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HomeMy WebLinkAbout20251883.tiffCoh-vact !No loZ0 PROFESSIONAL SERVICE AGREEMENT BETWEEN WELD COUNTY AND SCHAEFER ENTERPRISES, INC. THIS AGREEMENT is made and entered into this E. day of j , 2025, by and between the Board of Weld County Commissioners, on behalf of the We Count y Department of Human Services, hereinafter referred to as "County," and Schaefer Enterprises, 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 the Scope of Work. Exhibit B consists of the Rate Schedule. Exhibit C consist of the HIPAA Business Associate Agreement 2. Service or Work. Contractor agrees to procure the materials, equipment and/or products necessary for the Work and agrees to diligently provide all services, labor, personnel, and materials necessary to perform and complete the Work described in the attached Exhibits. Contractor shall further be responsible for the timely completion and acknowledges that a failure to comply with the standards and requirements of Work within the time limits prescribed by County may result in County's decision to withhold payment or to terminate this Agreement. 3. Term. The term of this Agreement shall be from July 1, 2025, through June 30, 2026, or until Contractor's completion of the responsibilities described in the attached Exhibits and is subject to continued budget appropriations. This Agreement may be extended upon mutual written agreement of the Parties. 1 cc: O vibase ((4) -7/7_/25 N ►2-00q--7 2025-1883 4. Termination; Breach; Cure. County has the right to terminate this Agreement, with or without cause on thirty (30) days written notice. Furthermore, this Agreement may be terminated at any time without notice upon a material breach of the terms of the Agreement. 5. Extension or Amendment. Any amendments or modifications to this agreement shall be in writing signed by both parties. No additional services or work performed by Contractor shall be the basis for additional compensation unless and until Contractor has obtained written authorization and acknowledgement by County for such additional services. 6. Compensation/Contract Amount. County agrees to pay Contractor through an invoice process during the course of this Agreement in accordance with the Rate Schedule as described in Exhibit B. Contractor agrees to submit invoices which detail the work completed by Contractor. The County will review each invoice and if it agrees Contractor has completed the invoiced items to the County's satisfaction, it will remit payment to Contractor. No payment in excess of that set forth in the Exhibits will be made by County unless an Amendment authorizing such additional payment has been specifically approved by Weld County as required pursuant to the Weld County Code. If, at any time during the term or after termination or expiration of this Agreement, County reasonably determines that any payment made by County to Contractor was improper because the service for which payment was made did not perform as set forth in this Agreement, then upon written notice of such determination and request for reimbursement from County, Contractor shall forthwith return such payment(s) to County. Upon termination or expiration of this Agreement, unexpended funds advanced by County, if any, shall forthwith be returned to County. County will not withhold any taxes from monies paid to the Contractor hereunder and Contractor agrees to be solely responsible for the accurate reporting and payment of any taxes related to payments made pursuant to the terms of this Agreement. Unless expressly enumerated in the attached Exhibits, Contractor shall not be entitled to be paid for any other expenses (e.g. mileage). Notwithstanding anything to the contrary contained in this Agreement, County shall have no obligations under this Agreement after, nor shall any payments be made to Contractor in respect of any period after December 31 of any year, without an appropriation therefore by County in accordance with a budget adopted by the Board of County Commissioners in compliance with Article 25, Title 30 of the Colorado Revised Statutes, the Local Government Budget Law (C.R.S. 29-1-101 et. seq.) and the TABOR Amendment (Colorado Constitution, Article X, Sec. 20). Contractor agrees to work within the confines of the Scope of Services outlined in Exhibit A. 7. Independent Contractor. Contractor agrees that it is an independent contractor and that Contractor's officers, agents or employees will not become employees or agents of County, nor entitled to any employee benefits (including unemployment insurance or workers' compensation benefits) from County as a result of the execution of this Agreement. Contractor shall be solely responsible for its acts and those of its agents and employees for all acts performed pursuant to this Agreement. Any provisions in this Contract that may appear to give the County the right to direct contractor as to details of doing work or to exercise a measure of control over the work mean that Contractor shall follow the direction of the County as to end results of the work only. The Contractor is 2 obligated to pay all federal and state income tax on any moneys earned or paid pursuant to this contract. 8. Subcontractors. Contractor acknowledges that County has entered into this Agreement in reliance upon the particular reputation and expertise of Contractor. Contractor shall not enter into any subcontractor agreements for the completion of the Work without County's prior written consent, which may be withheld in County's sole discretion. County shall have the right in its reasonable discretion to approve all personnel assigned to the Work during the performance of this Agreement and no personnel to whom County has an objection, in its reasonable discretion, shall be assigned to the Work. Contractor shall require each subcontractor, as approved by County and to the extent of the Work to be performed by the subcontractor, to be bound to Contractor by the terms of this Agreement, and to assume toward Contractor all the obligations and responsibilities which Contractor, by this Agreement, assumes toward County. County shall have the right (but not the obligation) to enforce the provisions of this Agreement against any subcontractor hired by Contractor and Contractor shall cooperate in such process. The Contractor shall be responsible for the acts and omissions of its agents, employees, and subcontractors. 9. Ownership. All work and information obtained by Contractor under this Agreement or individual work order shall become or remain (as applicable), the property of County. In addition, all reports, documents, data, plans, drawings, records, and computer files generated by Contractor in relation to this Agreement and all reports, test results and all other tangible materials obtained and/or produced in connection with the performance of this Agreement, whether or not such materials are in completed form, shall at all times be considered the property of the County. Contractor shall not make use of such material for purposes other than in connection with this Agreement without prior written approval of County. 10. Confidentiality. Confidential information of the Contractor should be transmitted separately from non -confidential information, clearly denoting in red on the relevant document at the top the word, "CONFIDENTIAL." However, Contractor is advised that as a public entity, Weld County must comply with the provisions of the Colorado Open Records Act (CORA), C.R.S. 24-72-201, et seq., with regard to public records, and cannot guarantee the confidentiality of all documents. Contractor agrees to keep confidential all of County's confidential information. Contractor agrees not to sell, assign, distribute, or disclose any such confidential information to any other person or entity without seeking written permission from the County. Contractor agrees to advise its employees, agents, and consultants, of the confidential and proprietary nature of this confidential information and of the restrictions imposed by this Agreement. Contractor shall protect the confidentiality of all records containing personal identifying information that are maintained in accordance with this agreement; and no such information shall be released except for program administration purposes or with the subject individual's prior written consent. 