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Home My WebLink About20181087.tiffRESOLUTION RE: APPROVE AGREEMENT FOR PROFESSIONAL SERVICES FOR DAY TREATMENT EDUCATIONAL COSTS (CHILD SPECIFIC) AND AUTHORIZE CHAIR TO SIGN - SHILOH HOME, INC. 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 an Agreement for Professional Services for Day Treatment Educational Costs (Child Specific) 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 Shiloh Home, Inc., commencing August 14, 2017, with further terms and conditions being as stated in said agreement, and WHEREAS, after review, the Board deems it advisable to approve said agreement, 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 Agreement for Professional Services for Day Treatment Educational Costs (Child Specific) 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 Shiloh Home, Inc., be and hereby is, approved. BE IT FURTHER RESOLVED by the Board that the Chair be, and hereby is, authorized to sign said agreement. The above and foregoing Resolution was, on motion duly made and seconded, adopted by the following vote on the 4th day of April, A.D., 2018, nunc pro tunc August 14, 2017. BOARD OF COUNTY COMMISSIONERS WELD..COUNTY, COLORADO ATTEST: ditAvt) �C,GtD•� Weld County Clerk to the Board BY: Deputy Clerk to the Stele Moreno, Chair/ rbara Kirkme ey, Pro-Tem ,G) Sean P. Conway AP' ' o ' D A _ � % EXCUSED Date of signature: 44-/.2 'i$ oun A ttorney Julie A. Cozad `YYL.A- 3�--.- Mike Freeman 2018-1087 HR0089 PRIVILEGED AND CONFIDENTIAL MEMORANDUM DATE: January 23, 2018 TO: Board of County Commissioners — Pass -Around FR: Judy A. Griego, Director, Human Services RE: Agreement for Professional Services with Shiloh Home, Inc. 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 Departments' Agreement for Professional Services with Shiloh Home, Inc.. This case specific agreement is for educational costs not covered by the school district for the period of August 14 -September 30, 2017. The major provisions of the Agreement are as follows: No. Term ' Service/Fundin�_ - — _ ''—_ - -_ - Rate 1 August 14 -September 30, 2017 Day Treatment (Educational Costs Only) CW Admin $70.23/Day (Longmont Site) $76.64/Day (Littleton Site) ; I do not recommend a Work Session. I recommend approval of this Agreement. Approve Recommendation Sean P. Conway Julie A. Cozad Mike Freeman Barbara Kirkmeyer, Pro-Tem Steve Moreno, Chair Schedule Work Session Pass -Around Memorandum; January 23, 2018 — CMS 1 648 Other/Comments: 2018-1087 WELD COUNTY AGREEMENT FOR PROFESSIONAL SERVICES BETWEEN WELD COUNTY & SHILOH HOME. INC. (DAY TREATMENT EDUCATIONAL COSTS - CHILD SPECIFIC) THIS AGREEMENT is made and entered into this 4 day o , 2018, by and between the County of Weld, a body corporate and politic of the State of Coloy and through its Board of County Commissioners, whose address is 1 150 "O" Street, Greeley, Colorado 80631 hereinafter referred to as "County," and Shiloh Home, Inc., a corporation, who whose address is 6588 West Ottawa Avenue, Littleton, Colorado 80128, hereinafter referred to as "Contractor". WHEREAS, County desires to retain Contract Professional as an independent Contract Professional to perform services as more particularly set forth below; and WHEREAS, Contract Professional has the ability, qualifications, and time available to timely perform the services, and is willing to perform the services according to the terms of this Agreement. WHEREAS, Contract Professional is authorized to do business in the State of Colorado and has the time, skill, expertise, and experience necessary to provide the services as set forth below; NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, the parties hereto agree as follows: 1. Introduction. The terms of this Agreement are contained in the terms recited in this document and in Exhibits A and B which forms an integral part of this Agreement. Exhibits A and B are specifically incorporated herein by this reference. 2. Service or Work. Contractor agrees to procure the materials, equipment and/or products necessary for the Project and agrees to diligently provide all services, labor, personnel and materials necessary to perform and complete the Project described in Exhibit A. 3. Term. The term of this Agreement begins August 14, 2017, and shall continue through and until March 31, 2018. 4. Termination. County has the right to terminate this Agreement, with or without cause on thirty (30) days written notice. Furthermore, this Agreement may be terminated at any time without notice upon a material breach of the terms of the Agreement. 