HomeMy WebLinkAbout20231827.tiffRESOLUTION
RE: APPROVE ONLINE LICENSE AGREEMENT, ONLINE ORDER FORM, D
CUSTOMER SET-UP FORM FOR CHILD AND SCENT FUNCT A NAL
ASSESSMENT SCALE (CAFAS), AND AUTHOR CHAIR O-TEM TO -IGN -
MULTI -HEALTH SYSTEMS, INC.
WHEREAS, the Board of County Commissioners
Colorado statute and the Weld County Home Rule C
administering the affairs of Weld County, Colorado, and
WHEREAS, the Board has beer_ pr
Order Form, and Customer Set -Up Fo
Scale (CAFAS) between the County o
County Commissioners of Weld Count
Multi -Health Systems, Inc., with further
and forms, and
y, Colo -do, pursuant to
ted wi the authority of
n Online ense Agreement, Online
d Adole ent Functional Assessment
olorad• •y and through the Board of
ehalf e Dep ment of Human Services, and
s and co ditions •eing as stated in said agreement
WHEREAS, after review, the oard deems i advisable to approve said agreement and
forms, copies of which are ached he to and inc • porated herein by reference.
NOW, THER RE, E I RESO ' ED by the Board of County Commissioners of
Weld County, Color o, tha line Li nse Agreement, Online Order Form, and Customer
Set -Up Form for Chit nd dolesceFunctional Assessment Scale (CAFAS) between the
Count •f Weld, t olo do, by d through the Board of County Commissioners of Weld
Cou • •eha rtment Human Services, and Multi -Health Systems, Inc., be, and
here - : pp
OLVED by the Board that the Chair Pro-Tem be, and hereby is,
authorize. " • sai • ar - ment and forms.
2023-1827
HR0095
ONLINE LICENSE AGREEMENT, ONLINE ORDER FORM, AND CUSTOMER SET-UP FORM
FOR CHILD AND ADOLESCENT FUNCTIONAL ASSESSMENT SCALE (CAFAS) -
MULTI -HEALTH SYSTEMS, INC.
PAGE 2
The above and foregoing Resolution was, on motion duly made and seconded, adopted
by the following vote on the 28th day of June, A.D., 2023.
BOARD OF COUNTY COMMISSIONERS
WELD COUNTY, COLORADO
ATTEST: EXCUSED
Mike Freeman, Chair
Weld County Clerk to the Board
Perry L. Buck, Pro-Tem
BY:
Deputy Clerk to the Board
Scott K. James
APPROVED AS TO FORM:
Kevin D. Ross
County Attorney
Lori Saine
Date of signature:
2023-1827
HR0095
PRIVILEGED AND CONFIDENTIAL
(nvcithi-1R/'-t
end.,mvoltifriaz,t
'MEMORANDUM )"
;..DATE: June 5, 2023i�p �p2�.
TO: Board of County Commissi — ass- r�
FR: Jamie Ulrich, Director, Human Services Pr °
RE: Child and Adolescent Functional Assessment Scale
(CAFAS) User Agreement
Please review and indicate if you would like a work session prior to placing this item on the
Board's agenda.
Request Board Approval of the Department's Child and Adolescent Functional Assessment
Scale (CAFAS) User Agreement. The WCDHS Family Resource Division is requesting to use
the CAFAS assessment for assessing a youth's day-to-day functioning and for tracking changes
in functioning over time. This assessment is backed by over 20 years of research supporting its
validity and sensitivity to detecting change in behaviors. It is widely used to inform decisions
about type and intensity of treatment, level of care, placement, and need for referral. It is
designed for youth aged five (5) to nineteen (19). The CAFAS was designed for use by front-line
agents working in any capacity with children, and will be used by the Family Resource
Wraparound team.
The cost of using this assessment tool is $347.00 per 100 assessments and will be grant funded.
I do not recommend a Work Session. I recommend approval of the Customer Set-up Form, the
Online License Agreement, and the Online Order Form and authorize the Chair to sign.
Perry L. Buck, Pro-Tem
Mike Freeman, Chair
Scott K. James
Kevin D. Ross
Lori Saine
Approve Schedule
Recommendation Work Session
Other/Comments:
Pass -Around Memorandum; June 5, 2023 - CMS ID 7164 Page t
2023-1827
2
3.
