HomeMy WebLinkAbout20140796.tiff RESOLUTION
RE: APPROVE FIRST AMENDMENT TO MASTER CONTRACT WITH COLORADO
DEPARTMENT OF PUBLIC HEALTH AND ENVIRONMENT AND AUTHORIZE CHAIR TO
SIGN
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 First Amendment to the Master Contract
between the County of Weld, State of Colorado, by and through the Board of County
Commissioners of Weld County, on behalf of the Weld County Department of Public Health and
Environment, and the Colorado Department of Public Health and Environment,commencing July 1,
2012, and ending June 30, 2017, with further terms and conditions being as stated in said
amendment, and
WHEREAS,after review,the Board deems it advisable to approve said amendment,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 First Amendment to the Master Contract between the County of Weld,
State of Colorado, by and through the Board of County Commissioners of Weld County,on behalf of
the Weld County Department of Public Health and Environment, and the Colorado Department of
Public Health and Environment be, and hereby is, approved.
BE IT FURTHER RESOLVED by the Board that the Chair be, and hereby is, authorized to
sign said amendment.
The above and foregoing Resolution was, on motion duly made and seconded, adopted by
the following vote on the 17th day of March, A.D., 2014, nunc pro tuns July 1, 2012.
BOARD O F COUNTY COMMISSIONERS
WELD COUNTY OLORADO
ATTEST: *die r"e
r '' � � j��`♦ouglas ademac r, Chair
Weld County Clerk to the Bo-
L-
. rbara Kirkmey r, Pro-Terri
BY. 1pLUIl.hd .J r, ' ,
D Uty Clerk to the Board
can P. Conway
APP AS M: ...
Mike Free
Attorney
William F. Garcia
Date of signature: LP// �' 11 LEA G)
2014-0796
HL0044
1861 Memorandum
t►�r1 C�`L
TO: Douglas Rademacher, Chair
V] C O U N T Y Board of County Commissioners
FROM: Mark E. Wallace, MD, MPH, Executive Director
Department of Public Health & Environment
DATE: 3/12/2014
SUBJECT: Amendment to the Five-Year Master
Contract with CDPHE
Enclosed for Board review and approval is a contract between the Colorado Department of
Public Health and Environment and the Board of County Commissioners of Weld County on
behalf of the Weld County Department of Public Health and Environment.
This contract amendment modifies the Original Master Contract in the following three ways:
1) Adds a new state general provision regarding performance outside the State of
Colorado and/or the United States;
2) Updates the state general provision regarding confidential or proprietary
information; and
3) Adds a new federal provision regarding conformance with law as it pertains to
Section 601 of Title VI of the Civil Rights Act of 1964.
These revisions were reviewed and approved by County Attorney, Brad Yatabe, on March 5,
2014.
The original five-year Master Contract, effective July 1, 2012,through June 30, 2017, sets
forth the general contract terms and conditions between the parties and defines how the
parties will contract with each other in the future using the Task Order Contract process as
defined in the Master Contract. Neither CDPHE nor Weld County incurs a financial obligation
to the other party by entering into this contract. Each program specific task order with an
accompanying statement of work will delineate the budget, deliverable services, and time
period of the task order. Weld County may accept or reject any task order, task order
renewal letter, or change order letter offered by the State under the Master Contract.
I recommend approval of this Amendment to the Master Contract.
DEPARTMENT OR AGENCY NAME
COLORADO DEPARTMENT OF PUBLIC HEALTH AND ENVIRONMENT
DEPARTMENT OR AGENCY NUMBER
FAA
CONTRACT ROUTING NUMBER
14-0051A
MASTER CONTRACT AMENDMENT#1
This Contract Amendment is made this 27th day of January,2014,by and between the State of Colorado,acting by
and through the DEPARTMENT OF PUBLIC HEALTH AND ENVIRONMENT,whose address or principal
place of business is 4300 Cherry Creek Drive South,Denver,Colorado 80246,hereinafter referred to as the
"State";and,BOARD OF COUNTY COMMISSIONERS OF WELD COUNTY(a political subdivision of the
state of Colorado),whose address or principal place of business is 915 10`h Street,Greeley,Colorado 80632-0758,
for the use and benefit of the Weld County Department of Public Health and Environment,hereinafter referred
to as the"Contractor".
FACTUAL RECITALS
The parties entered into a Master Contract dated January 17,2012,contract routing number 13 FAA 00051,
whereby the Contractor was to provide to the State the following:
The intent of the Master Contract is to set forth the general contract terms and conditions
between the Parties and to define how the Parties will contract with each other in the future
using the Task Order Contract process as defined in the Master Contract.