11. Warranty. Contractor warrants that the Work performed under this Agreement will be performed in a manner consistent with the standards governing such services and the provisions of this Agreement. Contractor further represents and warrants that all Work shall be performed by qualified personnel in a professional manner, consistent with industry standards, and that all services will conform to applicable specifications. 3 12. Acceptance of Services Not a Waiver. Upon completion of the Work, Contractor shall submit to County originals of all test results, reports, etc., generated during completion of this work. Acceptance by County of reports and incidental material(s) furnished under this Agreement shall not in any way relieve Contractor of responsibility for the quality and accuracy of the project. In no event shall any action by County hereunder constitute or be construed to be a waiver by County of any breach of this Agreement or default which may then exist on the part of Contractor, and County's action or inaction when any such breach or default exists shall not impair or prejudice any right or remedy available to County with respect to such breach or default. No assent expressed or implied, to any breach of any one or more covenants, provisions or conditions of the Agreement shall be deemed or taken to be a waiver of any other breach. Acceptance by the County of, or payment for, the Work completed under this Agreement shall not be construed as a waiver of any of the County's rights under this Agreement or under the law generally. 13. Insurance. Contractor must secure, before the commencement of the Work, the following insurance covering all operations, goods, and services provided pursuant to this Agreement, and shall keep the required insurance coverage in force at all times during the term of the Agreement, or any extension thereof, and during any warranty period. For all coverages, Contractor's insurer shall waive subrogation rights against County. Contractor shall provide coverage with limits of liability no less than those stated below. An excess liability policy or umbrella liability policy may be used to meet the minimum liability requirements provided that the coverage is written on a "following form" basis. Acceptability of Insurers: Insurance is to be placed with insurers duly licensed or authorized to do business in the state of Colorado and with an "A.M. Best" rating of not less than A -VII. The County in no way warrants that the above -required minimum insurer rating is sufficient to protect the Contractor from potential insurer insolvency. Required Types of Insurance Workers' Compensation and Employer's Liability Insurance as required by state statute, covering all of the Contractor's employees acting within the course and scope of their employment. The policy shall contain a waiver of subrogation against the County. This requirement shall not apply when a Contractor or subcontractor is exempt under Colorado Workers' Compensation Act., AND when such Contractor or subcontractor executes the appropriate sole proprietor waiver form. Minimum Limits: Coverage A (Workers' Compensation) Statutory Coverage B (Employers Liability) $ 100,000 $ 100,000 $ 500,000 Commercial General Liability Insurance - Occurrence Form Policy shall indude bodily injury, property damage, liability assumed under an Insured Contract. The policy shall be endorsed to include the following additional insured language: "Weld County, its subsidiary, parent, elected officials, trustees, employees, associated and/or affiliated entities, successors, or assigns, agents, and volunteers shall be named as 4 additional insureds with respect to liability arising out of the activities performed by, or on behalf of the Contractor." Such policy shall include Minimum Limits as follows: General Aggregate Products/Completed Operations Aggregate Each Occurrence Limit Personal/Advertising Injury Automobile Liability Insurance $ 1,000,000 $ 1,000,000 $ 1,000,000 $ 1,000,000 Bodily Injury and Property Damage for any owned, hired, and non -owned vehicles used in the performance of this Contract. Such policy shall maintain Minimum Limits as follows: Bodily Injury/Property Damage (Each Accident) $ 1,000,000 Professional Liability (Errors and Omissions Liability) The policy shall cover professional misconduct or lack of ordinary skill for those positions defined in the Scope of Services of this contract. Contractor shall maintain limits for all claims covering wrongful acts, errors and/or omissions, including design errors, if applicable, for damage sustained by reason of or in the course of operations under this Contract resulting from professional services. In the event that the professional liability insurance required by this Contract is written on a claims -made basis, Contractor warrants that any retroactive date under the policy shall precede the effective date of this Contract; and that either continuous coverage will be maintained, or an extended discovery period will be exercised for a period of two (2) years beginning at the time work under this Contract is completed. *When this Professional Services Agreement involves working with or caring for children, elderly, physically or developmentally disabled people and these individuals are in the care, custody, or control of the Contractor, required insurance coverage must include coverage for "sexual molestation and physical abuse." Contractor's insurance policy is to be specifically endorsed to include this coverage. **When this Professional Services Agreement has providers involved in providing extensive in -home services, Contractor must have third party fidelity/crime coverage. Crime policies are to be endorsed to include third party fidelity coverage and list the Contractor and the Provider's clients as Loss Payees. [Extensive in -home services means services that are based on the typical location of the services being provided, not necessarily the time frame. For example, if services are primarily at client's homes versus a hospital or clinic type setting, then that would meet this definition. For another example, if a physician who typically works at a hospital or clinic makes a home visit due to a female patient going into unexpected labor, that would not be "extensive in -home services" as they are less than 5- 10% in -home care.] 5 Minimum Limits: Per Loss Aggregate $ 1,000,000 $ 2,000,000 14. Proof of Insurance. Upon County's request, Contractor shall provide to County, for examination, a policy, endorsement, or other proof of insurance as determined in County's sole discretion. Provided information for examination shall be considered confidential, and as such, shall be deemed not subject to Colorado Open Records Act (CORA) disclosure. All insurers must be licensed or approved to do business within the State of Colorado, and unless otherwise specified, all policies must be written on a per occurrence basis. The Contractor shall provide the County with a Certificate of Insurance evidencing all required coverages, before commencing work or entering the County premises. The Contractor shall furnish the County with certificates of insurance (ACCORD) form or equivalent approved by the County as required by this Contract. The certificates for each insurance policy are to be signed by a person