HomeMy WebLinkAbout20211367.tiffRESOLUTION
RE: APPROVE CONTRACT FOR EQUIFAX VERIFICATION SERVICES FOR USE OF THE
WORK NUMBER AND AUTHORIZE CHAIR TO SIGN AND SUBMIT
ELECTRONICALLY
WHEREAS, the Board of County Commissioners of Weld County, Colorado, pursuant to
Colorado statute and the Weld County Home Rule Charter, is vested with the authority of
administering the affairs of Weld County, Colorado, and
WHEREAS, the Board has been presented with a Contract for Equifax Verification
Services for Use of The Work Number between the County of Weld, State of Colorado, by and
through the Board of County Commissioners of Weld County, on behalf of the Department of
Human Services, and the Colorado Department of Human Services, Office of Economic Security,
on behalf of TALX Corporation, commencing June 1, 2021, and ending May 31, 2022, with further
terms and conditions being as stated in said contract, and
WHEREAS, after review, the Board deems it advisable to approve said contract, a copy
of which is attached hereto and incorporated herein by reference.
NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of
Weld County, Colorado, that the Equifax Verification Services for Use of The Work Number
between the County of Weld, State of Colorado, by and through the Board of County
Commissioners of Weld County, on behalf of the Department of Human Services, and the
Colorado Department of Human Services, Office of Economic Security, on behalf of TALX
Corporation, be, and hereby is, approved.
BE IT FURTHER RESOLVED by the Board that the Chair be, and hereby is, authorized
to electronically sign and submit said contract.
The above and foregoing Resolution was, on motion duly made and seconded, adopted
by the following vote on the 24th day of May, A.D., 2021.
BOARD OF COUNTY COMMISSIONERS
WELD COUNTY, COLORADO
ATTEST: dgeofm)�.
Weld County Clerk to the Board
Deputy Clerk to the Board
APPR VED AS T
ounty A torney
Date of signature: 05/2f/2
cc:NSD
O6/0I /21
2021-1367
HR0093
PRIVILEGED AND CONFIDENTIAL
MEMORANDUM
r) -t ac+ =D 4-9701
DATE: May 18, 2021
TO: Board of County Commissioners -- Pass -Around
FR: Jamie Ulrich, Director, Human Services
RE: Colorado Department of Human Services Contract
for the Work Number
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 Contract with the Colorado Department of
Human Services for the Work Number. The Colorado Department of Human Services
(CDHS) has issued a new contract for access to Equifax Verification Services (EVS) for the
Work Number. The State contracts with TALX Corporation for EVS, which is the largest
proprietary database of up-to-date employment and income data. The Work Number is used by
the Assistance Payments, Child Support, Family Resource and Employment Services Divisions
to verify income resulting in more efficient eligibility determination, fraud prevention and work
activity participation.
This contract is effective June 1, 2021 and will continue through May 31, 2022. The contract
establishes a minimum financial obligation for each county in the event that the statewide
minimum is not met. Weld's portion of the total minimum financial obligation is $243,604.28.
I do not recommend a Work Session. I recommend approval of this contract and authorize the Chair to
sign via DocuSign.
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; May 18, 2021 - CMS 4769
Page 1
2021-1367
H 130093
COLORADO
Department of Human Services
21 IHGA 168856
eClearance: 2105262
STATE OF COLORADO
DEPARTMENT OF HUMAN SERVICES CONTRACT
SIGNATURE AND COVER PAGES
State Agency
Colorado Department of Human Services
Office of Economic Security
Contractor
Weld County
Contractor's State of Incorporation: Colorado
Contract Maximum Amount
Initial Term
6.1.2021 - 5.31.2022 $243,604.28
Maximum Amount for All Fiscal Years $243,604.28
Contract Performance Beginning Date
The later of the Effective Date or June 1, 2021
Initial Contract Expiration Date
May 31, 2022 or otherwise upon termination of the Schedule
A as specified in the Work Number Agreement
Except as stated in §2.D, the total duration of this Contract,
including the exercise of any options to extend, shall not
exceed 5 Years from its Performance Beginning Date.
Pricing/Funding
Price Structure: Fixed Price
Contractor shall invoice: As specified elsewhere
Fund Source: CFMS
Options
The State shall have the following options if indicated with
"Yes," as further described in §2.C and §5.B.v:
Option to Extend Term per §2.C: Yes
Option to Increase or Decrease Maximum Amount per
§5.B.v: Yes
Insurance
Contractor shall maintain the following insurance if indicated
with "Yes," as further described in §8:
Worker's Compensation: Yes
General Liability: Yes
Automobile Liability: No
Protected Information: No
Professional Liability Insurance: No
Crime Insurance: No
Miscellaneous
Authority to enter into this Contract exists in: C.R.S. § 26 -1 -
111
Law -Specified Vendor Statute (if any): N/A
Procurement Method: Exempt
Solicitation Number (if any): N/A
State Representative
Barry Pardus, Deputy Director
Office of Economic Security
1575 Sherman St., 5th Floor
Denver, CO 80203
(303) 866-3726
barry.pardus@state.co.us
Contractor Representative
Jamie Ulrich, Director
Weld County Department of Human Services
315 North 11th Avenue, PO Box A
Greeley, CO 80631
(970) 352-1551 x 6581
ulrichjj@weldgov.com
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Exhibits
The following Exhibits are attached and incorporated into this Contract:
Exhibit A — Statement of Work
Exhibit B — Universal Membership Agreement - 16 IHEA 83111
Exhibit C — Amendment 9 - 22 IHGA 169011
Exhibit D — UMA Exhibit 1-A
Contract Purpose
The State has entered into a Contract with the TALX Corporation, a provider of Equifax Verification Services ("EVS"), for
use of The Work Number. This Contract allows the County to participate with the State acting as a pass -through entity to
benefit from bulk pricing on income verification from The Work Number.
Signature Page begins on next page 3
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DocuSign Envelope ID: 91 D0D0F3-01 E0-4188-B2D0-0949DF7487BF
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THE PARTIES HERETO HAVE EXECUTED THIS CONTRACT
Each person signing this Contract represents and warrants that he or she is duly authorized to execute this Contract and to
bind the Party authorizing his or her signature.
Signed:
CONTRACTOR
Weld County
Printed Name:
Title:
p-DocuSigned by:
S{ u, M6frU&b
\--5/E446F3Co504A5 _
Steve Moreno
weld county Commissioner
Date:
5/24/2021
STATE OF COLORADO
Jared S. Polis, Governor
Department of Human Services
Michelle Barnes, Executive Director
Signed:
Printed Name:
:1Nt1et:man
DocuSigned by:
FIL.,47. A Pa re,
E16BD60FC164"62_.
Barry 3. Pardus
Deputy Director - OES
Date:
5/6/2021
2nd State or Contractor Signature if Needed
By:
Date:
LEGAL REVIEW
Philip J. Weiser, Attorney General
By:
Assistant Attorney General
Date:
In accordance with §24-30-202 C.R.S., this Contract is not va id until signed and dated below by the State Controller or an
authorized delegate.
By:
STATE CONTROLLER
Robert Jaros, CPA, MBA, JD
DocuSigned by:
C
Andrea Eurich I Janet MCI I t oni Williamson
Effective Date:
5/24/2021
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TABLE OF CONTENTS
SIGNATURE AND COVER PAGES 1
1. PARTIES 4
2. TERM AND EFFECTIVE DATE 4
3. DEFINITIONS 6
4. STATEMENT OF WORK 8
5. REPORTING - NOTIFICATION 8
6. CONFIDENTIAL INFORMATION -STATE RECORDS 9
7. CONFLICTS OF INTEREST 9
8. INSURANCE 10
9. BREACH OF CONTRACT 12
10. REMEDIES 13
11. DISPUTE RESOLUTION 14
12. NOTICES AND REPRESENTATIVES 14
13. STATEWIDE CONTRACT MANAGEMENT SYSTEM 14
14. GENERAL PROVISIONS 14
15. COLORADO SPECIAL PROVISIONS (COLORADO FISCAL RULE 3-3) 17
16. DEPARTMENT OF HUMAN SERVICES PROVISIONS 20
17. SAMPLE OPTION LETTER (IF APPLICABLE) 22
1. PARTIES
This Contract is entered into by and between Contractor named on the Signature and Cover Pages
for this Contract (the "Contractor"), and the STATE OF COLORADO acting by and through the
Department of Human Services (the "State" or "CDHS"). Contractor and the State agree to the
terms and conditions in this Contract.
2. TERM AND EFFECTIVE DATE
A. Effective Date
This Contract shall not be valid or enforceable until the "Effective Date", which shall be upon
approval by the State Controller or designee and upon full execution of substantially the same
agreement with all counties listed in this Contract. The State shall not be bound by any
provision of this Contract before the Effective Date, and shall have no obligation to pay
Contractor for any Work performed or expense incurred before the Effective Date or after
the expiration or sooner termination of this Contract.
B. Initial Term
The Parties' respective performances under this Contract shall commence on the Contract
Performance Beginning Date shown on the Signature and Cover Pages for this Contract and
shall terminate on the Initial Contract Expiration Date shown on the Signature and Cover
Pages for this Contract (the "Initial Term") unless sooner terminated or further extended in
accordance with the terms of this Contract.
C. Extension Terms - State's Option
If the Signature and Cover Pages for this Contract shows that the State has the Option to
Extend Term, then the State, at its discretion, shall have the option to extend the performance
under this Contract beyond the Initial Term for a period, or for successive periods, at the
same rates and under the same terms specified in the Contract (each such period an
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"Extension Term"). In order to exercise this option, the State shall provide written notice to
Contractor in a form substantially equivalent to §21 "Sample Option Letter." The State may
include and incorporate a revised budget with the option letter, as long as the revised budget
does not unilaterally change rates or terms specified in the Contract. Except as stated in §2.D,
the total duration of this Contract, including the exercise of any options to extend, shall not
exceed 5 years from its Performance Beginning Date, or the number of years specified on the
Signature and Cover Pages if such number is less than 5 years, absent prior approval from
the Chief Procurement Officer in accordance with the Colorado Procurement Code.
D. End of Term Extension
If this Contract approaches the end of its Initial Term, or any Extension Term then in place,
the State, at its discretion, upon written notice to Contractor as provided in §15, may
unilaterally extend such Initial Term or Extension Term for a period not to exceed 2 months
(an "End of Term Extension"), regardless of whether additional Extension Terms are
available or not. The provisions of this Contract in effect when such notice is given shall
remain in effect during the End of Term Extension. The End of Term Extension shall
automatically terminate upon execution of a replacement contract or modification extending
the total term of the Contract.
E. Early Termination in the Public Interest
The State is entering into this Contract to serve the public interest of the State of Colorado as
determined by its Governor, General Assembly, or Courts. If this Contract ceases to further
the public interest of the State, the State, in its discretion, may terminate this Contract in
whole or in part. A determination that this Contract should be terminated in the public interest
shall not be equivalent to a State right to terminate for convenience. This subsection shall not
apply to a termination of this Contract by the State for breach by Contractor, which shall be
governed by §12.A.i.
i. Method and Content
The State shall notify Contractor of such termination in accordance with §15. The
notice shall specify the effective date of the termination and whether it affects all or a
portion of this Contract, and shall include, to the extent practicable, the public interest
justification for the termination.
ii. Obligations and Rights
Upon receipt of a termination notice for termination in the public interest, Contractor
shall be subject to the rights and obligations set forth in §12.A.i.a.
iii. Payments
If the State terminates this Contract in the public interest, the State shall pay Contractor
an amount equal to the percentage of the total reimbursement payable under this
Contract that corresponds to the percentage of Work satisfactorily completed and
accepted, as determined by the State, less payments previously made. Additionally, if
this Contract is less than 60% completed, as determined by the State, the State may
reimburse Contractor for a portion of actual out-of-pocket expenses, not otherwise
reimbursed under this Contract, incurred by Contractor which are directly attributable
to the uncompleted portion of Contractor's obligations, provided that the sum of any
and all reimbursement shall not exceed the maximum amount payable to Contractor
hereunder.
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3. DEFINITIONS
The following terms shall be construed and interpreted as follows:
A. "Breach of Contract" means the failure of a Party to perform any of its obligations in
accordance with this Contract, in whole or in part or in a timely or satisfactory manner. The
institution of proceedings under any bankruptcy, insolvency, reorganization or similar law,
by or against Contractor, or the appointment of a receiver or similar officer for Contractor or
any of its property, which is not vacated or fully stayed within 30 days after the institution of
such proceeding, shall also constitute a breach. If Contractor is debarred or suspended under
§24-109-105, C.R.S. at any time during the term of this Contract, then such debarment or
suspension shall constitute a breach.
B. "Business Day" means any day other than Saturday, Sunday, or a Legal Holiday as listed in
§24-11-101(1) C.R.S.
C. "Chief Procurement Officer" means the individual to whom the Executive Director has
delegated his or her authority pursuant to §24-102-202(6), C.R.S. to procure or supervise the
procurement of all supplies and services needed by the state.
D. "CJI" means criminal justice information collected by criminal justice agencies needed for
the performance of their authorized functions, including, without limitation, all information
defined as criminal justice information by the U.S. Department of Justice, Federal Bureau of
Investigation, Criminal Justice Information Services Security Policy, as amended and all
Criminal Justice Records as defined under 24-72-302 C.R.S.
E. "Contract" means this agreement, including all attached Exhibits, all documents
incorporated by reference, all referenced statutes, rules and cited authorities, and any future
modifications thereto. For purposes of clarification and the removal of any doubt, subject to
any future modifications thereto, the Signature and Cover Pages and Sections 1 through 21,
as identified in the Table of Contents herein above, shall constitute the "main body" of this
Contract exclusively.
F. "Contract Funds" means the funds that have been appropriated, designated, encumbered, or
otherwise made available for payment by the State under this Contract.
G. "CORA" means the Colorado Open Records Act, §§24-72-200.1 et. seq., C.R.S.
H. "End of Term Extension" means the time period defined in §2.D.
I. "Effective Date" means the date on which this Contract is approved and signed by the
Colorado State Controller or designee, as shown on the Signature Page for this Contract. If
this Contract is for a Major Information Technology Project, as defined in §24-37.5-102(2.6),
then Effective Date of this Contract shall be the later of the date on which this Contract is
approved and signed by the State's Chief Information Officer or authorized delegate or the
date on which this Contract is approved and signed by the State Controller or authorized
delegate, as shown on the Signature and Cover Page for this Contract.
