HomeMy WebLinkAbout20192336.tiffCo n+va c-- I O 594
PRIVILEGED AND CONFIDENTIAL
MEMORANDUM
DATE: June 6, 2022
TO: Board of County Commissioners — Pass -Around
FR: Jamie Ulrich, Director, Human Services
RE: Fiscal Year 2022-23 Area Agency on Aging Older
Americans Act Primary Provider Agreement
Amendments
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 Fiscal Year 2022-23 Area Agency on Aging Older
Americans Act Agreement Amendments. The Weld County Area Agency on Aging (AAA) receives
funding annually from the Colorado Department of Human Services (CDHS), State Unit on Aging (SUA), in order
to provide Older Americans Act (OAA) and like services to Weld County seniors. In 2020, due to COVID- 19, the
SUA provided the AAA with a two -month holdover resulting in amendments being issued which extended current
agreements through August 31, 2020. Since then, the agreements have been amended, most recently extending the
term dates through June 30, 2022. The Weld County AAA is issuing new amendments to extend the agreements
through June 30, 2023 and to make the following revisions:
0
Provider
Service Description
Revisions
Senior Resource Services,
Transportation
• Not to exceed $113,000.00 at
DBA 60+ Ride
Services
a rate of $18.50 per unit for
(Tyler ID# 2019-2260)
transportation.
• 6108 Units.
Catholic Charities and
Outreach
• $39.00/Hour not to exceed
Community Services of
$54,600.00.
Archdiocese of Denver Weld
• 1400 Units, 350 clients with
Regional Office
a goal of reaching 150 rural
(Tyler I.D# 2019-2186)
and 150 minority seniors.
Case Management
• $50.00/Hour not to exceed
Services
$135,000.00.
• 2700 Units, 300 clients with
a goal of reaching 50 rural
and 125 minority seniors.
Colorado Legal Services
Legal Services
• $100.00/Hour not to exceed
(Tyler ID# 2019-2336)
$90,000.00.
• 900 units with goal of
reaching 40 rural and 40
minority seniors.
Pass -Around Memorandum; June 7, 2022 — CMS ID�u)
G2Y1 OQ&
LD/I5/ZZ
Page 1
2011-233(0
PRIVILEGED AND CONFIDENTIAL
North Range Behavioral
Health
(Tyler ID# 2019-2571)
Peer Counseling
Services
• $31.68/Unit.
• Decrease units to 4153.
Commission Now LLC DBA
Transportation
• Changes to the chart in
The Greeley Gopher
Services
Appendix A, B and C within
(Tyler ID# 2019-2623)
the contract showing which
site is served each day,
adding evening meals, and
adding a differential mileage
rate of $10.00 for evening
.
meal_delivery.
Meals on Wheels
Home Delivered
• $10.41/Unit
(Tyler ID# 2019-2570)
Meals
I do not recommend a Work Session. I recommend approval of these Amendments and authorize the
Chair to sign.
Annrove Schedule
Recommendation Work Session Other/Comments:
Perry L. Buck ________.
Mike Freeman, Pro -Tern
Scott K. James, Chair
Steve Moreno
Lori Saine
Pass -Around Memorandum; June 7, 2022 - CMS ID (Various) Page 2
AGREEMENT AMENDMENT BETWEEN
THE WELD COUNTY DEPARTMENT OF HUMAN SERVICES
AND COLORADO LEGAL SERVICES
This Agreement Amendment, made and entered into 1 .) day of 2022 by and
between the Board of Weld County Commissioners, on behalf
—olf-the Weld County Department of Human
Services, hereinafter referred to as the "Department", and Colorado Legal Services, hereinafter referred to as the
"Contractor".
WHEREAS the parties entered into an Agreement for Legal Services, (the "Original Agreement")
identified by the Weld County Clerk to the Board of County Commissioners as document No. 2019-2336,
approved on June 19, 2019.
WHEREAS the parties hereby agree to amend the term of the Original Agreement in accordance with
the terms of the Original Agreement and any previously adopted amendment, which is incorporated by reference
herein, as well as the terms provided herein.
NOW THEREFORE, in consideration of the premises, the parties hereto covenant and agree as follows:
• The Original Agreement was set to end on June 30. 2020.
• The Original Agreement was amended on:
• June 15, 2020 to extend the term date through August 31, 2020 and update the unit rate
and maximum reimbursement.
• August 19, 2020 to extend the term date through June 30, 2021 and to update the unit
rate, maximum reimbursement, and number of units.
• May 10, 2021 to extend the term date through June 30, 2022, update the unit rate,
maximum reimbursement, and number of units and add insurance and indemnification
language.
• April 4, 2022 to update maximum reimbursement and hourly rate.
• The Amendments are identified by the Weld County Clerk to the Board of County
Commissioners as document number 2019-2336.
These Amendments, together with the Original Agreement, constitutes the entire understanding
between the parties. The following additional changes are hereby made to the current Agreement
effective July 1, 2022:
1. Paragraph 11, is hereby by amended as follows:
The term of this Agreement begins upon the date of the execution of this Agreement by the
County and shall continue through June 30, 2023. Both of the parties to this Agreement
understand and agree that the laws of the State of Colorado prohibit County from entering in
Agreements which bind County for periods longer than one year. Therefore, within the thirty
(30) days preceding the anniversary of this Agreement, County shall notify Contractor if it
wishes to renew this contract.
• All other terms and conditions of the Original Agreement remain unchanged.
X0/9- 0233'
IN WITNESS WHEREOF, the parties hereto have duly executed the Agreement as of the day, month, and
year first above written.
COUNTY:
BOA OF COUNTY COMMISSIONERS
Weld C ntty Jerk to the Board WE COUNTY, COLORADO
By: !! /�
Deputy Clerk t he B. Sco K. James, Chair
JUN 1 5 2022
Colorado Legal Services
1905 North Sherman Street, Suite 400
Denver, Colorado 80203
rn?tha17 0 4fhe-
By:
Jonathan D. Asher (Jun 5, 2022 09:20 MDT)
Jonathan D. Asher, Executive Director
Date: Jun 5, 2022
New Contract Request
Entity _ Information
EntityName' Entity ID* ❑ New Entity?
COLORADO LEGAL SERVICES @00028264
Contract Name * Contract ID Parent Contract ID
COLORADO LEGAL SERVICES (AMENDMENT - LEGAL 5964 20192336
SERVICES)
Contract Lead Requires Board Approval
Contract Status COBBXXLK YES
CTB REVIEW
Contract Lead Email Department Project #
cobbxxl k@co.wel d. co. u s
Contract Description *
CONSENT - AMENDMENT TO UPDATE REIMBURSEMENT RATE, LANGAUGE AND TERM THROUGH JUNE 30 2023
Contract Description 2
PA ROUTING THROUGH NORMAL APPROVAL PROCESS, ETA TO CTB 06/9/22.
Contract Type
Department
Requested BOCC Agenda Due Date
AMENDMENT
HUMAN SERVICES
Date* 0612512022
06/29/2022
Amount*
Department Email
$0.00
CSI-
Will a work session with BOCC be required?*
HumaiServicest@weldgov.co
NO
Renewable
rn
NO
Does Contract require Purchasing Dept_ to be included?
Department Bead Email
Automatic Kett
CM -Human Services-
DetHead eldgov.com
Grant
County Attorney
GENERAL COUNTY
IGA
ATTORNEY EMAIL
County Attorney Email
CM-
COUNTYATTORNEY@WELDG
OV.CCM
If this is a renewal enter previous Contract ID
Note: the Previous Contract Number and Master Services Agreement Number should be left blank if those contracts are not in
On Base
Contract Dates
Effective Date Review Date * Renewal Date
04x'2&2023
Termination Notice Period Committed Delivery Date Expiration Date
06:30; 2023
Contact Information
Contact Info
Contact Name
Purchasing
Purchasing Approver
CONSENT
Approval Process
Department Head
JAMIE ULRICH
DH Approved Date
06109/2022
Final Approval
BOCC Approved
BOCC Signed Date
BOCC Agenda Date
06 r' 15 2022
Originator
COBBXXLK
Contact Type
Contact Email
Contact Phone I Contact Phone 2
Purchasing Approved Date
06 i' 092022
Finance Approver
CONSENT
Finance Approved Date
06x09, 2022
Tyler Ref I
AG 061522
Legal Counsel
CONSENT
Legal Counsel Approved Date
0609.2022
PRIVILEGED AND CONFIDENTIAL
MEMORANDUM
DATE: March 29, 2022
TO: Board of County Commissioners — Pass -Around
FR: Jamie Ulrich, Director, Human Services
RE: Colorado Legal Services Older Americans Act
Agreement Amendment #4
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 Colorado Legal Services Older Americans
Act Agreement Amendment #4. The Weld County Area Agency on Aging (AAA) receives
funding annually from the Colorado Department of Human Services (CDHS), State Unit on
Aging (SUA), in order to provide Older Americans Act (OAA) and like services to Weld County
seniors. To ensure OAA clients continue to receive services, CDHS is providing an additional
$20,000.00 to the Department for a total of $90,000.00 in funding. The term date for this
funding is March 1, 2022, until June 30, 2022.
I do not recommend a Work Session. I recommend approval of this Amendment and authorize
the Chair to sign.
Approve Schedule
Recommendation Work Session
Perry L. Buck
Mike Freeman, Pro -Tern F
Scott K. James, Chair
Steve Moreno .c[ P/1 -
Lori Saine
Other/Comments:
Pass -Around Memorandum; March 29, 2022 - CMS ID 5692 Page I
C
Co or-mo
oA/oLtIZ2
From:
Sent:
To:
Subject:
Lori Saine
Weld County Commissioner, District 3
1150 O Street
PO Box 758
Greeley CO 80632
Phone: 970-400-4205
Fax: 970-336-7233
Email: Isaine@wetdgov.com
Website: www.co.weld.co.us
In God We Trust
Lori Saine
Tuesday, March 29, 2O22 11:41 AM
Karla Ford
RE: Please Reply - PA FOR ROUTING: AAA Colorado Legal Services Amend #4 (CMS
5692)
Confidentiality Notice: This electronic transmission and any attached documents or other writings are intended only for
the person or entity to which it is addressed and may contain information that is privileged, confidential or otherwise
protected from disclosure. If you have received this communication in error, please immediately notify sender by return
e-mail and destroy the communication. Any disclosure, copying, distribution or the taking of any action concerning the
contents of this communication or any attachments by anyone other than the named recipient is strictly prohibited.
From: Karla Ford <kford@weldgov.com>
Sent: Tuesday, March 29, 2022 11:02 AM
To: Lori Saine <Isaine@weldgov.com>
Subject: Please Reply - PA FOR ROUTING:
Importance: High
AAA Colorado Legal Services Amend #4 (CMS 5692)
Please advise if you approve recommendation. Thank you.