authorized by that insurer to bind coverage on its behalf. The Contractor shall name on the Certificate of Insurance "Weld County, its successors or assigns; its elected officials, employees, agents, affiliated entities, and volunteers as Additional Insureds" for work that is being performed by the Contractor. On insurance policies where Weld County is named as an additional insured, the County shall be an additional insured to the full limits of liability purchased by the Contractor even if those limits of liability are in excess of those required by this Contract. Each insurance policy required by this Agreement must be in effect at or prior to commencement of work under this Agreement and remain in effect for the duration of the project, and for a longer period of time if required by other provisions in this Agreement. Failure to maintain the insurance policies as required by this Agreement or to provide evidence of renewal is a material breach of contract. All certificates and any required endorsement(s) shall be sent directly to the County Department Representative's Name and Address. The project/contract number and project description shall be noted on the Certificate of Insurance. The County reserves the right to require complete, certified copies of all insurance policies required by this Agreement at any time, and such shall also be deemed confidential. Any modification or variation from the insurance requirements in this Agreement shall be made by the County Attorney's Office, whose decision shall be final. Such action will not require a formal contract amendment but may be made by administrative action. 15. Additional Insurance Related Requirements. The County requires that all policies of insurance be written on a primary basis, non-contributory with any other insurance coverages and/or self-insurance carried by the County. The Contractor shall advise the County in the event any general aggregate or other aggregate limits are reduced below the required per occurrence limit. At their own expense, the Contractor will reinstate the aggregate limits to comply with the minimum 6 requirements and shall furnish the County with a new certificate of insurance showing such coverage is in force. Commercial General Liability Completed Operations coverage must be kept in effect for up to three (3) years after completion of the project. Contractors Professional Liability (Errors and Omissions) policy must be kept in effect for up to three (3) years after completion of the project. Certificates of insurance shall state that on the policies that the County and State of Colorado Health Care Policy and Financing is required to be named as an Additional Insured, the insurance carrier shall provide a minimum of 30 days advance written notice to the County for cancellation, non -renewal, suspension, voided, or material changes to policies required under this Agreement. On all other policies, it is the Contractor's responsibility to give the County 30 days' notice if policies are reduced in coverage or limits, cancelled or non -renewed. However, in those situations where the insurance carrier refuses to provide notice to County, the Contractor shall notify County of any cancellation, or reduction in coverage or limits of any insurance within seven (7) days or receipt of insurer's notification to that effect. The Contractor agrees that the insurance requirements specified in this Agreement do not reduce the liability Contractor has assumed in the indemnification/hold harmless section of this Agreement. Failure of the Contractor to fully comply with these requirements during the term of this Agreement may be considered a material breach of contract and may be cause for immediate termination of the Agreement at the option of the County. The County reserves the right to negotiate additional specific insurance requirements at the time of the contract award. 16. Subcontractor Insurance. Contractor hereby warrants that all subcontractors providing services under this Agreement have or will have the above -described insurance prior to their commencement of the Work, or otherwise that they are covered by the Contractor's policies to the minimum limits as required herein. Contractor agrees to provide proof of insurance for all such subcontractors upon request by the County. 17. No limitation of Liability. The insurance coverages specified in this Agreement are the minimum requirements, and these requirements do not decrease or limit the liability of Contractor. The County in no way warrants that the minimum limits contained herein are sufficient to protect the Contractor from liabilities that might arise out of the performance of the Work under by the Contractor, its agents, representatives, employees, or subcontractors. The Contractor shall assess its own risks and if it deems appropriate and/or prudent, maintain higher limits and/or broader coverages. The Contractor is not relieved of any liability or other obligations assumed or pursuant to the Contract by reason of its failure to obtain or maintain insurance in sufficient amounts, duration, or types. The Contractor shall maintain, at its own expense, any additional kinds or amounts of insurance that it may deem necessary to cover its obligations and liabilities under this Agreement. 18. Certification of Compliance with Insurance Requirements. The Contractor stipulates that it has met the insurance requirements identified herein. The Contractor shall be 7 responsible for the professional quality, technical accuracy, and quantity of all services provided, the timely delivery of said services, and the coordination of all services rendered by the Contractor and shall, without additional compensation, promptly remedy and correct any errors, omissions, or other deficiencies. 19. Mutual Cooperation. The County and Contractor shall cooperate with each other in the collection of any insurance proceeds which may be payable in the event of any loss, including the execution and delivery of any proof of loss or other actions required to effect recovery. 20. Indemnity. The Contractor shall indemnify, hold harmless and, not excluding the County's right to participate, defend the County, its officers, officials, agents, and employees, from and against any and all liabilities, claims, actions, damages, losses, and expenses including without limitation reasonable attorneys' fees and costs, (hereinafter referred to collectively as "claims") for bodily injury or personal injury including death, or loss or damage to tangible or intangible property caused, or alleged to be caused in whole or in part by the negligent or willful acts or omissions of Contractor or any of its owners, officers, directors, agents, employees or subcontractors. This indemnity includes any claim or amount arising out of or recovered under the Workers' Compensation Law or arising out of the failure of such contractor to conform to any federal, state, or local law, statute, ordinance, rule, regulation, or court decree. It is the specific intention of the parties that the County shall, in all instances, except for claims arising solely from the negligent or willful acts or omissions of the County, be indemnified by Contractor from and against any and all claims. It is agreed that Contractor will be responsible: for primary loss investigation, defense, and judgment costs where this indemnification is applicable. In consideration of award of this contract, the Contractor agrees to waive all rights of subrogation against the County, its officers, officials, agents, and employees for losses arising from the work performed by the Contractor for the County. The Contractor shall be fully responsible and liable for any and all injuries or damage received or sustained by any person, persons, or property on account of its performance under this Agreement or its failure to comply with the provisions of the Agreement. A failure of Contractor to comply with these indemnification provisions shall result in County's right but not the obligation to terminate this Agreement or to pursue any other lawful remedy. 