5. Extension or Modification. Any amendments or modifications to this agreement shall be in writing signed by both parties. No additional services or work performed by Contractor shall be the basis for additional compensation unless and until Contractor has obtained written authorization and acknowledgement by County for such additional services. do/ f- /def 6. Compensation/Contract Amount. Upon Contractor's successful completion of the Project, and County's acceptance of the same, County agrees to pay an amount no greater than $70.23/Day (Longmont Site) or $76:64/Day (Littleton Site) for the period of August 14, 2017 through September 30, 2017, which is the amount set forth in Exhibit B. County will not withhold any taxes from monies paid to the Contractor hereunder and Contractor agrees to be solely responsible for the accurate reporting and payment of any taxes related to payments made pursuant to the terms of this Agreement. 7. Independent Contractor. Contractor agrees that it is an independent Contractor and that Contractor's officers, agents or employees will not become employees of County, nor entitled to any employee benefits from County as a result of the execution of this Agreement. Contractor shall perform its duties hereunder as an independent Contractor. Contractor shall be solely responsible for its acts and those of its agents and employees for all acts performed pursuant to this Agreement. Contractor, its employees and agents are not entitled to unemployment insurance or workers' compensation benefits through County and County shall not pay for or otherwise provide such coverage for Contractor or any of its agents or employees. 8. Subcontractors. Contractor acknowledges that County has entered into this Agreement in reliance upon the particular reputation and expertise of Contractor. Contractor shall not enter into any subcontractor agreements for the completion of this Project without County's prior written consent, which may be withheld in County's sole discretion. 9. Ownership. All work and information obtained by Contractor under this Agreement or individual work order shall become or remain (as applicable), the property of County. 10. Confidentiality. Contractor agrees to keep confidential all of County's confidential information. Contractor agrees not to sell, assign, distribute, or disclose any such confidential information to any other person or entity without seeking written permission from the County. Contractor agrees to advise its employees, agents, and consultants, of the confidential and proprietary nature of this confidential information and of the restrictions imposed by this agreement. 11. Warranty. Contractor warrants that the services performed under this Agreement will be performed in a manner consistent with the standards governing such services and the provisions of this Agreement. Contractor further represents and warrants that all services shall be performed by qualified personnel in a professional and workmanlike manner, consistent with industry standards, and that all services will conform to applicable specifications. 12. Acceptance of Services Not a Waiver. In no event shall any action by County hereunder constitute or be construed to be a waiver by County of any breach of this Agreement or default which may then exist on the part of Contractor. Acceptance by the County of, or payment for, the services completed under this Agreement shall not be construed as a waiver of any of the County's rights under this Agreement or under the law generally. 13. Insurance and Indemnification. Contractor shall procure at least the minimum amount of automobile liability insurance required by the State of Colorado for the use of any personal vehicle. Proof of said automobile liability insurance shall be provided to County prior to the performance of any services under this Agreement. Professional Liability (Errors and Omissions Liability) The policy shall cover professional misconduct or lack of ordinary skill for those positions defined in the Scope of Services of this contract. Contract Professional shall maintain limits for all claims covering wrongful acts, errors and/or omissions, including design errors, if applicable, for damage sustained by reason of or in the course of operations under this Contract resulting from professional services. In the event that the professional liability insurance required by this Contract is written on a claims -made basis, Contract Professional warrants that any retroactive date under the policy shall precede the effective date of this Contract; and that either continuous coverage will be maintained or an extended discovery period will be exercised for a period of two (2) years beginning at the time work under this Contract is completed. Minimum Limits: Per Loss Aggregate $ 1,000,000 $ 2,000,000 14. Indemnity. The Contractor shall defend, indemnify and hold harmless County, its officers, agents, and employees, from and against injury, loss damage, liability, suits, actions, or claims of any type or character arising out of the work done in fulfillment of the terms of this Contract or on account of any act, claim or amount arising or recovered under workers' compensation law or arising out of the failure of the Contractor to conform to any statutes, ordinances, regulation, law or court decree. 