Karla Ford
Executive Assistant & Office Manager,
1150 O Street, P.O. Box 758, Greeley,
970.336-7204 :: kfor weldoov.con
**Please note my working hours are
Board of Weld County Commissioners
Colorado 80632
i :: www.weldgov.com ::
Monday -Thursday 7:00a.m.-5:00p.m.**
1
s AGREEMENT AMENDMENT BETWEEN
THE WELD COUNTY DEPARTMENT OF HUMAN SERVICES
AND COLORADO LEGAL SERVICES
This Agreement Amendment, made and entered into 'TT day of V 1 I 2022 by and
between the Board of Weld County Commissioners, on behalf of the Weld County Department of Human
Services, hereinafter referred to as the "Department", and Colorado Legal Services, hereinafter referred to as the
"Contractor".
WHEREAS the parties entered into an Agreement for Legal Services, (the "Original Agreement")
identified by the Weld County Clerk to the Board of County Commissioners as document No. 2019-2336,
approved on June 19, 2019.
WHEREAS the parties hereby agree to amend the term of the Original Agreement in accordance with
the terms of the Original Agreement and any previously adopted amendment, which is incorporated by reference
herein, as well as the terms provided herein.
NOW THEREFORE, in consideration of the premises, the parties hereto covenant and agree as follows:
• The Original Agreement was set to end on June 30, 2020.
• The Original Agreement was amended on:
• June 15, 2020 to extend the term date through August 31, 2020 and update the unit rate
and maximum reimbursement.
• August 19, 2020 to extend the term date through June 30, 2021 and to update the unit
rate, maximum reimbursement, and number of units.
• May 10, 2021 to extend the term date through June 30, 2022, update the unit rate,
maximum reimbursement, and number of units and add insurance and indemnification
language.
• The Amendments are identified by the Weld County Clerk to the Board of County
Commissioners as document number 2019-2336.
These Amendments, together with the Original Agreement, constitutes the entire understanding
between the parties. The following additional changes are hereby made to the current Agreement
effective March 15, 2022:
1. Paragraph 1, is hereby by amended as follows:
The AAA hereby agrees to award grant monies in the sum of $90,000.00.
2. Paragraph 2, is hereby amended as follows:
The AAA agrees to reimburse Contractor for all eligible project costs up to, but not exceeding,
the sum of $90,000.00 at an hourly rate of $100.00.
• All other terms and conditions of the Original Agreement remain unchanged.
IN WITNESS WHEREOF, the parties hereto have duly executed the Agreement as of the day, month, and
year first above writen.
ATTEST: V• ��
Weld C&iiv Clerk to the Board
COUNTY COMMISSIONERS
NTY, COLORADO
K. James, Chair
APR 042022
Colorado Legal Services
1905 North Sherman Street, Suite 400
Denver, Colorado 80203
By: Jonathan D. Asher (Mer22, 2022 15:55 MDT)
Jonathan D. Asher, Executive Director
Date: Mar22,2022
c,2019- aj 3
New Contract Request
Entity Information
Entity Name Entity ID* ❑ New Entity?
COLORADO LEGAL SERVICES g0002s264
Contract Name * Contract ID Parent Contract ID
COLORADO LEGAL SERVICES (AMENDMENT - LEGAL 5692 20192336
SERVICES)
Contract Lead Requires Board Approval
Contract Status COBBXXLK YES
CTB REVIEW
Contract Lead Email Department Project
cobbxxIkco.weld.co.us
Contract Descriptions
AMENDMENT#4 OF EXISTING AGREEMENT TO UPDATE REIMBURSEMENT RATE, ORIGINAL TERM REMAINS THE SAME.
Contract Description 2
PA ROUTING THROUGH NORMAL APPROVAL PROCESS. ETA TO CTB 03,k`31 `22.
Contract Type * Department Requested aocc Agenda Due Date
AMENDMENT HUMAN SERVICES Date* 04,102:`2022
04/06}2022
Amount*
Department Email
S90,800.00
CM-
HumanServices ,vveIdgov.co
Renewable *
m
NO
Department Head Email
Automatic Renewal
CM-HurnanServices-
Dept.H ead morel dg oar, com
Grant
County Attorney
GENERAL COUNTY
IGA
ATTORNEY EMAIL
County Attorney Email
CM-
COU N:TYA.TTORN EYle'ELDG
O.V.COM
If this is a renewal enter previous Contract ID
if this is part of a MSA enter MSA Contract ID
Will a work session with BOCC be required?*
NO
Does Contract require Purchasing Dept. to be included?
Note: the Previous Contract Number and Master Services Agreement Number should be left blank if those contracts are not in
OnBase
Contract Dates
Effective Date Review Date* Renewal Date
04,'29/'2022
Termination Notice Period Committed l elivExpiration Date*
06 30,2022
Contact Information
Contact Info
Contact Name Contact Type Contact Email Contact Phone 1 Contact Phone 2
Purchasing
Purchasing Approver Purchasing Approved. Date
CONSENT 03,'23, `2022
Approval Process
Department Head Finance Approver Legal Counsel
JAMIE ULRICH CONSENT CONSENT
DH Approved Date Finance Approved Date
0323/2022 0►3r''23 `2022
Final Approval
BOCC Approved Tyler Ref
AG040422
ofI ITT
BOCC Agenda Date
04,/'04//2022
Originator
CO BXXLK
Legal Counsel Approved Date
03 ,'"2 3 ,t' 2022
PRIVILEGED AND CONFIDENTIAL
MEMORANDUM
DATE: April27, 2021
Qrt+rote+ LD #�-i75'i
TO: Board of County Commissioners — Pass -Around
FR: Jamie Ulrich, Director, Human Services
RE: Fiscal Year 2021-22 Older Americans Act Agreement
Amendments with Area Agency on Aging
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 Fiscal Year 2021-22 Older Americans Act
Agreement Amendments with Area Agency on Aging. The Weld County Area Agency on Aging
(AAA) receives funding annually from the Colorado Department of Human Services (CDHS), State Unit
on Aging (SUA), in order to provide Older Americans Act (OAA) and like services to Weld County
seniors. In 2020, due to COVID- 19, the SUA provided the AAA with a two -month holdover resulting in
amendments being issued which extended current contracts through August 31, 2020. The agreements
were later amended again in 2020, extending the contracts through June 30, 2021. The Weld County
AAA is now issuing amendments extending the contracts through June 30, 2022. Additionally, these
amendments update maximum reimbursements for the new term, and language in the contracts as
requested by the State or as the result of identified needs. These amendments will be for the period July 1,
2021 through June 30, 2022.
The amendment language was reviewed and approved by Legal (G. Kalousek).
Provider
Service Description
Rate
(Maximum for Term, If
Applicable)
Senior Resource Services,
Transportation
$17.95/Unit
DBA 60+ Ride
Services
($110,000.00.00)
(CONSENT: 2019-2260)
Catholic Charities and
Outreach
$36.00/Hour
Community Services of
($30,000.00)
Archdiocese of Denver Weld
Case Management
Regional Office
Services
$44.00/Hour
(CONSENT: 2019-2186)
($145,000.00)
Colorado Legal Services
Legal Services
$100.00/Hour
(CONSENT: 2019.233)___
($70,000.00)
North Range Behavioral
Peer Counseling
$25. 4/Unit
Health
Services
($131,594.00)
CONSENT: 2019-2571)
Pass -Around Memorandum; April 27, 2021 - CMS Various
� � : 16
PRIVILEGED AND CONFIDENTIAL
Commission Now LLC DBA
Transportation
$9,006.00/Month
The Greeley Gopher
Services
Plus allowable additional
(CONSENT: 2019-2623)
charges approved by AAA.
Meals on Wheels
Home Delivered
$9.15/Unit ($328,333.00)
(CONSENT: 2019-2570)
Meals
I do not recommend a Work Session. I recommend approval of these Amendments and authorize
the Chair to sign.
Approve Schedule
Recommendation Work Session Other/Comments:
Perry L. Buck
Mike Freeman
Scott K. James, Pro -Tern
Steve Moreno, Chair
Lori Saine
Pass -Around Memorandum; April 27, 2021 — CMS Various
Chloe Rempel
From: Tobi Cullins
Sent: Wednesday, April 28, 2021 4:48 PM
To: CTB
Cc: HS -Contract Management
Subject: RE: PA FOR ROUTING: AAA FY2021-22 Primary Services Amendments (CMS Various)
Attachments: Summary of 2021-22 Language Changes for CTB (All Providers).pdf
Chloe,
Please see attached document summarizing the language changes referenced in the PA sent forward earlier today.
Thank you, and do let me know if you have additional questions.
Regards,
Tobi A. Cullins
Employee Development Coordinator
Employee Support and Resource (ESR)
Administration Support Unit (ASU)
Direct: 970-400-6392
ESR: 970-400-6500
cullinta@weldgov.com
Confidentiality Notice: This electronic transmission and any attached documents or other writings are intended only for
the person or entity to which it is addressed and may contain information that is privileged, confidential or otherwise
protected from disclosure. If you have received this communication in error, please immediately notify sender by return
e-mail and destroy the communication. Any disclosure, copying, distribution or the taking of any action concerning the
contents of this communication or any attachments by anyone other than the named recipient is strictly prohibited.
Vision:
The people of Weld County are connected to the resources needed to thrive in the community
and feel safe and empowered.
Mission:
Engaging and partnering with the community to improve the safety, health and well-being of
individuals and families through the delivery of responsive and collaborative services.
From: Tobi Cullins
Sent: Wednesday, April 28, 2021 1:04 PM
To: CTB <CTB@co.weld.co.us>
Cc: HS -Contract Management <HS-ContractManagement@co.weld.co.us>
Subject: FW: PA FOR ROUTING: AAA FY2021-22 Primary Services Amendments (CMS Various)
Please see attached PA for amendments related to current Older American's Act (OAA) agreements. The following
amendments have been received and are routing through CMS:
Fiscal Year 2021-22 Older Americans Act Agreement Amendments
Summary of Language Changes (PA Date 04/27/2021)
PROVIDERS
• SENIOR REOURCE SERVICES DBA 60+ RIDE
• CATHOLIC CHARITIES AND COMMUNITY SERVICES OF ARCHIDIOCESE OF DENVER WELD REGIONAL
OFFICE
• COLORADO LEGAL SERVICES
• NORTH RANGE BEHAVIORAL HEALTH
• COMMISSION NOW LLC DBA THE GREELEY GOPHER
• MEALS ON WHEELS
LANGUAGE CHANGES FOR ALL PROVIDERS:
• Insurance and Indemnification, Indemnity, is hereby amended as noted below (addition highlighted):
INDEMNITY: The Contractor shall defend, indemnify and hold harmless County, its officers, agents,
employees, and the State of Colorado, from and against injury, loss damage, liability, suits, actions, or
claims of any type or character arising out of the work done in fulfillment of the terms of this Contract or
on account of any act, claim or amount arising or recovered under workers' compensation law or arising
out of the failure of the Contractor to conform to any statutes, ordinances, regulation, law or court
decree. The Contractor shall be fully responsible and liable for any and all injuries or damage received or
sustained by any person, persons, or property on account of its performance under this Agreement or
its failure to comply with the provisions of the Agreement. This paragraph shall survive expiration or
termination hereof.