J. "Exhibits" means the exhibits and attachments included with this Contract as shown on the
Signature and Cover Pages for this Contract..
K. "Extension Term" means the time period defined in §2.C.
L. "Goods" means any movable material acquired, produced, or delivered by Contractor as set
forth in this Contract and shall include any movable material acquired, produced, or delivered
by Contractor in connection with the Services.
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M. "Initial Term" means the time period defined in §2.B.
N. "Party" means the State or Contractor, and "Parties" means both the State and Contractor.
O. "PCI" means payment card information including any data related to credit card holders'
names, credit card numbers, or the other credit card information as may be protected by state
or federal law.
P. "PII" means personally identifiable information including, without limitation, any
information maintained by the State about an individual that can be used to distinguish or
trace an individual's identity, such as name, social security number, date and place of birth,
mother's maiden name, or biometric records; and any other information that is linked or
linkable to an individual, such as medical, educational, financial, and employment
information. PII includes, but is not limited to, all information defined as personally
identifiable information in §24-72-501 C.R.S.
"PHI" means any protected health information, including, without limitation 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 individual or with respect to which there is a reasonable basis to believe
the information can be used to identify the individual. PHI includes, but is not limited to, any
information defined as Individually Identifiable Health Information by the federal Health
Insurance Portability and Accountability Act.
R. "Services" means the services to be performed by Contractor as set forth in this Contract,
and shall include any services to be rendered by Contractor in connection with the Goods.
S. "State Confidential Information" means any and all State Records not subject to disclosure
under CORA. State Confidential Information shall include, but is not limited to, PII, PHI,
PCI, Tax Information, CJI, and State personnel records not subject to disclosure under
CORA. State Confidential Information shall not include information or data concerning
individuals that is not deemed confidential but nevertheless belongs to the State, which has
been communicated, furnished, or disclosed by the State to Contractor which (i) is subject to
disclosure pursuant to CORA; (ii) is already known to Contractor without restrictions at the
time of its disclosure to Contractor; (iii) is or subsequently becomes publicly available
without breach of any obligation owed by Contractor to the State; (iv) is disclosed to
Contractor, without confidentiality obligations, by a third party who has the right to disclose
Q.
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such information; or (v) was independently developed without reliance on any State
Confidential Information.
T. "State Fiscal Rules" means that fiscal rules promulgated by the Colorado State Controller
pursuant to §24-30-202(13)(a), C.R.S.
U. "State Fiscal Year" means a 12 month period beginning on July 1 of each calendar year and
ending on June 30 of the following calendar year. If a single calendar year follows the term,
then it means the State Fiscal Year ending in that calendar year.
V. "State Records" means any and all State data, information, and records, regardless of
physical form, including, but not limited to, information subject to disclosure under CORA.
W. "Subcontractor" means third -parties, if any, engaged by Contractor to aid in performance
of the Work.
X. "Tax Information" means federal and State of Colorado tax information including, without
limitation, federal and State tax returns, return information, and such other tax -related
information as may be protected by federal and State law and regulation. Tax Information
includes, but is not limited to all information defined as federal tax information in Internal
Revenue Service Publication 1075.
Y. "Work" means the Goods delivered and Services performed pursuant to this Contract.
Z. "Work Product" means the tangible and intangible results of the Work, whether finished or
unfinished, including drafts. Work Product includes, but is not limited to, documents, text,
software (including source code), research, reports, proposals, specifications, plans, notes,
studies, data, images, photographs, negatives, pictures, drawings, designs, models, surveys,
maps, materials, ideas, concepts, know-how, and any other results of the Work. "Work
Product" does not include any material that was developed prior to the Effective Date that is
used, without modification, in the performance of the Work.
Any other term used in this Contract that is defined in an Exhibit shall be construed and interpreted
as defined in that Exhibit.
4. STATEMENT OF WORK
Contractor shall complete the Work as described in this Contract and in accordance with the
provisions of the Exhibits. The State shall have no liability to compensate Contractor for the
delivery of any goods or the performance of any services that are not specifically set forth in this
Contract.
5. REPORTING - NOTIFICATION
A. Litigation Reporting
If Contractor is served with a pleading or other document in connection with an action before
a court or other administrative decision making body, and such pleading or document relates
to this Contract or may affect Contractor's ability to perform its obligations under this
Contract, Contractor shall, within 5 days after being served, notify the State of such action
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and deliver copies of such pleading or document to the State's principal representative
identified on the Signature and Cover Pages as provided in §15.
6. CONFIDENTIAL INFORMATION -STATE RECORDS
A. Confidentiality
Contractor shall keep confidential, and cause all Subcontractors to keep confidential, all State
Records, unless those State Records are publicly available. Contractor shall not, without prior
written approval of the State, use, publish, copy, disclose to any third party, or permit the use
by any third party of any State Records, except as otherwise stated in this Contract, permitted
by law, or approved in writing by the State. Other Entity Access and Nondisclosure
Agreements
Contractor may provide State Records to its agents, employees, assigns and Subcontractors
as necessary to perform the Work, but shall restrict access to State Confidential Information
to those agents, employees, assigns and Subcontractors who require access to perform their
obligations under this Contract. Contractor shall ensure all such agents, employees, assigns,
and Subcontractors sign agreements containing nondisclosure provisions at least as protective
as those in this Contract, and that the nondisclosure provisions are in force at all times the
agent, employee, assign or Subcontractor has access to any State Confidential Information.
Contractor shall provide copies of those signed nondisclosure provisions to the State upon
execution of the nondisclosure provisions.
B. Use, Security, and Retention
Contractor shall use, hold and maintain State Confidential Information in compliance with
any and all applicable laws and regulations in facilities located within the United States, and
shall maintain a secure environment that ensures confidentiality of all State Confidential
Information wherever located. Contractor shall provide the State with access, subject to
Contractor's reasonable security requirements, for purposes of inspecting and monitoring
access and use of State Confidential Information and evaluating security control
effectiveness. Upon the expiration or termination of this Contract, Contractor shall return
State Records provided to Contractor or destroy such State Records and certify to the State
that it has done so, as directed by the State. If Contractor is prevented by law or regulation
from returning or destroying State Confidential Information, Contractor warrants it will
guarantee the confidentiality of, and cease to use, such State Confidential Information.
C. Data Protection and Handling
Contractor shall ensure that all State Records and Work Product in the possession of
Contractor or any Subcontractors are protected and handled in accordance with the
requirements of this Contract, including the requirements of any Exhibits hereto, at all times.
7. CONFLICTS OF INTEREST
A. Actual Conflicts of Interest
Contractor shall not engage in any business or activities, or maintain any relationships that
conflict in any way with the full performance of the obligations of Contractor under this
Contract. Such a conflict of interest would arise when a Contractor or Subcontractor's
employee, officer or agent were to offer or provide any tangible personal benefit to an
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employee of the State, or any member of his or her immediate family or his or her partner,
related to the award of, entry into or management or oversight of this Contract.
B. Apparent Conflicts of Interest
Contractor acknowledges that, with respect to this Contract, even the appearance of a conflict
of interest shall be harmful to the State's interests. Absent the State's prior written approval,
Contractor shall refrain from any practices, activities or relationships that reasonably appear
to be in conflict with the full performance of Contractor's obligations under this Contract.
C. Disclosure to the State
If a conflict or the appearance of a conflict arises, or if Contractor is uncertain whether a
conflict or the appearance of a conflict has arisen, Contractor shall submit to the State a
disclosure statement setting forth the relevant details for the State's consideration. Failure to
promptly submit a disclosure statement or to follow the State's direction in regard to the
actual or apparent conflict constitutes a breach of this Contract.
D. Contractor shall maintain a written conflict of interest policy. Contractor shall provide the
written conflict of interest policy to the State upon request.
8. INSURANCE
Contractor shall obtain and maintain, and ensure that each Subcontractor shall obtain and maintain,
insurance as specified in this section at all times during the term of this Contract to the extent that
such insurance policies are required as shown on the Signature and Cover Page for this Contract.
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All insurance policies required by this Contract shall be issued by insurance companies as approved
by the State.
A. General Liability
Commercial general liability insurance covering premises operations, fire damage,
independent contractors, products and completed operations, blanket contractual liability,
personal injury, and advertising liability with minimum limits as follows:
i. $1,000,000 each occurrence;
ii. $1,000,000 general aggregate;
iii. $1,000,000 products and completed operations aggregate; and
iv. $50,000 any 1 fire.
B. Automobile Liability
Automobile liability insurance covering any auto (including owned, hired and non -owned
autos) with a minimum limit of $1,000,000 each accident combined single limit.
C. Protected Information
Liability insurance covering all loss of State Confidential Information, such as PII, PHI, PCI,
Tax Information, and CJI, and claims based on alleged violations of privacy rights through
improper use or disclosure of protected information with minimum limits as follows:
i. $1,000,000 each occurrence; and
ii. $2,000,000 general aggregate.
iii. Notwithstanding sections D(i) and (ii) above, if Contractor has State Confidential
Information for 10 or fewer individuals or revenues of $250,000 or less, Contractor
shall maintain limits of not less than $50,000.
iv. Notwithstanding sections D(i) and (ii) above, if Contractor has State Confidential
Information for 25 or fewer individuals or revenues of $500,000 or less, Contractor
shall maintain limits of not less than $100,000.
D. Professional Liability Insurance
Professional liability insurance covering any damages caused by an error, omission or any
negligent act with minimum limits as follows:
i. $1,000,000 each occurrence; and
ii. $1,000,000 general aggregate.
E. Crime Insurance
Crime insurance including employee dishonesty coverage with minimum limits as follows:
i. $1,000,000 each occurrence; and
ii. $1,000,000 general aggregate.
F. Additional Insured
The State shall be named as additional insured on all commercial general liability policies
(leases and construction contracts require additional insured coverage for completed
operations) required of Contractor and Subcontractors.
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G. Primacy of Coverage
Coverage required of Contractor and each Subcontractor shall be primary over any insurance
or self-insurance program carried by Contractor or the State.
H. Cancellation
The above insurance policies shall include provisions preventing cancellation or non -
renewal, except for cancellation based on non-payment of premiums, without at least 30 days
prior notice to Contractor and Contractor shall forward such notice to the State in accordance
with §15 within 7 days of Contractor's receipt of such notice.
I. Subrogation Waiver
All insurance policies secured or maintained by Contractor or its Subcontractors in relation
to this Contract shall include clauses stating that each carrier shall waive all rights of recovery
under subrogation or otherwise against Contractor or the State, its agencies, institutions,
organizations, officers, agents, employees, and volunteers.
J. Public Entities
If Contractor is a "public entity" within the meaning of the Colorado Governmental Immunity
Act, §24-10-101, et seq., C.R.S. (the "GIA"), Contractor shall maintain, in lieu of the liability
insurance requirements stated above, at all times during the term of this Contract such liability
insurance, by commercial policy or self-insurance, as is necessary to meet its liabilities under
the GIA. If a Subcontractor is a public entity within the meaning of the GIA, Contractor shall
ensure that the Subcontractor maintain at all times during the terms of this Contract, in lieu
of the liability insurance requirements stated above, such liability insurance, by commercial
policy or self-insurance, as is necessary to meet the Subcontractor's obligations under the
GIA.
K. Certificates
Contractor shall provide to the State certificates evidencing Contractor's insurance coverage
required in this Contract within 7 Business Days following the Effective Date. Contractor
shall provide to the State certificates evidencing Subcontractor insurance coverage required
under this Contract within 7 Business Days following the Effective Date, except that, if
Contractor's subcontract is not in effect as of the Effective Date, Contractor shall provide to
the State certificates showing Subcontractor insurance coverage required under this Contract
within 7 Business Days following Contractor's execution of the subcontract. No later than 15
days before the expiration date of Contractor's or any Subcontractor's coverage, Contractor
shall deliver to the State certificates of insurance evidencing renewals of coverage. At any
other time during the term of this Contract, upon request by the State, Contractor shall, within
7 Business Days following the request by the State, supply to the State evidence satisfactory
to the State of compliance with the provisions of this section.
9. BREACH OF CONTRACT
In the event of a Breach of Contract, the aggrieved Party shall give written notice of breach to
the other Party. If the notified Party does not cure the Breach of Contract, at its sole expense,
within 30 days after the delivery of written notice, the Party may exercise any of the remedies as
described in §12 for that Party. Notwithstanding any provision of this Contract to the contrary,
the State, in its discretion, need not provide notice or a cure period and may immediately
terminate this Contract in whole or in part or institute any other remedy in the Contract in order
to protect the public interest of the State; or if Contractor is debarred or suspended under §24 -
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109-105, C.R.S., the State, in its discretion, need not provide notice or cure period and may
terminate this Contract in whole or in part or institute any other remedy in this Contract as of the
date that the debarment or suspension takes effect.
10. REMEDIES
A. State's Remedies
If Contractor is in breach under any provision of this Contract and fails to cure such breach,
the State, following the notice and cure period set forth in §11, shall have all of the remedies
listed in this section in addition to all other remedies set forth in this Contract or at law. The
State may exercise any or all of the remedies available to it, in its discretion, concurrently or
consecutively.
i. Termination for Breach
In the event of Contractor's uncured breach, the State may terminate this entire Contract
or any part of this Contract. Contractor shall continue performance of this Contract to
the extent not terminated, if any.
a. Obligations and Rights
To the extent specified in any termination notice, Contractor shall not incur further
obligations or render further performance past the effective date of such notice,
and shall terminate outstanding orders and subcontracts with third parties.