21. Non -Assignment. Contractor may not assign or transfer this Agreement or any interest therein or claim thereunder, without the prior written approval of County. Any attempts by Contractor to assign or transfer its rights hereunder without such prior approval by County shall, at the option of County, automatically terminate this Agreement and all rights of Contractor hereunder. Such consent may be granted or denied at the sole and absolute discretion of County. 22. Examination of Records. To the extent required by law, the Contractor agrees that a duly authorized representative of County, including the County Auditor, shall have access to and the right to examine and audit any books, documents, papers and records of Contractor, involving all matters and/or transactions related to this Agreement. Contractor agrees to maintain these documents for three years from the date of the last payment received. 8 23. Interruptions. Neither party to this Agreement shall be liable to the other for delays in delivery or failure to deliver or otherwise to perform any obligation under this Agreement, where such failure is due to any cause beyond its reasonable control, including but not limited to Acts of God, fires, strikes, war, flood, earthquakes, or Governmental actions. 24. Notices. County may designate, prior to commencement of Work, its project representative ("County Representative") who shall make, within the scope of his or her authority, all necessary and proper decisions with reference to the project. All requests for contract interpretations, change orders, and other clarification or instruction shall be directed to County Representative. All notices or other communications made by one party to the other concerning the terms and conditions of this contract shall be deemed delivered under the following circumstances: 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: Monique Sprinkle Position: Executive Director Address: 910 27th Avenue Address: Greeley, Colorado 80634 E-mail: Moniqueschaeferenterprises.com Phone: (970) 353-0662 TO COUNTY: Name: Jamie Ulrich Position: Director Address: P.O. Box A Address: Greeley, Colorado 80632 E-mail: ulrichjl(a�weld.gov Phone: (970) 400-6510 25. Compliance with Law. Contractor shall strictly comply with all applicable federal and State laws, rules and regulations in effect or hereafter established, including without limitation, laws applicable to discrimination and unfair employment practices. 26. Health Insurance Portability & Accountability Act of 1996 ("HIPAA"). Federal law governing the privacy of certain health information requires a "Business Associate" agreement between Contractor and the County. 45 CFR Section 164.504(e). Attached and incorporated herein by reference as Exhibit C is a HIPAA Business Associate Agreement for HIPAA compliance. 9 27. 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. 28. 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. 29. 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. 30. 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. Contractor agrees that if Contractor was a former employee of the Department of Human Services, or employs a former employee of the Department of Human Services, that Contractor will also abide by applicable requirements under C.R.S. 24-18-201 et seq. 31. 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. 32. 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. 33. Non -Waiver. The parties hereto understand and agree that the County is relying on, and does not waive or intend to waive by any provision of this Contract, the monetary limitations or any other immunities, rights, benefits, and protections, provided by the Colorado Governmental Immunity Act §§24-10-101 et seq., as from time to time amended, or otherwise available to the County, its subsidiary, associated and/or affiliated entities, successors, or assigns; or its elected officials, employees, agents, and volunteers. 34. Force Majeure. Neither the Contractor nor the County shall be liable for any delay in, or failure of performance of, any covenant or promise contained in this Agreement, nor shall any delay or failure constitute default or give rise to any liability for damages if, and only to extent that, such delay or failure is caused by or results from acts beyond the impacted Party's reasonable control, including without limitation, the following "force majeure" events that frustrate the purpose of this Agreement: As used in this Agreement, "force majeure" means acts of God, acts of the public enemy, unusually severe weather, fires, 10 floods, epidemics, quarantines, strikes, labor disputes and freight embargoes, government order or law, action by any governmental authority, and other similar events beyond the reasonable control of the impacted party, to the extent such events were not the result of, or were not aggravated by, the acts or omissions of the non -performing or delayed party. However, if force majeure occurs after the party delays performance, the party shall not be exempted from liability. The Party affected by the force majeure shall make reasonable efforts to reduce the consequences caused by the force majeure. If the force majeure affects the performance of the contract, the party that is subject to force majeure shall promptly notify the other party and submit to the other party a sufficient and valid proof of force majeure within a reasonable period of time. Otherwise, the corresponding liability shall not be waived. 35. No Third -Party Beneficiary. It is expressly understood and agreed that the enforcement of the terms and conditions of this Agreement, and all rights of action relating to such enforcement, shall be strictly reserved to the undersigned parties and nothing in this Agreement shall give or allow any claim or right of action whatsoever by any other person not included in this Agreement. It is the express intention of the undersigned parties that any entity other than the undersigned parties receiving services or benefits under this Agreement shall be an incidental beneficiary only. 36. 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. 37. 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. 38. No Employment of Unauthorized Aliens. Contractor certifies, warrants, and agrees that it does not knowingly employ or contract with an unauthorized alien who will perform work under this Agreement (see 8 U.S.C.A. §1324a and (h)(3)), nor enter into a contract with a subcontractor that employs or contracts with an unauthorized alien to perform work under this Agreement. Upon request, contractor shall deliver to the County a written notarized affirmation that it has examined the legal work status of an employee and shall comply with all other requirements of federal or state law, including employment verification requirements contained within state or federal grants or awards funding public contracts. Contractor agrees to comply with any reasonable request from the Colorado Department of Labor and Employment in the course of any investigation. If Contractor fails to comply with any requirement of this provision, County may terminate this Agreement for breach, and if so terminated, Contractor shall be liable for actual and consequential damages. 11 39. 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. 40. 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. 41. 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. 