitals,doctors offices,home health care agencies,rehabilitation centers and case managers,clients are referred to Meals on Wheels of Greeley and Weld County.Once clients are referred to Meals on Wheels of Greeley and Weld County then an individual assessment is completed prior to service to determine if the client is elderly,frail, disabled and/or in economic need. 1. To target those elderly,frail,and unable to prepare meals for themselves with the greatest social need and/or economic need,information about home delivered nutritional meals will be distributed to the following: a. Senior Housing/living facilities b. Local churches,synagogues,mosques,and other places of worship c. Community centers 2. On an annual basis,we will analyze the referrals for our services to determine if the avenues of information are resulting in more of the targeted group of elderly,frail,homebound,and low income or social need are becoming clients. 3. On an annual basis,we will review and analyze the surveys of our clients for specific concerns to determine the impact and improvement of living conditions made by Meals on Wheels. 6. Client Contributions As part of the intake assessment form,Meals on Wheels of Greeley and Weld County discusses monthly income utilizing the state form.A sliding scale is in place that uses their monthly income to determine a suggested donation per meal.Clients are notified what this suggested donation is per meal and that they will receive a monthly statement indicating the number of meals received and the total suggested donation.While a suggested donation is asked of each client based on a sliding scale according to their monthly income,no one is ever turned away for the inability to contribute or for not contributing the suggested donation. The process for handling program income is as follows: A monthly statement is sent out at the beginning of every month to every client. When donations are received from clients,the Client Facilitator records the amount to the individual client records and marks whether they are AAA eligible. If paying in cash,the client will receive a receipt with the date,their name,the amount of the donation and signature of the staff member completing the transaction. The Executive Director records the checks,money orders and cash to deposit into our account.AAA and non-AAA clients are separated and recorded on different deposit slips. AAA donations are recorded as Area Agency Client Donations.This is reflected on the balance sheet and financial documents of Meals on Wheels. Exhibit B All client records including income amount and suggested donation are kept strictly confidential. 7. Coordination Meals on Wheels of Greeley and Weld County works with the following agencies: Weld County Area Agency on Aging Rehabilitation Centers Sunrise Clinics UC Health Facilities Banner Health Facilities Kaiser Health Facilities Home Health Care Agencies United Way of Weld County Catholic Charities. RSVP North Range Behavioral Health Weld Community Foundation Weld Food Bank 60+Ride 8. Project Monitoring,Evaluation and Outcomes Project Progress Monitoring: Project progress is monitored is several ways. First,client progress is monitored through evaluations,and assessments are conducted on a regular,annual basis. Second,our program has an all client survey that is conducted on an annual basis. Results are tabulated and used to assess client satisfaction with the services/meals. Additionally,the annual client survey results are used to assess the impact of the program as reported by clients. Third,we monitor the number of meals served,number of unduplicated individuals served to assess the impact of our outreach and coordination efforts. Fourth,progress is monitored through quarterly Board of Directors meetings.The Executive Director informs the Board of status of the program. The board addresses and approves issues regarding general program,clients,volunteers,staff,financials and community concerns.Our board of directors is responsible for creating and maintaining the strategic plan that guides the objectives of our program. Responsibility for Reporting: Exhibit B The Executive Director with the assistance of the Client Facilitator and Board of Directors Treasurer is responsible for completing the reports. The results of these reports are reviewed by the Board of Directors at the quarterly Board meeting to determine modifications in the strategic plan for Meals on Wheels of Greeley and Weld County. System used to elicit feedback from clients: A survey is distributed to all clients on an annual basis. This survey is completed by the client and returned by a volunteer or mail. The clients'responses are anonymous but they may provide a name and phone number if they desire more contact to discuss issues and suggestions for improvement. Measures of outcomes of program The measures of outcomes of program are listed below: a. Outcome#1 Ensure that hot and breakfast meals are created by a registered dietitian meeting 33.33%of the nutritional standards for Dietary Reference Intakes established by the Federal Government. b. Outcome#2 All volunteers will follow the process of complete an application, pass background check and complete basic training with qualified Meals on Wheels representative prior to client contact c. Outcome#3 Ensure that clients receive meals within three(3)business days of signing up for our program or on a specified date. d. Outcome#4 Complete individual client assessments on a regular basis,but not less than once every year(annual basis). e. Outcome#5 Review annual surveys from clients to improve services. f. Outcome#6 Monitor number of clients served to determine impact of outreach activities. The Executive Director will monitor the outcome measurements. Grievance Procedures for Clients Meals on Wheels of Greeley and Weld County grievance procedure is delivered to each client at time service is started. Our grievance procedure allows clients several ways to contact us with complaints or concerns: 1 Call during office hours and speak to an employee. 2 Leave a message on the voicemail and we will call you back the next business day. 3 Write a letter. 4 Come to the office in person. 5 Authorize a family member to contact us on your behalf. The issue will be brought to the attention of the Executive Director. If the Executive Director cannot resolve the issue to the satisfaction of the client,then the issue is taken to the Board of Directors for resolution. Exhibit B Advisory Board: Our program's Board of Directors is composed of 8 individuals of whom 5 are over the age of sixty. Members represent a diverse population of the community. The Board meets quarterly with committee meetings occurring regularly for Outreach and Fund Raising. The Board functions as a governing board and approves and monitors the goals and objectives of the Meals on Wheels of Greeley and Weld County program. 9. Future Goals and Plans Our future plans are multi-faceted. Expansion of our facilities: With the increase in the number of meals we are now preparing,over 65,000 in 2022, we recognize that we must start planning an expansion of our kitchen facilities to ensure our ability to meet the needs of our current and future clients. We will be exploring the most effective and efficient way to increase our meal prep capacity. Expansion of Brand Awareness: Since there are almost 2,000 people over 65 in Weld County that are living in poverty, we realize that Meals on Wheels of Greeley and Weld County must perform more outreach to nourish the souls and bodies of the seniors of Weld County. We are planning more frequent fundraisers to not only increase the funding provided by the community but to increase awareness of Meals on Wheels of Greeley and Weld County services. These fundraisers are focusing on establishing partnerships with local businesses. We are focusing on creating more brand awareness with social media postings to create understanding and appreciation of the importance of providing hot,nutritious meals delivered by caring volunteers. We hope this effort will increase the number of volunteers and support fundraising activities. E bit B I Meals on Wheels of Greeley, Inc. Financial Statements For the Years Ended December 31,2020 and December 31,2019 , BDC) Exhibit B Meals on Wheels of Greeley,Inc. Contents Independent Auditor's Report 1 Financial Statements: Statements of Financial Position 3 Statements of Activities 4 Statements of Functional Expenses 5 Statements of Cash Flows 6 Notes to Financial Statements 7 Exhibit B Tel:470-352-1700 2015 Clubhouse Drive,Suite 203 JBDO Fax:970-352-1708 Greeley,CO80634 www.bdo.com Independent Auditor's Report Board of Directors Meals on Wheels of Greeley,Inc. Greeley,Colorado Opinion We have audited the financial statements of Meals on Wheels of Greeley,Inc.(the Organization), which comprise the statements of financial position as of December 31,2020 and 2019,and the related statements of activities,functional expenses,and cash flows for the years then ended,and the related notes to the financial statements. In our opinion,the accompanying financial statements present fairly,in all material respects,the financial position of the Organization as of December 31,2020 and 2019,and the changes in its net assets and its cash flows for the years then ended in accordance with accounting principles generally accepted in the United States of America. Basis for Opinion We conducted our audits in accordance with auditing standards generally accepted in the United States of America(GAAS).Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Financial Statements section of our report.We are required to be independent of the Organization and to meet our other ethical responsibilities,in accordance with the relevant ethical requirements relating to our audits.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Responsibilities of Management for the Financial Statements Management is responsible for the preparation and fair presentation of the financial statements in accordance with accounting principles generally accepted in the United States of America,and for the design,implementation,and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement,whether due to fraud or error. In preparing the financial statements,management is required to evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the Organization's ability to continue as a going concern within one year after the date that the financial statements are issued or available to be issued. Auditor's Responsibilities for the Audit of the Financial Statements Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement,whether due to fraud or error,and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not absolute assurance and therefore is not a guarantee that an audit conducted in accordance with GAAS will always detect a material misstatement when it exists.The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error,as fraud may involve collusion,forgery,intentional omissions,misrepresentations,or the override of internal control. 