• Insurance and Indemnification, Additional Insureds, is hereby amended as noted below (addition
highlighted):
Additional Insureds: For general liability, excess/umbrella liability, pollution legal liability, liquor liability,
and inland marine, Contractor/Contract Professional's insurer shall name County and the State of
Colorado as an additional insured.
ADDITIONAL LANGUAGE CHANGES BY PROVIDER (IF APPLICABLE):
Commission Now LLC dba The Greeley Gopher
• Appendix A, Route Addresses and Scheduled Delivery Days, is hereby amended as follows (change highlighted):
Services are now available on Tuesdays in Windsor.
• Appendix D, List of Scheduled County or Food Vendor Holidays/Closures, is hereby amended as follows (change
highlighted):
2021/2022 Meal Site Closure Date
Monday, July 5, 2021 (Independence Day)
Monday, September 6, 2021 (Labor Day)
Fiscal Year 2021-22 Older Americans Act Agreement Amendments
Summary of Language Changes (PA Date 04/27/2021)
Thursday, November 11, 2021 (Veterans Day)
Thursday, November 25, 2021 (Thanksgiving Day)
Friday, November 26, 2021 (Day after Thanksgiving Day)
Monday, December 20, 2021 through Sunday, January 2, 2022 (Food Vendor Holiday Break)
February 21, 2022 (President's Day)
May 30, 2022 (Memorial Day)
North Range Behavioral Health
• Paragraph 3, is hereby amended as follows (addition highlighted):
NRBH agrees
to provide a
total
of
5,073
units of peer counseling
services, to
include documentation, to
approximately
180 clients
with
the
goal
of reaching 50 rural older
adults, and
40
minority older adults.
e AGREEMENT AMENDMENT BETWEEN
THE WELD COUNTY DEPARTMENT OF HUMAN SERVICES
AND COLORADO LEGAL SERVICES
This Agreement Amendment, made and entered into day of 2021 by and
between the Board of Weld County Commissioners, on behalf of the Weld County Depa nt of Human
Services, hereinafter referred to as the "Department", and Colorado Legal Services, hereina er referred to as the
"Contractor".
WHEREAS the parties entered into an Agreement for Legal Services, (the "Original Agreement")
identified by the Weld County Clerk to the Board of County Commissioners as document No. 2019-2336,
approved on June 19, 2019.
WHEREAS the parties hereby agree to amend the term of the Original Agreement in accordance with
the terms of the Original Agreement and any previously adopted amendment, which is incorporated by reference
herein, as well as the terms provided herein.
NOW THEREFORE, in consideration of the premises, the parties hereto covenant and agree as follows:
• The Original Agreement was set to end on June 30, 2020.
• The Original Agreement was amended on:
• June 15, 2020 to extend the term date through August 31, 2020 and update the unit rate
and maximum reimbursement.
• August 19, 2020 to extend the term date through June 30, 2021 and to update the unit
rate, maximum reimbursement, and number of units.
• The Amendments are identified by the Weld County Clerk to the Board of County
Commissioners as document number 2019-2336.
• These Amendments, together with the Original Agreement, constitutes the entire understanding
between the parties. The following additional changes are hereby made to the current Agreement:
1. Paragraph 1, is hereby by amended as follows:
The AAA hereby agrees to award grant monies in the sum of $70,000.00.
2. Paragraph 2, is hereby amended as follows:
The AAA agrees to reimburse Contractor for all eligible project costs up to, but not exceeding,
the sum of $70.000 at an hourly rate of $100.00.
3. Paragraph 3, is hereby amended as follows:
Contractor agrees to provide a total of 700 units of legal services to approximately 200 seniors
with a goal of reaching 40 rural seniors, and 40 minority seniors.
4. Paragraph 11, Term, is hereby amended as follows:
The term of this Agreement begins upon the date of the execution of this Agreement by County
and shall continue through June 30, 2022. Both of the parties to this Agreement understand and
agree that the laws of the State of Colorado prohibit County from entering in Agreements which
bind County for periods longer than on year. Therefore, within the thirty (30) days preceding
the anniversary date of this Agreement, County shall notify Contractor if it wishes to renew this
Contract.
5. Paragraph 21, Insurance and Indemnification, Indemnity, is hereby amended as follows:
INDEMNITY: The Contractor shall defend, indemnify and hold harmless County, its officers,
agents, employees, and the State of Colorado, from and against injury, loss damage, liability,
suits, actions, or claims of any type or character arising out of the work done in fulfillment of
the terms of this Contract or on account of any act, claim or amount arising or recovered under
workers' compensation law or arising out of the failure of the Contractor to conform to any
statutes, ordinances, regulation, law or court decree. The Contractor shall be fully responsible
and liable for any and all injuries or damage received or sustained by any person, persons, or
property on account of its performance under this Agreement or its failure to comply with the
provisions of the Agreement. This paragraph shall survive expiration or termination hereof.
6. Paragraph 21, Insurance and Indemnification, Additional Insureds, is hereby amended as follows:
Additional Insureds: For general liability, excess/umbrella liability, pollution legal liability,
liquor liability, and inland marine, Contractor/Contract Professional's insurer shall name County
and the State of Colorado as an additional insured.
• All other terms and conditions of the Original Agreement remain unchanged.
IN WITNESS WHEREOF, the parties hereto have duly executed the Agreement as of the day, month, and
year first above written.
V. ATTES
Weld,ouAtv ClerlUQ the Boar
Deputy
BOARD OF COUNTY COMMISSIONERS
WELD COUNTY, COLORADO
teve Moreno, Chair MAY 102021
Colorado Legal Services
1905 North Sherman Street, Suite 400
Denver, Colorado 80203
,7vhath" a drhpp
By:
Jonathan D. Asher, Executive Director
Date: Apr 21, 2021
New Contract Request
Entity Namet Entity HDt ❑ New Entity?
COLORADO LEGAL SERVICES °G0028264
Contract Nameg Contract ID Parent Contract ID
COLORADO LEGAL SERVICES (AMENDMENT - LEGAL 4724 20192336
SERVICES)
Contract Lead * Requires Board Approval
Contract Status CULLINTA YES
CTB REVIEW
Contract Lead Email Department Project I
cullinta co. ld.co.us;cobb
xxI=cco.weld.co.us
Contract Description
AMENDMENT OF EXISTING AGREEMENT TO UPDATE REIMBURSEMENT RATE, LANGAUGE AND TERM THROUGH JUNE 3€T, 2022.
Contract Description 2
PA ROUTING THROUGH NORMAL APPROVAL PROCESS. ETA TO CTB 04,%29/21.
Contract Type Department Requested 80CC Agenda Due Date
AGREEMENT HUMAN SERVICES Date' 0501 /2021
051052021
Amount Department ent Email
570,000.00 CM- Will a work session with BOCC be required?t
HumanSeMcesJweIdgovco 1J
Bert let
m
NO Does Contract require Purchasing Dept. to be included?
Department Head Email
Automatic Renewal
CM-HumanServices-
DeptHeadsf weldgov.com
Grant
County Attorney
GENERAL COUNTY
ICA ATTORNEY EMAIL
County Attorney Email
CM-
COUNTYA ORNEY@ELDG
G\'.COM
if this is a renewal enter previous Contract ID
If this is part of a MSA enter MSA Contract ID
Note.: the Previous Contract Number and Master Services Agreement Number should be left blank if those contracts are not in
OnBase
Effective Date
Termination Notice Period
Contact Information
Contact Info
Contact Name
Purchasing
Purchasing Approver
CONSENT
Approval Process
Department Head
JAMIE ULRICH
DH Approved Date
0504 2021
Final Approval
BOCC Approved
BOCC Signed Date
ROC Agenda Date
05 10 2021
Originator
C U LLI NTA
Review Date*
04,29.2022
Committed Delivery Date
Renewal Date
Expiration Date *
06 , 302022
Contact Type Contact Email Contact Phone 1 Contact Phone 2
Purchasing Approved Date
05,04,'2021
Finance Approver
CONSENT
Finance Approved Date
05104;2021
Tyler Ref #
AC 051021
Legal Counsel
CONSENT
Legal Counsel Approved Date
0504 2021
PRIVILEGED AND CONFIDENTIAL
MEMORANDUM
DATE: August II, 2020
TO: Board of County Commissioners — Pass -Around
FR: Jamie Ulrich, Director, Human Services
RE: Older Americans Act (OAA) Agreement Amendments
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 Older Americans Act (OAA) Agreement
Amendments. The Weld County Area Agency on Aging (AAA) receives funding annually from the
Colorado Department of Human Services (CDHS), State Unit on Aging, in order to provide Older
Americans Act (OAA) and like services to Weld County seniors. Due to COVID-19, the State Unit on
Aging provided the AAA with a two -month holdover letter for the current AAA contract which required
the Weld County AAA to provide a two -month amendment to local providers. Those amendments were
issued and extended current contracts through August 31, 2020. The Weld County AAA is now issuing
amendments extending the contracts through June 30, 2021, based on the allocation received from the
State Unit on Aging. These amendments will be for the period September 1, 2020, through June 30, 2021
(10 months), for the following rates and maximums.
CMS ID
Provider
Service Description
Rate
(Maximum for Term, If
Applicable)
4001
Senior Resource Services,
Transportation
$17,95/Unit ($91,668.00)
DBA 60+ Ride
Services
CONSENT: 2019-2260)
4003
Catholic Charities and
Outreach
$36.00/Hour ($26,000.00)
Community Services of
Archdiocese of Denver Weld
Case Management
$44.00/Hour ($122,333.00)
Regional Office
Services
(CONSENT: 2019-2186)
4002
Colorado Legal Services
Legal Services
$1 00.00/Hour ($58,333.00)
(CONSENT: 2019-2336)
4011
North Range Behavioral
Peer Counseling
$24.64/Unit ($108,333.00)
Health
Services
(CONSENT: 2019-2571
4012
Commission Now LLC DBA
Transportation
$8,756.00/Month
The Greeley Gopher
Services
Plus allowable additional
(CONSENT: 2019-2623)
charges approved by AAA.
4013
Meals on Wheels
Home Delivered
$9.15/Unit ($328,333.00)
(CONSENT: 2019-2570)
Meals
Pass -Around Memorandum; August 11, 2020 - CMS Various Page 1
PRIVILEGED AND CONFIDENTIAL
I do not recommend a Work Session. I recommend approval of these Amendments and authorize the
Chair to sign.
Approve Schedule Other/Comments:
Recommendation Work Session
Mike Freeman, Chair
f'"1
Scott James
Barbara Kirkmeyer
Steve Moreno, Pro -Tern
—
Kevin Ross
___ � _
Pass -Around Memorandum; August 11, 2020 — CMS Various Page 2
AGREEMENT AMENDMENT BETWEEN
THE WELD COUNTY DEPARTMENT OF HUMAN SERVICES
AND COLORADO LEGAL SERVICES
This Agreement Amendment made and entered into I day of 2020 by and
between the Board of Weld County Commissioners, on behalf of the Weld County Dep ent of Human
Services, hereinafter referred to as the "AAA", and Colorado Legal Services, hereinafter referred to as the
"Contractor".