42. The Contractor agrees to abide by the following CMA policies and procedures located on the CMA website at https://www.weld.gov/Government/Departments/Human- Services/Area-Agency-on-Aging-AAA i. Critical Incidents ii. Mistreatment iii. Human Rights Committee (HRC) IN WITNESS WHEREOF, the parties hereto have duly executed the Agreement as of the day, month, and year first above written. COUNTY: ATTEST: BY: d,ordivo BOARD OF COUNTY COMMISSIONERS Clerk to the Board WELD COUNTY, COLORADO Deputy Clerk to the B ck, Chair chaefer Enterprises, Inc. 910 27th Avenue Greeley, Colorado 80634 JUL 0 2 2025 MOni�lze Spinge By: Monique Spr nkle (Jun 3, 202508:21 MDT) Monique Sprinkle, Executive Director Date: 06/23/2025 12 -z oz5-1V3 EXHIBIT A SCOPE OF SERVICE I. SERVICES The Contractor will not commence services under this Agreement until services have been approved in the individual's Service Plan. Services to be provided are detailed in the Individual's State Supported Living Services (SLS) or OBRA Service Plan which dictates the type of service as well as timing and frequency of service to be performed. Specific work performance expectations that are deemed appropriate and necessary in order to receive compensation for the work must meet specified State Regulations. The Contractor affirms the following requirements are met, as defined by the State of Colorado: The service to be delivered shall meet all applicable state licensing requirements for the performance of the support or service being provided. Certificate: The service to be delivered shall meet all applicable state certification requirements for the performance of the support or service being provided and program approval. II. TERMS: a. CREDENTIALING CRITERIA: Contractor and its employee(s) and sub-contractor(s) shall remain in good standing with the Colorado Department of Regulatory Affairs (DORA) and may not, at any time during the term of this contract, be listed as excluded or debarred in the System for Award Management (SAM). Contractor shall ensure that all employees/subcontractors who provide services to clients under this contract meet the credentials/qualifications specific to the County's identified credentialing standards and C.R.S Title 12, Article 43 and in the Social Services Manual Volume 7.000.6(M) (12 CCR 2509-4). The County has the right to approve Contractor's employees/subcontractors who will be performing services under this contract prior to the commencement of the work and shall have the right to review the employee(s)'/subcontractor(s)' employment files prior to granting approval. Contractor must retain copies of employee credentialing qualifications and background checks in personnel files and make such records available to the County Representative upon request. Contractor shall obtain reference and background checks, including fingerprint -based police (CBI and/or FBI) checks (if required by statute or regulation or if there will be unsupervised contact with children), checks of County records, and Sexual Offender Registry checks and receive, at minimum, preliminary results before assigning/hiring employees/subcontractors to perform under this contract. If the County becomes dissatisfied with Contractor's employee(s)/subcontractor(s), the County will notify Contractor of its concerns about the employee(s)/subcontractor(s). Disciplinary measures, if any, will be the sole responsibility of Contractor. However, if the concerns/issues cannot resolve to the County's satisfaction, Contractor's employee(s)/subcontractor(s) may not 13 be allowed to provide services under this contract. The County reserves the right to review all Contractor's or Sub -Contractors background checks. It is the responsibility of the Contractor to notify the County of results of background checks. b. RECORDS: The Contractor shall maintain a complete file of all records, communications, documents, and other written materials that pertain to the operation of programs or the delivery of services under this agreement and shall maintain such records for a period of six (6) years after the date of termination of this agreement as per State requirements, or for such further period as may be necessary to resolve any matters which may be pending. All files shall be kept at the Contractor's place of business, and the Contractor shall furnish copies of such files, or portions thereof, as requested by the County or its designee. c. INSPECTIONS AND PERFORMANCE MONITORING: The Contractor shall pemiit the County, the State of Colorado, the Colorado Department of Health Care Policy and Financing, the U.S. Department of Health and Human Services, and any other duly authorized agent or governmental agency (including ;the Medicaid Fraud Control Unit) to monitor all activities authorized under this agreement. Such monitoring may consist of internal evaluation procedures, examination of data, formal audit, on -site checking, or any other reasonable procedure. Any amounts which have been paid by the County, and which are found to be improper in accordance with the terms of this agreement shall be immediately retumed to the County or may be withheld from future payments. Services rendered through State SLS are subject to inspection and recovery by the Department pursuant to 10 C.C.R. 2505-10 Section 8.076. 14 EXHIBIT B RATE SCHEDULE I. Payment Services: a. The Contractor shall invoice the County within four (4) working days of the end of the month in which the services were performed, except at the end of the fiscal year when invoices are due two (2) working days from the end of the fiscal year. Invoices received within this time frame will be paid Net 30 unless otherwise noted on the invoice. Invoices may be sent via email to wccmabilling@weld.gov b. Contractor must include the following detail on invoices in order to be paid for services: i. Name of individual receiving services ii. Dates of Service iii. For services paid in 15 -minute increments, invoice must show the amount of time services were provided in hours or 15 -minute increment iv. Rate per 15 -minute increment or Rate per hour (per State General Fund fee schedule) v. Total Amount Due vi. "No shows" are not billable to Medicaid and will not be reimbursed. Do not include "No shows" in your billing ("No shows" include family cancelling or provider cancelling) c. Rates paid for State SLS, State General Funds and OBRA services can be found on the State Health Care Policy and Financing Website https://hcpf.colorado.gov/provider-rates-fee- schedule. Supplies and Equipment: a. The Contractor shall invoice the County within sixty (60) days of the end of the month in which the client received the supplies and equipment, except at the end of the fiscal year when invoices are due two (2) working days from the end of the fiscal year for all State General Fund invoices. Invoices received within this time frame will be paid Net 30 unless otherwise noted on the invoice. Invoices may be sent via email to wccmabilling(a)weld.gov b. Contractor must include the following detail on invoices in order to be paid for services: i. Name of individual in services ii. Dates of Supply delivery/pickup iii. Total Amount Due c. Reimbursement for all supplies and equipment will be provided based on the actual purchase price of the item. d. Rates paid for State SLS and OBRA services can be found on the State Health Care Policy and Financing Website https://hcpf.colorado.gov/provider-rates-fee-schedule. II. TERMS In order to comply with HCPF State General Funds reporting requirements, no invoices received from the Contractor after July 3, 2026, for Fiscal Year July 1, 2025 thru June 30, 2026 will be accepted or paid by the County, the date of July 3, 2026 is subject to change pending Fiscal Year 25-26 holiday schedule. Services may be increased or decreased during the term of this agreement by either party due to increased or decreased State funding levels or adjustments to service levels, with the agreement by both parties. 