8D°USA LLP,a Delaware limited liability partnership,is the IJ_S-member of MO International Limited,a UK company limited by guarantee,and forms part of the intemari onal BDO network of independent memher f'lrms_ 8DG is the brand name(or the BDO network and for each n[the 6D0 n;ember F;rms- Exhibit B BDO Misstatements are considered material if there is a substantial likelihood that,individually or in the aggregate,they would influence the judgment made by a reasonable user based on the financial statements. In performing an audit in accordance with GAAS,we: • Exercise professional judgment and maintain professional skepticism throughout the audit. • Identify and assess the risks of material misstatement of the financial statements,whether due to fraud or error,and design and perform audit procedures responsive to those risks. Such procedures include examining,on a test basis,evidence regarding the amounts and disclosures in the financial statements. • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances,but not for the purpose of expressing an opinion on the effectiveness of the Organization's internal control.Accordingly,no such opinion is expressed. • Evaluate the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management,as well as evaluate the overall presentation of the financial statements. • Conclude whether, in our judgment, there are conditions or events,considered in the aggregate,that raise substantial doubt about the Organization's ability to continue as a going concern for a reasonable period of time. We are required to communicate with those charged with governance regarding,among other matters,the planned scope and timing of the audit,significant audit findings,and certain internal control-related matters that we identified during the audit. -RPD us4,Cc.P December 14,2022 2 Exhibit B Meals on Wheels of Greeley,Inc. Statements of Financial Position December 31, 2020 2019 Assets Current assets: Cash and cash equivalents $ 295,052 $ 57,974 Receivables: Area Agency on Aging 61,744 41,376 Inventory 22,614 10,835 Total current assets 379,410 110,185 Property and equipment,net: Building 288,035 288,035 Equipment and furniture 129,334 110,495 Deposit on equipment - 1,000 417,369 399,530 Less:accumulated depreciation (114,382) (95,738) Total property and equipment,net 302,987 303,792 Other assets: Investments 251,082 136,321 Beneficial interests in funds held by others 1,651,979 1,661,498 Total other assets 1,903,061 1,797,819 Total assets $2,585,458 $ 2,211,796 Liabilities and Net Assets Current liabilities: Accounts payable $ 18,052 $ 14,184 Payroll taxes payable 2,771 2,891 Total current liabilities 20,823 17,075 Commitments and contingencies Net assets: Without donor restrictions 912,656 533,223 With donor restrictions 1,651,979 1,661,498 Total net assets 2,564,635 2,194,721 Total liabilities and net assets $2,585,458 $ 2,211,796 See accompanying notes to the financial statements. 3 Exhibit B Meals on Wheels of Greeley,Inc. Statements of Activities For the Years Ended December 31, 2020 2019 Without Donor With Donor Without Donor With Donor Restrictions Restrictions Total Restrictions Restrictions Total Revenues,gains and other support: Contributions $ 117,100 $ - $ 117,100 $ 66,577 $ - $ 66,577 Local government contracts 471,059 - 471,059 280,838 - 280,838 Foundations and corporate support 75,042 53,800 128,842 43,413 43,413 In-kind contributions 24,211 - 24,211 30,216 - 30,216 Client and program fees 18,507 - 18,507 67,819 - 67,819 Miscellaneous 2,466 - 2,466 650 - 650 Special events,net of direct expenses of$5,629 (1,653) - (1,653) 3,191 - 3,191 Investment earnings(loss),net 18,207 - 18,207 31,366 31,366 Change in value of beneficial interests in funds held by others - 86,472 86,472 - 185,122 185,122 Net assets released from restrictions 149,791 (149,791) - 80,642 (80,642) - Total revenues,gains and other support 874,730 (9,519) 865,211 604,712 104,480 709,192 Expenses: Program services 409,469 - 409,469 456,379 - 456,379 Supporting services: General and administrative 77,488 - 77,488 80,174 - 80,174 Fundraising 8,340 - 8,340 9,209 9,209 Total expenses 495,297 - 495,297 545,762 - 545,762 Change in net assets 379,433 (9,519) 369,914 58,950 104,480 163,430 Net assets at beginning of year 533,223 1,661,498 2,194,721 474,273 1,557,018 2,031,291 Net assets at end of year $ 912,656 $ 1,651,979 $ 2,564,635 $ 533,223 $1,661,498 $2,194,721 4 Exhibit B Meals on Wheels of Greeley,Inc. Statements of Functional Expenses For the Years Ended December 31, 2020 2019 Program Activities Supporting Activities Program Activities Supporting Activities Nutrition General and Fund Nutrition General and Fund support administrative raising Total support administrative raising Total Personnel expenses: Salaries S 160,559 $62,225 $3,275 $226,059 $ 163,878 $ 63,040 $3,318 $230,236 Payroll taxes 15,325 4,922 259 20,506 13,924 4,411 232 18,567 Total personnel expenses 175,884 67,147 3,534 246,565 177,802 67,451 3,550 248,803 Other expenses: Cost of meals and supplies 119,750 - - 119,750 173,118 - 173,118 In-kind 24,211 - - 24,211 30,216 - - 30,216 Professional fees 14,322 1,685 842 16,849 15,589 1,834 917 18,340 Occupancy 15,508 1,825 912 18,245 15,264 1,796 898 17,958 Repairs and maintenance 11,389 1,340 670 13,399 7,586 892 446 8,924 Volunteer recognition - - - 3,872 2,401 1,875 8,148 Insurance 7,469 - "7,469 7,841 7,841 Office supplies 7,706 907 453 9,066 6,163 725 363 7,251 Miscellaneous 13,098 1,541 770 15,409 - Reimbursements 1,170 813 43 2,026 1,955 3,078 162 5,195 Telephone 3,115 366 183 3,664 3,475 409 204 4,088 Special event expenses 1,353 2,401 1,875 5,629 1,772 3,145 2,456 7,374 Total other expenses 219,091 10,878 5,748 235,717 266,851 14,280 7,321 288,453 Total expenses,before depreciation 394,975 78,025 9,282 482,282 444,653 81,731 10,871 537,256 Depreciation 15,847 1,864 933 18,644 13,498 1,588 794 15,880 Less Expenses Netted in Revenue Special event direct benefit to donor (1,353) (2,401) (1,875) (5,629) (1,772) (3,145) (2,456) (7,374) Total Functional Expenses $ 409,469 $ 77,488 $ 8,340 $495,297 $ 456,379 $ 80,174 $9,209 $545,762 5 Exhibit B Meals on Wheels of Greeley,Inc. Statements of Cash Flows For the Years Ended December 31, 2020 2019 Cash flow from operating activities: Change in net assets $ 369,914 $ 163,430 Adjustments to reconcile change in net assets to net cash flows from operating activities: Depreciation 18,644 15,880 Realized and unrealized gains on investments (15,766) (29,348) Cash received from contributions (53,800) - Change in the value of the beneficial interest in funds held by others (86,472) (185,122) (Increase)decrease in operating assets: Receivables (20,368) (27,432) Inventory (11,779) 1,923 Increase(decrease)in operating liabilities: Accounts payable 3,868 (943) Payroll taxes payable (120) (70) Net cash flows provided by(used in)operating activities 204,121 (61,682) Cash flow from investing activities: Purchase of investments and reinvested earnings (4,581) (3,879) Proceeds from sales of investments (94,414) 45,169 Distributions received from beneficial interest in funds held by others 149,791 80,642 Purchase of property and equipment (17,839) (29,165) Net cash flows provided by(used in)investing activities 32,957 92,767 Net change in cash and cash equivalents 237,078 31,085 Cash and cash equivalents at beginning of year 57,974 26,889 Cash and cash equivalents at end of year $ 295,052 $ 57,974 6 Exhibit B Meals on Wheels of Greeley,Inc. Notes to Financial Statements 1.Summary of Significant Accounting Policies Organization Meals on Wheels of Greeley,Inc.(the"Organization")is a not-for-profit entity organized in April of 1970 and incorporated May 8,1974 under the laws of the State of Colorado. It provides hot and frozen nutritionally balanced meals primarily to homebound and elderly persons,with the objective of keeping those individuals functional in their own homes. The meals are prepared by a professional staff and special diets are supervised by a trained dietician. The Organization is governed by a volunteer Board of Directors which hires a professional executive director to oversee day-to-day operations. Basis of Accounting The accompanying financial statements have been prepared on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America("GAAP"), as promulgated in the Financial Accounting Standards Board("FASB")publication,FASB Accounting Standards Codification("FASB Codification"). Basis of Presentation The Organization follows accounting standards set by the FASB.The FASB sets GAAP which the Organization follows to ensure the financial condition results of operations,and cash flows are consistently reported.References to GAAP issued by the FASB in these footnotes are to the FASB Accounting Standards Codification("ASC"). The financial statements are prepared on the accrual basis under ASC 958-205 Not-for-Profit Entities,Presentation of Financial Statements.The Organization is required to report information regarding its financial position and activities according to two classes of net assets:net assets without donor restrictions and net assets with donor restrictions.In addition,the Organization is required to present a statement of cash flows. Net Assets Without Donor Restrictions The Organization reports contributions and grants whose use is not restricted by donors as net assets without donor restrictions.Net assets are available for use in general operations and not subject to donor(or certain grantor)restrictions. Net Assets With Donor Restrictions Net assets that are subject to donor or grantor imposed restrictions are net assets with donor restrictions. Some donor-imposed restrictions are temporary in nature,such as those that wilt be met by the passage of time or other events specified by the donor. Other donor-imposed restrictions are perpetual in nature,where the donor stipulates that resources be maintained in perpetuity. Donor-imposed restrictions are released when a restriction expires,that is,when the stipulated time has elapsed,when the stipulated purpose for which the resource was restricted has been fulfilled,or both. 7 Exhibit B Meals on Wheels of Greeley,Inc. Notes to Financial Statements Cash and Cash Equivalents The Organization considers all highly liquid investments available for current use with an original maturity of three months or less to be cash equivalents. Patricia A.Miller Trust and Beneficial Interests in Funds Held by Others On August 12,2013,the Organization and the Co-Trustees of the Marital Trust,entered into a Devisee Agreement Concerning Distribution of the Estate of Patricia A. Miller ("Devisee Agreement"). The Devisee Agreement provides that upon the death of