AMHS
FAS Functional Assessment Systems
CAFAS I PECFAS• I IIPfl I CWL•
Parties; Entire Contract. This Online License Agreement ("Agreement") is between Mulu•Hcalth Systems,
inc., an Ontario company with offices at 3770 Victoria Park Avenue. Toronto, Ontario
M2H 3M6, Canada ("MHS") and the customer ("Customer") identified on the "MHS Customer
Order Form" ("Order Form"). The following documents comprise the entire contract between the
panics: (a) Online License Agreement; (b) Order Form; (c) Terms and Conditions Regarding Health
Insurance Portability and Accountability Act of 1996. located at www.mhs.com, and (d) system
requirements and description of Online features (including Online security features), functions.
specifications, and instructions for use, located at www.FASoutcomes.com ("System Requirements").
Purpose. MHS provides psychometric assessments scales and tools. This Agreement contains the terms
and conditions for Customer's access to the specific assessments (sometimes referred to as "measures")
and tools specified in the Order Form ("Online"). it also governs Customer's process for renewing the
Online license and for ordering professional services. such as Online training and system
integration.
Effective Date; Term.
3.1 Acceptance of Terms. This Agreement is effective upon receipt by MHS of this Agreement signed
by Customer. This Agreement is "signed" when MHS receives the Agreement bearing a signature
of Customer's authorized representative as follows: (a) origiaal copies by hand delivery, first
class mail, overnight courier: (b) receipt by facsimile of a copy of a signed Agreement, (c)
receipt of the foregoing as a scanned document delivered as an email attachment from Customer.
or (d) completion and submission of a "tillable form" at FASoutcomes.com.
3.2 Term; Renewal. The term of this Agreement shall be for one (1) year from the Effective Date.
unless renewed or terminated in accordance with this Agreement. Sixty (60) days prior to the
expiration of the then -current term, MHS shall invoice Customer for the Annual License Fee for
the upcoming term. Payment of such invoice shall constitute renewal of this Agreement and
entitle Customer to ongoing access to the Online.
4. Fees.
4.1 Fees. Customer shall pay MHS an Annual License Fee for the right to access and use the Online
and "Use Fees" for the specific measures licensed to Customer. Under this Agreement, a "Use"
is defined as Customer access to a licensed measure for a single individual. "Uses" arc purchased
in groups of at least 100 Uses. Customer may purchase additional Uses from MHS by written
request. including by email. Yearly Annual License Fees. Use Fees. support fees. and other
service fees arc posted to www.mhs.com. Fees are subject to change, provided that
Annual License Fees and Use Fees shall not be increased more often than once per calendar year.
Changes during the term of each year of the Agreement will be effective at the commencement
of the following renewal period. All fees stated arc in U.S. dollars.
4.2 Timing of Payment. The initial term of the license commences on the date MHS receives payment
of the Annual License Fee. MHS shall invoice Customer for the fees set forth on the initial Order
Form, for renewals, and for requests for professional services. Payment is due thirty (30) days
after the date of the invoice.
43 Late Fees: Attorneys' Fees. Customer agrees to pay a late fee of one and a half percent (13%) per
month on all amounts that arc overdue, and all MHS attorneys' fees and expenses relating to
efforts to secure payments that are overdue. Customer is responsible for payment of any sales
and/or use taxes arising out of its use of the Online.
4.4 Suspension of Account. MHS may suspend Customer's access to the Online due to nonpayment
of overdue amounts. MHS shall provide written notice, which may be transmitted by email. prior
to such suspension. Customer shall pay a reactivation fee, in addition to payment of overdue
amounts. late fees, and attorneys' fees (if any) prior to having as access to the Online restored.
43 Excluded Contracts and Services. The Annual License Fee and Use Fees do not include fees for
support. training, consultation, or other MHS services, such as Web Services.
5. License to Use the Online.
5.1 Authorization to Access Online. Upon the Effective Date, provided that MHS has received
payment in accordance with this Agreement, for the term of this Agreement MHS authorizes
Customer, including its employees, contractors, representatives, agents. and others acting under
its control, to use the Online. The license granted by this Agreement is nonexclusive,
nontransferable. and personal to Customer. It is subject to annual renewal. MHS reserves all
rights. including intellectual property rights, in the Online and related materials (such as
documentation, guides, scoring forms, training materials, and instructional materials).