However, Contractor shall complete and deliver to the State all Work not
cancelled by the termination notice, and may incur obligations as necessary to do
so within this Contract's terms. At the request of the State, Contractor shall assign
to the State all of Contractor's rights, title, and interest in and to such terminated
orders or subcontracts. Upon termination, Contractor shall take timely, reasonable
and necessary action to protect and preserve property in the possession of
Contractor but in which the State has an interest. At the State's request, Contractor
shall return materials owned by the State in Contractor's possession at the time of
any termination. Contractor shall deliver all completed Work Product and all
Work Product that was in the process of completion to the State at the State's
request.
b. Damages and Withholding
Notwithstanding any other remedial action by the State, Contractor shall remain
liable to the State for any damages sustained by the State in connection with any
breach by Contractor, and the State may withhold payment to Contractor for the
purpose of mitigating the State's damages until such time as the exact amount of
damages due to the State from Contractor is determined. The State may withhold
any amount that may be due Contractor as the State deems necessary to protect
the State against loss including, without limitation, loss as a result of outstanding
liens and excess costs incurred by the State in procuring from third parties
replacement Work as cover.
B. Contractor's Remedies
If the State is in breach of any provision of this Contract and does not cure such breach,
Contractor, following the notice and cure period in §11 and the dispute resolution process in
§14, shall have all remedies available at law and equity.
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11. DISPUTE RESOLUTION
A. Initial Resolution
Except as herein specifically provided otherwise, disputes concerning the performance of this
Contract which cannot be resolved by the designated Contract representatives shall be
referred in writing to a senior departmental management staff member designated by the State
and a senior manager designated by Contractor for resolution.
B. Resolution of Controversies
If the initial resolution described in §14.A fails to resolve the dispute within 10 Business
Days, Contractor shall submit any alleged breach of this Contract by the State to the
Procurement Official of CDHS as described in §24-101-301(30), C.R.S. for resolution in
accordance with the provisions of §§24-106-109 and 24-109-101.1 through 24-109-505,
C.R.S., (the "Resolution Statutes"), except that if Contractor wishes to challenge any decision
rendered by the Procurement Official, Contractor's challenge shall be an appeal to the
executive director of the Department of Personnel and Administration, or their delegate,
under the Resolution Statutes before Contractor pursues any further action as permitted by
such statutes. Except as otherwise stated in this Section, all requirements of the Resolution
Statutes shall apply including, without limitation, time limitations.
12. NOTICES AND REPRESENTATIVES
Each individual identified on the Signature and Cover Pages shall be the principal representative
of the designating Party. All notices required or permitted to be given under this Contract shall be
in writing, and shall be delivered (A) by hand with receipt required, (B) by certified or registered
mail to such Party's principal representative at the address set forth on the Signature and Cover
Pages for this Contract or (C) as an email with read receipt requested to the principal representative
at the email address, if any, set forth on the Signature and Cover Pages for this Contract. If a Party
delivers a notice to another through email and the email is undeliverable, then, unless the Party has
been provided with an alternate email contact, the Party delivering the notice shall deliver the
notice by hand with receipt required or by certified or registered mail to such Party's principal
representative at the address set forth below. Either Party may change its principal representative
or principal representative contact information by notice submitted in accordance with this section
without a formal amendment to this Contract. Unless otherwise provided in this Contract, notices
shall be effective upon delivery of the written notice.
13. STATEWIDE CONTRACT MANAGEMENT SYSTEM
If the maximum amount payable to Contractor under this Contract is $100,000 or greater, either
on the Effective Date or at any time thereafter, this section shall apply. Contractor agrees to be
governed by and comply with the provisions of §§24-106-103, 24-102-206, 24-106-106, and 24-
106-107, C.R.S. regarding the monitoring of vendor performance and the reporting of contract
performance information in the State's contract management system ("Contract Management
System" or "CMS"). Contractor's performance shall be subject to evaluation and review in
accordance with the terms and conditions of this Contract, Colorado statutes governing CMS, and
State Fiscal Rules and State Controller policies.
14. GENERAL PROVISIONS
A. Assignment
Contractor's rights and obligations under this Contract are personal and may not be
transferred or assigned without the prior, written consent of the State. Any attempt at
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assignment or transfer without such consent shall be void. Any assignment or transfer of
Contractor's rights and obligations approved by the State shall be subject to the provisions of
this Contract
B. Subcontracts
Unless other restrictions are required elsewhere in this Contract, Contractor shall not enter
into any subcontract in connection with its obligations under this Contract without providing
notice to the State. The State may reject any such subcontract, and Contractor shall terminate
any subcontract that is rejected by the State and shall not allow any Subcontractor to perform
any Work after that Subcontractor's subcontract has been rejected by the State. Contractor
shall submit to the State a copy of each such subcontract upon request by the State. All
subcontracts entered into by Contractor in connection with this Contract shall comply with
all applicable federal and state laws and regulations, shall provide that they are governed by
the laws of the State of Colorado, and shall be subject to all provisions of this Contract.
C. Binding Effect
Except as otherwise provided in §18.A., all provisions of this Contract, including the benefits
and burdens, shall extend to and be binding upon the Parties' respective successors and
assigns.
D. Authority
Each Party represents and warrants to the other that the execution and delivery of this
Contract and the performance of such Party's obligations have been duly authorized.
E. Captions and References
The captions and headings in this Contract are for convenience of reference only, and shall
not be used to interpret, define, or limit its provisions. All references in this Contract to
sections (whether spelled out or using the § symbol), subsections, exhibits or other
attachments, are references to sections, subsections, exhibits or other attachments contained
herein or incorporated as a part hereof, unless otherwise noted.
F. Counterparts
This Contract may be executed in multiple, identical, original counterparts, each of which
shall be deemed to be an original, but all of which, taken together, shall constitute one and
the same agreement.
G. Entire Understanding
This Contract represents the complete integration of all understandings between the Parties
related to the Work, and all prior representations and understandings related to the Work, oral
or written, are merged into this Contract. Prior or contemporaneous additions, deletions, or
other changes to this Contract shall not have any force or effect whatsoever, unless embodied
herein.
H. Digital Signatures
If any signatory signs this agreement using a digital signature in accordance with the
Colorado State Controller Contract, Grant and Purchase Order Policies regarding the use of
digital signatures issued under the State Fiscal Rules, then any agreement or consent to use
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digital signatures within the electronic system through which that signatory signed shall be
incorporated into this Contract by reference.
I. Modification
Except as otherwise provided in this Contract, any modification to this Contract shall only be
effective if agreed to in a formal amendment to this Contract, properly executed and approved
in accordance with applicable Colorado State law and State Fiscal Rules. Modifications
permitted under this Contract, other than contract amendments, shall conform to the policies
issued by the Colorado State Controller.
J. Statutes, Regulations, Fiscal Rules, and Other Authority.
Any reference in this Contract to a statute, regulation, State Fiscal Rule, fiscal policy or other
authority shall be interpreted to refer to such authority then current, as may have been
changed or amended since the Effective Date of this Contract.
K. Order of Precedence
In the event of a conflict or inconsistency between this Contract and any Exhibits or
attachments such conflict or inconsistency shall be resolved by reference to the documents in
the following order of priority:
i. HIPAA Business Associate Agreement (if any).
ii. Colorado Special Provisions in §19 of the main body of this Contract.
iii. The provisions of the other sections of the main body of this Contract.
iv. Any other Exhibit(s) shall take precedence in alphabetical order.
L. External Terms and Conditions
Notwithstanding anything to the contrary herein, the State shall not be subject to any
provision included in any terms, conditions, or agreements appearing on Contractor's or a
Subcontractor's website or any provision incorporated into any click -through or online
agreements related to the Work unless that provision is specifically referenced in this
Contract.
M. Severability
The invalidity or unenforceability of any provision of this Contract shall not affect the validity
or enforceability of any other provision of this Contract, which shall remain in full force and
effect, provided that the Parties can continue to perform their obligations under this Contract
in accordance with the intent of the Contract.
N. Survival of Certain Contract Terms
Any provision of this Contract that imposes an obligation on a Party after termination or
expiration of the Contract shall survive the termination or expiration of the Contract and shall
be enforceable by the other Party.
O. Taxes
The State is exempt from federal excise taxes under I.R.C. Chapter 32 (26 U.S.C., Subtitle
D, Ch. 32) (Federal Excise Tax Exemption Certificate of Registry No. 84-730123K) and from
State and local government sales and use taxes under §§39-26-704(1), et seq. C.R.S.
(Colorado Sales Tax Exemption Identification Number 98-02565). The State shall not be
liable for the payment of any excise, sales, or use taxes, regardless of whether any political
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subdivision of the state imposes such taxes on Contractor. Contractor shall be solely
responsible for any exemptions from the collection of excise, sales or use taxes that
Contractor may wish to have in place in connection with this Contract.
P. Third Party Beneficiaries
Except for the Parties' respective successors and assigns described in §18.A., this Contract
does not and is not intended to confer any rights or remedies upon any person or entity other
than the Parties. Enforcement of this Contract and all rights and obligations hereunder are
reserved solely to the Parties. Any services or benefits which third parties receive as a result
of this Contract are incidental to the Contract, and do not create any rights for such third
parties.
Q. Waiver
A Party's failure or delay in exercising any right, power, or privilege under this Contract,
whether explicit or by lack of enforcement, shall not operate as a waiver, nor shall any single
or partial exercise of any right, power, or privilege preclude any other or further exercise of
such right, power, or privilege.
R. CORA Disclosure
To the extent not prohibited by federal law, this Contract and the performance measures and
standards required under §24-106-107, C.R.S., if any, are subject to public release through
the CORA.
S. Standard and Manner of Performance
Contractor shall perform its obligations under this Contract in accordance with the highest
standards of care, skill and diligence in Contractor's industry, trade, or profession.
T. Licenses, Permits, and Other Authorizations.
Contractor shall secure, prior to the Effective Date, and maintain at all times during the term
of this Contract, at its sole expense, all licenses, certifications, permits, and other
authorizations required to perform its obligations under this Contract, and shall ensure that
all employees, agents and Subcontractors secure and maintain at all times during the term of
their employment, agency or subcontract, all license, certifications, permits and other
authorizations required to perform their obligations in relation to this Contract.
15. COLORADO SPECIAL PROVISIONS (COLORADO FISCAL RULE 3-3)
These Special Provisions apply to all contracts except where noted in italics.
A. STATUTORY APPROVAL. §24-30-202(1), C.R.S.
This Contract shall not be valid until it has been approved by the Colorado State Controller
or designee. If this Contract is for a Major Information Technology Project, as defined in
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§24-37.5-102(2.6), then this Contract shall not be valid until it has been approved by the
State's Chief Information Officer or designee.
B. FUND AVAILABILITY. §24-30-202(5.5), C.R.S.
Financial obligations of the State payable after the current State Fiscal Year are contingent
upon funds for that purpose being appropriated, budgeted, and otherwise made available.
C. GOVERNMENTAL IMMUNITY.
Liability for claims for injuries to persons or property arising from the negligence of the State,
its departments, boards, commissions committees, bureaus, offices, employees and officials
shall be controlled and limited by the provisions of the Colorado Governmental Immunity
Act, §24-10-101, et seq., C.R.S.; the Federal Tort Claims Act, 28 U.S.C. Pt. VI, Ch. 171 and
28 U.S.C. 1346(b), and the State's risk management statutes, §§24-30-1501, et seq. C.R.S.
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,
contained in these statutes.
D. INDEPENDENT CONTRACTOR.
Contractor shall perform its duties hereunder as an independent contractor and not as an
employee. Neither Contractor nor any agent or employee of Contractor shall be deemed to
be an agent or employee of the State. Contractor shall not have authorization, express or
implied, to bind the State to any agreement, liability or understanding, except as expressly
set forth herein. Contractor and its employees and agents are not entitled to
unemployment insurance or workers compensation benefits through the State and the
State shall not pay for or otherwise provide such coverage for Contractor or any of its
agents or employees. Contractor shall pay when due all applicable employment taxes
and income taxes and local head taxes incurred pursuant to this Contract. Contractor
shall (i) provide and keep in force workers' compensation and unemployment
compensation insurance in the amounts required by law, (ii) provide proof thereof when
requested by the State, and (iii) be solely responsible for its acts and those of its
employees and agents.
E. 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.
F. CHOICE OF LAW, JURISDICTION, AND VENUE.
Colorado law, and rules and regulations issued pursuant thereto, shall be applied in the
interpretation, execution, and enforcement of this Contract. Any provision included or
incorporated herein by reference which conflicts with said laws, rules, and regulations shall
be null and void. All suits or actions related to this Contract shall be filed and proceedings
held in the State of Colorado and exclusive venue shall be in the City and County of Denver.
G. PROHIBITED TERMS.
Any term included in this Contract that requires the State to indemnify or hold Contractor
harmless; requires the State to agree to binding arbitration; limits Contractor's liability for
damages resulting from death, bodily injury, or damage to tangible property; or that conflicts
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with this provision in any way shall be void ab initio. Nothing in this Contract shall be
construed as a waiver of any provision of §24-106-109 C.R.S.
H. SOFTWARE PIRACY PROHIBITION.
State or other public funds payable under this Contract shall not be used for the acquisition,
operation, or maintenance of computer software in violation of federal copyright laws or
applicable licensing restrictions. Contractor hereby certifies and warrants that, during the
term of this Contract and any extensions, Contractor has and shall maintain in place
appropriate systems and controls to prevent such improper use of public funds. If the State
determines that Contractor is in violation of this provision, the State may exercise any remedy
available at law or in equity or under this Contract, including, without limitation, immediate
termination of this Contract and any remedy consistent with federal copyright laws or
applicable licensing restrictions.
I. EMPLOYEE FINANCIAL INTEREST/CONFLICT OF INTEREST. §024-18-201 and
24-50-507, C.R.S.
The signatories aver that to their knowledge, no employee of the State has any personal or
beneficial interest whatsoever in the service or property described in this Contract. Contractor
has no interest and shall not acquire any interest, direct or indirect, that would conflict in any
manner or degree with the performance of Contractor's services and Contractor shall not
employ any person having such known interests.
J. VENDOR OFFSET AND ERRONEOUS PAYMENTS. §024-30-202(1) and 24-30-
202.4, C.R.S.