15. Non -Assignment. Contractor may not assign or transfer this Agreement or any interest therein or claim thereunder, without the prior written approval of County. 16. Interruptions. Neither party to this Agreement shall be liable to the other for delays in delivery or failure to deliver or otherwise to perform any obligation under this Agreement, where such failure is due to any cause beyond its reasonable control, including but not limited to Acts of God, fires, strikes, war, flood, earthquakes or Governmental actions. 17. 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. 18. Non -Exclusive Agreement. This Agreement is nonexclusive and County may engage or use other Contractors or persons to perform services of the same or similar nature. 19. Entire Agreement/Modifications. This Agreement including the Exhibits attached hereto and incorporated herein, contains the entire agreement between the parties with respect to the subject matter contained in this Agreement. This instrument supersedes all prior negotiations, representations, and understandings or agreements with respect to the subject matter contained in this Agreement. This Agreement may be changed or supplemented only by a written instrument signed by both parties. 20. Fund Availability. Financial obligations of the County payable after the current fiscal year are contingent upon funds for that purpose being appropriated, budgeted and otherwise made available. Execution of this Agreement by County does not create an obligation on the part of County to expend funds not otherwise appropriated in each succeeding year. 21. Employee Financial Interest/Conflict of Interest — C.R.S. §§24-18-201 et seq. and §24- 50-507. The signatories to this Agreement state that to their knowledge, no employee of Weld County has any personal or beneficial interest whatsoever in the service or property which is the subject matter of this Agreement. 22. Severability. If any term or condition of this Agreement shall be held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, this Agreement shall be construed and enforced without such provision, to the extent that this Agreement is then capable of execution within the original intent of the parties. 23. Governmental Immunity. No term or condition of this contract shall be construed or interpreted as a waiver, express or implied, of any of the immunities, rights, benefits, protections or other provisions, of the Colorado Governmental Immunity Act §§24-10-101 et seq., as applicable now or hereafter amended. 24. No Third -Party Beneficiary. It is expressly understood and agreed that the enforcement of the terms and conditions of this Agreement, and all rights of action relating to such enforcement, shall be strictly reserved to the undersigned parties and nothing in this Agreement shall give or allow any claim or right of action whatsoever by any other person not included in this Agreement. It is the express intention of the undersigned parties that any entity other than the undersigned parties receiving services or benefits under this Agreement shall be an incidental beneficiary only. 25. Board of County Commissioners of Weld County Approval. This Agreement shall not be valid until it has been approved by the Board of County Commissioners of Weld County, Colorado or its designee. 26. Choice of Law/Jurisdiction. Colorado law, and rules and regulations established pursuant thereto, shall be applied in the interpretation, execution, and enforcement of this Agreement. Any provision included or incorporated herein by reference which conflicts with said laws, rules and/or regulations shall be null and void. In the event of a legal dispute between the parties, Contractor agrees that the Weld County District Court shall have exclusive jurisdiction to resolve said dispute. 27. Public Employment Retirement Program. Contractor is responsible for notifying Weld County of any previous participation in the Colorado Public Employee Retirement Program. Contractor must notify Weld county of the most recent employment for a PERA contributing employer. 