15 In the event that overpayments are made by the County due to the Contractor's omission, error, fraud, or defalcation; or in the event that the State or Federal government seeks to recover from the County any sums of money based upon a claim on behalf of the Contractor after said funds have been paid to the Contractor, the Contractor shall immediately reimburse such funds to The County as allowed by law. The parties understand and agree that the County shall have the right to offset against payments due to the Contractor hereunder, or by other legal means recover any debts owed by the Contractor to the County or to the State. Electronic Visit Verification (EVV) is not a requirement for billing State SLS/OBRA services. More information can be found on the HCPF website https://hcpf.colorado.gov/electronic-visit- verification-program-manual#coEVVX 16 EXHIBIT C HIPAA BUSINESS ASSOCIATE AGREEMENT This Business Associate Agreement ("BAA") is entered into by and between the County and the Contractor, referred to as "Business Associate", to set forth the terms and conditions under which protected health information ("PHI"), as defined by the Health Insurance Portability and Accountability Act of 1996, Public Law 104-191, Regulations enacted hereunder (HIPAA) , created or received by Business Associate on behalf of County may be used or disclosed. This BAA shall commence on the effective date outlined in Paragraph 3 of the Professional Services Agreement and the obligations herein shall continue in effect so long as Business Associate uses, discloses, creates or otherwise possesses or maintains any PHI created, or received, maintained or transmitted on behalf of County and until all PHI created, received, maintained or transmitted by Business Associate on behalf of County is destroyed or returned to County pursuant to Paragraph 16 herein. 1. The following terms, if and when used in this BAA, shall have the same meaning as those terms in the HIPAA Rules: Breach, Data Aggregation, 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. a. Business Associate. "Business Associate" shall generally have the same meaning as the term "business associate" at 45 CFR 160.103. b. Covered Entity. "Covered Entity" shall generally have the same meaning as the term "covered entity" at 45 CFR 160.103. c. HIPAA Rules. "HIPAA Rules" shall mean the Privacy, Security, Breach Notification, and Enforcement rules at 45 CFR Part 160 and Part 164. 2. County and Business Associate hereby agree that Business Associate shall be permitted to use and/or disclose PHI created, received, maintained or transmitted on behalf of County in accordance with this BAA. The permitted uses and disclosures, as may be outlined in a contract or Memorandum of Understanding, must be within the scope of, and necessary to achieve, the obligations and responsibilities of the Business Associate in performing on behalf of, or providing services to, County, or as Required by Law. Business Associate may not use or disclose PHI in a manner that would violate Subpart E of 45 CFR Part 164 if done by County except for the specific uses and disclosures set forth herein. 3. Business Associate acknowledges Business Associate is required by law to comply with the HIPAA Security Rule (45 CFR 164.302 through 164.318), the use and disclosure provisions of the HIPAA Privacy Rule and the Health Information Technology for Economic and Clinical Health Act (HITECH). To the extent Business Associate is to carry out one or more of County's obligations under Subpart E of 45 CFR Part 164, Business Associate hereby agrees to comply with the requirements of Subpart E that apply to County in the performance of such obligations. 17 4. Business Associate may use and disclose PHI created or received by Business Associate on behalf of County if necessary for the proper management and administration of Business Associate or to carry out Business Associate's legal responsibilities, provided that: a. Any disclosure is required by law; or b. Business Associate obtains reasonable assurances from the person to whom the PHI is disclosed that (i) the PHI will be held confidentially and used or further disclosed only as required by law or for the purpose for which it was disclosed to the person; and (ii) the Business Associate will be notified of any instances of which the person is aware in which the confidentiality of the information is breached. 5. Business Associate hereby agrees to maintain the security and privacy of all PHI in a manner consistent with state and federal laws and regulations, including HIPAA, HITECH, 42 CFR Pt. 2 if applicable, and all other applicable laws. 6. Business Associate shall ensure that any subcontractors that create, receive, maintain, or transmit PHI on behalf of the Business Associate agree to the same restrictions, conditions, and requirements that apply to the Business Associate with respect to such information. Business Associate shall not disclose PHI created or received by Business Associate on behalf of County to a person, including any agent or subcontractor of Business Associate but not including a member of Business Associate's own workforce, until such person agrees in writing to be bound by provisions not less restrictive than this BAA and applicable state or federal law. 7. Business Associate shall not disclose PHI to any member of its workforce unless Business Associate has advised such person of Business Associate's privacy and security obligations under this Agreement, including the consequences for violation of such obligations. Business Associate shall take appropriate disciplinary action against any member of its workforce who uses or discloses PHI in violations of this Agreement and applicable law, in addition to meeting its reporting obligations owed to County hereunder. 8. Business Associate represents and warrants that it will use and disclose PHI in accordance with the Privacy Rule's "minimum necessary" standards by taking reasonable steps to limit uses and disclosures to the minimum amount of PHI required in accomplishing the intended purpose and consistent with the County's minimum necessary policies and procedures. Business Associate agrees to use appropriate safeguards to prevent use or disclosure of PHI not permitted by this Agreement or applicable law. 9. Business Associate agrees to maintain a record of its disclosures of PHI, including disclosures not made for the purposes of this Agreement. Such record shall include the date of the disclosure, the name and, if known, the address of the recipient of the PHI, the name of the individual who is the subject of the PHI, a brief description of the PHI disclosed, and the purpose of the disclosure consistent with enabling County to meet its accounting of disclosure obligations under the HIPAA Rules. Business Associate shall make such record available to County within thirty (30) days of a request and shall 18 include disclosures made on or after the date which is six (6) years prior to the request. Business Associate shall not be required to maintain a record of disclosures of PHI made for the following purposes, unless such disclosures become mandatory for accounting of disclosure purposes under HIPAA: a. For the purpose of treatment, payment or health care operations (as those terms are defined under HIPAA); b. To an individual who is the subject of the PHI; and c. Pursuant to an Authorization which is valid under HIPAA. 10. Business Associate agrees to report to County any unauthorized use or disclosure of PHI by Business Associate or its workforce or subcontractors within ten (10) days and the remedial/mitigating action taken or proposed to be taken with respect to such use or disclosure and account for such disclosure. 