[Not applicable to intergovernmental agreements] Subject to §24-30-202.4(3.5), C.R.S., the
State Controller may withhold payment under the State's vendor offset intercept system for
debts owed to State agencies for: (i) unpaid child support debts or child support arrearages;
(ii) unpaid balances of tax, accrued interest, or other charges specified in §§39-21-101, et
seq., C.R.S.; (iii) unpaid loans due to the Student Loan Division of the Department of Higher
Education; (iv) amounts required to be paid to the Unemployment Compensation Fund; and
(v) other unpaid debts owing to the State as a result of final agency determination or judicial
action. The State may also recover, at the State's discretion, payments made to Contractor
in error for any reason, including, but not limited to, overpayments or improper payments,
and unexpended or excess funds received by Contractor by deduction from subsequent
payments under this Contract, deduction from any payment due under any other contracts,
grants or agreements between the State and Contractor, or by any other appropriate method
for collecting debts owed to the State.
K. PUBLIC CONTRACTS FOR SERVICES. §08-17.5-101, et seq. C.R.S.
[Not applicable to agreements relating to the offer, issuance, or sale of securities,
investment advisory services or fund management services, sponsored projects,
intergovernmental agreements, or information technology services or products and
services] Contractor certifies, warrants, and agrees that it does not knowingly employ or
contract with an illegal alien who will perform work under this Contract and will confirm the
employment eligibility of all employees who are newly hired for employment in the United
States to perform work under this Contract, through participation in the E -Verify Program or
the State verification program established pursuant to §8-17.5-102(5)(c), C.R.S., Contractor
shall not knowingly employ or contract with an illegal alien to perform work under this
Contract or enter into a contract with a Subcontractor that fails to certify to Contractor that
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the Subcontractor shall not knowingly employ or contract with an illegal alien to perform
work under this Contract. Contractor (i) shall not use E -Verify Program or the program
procedures of the Colorado Department of Labor and Employment ("Department Program")
to undertake pre -employment screening of job applicants while this Contract is being
performed, (ii) shall notify the Subcontractor and CDHS within 3 days if Contractor has
actual knowledge that a Subcontractor is employing or contracting with an illegal alien for
work under this Contract, (iii) shall terminate the subcontract if a Subcontractor does not stop
employing or contracting with the illegal alien within 3 days of receiving the notice, and (iv)
shall comply with reasonable requests made in the course of an investigation, undertaken
pursuant to §8-17.5-102(5), C.R.S., by the Colorado Department of Labor and Employment.
If Contractor participates in the Department program, Contractor shall deliver to CDHS a
written, notarized affirmation, affirming that Contractor has examined the legal work status
of such employee, and shall comply with all of the other requirements of the Department
program. If Contractor fails to comply with any requirement of this provision or §§8-17.5-
101 et seq., C.R.S., CDHSmay terminate this Contract for breach and, if so terminated,
Contractor shall be liable for damages.
L. PUBLIC CONTRACTS WITH NATURAL PERSONS. §§24-76.5-101, et seq., C.R.S.
Contractor, if a natural person 18 years of age or older, hereby swears and affirms under
penalty of perjury that Contractor (i) is a citizen or otherwise lawfully present in the United
States pursuant to federal law, (ii) shall comply with the provisions of §§24-76.5-101 et seq.,
C.R.S., and (iii) has produced one form of identification required by §24-76.5-103, C.R.S.
prior to the Effective Date of this Contract.
16. DEPARTMENT OF HUMAN SERVICES PROVISIONS
A. Exclusion, Debarment and/or Suspension
Contractor represents and warrants that Contractor, its employees, agents, assigns, or
Subcontractors, are not presently excluded from participation, debarred, suspended, proposed
for debarment, declared ineligible, voluntarily excluded, or otherwise ineligible to participate
in a "federal health care program" as defined in 42 U.S.C. § 1320a-7b(f) or in any other
government payment program by any federal or State of Colorado department or agency. If
Contractor, its employees, agents, assigns, or Subcontractors, are excluded from
participation, or becomes otherwise ineligible to participate in any such program during the
term of this Contract, Contractor shall notify the State in writing within three (3) days after
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such event. Upon the occurrence of such event, whether or not such notice is given to
Contractor, the State may immediately terminate this Contract.
B. Restrictions on Public Benefits
If applicable, Contractor shall comply with C.R.S. §§ 24-76.5-101 — 103 exactly as the State
is required to comply with C.R.S. §§ 24-76.5-101 — 103.
C. Discrimination
Contractor shall not:
i. discriminate against any person on the basis of race, color, national origin, age, sex,
religion or handicap, including Acquired Immune Deficiency Syndrome (AIDS) or
AIDS related conditions.
ii. exclude from participation in, or deny benefits to any qualified individual with a
disability, by reason of such disability.
Any person who thinks he/she has been discriminated against as related to the performance
of this Contract has the right to assert a claim, Colorado Civil Rights Division, C.R.S. §24-
34-301, et seq.
D. Criminal Background Check
Pursuant to C.R.S. §27-90-111 and CDHS Policy VI -2.4, any independent contractor, and its
agent(s), who is designated by the Executive Director or the Executive Director's designee to
be a contracting employee under C.R.S. §27-90-111, who has direct contact with vulnerable
persons in a state -operated facility, or who provides state -funded services that involve direct
contact with vulnerable persons in the vulnerable person's home or residence, shall:
i. submit to and successfully pass a criminal background check, and
ii. report any arrests, charges, or summonses for any disqualifying offense as specified by
C.R.S. §27-90-111 to the State.
Any Contractor or its agent(s), who does not comply with C.R.S. §27-90-111 and CDHS
Policy VI -2.4, may, at the sole discretion of the State, be suspended or terminated.
E. Fraud Policy
Contractor shall comply with the current CDHS Fraud Policy.
F. C-Stat - Performance Based Program Analysis and Management Strategy (C-Stat
Strategy)
Without any additional cost to the State, Contractor shall collect and maintain Contract
performance data, as determined solely by the State. Upon request, Contractor shall provide
the Contract performance data to the State. This provision does not allow the State to impose
unilateral changes to performance requirements.
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17. SAMPLE OPTION LETTER (IF APPLICABLE)
State Agency
Insert Department's or fHE's Full Legal Name
Option Letter Number
Insert the Option Number (e.g. "1" for the first option)
Contractor
Insert Contractor's Full Legal Name, including
"Inc.", "LLC", etc...
Original Contract Number
Insert CMS number or Other Contract Number of the Original Contract
Current Contract Maximum Amount
Initial Term
State Fiscal Year 20xx $0.00
Extension Terms
State Fiscal Year 20xx $0.00
State Fiscal Year 20xx $0.00
State Fiscal Year 20xx $0.00
State Fiscal Year 20xx $0.00
Total for All State Fiscal Years $0.00
Option Contract Number
Insert CMS number or Other Contract Number of this Option
Contract Performance Beginning Date
Month Day, Year
Current Contract Expiration Date
Month Day, Year
1. OPTIONS:
A. Option to extend for an Extension Term
B. Option to change the quantity of Goods under the Contract
C. Option to change the quantity of Services under the Contract
D. Option to modify Contract rates
E. Option to initiate next phase of the Contract
2. REQUIRED PROVISIONS:
A. For use with Option 1(A): In accordance with Section(s) Number of the Original Contract referenced above, the State hereby
exercises its option for an additional term, beginning Insert start date and ending on the current contract expiration date shown
above, at the rates stated in the Original Contract, as amended.
B. For use with Options 1(B and C): In accordance with Section(s) Number of the Original Contract referenced above, the State
hereby exercises its option to Increase/Decrease the quantity of the Goods/Services or both at the rates stated in the Original
Contract, as amended.
C. For use with Option 1(D): In accordance with Section(s) Number of the Original Contract referenced above, the State hereby
exercises its option to modify the Contract rates specified in Exhibit/Section Number/Letter. The Contract rates attached to this
Option Letter replace the rates in the Original Contract as of the Option Effective Date of this Option Letter.
D. For use with Option 1€: In accordance with Section(s) Number of the Original Contract referenced above, the State hereby
exercises its option to initiate Phase indicate which Phase: 2, 3, 4, etc, which shall begin on Insert start date and end on Insert
ending date at the cost/price specified in Section Number.
E. For use with all Options that modify the Contract Maximum Amount: The Contract Maximum Amount table on the
Contract's Signature and Cover Page is hereby deleted and replaced with the Current Contract Maximum Amount table shown
above.
3. Option Effective Date:
The effective date of this Option Letter is upon approval of the State Controller or
, whichever is later.
STATE OF COLORADO
INSERT -Name of Agency or IHE
INSERT -Name & Title of Head of Agency or IHE
SAMPLE ONLY - DO NOT SIGN
By: Name & Title of Person Signing for Agency or IHE
Date: SAMPLE ONLY — DO NOT SIGN
In accordance with §24-30-202 C.R.S., this Option is not valid
until signed and dated below by the State Controller or an
authorized delegate.
STATE CONTROLLER
SAMPLE ONLY - DO NOT SIGN
Name of Agency or IHE Delegate -Please delete if contract
will be routed to OSC for approval
Option Effective Date: SAMPLE ONLY - DO NOT SIGN
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Exhibit A - Statement of Work
A. Background
For purposes of this Exhibit A, Contractor may also be referred to as "County." The State has entered into a
contract (Exhibit B — Universal Membership Agreement - 16 IHEA 83111) with TALX Corporation, a provider
of Equifax Verification Services ("EVS") and intends to execute an amendment Exhibit C — Amendment 9 - 22
IHGA 169011) to the Universal Membership Agreement (collectively "Work Number Agreement"). The Work
Number Agreement allows EVS to provide employment verification services directly to Colorado counties. The
State acts only as a pass -through entity, meaning that EVS will bill the State for fees incurred by the counties, and
the State will then bill the counties individually.
The Work Number Agreement is between the State and EVS with participating counties each signing
Participation Agreements (see Exhibit 1 to Universal Membership Agreement). The Work Number Agreement
obligates the counties collectively and Contractor individually to pay EVS via the State for services rendered so
the State and County are entering into this Contract to memorialize the State's and County's responsibilities as
they relate to the Work Number Agreement.
B. Payment
County shall pay the State for County's use of services within the scope of the Work Number Agreement. The
State shall promptly pass through County's payments to EVS in accordance with the Work Number Agreement.
Except within its role as a pass through entity, the State is not liable for County's obligations incurred under this
Contract or the Work Number Agreement. The State shall provide each County an invoice at least 30 days prior
to the date the payment is due to EVS. The State shall ensure that any payment to the State is paid over to EVS
prior to the date that payment is due to EVS.
C. Annual Minimum
The Work Number Agreement by the terms of the Schedule A obligates each Participating County, through the
State as the pass -through entity, to pay the Participating County's proportionate share of the Annual Minimum
Payment as set forth in this Contract and Exhibit 1 to the Schedule A. The Minimum Payment for the period of
June 1, 2021 to May 31, 2022 is $3,419,800.00, which is based upon an estimated 535,000 income verification
requests at $6.28 per income verification request, plus a $5,000 per month service fee. County's responsibility
for its share of any deficiency survives termination of this Contract or the Work Number Agreement.
County is responsible for its percentage of the Annual Minimum Payment based upon the following formula:
[County's Minimum Usage] / [Total Participating counties' Previous Usage] = County Percentage
[County Percentage] X [Annual Minimum Payment] + [Admin Fee]= County Financial Obligation
IF County's Actual Annual Payment is less than County's Financial Obligation, THEN County is considered a
Deficient County and shall pay any deficiency according to the following formula:
[Annual Minimum Payment] — [Total Actual Annual Payment] = Total Deficiency
[County Financial Obligation] — [County Actual Annual Payment] = County Deficiency
[County Deficiency] / [Total counties' Deficiency] = Deficient County Percentage
[Deficient County Percentage] X [Total Deficiency] = Deficient County Payment to State
Page 1 of 3
This table represents each county's financial obligation:
County
Minimum Usage
(Jun. 1, 2021 - May
31, 2022)
Minimum
Cost
Admin. Fee
Total Financial
Obligation
Adams
32,150
$201,902.00
$3,605.09
$205,507.09
Alamosa
46
$288.88
$4.75
$293.63
Arapahoe
62,141
$390,245.48
$6,988.52
$397,234.00
Archuleta
44
$276.32
$4.54
$280.86
Bent
15
$94.20
$1.30
$95.50
Boulder
14,683
$92,209.24
$1,646.17
$93,855.41
Broomfield
2,755
$17,301.40
$308.54
$17,609.94
Clear Creek
16
$100.48
$1.30
$101.78
Conejos
67
$420.76
$7.06
$427.82
Crowley
133
$835.24
$14.49
$849.73
Delta
558
$3,504.24
$62.12
$3,566.36
Denver
75,946
$476,940.88
$8,516.78
$485,457.66
Douglas
1,468
$9,219.04
$164.18
$9,383.22
Eagle
1,043
$6,550.04
$116.45
$6,666.49
Elbert
16
$100.48
$1.30
$101.78
El Paso
36,640
$230,099.20
$4,108.61
$234,207.81
Fremont
2,275
$14,287.00
$254.63
$14,541.63
Grand/Jackson
145
$910.60
$15.75
$926.35
Gunnison
133
$835.24
$14.38
$849.62
Jefferson
33,354
$209,463.12
$3,740.13
$213,203.25
Kiowa
16
$100.48
$1.30
$101.78
Kit Carson
16
$100.48
$1.30
$101.78
Lake
152
$954.56
$16.58
$971.14
La Plata/San Juan
1,346
$8,452.88
$150.47
$8,603.35
Larimer
24,246
$152,264.88
$2,718.64
$154,983.52
Las Animas
247
$1,551.16
$27.26
$1,578.42
Mesa
4,651
$29,208.28
$521.15
$29,729.43
Moffat
252
$1,582.56
$27.78
$1,610.34
Montezuma
1,699
$10,669.72
$190.04
$10,859.76
Morgan
3,158
$19,832.24
$353.66
$20,185.90
Park
16
$100.48
$1.30
$101.78
Pitkin
56
$351.68
$5.80
$357.48
Prowers
16
$100.48
$1.31
$101.79
Pueblo
11,246
$70,624.88
$1,260.73
$71,885.61
Rio Grande/Mineral
75
$471.00
$7.89
$478.89
Routt
338
$2,122.64
$37.41
$2,160.05
San Miguel/Ouray
123
$772.44
$13.34
$785.78
Summit
329
$2,066.12
$36.47
$2,102.59
Page 2 of 3
Weld
38,110
$239,330.80
$4,273.48
$243,604.28
CDHS SNAP QA
280
$1,758.40
$30.92
$1,789.32
HCPF
185,000
$1,161,800.00
$20,747.08
$1,182,546.08
TOTAL
535,000
$3,359,800.00
$60,000.00
$3,419,800.00
D. Miscellaneous Provisions
1. State is acting as a fiscal agent for County, passing through payment of all costs from County to EVS,
including the Annual Minimum Payment. The State shall not be liable for any debt or payment
obligation, including the Annual Minimum Payment, incurred by County pursuant to this Contract or the
Work Number Agreement, provided, however, that any failure by the State to pass through such
payments from County shall constitute a breach of this Contract by the State. The State shall be
obligated to pay over to EVS any funds received from a County. Upon breach of this agreement by the
State, the County shall have the right to terminate this Contract upon written notice and at least thirty (30)
days in which the State may cure the breach or any other remedy allowed by law. If County fails to pay
the State for County's costs incurred under this Contract or the Work Number Agreement, the State shall
have the right to terminate this Contract upon written notice and at least thirty (30) days in which County
may cure the breach.