Customer shall use commercially reasonable security measures to prevent unauthorized access
to and use of the Online.
5.2 Use of Scale Scores. MHS grants Customer a limited license to copy scale scores generated by Uses
of the licensed measure for inclusion: (a) in the clinical records of the individuals assessed by
Customer. (b) in Customer nonpublic business records, and (c) in presentations given by
Customer to other professionals. Other all uses of scale scores are expressly prohibited. All
records, reports, and presentation materials shall reference the appropriate measure, the score or
indicator used, and the registered trademark symbol. such as "CAFAS® Total Score."
5.2.1 Customer may not extract descriptors from the measures, such as "goals,"
"strengths," or specific items or questions from the Child and Adolescent
Functional Assessment Scale® ("CAFAS®"), Preschool and Early Childhood
Functional Assessment Scale® ("PECFAS®"), Caregiver Wish List® ("CWL®"),
and JIFF® - Juvenile Inventory For Functioning®.
5.2.2 Customer may not use the measures or any port on of the MHS measures (such as
items) to create other measures, tools. new versions, condensations. "mini"
versions, or other derivative works.
5.3.3 if Customer designs (or retains a third party to design) online or other
technology that accepts inputs of scale scores generated by the MHS Online and
extracted through the export tool or Web Services. such technology must display
the applicable MHS registered trademark and registered trademark symbol in
connection with such scores. For the avoidance of doubt, neither Customer nor
any third party online developer may substitute. in such technology. a different
name for the actual name of the MHS measure.
5.2.4 Any use not expressly authorized is reserved to MHS and no rights shall be implied.
5.3 License to Use Scale Scores. MHS grants Customer a limited license to copy scale scores generated
by Uses of the licensed measure for: (a) inclusion in the records of the individuals assessed by
Customer, (b) in Customer nonpublic business records, and (c) is presentations given by
Customer to other professionals. All reports and presentation materials shall reference MRS, the
appropriate measure, and the score or indicator used, such as "CAFAS® Total Score used by
permission from Multi -Health Systems."
53.1 Customer may not extract descriptors from the measures, such as "goals;"
"strengths," or specific items or questions from tie Child and Adolescent
Functional Assessment Scale® ("CAFAS®), Preschool and Early Childhood
Functional Assessment Scale® ("PECFAS®"), Caregiver Wish List® ("CWL®"). and
JIFF® - Juvenile Inventory For Functioning®. Customer may not use the measures
or any portion of the MHS measures (such as items) to create other measures, tools,
new versions. condensations. "mini" versions, or other derivative works. Any use
not expressly authorized is reserved to MHS and no rights shall be implied.
6 Limited Warranties; Exclusion of Certain Warranties.
6.1 Limited Warranty. During the term of the Agreement, MHS warrants that the Online will
materially perform in accordance with the System Requirements. MHS does not warrant that
the functions contained in the Online will meet Customer's specific needs, professional
INITIAL HERE
7
ONLINE LICENSE
AGREEMENT
requirements (unless expressly stated in the documentation), be error -free, or operate without
interruption. The Online is hosted on a computer system that will subject to maintenance.
repair, and upgrading; the Online will be temporarily inaccessible during such times.
6.2 Use by Trained Individuals. The Online is designed for use by trained professionals and others
qualified to administer the measures. The Online is not an expert system and is not a
substitute for professional judgment. Customer is solely responsible for its use of the Online.
administration of measures, analysis and interpretation of output, provision of services to
individuals, and compliance with laws applicable to Customer's services.
6.3 Waiver of Other Warranties. THESE LIMITED WARRANTIES ARE iN LIEU OF, AND
CUSTOMER HEREBY WAIVES. ALL OTHER WARRANTIES, EXPRESS OR IMPLIED,
INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY OR
FITNESS FOR A PARTICULAR PURPOSE.
Limitations of Liability for Damages.