Vernon J.Miller,the remainder of the Marital Trust shall be placed in trust for the benefit of the Organization for a period of twenty(20)years or until the entire trust has been distributed. The trust shall be named the Patricia A.Miller Trust(the"Trust")and be held,administered and distributed pursuant to the terms of the Devisee Agreement for the sole benefit,of Meats on Wheels of Greeley,Inc. After all distributions provided for in the will to Vernon J.Miller,and his estate,have been made, the then remaining balance of the Trust,which by the terms of the will is to be distributed to the Organization under the name of the Patricia A.Miller Fund shall be distributed to the Patricia A. Miller Trust to be held,administered and distributed as follows:The Trustee shall distribute to the Organization each calendar year no less than five percent of the initial value of the entire trust estate. In addition, the Trustee shall pay as much of the net income and principal to the Organization as the Trustee determines to be necessary or reasonable for operating expenses and special projects. If not terminated earlier by the complete distribution of the trust estate,the Trust shalt terminate twenty years after the date of the Agreement. The Trust is irrevocable and shall not be amended. Through the Patricia A.Miller Trust,the Organization invests in a managed portfolio that contains common stocks of publicly traded companies, mutual funds,and money market funds. Such investments are exposed to various risks such as interest rate,credit and overall market volatility. The balances of$1,636,931 and$1,647,727 as of December 31,2020 and 2019,respectively,are reflected in the statements of financial position as beneficial interest in funds held by others. Due to the level of risk associated with such investments and the level of uncertainty related to changes in the value of such investments,it is at least reasonably possible that changes in risks in the near term would materially affect investment balances and the amounts reported in the accompanying financial statements. Community Foundation Serving Greeley and Weld County Through The Community Foundation Serving Greeley and Weld County (the "Community Foundation")the Organization invests in a managed portfolio of cash,securities and fixed income investments. The Community Foundation fund agreement contains a variance power that,pursuant to the Community Foundation's Articles of Incorporation,allows the board of directors to modify or eliminate any designation,restriction or condition placed by the donor on the distribution of funds if such designation,restriction or condition becomes unnecessary,undesirable,impractical,incapable of fulfillment,or inconsistent with the charitable needs of the community.The balances of$15,048 and$13,771 as of December 31,2020 and 2019,respectively,are reflected in the statements of financial position in the beneficial interest in funds held by others line. 8 Exhibit B Meals on Wheels of Greeley,Inc. Notes to Financial Statements Receivables The Organization provides an allowance for doubtful accounts equal to the estimated uncollectible amounts.The Organization's estimate is based on historical collection experience and a review of the current status of accounts receivable.It is reasonably possible that the Organization's estimate of the allowance for doubtful accounts will change. The Organization has determined that no allowance is necessary as of December 31,2020 and 2019. Inventory Inventory,consisting of food,containers and supplies,is valued at the lower of historical cost or donated value on the first-in,first-out basis. Concentrations of Credit Risk Financial instruments,which potentially subject the Organization to concentrations of credit risk, consist of cash,cash equivalents,and receivables. Cash and cash equivalents are maintained at financial institutions and,at times,balances may exceed federally insured limits. The Organization has never experienced any losses related to these balances.The Organization had no amounts on deposit in excess of federally insured limits at December 31,2020 and 2019. In 2020 and 2019,54%and 40%,respectively,of total revenue and support came from a single contract with the Weld County Department of Human Services'Area Agency on Aging. Credit risk,with respect to receivables is considered low,based on past collection experience. Investments The Organization's investments are stated at fair value in the statements of financial position,with all realized and unrealized gains and losses included in the statements of activities.Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction in an orderly transaction between market participants at the measurement date. See additional discussion below regarding fair value measurement. Purchases and sales of securities are recorded on a trade date basis.Interest income is recorded on the accrual basis.Dividends are recorded on the ex-dividend date.Realized gains or losses on the sale of marketable securities are calculated using the specific-identification method. Unrealized gains and losses represent the change in the individual investments for the year,or since the acquisition date,if acquired during the year. Property and Equipment Property and equipment have been stated at cost or,in the case of donated assets,at the fair value at the date of receipt. Property assets are defined by the Organization as assets with an initial, individual cost of more than$750,and an estimated useful life in excess of one year.Depreciation is calculated using the straight-line method over three to twelve years for equipment and furniture, and forty years for buildings. 9 Exhibit B Meals on Wheels of Greeley,Inc. Notes to Financial Statements Maintenance and repairs are charged to operations when incurred.Betterment and renewals are capitalized.When property and equipment is sold or otherwise disposed,the asset account and related accumulated depreciation account are relieved,and any gain or toss is included in the statements of activities. Long-Lived Assets The Organization periodically reviews long-lived assets, including identifiable intangibles, for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable.Such circumstances could include,but are not limited to(1)a significant decrease in the market value of an asset,(2)a significant adverse change in the extent or manner in which an asset is used,(3)an accumulation of costs significantly in excess of the amount originally expected for the acquisition of an asset.The Organization evaluates the recoverability of its long-lived assets based on estimated undiscounted future cash flows and provides for impairment if such undiscounted cash flows are insufficient to recover the carrying amount of the long-lived asset.If impaired,the long-lived asset is written down to its estimated fair value. No events have occurred which indicate the carrying amount of the Organization's long-lived assets may not be recoverable. Fair Value Measurements The FASB Codification establishes a three-level fair value hierarchy that prioritizes the inputs used to measure fair value.This hierarchy requires entities to maximize the use of observable inputs and minimize the use of unobservable inputs.The three levels of inputs used to measure fair value are as follows: • Level 1-Observable inputs such as quoted prices in active markets for identical assets or liabilities. ■ Level 2-Observable inputs other than Levet 1 prices,such as quoted prices for similar assets or liabilities in active markets,quoted prices for identical assets or liabilities in inactive markets,or model-derived valuations in which all significant inputs are observable or can be derived principally from,or corroborated by,observable market data. • Level 3-Unobservable inputs are used when little or no market data is available. In certain cases,the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases,an investment's level with the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. These classifications(Levels 1,2, and 3)are intended to reflect the observability of inputs used in the valuation of investments and are not necessarily an indication of risk or liquidity. 10 Exhibit B Meals on Wheels of Greeley,Inc. Notes to Financial Statements The following table sets forth by level,within the fair value hierarchy,the Organization's assets at fair value as of December 31,2020 and 2019: Assets at Fair Value as of December.31,2020 Total Level 1 Level 2 Level 3 Description Money market funds $ 16,367 $ 16,367 $ - $ Mutual funds 124,685 124,685 Stock and exchange traded funds 110,030 110,030 251,082 $ 251,082 $ - $ Beneficial interest in funds held by others 1,651,979 Total Investments $ 1,903,061 Assets at Fair Value as of December 31,2019 Total Level 1 Level 2 Level 3 Description Money market funds $ 20,966 $ 20,966 $ - $ Mutual funds 62,945 62,945 Stock and exchange traded funds 52,410 52,410 - $ 136,321 $ 136,321 $ - $ Beneficial interest in funds held by others 1,661,498 Total Investments $ 1,797,819 The Organization uses the following ways to determine the fair value of its investments: • Money market funds:Determined by the published net asset value("NAV")per unit at the end of the last trading day of the year,which is the basis for transactions at that date. • Open-end mutual funds:Determined by the published NAV per unit at the end of the last trading day of the fiscal year,which is the basis for transactions at that date. • Stocks and EFT's:Determined by the published NAV per unit at the end of the last trading day of the fiscal year,which is the basis for transactions at that date. • Beneficial interest in funds held by others:Determined based upon the estimated fair value, per the NAV,reported by the third party fund manager as a practical expedient. The fund manager utilizes the quoted prices for the underlying holdings as its basis for fair value measurement. Net earnings on investments consist of the following for the year ended December 31,2020 and 2019: 2020 2019 Interest and dividends $ 4,581 $ 3,879 Realized and unrealized gains(losses)on investments 15,766 29,348 Less:investment management fees (2,139) (1,861) Total net earnings(loss)on investments $ 18,208 $ 31,366 11 Exhibit B Meals on Wheels of Greeley,Inc. Notes to Financial Statements Revenue Recognition Unconditional Contributions:In accordance with ASC 958-605,Not-for-Profit Entities-Revenue Recognition,contributions received are recorded as revenue with or without donor restrictions, depending upon the existence and nature of any donor restrictions.All donor-restricted support is reported as an increase in net assets with donor restrictions.When a restriction expires(that is, when a stipulated time restriction ends or purpose restriction is accomplished),net assets with donor restrictions are reported in the statement of activities as