WHEREAS the parties entered into an Agreement for Legal Services, (the "Original Agreement")
identified by the Weld County Clerk to the Board of County Commissioners as document No. 2019-2336,
approved on June 19, 2019.
WHEREAS the parties hereby agree to amend the term of the Original Agreement in accordance with
the terms of the Original Agreement and any previously adopted amendment, which is incorporated by reference
herein, as well as the terms provided herein.
NOW THEREFORE, in consideration of the premises, the parties hereto covenant and agree as follows:
• The Original Agreement will end on August 31, 2020.
The Original Agreement was amended on June 15, 2020. The Amendment is identified by the Weld
County Clerk to the Board of County Commissioners as document number 2019-2336.
• This Amendment, together with the Original Agreement, constitutes the entire understanding
between the parties. The following additional changes are hereby made to the current Agreement for
the period of September 1, 2020, through June 30, 2021:
1. Term.
The term of this Agreement begins upon the date of the execution of this Agreement by AAA and
shall continue through June 30, 2021.
2. The AAA agrees to reimburse Contractor for all eligible project costs up to, but not exceeding, the
sum of $58,333.00 at an hourly rate of $100.00.
3. Contractor agrees to provide at total of 583 units of legal services to approximately 200 seniors with
a goal of reaching 40 rural seniors, and 40 minority seniors.
• All other terms and conditions of the Original Agreement remain unchanged.
o2oi 9_ a 336
IN WITNESS WHEREOF, the parties hereto have duly executed the Agreement as of the day, month, and
year first above written.
A
M
BOARD OF COUNTY COMMISSIONERS
WELD COUNTY, COLORADO
Mike Freeman, Chair
AUG 19 2020
Colorado Legal Services
�7vhathaJr,4rh i-
By: Jonathan Asher (Aug 6, 2020 10:05 MDT)
Jonathan D. Asher, Executive Director
Date: Aug 6, 2020
020 /%- 233'
New Contract Request
Entity information
Entity Name * Entity ID * ❑ New Entity?
COLORADO LEGAL SERVICES @00028264
Contract Name *
COLORADO LEGAL SERVICES (AGREEMENT AMENDMENT)
Contract Status
CTB REVIEW
Contract ID Parent Contract ID
4002 20192336
Contract Lead * Requires Board Approval
CULLINTA YES
Contract Lead Email Department Project #
cu Ilintacc.weld.co. us; cobbl
k@co.weld.co.us
Contract Description
AMENDMENT OF EXISTING AGREEMENT TO EXTEND TERM AND UPDATE MAXIMUM REIMBURSEMENT THROUGH JUNE 30,
2021_
Contract Description 2
Contract Type *
Department
Requested BOCC Agenda Due Date
AGREEMENT
HUMAN SERVICES
Date 08/22 '2020
03/26/2020
Amount*
Department Email
$0 00
CM-
Will a work session with BOCC be required?*
HurnanServlces c@we'Idgov.com
NO
Renewable
NO
Department Head Email
Does Contract require Purchasing Dept. to be included?
CM-HumanSer .rices-
Automatic Renewal
DeptHead@jweldgov.com
County Attorney
Grant
GENERAL COUNTY
ATTORNEY EMAIL
IGA
County Attorney Email
CM-
COUNTYATTORNEY@P,1ELD
GOV.COM
if this is a renewal enter previous Contract ID
If this is part of a MSA enter MSA Contract ID
Note: the Previous Contract Number and Master Services Agreement Number should be left blank if those contracts are not in
On0ase
Contract Dates
Effective Date Review Date * Renewal Date
04/30/2021
Termination Notice Period Committed Delivery Date Expiration Date*
06!30/2021
Contact Information
Contact Info
Contact Name
Purchasing
Purchasing Approver
Approval Process
Department Head
JAMIE ULRICH
DH Approved Date
08/14/2020
Final Approval
BOCC Approved
B CC Signed Date
BOCC Agenda Date
03119,/2020
Originator
CULLINTA.
Submit
Contact Type Contact Email Contact Phone 1 Contact Phone 2
Purchasing Approved Date
Finance Approver
CHRIS D'01IDIO
Finance Approved Date
08/142020
Tyler Ref #
AG 081920
Legal Counsel
GABE KALOUSEK
Legal Counsel Approved Date
08114..{2020
3 70 D
PRIVILEGED AND CONFIDENTIAL
MEMORANDUM
DATE: June 9, 2020
TO: Board of County Commissioners — Pass -Around
FR: Jamie Ulrich, Director, Human Services
RE: Older Americans Act (OAA) Agreement Amendments
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 Older Americans Act (OAA) Agreement
Amendments. The Weld County Area Agency on Aging (AAA) receives funding annually from the
Colorado Department of Human Services (CDI-IS), State Unit on Aging, in order to provide Older
Americans Act (OAA) and like services to Weld County seniors. Due to current circumstances with
COVID-19, the State Unit on Aging is providing the AAA with 'a two -month holdover letter for the
current AAA contract which in turn requires the Weld County AAA to provide a two -month amendment
to local providers. The current agreements expire June 30, 2020. These amendments extend the term for
two months, for the period of July 1, 2020, through August 3 I , 2020.
CMS ID
Provider
Service Description
Rate
(Maximum for Tenn, If
A licable
3700
Senior Resource Services,
Transportation
$17.95/Unit ($18,332.00)
DBA 60+ Ride
Services
(CONSENT: 2019-2260)
3701
Catholic Charities and
Outreach
$36.00/Hour ($4,000.00)
Community Services of
Archdiocese of Denver Weld
Case Management
$44.00/Hour ($22,667.00)
Regional Office
Services
CONSENT: 2019-2186
3702
Colorado Legal Services
Legal Services
$100.00/Hour ($11,667.00)
CONSENT: 2019-2336)
3703
North Range Behavioral
Peer Counseling
$24.64/Unit ($16,667.00)
Health
Services
I
CONSENT: 2019-2571
3704
Meals on Wheels
Home Delivered
$9.15/Unit ($31,667.00)
CONSENT:2019-257Q
Meals
3705
Commission Now LLC DBA
Transportation
p
$8,756.00/Month
The Greeley Gopher
Services
Plus Allowable Fuel
L_
CONSENT: 2019-2623)
Surcharge
Pass -Around Memorandum; June 9, 2020 — CMS Various Page 1
V -/J -o20
A
PRIVILEGED AND CONFIDENTIAL
I do not recommend a Work Session. I recommend approval of these Amendments and authorize the
Chair to sign.
Mike Freeman, Chair
Scott James
Barbara Kirkmeyer
Steve Moreno, Pro -Tern
Kevin Ross
Approve
Recornrnendation
wI
Schedule Other/Comments:
Work Session
■isa .n ��
Pass -Around Memorandum; June 9, 2020 — CMS Various Page 2
s AGREEMENT AMENDMENT BETWEEN
THE WELD COUNTY DEPARTMENT OF HUMAN SERVICES
AND COLORADO LEGAL SERVICES
This Agreement Amendment made and entered into �Nday of 2020 by and
between the Board of Weld County Commissioners, on behalf of the Weld County partment of Human
Services, hereinafter referred to as the "Department", and Colorado Legal Services, hereinafter referred to as the
"Contractor".
WHEREAS the parties entered into an Agreement for Legal Services, (the "Original Agreement")
identified by the Weld County Clerk to the Board of County Commissioners as document No. 2019-2336,
approved on June 19, 2019.
WHEREAS the parties hereby agree to amend the term of the Original Agreement in accordance with
the terms of the Original Agreement and any previously adopted amendment, which is incorporated by reference
herein, as well as the terms provided herein.
NOW THEREFORE, in consideration of the premises, the parties hereto covenant and agree as follows:
• The Original Agreement will end on June 30, 2020.
• This Amendment, together with the Original Agreement, constitutes the entire understanding
between the parties. The following additional changes are hereby made to the current Agreement for
the period of July 1, 2020, through August 31, 2020:
1. Term.
The term of this Agreement begins upon the date of the execution of this Agreement by AAA and
shall continue through August 31, 2020.
2. The AAA agrees to reimburse Contractor for all eligible project costs up to, but not exceeding, the
sum of $11,667.00 at an hourly rate of $100.00.
• All other terms and conditions of the Original Agreement remain unchanged.
ao/9- x334'
IN WITNESS WHEREOF, the parties hereto have duly executed the Agreement as of the day, month, and
year first above written.
-A '�i COUNTY:
ATTEST:� �I• �"'�"" BOARD OF COUNTY COMMISSIONERS
Weld
County Clerk to the Board (! WELD COUNTY, COLORADO
By: \TU y►ytLL-hl (.y
Deputy Clerk to the Board Mike Freeman, Chair
JUN 15 2020
Colorado Legal Services
L '/tlt 4Vr he`
By: Jonathan Asher (May 22, 2020 13:29 MDT)
Jonathan D. Asher, Executive Director
May 22, 2020
Date:
02019 -a.5.5
New Contract Request
Entity Information
Entity Names Entity ID* ❑ New Entity?
COLORADO LEGAL SERVICES @00028264
Contract Name * Contract ID Parent Contract ID
COLORADO LEGAL SERVICES (AGREEMENT AMENDMENT) 3702 20192336
Contract Status Contract Lead * Requires Board Approval
CTB REVIEW CULLINTA YES
Contract Lead Email Department Project #
cullinta c@co.weld.co.us, cobbxxl
k@coweldco.us
Contract Description
AGREEMENT AMENDMENT FOR TWO MONTH HOLDOVER.
Contract Description 2
Contract Type *
Department
Requested BOCC Agenda Due Date
AGREEMENT
HUMAN SERVICES
Date* 06//13/2020
06117.12020
Amount*
Department Email
$11,667.00
CM-
Will a work session with ACC be required?*
HumanServices@weldgov.com
NO
Renewable *
NO
Department Head Email
Does Contract require Purchasing Dept. to be included?
CM-HumanServices-
Automatic Renewal
DeptHead@weldgov.com
County Attorney
Grant
GENERAL COUNTY
ATTORNEY EMAIL
ICA
County Attorney Email
CM-
COU NTYATTORN EYWELD
GOV.COM
if this is a renewal enter
previous Contract ID
If this is part of a MtSA enter NASA Contract ID
Note: the Previous Contract Number and Master Services Agreement Number should be left blank if those contracts are not in
On Base
Contract Dates
Effective Date Review Date * Renewal Date
07/01/2020
Termination Notice Period Committed Delivery Date Expiration Date*
0813112020
Contact Information
Contact Info
Contact Name
Contact Type Contact Email
Contact Phone 1 Contact Phone 2
Purchasing
Purchasing Approver
Purchasing
Approved Date
Approval Process
Department Head
Finance Approver
Legal Counsel
JAMIE ULRICH
BARB CONNOLLY
GABE KALOUSEK
DH Approved Date
Finance Approved Date
Legal Counsel Approved Date
0610912020
0611012020
0611012020
Final Approval
BOCC Approved
Tyler Ref #
CONSENT
BOCC Signed Date
BOCC Agenda Date
Originator
CULLINTA
Submit
i1i:4t-c /7
PURCHASE OF SERVICE AGREEMENT
THIS AGREEMENT, made and entered into this 1St day of July 2019 by and between the
County of Weld, State of Colorado, by and through the Board of County Commissioners of Weld
County, on behalf of the Weld County Department of Human Services' Area Agency on Aging,
hereinafter referred to as "AAA" or "County" and Colorado Legal Services, hereinafter referred
to as or "Contractor".