2. The Work Number Agreement is for the benefit of County. Any amendments or changes to the Work
Number Agreement or any new Schedule A or amendments to Schedule A must be signed by or
approved by a person authorized by the governing body for each County in accordance with the County's
local procedures prior to the amendment or change being effective as to a participating county. The
State shall not execute amendments or revisions to the Work Number Agreement or Schedule A that bind
any participating county without the participating counties' consent as provided herein.
3. County's liability for any unpaid fees owed under this Contract or the Work Number Agreement shall
survive termination of this Contract as to County who has not paid all required fees until the State
receives payment from County.
4. Annual Termination: Unless specified elsewhere in this Contract or the Work Number Agreement, the
State or County may only terminate this Contract, upon 60 days written notice, so as to align with the end
of an annual term stated in the Work Number Agreement. If a County elects to terminate it shall not be
obligated to expend any funds, including any annual minimum payment, for the years following its
termination.
5. The State may execute similar agreements with new counties not originally part of this Contract or the
Work Number Agreement. If the State executes a similar agreement with a new county or counties, the
State and County will recalculate the annual minimum for the subsequent annual term.
6. County hereby grants the State authority to do the following:
a. Extend until May 31, 2022 the State's agreement with TALX corporation; and
b. Amend, in accordance with this Contract, the State's contract with TALX Corporation.
Page 3 of 3
Exhibit B - Universal Membership Agreement - 16 IHEA 83111
UNIVERSAL MEMBERSHIP AGREEMENT
for
The Work Number® Social Services
This Universal Membership Agreement (the "Agreement') is entered into by and between TALX
Corporation (a provider of Equifax Verification Services), a Missouri Corporation, located at 11432 Lackland Road, St.
Louis, Missouri ("EVS"), and the State of Colorado, Colorado Department of Human Services ("CDHS").
RECITALS:
A. EVS operates The Work Number®, a service used to verify employment and income information about an
individual ("Consumers"), and various other services used to verify certain Consumer information (EVS's services
are collectively referred to herein as the "Service"); and
B. CDHS wishes to have Participating Counties use use the Service to verify certain Consumer information.
NOW, THEREFORE, EVS and CDHS agree as follows:
1. SCOPE OF TFIE AGREEMENT. EVS agrees to allow Colorado's counties to use the Service pursuant to the
terms of this Agreement. In that regard, this Agreement shall be considered a "master agreement" allowing the
said Colorado counties to participate, provided such counties individually execute a Participation Agreement
("Participation Agreement") in the form of Exhibit 1 attached hereto (including Attachment I to Exhibit 1), along
with an applicable Schedule A. it is further acknowledged by the parties that while this Agreement is with the
State of Colorado Department of Human Services, the use by the said counties will be done by each under its
status as an individual political subdivision of the Suite and as a separate legal entity pursuant to the terms of this
Agreement; and the Participation Agreement and Schedule,,,A executed by said counties. All references herein, or
any applicable Schedule A, to "party" or "parties" and all references to "Participating County", shall apply equally
and separately to each county executing a Participation Agreement and Schedule A (the "Participating County").
This Agreement consists of the general terms set forth in the body of this Agreement, Exhibit 1, Exhibit 2, and
each Schedule A executed by the parties which may contain additional terms. If there is a conflict between the
general terms and conditions of this Agreement and any Exhibit or Schedule, the provisions of the Exhibit or
Schedule will govern and control. This Agreement specifically supersedes and replaces any agreement between
the parties that predates this Agreement and which relates to the Service as provided in each Schedule A, even if
the prior agreement contains an "entire agreement" or "merger" clause, and any such agreements are terminated.
2. EVS OBLIGATIONS. The Service will provide Participating County with automated access to certain
employment and/or income data ("Data") furnished to EVS by employers.
3. PARTICIPATE, IG COUNTY OBLIGATIONS.
a. Participating County shall comply with the terms set forth in this Agreement which includes Exhibits 1 and 2,
and also each Schedule A executed by the parties which may contain additional terms.
b. CDHS shall pay for the Services on behalf of the Participating Counties and shall promptly notify EVS of any
failure by any Participating County to provide CDHS with sufficient funds to cover the cost of Services. Upon
notification from CDHS of such failure, EVS will suspend and/or terminate the Services for such Participating
County.
Except to the extent that Agency has provided an exemption certificate, direct pay permit or other such
appropriate documentation, EVS shall add to each invoice any sales, use, excise, value-added, gross receipts,
services, consumption and other similar transaction taxes however designated that are properly levied by any
taxing authority upon the provision of the Services, excluding, however, any state or local privilege or
franchise taxes, taxes based upon EVS's net income and any taxes or amounts in lieu thereof paid or payable
by EVS as a result of the foregoing excluded items.
If payment is made by credit card, EVS will charge the credit card each month for transactions completed in
the prior month. CDHSwi1l be invoiced electronically through Equifax's Electronic Invoice Presentation &
Payment (EIPP) program. Requests for paper billing are available upon CDHS's request and are subject to
additional monthly fees. Such fees are subject to modification by EVS at intervals of no less than one year,
upon prior written agreement between CDHS and EVS.
PLEASE FAX TO THE WORK NUMBER® SOCIAL SERVICES at 888-708-6816
August I I, 20151 CUS-30372 Universal Membership Agreement- The Work Numbers Social Services Page 1 of 7
EVS and CDHS understand and agree that CDHS is acting as a fiscal agent for the Participating Counties,
passing through payment of ail costs from the Participating Counties to EVS. CDHS•shall not be liable•for any
debt or payment-obligation'incurred°by afarticipatir-County` purse ti rtcrthis'Agreement or,any Participation,
Agreement, provided, however,=that°any°failure byCB1dS'td'$131 i d' ass throe h h' gytriartt 'frorn-any
Particp in ounty.shalbeonstatute abbreach.of this=Agreement`by"sueh'taaCCounry�ptd tshall-
have the right.to terminate•this-Agreement wj h,respect to-such*Pttttieirafing County upon written notice and at
least thirty (30),Rays..in+which-CDHSimay'curethe.breach. In order to appropriately allocate costs among
Participating Counties using the Service, EVS will provide to CDHS an itemized invoice, detailing activity by
each Participating County.
c. Participating County certifies that it will order Data from the Service only when Participating County intends
to use the Data (i) in accordance with the Fair Credit Reporting Act ("FCRA") and all state law FCRA
counterparts as though the Data is a consumer report, and (ii) for one of the following FCRA permissible
purposes: (1) in connection with a credit transaction involving the Consumer on whom the Data is to be
furnished and involving the extension of credit to, or review or collection of an account of, the consumer, (2)
in connection with a determination of the consumer's eligibility for a license or other benefit granted by a
governmental instrumentality required by law to consider an applicant's financial responsibility or status, or
(3) when Participating County otherwise has a legitimate business need for the information either in
connection with a business transaction that is initiated by the Consumer, or to review an account to determine
whether the Consumer continues to meet the terms of the account; and for no other purpose.
Participating County agrees to only use the Data consistent with the obligations of users of' consumer reports
as provided for in the Consumer Financial Protection Bureau (the "CFPB")'s Notice Form attached as Exhibit
1.
d. To the extent Participating County orders any Data relating to Vermont residents, Participating County
certifies that it will comply with applicable provisions under Vermont law, In particular, Participating County
certifies that it will order Data relating to Vermont residents only after Participating County has received prior
Consumer consent in accordance with VFCRA Section 2480e and applicable Vermont Rules. Participating
County further certifies that the attached copy of VFCRA Section 2480e applicable Vermont Rules as
referenced in Exhibit 2 was received from EVS.
e. Participating County may use the Data provided through the Service only as described in this Agreement.
Participating County may reproduce or store the Data obtained from the Service solely for its own use in
accordance with this Agreement, and will hold all Data obtained from the Service under this Agreement in
strict confidence and will not reproduce, reveal, or make it accessible in whole or in part, in any manner
whatsoever, to any others unless required by law, or unless Participating County first obtains EVS's written
consent; provided, however, that Participating County may discuss Consumer Data with the Data subject when
Participating County has taken adverse action against the subject based on the Data. Participating County will
not provide a copy of the Data to the Consumer, except as may be required or permitted by law or approved in
writing by EVS, except in any state where this contractual prohibition would be invalid. Participating County
will refer the Consumer to EVS whenever the Consumer disputes the Data disclosed by Participating County.
Participating County will not interpret the failure of EVS to return Data as a statement regarding that
consumer's credit worthiness, because the failure may result from one or more factors unrelated to credit
worthiness.
t. Participating County may access, use 'and store the Data only at or from locations within the territorial
boundaries of the United States, Canada, and the United States territories of Puerto Rico, Guam and the Virgin
Islands (the "Permitted Territory"). Participating County may not access, use or store the Data or EVS
Confidential Information at or from, or send the Data or Confidential Information to, any location outside of
the Permitted Territory without Participating County first obtaining EVS's written permission.
Participating County represents and warrants it (i) is administering a government funded benefit or program,
(ii) has been given the legal authority to view the Data by the Consumer or by operation of law, and iii) is
requesting the Data in compliance with all laws.
h. Participating County acknowledges it shall employ decision making processes appropriate to the nature of the
transaction in accordance with commercially reasonable standards and will utilize the Data as part of its
process.
8•
August 11, 2013
CUS-30372
Universal Membership Agreement- The Work Numbcr` Social Services Page 2 0(7
i. Participating County represents and warrants it has written authorization from the Consumer to verify income.
Participating County need not use any particular form of authorization or obtain a separate signature for
verifying income provided that the form constitutes Consumer authorization. Notwithstanding the foregoing,
in the event Participating County is using the Service to collect on defaulted child support obligations,
Participating County is not required to obtain such authorization.
Participating County may not allow a third party service provider (hereafter "Service Provider") to access, use,
or store the Service or Data on its behalf without first obtaining EVS's written permission and without the
Service Provider first entering into a Client Service Provider Information Use and Nondisclosure Agreement
with EVS.
k. In order to ensure compliance with this Agreement, applicable law and EVS policies, EVS may conduct
reviews of Participating County activities, from time to time, during normal business hours, at all locations
containing relevant records, with respect to Participating County's requests for Data and/or its use of Data.
Participating County shall provide documentation within a reasonable time to EVS as reasonably requested for
purposes of such review. Participating County (i) shall cooperate fully with any and all investigations by EVS
of allegations of abuse or misuse of the Services and allow EVS to access its premises, records, and personnel
for purposes of such investigations if EVS deems such access is necessary to complete such investigation(s),
(ii) agrees that any failure to cooperate fully and promptly in the conduct of any audit constitutes grounds for
immediate suspension of the Service and/or termination of the Agreement, and (iii) shall promptly correct any
discrepancy revealed by such investigation(s). Participating County shall include the name and email address
of the appropriate point of contact to whom such request should be made in the space providedin Participating
County's Participation Agreement . Participating County may change its contact information upon written
notice.
I. Additional representations and warranties as may be set forth in each Schedule A.
4. PARTICIPATING COUNTY USE OF SERVICE.
Data on the Service may be accessed by Participating County to verify Consumer's employment status ("The
Work Numbers Employment Verification") or income ("The Work Numbers income Verification") for the
purposes of determining eligibility for receipt of public aid or assistance, prevention or identification of fraud,
overpayments associated with the receipt of public aid or assistance, or the establishment and enforcement of child
support orders and collecting on defaulted obligations that are in effect and valid.
5. DATA SECURITY. This Section 5 applies to any means through which Participating County orders or accesses
the Service including, without limitation, system -to -system, personal computer or the Internet. For the purposes of
this Section 5, the term "Authorized User" means a Participating County employee that Participating County has
authorized to order or access the Service and who is trained on Participating County's obligations under this
Agreement with respect to the ordering and use of the Service, and the Data provided through same, including
Participating County's FCRA and other obligations with respect to the access and use of' Data.
a. Participating County will, with respect to handling any Data provided through the Service:
I. ensure that only Authorized Users having a need to know can order or have access to the Service for an
authorized purpose,
2. ensure that Authorized Users do not order Data for personal reasons or provide Data to any third party
except as permitted by this Agreement,
3. inform Authorized Users that unauthorized access to Data may subject them to civil and criminal liability
under the FCRA and other state and federal privacy laws punishable by fines and imprisonment,
4. ensure that all devices used by Participating County to order or access the Service are placed in a secure
location and are accessible only by Authorized Users, and that such devices are secured when not in use
through such means as screen locks, shutting power controls off, or other commercially reasonable
security procedures,
5. take all necessary measures to prevent unauthorized ordering of or access to the Service by any person
other than an Authorized User for permissible purposes, including, without limitation, (i) limiting the
knowledge of the Participating County security codes, user names, User IDs, and any passwords
Participating County may use, to those individuals with a need to know. In addition, the User IDs must be
unique to each person, and the sharing of User IDs or passwords is prohibited.