Exclusion of Certain Damages: Limits on Direct Damages. REGARDLESS OF THE FORM OF
ACTION OR THEORY OF RECOVERY. IN NO EVENT SHALL MHS BE LIABLE TO
CUSTOMER IN CONNECTION WITH THIS AGREEMENT. INCLUDING USE OF THE
ONLINE. FOR:
(a) ANY INDIRECT. SPECIAL, EXEMPLARY, CONSEQUENTIAL. INCIDENTAL
OR PUNITIVE DAMAGES, EVEN IF MHS iS AWARE OF THE POSSIBILITY OF
SUCH DAMAGES:
(b) LOST PROFITS, LOST REVENUE, LOST BUSINESS EXPECTANCY, BUSINESS
INTERRUPTION LOSSES, OR LOSS OF DATA; AND/OR
(c) DIRECT DAMAGES IN AN AMOUNT iN EXCESS OF THE ANNUAL
LICENSE FEE AND USE FEES PAID BY CUSTOMER IN THE YEAR
PRECEDING THE EVENT GIVING RISE TO THE CLAIM OF DAMAGE.
7.2 Acknowledgement of Allocation. The provisions of this Section allocate the risks under this
Agreement between MRS and Customer. and this allocation is reflected in the Fees.
8 Data Ownership. All data generated by Customer in connection with Customer's use of the Online
is and shall remain exclusively Customer's property. Customer is also responsible for ensuring that
it maintains current and complete records and data generated via use of the Online. Customer
acknowledges that MHS has no duty to maintain Customer data or other business records. Customer
agrees that MHS may use nonconfidential data and data that do not disclose the identity of any indi-
vidual for its business purposes. such as system security. testing. and accuracy: and research on and
improvement to the assessment scales and tools.
Health Insurance Portability and Accountability Act of 1996 ("HIPAA"). MHS treats protected health
information as set forth in the document entitled "MHS and Health Insurance Portability and
Accountability Act of 1996." posted to www.mhs.com. Those terms may be updated from time
to time in accordance with applicable law. Customer is responsible for compliance with HIPAA and
any other state and federal laws applicable to Customer regarding privacy.
10. Termination of License and Agreement.
10.1 For Breach. Either party may terminate this Agreement in the event of the breach of a material
obligation that is not cured within thirty (30) days after receipt of written notice.
10.2 Obligations upon Termination. Upon expiration. termination, or non -renewal of this Agreement.
Customer shall pay all amounts then due to MHS and immediately cease all use of the Online.
103 Survival. All Sections of this Agreement related to ownership. privacy. confidentiality.
limitations of liability. and any other subject that would, by its nature, be deemed to survive
termination of this Agreement, will survive the termination or expiration of this Agreement.
11. Governing Law; Exclusive Forum for Dispute Resolution; Personal Jurisdiction. In order to ensure
consistency in interpretation, this Agreement shall be governed by the laws of the Province of Ontario
and the federal laws of Canada. Any action brought by either party related to this
Agreement shall be initiated and maintained in the Province of Ontario. The parties expressly submit to the
exclusive personal jurisdiction and venue of these courts.
12. Severability. If any provision of this Agreement is held by a court of competent jurisdiction to be
invalid or unenforceable, such provision will be deemed modified so as to make it valid in a manner
consistent with the intent of the panics expressed in that section.
13. Assignability. Customer may not assign any rights or delegate duties under this Agreement without
the prior, express. written consent of MHS, which may be granted or withheld at MHS' sole discretion.
Any attempted assignment without such consent shall be void.
14. Integration. This Agreement includes the documents referenced in Section I and constitutes the entire
understanding of the parties with respect to the Online. It replaces. supersedes and merges all prior
written and oral communications, representations, promises or understandings. This Agreement may
be amended or supplemented only by a writing signed on behalf of both parties.
15. No Waiver. Any waiver of a provision of this Agreement or of a party's right or remedy under this
Agreement must be in writing and signed by the party to be effective. Failure or delay by a party to
enforce its rights or remedies under this Agreement at any time will not be deemed a waiver and will
not affect the validity of this Agreement or prejudice such party's right to take subsequent actions.
16 Attorneys' Fees. The prevailing party in any such action will be entitled to recover reasonable
attorneys' fees and the costs incurred in connection with such action.