WITNESSETH:
WHEREAS, AAA develops and administers the Area Plan for a comprehensive and coordinated
system of services, and
WHEREAS, AAA serves as the advocate and focal point for older persons with the greatest
economic and social need, and
WHEREAS, Contractor is a private, non-profit organization existing for the purpose of legal
services to residents of Weld County, and
WHEREAS, AAA desires to purchase legal services for low-income seniors from Contractor
NOW THEREFORE, it is mutually agreed:
1. The AAA hereby agrees to award grant monies in the sum of $70,000.00 ($63,000.00
Older Americans Act and $7,000.00 Homestead Funds) to Contractor for legal services.
2. The AAA agrees to reimburse Contractor for all eligible project costs up to, but not
exceeding, the sum of $70,000.00 at an hourly rate of $100.00.
3. Contractor agrees to provide a total of 700 units of legal services to approximately 200
seniors with a goal of reaching 40 rural seniors, and 40 minority seniors.
4. Contractor agrees to commence services within thirty (30) days after the signing of the
Agreement and assure completion of all services required hereunder by June 30, 2020.
5. Contractor agrees to document and report any project income received as a result of
services provided under the Agreement.
6. Contractor agrees to include the following statement in any written materials (pamphlets,
brochures, announcements, etc.) or in any verbal presentations: Contractor is supported,
in part by funds provided by the Weld County Area Agency on Aging through the Older
Americans Act."
2019-2336
64- (fr(D)
7. Contractor understands that AAA is required to conduct periodic evaluations of the
activities conducted under this Agreement and to monitor on an ongoing basis the
performance of Contractor to insure that the funds made available by the Agreement are
expended in keeping with the purposes for which they were awarded; and Contractor
accordingly agrees to cooperate fully with the AAA in the conduct of such evaluation and
monitoring, including the keeping and supplying of such information, and providing
access to documents and records to the AAA for the purpose of audit; and further agrees
to do all things necessary to enable AAA to fulfill its obligation to the State of Colorado
and the United States Government.
8. Any changes, including any increase or decrease in the amount of Contractor's
compensation, and including changes in budget allocations which are mutually agreed
upon, by and between, the AAA and Contractor shall be incorporated in written
amendments to this Agreement and in appropriate revisions to the grant proposal.
9. Contractor understands and agrees that the following provisions are part of the official
application and, as such, become binding upon commencement of the project:
a. This Agreement and the provisions of services hereunder shall be subject to the
laws of Colorado and be in accordance with the policies, procedures, and
practices of the County, the Older Americans Act, the policies and procedures
established by the State Unit on Aging, and the terms and conditions of the
project application approved by AAA.
b. Understands that if there is Federal/State program income unearned at the time the
project is terminated, this amount must be returned to the AAA unless the AAA
otherwise stipulates.
c. Understands that the project's fiscal affairs are subject to audit. If costs are
disallowed, the proportion of Federal/State funds disallowed must be returned to
the AAA.
d. Understands that this award is made for the period amounts stated in this
Agreement. This Agreement in no way implies further funding which is
contingent upon the availability of funds and approval of future project
applications.
e. Agrees to keep records and make reports on the forms required by the AAA and
in accordance with guidelines issued by the State of Colorado and the
Administration on Aging, specifically,
i. To submit monthly financial and programmatic reports to the AAA by the
10th of the following month;
ii. To submit other reports to the AAA as requested;
iii. Maintain a computer system that will be able to manage all required AAA
2
reporting software;
iv. Maintain internet access in order to transfer all required data to the AAA.
f. Agrees to advise the AAA of needed program and financial changes and await
approval from the AAA prior to change implementation.
g. Agrees to have policies and procedures for complaint/appeal tracking, timely
disposition of complaints/appeals and documentation of such processes.
h. Agrees to have a client grievance policy, which will address any alleged
infractions of any federal state or local laws by Contractor against recipients of or
applicants for services.
i. Agrees to have a policy and procedure for wait lists that meets the requirements
set forth by the AAA.
j. Agrees to provide recipients receiving services the opportunity to contribute to all
or part of the cost of the services received. Each recipient shall be given the
opportunity to determine if they are able to contribute to all or part of the cost of
services. No recipient shall be denied a service because of a failure to contribute
to all or part of the cost of the service. All contributions shall be considered
program income. All contributions shall be used to expand the services for which
the contributions were given.
k. Agrees that local cash or in -kind contributions have not been used to satisfy or
match another federal grant or funds. Supplies, volunteer services, and other in -
kind contributions shall be valued as described under 45 C.F.R. 874.5. All
matching contributions, including cash and in -kind shall be verifiable from
agency records.
1. Agrees to perform background checks of all employees, volunteers or
subcontractors pursuant to C.R.S. 27-1-110 and in accordance with the policy of
AAA and the State Unit on Aging.
10. Performance Measures
a. The Performance Measures Process.
As set forth and defined herein, "Performance Focus" is a performance -based
analysis strategy the Parties shall use in association with the Contractor's
performance hereunder that allows the Parties to better focus on and improve
performance outcomes to obtain maximum benefits from the work of the
Contractor under this Contract. By identifying areas of focus, the Parties shall
determine what aspects of the Contractor's performance hereunder are working
and what aspects of said performance need improvement. By measuring the
impact of day-to-day work of the Contractor hereunder, the Parties will be able to
make more informed collaborative decisions to align the work of the Contractor to
3
affect more positive performance outcomes and change for the purposes served
through this Contract.
b. Performance Measures Reports.
Performance Measures Reports shall reflect relevant report data for the
Performance Measures identified hereunder to be tracked on an ongoing basis
through the Contract Performance Focus process. Performance Measures shall
continue to evolve to meet the objective of measuring key performance outcome
indicators for the work of the Contractor hereunder. Performance Measures may
be changed via a contract amendment.
c. Contract Performance Measures
The Contractor agrees on the following initial Performance Measures:
1. Measure: The Contractor shall increase unduplicated consumers
served in comparison to the same month in the previous fiscal year.
2. Measure: In a consumer satisfaction survey provided by the State Unit
on Aging (SUA) the contractor shall provide surveys to fifty percent
(50%) of registered consumers within the contractor's region during
the month of February. The results shall be summarized by the
contractor and submitted to the AAA by May 1St, unless otherwise
requested by the AAA by a different date. The summarized results
shall show the following measures:
i. 80% of responding consumers identify the services received
through OAA/SFSS maintain or improve their independence.
11. Term. The term of this Agreement begins upon the date of the execution of this
Agreement by County and shall continue through June 30, 2020. Both of the parties to
this Agreement understand and agree that the laws of the State of Colorado prohibit
County from entering into Agreements which bind County for periods longer than one
year. Therefore, within the thirty (30) days preceding the anniversary date of this
Agreement, County shall notify Contractor if it wishes to renew this Contract.
12. Termination. County has the right to terminate this Agreement, with or without cause on
thirty (30) days written notice. Furthermore, this Agreement may be terminated at any
time without notice upon a material breach of the terms of the Agreement.
Upon termination, County shall take possession of all materials, equipment, tools and
facilities owned by County which Contractor is using, by whatever method it deems
expedient; and, Contractor shall deliver to County all drawings, drafts or other documents
it has completed or partially completed under this Agreement, together with all other
items, materials and documents which have been paid for by County, and these items,
materials and documents shall be the property of County.
Upon termination of this Agreement by County, Contractor shall have no claim of any kind
whatsoever against the County by reason of such termination or by reason of any act
incidental thereto, except for compensation for work satisfactorily performed and/or
El
materials described herein properly delivered.
13. Extension or Modification. 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.
14. Compensation/Contract Amount. In no event shall County be required to pay
Contractor more than the available grant funds contemplated in this Agreement, nor more
than that amount stated in paragraph 1. Contractor acknowledges no payment in excess of
that amount will be made by County unless a "change order" authorizing such additional
payment has been specifically approved by Weld County, or by formal resolution of the
Weld County Board of County Commissioners, as required pursuant to the Weld County
Code.
Contractor shall provide invoices to County on a monthly basis, with each such invoice
providing details regarding the total number of homebound seniors served. County shall
pay all such invoices, unless in dispute, within 30 days of receipt.
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.
The Parties understand that this Agreement is wholly funded by State funds, and the
County shall have no obligation to expend any funds not appropriated by the State for
purposes related to this Agreement.
15. Independent Contractor. Contractor agrees that it is an independent Contractor and that
Contractor's officers, agents or employees will not become employees of County, nor
entitled to any employee benefits from County, as a result of, the execution of this
Agreement. Contractor shall perform its duties hereunder as an independent Contractor.
Contractor shall be solely responsible for its acts and those of its agents and employees
for all acts performed pursuant to this Agreement. Contractor, its employees and agents
are not entitled to unemployment insurance or workers' compensation benefits through
County and County shall not pay for or otherwise provide such coverage for Contractor
or any of its agents or employees.
16. Subcontractors. Contractor acknowledges that County has entered into this Agreement
in reliance upon the particular reputation and expertise of Contractor. Contractor shall
not enter into any subcontractor agreements for the completion of this Project without
County's prior written consent, which may be withheld in County's sole discretion.
17. 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.
18. Confidentiality. Confidential financial information of Contractor should be transmitted
separately from the main bid submittal, clearly denoting in red on the financial
information at the top the word, "CONFIDENTIAL." However, Contractor is advised
that as a public entity, Weld County must comply with the provisions of 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.
19. Warranty. Contractor warrants that the services performed under this Agreement will be
performed in a manner consistent with the standards governing such services and the
provisions of this Agreement. Contractor further represents and warrants that all services
shall be performed by qualified personnel in a professional and workmanlike manner,
consistent with industry standards, and that all services will conform to applicable
specifications.
20. Acceptance of Services Not a Waiver. In no event shall any action by County hereunder
constitute or be construed to be a waiver by County of any breach of this Agreement or
default which may then exist on the part of Contractor. Acceptance by the County of, or
payment for, the services completed under this Agreement shall not be construed as a
waiver of any of the County's rights under this Agreement or under the law generally.
21. Insurance and Indemnification.
General Requirements: Contractors/Contract Professionals must secure, at or before the
time of execution of any agreement or commencement of any work, the following
insurance covering all operations, goods or services provided pursuant to this request.
Contractors/Contract Professionals 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.
The insurance coverages specified in this Agreement are the minimum requirements, and
these requirements do not decrease or limit the liability of Contractor/Contract
Professional. 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 this Contract by the Contractor, its agents,
representatives, employees, or subcontractors.