net assets released from restrictions.Contributions are recorded when cash or unconditional promises to give have been received or ownership of donated assets to be used directly in operations is transferred. Conditional Grants and Fixed Contracts:Revenue from grants and fixed contracts are recognized when conditions are met.Restricted grants and contributions that are received and expire or have restrictions met in the same year are shown as unrestricted in the financial statements.Expense reimbursement grants are classified as unrestricted. Program Revenues:Program revenues are primarily generated from providing services to the eligible recipients.Revenues are recorded when the meals have been delivered and revenue is earned. Deferred Revenue:Amounts received in advance from cost reimbursement grants and contracts before conditions are met or in excess of amounts earned represent deferred revenue.These amounts are dependent upon the timing of cash receipts and cash disbursements and vary from year to year. Donated Goods and Services:Donated services,goods and equipment are recorded at estimated fair values as revenue and expenses,or capitalized assets,depending on the nature of the donation.The contribution of services is recognized if the services received either create or enhance non-financial assets or require specialized skills that are provided by individuals possessing those skills and would typically need to be purchased if not provided by donation.The Organization receive in-kind donations of supplies which are included in revenue and support in the accompanying financial statements. income Taxes The Organization is exempt from income taxes under Section 501(c)(3)of the Internal Revenue Code. The Organization has been classified by the Internal Revenue Service as a nonprofit organization other than a private foundation. However,income from activities not directly related to the Organization's tax-exempt purpose is subject to taxation as unrelated business income. There was no income from business unrelated to the Organization's exempt purpose during the years ended December 31,2020 and 2019. The Organization has adopted the recognition requirements for uncertain income tax positions as required by ASC 740-10,Income Taxes. The standard prescribes a comprehensive model for how an organization should recognize,measure,present and disclose in the financial statements uncertain tax positions the organization has taken or expects to take on a tax return.The Organization's income tax filings are subject to audit by various taxing authorities. In management's opinion, adequate provisions for income taxes have been made for fiscal years 2018 through 2020(all open years). 12 Exhibit B Meals on Wheels of Greeley,Inc. Notes to Financial Statements In evaluating the Organization's tax provisions and accruals, interpretations and tax planning strategies are considered. The Organization believes its estimates are appropriate based on the current facts and circumstances and have not recorded any reserves or related accrual for interest and penalties for uncertain tax positions at December 31,2020 and 2019. Functional Allocation of Expenses The costs of providing the various programs and other activities have been summarized on a functional basis in the accompanying statements of activities.Accordingly,certain costs have been allocated among the programs and supporting services benefited.Costs have been allocated based on either actual expense, number of employees using a time study or based on a standard percentage based on square footage. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates,and could be material. Recently Adopted Accounting Pronouncements In June of 2018,the FASB issued ASU 2018-08,Contributions Receivable and Made.The purpose of this ASU is to clarify and improve the scope and accounting guidance for contributions received and made.The new guidance aid in the classification of contributions and exchange transactions.The new guidance is effective for public business entities with fiscal years beginning after December 15, 2018.For all other organizations the new guidance is effective for fiscal years beginning after December 15, 2019 and interim period with fiscal years beginning after December 15, 2020. Management has retrospectively adopted ASU 2018-09 as of December 31,2020,and the ASU did not have a material impact on the financial statements. In May of 2014,the Financial Accounting Standards Board(the"FASB")issued Accounting Standards Update("ASU")2014-09,Topic 606,Revenue from Contracts with Customers.ASU 2014-09 for nonpublic entities should be applied for entities with an annual reporting period beginning after December 15,2020 and interim reporting periods within annual reporting periods beginning after December 15,2019.Management has retrospectively adopted ASU 2014-09 as of December 31,2020, and the ASU did not have a material impact on the financial statements. New Accounting Pronouncements Issued but Not Yet Adopted In February 2016,the FASB issued ASU No.2016-02,Leases(Topic 842).This ASU requires that a lease liability and related right-of-use-asset representing the lessee's right to use or control the asset be recorded on the statement of financial position upon the commencement of all leases except for short-term leases.Leases will be classified as either finance leases or operating leases, which are substantially similar to the classification criteria for distinguishing between capital leases and operating in existing lease accounting guidance. As a result, the effect of leases in the statement of activities and changes in net assets and the statement of cash flows will be 13 Exhibit B Meals on Wheels of Greeley,Inc. Notes to Financial Statements substantially unchanged from the existing lease accounting guidance.ASU 2016-02 wilt be effective for the Organization's fiscal year beginning after December 31,2021.Management is currently evaluating the impact of adoption of this standard on its financial statements. Presentation and Disclosures by Not-for-Profit Entities for Contributed Nonfinancial Assets,was issued by FASB in September 2020,(Topic 958)-ASU 2020-07.The purpose of this ASU is to present contributed nonfinancial assets as a separate line item in the statement of activities,apart from contributions of cash and other financial assets.The new guidance is effective for annual periods beginning after June 15,2021,and interim periods within annual periods beginning after June 15, 2022.The School adopted the ASU effective July 1,2021.There was not an effect on the financial statements as a result of the adoption of this pronouncement. 2.Liquidity and Availability of Funds Financial assets available for general expenditures,that is,without donor or other restrictions limiting their,within one year of the date of the statement of financial position comprise the following: 2019 2019 Cash and cash equivalents $ 295,052 $ 57,974 Receivable,without donor restrictions 61,744 41,376 Total $ 356,796 $ 99,350 As part of the Organization's liquidity management plans,the Organization expects cash and cash equivalents,short-term investments,and cash flows from operations to continue to be sufficient to fund our ongoing operating activities. 3.In-Kind Contributions and Services Numerous volunteers have made significant contributions of their time to develop the Organization's programs.The value of these contributed services is not reflected in the accompanying financial statements because the services do not require specialized skills.Donated professional services (which include accounting and legal services)would be reflected in the statements of activities at their estimated fair value.No such services were donated during the years ended December 31,2020 and 2019.The Organization did receive donations of food,supplies,and other goods during the year. The Organization recognized$24,211 and$30,216 in in-kind contributions for the years ended December 31,2020 and 2019,respectively. 14 Exhibit B Meals on Wheels of Greeley,Inc. Notes to Financial Statements 4.Net Assets with Donor Restrictions At December 31,2020 and 2019,net assets with donor restrictions are restricted for the following purposes or periods: 2020 2019 Program activities: Community Foundation(Note 1) $ 15,048 $ 13,771 Subject to the passage of time: Patricia A Miller Trust(Note 1) 1,636,931 1,647,727 Total $ 1,651,979 $ 1,661,498 Net assets with donor restrictions consist entirely of beneficial interests held by others described in Note 1.The following represents a rollforward of the balance in beneficial interests held by others: Balance,January 1,2019 $ 1,557,018 Earnings on investments 185,122 Net assets released from restrictions pursuant to the trust agreeements (80,642) Balance,December 31,2019 1,661,498 Foundations and corporate support 53,800 Earnings on investments 86,472 Net assets released from restrictions pursuant to the trust agreements (149,791) Balance,December 31,2020 $ 1,651,979 5.Contingencies The Organization participates in grant programs which are governed by various rules and regulations of the grantor agencies. Costs charged to the respective grant programs are subject to audit and adjustment by the grantor agencies;therefore,to the extent the Organization has not complied with the rules and regulations governing the grants,refunds of any money received may be required and the collectability of any related receivable at December 31,2020 and 2019,may be impaired.In the opinion of the Organization,there are no significant contingent liabilities relating to compliance with the rules and regulations governing the respective grants;therefore,no provision has been recorded in the accompanying financial statements for such contingencies. 6.COVID-19 Impact On January 30, 2020, the World Health Organization ("WHO") announced a global health emergency because of a new strain of coronavirus originating in Wuhan,China(the"COVID-19 outbreak")and the risks to the international community as the virus spreads globally beyond its point of origin.In March 2020,the WHO classified the COVID-19 outbreak as a pandemic,based on the rapid increase in exposure globally. The full impact of the COVID-19 outbreak continues to evolve as of the date of this report.As such,it is uncertain as to the full magnitude that the pandemic will have on the Organization's financial condition,liquidity,and future results of operations.Management is actively monitoring the global situation on its financial condition,liquidity,operations,suppliers,industry,and 15 Exhibit B Meals on Wheels of Greeley,Inc. Notes to Financial Statements workforce.Given the daily evolution of the COVID-19 outbreak and the global responses to curb its spread,the Organization is not able to estimate the effects of the COVID-19 outbreak on its results of operations,financial condition,or liquidity for fiscal year 2021. The adverse economic effects of the COVID-19 outbreak have not materially decreased demand for the Organization's services but have the potential to do so based on the restrictions in place by governments trying to curb the outbreak and changes in consumer behavior. On March 27,2020,President Trump signed into taw the"Coronavirus Aid,Relief,and Economic Security (CARES)Act. The CARES Act, among other things, includes provisions relating to refundable payroll tax credits, deferment of employer side social security payments, net operating toss carryback periods,alternative minimum tax credit refunds,modifications to the net interest deduction limitations,increased limitations on qualified charitable contributions, and technical corrections to tax depreciation methods for qualified improvement property.The Organization did not receive any CARES Act funding. 