The State hereby exercises a"no cost"change to the Master Contract by updating General and Federal Provisions,
within the current term,of the Original Master Contract.
NOW THEREFORE,in consideration of their mutual promises to each other,stated below,the Parties hereto agree
as follows:
1. It is expressly agreed to by the parties that this Contract Amendment is supplemental to the original Master
Contract,contract routing number 13 FAA 00051,collectively referred to herein as the Original Master
Contract,which is by this reference incorporated herein. All terms,conditions,and provisions thereof,
unless specifically modified herein,are to apply to this Contract Amendment as though they were expressly
rewritten,incorporated,and included herein.
2. It is expressly agreed to by the parties that the Original Master Contract is and shall be modified,altered,
and changed in the following respects only:
A. This Contract Amendment is issued pursuant to paragraph 16 of the Original Master Contract
identified by contract routing number 13 FAA 00051. This Contract Amendment is for the
current term of July 1,2012,through and including June 30,2017. This Contract Amendment
modifies the Original Master Contract by adding one(1)new state general provision,
updating one(1)state general provision,and adding one(1)new federal provision. The
following provision modifications are incorporated herein by this reference.
The following new general provision is hereby added to the Original Master Contract as
paragraph 31,Performance Outside the State of Colorado and/or the United States:
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aoi - o99h
31. Performance Outside the State of Colorado and/or the United States
[Not applicable if Task Order Contract Funds include any federal funds.]
Following the Effective Date,Contractor shall provide written notice to the State,in accordance
with the Notices and Representatives provision,within 20 days of the earlier to occur of
Contractor's decision to perform,or its execution of an agreement with a Subcontractor to
perform, Services outside the State of Colorado and/or the United States. Such notice shall specify
the type of Services to be performed outside the State of Colorado and/or the United States and the
reason why it is necessary or advantageous to perform such Services at such location or locations.
All notices received by the State pursuant to this provision shall be posted on the Colorado
Department of Personnel&Administration's website.Knowing failure by Contractor to provide
notice to the State under this provision shall constitute a material breach of this Contract.
ii. The general provision paragraph 10,Confidential or Proprietary Information,of the
Original Master Contract is hereby deleted and replaced with:
10. Confidential or Proprietary Information. Subject to the Public(Open)Records
Act,section 24-72-101,et seq.,C.R.S.,as amended,if the Contractor obtains access to any
records,files,or other information of the State in connection with,or during the performance of,
this Contract,then the Contractor shall keep all such records,files,or other information
confidential and shall comply with all laws and regulations concerning the confidentiality of all
such records,files,or information to the same extent as such laws and regulations apply to the
State.Contractor shall protect the confidentiality of all information accessed,used,held,created or
received in connection with this Contract and shall insure that any subcontractors or agents of
Contractor protect the confidentiality of all information under this Contract.Contractor shall
access,use and disclose confidential information only for the operation and administration of the
Contract,and shall not directly or indirectly disclose confidential information after the term of the
Contract.Contractor shall implement appropriate safeguards as are necessary to prevent accidental
or unauthorized use or disclosure of confidential information and shall maintain a comprehensive
written information privacy and security program that includes administrative,technical and
physical safeguards for maintaining and transmitting electronic confidential information.
Contractor shall promptly notify the State if Contractor breaches the confidentiality of any
information covered by this Contract.Any breach of confidentiality by the Contractor,or third
party agents of the Contractor,shall constitute good cause for the State to cancel this Contract,
without liability to the State.Any State waiver of an alleged breach of confidentiality by the
Contractor,or third party agents of the Contractor,does not constitute a waiver of any subsequent
breach by the Contractor,or third party agents of the Contractor.
The Contractor must identify to the State the information that it considers confidential or
proprietary.This is a continuing obligation.Confidential or proprietary information for the purpose of
this paragraph is information relating to Contractor's research,development,trade secrets,business
affairs,internal operations and management procedures and those of its customers,clients or affiliates,
but does not include information lawfully obtained by third parties,information which is in the public
domain,or information which is or could have been acquired/developed independently by the State or
a third party.Notwithstanding the foregoing,the State shall not be in violation of its obligations under
this section should it disclose confidential information if such disclosure is,in the sole opinion of the
State's legal counsel,required by applicable law and/or legal process(including,but not limited to,
disclosures required pursuant to the Colorado(Open)Public Records Act,sections 24-72-201,el.seq,
C.R.S.,as now or hereafter amended).The State shall endeavor to provide notice to the Contractor,as
promptly as practicable under the circumstances,of any demand,request,subpoena,court order or
other action requiring such disclosure,in order to afford Contractor the opportunity to take such lawful
action as it deems appropriate to oppose,prevent or limit the disclosure,solely at its own instance and
expense;but nothing herein shall be construed to require the State to refuse or delay compliance with
any such law,order or demand.