3
The Contractor stipulates that it has met the insurance requirements identified herein.
The Contractor shall be responsible for the professional quality, technical accuracy, and
quantity of all services provided, the timely delivery of said services, and the
coordination of all services rendered by the Contractor and shall, without additional
compensation, promptly remedy and correct any errors, omissions, or other deficiencies.
INDEMNITY: The Contractor shall defend, indemnify and hold harmless County, its
officers, agents, and employees, from and against injury, loss damage, liability, suits,
actions, or claims of any type or character arising out of the work done in fulfillment of the
terms of this Contract or on account of any act, claim or amount arising or recovered under
workers' compensation law or arising out of the failure of the Contractor to conform to any
statutes, ordinances, regulation, law or court decree. The Contractor shall be fully
responsible and liable for any and all injuries or damage received or sustained by any
person, persons, or property on account of its performance under this Agreement or its
failure to comply with the provisions of the Agreement. This paragraph shall survive
expiration or termination hereof.
Types of Insurance: The Contractor shall obtain, and maintain at all times during the term of
any Agreement, insurance in the following kinds and amounts:
Workers' Compensation Insurance as required by state statute, and Employer's
Liability Insurance covering all of the Contractor's employees acting within the course
and scope of their employment. Policy shall contain a waiver of subrogation against the
County. This requirement shall not apply when a Contractor or subcontractor is exempt
under Colorado Workers' Compensation Act., AND when such Contractor or
subcontractor executes the appropriate sole proprietor waiver form.
Commercial General Liability Insurance with the minimum limits as follows:
$1,000,000 each occurrence;
$1,000,000 general aggregate;
$1,000,000 products and completed operations aggregate; and
$50,000 any one fire
Professional Liability: Professional liability insurance with minimum limits of liability
of not less than $1,000,000, unless waived by the State.
Privacy Insurance: If this Contract includes a HIPAA Associates Addendum exhibit,
Contractor shall obtain and maintained during the term of this Contract liability insurance
covering all loss of Protected Health Information data and claims based upon alleged
violations of privacy rights through improper use or disclosure of Protected Health
Information (PHI) with a minimum annual limit of $1,000,000.
Automobile Liability: Contractor shall maintain limits of $1,000,000 for bodily injury per
person, $1,000,000 for bodily injury for each accident, and $1,000,000 for property damage
7
applicable to all vehicles operating both on County property and elsewhere, for vehicles
owned, hired, and non -owned vehicles used in the performance of this Contract.
Contractors shall secure and deliver to the County at or before the time of execution of
this Agreement, and shall keep in force at all times during the term of the Agreement
as the same may be extended as herein provided, a commercial general liability
insurance policy, including public liability and property damage, in form and company
acceptable to and approved by said Administrator, covering all operations hereunder set
forth in the related Bid or Request for Proposal.
Proof of Insurance: County reserves the right to require the Contractor/Contract Professional
to provide a certificate of insurance, a policy, or other proof of insurance as required
by the County's Risk Administrator in his sole discretion.
Additional Insureds: For general liability, excess/umbrella liability, pollution legal
liability, liquor liability, and inland marine, Contractor/Contract Professional's insurer
shall name County as an additional insured.
Waiver of Subrogation: For all coverages, Contractor's insurer shall waive subrogation
rights against County.
Subcontractors: All subcontractors, including: independent Contractors, sub -vendors,
suppliers, or other entities providing goods or services required by this Agreement shall be
subject to all of the requirements herein and shall procure and maintain the same
coverages required of Contractor. Contractor shall include all such subcontractors,
independent Contractors, sub -vendors suppliers or other entities as insureds under its policies
or shall ensure that all subcontractors maintain the required coverages. Contractor agrees to
provide proof of insurance for all such subcontractors, independent Contractors, sub -
vendors suppliers or other entities upon request by the County.
22. Non -Assignment. Contractor may not assign or transfer this Agreement or any interest
therein or claim there under, 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.
23. 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. The
Contractor agrees to maintain these documents for three years from the date of the last
payment received.
24. Interruptions. Neither party to this Agreement shall be liable to the other for delays in
8
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.
25. 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. The County Representative for purposes of this
Agreement is hereby identified as, Kelly Morrison. All notices or other communications
(including annual maintenance 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 by the sending party; or
d. transmission via facsimile, at the number set forth below, where a receipt or
acknowledgment is required by the sending party.
Either party may change its notice address by written notice to the other.
Notification Information:
Contractor: Jonathan D. Asher
Attn.: Executive Director,
Address: 912 8th Avenue
Greeley, Colorado 80631
E-mail: jasher@colegalserv.org
County:
Name: Kelly Morrison
Position: Weld County Area Agency on Aging Division Head
Address: 315 North 11th Ave Building C or PO Box 1805
Greeley, Colorado 80631
E-mail: kmorrison@weldgov.com
Facsimile: 970-400-6786
26. 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.
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.
31. Severability. If any term or condition of this Agreement shall be held to be invalid,
illegal, or unenforceable by a court of competent jurisdiction, this Agreement shall be
construed and enforced without such provision, to the extent that this Agreement is then
capable of execution within the original intent of the parties.
32. Governmental Immunity. No term or condition of this contract shall be construed or
interpreted as a waiver, express or implied, of any of the immunities, rights, benefits,
protections or other provisions, of the Colorado Governmental Immunity Act §§24-10-
101 et seq., as applicable now or hereafter amended.
33. 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.
34. 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.
35. 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.
36. Public Contracts for Services C.R.S. §8-17.5-101. Contractor certifies, warrants, and
10
agrees that it does not knowingly employ or contract with an illegal alien who will
perform work under this contract. Contractor will confirm the employment eligibility of
all employees who are newly hired for employment in the United States to perform work
under this Agreement, through participation in the E -Verify program or the State of
Colorado program established pursuant to C.R.S. §8-17.5-102(5)(c). Contractor shall not
knowingly employ or contract with an illegal alien to perform work under this Agreement
or enter into a contract with a subcontractor that fails to certify with Contractor that the
subcontractor shall not knowingly employ or contract with an illegal alien to perform
work under this Agreement. Contractor shall not use E -Verify Program or State of
Colorado program procedures to undertake pre -employment screening or job applicants
while this Agreement is being performed. If Contractor obtains actual knowledge that a
subcontractor performing work under the public contract for services knowingly employs
or contracts with an illegal alien Contractor shall notify the subcontractor and County
within three (3) days that Contractor has actual knowledge that a subcontractor is
employing or contracting with an illegal alien and shall terminate the subcontract if a
subcontractor does not stop employing or contracting with the illegal alien within three
(3) days of receiving notice. Contractor shall not terminate the contract if within three
days the subcontractor provides information to establish that the subcontractor has not
knowingly employed or contracted with an illegal alien. Contractor shall comply with
reasonable requests made in the course of an investigation, undertaken pursuant to
C.R.S. §8-17.5-102(5), by the Colorado Department of Labor and Employment. If
Contractor participates in the State of Colorado program, Contractor shall, within twenty
days after hiring an new employee to perform work under the contract, affirm that
Contractor has examined the legal work status of such employee, retained file copies of
the documents, and not altered or falsified the identification documents for such
employees. Contractor shall deliver to County, a written notarized affirmation that it has
examined the legal work status of such employee, and shall comply with all of the other
requirements of the State of Colorado program. If Contractor fails to comply with any
requirement of this provision or of C.R.S. §8-17.5-101 et seq., County, may terminate
this Agreement for breach, and if so terminated, Contractor shall be liable for actual and
consequential damages.
Except where exempted by federal law and except as provided in C.R.S. § 24-76.5-
103(3), if Contractor receives federal or state funds under the contract, Contractor must
confirm that any individual natural person eighteen (18) years of age or older is lawfully
present in the United States pursuant to C.R.S. § 24-76.5-103(4), if such individual
applies for public benefits provided under the contract. If Contractor operates as a sole
proprietor, it hereby swears or affirms under penalty of perjury that it: (a) is a citizen of
the United States or is otherwise lawfully present in the United States pursuant to federal
law, (b) shall produce one of the forms of identification required by C.R.S. § 24-76.5-
101, et seq., and (c) shall produce one of the forms of identification required by C.R.S. §
24-76.5-103 prior to the effective date of the contract.
37. 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
11
that this Agreement, including attachment Exhibit A, is the complete and exclusive
statement of agreement between the parties and supersedes all proposals or prior
agreements, oral or written, and any other communications between the parties relating to
the subject matter of this Agreement.
12
Exhibit A
HIPAA BUSINESS ASSOCIATE ADDENDUM
This Business Associate Addendum ("Addendum") is a part of the Contract dated
July 1, 2019 between the Department of Human Services Weld County Area Agency on Aging
and Colorado Legal Services. For purposes of this Addendum, the Weld County Department of
Human Services Area Agency on Aging is referred to as "Covered Entity" or "CE" and Colorado
Legal Services is referred to as "Associate". Unless the context clearly requires a distinction
between the Contract document and this Addendum, all references herein to "the Contract" or
"this Contract" include this Addendum.
RECITALS
A. CE wishes to disclose certain information to Associate pursuant to the terms of the
Contract, some of which may constitute Protected Health Information ("PHI") (defined
below).
B. CE and Associate intend to protect the privacy and provide for the security of PHI
disclosed to Associate pursuant to this Contract in compliance with the Health Insurance
Portability and Accountability Act of 1996, 42 U.S.C. § 1320d — 1320d-8 ("HIPAA") as
amended by the American Recovery and Reinvestment Act of 2009 ("ARRA")/HITECH
Act (P.L. 111-005), and its implementing regulations promulgated by the U.S.
Department of Health and Human Services, 45 C.F.R. Parts 160, 162 and 164 (the
"HIPAA Rules") and other applicable laws, as amended.
C. As part of the HIPAA Rules, the CE is required to enter into a written contract containing
specific requirements with Associate prior to the disclosure of PHI, as set forth in, but not
limited to, Title 45, Sections 160.103, 164.502(e) and 164.504(e) of the Code of Federal
Regulations ("C.F.R.") and contained in this Addendum.
The parties agree as follows:
Definitions.
a. Except as otherwise defined herein, capitalized terms in this Addendum shall have
the definitions set forth in the HIPAA Rules at 45 C.F.R. Parts 160, 162 and 164, as amended.
In the event of any conflict between the mandatory provisions of the HIPAA Rules and the
provisions of this Contract, the HIPAA Rules shall control. Where the provisions of this
Contract differ from those mandated by the HIPAA Rules, but are nonetheless permitted by the
HIPAA Rules, the provisions of this Contract shall control.
b. "Protected Health Information" or "PHI" means any information, whether oral or
recorded in any form or medium: (i) that relates to the past, present or future physical or mental
condition of an individual; the provision of health care to an individual; or the past, present or
future payment for the provision of health care to an individual; and (ii) that identifies the
13
individual or with respect to which there is a reasonable basis to believe the information can be
used to identify the individual, and shall have the meaning given to such term under the HIPAA
Rules, including, but not limited to, 45 C.F.R. Section 164.501.
c. "Protected Information" shall mean PHI provided by CE to Associate or created
received, maintained or transmitted by Associate on CE's behalf. To the extent Associate is a
covered entity under HIPAA and creates or obtains its own PHI for treatment, payment and
health care operations, Protected Information under this Contract does not include any PHI
created or obtained by Associate as a covered entity and Associate shall follow its own policies
and procedures for accounting, access and amendment of Associate's PHI.
d. "Subcontractor" shall mean a third party to whom Associate delegates a function,
activity, or service that involves CE's Protected Information, in order to carry out the
responsibilities of this Agreement.