11. In the event of a or Security Incident involving the County's PHI, Business Associate shall provide County a report including patient name, contact information, nature/cause of the breach, PHI breached and the date or period of time during which the breach occurred. Business Associate understands that such a report must be provided to County within ten (10) days from the date of the breach or the date the breach should have been known to have occurred, or as soon as possible upon discovery (not to exceed 10 days from the date of the breach/breach discovery). Business Associate is responsible for any actual and direct costs related to notification of individuals or next of kin (if the individual is deceased) of any successful Security Incident or Breach reported or caused by Business Associate to County. 12. Business Associates agrees to make its internal practices, books, and records relating to the use and disclosure of PHI received from County or created or received by Business Associate on behalf of County, available to the Secretary of the United States Department of Health and Human Services, for purposes of determining the County's and/or Business Associate's compliance with HIPAA. 13. Within ten (10) days of a written request by County, Business Associate shall allow a person who is the subject of PHI, such person's legal representative, or County to have access to and to copy such person's PHI maintained by Business Associate. Business Associate shall provide PHI in the format requested by such person, legal representative, or County unless it is not readily producible in such format, in which case it shall be produced in standard hard copy format. Business Associate shall forward any request for access to PHI by an individual to County promptly upon receipt thereof. 14. Business Associate agrees to amend, pursuant to a request by County, PHI maintained and created or received by Business Associate on behalf of County. Business Associate further agrees to complete such amendment within ten (10) days of a written request by County, and to make such amendment as directed by County. Business Associate shall forward any request for amendment by an individual to County promptly upon receipt thereof. 19 15. County shall notify Business Associate of any changes in, or revocation of, the permission by an individual to use or disclose his or her PHI, to the extent that such changes may affect Business Associate's use or disclosure of PHI. 16. In the event Business Associate fails to perform its obligations under this Agreement, County may, at its option: a. Require Business Associate to submit to a plan of compliance, including monitoring by County and reporting by Business Associate, as County, in its sole discretion, determines necessary to maintain compliance with this Agreement and applicable law. Such plan shall be incorporated into this Agreement by amendment hereto; b. Require Business Associate to mitigate any loss occasioned by the unauthorized disclosure or use of PHI; and c. Immediately discontinuing providing PHI to Business Associate with or without written notice to Business Associate. 17. County may immediately terminate this and related agreements if County determines that Business Associate has breached a material term of this Agreement. Alternatively, County may choose to: (i) provide Business Associate with ten (10) days written notice of the existence of an alleged material breach and (ii) afford Business Associate an opportunity to cure said alleged material breach to the satisfaction of County within ten (10) days of receipt of notice. Business Associate's failure to cure shall be grounds for immediate termination of this BAA. County's remedies under this BAA are cumulative and the exercise of any remedy shall not preclude the exercise of any other. 18. After termination or expiration of the Underlying Agreement for any reason, Business Associate with respect to PHI received created or maintained from or on behalf County, shall: (i) retain only that PHI which is necessary for Business Associate to continue its proper management and administration or to carry out its legal responsibilities; (ii) destroy (subject to the Underlying Agreement) the remaining PHI that the Business Associate still maintains in any form; and (iii) not use or disclose the PHI retained by Business Associate other than for the purposes for which such PHI was retained and subject to the same conditions set out in this BAA which applied before termination. If the destruction of the PHI is not feasible, in Business Associate's discretion, Business Associate shall notify County of the reasons destruction is not feasible and Business Associate shall continue to for as long as Business Associate retains the PHI. This section shall survive termination of this BAA. 19. Upon termination of this BAA for any reason, Business Associate, with respect to PHI received from County, or created, maintained, transmitted, or received by Business Associate on behalf of County, shall: a. Retain only that PHI which is necessary for Business Associate to continue its proper management and administration or to carry out its legal responsibilities. b. Return to County the remaining PHI that the Business Associate still maintains in any form or destroy said PHI. c. Continue to use appropriate safeguards and comply with Subpart C of 45 CFR part 164 with respect to electronic protected health information to prevent use 20 or disclosure of the PHI, other than as provided for in this Section, for as long as Business Associate retains the PHI. d. Not use or disclose the PHI retained by Business Associate other than for the purposes for which such PHI was retained and subject to the same conditions which applied prior to termination. e. Return to County or destroy the PHI retained by Business Associate when it is no longer needed by Business Associate for its proper management and administration or to carry out its legal responsibilities. The provisions of this section shall survive the BAA's termination. 20. The parties agree to amend this Agreement in order to maintain compliance with State or Federal law. County shall provide ten (10) days prior written notice to Business Associate of a need to amend the BAA and propose such amendments for Business Associate's consideration. Upon written agreement between the parties, such amendment shall be binding upon the parties. Either party may elect to terminate the BAA and any underlying service agreement(s) if an amendment is not able to be agreed upon within a reasonable timeframe from an amendment's commencement. All duties hereunder to maintain the security and privacy of PHI shall survive such termination. County and Business Associate may otherwise amend this Agreement by mutual written consent. 21. To the fullest extent permitted by law, each party (the "Indemnifying Party") shall indemnify the other party, and its officers, directors, employees and agents (collectively the "Indemnified Parties"), against any and all claims brought by or directly resulting from third parties, including reasonable attorneys' fees (the "Third Party Losses"), to the extent Third Party Losses are proximately caused by a breach of this BAA by the Indemnifying Party, each by the Indemnifying Party or its employees, directors, officers, subcontractors, and agents. The Indemnifying Party shall have the right to control the defense or settlement of such third -party claim, subject to the reasonable participation of, and approval by, the Indemnified Parties of any such settlement or defense strategy. The foregoing indemnification shall not apply to the extent such claims arise out of (i) the Indemnified Party's negligence or willful misconduct, or (ii) the negligence or willful misconduct of any subcontractor or agent other than Business Associate under the Indemnified Party's control. 