28. Public Contracts for Services C.R.S. §8-17.5-101. Contractor certifies, warrants, and agrees that it does not knowingly employ or contract with an illegal alien who will perform work under this contract. Contractor will confirm the employment eligibility of all employees who are newly hired for employment in the United States to perform work under this Agreement, through participation in the E -Verify program or the State of Colorado program established pursuant to C.R.S. §8-17.5-102(5)(c). Contractor shall not knowingly employ or contract with an illegal alien to perform work under this Agreement or enter into a contract with a subcontractor that fails to certify with Contractor that the subcontractor shall not knowingly employ or contract with an illegal alien to perform work under this Agreement. Contractor shall not use E -Verify Program or State of Colorado program procedures to undertake pre -employment screening or job applicants while this Agreement is being performed. If Contractor obtains actual knowledge that a subcontractor performing work under the public contract for services knowingly employs or contracts with an illegal alien Contractor shall notify the subcontractor and County within three (3) days that Contractor has actual knowledge that a subcontractor is employing or contracting with an illegal alien and shall terminate the subcontract if a subcontractor does not stop employing or contracting with the illegal alien within three (3) days of receiving notice. Contractor shall not terminate the contract if within three days the subcontractor provides information to establish that the subcontractor has not knowingly employedor contracted with an illegal alien. Contractor shall comply with reasonable requests made in the course of an investigation, undertaken pursuant to C.R.S. §8-17.5-102(5), by the Colorado Department of Labor and Employment. If Contractor participates in the State of Colorado program, Contractor shall, within twenty days after hiring a new employee to perform work under the contract, affirm that Contractor has examined the legal work status of such employee, retained file copies of the documents, and not altered or falsified the identification documents for such employees. Contractor shall deliver to County, a written notarized affirmation that it has examined the legal work status of such employee, and shall comply with all of the other requirements of the State of Colorado program. If Contractor fails to comply with any requirement of this provision or of C.R.S. §8-17.5-101 et seq., County, may terminate this Agreement for breach, and if so terminated, Contractor shall be liable ter actual and consequential damages. Except where exempted by federal law and except as provided in C.R.S. § 24-76.5-103(3), if Contractor receives federal or state funds under the contract, Contractor must confirm that any individual natural person eighteen (18) years of age or older is lawfully present in the United States pursuant to C.R.S. § 24-76.5-103(4), if such individual applies for public benefits provided under the contract. If Contractor operates as a sole proprietor, it hereby swears or affirms under penalty of perjury that it: (a) is a citizen of the United States or is otherwise lawfully present in the United States pursuant to federal law, (b) shall produce one of the forms of identification required by C.R.S. § 24-76.5-101, et seq., and (c) shall produce one of the forms of identification required by C.R.S. § 24-76.5-103 prior to the effective date of the contract. 29. Acknowledgment. County and Contractor acknowledge that each has read this Agreement, understands it and agrees to be bound by its terms. Both parties further agree that this Agreement, with the attached Exhibits A and B, is the complete and exclusive statement of agreement between the parties and supersedes all proposals or prior agreements, oral or written, and any other communications between the parties relating to the subject matter of this Agreement. IN WITNESS WHEREOF, the parties hereto have duly executed the Agreement as of the day, month, and year first above written. S'OUNTY: ATTEST: je1'C BOARD OF COUNTY COMMISSIONERS Wel. Aunty Clerk to the WELD COUNTY, COLORADO By eputy teve Moreno, Chair APR 0 4 2018 CONTRACTOR: Shiloh Home, Inc. 6588 West Ottawa Avenue Littleton, Colorado 80128 (303) By: Ste en Ramirez, Chief ecuti e Officer Date: c 3 -/8" O2aa-- 1oar EXHIBIT A SCOPE OF SERVICES 1. Contractor provided Day Treatment Educational Services for the period of August 14, 2017, through September 30, 2017, for client J.C. (Trails Case ID 1566465). 2. County has agreed to reimburse Contractor for Day Treatment Educational Services for the period of August 14, 2017, through September 30, 2017, that were not reimbursed by the school district. 