7.Subsequent Events In accordance with ASC 855,Subsequent Events,the Organization has evaluated subsequent events through December 14,2022,which is the date these financial statements were available to be issued.Other than events identified below,no additional subsequent events were identified. On April 2022,AAA reimbursement has been increased from$9.15 to$10.41 per meal reflecting the increases in food supplies. United Way grant,as part of the Impact Community,was granted to the Meals on Wheels as of June 28,2022,with the total amount of the"Aging Well"award of$130,000 for three financial years- beginning July 1,2022 and ending June 30,2025. 1b Exhibit B Greeley Office South Weld Office • 2131 9 " Street 300 1 ' Street , PO Box 145 Greeley , CO 80631 Firestone , CO 80520 MEALS o " WHEELS 970 . 353 . 9738 303 . 833 . 3021 GREELEY AND WELD COUNTY Our mission : To make a difference in the lives of those unable to prepare meals for themselves by providing nutritious hot meals delivered by caring volunteers . Budget for 2023 REVENUES Area Agency 400000 Donations 60 , 000 Fund Raisers 10 , 000 Grant Income 75 , 000 Investment Revenue / Expenses Client Donations 25 , 000 Memorials and Bequests 2000 Miscellaneous Revenue 500 United Way 18000 TOTALS $ 590 , 500 EXPENDITURES Depreciation 25 , 000 Equipment 5000 Insurance 11 , 000 Meal Costs 200 , 000 Miscellaneous 500 Office Expenses 15 , 000 Payroll Expenses 334 , 000 P rofessional Services 30 , 000 P romotion 13 , 500 Repairs and Maintenance 15000 Travel 5 , 000 U tilities 23 , 000 Volunteer Recognition 4000 P rogram Expansion Expense 10 , 000 TOTALS $ 691 , 000 CHANGE IN NET ASSETS $ ( 100 . 5001 Exhibit B (d).TOTAL Supply Expenditures $, sr26;800 Other (Itemize all other program costs directly used in the operations of this program and not already included any other above category) Depreciation 15,850 Non-Depreciable Equipment 3,170 Insurance 6,974 Office Expenses 9,510 Professional Services(Indirect$14,000) 7,318 Repairs and Maintenance 9,510 Utilities 14,582 Volunteer Recognition 2,536 (e).TOTAL Other Expenditures '$' ,r F89;45A° w'ePt (f).TOTAL DIRECT PROGRAM EXPENDITURES(Sum of lines a through e) �$��; T352411: (g)Allowable Indirect Expenditures(Enter 10%of Line f) (h)TOTAL PROPOSED PROGRAM EXPENDITURES(Sum of Imes f and g) C-45 y,.E�.t,f>Ai (Equals the amount of Older Americans Act Funding requested) 1 „€.'387,6524 Page 2 of 2 Exhibit B TERM NAME PHONE NUMBERS 1 / 22 - 1 / 25 Mike Weiland retired home : 515 - 5462 President 436 47th Ave Unit 20 , Greeley cell : 307 - 214 - 0507 mweiland 1956Ca7gmail . com mike@mealsonwheelsgreeley . com 1 / 22 - 1 / 25 Colleen Flack retired cell : 396 - 8108 Vice President 2247 A 46th Ave Ct , Greeley grandmotherflack � gmail . com colleen@mealsonwheelsgreeley . com 1 / 23 - 1 / 26 Charmayne Cullom Emeritus Prof , Comp Info Sys home : 353 - 2687 Secretary 635 N Cache Ct , Greeley cell : 396 - 8142 ccullommowboard@gmail . com charmayne@mealsonwheelsgreeley . com 1 / 234 / 26 Terry Gamble CPA home : 339 - 3733 Treasurer PO Box 200493 , Evans cell : 397 - 9649 wgamble816comcast . net terry@mealsonwheelsgreeley . com 1 / 22 - 1 / 25 Kyle Clark Real Estate Agent cell : 412 - 0031 302 Granite Ct , Windsor kyle . clark326 � gmail . com kylemealsonwheelsgreeley . com 7 / 22 - 7 / 25 Mary Pancheri retired cell : 303 - 994 - 4352 8704 15th St , Greeley mpancheri52gmail . com Mary@mealsonwheelsg reeler . com 7 / 22 - 7 / 25 Bonnie & Josh Sherman Rouse Realty Bonnie cell : 301 - 8239 2503 W 26th St Rd , Greeley Josh cell : 324 - 5693 bonniesherman1961@hotmail . com sherman@mealsonwheelsgreeley . com 7 / 22 - 7 / 25 Kristen Sigg Weld County Communications Specialist cell : 302 - 0438 513 57th Ave Ct , Greeley kristen . sigg@gmail . com kristen@mealsonwheelsgreeley . com Michelle Dwyer Executive Director office : 353 - 9738 Executive Director 2121 25th St , Greeley cell : 602 - 326 - 2252 michelledwyer18 (a� q mail . com michelle@mealsonwheelsgreeley . com Exhibit B Emeritus Mary Capra retired home : 356 - 5344 Emeritus Board Member 2214 20th St , Greeley cell : 302 - 1094 thecapras@comcast . net AZ home : 520 - 625 - 4523 Larry Moody retired home : 353 - 3050 Volunteer Advocate 1302 43rd Ave , Greeley cell : 381 - 9792 mooman 1302@comcast Bev Schell homemaker home : 352 - 1638 Senior Advocate 2505 17th Ave , Greeley woodcarver36msn . corn Exhibit B ® GATE ( MMl00 / YYYY ) ACORN CERTIFICATE OF LIABILITY INSURANCE L.... / 02 / 23 / 2023 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 A 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 1 COAMNTEA: CT Trish Preuit N Flood and Peterson PHONE ( 970 ) 506 - 3271 I FAX ( 970 ) 330 - 1867 I PO Box 578 I AE - MDDREAIL SS : TPreuit@Floodpeterson . com IINSURERS ) AFFORDING COVERAGE NAIL # I Greeley CO 80632 INSURER A Philadelphia Indemnity Insurance . - 18058 INSURED INSURER 8 : Pinnacol Assurance 41190 Meals On Wheels Of Greeley Inc . I INSURER C : I 2131 9th Street I INSURER D : I IINSURER E : I Greeley CO 80631 I INSURER F : I COVERAGES CERTIFICATE NUMBER : CL2321448537 REVISION NUMBER : THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED . NOTWITHSTANDING ANY REQUIREMENT , TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS 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 . TOR ADDI UBK POLICY EFF POLICY EXP LTR TYPE OF INSURANCE INSOIWVD I POLICY NUMBER ( MM / DONYYY ) I ( MM / 00 / YYYY ) � LIMITS X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE S 1 , 000 , 000 � / uA ; � � u , c u h 100 , 000 CLAIMS - MADE l X OCCUR PREMISES (Ea occurrence ) S IMED EXP ( Any one person ) i S 5 , 000 A 1 Y PHPK2462655 10 / 01 / 2022 10 / 01 / 2023 PERSONAL & AOV INJURY S 1 , 000 , 000 I GENII AGGREGATE LIMIT APPLIES PER : GENERAL AGGREGATE S 2 , 000 , 000 X POLICY I PROCT- I LOC I PRODUCTS - COMP / OP AGG I S 2 , 000 , 000 JE OTHER Cyber 1 5 25 , 000 INII AUTOMOBILE LIABILITY I I (COMBINEDEaaccident ) SINGLE LIMIT S 1 , 000 , 000 I ANY AUTO BODILY INJURY ( Per person ) $ A OViNED SCHEDULED PHPK2462655 10 / 01 / 2022 10 / 01 / 2023 BODILY INJURY ( Per accident ) S AUTOS ONLY AUTOS X j HIRED N NON - OWNED I PROPERTY DAMAGE I S I AUTOS ONLY / � AUTOS ONLY ( Per acc . den ; ) S UMBRELLA LIAR I OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS - MADE AGGREGATE I S — 1 OEO i RETENTIONS I I S I WORKERS COMPENSATION I / XI SEATUTE l I ERH 1 ! AND EMPLOYERS ' LIABILITY Y / N B �-ANY PROPRIETOR / PARTNER / EXECUTIVE E L EACH ACCIDENT S 100 , 000 OFFICER / MEMBER EXCLUDED ? I I N / A 4159046 10 / 01 / 2022 10 / 01 / 2023 ( Mandatory in NH ) E L DISEASE - EA EMPLOYEE S 100 , 000 If yes , descrbe under DESCRIPTION OF OPERATIONS below E L . DISEASE - POLICY LIMIT $ 500000 Limit : S1 . 000 , 000 Directors & Officers C PHSD1768577 02 / 22 / 2023 02 / 22 / 2024 . DESCRIPTION OF OPERATIONS ! LOCATIONS ! VEHICLES ( ACORD 101 , Additional Remarks Schedule , may be attached if more space is required ) Certificate holder is included as Additional Insured as required by written contract for liability caused by the named insured , subject to policy terms and conditions . This Certificate does not alter the insurance coverage afforded by the policies described herein . CERTIFICATE HOLDER CANCELLATION , SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF , NOTICE WILL BE DELIVERED IN Weld County Government ACCORDANCE WITH THE POLICY PROVISIONS . 1150 O Street AUTHORIZED REPRESENTATIVE Greeley CO 80631 7,1/t7 �� i O 1988 - 2015 ACORD CORPORATION . All rights reserved . ACORD 25 ( 2016 / 03 ) The ACORD name and logo are registered marks of ACORD EXHIBIT C HIPAA BUSINESS ASSOCIATE AGREEMENT This HIPAA Business Associate Agreement("Agreement")between the County and Contractor is agreed to in connection with,and as an exhibit to,the Contract For purposes of this Agreement,the County is referred to as "Covered Entity"and the Contractor is referred to as"Business Associate"Unless the context clearly requires a distinction between the Contract and this Agreement,all references to"Contract"shall include this Agreement 1 PURPOSE Covered Entity wishes to disclose information to Business Associate,which may include Protected Health Information("PHI")The Parties intend to protect the privacy and security of the disclosed PHI in compliance with the Health Insurance Portability and Accountability Act of 1996("HIPAA"),Pub L No 104-191(1996)as amended by the Health Information Technology for Economic and Clinical Health Act("HITECH Act")enacted under the American Recovery and Reinvestment Act of 2009("ARRA")Pub L No 111-5(2009),implementing regulations promulgated by the U S Department of Health and Human Services at 45 C F R Parts 160,162 and 164(the"HIPAA Rules")and other applicable laws,as amended Prior to the disclosure of PHI,Covered Entity is required to enter into an agreement with Business Associate containing specific requirements as set forth in,but not limited to,Title 45,Sections 160 103,164 502(e)and 164 504(e)of the Code of Federal Regulations("C F R") and all other applicable laws and regulations,all as may be amended 2 DEFINITIONS The following terms used in this Agreement shall have the same meanings as in the HIPAA Rules Breach,Data Aggregation,Designated Record Set,Disclosure,Health Care Operations,Individual,Minimum Necessary,Notice of Privacy Practices,Protected Health Information,Required by Law,Secretary,Security Incident,Subcontractor, Unsecured Protected Health Information,and Use The following terms used in this Agreement shall have the meanings set forth below a Business Associate"Business Associate"shall have the same meaning as the term"business associate" at 45 C F R 160 103,and shall refer to Contractor b Covered Entity"Covered Entity"shall have the same meaning as the term"covered entity"at 45 C F R 160 103,and shall refer to the County c Information Technology and Information Security "Information Technology"and"Information Secunty"shall have the same meanings as the terms"information technology"and"information