2. Obligations of Associate.
a. Permitted Uses. Associate shall not use Protected Information except for the
purpose of performing Associate's obligations under this Contract and as permitted under this
Addendum. Further, Associate shall not use Protected Information in any manner that would
constitute a violation of the HIPAA Rules if so used by CE, except that Associate may use
Protected Information: (i) for the proper management and administration of Associate; (ii) to
carry out the legal responsibilities of Associate; or (iii) for Data Aggregation purposes for the
Health Care Operations of CE. Additional provisions, if any, governing permitted uses of
Protected Information are set forth in Attachment A to this Addendum. Associate accepts full
responsibility for any penalties incurred as a result of Associate's breach of the HIPAA Rules.
b. Permitted Disclosures. Associate shall not disclose Protected Information in any
manner that would constitute a violation of the HIPAA Rules if disclosed by CE, except that
Associate may disclose Protected Information: (i) in a manner permitted pursuant to this
Contract; (ii) for the proper management and administration of Associate; (iii) as required by
law; (iv) for Data Aggregation purposes for the Health Care Operations of CE; or (v) to report
violations of law to appropriate federal or state authorities, consistent with 45 C.F.R. Section
164.502(j)(1). To the extent that Associate discloses Protected Information to a third party
Subcontractor, Associate must obtain, prior to making any such disclosure: (i) reasonable
assurances through execution of a written agreement with such third party that such Protected
Information will be held confidential as provided pursuant to this Addendum and only disclosed
as required by law or for the purposes for which it was disclosed to such third party; and that
such third party will notify Associate within two (2) business days of any breaches of
confidentiality of the Protected Information, to the extent it has obtained knowledge of such
breach. Additional provisions, if any, governing permitted disclosures of Protected Information
are set forth in Attachment A.
c. Appropriate Safeguards. Associate shall implement appropriate safeguards as are
necessary to prevent the use or disclosure of Protected Information other than as permitted by
14
this Contract. Associate shall comply with the requirements of the HIPAA Security Rule at 45
C.F.R. Sections 164.308, 164.310, 164.312, and 164.316. Associate shall maintain a
comprehensive written information privacy and security program that includes administrative,
technical and physical safeguards appropriate to the size and complexity of the Associate's
operations and the nature and scope of its activities. Associate shall review, modify, and update
documentation of, its safeguards as needed to ensure continued provision of reasonable and
appropriate protection of Protected Information.
d. Reporting of Improper Use or Disclosure. Associate shall report to CE in writing
any use or disclosure of Protected Information other than as provided for by this Contract within
five (5) business days of becoming aware of such use or disclosure.
e. Associate's Agents. If Associate uses one or more Subcontractors or agents to
provide services under the Contract, and such Subcontractors or agents receive or have access to
Protected Information, each Subcontractor or agent shall sign an agreement with Associate
containing the same provisions as this Addendum and further identifying CE as a third party
beneficiary with rights of enforcement and indemnification from such Subcontractors or agents
in the event of any violation of such Subcontractor or agent agreement. The Agreement between
the Associate and Subcontractor or agent shall ensure that the Subcontractor or agent agrees to at
least the same restrictions and conditions that apply to Associate with respect to such Protected
Information. Associate shall implement and maintain sanctions against agents and
Subcontractors that violate such restrictions and conditions and shall mitigate the effects of any
such violation.
f. Access to Protected Information. If Associate maintains Protected Information
contained within CE's Designated Record Set, Associate shall make Protected Information
maintained by Associate or its agents or Subcontractors in such Designated Record Sets
available to CE for inspection and copying within ten (10) business days of a request by CE to
enable CE to fulfill its obligations to permit individual access to PHI under the HIPAA Rules,
including, but not limited to, 45 C.F.R. Section 164.524. If such Protected Information is
maintained by Associate in an electronic form or format, Associate must make such Protected
Information available to CE in a mutually agreed upon electronic form or format.
g. Amendment of PHI. If Associate maintains Protected Information contained
within CE's Designated Record Set, Associate or its agents or Subcontractors shall make such
Protected Information available to CE for amendment within ten (10) business days of receipt of
a request from CE for an amendment of Protected Information or a record about an individual
contained in a Designated Record Set, and shall incorporate any such amendment to enable CE
to fulfill its obligations with respect to requests by individuals to amend their PHI under the
HIPAA Rules, including, but not limited to, 45 C.F.R. Section 164.526. If any individual
requests an amendment of Protected Information directly from Associate or its agents or
Subcontractors, Associate must notify CE in writing within five (5) business days of receipt of
the request. Any denial of amendment of Protected Information maintained by Associate or its
agents or Subcontractors shall be the responsibility of CE.
15
h. Accounting Rights. If Associate maintains Protected Information contained
within CE's Designated Record Set, Associate and its agents or Subcontractors shall make
available to CE within ten (10) business days of notice by CE, the information required to
provide an accounting of disclosures to enable CE to fulfill its obligations under the HIPAA
Rules, including, but not limited to, 45 C.F.R. Section 164.528. In the event that the request for
an accounting is delivered directly to Associate or its agents or Subcontractors, Associate shall
within five (5) business days of the receipt of the request forward it to CE in writing. It shall be
CE's responsibility to prepare and deliver any such accounting requested. Associate shall not
disclose any Protected Information except as set forth in Section 2(b) of this Addendum.
i. Governmental Access to Records. Associate shall keep records and make its
internal practices, books and records relating to the use and disclosure of Protected Information
available to the Secretary of the U.S. Department of Health and Human Services (the
"Secretary"), in a time and manner designated by the Secretary, for purposes of determining
CE's or Associate's compliance with the HIPAA Rules. Associate shall provide to CE a copy of
any Protected Information that Associate provides to the Secretary concurrently with providing
such Protected Information to the Secretary when the Secretary is investigating CE. Associate
shall cooperate with the Secretary if the Secretary undertakes an investigation or compliance
review of Associate's policies, procedures or practices to determine whether Associate is
complying with the HIPAA Rules, and permit access by the Secretary during normal business
hours to its facilities, books, records, accounts, and other sources of information, including
Protected Information, that are pertinent to ascertaining compliance.
j. Minimum Necessary. Associate (and its agents or subcontractors) shall only
request, use and disclose the minimum amount of Protected Information necessary to accomplish
the purpose of the request, use or disclosure, in accordance with the Minimum Necessary
requirements of the HIPAA Rules including, but not limited to 45 C.F.R. Sections 164.502(b)
and 164.514(d).
k. Data Ownership. Associate acknowledges that Associate has no ownership rights
with respect to the Protected Information.
1. Retention of Protected Information. Except upon termination of the Contract as
provided in Section 4(d) of this Addendum, Associate and its Subcontractors or agents shall
retain all Protected Information throughout the term of this Contract and shall continue to
maintain the information required under Section 2(h) of this Addendum for a period of six (6)
years.
m. Associate's Insurance. Associate shall maintain insurance to cover loss of PHI
data and claims based upon alleged violations of privacy rights through improper use or
disclosure of PHI. All such policies shall meet or exceed the minimum insurance requirements
of the Contract (e.g., occurrence basis, combined single dollar limits, annual aggregate dollar
limits, additional insured status and notice of cancellation).
16
n. Notice of Privacy Practices. Associate shall be responsible for reviewing CE's
Notice of Privacy Practices, available on CE's external website, to determine any requirements
applicable to Associate per this Contract.
o. Notification of Breach. During the term of this Contract, Associate shall notify
CE within two (2) business days of any suspected or actual breach of security, intrusion or
unauthorized use or disclosure of PHI and/or any actual or suspected use or disclosure of data in
violation of any applicable federal or state laws or regulations. Associate shall not initiate
notification to affected individuals per the HIPAA Rules without prior notification and approval
of CE. Information provided to CE shall include the identification of each individual whose
unsecured PHI has been, or is reasonably believed to have been accessed, acquired or disclosed
during the breach. Associate shall take (i) prompt corrective action to cure any such deficiencies
and (ii) any action pertaining to such unauthorized disclosure required by applicable federal and
state laws and regulations.
p. Audits. Inspection and Enforcement. Within ten (10) business days of a written
request by CE, Associate and its agents or subcontractors shall allow CE to conduct a reasonable
inspection of the facilities, systems, books, records, agreements, policies and procedures relating
to the use or disclosure of Protected Information pursuant to this Addendum for the purpose of
determining whether Associate has complied with this Addendum; provided, however, that: (i)
Associate and CE shall mutually agree in advance upon the scope, timing and location of such an
inspection; and (ii) CE shall protect the confidentiality of all confidential and proprietary
information of Associate to which CE has access during the course of such inspection. The fact
that CE inspects, or fails to inspect, or has the right to inspect, Associate's facilities, systems,
books, records, agreements, policies and procedures does not relieve Associate of its
responsibility to comply with this Addendum, nor does CE's (i) failure to detect or (ii) detection,
but failure to notify Associate or require Associate's remediation of any unsatisfactory practices,
constitute acceptance of such practice or a waiver of CE's enforcement rights under the Contract.
q. Safeguards During Transmission. Associate shall be responsible for using
appropriate safeguards, including encryption of PHI, to maintain and ensure the confidentiality,
integrity and security of Protected Information transmitted pursuant to the Contract, in
accordance with the standards and requirements of the HIPAA Rules.
r. Restrictions and Confidential Communications. Within ten (10) business days of
notice by CE of a restriction upon uses or disclosures or request for confidential communications
pursuant to 45 C.F.R. Section 164.522, Associate will restrict the use or disclosure of an
individual's Protected Information. Associate will not respond directly to an individual's requests
to restrict the use or disclosure of Protected Information or to send all communication of Protect
Information to an alternate address. Associate will refer such requests to the CE so that the CE
can coordinate and prepare a timely response to the requesting individual and provide direction to
Associate.
Obligations of CE.
17
a. Safeguards During Transmission. CE shall be responsible for using appropriate
safeguards, including encryption of PHI, to maintain and ensure the confidentiality, integrity and
security of Protected Information transmitted pursuant to the Contract, in accordance with the
standards and requirements of the HIPAA Rules.
b. Notice of Changes. CE maintains a copy of its Notice of Privacy Practices on its
website. CE shall provide Associate with any changes in, or revocation of, permission to use or
disclose Protected Information, to the extent that it may affect Associate's permitted or required
uses or disclosures. To the extent that it may affect Associate's permitted use or disclosure of
PHI, CE shall notify Associate of any restriction on the use or disclosure of Protected
Information that CE has agreed to in accordance with 45 C.F.R. Section 164.522.