21 SIGNATURE REQUESTED: Weld/Schaefer Enterprises, Inc CMA PSA 2026 Final Audit Report 2025-06-23 Created: 2025-06-18 By: Sara Adams (sadams@weld.gov) Status: Signed Transaction ID: CBJCHBCAABAA1gOawXnbMggmK13oOF0kNUSFIgh1EN_ "SIGNATURE REQUESTED: Weld/Schaefer Enterprises, Inc C MA PSA 2026" History ,5 Document created by Sara Adams (sadams@weld.gov) 2025-06-18 - 7:04:10 PM GMT- IP address: 204.133.39.9 0+ Document emailed to monique@schaeferenterprises.com for signature 2025-06-18 - 7:04:46 PM GMT n Email viewed by monique@schaeferenterprises.com 2025-06-23 - 2:21:29 PM GMT- IP address: 74.125.214.77 d® Signer monique@schaeferenterprises.com entered name at signing as Monique Sprinkle 2025-06-23 - 2:21:51 PM GMT- IP address: 174.231.80.165 de Document e -signed by Monique Sprinkle (monique@schaeferenterprises.com) Signature Date: 2025-06-23 - 2:21:53 PM GMT - Time Source: server- IP address: 174.231.80.165 d Agreement completed. 2025-06-23 - 2:21:53 PM GMT Powered by Adobe Acrobat Sign ACORN►® CERTIFICATE OF LIABILITY INSURANCE DATE(MMIDD/YYYY) 06/26/2025 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE 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 StateFarm Isaac Williams 2513 11th Avenue �j CD ® Greeley CO 806316927 CONTACT Isaac WilliaMS NAME: M.270. Ext): 970-351-8005 I (�, No): Ells isaac.wiiliams.e301@statefarm.com ADDRESS: INSURER(S) AFFORDING COVERAGE NAIC 0 INSURER A: State Farm Fire and Casualty Company 25143 INSURED SCHAEFER ENTERPRISES INC PO BOX 200009 EVANS CO 806200009 INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED 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. INSR LTR TYPE OF INSURANCE ADD SUB A% LII POLICY NUMBER POLICY EFF (MM/DD/YYYY) POLICY EXP 43%O%/YYYY) LIMITS A X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE X OCCUR N N 96-EF-0093-6 01/05/2025 01/05/2026 EACH OCCURRENCE $ 1,000,000 PREM SES Ea occurrence) $ 300,000 MED EXP (Anyone person) $ 5,000 PERSONAL. BADVINJURY $ 1,000,000 GEN%AGGREGATE LIMIT APPLIES PER: _ POLICY7 X LOC OTHER: GENERAL AGGREGATE $ 2,000,000 PRODUCTS - COMP/OP AGG $ 2,000,000 $ AUTOMOBILE LIABILITY _ ANY AUTO OWNED _ AUTOS ONLY HIRED AUTOS ONLY SCHEDULED AUTOS NON -OWNED AUTOS ONLY COMBINED SINGLE LIMIT (Ea accident) $ BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per accident) $ $ A X UMBRELLA LIAB EXCESSSUAB X OCCUR CLAIMS -MADE NIA 96-39-1842-8 11/05/2024 11/05/2025 EACH OCCURRENCE $ 1,000,000 AGGREGATE $ 1,000,000 DED 1 X I RETENTION $ 10,000 $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETIMPARTNERIEXECUTIVE Y / N OFFICER/MEMBER EXCLUDED? ❑ (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below N / A I STATUTE I I ERH $ E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ E.L. DISEASE - POLICY LIMIT $ DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more spa. is required) CERTIFICATE HOLDER CANCELLATION Additional Insured — Board of County Commissioners of Weld County and its Officers/Employees and State of Colorado Health Care Policy y and Financing . ' SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. Certificate Holder —Weld County 1150 O St Greeley, CO 80631 AUTHORIZED REPRESENTATIVE This form was system -generated on 06/26/2025 . I ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD 1001486 2005 155279 205 01-19-2023 CORD' CERTIFICATE OF LIABILITY INSURANCE DATE (MMIDOMrYY) 6/24/2025 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE 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 poticy((es) 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 certMcate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Pinnacol AssurancertnEto.: 7501 E. Lowry Blvd Denver, CO 80230 CONTACT NA I W,Na): E-M11L support@pinnacol.com ADOREss, NISUREMS) AFFORDING COVERAGE NAIL 0 INSURER A : Pinnacol Assurance 41190 .... Schaefer Enterprises, Inc. 500 26th St Greeley, Colorado 80631 INSURER B : INSURER C: INSURER D: MSURER E : INSURER F : • VV�GfV1VGV vr.....--.. - .----- --- '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. TVTYPE OF INSURANCE DO SUB POLICY NUMBER (I4F0INDD/YY1�Y1 IMMIDQ YYYYI VIP LIMOS COMMERCIALCOMMERCIAL GENERAL LIABILITY ❑ OCCUR EACH OCCURRENCE $ PREMISES TO DAMACLAIMS-MADE PREMISES (Ea occurrence) $ MED EXP (Arty are person) $ PERSONAL I:ADV mum, s GENERAL AGGREGATE $ GERI AGGREGATE LIMIT APPLIES PER: POLICY ❑ Er LOC OTHER: PRODUCTS - COMP/OP AGG $ AUTOMOBlE IJAeILTTY ANY AUTO - OWNED _ AUTOS ONLY MRm _ AUTOS ONLY SCHEDULED _ AUTOS NON OYVNED AUTOS ONLY (Ea amdeCOMBDnntl SLE INGLIMIT $ BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTYE $ $ UMBRELLA LIAR EXCESS LIMB OCCUR culls MADE EACH OCCURRENCE $ AGGREGATE $ $ DED I I RETENTION S A WORKERS COMPENSATION AND EMPLOYERS' LIABIIJTY Y IN ANYPROPRIETORIPARTAIERrIXECUTNE O EMREXCLUDED7 E le If s, deM M under DESCRIPTION OF OPERATIONS babe N/A N 1775472 10/01/2024 10/01/2025Mandeb, j .1102T..1 I ER E.L. EACH ACCIDENT $ 100,000 E.L. DISEASE - EA EMPLOYEE $ 100,000 E.L. DISEASE - POLICY LIMIT $ 500,000 OESCRIPTION OF OPERATIONS /LOCATIONS/ VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more apace Is required) Unless otherwise stated in the policy provisions, coverage in Colorado only. PASA a.cnhrrhvnhc nvGVGr. Board of County Commissioners of Weld County and its -------- ------ BEFORE Officers/Employees and State of Colorado HCPF SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 1150 O Street ACCORDANCE WITH THE POLCY PROVISIONS. Greeley, CO 80631 AUTHORIgD REPRESENTATIVE Pinnacol Assurance i- --- -- - ----- _--__. _.. ---------, ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD CERTIFICATE HOLDER COPY Board of County Commissioners of Weld County and its Officers/Employees and State of Colorado HCPF 1150 O Street Greeley, CO 80631 IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). 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). DISCLAIMER The Certificate of insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend, or alter the coverage afforded by the policies listed thereon. DESCRIPTION OF OPERATIONS/LOCATIONSNEHICLES/EXCLUSIONS ADDED BY ENDORSEMENT (CONT) 1775472 Contract Form Entity Information Entity Name* SCHAEFER ENTERPRISES INC Entity ID* @00001627 Contract Name* SCHAEFER ENTERPRISES INC - CASE MANAGEMENT AGENCY (CMA) PROFESSIONAL SERVICES AGREEMENT Contract Status CTB REVIEW Q New Entity? Contract ID 9624 Contract Lead* SADAMS Contract Lead Email sadams@weld.gov;cobbx xlk@weld.gov Parent Contract ID Requires Board Approval YES Department Project # Contract Description (CONSENT) SCHAEFER ENTERPRISES INC - CASE MANAGEMENT AGENCY (CMA) PROFESSIONAL SERVICES AGREEMENT. TERM: 07/01/2025 THROUGH 06/30/2025. Contract Description 2 Contract Type* Department AGREEMENT HUMAN SERVICES Amount* $0.00 Renewable* NO Automatic Renewal Grant IGA Department Email CM- HumanServices@weld.gov Department Head Email CM-Human5ervices- DeptHead@weld.gov County Attorney GENERAL COUNTY ATTORNEY EMAIL County Attorney Email CM- COUNTYATTORNEY@WEL D.GOV If this is a renewal enter previous Contract ID If this is part of a MSA enter MSA Contract ID Requested BOCC Agenda Due Date Date* 06/28/2025 07/02/2025 Will a work session with BOCC be required?* NO Does Contract require Purchasing Dept. to be included? Note: the Previous Contract Number and Master Services Agreement Number should be left blank if those contracts are not in OnBase Contract Dates Effective Date Termination Notice Period Contact Information Review Date* 04/30/2026 Committed Delivery Date Renewal Date Expiration Date* 06/30/2026 Contact Info Contact Name Contact Type Contact Email Contact Phone 1 Contact Phone 2 Purchasing Purchasing Approver Purchasing Approved Date CONSENT 06/27/2025 Approval Process Department Head JAMIE ULRICH DH Approved Date 06/27/2025 Final Approval BOCC Approved BOCC Signed Date BOCC Agenda Date 07/02/2025 Finance Approver CONSENT Legal Counsel CONSENT Finance Approved Date Legal Counsel Approved Date 06/27/2025 06/27/2025 Tyler Ref # AG 070225 Originator SADAMS Hello