security",respectively,in§24-37 5-102,C R S Capitalized terms used herein and not otherwise defined herein or in the HIPAA Rules shall have the meanings ascribed to them in the Contract 3 OBLIGATIONS AND ACTIVITIES OF BUSINESS ASSOCIATE a Permitted Uses and Disclosures i Business Associate shall use and disclose PHI only to accomplish Business Associate's obligations under the Contract Page 1 of 9 EXIkIIBIT C IIIPAA BUSINESS ASSOCIATE AGREEMENT ii. To the extent Business Associate carries out one or more of Covered Entity's obligations under Subpart E of 45 C.F.R.Part 164,Business Associate shall comply with any and all requirements of Subpart E that apply to Covered Entity in the performance of such obligation. iii. Business Associate may disclose PHI to carry out the legal responsibilities of Business Associate,provided,that the disclosure is Required by Law or Business Associate obtains reasonable assurances from the person to whom the information is disclosed that: A. the information will remain confidential and will be used or disclosed only as Required by Law or for the purpose for which Business Associate originally disclosed the information to that person,and; B. the person notifies Business Associate of any Breach involving PHI of which it is aware. iv. Business Associate may provide Data Aggregation services relating to the Health Care Operations of Covered Entity.Business Associate may de-identify any or all PHI created or received by Business Associate under this Agreement,provided the de-identification conforms to the requirements of the HIPAA Rules. b. Minimum Necessary.Business Associate,its Subcontractors and agents,shall access,use,and disclose only the minimum amount of PHI necessary to accomplish the objectives of the Contract,in accordance with the Minimum Necessary Requirements of the HIPAA Rules including,but not limited to,45 C.F.R.164.502(b)and 164.514(d). c. Impermissible Uses and Disclosures. i. Business Associate shall not disclose the PHI of Covered Entity to another covered entity without the written authorization of Covered Entity. ii. Business Associate shall not share,use,disclose or make available any Covered Entity PHI in any form via any medium with or to any person or entity beyond the boundaries or jurisdiction of the United States without express written authorization from Covered Entity. d. Business Associate's Subcontractors. i. Business Associate shall,in accordance with 45 C.F.R.164.502(e)(1)(ii)and 164.308(b)(2), ensure that any Subcontractors who create,receive,maintain,or transmit PHI on behalf of Business Associate agree in writing to the same restrictions,conditions,and requirements that apply to Business Associate with respect to safeguarding PHI. ii. Business Associate shall provide to Covered Entity,on Covered Entity's request,a list of Subcontractors who have entered into any such agreement with Business Associate. iii. Business Associate shall provide to Covered Entity,on Covered Entity's request,copies of any such agreements Business Associate has entered into with Subcontractors. e. Access to System.If Business Associate needs access to a Covered Entity Information Technology system to comply with its obligations under the Contract or this Agreement,Business Associate shall request,review,and comply with any and all policies applicable to Covered Entity regarding such Page 2 of 9 EXHIBIT C HIPAA BUSINESS ASSOCIATE AGREEMENT system including,but not limited to,any policies promulgated by the Office of Information Technology and available at http://oit.state.co.us/about/policies. f. Access to PHI.Business Associate shall,within ten days of receiving a written request from Covered Entity,make available PHI in a Designated Record Set to Covered Entity as necessary to satisfy Covered Entity's obligations under 45 C.F.R.164.524. g. Amendment of PHI. i. Business Associate shall within ten days of receiving a written request from Covered Entity make any amendment to PHI in a Designated Record Set as directed by or agreed to by Covered Entity pursuant to 45 C.F.R.164.526,or take other measures as necessary to satisfy Covered Entity's obligations under 45 C.F.R.164.526. ii. Business Associate shall promptly forward to Covered Entity any request for amendment of PHI that Business Associate receives directly from an Individual. h. Accounting Rights.Business Associate shall,within ten days of receiving a written request from Covered Entity,maintain and make available to Covered Entity the information necessary for Covered Entity to satisfy its obligations to provide an accounting of Disclosure under 45 C.F.R.164.528. i. Restrictions and Confidential Communications. i. Business Associate shall restrict the Use or Disclosure of an Individual's PHI within ten days of notice from Covered Entity of: A. a restriction on Use or Disclosure of PHI pursuant to 45 C.F.R.164.522;or B. a request for confidential communication of PHI pursuant to 45 C.F.R.164.522. ii. Business Associate shall not respond directly to an Individual's requests to restrict the Use or Disclosure of PHI or to send all communication of PHI to an alternate address. iii. Business Associate shall refer such requests to Covered Entity so that Covered Entity can coordinate and prepare a timely response to the requesting Individual and provide direction to Business Associate. j. Governmental Access to Records.Business Associate shall make its facilities,internal practices,books, records,and other sources of information,including PHI,available to the Secretary for purposes of determining compliance with the HIPAA Rules in accordance with 45 C.F.R.160.310. k. Audit,Inspection and Enforcement. i. Business Associate shall obtain and update at least annually a written assessment performed by an independent third party reasonably acceptable to Covered Entity,which evaluates the Information Security of the applications,infrastructure,and processes that interact with the Covered Entity data Business Associate receives,manipulates,stores and distributes.Upon request by Covered Entity,Business Associate shall provide to Covered Entity the executive summary of the assessment. Page 3 of 9 EXHIBIT C HIPAA BUSINESS ASSOCIATE AGREEMENT ii. Business Associate,upon the request of Covered Entity,shall fully cooperate with Covered Entity's efforts to audit Business Associate's compliance with applicable HIPAA Rules. If, through audit or inspection,Covered Entity determines that Business Associate's conduct would result in violation of the HIPAA Rules or is in violation of the Contract or this Agreement,Business Associate shall promptly remedy any such violation and shall certify completion of its remedy in writing to Covered Entity. 1. Appropriate Safeguards. i. Business Associate shall use appropriate safeguards and comply with Subpart C of 45 C.F.R. Part 164 with respect to electronic PHI to prevent use or disclosure of PHI other than as provided in this Agreement. ii. Business Associate shall safeguard the PHI from tampering and unauthorized disclosures. iii. Business Associate shall maintain the confidentiality of passwords and other data required for accessing this information. iv. Business Associate shall extend protection beyond the initial information obtained from Covered Entity to any databases or collections of PHI containing information derived from the PHI.The provisions of this section shall be in force unless PHI is de-identified in conformance to the requirements of the HIPAA Rules. m. Safeguard During Transmission. i. Business Associate shall use reasonable and appropriate safeguards including,without limitation,Information Security measures to ensure that all transmissions of PHI are authorized and to prevent use or disclosure of PHI other than as provided for by this Agreement. ii. Business Associate shall not transmit PHI over the interne or any other insecure or open communication channel unless the PHI is encrypted or otherwise safeguarded with a FIPS- compliant encryption algorithm. n. Reporting of Improper Use or Disclosure and Notification of Breach. i. Business Associate shall,as soon as reasonably possible,but immediately after discovery of a Breach,notify Covered Entity of any use or disclosure of PHI not provided for by this Agreement,including a Breach of Unsecured Protected Health Information as such notice is required by 45 C.F.R.164.410 or a breach for which notice is required under§24-73-103, C.R.S. ii. Such notice shall include the identification of each Individual whose Unsecured Protected Health Information has been,or is reasonably believed by Business Associate to have been, accessed,acquired,or disclosed during such Breach. iii. Business Associate shall,as soon as reasonably possible,but immediately after discovery of any Security Incident that does not constitute a Breach,notify Covered Entity of such incident. iv. Business Associate shall have the burden of demonstrating that all notifications were made as required,including evidence demonstrating the necessity of any delay. Page 4 of 9 EXHIBIT C HIPAA BUSINESS ASSOCIATE AGREEMENT o. Business Associate's Insurance and Notification Costs. i. Business Associate shall bear all costs of a Breach response including,without limitation, notifications,and shall maintain insurance to cover: A. loss of PHI data; B. Breach notification requirements specified in HIPAA Rules and in§24-73-103,C.R.S.; and C. claims based upon alleged violations of privacy rights through improper use or disclosure of PHI. ii. All such policies shall meet or exceed the minimum insurance requirements of the Contract or otherwise as may be approved by Covered Entity(e.g.,occurrence basis,combined single dollar limits, annual aggregate dollar limits, additional insured status, and notice of cancellation). iii. Business Associate shall provide Covered Entity a point of contact who possesses relevant Information Security knowledge and is accessible 24 hours per day,7 days per week to assist with incident handling. iv. Business Associate,to the extent practicable,shall mitigate any harmful effect known to Business Associate of a Use or Disclosure of PHI by Business Associate in violation of this Agreement. p. Subcontractors and Breaches. i. Business Associate shall enter into a written agreement with each of its Subcontractors and agents,who create,receive,maintain,or transmit PHI on behalf of Business Associate.The agreements shall require such Subcontractors and agents to report to Business Associate any use or disclosure of PHI not provided for by this Agreement,including Security Incidents and Breaches of Unsecured Protected Health Information,on the first day such Subcontractor or agent knows or should have known of the Breach as required by 45 C.F.R.164.410. ii. Business Associate shall notify Covered Entity of any such report and shall provide copies of any such agreements to Covered Entity on request. q. Data Ownership. i. Business Associate acknowledges that Business Associate has no ownership rights with respect to the PHI. ii. Upon request by Covered Entity,Business Associate immediately shall provide Covered Entity with any keys to decrypt information that the Business Association has encrypted and maintains in encrypted form,or shall provide such information in unencrypted usable form. r. Retention of PHI.Except upon termination of this Agreement as provided in Section 5,below,Business Associate and its Subcontractors or agents shall retain all PHI throughout the term of this Agreement, Page 5 of 9 EX B3IT C HIPAA BUSINESS ASSOCIATE AGREEMENT and shall continue to maintain the accounting of disclosures required under Section 3.h,above,for a period of six years. 