August 11, 2015
CUS-30372
Universal Membership Agreement- The Work Number% Social Services Page 3 of 7
6. change Participating County's user passwords at least every ninety (90) days, or sooner if an Authorized
User is no longer responsible for accessing the Service, or if Participating County suspects an
unauthorized person has learned the password. Additionally, perform at least quarterly entitlement reviews
to recertify and validate Authorized User's access privileges,
7. adhere to all security features in the software and hardware Participating County uses to order or access
the Services, including the use of IP restriction,
8. implement secure authentication practices when providing User ID and passwords to Authorized Users,
including but not limited to using individually assigned email addresses and not shared email accounts,
9. in no event access the Services via any unsecured wireless hand-held communication device, including but
not limited to, web enabled cell phones, interactive wireless pagers, personal digital assistants (PDAs),
mobile data terminals and portable data terminals
10. only use assets such as personal computer hard drives or portable and/or removable data storage
equipment or media (including but not limited to laptops, zip drives, tapes, disks, CDs, and DVDs) owned
by Participating County to store the Data. In addition, Data must be encrypted when not in use and all
printed Data must be stored in a secure, locked container when not in use, and must be completely
destroyed when no longer needed by cross -cut shredding machines (or other equally effective destruction
method) such that the results are not readable or useable for any purpose. In either case, commercially
reasonable practices for the type of Data received from EVS must be employed,
11. if Participating County sends, transfers or ships any Data, encrypt the Data using the following minimum
standards, which standards may be modified from time to time by EVS: Advanced Encryption Standard
(AES), minimum 128 -bit key or Triple Data Encryption Standard (3DES), minimum 168 -bit key,
encrypted algorithms,
12. not ship hardware or software between Participating County's locations or to third parties without deleting
all EVS Participating County number(s), security codes, User IDs, passwords, Participating County user
passwords, and any consumer information, or Data,
13. monitor compliance with the obligations of this Section 5, and immediately notify EVS if Participating
County suspects or knows of any unauthorized access or attempt to access the Service, including, without
limitation, a review of EVS invoices for the purpose of detecting any unauthorized activity,
14. if, subject to the terms of this Agreement, Participating County uses a Service Provider to establish access
to the Service, be responsible for the Service Provider's use of Participating County's user names, security
access codes, or passwords, and Participating County will ensure the Service Provider safeguards
Participating County's security access code(s), User 1Ds, and passwords through the use of security
requirements that are no less stringent than those applicable to Participating County under this Section 5,
15. use commercially reasonable efforts to assure data security when disposing of any Data obtained from
EVS, Such efforts must include the use of those procedures issued by the federal regulatory agency
charged with oversight of Participating County's activities (e.g. the Federal Trade Commission, the
applicable banking or credit union regulator) applicable to the disposal of consumer report information or
records,
16. use commercially reasonable efforts to secure Data when stored on servers, subject to the following
requirements: (i) servers storing Data must be separated from the Internet or other public networks by
firewails which are managed and configured to meet industry accepted best practices, (ii) protect Data
through multiple layers of network security, including but not limited to, industry -recognized firewalls,
routers, and intrusion detection/prevention devices (IDS/IPS), (iii) secure access (both physical and
network) to systems storing Data, which must include authentication and passwords that are changed at
least every ninety (90) days; and (iv) all servers must be kept current and patched on a timely basis with
appropriate security -specific system patches, as they are available,
17. not allow Data to be displayed via the Internet unless utilizing, at a minimum, a three-tier architecture
configured in accordance with industry best practices,
18. use commercially reasonable efforts to establish procedures and logging mechanisms for systems and
networks that will allow tracking and analysis in the event there is a compromise, and maintain an audit
trail history for at least three (3) months for review,
August l b, 2015
CUS-30372
Universal Membership Agreement- The Work Number° Social Services Page 4 of 7
19. provide immediate notification to EVS of any change in address or office location and are subject to an
onsite visit of the new location by EVS or its designated representative, and
20. in the event Participating County has a security incident involving EVS Confidential Information,
Participating County will fully cooperate with EVS in a security assessment process and promptly
remediate any finding.
b. If EVS reasonably believes that Participating County has violated this Section 5, EVS may, in addition to any
other remedy authorized by this Agreement, with reasonable advance written notice to Participating County
and at EVS's sole expense, conduct, or have a third party conduct on its behalf, an audit of Participating
County's network security systems, facilities, practices and procedures to the extent EVS reasonably deems
necessary, including an on -site inspection, to evaluate Participating County's compliance with the data security
requirements of this Section 5.
6. CONFIDENTIALITY. Each party acknowledges that all materials and information disclosed by a party
("Disclosing Party") to another party ("Recipient") in connection with performance of this Agreement consist of
confidential and proprietary data ("Confidential Information"). Each Recipient will hold those materials and that
information in strict confidence, and will restrict its use of those materials and that information to the purposes
anticipated in this Agreement. If the law or legal process requires Recipient to disclose confidential and
proprietary data, Recipient will notify the Disclosing Party of the request. Thereafter, the Disclosing Party may
seek a protective order or waive the confidentiality requirements of this Agreement, provided that Recipient may
only disclose the minimum amount of information necessary to comply with the requirement. Recipient will not
be obligated to hold confidential any information from the Disclosing Party which (a) is or becomes publicly
known, (b) is received from any person or entity who, to the best of Recipient's knowledge, has no duty of
confidentiality to the Disclosing Party, (c) was already known to Recipient prior to the disclosure, and that
knowledge was evidenced in writing prior to the date of the other party's disclosure, or (d) is developed by the
Recipient without using any of the Disclosing Party's information. The rights and obligations of this Section 6
with respect to (i) confidential and proprietary data that constitutes a "trade secret" (as defined by applicable law),
will survive termination of this Agreement for so long as such confidential and proprietary information remains a
trade secret under applicable law; and (ii) all other confidential and proprietary data, will survive the termination
of this Agreement for the longer of two (2) years from termination, or the confidentiality period required by
applicable law. Notwithstanding the foregoing, EVS acknowledges that the terms of this Agreement (excluding
any Schedules attached) may be subject to release under the Colorado Open Records Act (the "Act") or similar
acts that may apply to government agencies. If Participating County is compelled to disclose any Confidential
Information under the Act, Participating County will provide EVS with prompt written notice so that EVS may
seek protection of its Confidential information which may be exempt from disclosure under the Act. If such
protection is not obtained by the date that Participating County must comply with the request, Participating County
will furnish only that portion of the Confidential Information that it is advised by counsel that it is legally required
to furnish, and Client will exercise commercially reasonable efforts to obtain confidential treatment of the
Confidential Information so disclosed.
7. TERM AND TERMINATION. This Agreement shall be for an initial 90 -day trial term ("Trial Term") to allow
CDHS to evaluate the Service. Should CDHS elect to continue using the Service beyond such Evaluation Term,
the Temi of this Agreement shall be for an annually renewable term, and shall be automatically renewed for
successive one year terms unless either party provides notice to the other party of its intent not to renew the
Agreement at least ninety (90) days prior to the conclusion of the then current term. CDHS may terminate this
Agreement or any Schedule(s), at any time upon thirty (30) days prior written notice to EVS. Any Participating
County may likewise terminate its Participation Agreement upon thirty (30) days notice to EVS. Unless otherwise
provided for in the relevant schedule, EVS may, with thirty (30) days notice, (i) change the price of the Service
once annually, and/or (ii) change the Service Schedule and/or Description as deemed necessary, in EVS's sole
discretion. CDHS's or Participating County's use of the Service after such thirty (30) day period shall constitute
its agreement to such change(s), without prejudice to its right to terminate this Agreement as provided above. If
EVS believes that CDHS or Participating County has breached an obligation under this Agreement, EVS may, at
its option and reserving all other rights and remedies, terminate this Agreement and/or any Schedules executed by
Participating County immediately upon notice to CDHS and/or Participating County.
S. RIGHTS TO SERVICE. The Service and the Data, including all rights thereto, are proprietary to EVS.
August 11, 2015
CUS-30372
Universal Membership Agreement- The Work Number" Social Services Page 5 of 7
9. WARRANTY. EVS warrants that the Service will be performed in all material respects in a reasonable and
workmanlike manner and in compliance with laws and regulations applicable to EVS's performance thereof.
CDHS and Participating County each acknowledge that the ability of EVS to provide accurate information is
dependent upon receipt of accurate information from employers. EVS does not warrant that the Service will be
error free. EXCEPT FOR THE EXPRESS WARRANTIES SET FORTH HEREIN, EVS MAKES NO OTHER
WARRANTIES AS TO THE SERVICE OR THE DATA, EXPRESSED OR IMPLIED, INCLUDING ANY
IMPLIED WARRANTY OF GOOD TITLE, MERCHANTABILITY, AND/OR FITNESS FOR A PARTICULAR
PURPOSE EVEN iF EVS KNOWS OF SUCH PURPOSE.
10. LIMITATION OF LIABILITY. In no event shall EVS be liable to CDHS or any Participating County for
indirect, special, incidental, economic, consequential or punitive damages, including but not limited to lost
revenue, lost profits, replacement goods, loss of technology rights or services, loss of data, or interruption or loss
of use of software or any portion thereof regardless of the legal theory under which such damages are sought.
Except for (i) death, personal injury, and property damage, and (ii) EVS's indemnification obligations found
herein, damages of any kind payable by EVS shall not exceed the sum paid by Participating County during the
twelve months prior to the act or occurrence which gives rise to the claim.
11. INDEMNIFICATION. EVS agrees to indemnify, defend and hold harmless ("Indemnify") CDHS, the
Participating Counties and their elected officials, officers, agents, and employees (each, an "Indemnified Party"),
from and against claims, demands, liabilities, suits, damages, expenses and costs, including reasonable attorneys',
experts' and investigators' fees and expenses ("Claims") brought by third parties against the indemnified Party and
arising from EVS's or its directors', officers' or employees' (i)-negligent or intentional, wrongful act or omission,
(ii) violation of applicable law or (iii) infringement on third party proprietary rights.
12. APPLICABLE LAW. This Agreement shall be governed by the laws of the State of Colorado, without giving
effect to the principles of conflict of laws thereof.
13. FORCE MAJEURE. Neither party will be liable to the other for any delay, or interruption in performance as to
any obligation hereunder resulting from governmental emergency orders, judicial or governmental action,
emergency regulations, sabotage, riots, vandalism, labor strikes or disputes, acts of God, fires, electrical failure,
major computer hardware or software failures, equipment delivery delays, acts of third parties, or delays or
interruptions in performance beyond its reasonable control.
14. INSURANCE: EVS shall maintain through the Term of this Agreement, at EVS's sole cost and expense, (i) all
insurance coverage required by federal and state laws, including worker's compensation and employer's liability
all with statutory minimum limits, (ii) general and auto liability coverage, and (iii) professional liability (Errors
and Omissions) insurance, with insurance companies with an A.M. Best Rating of at least A -VIII in amounts no
less than those currently in place as of the execution date of this Agreement. Prior to start of work, EVS shall
provide a certificate or adequate proof of the foregoing insurance. Upon execution of this Agreement, EVS shall
add CDHS as additional insured on all applicable policies except Workers Compensation and Errors and
Omissions.
15. MISCELLANEOUS. This Agreement sets forth the entire agreement between the parties regarding the Service.
Except as otherwise provided in this Agreement, this Agreement may be amended only by a subsequent writing
signed by both parties. This Agreement may not be assigned or transferred by Participating County without EVS's
prior written consent. This Agreement shall be freely assignable by EVS and shall inure to the benefit of and be
binding upon the permitted assignee of either CDHS or EVS. If any provision of this Agreement is held to be
invalid or unenforceable under applicable law in any jurisdiction, the validity or enforceability of the remaining
provisions thereof shall be unaffected as to such jurisdiction and such holding shall not affect the validity or
enforceability of such provision in any other jurisdiction. To the extent that any provision of this Agreement is
held to be invalid or unenforceable because it is overbroad, that provision shall not be void but rather shall be
limited only to the extent required by applicable law and enforced as so limited. Any notice under this Agreement
shall be effective upon personal delivery by an overnight or other courier or delivery service, or three (3) days after
pre -paid deposit with the postal service, in either case to the party's address in the first sentence of this Agreement
or any substitute therefore provided by notice.
16. COUNTERPARTS/EXECUTION BY FACSIMILE. For the convenience of the parties, copies of this
Agreement and Schedules hereof may be executed in two or more counterparts and signature pages exchanged by
facsimile. The parties intend that counterpart copies signed and exchanged as provided in the preceding sentence
August 11, 2015
CUS-30372
Universal Membership Agreement- The Work Number' Social Services Page 6 of 7
shall be fully binding as an original handwritten executed copy hereof and thereof and all of such copies together
shall constitute one instrument.
CDHS and the Participating County each acknowledge receipt of Exhibit I, "Notice to Users of Consumer Reports
Obligations of Users". Furthermore, CDHS and the Participating County have read "Notice to Users of Consumer
Reports Obligations of Users"which explains Participating County's obligations under the FCRA as a user of
consumer report information (to be initialed by the person signing on behalf of Participating County). R6
IN WITNESS WHEREOF, the parties have executed this Agreement on the date indicated below.
STATE OF COLORADO TALX Corporation,
John W. Hickenlooper, GOVERNOR provider of Equifax Verification Services
Colorado Department of Human Services
Reggie Bicha, Executive Director
By
(signature):
Name
(print):
Title:
Date:
/ wL V L
By
(Signature): I
Name
(print): , r
Title: V j c e Prr5,S," i - 5j „ I c 01201e 711
Date: 5/1
/11/cAiLiel
This Agreement is not valid until signed and dated below by the Colorado Department of Human Services'
Controller or Deputy Controller
COLORADO DEPARTMENT OF HUMAN SERVICES
CONTROLLER
By:
Clint Woodruff, Controller / VeldChu*,life uty Controller
Date:
August 11.2015
CUS-30372
t.'nivcrsal Membership Agreement- The Work Number' Social Services Page 7 of 7
UNIVERSAL SERVICE AGREEMENT
Exhibit 1
PARTICIPATION AGREEMENT
(Enter County Name) ("Participating County") and TALX Corporation, ("EVS") agree (i) that Participating County
shall receive Services under the provisions of the Universal Membership Agreement dated (the "Agreement"), by
and between EVS and CDHS, which provisions are incorporated herein by reference; and (ii) that each reference to
Participating County in the Agreement shall refer to Participating County separately, as if Participating County had
executed the Agreement itself.