17 Force Majeure. It shall not be a material breach of this Agreement. and neither party shall be liable to
the other, if prevented from performing its duties or responsibilities under this Agreement by reason
of any fire or other casualty. acts of God, earthquake. floods, explosions. interrupted power supply.
sabotage, war, riots, acts of terrorism; inability to procure or a general shortage of labor, equipment,
facilities, materials or supplies in the open market: strikes, court orders, laws, regulations, or orders
of government or military authorities: or any other cause not within the control of such party whose
performance is delayed.
Notices. All notices shall be in writing and shall be addressed to the parties at their respective
addresses or to such other address as a party may designate. Notices arc effective upon receipt. Notice
may be given by email, fax, hand delivery, certified mail (return receipt requested). or overnight courier.
9.
18.
ceo QZ / O2_ 7
FA S Functional Assessment Systems
CAFAS• I PECFAS• I JIFF* ! CWt.x
ONLINE ORDER FORM
Phone: 1-800-456-3003 or +1-416-492-2627 Fax: 1-888-540-4484 or +1-416-492-3343 Email: customerservice@mhs.com
Fee
(US)
QTY(#)
Total
Item (#)
Items Available
for purchase:
Required
Services:
FASoutcomes
($425.00
Online
per agency.
Annual
Contact
MHS
Maintenance
if you
Fee
have questions.)
-
FASWMF
X454
t
$454
Assessments: please
choose
the
measure(s) you wish to purchase
• Child
and Adolescent
Per 100 Assessments
Functional
Assessment Scale®
(CAFAS®)
CAF121
$347
I
1
'""
$347
-"'..-�
"
r:
$347
• Caregiver Wish List® (CWL`®)
Per 100 Assessments
3
1
CWL100
=
i
$347
_
{
• JIFF Interviewer®
Per 100 Assessments I JIF100
$652
i
1
1
I
1
t
I
I
i_
Optional
Integration
via Web
Services:
Our online
contact
us
platform
at
support@mhs.com
can communicate
for
with
more
your
information
central
information system — 1
{
M _..._....._._.._ __.�....__
$
....__...___.___.__..._..._...._............
_ _._ ___._._ _._
.._....-..._w 4--.
Total
I $1.148
Payment. Please make checks payable to: Multi -Health Systems, Inc. Please mail checks to: Multi -Health Systems, Inc., P.O. Box 950,
North Tonawanda, NY, 14120-0950. All prices in U.S. dollars (USD).
Effective Date. This Agreement is effective on the date last signed below.
Commencement Date of Annual Maintenance. If the commencement of the date of the annual maintenance is
different than the Effective Dates:
The undersigned Customer (1) accepts and agrees to be bound by the MHS "Online License Agreement," (2)
agrees that the online measures licensed to Customer, the additional services (if any) purchased by
Customer, and the fees owed to VHS, are accurately set forth, above.
AGRFFD AND ACCEPTED:
Multi -Health Systems, Inc.
Signature
Printed Name
Title
Weld County Government
ignature of A/ horized Contract. Representative
Perry L. luck
Printed Name Pro-Tem, Board of
Weld County Commissioners
Title
JUN 2 8 2023
Date Date
o2oa3-/n7
Multi -Health Systems, Inc. (MHS) • P.O. Box 950 • North Tonawanda, NY, 14120-0950 • Tel. 1-800-456-3003 or +1-416-492-2627 • Fax 1-888-540-4484 or +1-416-492-3343 I mhs.com
1
MHS
Beyond Assessments
t
FAS Functional Assessment Systems
CAFASe I PECFASe I JIFF® I CWL
Customer Set-up Form for Multi -Health Systems, Inc.