4. OBLIGATIONS OF COVERED ENTITY a. Safeguards During Transmission.Covered Entity shall be responsible for using appropriate safeguards including encryption of PHI,to maintain and ensure the confidentiality,integrity,and security of PHI transmitted pursuant to this Agreement,in accordance with the standards and requirements of the HIPAA Rules. b. Notice of Changes. i. Covered Entity maintains a copy of its Notice of Privacy Practices on its website.Covered Entity shall provide Business Associate with any changes in,or revocation of,permission to use or disclose PHI,to the extent that it may affect Business Associate's permitted or required uses or disclosures. ii. Covered Entity shall notify Business Associate of any restriction on the use or disclosure of PHI to which Covered Entity has agreed in accordance with 45 C.F.R.164.522,to the extent that it may affect Business Associate's permitted use or disclosure of PHI. 5. TERMINATION a. Breach. i. In addition to any Contract provision regarding remedies for breach,Covered Entity shall have the right,in the event of a breach by Business Associate of any provision of this Agreement,to terminate immediately the Contract,or this Agreement,or both. ii. Subject to any directions from Covered Entity, upon termination of the Contract,this Agreement,or both,Business Associate shall take timely,reasonable,and necessary action to protect and preserve property in the possession of Business Associate in which Covered Entity has an interest. b. Effect of Termination. i. Upon termination of this Agreement for any reason,Business Associate,at the option of Covered Entity,shall return or destroy all PHI that Business Associate,its agents,or its Subcontractors maintain in any form,and shall not retain any copies of such PHI. ii. If Covered Entity directs Business Associate to destroy the PHI,Business Associate shall certify in writing to Covered Entity that such PHI has been destroyed. iii. If Business Associate believes that returning or destroying the PHI is not feasible,Business Associate shall promptly provide Covered Entity with notice of the conditions making return or destruction infeasible.Business Associate shall continue to extend the protections of Section 3 of this Agreement to such PHI,and shall limit further use of such PHI to those purposes that make the return or destruction of such PHI infeasible. Page 6 of 9 EXHIBIT C HIPAA BUSINESS ASSOCIATE AGREEMENT 6. INJUNCTIVE RELIEF Covered Entity and Business Associate agree that irreparable damage would occur in the event Business Associate or any of its Subcontractors or agents use or disclosure of PHI in violation of this Agreement,the HIPAA Rules or any applicable law.Covered Entity and Business Associate further agree that money damages would not provide an adequate remedy for such Breach.Accordingly,Covered Entity and Business Associate agree that Covered Entity shall be entitled to injunctive relief,specific performance,and other equitable relief to prevent or restrain any Breach or threatened Breach of and to enforce specifically the terms and provisions of this Agreement. 7. LIMITATION OF LIABILITY Any provision in the Contract limiting Contractor's liability shall not apply to Business Associate's liability under this Agreement,which shall not be limited. 8. DISCLAIMER Covered Entity makes no warranty or representation that compliance by Business Associate with this Agreement or the HIPAA Rules will be adequate or satisfactory for Business Associate's own purposes.Business Associate is solely responsible for all decisions made and actions taken by Business Associate regarding the safeguarding of PHI. 9. CERTIFICATION Covered Entity has a legal obligation under HIPAA Rules to certify as to Business Associate's Information Security practices.Covered Entity or its authorized agent or contractor shall have the right to examine Business Associate's facilities,systems,procedures,and records,at Covered Entity's expense,if Covered Entity determines that examination is necessary to certify that Business Associate's Information Security safeguards comply with the HIPAA Rules or this Agreement. 10.AMENDMENT a. Amendment to Comply with Law.The Parties acknowledge that state and federal laws and regulations relating to data security and privacy are rapidly evolving and that amendment of this Agreement may be required to provide procedures to ensure compliance with such developments. i. In the event of any change to state or federal laws and regulations relating to data security and privacy affecting this Agreement,the Parties shall take such action as is necessary to implement the changes to the standards and requirements of HIPAA,the HIPAA Rules and other applicable rules relating to the confidentiality,integrity,availability and security of PHI with respect to this Agreement. ii. Business Associate shall provide to Covered Entity written assurance satisfactory to Covered Entity that Business Associate shall adequately safeguard all PHI,and obtain written assurance satisfactory to Covered Entity from Business Associate's Subcontractors and agents that they shall adequately safeguard all PHI. Page 7 of 9 EXHIBIT C HIPAA BUSINESS ASSOCIATE AGREEMENT iii. Upon the request of either Party,the other Party promptly shall negotiate in good faith the terms of an amendment to the Contract embodying written assurances consistent with the standards and requirements of HIPAA,the HIPAA Rules,or other applicable rules. iv. Covered Entity may terminate this Agreement upon 30 days'prior written notice in the event that: A. Business Associate does not promptly enter into negotiations to amend the Contract and this Agreement when requested by Covered Entity pursuant to this Section;or B. Business Associate does not enter into an amendment to the Contract and this Agreement,which provides assurances regarding the safeguarding of PHI sufficient, in Covered Entity's sole discretion,to satisfy the standards and requirements of the HIPAA,the HIPAA Rules and applicable law. b. Amendment of Appendix.The Appendix to this Agreement may be modified or amended by the mutual written agreement of the Parties,without amendment of this Agreement. Any modified or amended Appendix agreed to in writing by the Parties shall supersede and replace any prior version of the Appendix. 11.ASSISTANCE IN LITIGATION OR ADMINISTRATIVE PROCEEDINGS Covered Entity shall provide written notice to Business Associate if litigation or administrative proceeding is commenced against Covered Entity,its directors,officers,or employees,based on a claimed violation by Business Associate of HIPAA,the HIPAA Rules or other laws relating to security and privacy or PHI.Upon receipt of such notice and to the extent requested by Covered Entity,Business Associate shall,and shall cause its employees, Subcontractors,or agents assisting Business Associate in the performance of its obligations under the Contract to, assist Covered Entity in the defense of such litigation or proceedings.Business Associate shall,and shall cause its employees,Subcontractor's and agents to,provide assistance,to Covered Entity,which may include testifying as a witness at such proceedings.Business Associate or any of its employees,Subcontractors or agents shall not be required to provide such assistance if Business Associate is a named adverse party. 12.INTERPRETATION AND ORDER OF PRECEDENCE Any ambiguity in this Agreement shall be resolved in favor of a meaning that complies and is consistent with the HIPAA Rules.In the event of an inconsistency between the Contract and this Agreement,this Agreement shall control.This Agreement supersedes and replaces any previous,separately executed HIPAA business associate agreement between the Parties. 13.SURVIVAL Provisions of this Agreement requiring continued performance,compliance,or effect after termination shall survive termination of this contract or this agreement and shall be enforceable by Covered Entity. Page 8 of 9 EXHIBIT C HIPAA BUSINESS ASSOCIATE AGREEMENT APPENDIX TO HIPAA BUSINESS ASSOCIATE AGREEMENT This Appendix("Appendix")to the HIPAA Business Associate Agreement("Agreement")is s an appendix to the Contract and the Agreement.For the purposes of this Appendix,defined terms shall have the meanings ascribed to them in the Agreement and the Contract.Unless the context clearly requires a distinction between the Contract,the Agreement,and this Appendix,all references to"Contract"or"Agreement"shall include this Appendix. 1. PURPOSE This Appendix sets forth additional terms to the Agreement. Any sub-section of this Appendix marked as "Reserved"shall be construed as setting forth no additional terms. 2. ADDITIONAL TERMS a. Additional Permitted Uses. In addition to those purposes set forth in the Agreement,Business Associate may use PHI for the following additional purposes: i. Reserved. b. Additional Permitted Disclosures. In addition to those purposes set forth in the Agreement,Business Associate may disclose PHI for the following additional purposes: i. Reserved. c. Approved Subcontractors. Covered Entity agrees that the following Subcontractors or agents of Business Associate may receive PHI under the Agreement: i. Reserved. d. Definition of Receipt of PHI.Business Associate's receipt of PHI under this Contract shall be deemed to occur,and Business Associate's obligations under the Agreement shall commence,as follows: i. Reserved. e. Additional Restrictions on Business Associate.Business Associate agrees to comply with the following additional restrictions on Business Associate's use and disclosure of PHI under the Contract: i. Reserved. f. Additional Terms.Business Associate agrees to comply with the following additional terms under the Agreement: i. Reserved. Page 9 of 9 Exhibit D Modified Scope and Rates Exhibit D addresses the funding,specific Scope of Services,Rates,and Performance Measurements based on the awarded grant monies issued by the County. 