Amendment_Standard_with_Performance_GP_01/15/14 Page 2 of 5
iii. The following new federal provision is hereby added to paragraph 25,Conformance
with Law,of the Original Master Contract:
25.k. Contractor shall comply with the provisions of Section 601 of Title VI of the
Civil Rights Act of 1964,as amended,which states that"no person in the United States shall on
the grounds of race,color or national origin,be excluded from participation in,be denied the
benefits of,or be subjected to discrimination under any program actively receiving Federal
financial assistance."The Office for Civil Rights has established that it is the responsibility of any
program that is a recipient of federal funds to ensure that any Limited English Proficient(LEP)
person or beneficiary have meaningful access to programs,services and information.The
Contractor and contract personnel shall adopt and implement policies and procedures in which
reasonable steps are taken to provide language assistance in order to ensure equal access to LEP
persons or beneficiaries.The Contractor and contract personnel shall advise LEP individuals that
language assistance will be provided at no cost to the LEP person or beneficiary.
The Original Master Contract is modified accordingly. All other terms and conditions of the Original
Master Contract are reaffirmed.
4. The effective date of this Contract Amendment is February 28,2014,or upon approval of the State
Controller,or an authorized delegate thereof;whichever is later.
5. Except for the General Provisions and Special Provisions of the Original Master Contract,in the event of
any conflict,inconsistency,variance,or contradiction between the terms and provisions of this Contract
Amendment and any of the terms and provisions of the Original Master Contract,the terms and provisions
of this Contract Amendment shall in all respects supersede,govern,and control. The Special Provisions
shall always control over other provisions of the Original Master Contract or any subsequent amendments
thereto. The representations in the Special Provisions to the Original Master Contract concerning the
absence of personal interest of state of Colorado employees is presently reaffirmed.
6. FINANCIAL OBLIGATIONS OF THE STATE PAYABLE AFTER THE CURRENT FISCAL YEAR
ARE CONTINGENT UPON FUNDS FOR THAT PURPOSE BEING APPROPRIATED,BUDGETED,
AND OTHERWISE MADE AVAILABLE.
Amendment_Standard_with_Performance_GP_01/15/14 Page 3 of 5
IN WITNESS WHEREOF,the parties hereto have executed this Contract Amendment on the day first above
written.
*Persons signing for Contractor hereby swear and affirm that they are authorized to act on Contractor's
behalf and acknowledge that the State is relying on their representations to that effect.
CONTRACTOR: STATE:
Board of County Commissioners of Weld STATE OF COLORADO
County John W.Hickenlooper,Governor
(a political subdivision of the state of Colorado)
for the use and benefit of the
Weld County Department of Public Health and
Environment I ?)4L61C(}Vt
—
r t ac,,,o, (LA T- By:
Signature o Authorized Officer For the Executive Director
MAR 1 7 2014 DEPARTMENT OF PUBLIC HEALTH
AND ENVIRONMENT
Douglas Rademacher
Print Name of Authorized Officer
Chair
Print Title of Authorized Officer
ALL CONTRACTS MUST BE APPROVED BY THE STATE CONTROLLER
CRS§24-30-202 requires the State Controller to approve all State Contracts.This Contract is not valid until
signed and dated below by the State Controller or delegate.Contractor is not authorized to begin
performance until such time.If Contractor begins performing prior thereto,the State of Colorado is not
obligated to pay Contractor for such performance or for any goods and/or services provided hereunder.
STATE CONTROLLER
Robert Jaros,CPA,MBA,JD
By: el'!f/t//y//f
Date: 1/-471
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Memorandum
4i 184
RTO: Susan Brown, Clerk to the Board
Vl l G O U N T Y FROM: Tanya Geiser
Department of Public Health & Environment
DATE: March 12, 2014
SUBJECT: Contract Routing Request
The following contracts have been approved for placement on the Board's meeting agenda for
the Board's final approval and the Chair's signature. We would like to have these items placed
on the Board's agenda for Monday, March 17, 2014.
NEW BUSINESS:
3 Originals: Amendment to Five-Year Master Contract with CDPHE
Originals:
Originals:
Originals: �t\
CONSENT AGENDA:
Originals:
Originals:
Originals:
Originals:
Once signed by the Chair, please return the original, signed contracts to my attention.
If you have any questions, or if you require anything further in this regard, please let me know. I
can be reached at Extension 2122 or via email.
As always, thank you for all of your help with processing our contracts.
2014-0796
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