3. Day Treatment Educational Services prior to August 14, 2017, or after September 30, 2017, are not reimbursable under this Agreement. EXHIBIT B PAYMENT SCHEDULE Funding and Method of Payment The Department agrees to reimburse the Contractor in consideration of the work and services performed under this Agreement at the rate specified in Paragraph 2, below. The total amount to be paid to the Contractor during the term of this Agreement shall be reported by the Department in Trails after May 31, 2018. Expenses incurred by the Contractor prior to the term of this agreement are not eligible Department expenditures and shall not be reimbursed by the Department. Payment pursuant to this Agreement, whether in whole or in part, is subject to and contingent upon the continuing availability of said funds for the purposes hereof In the event that said funds, or any part thereof, become unavailable as determined by the Department, the Department may immediately terminate the Agreement or amend it accordingly. 2. Fees for Services $70.23/Day (Longmont Site) $76.64/Day (Littleton Site) Contractor may not attempt to collect co -pays and/or fees for services for which a Department client is responsible, but which a particular client refuses or fails to pay. Contractor will collect any applicable sliding scale co -pays and credit the Department for any payment received on the monthly billing. 3. Submittal of Vouchers Contractor shall prepare and submit monthly an itemized voucher, and signed monthly report if applicable, certifying that services authorized were provided on the date(s) indicated and the charges made were pursuant to the terms and conditions Exhibit A. Contractor shall submit all monthly billings and applicable reports to the Department by the 7`" day of the month following the month the cost was incurred. Failure to submit by the aforementioned deadline may result in forfeiture of payment. a. For ongoing services, proof of services rendered shall be a Client Verification Form signed by the client and a monthly report. b. For one-time services, proof of services rendered shall be receipt of the completed product. c. For Monitored Sobriety services, proof of services rendered shall be the test result. CERTIF.' OF LIABILITY I FIC,ATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFER NO _.. NOT AFFIRMATIRf „.*O'OR!NEGATIVELY AMEND, EXTEND OR ALTER 1115 RTIFICATE OF INSIDE DOES NOT CONSTITUTE A :.ONTRACT BET EE OR PRODUCER, AND TktE CERTIFICATE HOLDER. I .Nie certificate hoer Is an ADDITIONAL INSURED, the poftcy(le A]jrI ititilld'inhtlitions of the polley, certain policies may require an endorsement f ldevjn lieu of such efldprsemen({s), ODUCER CoBiz Insurance, Inc. - CO 1401 Lawrence- St., Ste. 1200 river CO 80202 INSUI Shiloh Hobe, Inc. 65881. Ottawa Avenue . tleton-CO 80128 c 1tAC'r NfArA€; PHONE LA/C. Nn, EMAIL AoO Mail@cobizi URER A ; Philadelphia Ir uRER Pinnacol A IP,SURER. COVERAGES ERTIFICATE N 7' 0 ur 5 CERTIFICA ..i'? if -DER, ,E IS GE AFFORDED BY TfE POLICIES SSUING INSURER(S), AUTHORIZED reed. If SUBROGATt i IS WAIVED, subJ I on this certificate does; not confer rights to the Ins. THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMEI1 ABS.T</E FOR Tfi1 FOLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY i3EASSIAD OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN 15 SUBJECT TO ALL THE TERMS, EXCLUSIONS AND C0NoTttfOF`SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. Tt t. TYPE OF'$- .._ TM - INSAt ENa7.NYVt2SUeA policy NUMBER ORtMERCIAL' Le I X I ANY .0 j O ALL. OVVIED A''TOE HIRED AUTOS IA EXCESS DAB X L SCHEDULED' AUTOS NON,OYVNED AUTOS X RA EAIS TION( PERS LIABILITY ANY PRi5Pl tE1`O tPAR `P2Eit OFFICER6NEMBErt E7tCLUDE iMindatoryIn NHl y s, desalts) under DEscRIP71QTl OF OP E A71 4PK1755E40 PHUBS52, DESCRIPTION OF OPERATIONS 1 LodinONi9 i VEH1 LES (AceRti 7ttt, Addl"i& aal Cyber Liability - Philadelphia Indemnity'Ins. Co. Policy #PHSD1308$G)0 tits H OCCURRENCE AGE —TO -RENT E.L. C) �E be attached N Mono dtaaE to naiiufr�dj 118 to olio 1 019 $1,000,000 ltrril Professional Liability - Policy PI-1PK1755940„ effective 01/01/2018 to 01101/2019, Limits of $1,000,00-0 Per Occurrencea ,*.WPallcy Aggregate. Sexual Abuse & Molestation Liability - Polity PHPK1755940, effective 0'001/2018 to 01701/201'9, Limits of $1,000,00tyPer Occurrence and $3 OOO Policy Aggregate. Fidelity Coverage Policy P 1.306877, effective 01101/201 stt owessf , Limits of $1,000,000 SADOt See Altarheit CERTIY1 H l Weld County, Colorado PC) Btix A $r"eeiey CO 80632 USA ACORD 25 (20*M01) CANC T D ANY OF THE ABOVE DEBOliOEWLICIES BE CANCELLED SEFi_, PIRATloN DATE THENEOF, II TILE WILL SE DELIVERED. MBE WITH THE POLICY PR©1IISIONS. 198$ *2014 ACORD The ACORD name and logo are registered marks of ACORD All rt d. o.Sra f. - CO THtS A€5D111014A FORM NU by ark Liability as, AG OY Oi : i0 , Sktll,l 04,01 A A SCHEDULE TO ACORD t'oRi CI Pk.E, CE TtFtCATE OF LIABILITY 1lt1SURANC SCHEDULE 'itRIRED INSURED Shiloh Hcme, Inca W. Ottawa Avenue t mreton CO 80128 ®oerd of County Commissioners of d County, its e" s and agents, are included as Additional ktsur€ ritten contract or agreement per the attached fort,. 60. day Notice of Cancellation r`6 provided for Weld County AC 1 RD 101 (2008/01) MOOS At The ACORD name and logo are registered marks of ACORD d. Hello