4. Termination.
a. Material Breach. In addition to any other provisions in the Contract regarding
breach, a breach by Associate of any provision of this Addendum, as determined by CE, shall
constitute a material breach of this Contract and shall provide grounds for immediate termination
of this Contract by CE pursuant to the provisions of the Contract covering termination for cause,
if any. If the Contract contains no express provisions regarding termination for cause, the
following terms and conditions shall apply:
(1) Default. If Associate refuses or fails to timely perform any of the
provisions of this Contract, CE may notify Associate in writing of the non-performance, and if
not promptly corrected within the time specified, CE may terminate this Contract. Associate
shall continue performance of this Contract to the extent it is not terminated and shall be liable
for excess costs incurred in procuring similar goods or services elsewhere.
(2) Associate's Duties. Notwithstanding termination of this Contract, and
subject to any directions from CE, Associate shall take timely, reasonable and necessary action
to protect and preserve property in the possession of Associate in which CE has an interest.
(3) Compensation. Payment for completed supplies delivered and accepted
by CE shall be at the Contract price. In the event of a material breach under paragraph 4a, CE
may withhold amounts due Associate as CE deems necessary to protect CE against loss from
third party claims of improper use or disclosure and to reimburse CE for the excess costs
incurred in procuring similar goods and services elsewhere.
(4) Erroneous Termination for Default. If after such termination it is
determined, for any reason, that Associate was not in default, or that Associate's action/inaction
was excusable, such termination shall be treated as a termination for convenience, and the rights
and obligations of the parties shall be the same as if this Contract had been terminated for
convenience, as described in this Contract.
b. Reasonable Steps to Cure Breach. If CE knows of a pattern of activity or practice
of Associate that constitutes a material breach or violation of the Associate's obligations under
the provisions of this Addendum or another arrangement and does not terminate this Contract
18
pursuant to Section 4(a), then CE shall take reasonable steps to cure such breach or end such
violation. If CE's efforts to cure such breach or end such violation are unsuccessful, CE shall
either (i) terminate the Contract, if feasible or (ii) if termination of this Contract is not feasible,
CE shall report Associate's breach or violation to the Secretary of the Department of Health and
Human Services. If Associate knows of a pattern of activity or practice of a Subcontractor or
agent that constitutes a material breach or violation of the Subcontractor's or agent's obligations
under the written agreement between Associate and the Subcontractor or agent, Associate shall
take reasonable steps to cure such breach or end such violation, if feasible.
c. Judicial or Administrative Proceedings. Either party may terminate the
Contract, effective immediately, if (i) the other party is named as a defendant in a criminal
proceeding for a violation of the HIPAA Rules or other security or privacy laws or (ii) a finding
or stipulation that the other party has violated any standard or requirement of the HIPAA Rules
or other security or privacy laws is made in any administrative or civil proceeding in which the
party has been joined.
d. Effect of Termination.
(1) Except as provided in paragraph (2) of this subsection, upon termination
of this Contract, for any reason, Associate shall return or destroy all Protected Information that
Associate, or its agents or Subcontractors still maintain in any form and shall retain no copies of
such Protected Information. If Associate elects to destroy the PHI, Associate shall certify in
writing to CE that such PHI has been destroyed.
(2) If Associate believes that returning or destroying the Protected
Information is not feasible, Associate shall promptly provide CE notice of the conditions making
return or destruction infeasible. Associate shall continue to extend the protections of Sections
2(a), 2(b), 2(c), 2(d) and 2(e) of this Addendum to such Protected Information and shall limit
further use of such PHI to those purposes that make the return or destruction of such PHI
infeasible.
5. Injunctive Relief. CE shall have the right to injunctive and other equitable and legal
relief against Associate or any of its Subcontractors or agents in the event of any use or
disclosure of Protected Information in violation of this Contract or applicable law.
6. No Waiver of Immunity. No term or condition of this Contract shall be construed or
interpreted as a waiver, express or implied, of any of the immunities, rights, benefits, protection,
or other provisions of the Colorado Governmental Immunity Act, CRS 24-10-101 et seq. or the
Federal Tort Claims Act, 28 U.S.C. 2671 et seq. as applicable, as now in effect or hereafter
amended.
7. Limitation of Liability. Any limitation of Associate's liability in the Contract shall be
inapplicable to the terms and conditions of this Addendum.
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8. Disclaimer. CE makes no warranty or representation that compliance by Associate with
this Contractor the HIPAA Rules will be adequate or satisfactory for Associate's own purposes.
Associate is solely responsible for all decisions made by Associate regarding the safeguarding of
PHI.
9. Certification. To the extent that CE determines an examination is necessary in order to
comply with CE's legal obligations pursuant to the HIPAA Rules relating to certification of its
security practices, CE or its authorized agents or contractors, may, at CE's expense, examine
Associate's facilities, systems, procedures and records as may be necessary for such agents or
contractors to certify to CE the extent to which Associate's security safeguards comply with the
HIPAA Rules or this Addendum.
10. Amendment.
a. Amendment to Comply with Law. The parties acknowledge that state and federal
laws relating to data security and privacy are rapidly evolving and that amendment of this
Addendum may be required to provide for procedures to ensure compliance with such
developments. The parties specifically agree to take such action as is necessary to implement the
standards and requirements of the HIPAA Rules and other applicable laws relating to the
confidentiality, integrity, availability and security of PHI. The parties understand and agree that
CE must receive satisfactory written assurance from Associate that Associate will adequately
safeguard all Protected Information and that it is Associate's responsibility to receive satisfactory
written assurances from Associate's Subcontractors and agents. Upon the request of either party,
the other party agrees to promptly enter into negotiations concerning the terms of an amendment
to this Addendum embodying written assurances consistent with the standards and requirements
of the HIPAA Rules or other applicable laws. CE may terminate this Contract upon thirty (30)
days written notice in the event (i) Associate does not promptly enter into negotiations to amend
this Contract when requested by CE pursuant to this Section, or (ii) Associate does not enter into
an amendment to this Contract providing assurances regarding the safeguarding of PHI that CE,
in its sole discretion, deems sufficient to satisfy the standards and requirements of the HIPAA
Rules.
b. Amendment of Attachment A. Attachment A may be modified or amended by
mutual agreement of the parties in writing from time to time without formal amendment of this
Addendum.
11. Assistance in Litigation or Administrative Proceedings. Associate shall make itself, and
any Subcontractors, employees or agents assisting Associate in the performance of its obligations
under the Contract, available to CE, at no cost to CE up to a maximum of 30 hours, to testify as
witnesses, or otherwise, in the event of litigation or administrative proceedings being
commenced against CE, its directors, officers or employees based upon a claimed violation of
the HIPAA Rules or other laws relating to security and privacy or PHI, except where Associate
or its Subcontractor, employee or agent is a named adverse party.
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12. No Third -Party Beneficiaries. Nothing express or implied in this Contract is intended to
confer, nor shall anything herein confer, upon any person other than CE, Associate and their
respective successors or assigns, any rights, remedies, obligations or liabilities whatsoever.
13. Interpretation and Order of Precedence. The provisions of this Addendum shall prevail
over any provisions in the Contract that may conflict or appear inconsistent with any provision in
this Addendum. Together, the Contract and this Addendum shall be interpreted as broadly as
necessary to implement and comply with the HIPAA Rules. The parties agree that any
ambiguity in this Contract shall be resolved in favor of a meaning that complies and is consistent
with the HIPAA Rules. This Contract supersedes and replaces any previous separately executed
HIPAA addendum between the parties.
14. Survival of Certain Contract Terms. Notwithstanding anything herein to the contrary,
Associate's obligations under Section 4(d) ("Effect of Termination") and Section 12 ("No Third -
Party Beneficiaries") shall survive termination of this Contract and shall be enforceable by CE as
provided herein in the event of such failure to perform or comply by the Associate. This
Addendum shall remain in effect during the term of the Contract including any extensions.
15. Representatives and Notice.
a. Representatives. For the purpose of the Contract, the individuals identified
elsewhere in this Contract shall be the representatives of the respective parties. If no
representatives are identified in the Contract, the individuals listed below are hereby designated
as the parties' respective representatives for purposes of this Contract. Either party may from
time to time designate in writing new or substitute representatives.
b. Notices. All required notices shall be in writing and shall be hand delivered or
given by certified or registered mail to the representatives at the addresses set forth below.
State/Covered Entity Representative:
Name: Kelly Morrison
Title: Division Head
Department and Division: Weld County Department of Human Services Area Agency on
Aging
Address: 315 North 11th Ave PO Box 1805, Greeley, Colorado 80631
Contractor/Business Associate Representative:
Name: Jonathan D. Asher
Title: Executive Director
Department and Division: Colorado Legal Services
Address: 912 8 Avenue, Greeley, Colorado 80631
ATTACHMENT A
This Attachment sets forth additional terms to the HIPAA Business Associate
Addendum, which is part of the Contract dated July 1, 2019 between Weld County Department
of Human Services Area Agency on Aging and Colorado Legal Services, ("Contract") and is
effective as of July 1, 2019 (the "Attachment Effective Date"). This Attachment may be
amended from time to time as provided in Section 10(b) of the Addendum.
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1. Additional Permitted Uses. In addition to those purposes set forth in Section 2(a) of the
Addendum, Associate may use Protected Information as follows:
2. Additional Permitted Disclosures. In addition to those purposes set forth in Section 2(b)
of the Addendum, Associate may disclose Protected Information as follows:
3. Subcontractor(s). The parties acknowledge that the following subcontractors or agents of
Associate shall receive Protected Information in the course of assisting Associate in the
performance of its obligations under this Contract:
4. Receipt. Associate's receipt of Protected Information pursuant to this Contract shall be
deemed to occur as follows, and Associate's obligations under the Addendum shall commence
with respect to such PHI upon such receipt:
5. Additional Restrictions on Use of Data. CE is a Business Associate of certain other
Covered Entities and, pursuant to such obligations of CE, Associate shall comply with the
following restrictions on the use and disclosure of Protected Information:
6. Additional Terms. [This section may include specifications for disclosure format,
method of transmission, use of an intermediary, use of digital signatures or PKI, authentication,
additional security of privacy specifications, de -identification or re -identification of data and
other additional terms.]
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day
first written above.
BOARD OF COUNTY COMMISSIONERS
W LD COUNTY, COLO ADO
arbara Kirkmeyer, ha r JUN S 2 0 f 9
ATTES��:��.j
fwz► 1 `'• Kam;4i
Weld fodnty Clerk to
BY:
Deputy CW'rk to' the
WELD COUNTY DEPARTMENT OF H
SERVICES
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Judy A. Griego, Director
23
Colorado Legal Services
JDrn?thau10 Arrhel-
By: Jonathan D. Asher (May 14, 2019)
Jonathan D. Asher, Executive Director
Title: Executive Director
Date: May 14, 2019
WELD COUNTY AREA AGENCY ON AGING
Kb4/ 4rr
Ketly Morrison (May 17, 20191
Kelly Morrison, Division Head
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