Effective Date:
Participating County Information:
Location ID:
Location Name:
r, a ac
Main Contact:
cam t Lr
Main Contact Email Address
tl 1, Z i c 4r ..) 4°
Main Contact Phone Number:
,3o . / ac - L/050
Main Contact Fax Number:
3o / t 7i - / 7q.
Main Contact Address:
' 0 t , ',, vk.; i1-rk"t C.,
Main Contact City:
C-1,_, Lot en_
Main Contact State:
(c)l err d,,
Main Contact Zip:
giol
Audit Contact:
Audit Contact Email Address:
By signing below, Participating County agrees to each and every term and condition of the Agreement. Each person
signing below represents and warrants that he or she has the necessary authority to bind the respective party set forth
below.
Agreed:
Participating County
By (signature): )"l�'f �u r ( / L z.(,7J/ Oy (signature).
Name(print): �� t'`cf e/ C to f 4k,•
Title: Xf-'iL� A�
Date- / L� a f
TALX Corporation,
Name(print)it t. t{i1 11 a A r}
Title: V jvc a errs,` Jdvt r' "�5,a! ` �i O'v'
Date:
August I I, 2015
CUS-30372
Universal Membership Agreement -The Work Number' Social Services Page I of 3
Exhibit I
UNIVERSAL MEMBERSHIP AGREEMENT
for
The Work Number'° Social Services
Attachment 1 to Exhibit I
VERMONT FAIR CREDIT REPORTING CONTRACT CERTIFICATION
The undersigned, (Enter County Name) ("Participating County"), acknowledges that it subscribes to receive various
information services from TALX Corporation, provider of Equifax Verification Services ("EVS") in accordance with the
Vermont Fair Credit Reporting Statute, 9 V,S.A. § 2480e (1999), as amended (the "VFCRA"), and the federal Fair Credit
Reporting Act, 15, U.S.C. 1681 et. seq., as amended (the "FORA"), and its other state law counterparts. In connection
with Participating County's continued use of EVS services in relation to Vermont consumers, Participating County hereby
certifies as follows:
Vermont Certification. Participating County certifies that it will comply with applicable provisions under Vermont law.
In particular, Participating County certifies that it will order Data relating to Vermont residents, that are credit reports as
defined by the VFCRA, only after Participating County has received prior consumer consent in accordance with VFCRA
§ 2480e and applicable Vermont Rules. Participating County further certifies that the attached copy of VFCRA § 2480e
applicable Vermont Rules were received from EVS.
Participating County: 3D
Signed By:
Printed Name and Title:
Account Number:
Date:
Please also include the following information:
Compliance Officer or Person Responsible for Credit Reporting Compliance
Name:
Title:
Mailing Address:
E -Mail Address:
Phone: Fax:
August 11, 2015
CUS-30372
Universal Membership Agreement -The Work Number' Social Services Page 2 of 3
Exhibit I
Vermont Fair Credit Reporting Statute, 9 V.S.A. § 2480e (1999)
§ 2480e. Consumer consent
(a) A person shall not obtain the credit report of a consumer unless:
(I) the report is obtained in response to the order of a court having jurisdiction to issue such an order; or
(2) the person has secured the consent of the consumer, and the report is used for the purpose consented to by the
consumer.
(b) Credit reporting agencies shall adopt reasonable procedures to assure maximum possible compliance with subsection
(a) of this section.
(c) Nothing in this section shall be construed to affect:
(1) the ability of a person who has secured the consent of the consumer pursuant to subdivision (a)(2) of this section to
include in his or her request to the consumer permission to also obtain credit reports, in connection with the same
transaction or extension of credit, for the purpose of reviewing the account, increasing the credit line on the account, for
the purpose of taking collection action on the account, or for other legitimate purposes associated with the account; and
(2) the use of credit information for the purpose of prescreening, as defined and permitted from time to time by the
Federal Trade Commission.
VERMONT RULES *** CURRENT THROUGH .NNE 1999 ***
AGENCY 06. OFFICE OF THE ATTORNEY GENERAL
SUB -AGENCY 031. CONSUMER PROTECTION DIVISION
CHAPTER 012. Consumer Fraud --Fair Credit Reporting
RULE CF 112 FAIR CREDIT REPORTING
CVR 06-031-012, CF 112.03 (1999)
CF 112.03 CONSUMER CONSENT
(a) A person required to obtain consumer consent pursuant to 9 V.S.A. §§ 2480e and 2480g shall obtain said consent in
writing if the consumer has made a written application or written request for credit, insurance, employment, housing or
governmental benefit. If the consumer has applied for or requested credit, insurance, employment, housing or
governmental benefit in a manner other than in writing, then the person required to obtain consumer consent pursuant to 9
V.S.A. §§ 2480e and 2480g shall obtain said consent in writing or in the same manner in which the consumer made the
application or request. The terms of this rule apply whether the consumer or the person required to obtain consumer
consent initiates the transaction.
(b) Consumer consent required pursuant to 9 V.S.A. §§ 2480e and 2480g shall be deemed to have been obtained in
writing if, after a clear and adequate written disclosure of the circumstances under which a credit report or credit reports
may be obtained and the purposes for which the credit report or credit reports may be obtained, the consumer indicates his
or her consent by providing his or her signature.
(c) The fact that a clear and adequate written consent form is signed by the consumer after the consumer's credit report has
been obtained pursuant to some other form of consent shall not affect the validity of the earlier consent.
August 11, 2015
CUS-30372
Universal Membership Agreement -The Work Number' Social Services Page 3 of 3
Exhibit l
Exhibit C - Amendment 9 - 22 IHGA 169011
AMENDMENT 9 TO: THE UNIVERSAL MEMBERSHIP AGREEMENT AND SCHEDULE A
This Amendment 9 is entered into by and between TALX Corporation ("TALX") and The State of
Colorado, Colorado Department of Human Services ("CDHS") jointly "the Parties," with reference to the
following:
WHEREAS, the Parties entered into that certain Universal Membership Agreement, last signed by
the parties on or about August 26, 2015 (the "Agreement"); and
WHEREAS, the Parties made effective the Schedule A — The Work Number® Express Social
Service on October 19, 2016 (the "Schedule A"); and
WHEREAS, the CDHS exercised its first optional annual renewal term (as permitted in Section II of
Schedule A, by means of that certain Successive Term 1 Schedule A made effective by the parties on
December 28, 2016 (the "Successive Term Schedule A"); and
WHEREAS, the Parties amended the Successive Term Schedule A to provide verification of
employment and income services for 2 (two) additional months, beginning January 1, 2018 through February
28, 2018 (the "Temporary Extension Period") while the State worked to get approval from the participating
counties to authorize the successive term; and
WHEREAS, CDHS exercised its second optional renewal term (as permitted in Section II of
Schedule A, by means of that certain Amendment 1 to Schedule A made effective by the parties on
February 28, 2018, for the term beginning March 1, 2018 and ending on February 28, 2019 ("Amendment
1"); and
WHEREAS, the Parties subsequently amended the Successive Term Schedule A to provide
verification of employment and income services for 3 (three) additional months, March 1, 2019 through
May 31, 2019 (the "Second Temporary Extension Period") while the State worked to get approval from
the participating counties to authorize the successive term; and
WHEREAS, the Parties subsequently amended the Schedule A to provide verification of
employment and income services for 3 (three) additional months, beginning June 1, 2019 through August
31, 2019 (the "Third Temporary Extension Period") while the State continued to evaluate the new pay
date enhancement in order to determine the number of transactions needed for the new contract; and
WHEREAS, the Parties subsequently amended the Schedule A to provide verification of
employment and income services for 2 (two) additional months, beginning September 1, 2019 through
October 31, 2019 (the "Fourth Temporary Extension Period") while the State continued to evaluate the
new pay date enhancement in order to determine the number of transactions needed for the new contract;
and
Amendment to Universal Membership Agreement Page 1 of 8
CUS-21-07282 - State of Colorado - Department of Human Services EXECUTABLE LRD 4.16.21
WHEREAS, the Parties subsequently amended the Schedule A to (i) provide verification of
employment and income services for 1 (one) additional year, beginning November 1, 2019 through
October 31, 2020, (2) add a Scope of Work, and (3) amend the Service Description Overview (the "Fifth
Amendment); and
WHEREAS, the Parties subsequently amended Schedule A in order to provide the verification of
employment and income services for 1 (one) additional month, from November 1, 2020 through
November 30, 2020 (the "Fifth Temporary Extension Period"); and
WHEREAS, the Parties subsequently amended Schedule A in order to provide the verification of
employment and income services for 4 (four) additional months from December 1, 2020 through March
31, 2021 (the "Sixth Temporary Extension Period"); and
WHEREAS, the Parties subsequently amended Schedule A in order to provide the verification of
employment and income services for 2 (two) additional months from April 1, 2021 — May 31, 2021 (the
"Seventh Temporary Extension Period"); and
WHEREAS, the Parties desire to amend the Agreement in order to provide the verification of
employment and income services for 1 (one) additional year from June 1, 2021 — May 31, 2022 (the Third
Successive Schedule A") and allow Colorado government entities, "Participating Entities", in addition to
their existing Participating Counties, to use the Services pursuant to the terms of the Agreement. All
other terms and conditions of the Agreement, as previously amended, remain unchanged and in full force
and effect. For purpose of this Amendment 9, all capitalized terms used herein and otherwise defined
shall have the meaning set forth in the Agreement.
NOW, THEREFORE, upon Colorado State Controller signature and effective on June 1, 2021, the
Parties do hereby agree to amend the Agreement as follows:
This Amendment 9 may be executed in multiple, identical, original counterparts, each of which shall be
deemed to be an original, but all of which, taken together, shall constitute one and the same document.
A. CDHS hereby exercises a one (1) year extension beginning June 1, 2021 and ending on May 31,
2022.
B. Pricing:
Verification Fees: Employment Summary (SSN Search) shall remain unlimited at no charge.
Income
Verifications
Fixed Fee ((June 1,
2021 - May 31,
2022)
Transaction Ceiling (Total # of
Transactions) (June 1, 2021 -
May 31, 2022)
Cost Above Ceiling
(Per Transaction)
$3,359,800
535,000
$6.28
Amendment to Universal Membership Agreement
CUS-21-07282 - State of Colorado - Department of Human Services EXECUTABLE LRD 4.16.21
Page 2 of 8
• Monthly Account Servicing Fee for the Third Successive Schedule Extension Period:
$5,000.00
• The Fixed Fee for the products listed above will be payable as the Transactions come in. At
the end of the Extension Period, if CDHS has not met the Fixed Fee, the difference between
the Fixed Fee and that for the Transactions paid will be due and payable.
• The above pricing reflects the Fee for each successful Transaction and is based on one
use/decision per Transaction.
• A "Transaction" is defined by a database search which successfully returns Data.
• The Annual Price for the products listed above will be payable in equal monthly fee
installments. Agency agrees and acknowledges that the monthly fixed fee will be due and
payable even when no transactions are processed during the period. Each hit performed
above the Included Annual Hits, will be charged at the overage fee noted above and shall be
billed beginning in the month in which the Included Annual Hits are exceeded.
• Notwithstanding anything herein or the Agreement to the contrary, in the event CDHS
terminates the Agreement or Schedule A prior to the end of the current term, CDHS shall
pay one hundred percent (100%) of the remaining Fixed Fee Amount due under the current
term obligation, including any overages that have been incurred, but not paid. Should the
CDHS cancel prior to the end of the month, that month (and any overages incurred in that
month) shall be considered part of the remaining Fixed Fee.
C. Exhibit 1 to Schedule A is in addition to the existing Exhibit 1(s) to Schedule A as follows:
County
Minimum Usage
(June 1, 2021 -
May 31, 2022)
Minimum Cost
(June 1, 2021 -
May 31, 2022)
Account
Service Fee
(June 1, 2021 -
May 31, 2022)
Total Financial
Obligation
(June 1, 2021 -
May 31, 2022)
Adams
32,150
$201,902.00
$3,605.09
$205,507.09
Alamosa
46
$288.88
$4.75
$293.63
Arapahoe
62,141
$390,245.48
$6,988.52
$397,234.00
Archuleta
44
$276.32
$4.54
$280.86
Bent
15
$94.20
$1.30
$95.50
Boulder
14,683
$92,209.24
$1,646.17
$93,855.41
Broomfield
2,755
$17,301.40
$308.54
$17,609.94
Clear Creek
16
$100.48
$1.30
$101.78
Conejos
67
$420.76
$7.06
$427.82
Crowley
133
$835.24
$14.49
$849.73
Delta
558
$3,504.24
$62.12
$3,566.36
Denver
75,946
$476,940.88
$8,516.78
$485,457.66
Douglas
1,468
$9,219.04
$164.18
$9,383.22
Eagle
1,043
$6,550.04
$116.45
$6,666.49
Elbert
16
$100.48
$1.30
$101.78
El Paso
36,640
$230,099.20
$4,108.61
$234,207.81
Amendment to Universal Membership Agreement
CUS-21-07282 - State of Colorado - Department of Human Services EXECUTABLE LRD 4.16.21
Page 3 of 8
Fremont
2,275
$14,287.00
$254.63
$14,541.63
Grand/Jackson
145
$910.60
$15.75
$926.35
Gunnison
133
$835.24
$14.38
$849.62
Jefferson
33,354
$209,463.12
$3,740.13
$213,203.25
Kiowa
16
$100.48
$1.30
$101.78
Kit Carson
16
$100.48
$1.30
$101.78
Lake
152
$954.56
$16.58
$971.14
La Plata/San Juan
1,346
$8,452.88
$150.47
$8,603.35
Larimer
24,246
$152,264.88
$2,718.64
$154,983.52
Las Animas
247
$1,551.16
$27.26
$1,578.42
Mesa
4,651
$29,208.28
$521.15
$29,729.43
Moffat
252
$1,582.56
$27.78
$1,610.34
Montezuma
1,699
$10,669.72
$190.04
$10,859.76
Morgan
3,158
$19,832.24
$353.66
$20,185.90
Park
16
$100.48
$1.30
$101.78
Pitkin
56
$351.68
$5.80
$357.48
Prowers
16
$100.48
$1.31
$101.79
Pueblo
11,246
$70,624.88
$1,260.73
$71,885.61
Rio Grande/Mineral
75
$471.00
$7.89
$478.89
Routt
338
$2,122.64
$37.41
$2,160.05
San Miguel/Ouray
123
$772.44
$13.34
$785.78
Summit
329
$2,066.12
$36.47
$2,102.59
Weld
38,110
$239,330.80
$4,273.48
$243,604.28
CDHS SNAP QA
280
$1,758.40
$30.92
$1,789.32
HCPF
185,000
$1,161,800.00
$20,747.08
$1,182,547.08
TOTAL
535,000
$3,359,800.00
$60,000.00
$3,419,800.00
D. The Parties agree the Scope of Work below specific to Participating Entities, shall be attached to
and made part of Schedule A to the Agreement.