Multi -Health Systems, Inc (MHS) • P.O. Box 950 • North Tonawanda, NY, 14120-0950
Tel. 1-800-456-3003 or +1-416-492-2627 • Fax 1-888-540-4484 or +1-416-492-3343 • mhs.com
Please Fax (an above number) or Email (customerservice@mhs.com) all Pages of this Document to MHS
Online Set -Up Contact (This person will set up your organization and create users - i.e., Clinical Director or Manager)
Name: Rachel Wisdom
Email: wisdomre@weld.gov
Title: Wraparound Supervisor, Family Resource Division
Phone: 970-400-6765
Liaison (The "go to" person at the agency who is responsible for their account with MHS)
Same as Information Above'? ® Yes ❑ No
Name: Title:
Email: Phone:
X
Name: Julie Witkowski
Email: witkowjx@we
d_gov
Any other important contacts? (Required)
Title: Division Head, Fami
Phone: 970-400-6777
y Resource Div
sion
Agency: Weld County Department
Organization Information
of Human Services
Address: th Ave Blcin A
City: Greeley
;3.1611
State: CO Zip: 80632
Country:
USA
Phone: 970-352-1551
Fax:
Authorized Contract Representative:
l esley
Cnhh
Title: Contract Management and Compliance Supervisor
Phone: 970-400-6512 Email: hs-contractmanagement@co.weld.co.us
Purchasing/Billing
Name: Tammy Maurer
Information
Title:
Fiscal
Division
Head
Human
Services
Email: maurertk@weld.gov Phone: 970-400-6533
Agency: Weld County Department of
Same as Organization Information? ❑ Ye. ❑ No
Human Services
Address: 315 N. 11th Ave., Bldg A
City: Gr . _l .v State: CO Zip: 66632
Country: USA
Phone: 970-352-1551 Fax:
Tax Information
State Sales Tax Exemption Status:
If Exempt, please fax or email a copy of your
® Exempt ❑
State Sales and
Non -Exempt
Use Tax Certificate of Exemption
For CAFASJ/PECFAS® Users Only
Name of Reliability Trainer:
Title: Email:
Phone: Fax:
o2oa,5- isa7
Contract Form
New Contract Request
Entity information'
Entity Name.
MULTI HEALTH SYSTEMS INC
Entity ID
W00047293
Contract Name.
MULTI HEALTH SYSTEMS INC (CHILD AND ADOLESCENT
FUNCTIONAL ASSESSMENT (CAFAS) LICENSE AGREEMENT)
Contract Status
CTB REVIEW
❑ New Entity?
Contract ID
7164
Contract Lead
COBBXXLK
Contract Lead Email
cobbxxlk, co.weld.co.us
Parent Contract ID
Requires Board Approval
YES
Department Project #
Contract Description
NEW LICENSE AGREEMENT FOR THE CHILD AND ADOLESCENT FUNCTIONAL ASSESSMENT (CAFAS) TO BE USED BY THE FAMILY
RESOURCE UNIT. COST IS $347.00 PER 100 ASSESSEMENTS AND WILL BE GRANT FUNDED.
Contract Description 2
PA ROUTING THROUGH NORMAL APPROVAL PROCESS. ETA TO CTB 6, 23,, 23.
Contract Type
AGREEMENT
Amount
$0.00
Renewable.
NO
Automatic Renewal
Grant
IGA
Department
HUMAN SERVICES
Department Email
CM-
HumanServicesWweldgov.co
Department Head Email
CM-HumanServices-
DeptHeadWs'eldgay.com
County Attorney
GENERAL COUNTY
ATTORNEY EMAIL
County Attorney Email
CM-
COU NTYATTORN EY@WELDG
OV.COM
if this is a renewal enter previous Contract ID
If this is part of a NSA enter NSA Contract ID
Requested BOCC Agenda
Date
06,28.,2023
Due Date
06/24/2023
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
Cont Dates
Effective Date
Review Date.
04/30/2024
Renewal Date
Termination Notice Period
Contact Information
Contact Info
Contact Name
Purchasing.
Purchasing Approver
Approval
Process
Department Head
JAMIE ULRICH
DH Approved Date
06/2312023
Final Approval
BOCC Approved
BOCC Signed Date
BOCC Agenda Date
0612812023
Originator
COBBXXLK
Contact Type
Committed Deliven/ Date
Contact Email
Finance Approver
CHERYL PATTELLI
Expiration Date'"
06/28/2024
Contact Phone I
Purchasing Approved Date
Finance Approved Date
06/26,/'2023
Tyler Ref #
AG 062823
Legal Counsel
BYRON HOWELL
Contact Phone 2
Legal Counsel Approved Date
06='26/202.3
Hello