1. Funding Contractor will receive the following award as noted in the table below for the period July 1,2023 to June 30,2024 for Home Delivery Meals: $315,000.00 Total Grant Award The County agrees to reimburse the Contractor in consideration of the work and services performed under this Agreement at the rate(s)specified in Section 2,Services and Rates. 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. Service and Rates County agrees to pay Contractor for services outlined below,not to exceed the total grant award as noted in Section 1,Funding. Unit Rate Service Description $10.41 LESMEE Contractor agrees to provide 3,259 unit to approximately 650 unduplicated older adults with the goal of reaching 100 minority older adults,220 low-income,and 60 rural older adults. 3. Terms Contractor agrees to commence services within thirty(30)days after the signing of the Agreement and assure completion of all services under this agreement by the end of the period dated in Section 1,Funding. Contractor agrees to document and report any program income received as a result of services provided under the Agreement. Contractor agrees to include the following statement in any written materials(pamphlets, brochures,announcements,websites,etc.)or in any verbal presentations:Contractor is supported,in part by funds provided by the Weld County Area Agency on Aging through Exhibit D Modified Scope and Rates the Older Americans Act. Contractor understands that County is required to conduct periodic evaluations of the activities conducted under this Agreement and to monitor on an ongoing basis the performance of Contractor to insure that the funds made available by the Agreement are expended in keeping with the purposes for which they were awarded;and Contractor accordingly agrees to cooperate fully with the County in the conduct of such evaluation and monitoring,including the keeping and supplying of such information,and providing access to documents and records to the County for the purpose of audit;and further agrees to do all things necessary to enable County to fulfill its obligation to the State of Colorado and the United States Government. Any changes,including any increase or decrease in the amount of Contractor's compensation,and including changes in budget allocations which are mutually agreed upon by and between the County and Contractor,shall be incorporated in written amendments to this Agreement and in appropriate revisions to the grant proposal. Contractor understands and agrees that the following provisions are part of the official application and as such become binding upon commencement of the project: a. This Agreement and the provisions of services hereunder shall be subject to the laws of Colorado and be in accordance with the policies,procedures,and practices of the County,the Older Americans Act,Volume 10 Code of Colorado Regulations and the policies and procedures established by the State Unit on Aging,and the terms and conditions of the project application approved by the County. b. Understands that if there is Federal/State program income unearned at the time the project is terminated,this amount must be returned to the County unless the County otherwise stipulates. c. Understands that the project's fiscal affairs are subject to audit.If costs are disallowed,the proportion of Federal/State funds disallowed must be returned to the County. d. Understands that this award is made for the period amounts stated in this Agreement.This Agreement in no way implies further funding which is contingent upon the availability of funds and approval of future project applications. e. Agrees to keep records and make reports on the forms required by the County and in accordance with guidelines issued by the State of Colorado and the Administration on Aging,specifically, i. To submit monthly financial invoices and programmatic reports to the County by the 10th of the following month; ii. To submit other reports to the County as requested; Exhibit D Modified Scope and Rates iii. Maintain a computer system that will be able to manage all required County reporting software; iv. Maintain internet access in order to transfer all required data to the County. f. Agrees to advise the County of needed program and financial changes and await approval from the County prior to change implementation. g. Agrees to have policies and procedures for complaint/appeal tracking,timely disposition of complaints/appeals and documentation of such processes. h. Agrees to have a client grievance policy,which will address any alleged infractions of any Federal,State or Local laws by Contractor against recipients of or applicants for services. i. Agrees to have a policy and procedure for wait lists that meets the requirements set forth by the Contractor. j. Agrees to provide recipients receiving services the opportunity to contribute to all or part of the cost of the services received.Each recipient shall be given the opportunity to determine if they are able to contribute to all or part of the cost of services.No recipient shall be denied a service because of an inability and/or choice not to contribute to all or part of the cost of the service.All contributions shall be considered program income.All contributions shall be used to expand the services for which the contributions were given. k. Agrees that local cash or in-kind contributions have not been used to satisfy or match another federal grant or funds. Supplies,volunteer services,and other in- kind contributions shall be valued as described under 45 C.F.R.874.5.All matching contributions,including cash and in-kind shall be verifiable from agency records. 1. Agrees to perform background checks of all employees,volunteers or subcontractors pursuant to C.R.S.27-1-110 and in accordance with the policy of the County and the State Unit on Aging. Exhibit D Modified Scope and Rates 4. Performance Measures a. The Performance Measures Process. As set forth and defined herein,"Performance Focus"is a performance-based analysis strategy the Parties shall use in association with the Contractor's performance hereunder that allows the Parties to better focus on and improve performance outcomes to obtain maximum benefits from the work of the Contractor under this Contract.By identifying areas of focus,the Parties shall determine what aspects of the Contractor's performance hereunder are working and what aspects of said performance need improvement.By measuring the impact of day-to-day work of the Contractor hereunder,the Parties will be able to make more informed collaborative decisions to align the work of the Contractor to affect more positive performance outcomes and change for the purposes served through this Contract. b. Performance Measures Reports. Performance Measures Reports shall reflect relevant report data for the Performance Measures identified hereunder to be tracked on an ongoing basis through the Contract Performance Focus process.Performance Measures shall continue to evolve to meet the objective of measuring key performance outcome indicators for the work of the Contractor hereunder.Performance Measures may be changed via a contract amendment. c. Contract Performance Measures The Contractor agrees on the following initial Performance Measures: i. Measure:The Contractor shall increase unduplicated consumers served in comparison to the same month in the previous fiscal year. ii. Measure:In a consumer satisfaction survey provided by the State Unit on Aging(SUA)the contractor shall provide surveys to one hundred percent(100%)of registered consumers within the contractor's region during the month of February.The results shall be summarized by the contractor and submitted to the County by May 1st,unless otherwise requested by the County by a different date.The summarized results shall show the following measures: iii. Consumer Satisfaction Survey results shall show a minimum of ninety percent(90%)positive response. SIGNATURE REQUESTED: Weld/MOW Agreement for AAA Home Delivered Meals Final Audit Report 2023-05-09 Created: 2023-05-04 By: Lesley Cobb(cobboolk@co.weld.co.us) Status: Signed Transaction ID: CBJCHBCAABAAph2jecTS7EKUeECgbKiQf7LpFggndhQT "SIGNATURE REQUESTED: Weld/MOW Agreement for AAA H ome Delivered Meals"History 5 Document created by Lesley Cobb(cobbxxlk@co.weld.co.us) 2023-05-04-2:12:19 PM GMT-IP address:204.133.39.9 e'-r Document emailed to michelle@mealsonwheelsgreeley.com for signature 2023-05-04-2:13:17 PM GMT 5 Email viewed by michelle@mealsonwheelsgreeley.com 2023-05-04-3:10:46 PM GMT-IP address:50.214.11.217 t Email viewed by michelle@mealsonwheelsgreeley.com 2023-05-07-9:03:56 PM GMT-IP address:50.214.11.217 Gyp Signer michelle@mealsonwheelsgreeley.com entered name at signing as Michelle Dwyer 2023-05-09-1:05:33 AM GMT-IP address:73.203.25.139 0a Document e-signed by Michelle Dwyer(michelle@mealsonwheelsgreeley.com) Signature Date:2023-05-09-1:05:35 AM GMT-Time Source:server-IP address:73.203.25.139-Signature captured from device with phone number XXXXXXX2252 ©Agreement completed. 2023-05-09-1:05:35 AM GMT ', ": Powered by r► Adobe ,7.P . . Acrobat Sign Contract Form New Contract Request Entity Information Entity Name. Entity ID* El New Entity? MEALS ON WHEELS 000003505 Contract Name* Contract ID Parent Contract ID MEALS ON WHEELS(PROFESSIONAL SERVICES AGREEMENT 6962 20230507 HOME DELIVERED MEALS 82300042) Contract Lead* Requires Board Approval Contract Status COBBXXLK YES CTB REVIEW Contract Lead Email Department Project t cobbxxlkOco.weld.co.us Contract Description.' CONSENT-PROFESSIONAL SERVICES CONTRACT FOR HOME DELIVERED MEAL SERVICES FROM BID.82300042 REFERENCED AS TYLER ID.20230507.TERM 7 1,23 TO 6 30 24 AND MAY BE RENEWED FOR THREE ADDITIONAL ONE-YEAR TERMS UPON MUTUAL WRITTEN AGREEMENT. Contract Description 2 REFERENCE BID#82300042 AWARD ON 3,15,23 TYLER ID.2023-0507.HOME DELIVERED MEALS=S31 5,000.00 Contract Type. Department Requested BOCC Agenda Due Date AGREEMENT HUMAN SERVICES Dater 05 13 2023 05'17,2023 Amount. Department Email S31 5,000.00 CM- Will a work session with BOCC be required?. HumariServices, veldgov.co NO Renewable* NO Does Contract require Purchasing Dept_to be included? Department Head Email Automatic Renewal CM-HumanSemces- DeptHeadgweldgov.com Grant County Attorney GENERAL COUNTY GA ATTORNEY EMAIL County Attorney Email CM- COUNTYATTORNEYgWELDG OV.COM 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 On Base Contract Dates Effective Date Review Date. Renewal Date 04 30,2024 Termination Notice Period Committed Delivery Date Expiration Date. 06 28,2024 Contact Information Contact Info Contact Name Contact Type Contact Entail Contact Phone I Contact Phone 2 Purchasing Purchasing Approver Purchasing Approved Date CONSENT 05,09'2023 Approval Process Department Head Finance Approver Legal Counsel JAMIE ULRICH CONSENT CONSENT DH Approved Date Finance Approved Date Legal Counsel Approved Date 05 09,2023 us 2023 05 09'2023 Final Approval BOCC Approved Tyler Ref# AC 051523 ilOCC Signed Date BOCC Agenda Date 05 15 2023 Originator COBEXXLK Hello