E. Section 1, SCOPE OF THE AGREEMENT. The parties agree to expand use of the Services
beyond Colorado's counties to add governmental entities "Participating Entity", provided such
entities individually execute a Participation Agreement ("Participation Agreement") in the form of
Exhibit 1-A attached hereto (including Attachment 1-A to Exhibit 1-A), attached hereto; along with,
an applicable Schedule A. All obligations of "Participating County", "CDHS", and terms and
conditions of the Agreement shall apply equally to and separately to each Participating Entity
executing a Participation Agreement and Schedule A.
[Signature page to follow]
Amendment to Universal Membership Agreement Page 4 of 8
CUS-21-07282 - State of Colorado - Department of Human Services EXECUTABLE LRD 4.16.21
IN WITNESS WHEREOF, the Parties have executed this 9TH Amendment through their duly authorized
representatives.
STATE OF COLORADO
Jared Polis, GOVERNOR
Colorado Department of Human Services
Michelle Barnes, Executive Director
By
(signature):
Name
(print):
Title:
Date:
TALX Corporation,
provider of Equifax Verification Services
By
(signature):
Name
(print):
Title:
Date:
This Amendment 9 is not valid until signed and dated below by the Colorado Department of
Human Services' Controller or Deputy Controller
COLORADO DEPARTMENT OF HUMAN SERVICES
CONTROLLER
By (signature):
Name/Title: (print):
Date:
Amendment to Universal Membership Agreement Page 5 of 8
CUS-21-07282 - State of Colorado - Department of Human Services EXECUTABLE LRD 4.16.21
Scope of Work to Schedule A
Employment and Income Verification (VOEIVOI) Database and Web Service
(Participating Entities only)
TALX Corporation, a provider of Equifax Verification Services ("EVS") shall maintain an employment and
income verification database ("The Work Number®" or "TWN") and "Web" Service that provides real-time
responses to queries from Participating Entities via system -to -system integration delivery between EVS and
the State's application, the Colorado Benefits Management System ("CBMS").
I. The Web Service shall:
A. Accept query requests from CBMS; and
B. Provide a real-time response to each query as described below.
II. For each Web Service query, EVS shall return matching employment and income records ("records")
from TWN, except for those records that EVS would return for the same query to the Centers for
Medicare and Medicaid Services ("CMS") as the provider of TWN employment and income data
("Data") for the CMS Federal Data Services Hub ("FDSH") Current Sources of Income and
Employment Verification Service ("CSIVS"). At the present time, records not returned to CMS
generally fall into one or more of the following three categories:
A. Records in which CMS -required data element(s) are not available;
B. Records in which the "As Of Date" is older than 90 days; and
C. Records not conforming to other technical criteria, such as XML schema validation.
III. EVS shall provide ongoing operational support as follows:
A. Web Service must be available and return a valid response to requests for at least 99.9% of
the seconds in each month, exclusive of EVS planned outages and maintenance windows;
and, update the Web Service to ensure 24x7 operations, with the exception of planned
outages and maintenance windows. This includes personnel to troubleshoot and resolve
operational or technical issues pertaining to the Web Service.
B. Standard monthly usage reports to verify all transactions via the Web Service. At a
minimum, these reports shall include the following elements:
1. Total number of queries from CBMS to TWN via the Web Service;
2. Total number of responses returned from TWN via the Web Service to CBMS;
3. Total number of queries in which no record was returned from TWN via the Web
Service;
4. Average time to return a response from TWN via the Web Service to CBMS;
5. Total number of responses returned from TWN via the Web Service divided by the
total number of queries from CBMS ("Web Service Rate of Return"); and
These reports may also include the following elements, as allowable by CMS:
1. Total number of queries from CBMS to TWN via CMS FDSH;
2. Total number of responses returned from TWN via CMS FDSH to CBMS; and
3. Total number of responses returned from TWN via CMS FDSH divided by the total
number of queries from CBMS ("CMS FDSH Rate of Return");
C. Regular status meetings once per month, as deemed necessary by EVS and Participating
Entities.
Amendment to Universal Membership Agreement Page 6 of 8
CUS-21-07282 - State of Colorado - Department of Human Services EXECUTABLE LRD 4.16.21
1. Initial status meetings will occur twice per month between EVS and Participating
Entities, as agreed upon and deemed necessary, to enable discussion of agreed upon
tasks.
D. Upgrades to the Web Service as EVS may reasonably require, such as the following:
1. Upgrades that are necessary to support CMS, and to mirror the Web Service for
CBMS, will be made at no charge to the State of Colorado, Colorado Department of
Human Services ("CDHS") or its Participating Entities; and
2. Any custom development requested beyond the established Web Service as outlined
in the Interface Control Document may result in separate fee item(s).
IV. Out of Scope:
Multiple use of TWN Data by any other agency, division, program, entity or political subdivision
(even if named in the Agreement), after being used by the State's medical assistance programs, is
prohibited unless the parties mutually agree in writing to multi -use decisioning in the future.
Amendment to Universal Membership Agreement Page 7 of 8
CUS-21-07282 - State of Colorado - Department of Human Services EXECUTABLE LRD 4.16.21
UNIVERSAL MEMBERSHIP AGREEMENT
Exhibit 1-A
PARTICIPATION AGREEMENT
FOR PARTICIPATING ENTITY
(Attached under separate cover)
Amendment to Universal Membership Agreement Page 8 of 8
CUS-21-07282 - State of Colorado - Department of Human Services EXECUTABLE LRD 4.16.21
Exhibit D - UMA Exhibit 1-A
UNIVERSAL MEMBERSHIP AGREEMENT
Exhibit 1-A
PARTICIPATION AGREEMENT FOR PARTICIPATING ENTITY
{Enter Entity Name} ("Participating Entity") and TALX Corporation, a provider of Equifax Verification
Services, ("EVS") agree (i) that Participating Entity shall receive Services under the provisions of the
Universal Membership Agreement last signed by the parties on or about August 26, 2015, and as amended,
(the "Agreement"), by and between EVS and CDHS, which provisions are incorporated herein by
reference; and (ii) that each reference to Participating Entity in the Agreement shall refer to Participating
Entity separately, as if Participating Entity had executed the Agreement itself.
Effective Date:
Participating Entity Information:
Location ID:
Location Name:
Main Contact:
Main Contact Email Address
Main Contact Phone Number:
Main Contact Fax Number:
Main Contact Address:
Main Contact City:
Main Contact State:
Main Contact Zip:
Audit Contact:
Audit Contact Email Address:
By signing below, Participating Entity agrees to each and every term and condition of the Agreement. Each
person signing below represents and warrants that he or she has the necessary authority to bind the
respective party set forth below.
Agreed:
Participating Entity
By
(signature):
Name
(print):
Title:
Date:
TALX Corporation,
By
(signature):
Name
(print):
Title:
Date:
CUS-21-07282 - Colorado Department of Human Services EXECUTABLE LRD 4.16.21
UNIVERSAL MEMBERSHIP AGREEMENT
for
The Work Number® Social Services
Attachment 1-A to Exhibit 1-A
VERMONT FAIR CREDIT REPORTING CONTRACT CERTIFICATION
The undersigned, {Enter Entity Name} ("Participating Entity"), acknowledges that it subscribes to receive
various information services from TALX Corporation, provider of Equifax Verification Services ("EVS")
in accordance with the Vermont Fair Credit Reporting Statute, 9 V.S.A. § 2480e (1999), as amended (the
"VFCRA"), and the federal Fair Credit Reporting Act, 15, U.S.C. 1681 et. seq., as amended (the "FCRA"),
and its other state law counterparts. In connection with Participating Entity's continued use of EVS services
in relation to Vermont consumers, Participating Entity hereby certifies as follows:
Vermont Certification. Participating Entity certifies that it will comply with applicable provisions under
Vermont law. In particular, Participating Entity certifies that it will order Data relating to Vermont
residents, that are credit reports as defined by the VFCRA, only after Participating Entity has received prior
consumer consent in accordance with VFCRA § 2480e and applicable Vermont Rules. Participating Entity
further certifies that the attached copy of VFCRA § 2480e applicable Vermont Rules were received from
EVS.
Participating Entity:
Signed By:
Printed Name and Title:
Account Number:
Date:
Please also include the following information:
Compliance Officer or Person Responsible for Credit Reporting Compliance
Name:
Title:
Mailing Address: _
E -Mail Address: _
Phone: Fax:
CUS-21-07282 - Colorado Department of Human Services EXECUTABLE LRD 436.21
Attachment 1-A to Exhibit 1-A Continued
Vermont Fair Credit Reporting Statute, 9 V.S.A. § 2480e (1999)
§ 2480e. Consumer consent
(a) A person shall not obtain the credit report of a consumer unless:
(1) the report is obtained in response to the order of a court having jurisdiction to issue such an order;
or
(2) the person has secured the consent of the consumer, and the report is used for the purpose
consented to by the consumer.
(b) Credit reporting agencies shall adopt reasonable procedures to assure maximum possible compliance
with subsection (a) of this section.
(c) Nothing in this section shall be construed to affect:
(1) the ability of a person who has secured the consent of the consumer pursuant to subdivision (a)(2)
of this section to include in his or her request to the consumer permission to also obtain credit reports, in
connection with the same transaction or extension of credit, for the purpose of reviewing the account,
increasing the credit line on the account, for the purpose of taking collection action on the account, or for
other legitimate purposes associated with the account; and
(2) the use of credit information for the purpose of prescreening, as defined and permitted from time
to time by the Federal Trade Commission.
VERMONT RULES *** CURRENT THROUGH JUNE 1999 ***
AGENCY 06. OFFICE OF THE ATTORNEY GENERAL
SUB -AGENCY 031. CONSUMER PROTECTION DIVISION
CHAPTER 012. Consumer Fraud --Fair Credit Reporting
RULE CF 112 FAIR CREDIT REPORTING
CVR 06-031-012, CF 112.03 (1999)
CF 112.03 CONSUMER CONSENT
(a) A person required to obtain consumer consent pursuant to 9 V.S.A. §§ 2480e and 2480g shall obtain
said consent in writing if the consumer has made a written application or written request for credit,
insurance, employment, housing or governmental benefit. If the consumer has applied for or requested
credit, insurance, employment, housing or governmental benefit in a manner other than in writing, then
the person required to obtain consumer consent pursuant to 9 V.S.A. §§ 2480e and 2480g shall obtain
said consent in writing or in the same manner in which the consumer made the application or request. The
terms of this rule apply whether the consumer or the person required to obtain consumer consent initiates
the transaction.
(b) Consumer consent required pursuant to 9 V.S.A. §§ 2480e and 2480g shall be deemed to have been
obtained in writing if, after a clear and adequate written disclosure of the circumstances under which a
credit report or credit reports may be obtained and the purposes for which the credit report or credit
reports may be obtained, the consumer indicates his or her consent by providing his or her signature.
(c) The fact that a clear and adequate written consent form is signed by the consumer after the consumer's
credit report has been obtained pursuant to some other form of consent shall not affect the validity of the
earlier consent.
CUS-21-07282 - Colorado Department of Human Services EXECUTABLE LRD 4.16.21
New Contract Request
Entity Information
Entity Name* Entity ID x
.COLORADO DEPARTMENT OF HUMAN ti0000 30Ci
SERVICES
Contract Name *
COLORADO DEPARTMENT OF HUMAN SERVICES (WORK
NUMBER CONTRACT)
Contract Status
CTB REVIEW
i ...... New Entity?
Contract ID
4.769
Contract Lead*
CAB BXA LK.
Contract Lead Email
cobbxxiktco.welcl.co.us
Parent Contract ID
Requires Board Approval
YES
Department Project #
Contract Description
ANNUAL CONTRACT M TH THE STATE FOR. USE OF THE WORK NUMBER. 27 IHGA 168856. TERM: JUNE 1, 2021 TO MAY 21,
2022. REQUEST CHAIR TO SIGN AGREEMENT VIA DOCUSIGN
Contract Description 2
PA ROUTING THROUGH NORMAL APPROVAL PROCESS. ETA TO CTB 5 20 21
Contract Type *
CONTRACT
Amount*
50..00
Renewable*
NO
Automatic Renewal
Grant
!GA
Department
HUMAN SERVICES
Requested BOCC Agenda
Date*
05 26 2021
Due Date
05 22 2021
Department Email
CM- Will a work session with BOCC be required?*
HumanSery cesar weldgo'v.co NO
r11
Department Head Email
CM-HumanServices-
DeptHead=elrigciv.com
County Attorney
GENERAL COUNTY
ATTORNEY EMAIL
County Attorney Email
CM-
COUNTYA I ORNEt V E'LDG
OV. COM
Does Contract require Purchasing Dept. to be included?
if this is a renewal enter previous Contract ID
If this is part of a MSA enter MSA Contract ID
Note: the Previous Contract Number and Master Services Agreement Number should be left blank if those contracts are not in
OnBase
Contract Dates
Effective Date
Review Date*
02 31 2022
Renewal Date
Termination Notice Period
Contact Information
Contact Info
Contact Name
Purchasing
Purchasing Approver
Approval Process
Department Head
JAMIE ULRICH
DH Approved Date
05
21
Final Approval
ROCC Approved
BOCC Signed Date
BOCC Agenda Date
05 24 2021
Originator
C C)89XXLK.
Committed Delivery Date
Contact Type Contact Email
Finance Approver
Fir RE CONNOLLt"
Expiration Date*
0531.2022
Contact Phone I Contact Phone 2
Purchasing Approved Date
Finance Approved Date
05 19.2021
Tyler Ref #
AC ,_':52421
Legal Counsel
GABE KALOUSEK
Legal Counsel Approved Date
05 19 2021
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