HomeMy WebLinkAboutAging & Long Term Care (ALTC) Footcare 2016ALTAgCarein &
Long"erm
Southeast Washington
January 25, 2016
Dave Zabell, City Manager
City of Pasco
P.O. Box 293
Pasco, WA 99301
RE., 1) Performance Agreement No. 2016 COP (FOOTCARE),
(ALTC Contract Number: ALTCCOG 2016-20)
2) ALTC Basic Agreement January 2016
(ALTC Basic Agreement Number: 2016JanBasic-13COP)
Dear Mr. Zabell:
Enclosed is one fully executed original of the above referenced Professional Services
Agreement recently approved by the Director of Southeast Washington Aging and
Long Term Care Council of Governments and/or its Governing Board. Thank you!
Sincerely,
Kathleen Coffey
Clerk of the Board
SE WA ALTC COG
enclosure
P.O. Box 8349 • Yakima, WA 98908
(509) 965-0105 • Fax (509) 965-0221 • 1-877-965-2582
Web Page: www.allcwashington.com
Southeast Washington Counties:
Asotin • Benton • Columbia • Franklin • Garfield • Kittitas • Walla Walla • Yakima
ALTCCOG 2016-20
PERFORMANCE AGREEMENT NO. 2016 COP (FOOTCARE)
ADMINISTRATION OF AGREEMENT
THIS AGREEMENT is entered into by and between Southeast Washington Aging and Long
Term Care Council of Governments hereinafter denominated "SE WA ALTC COG', whose address is
P.O. Box 8349, Yakima, Washington 98908, and The City of Pasco, whose address is P.O. Box 293, Pasco,
Washington, 99301, hereinafter denominated the "Contractor", whose duly authorized representatives are
named in documents on file at the Southeast Washington Aging and Long Term Care Council of
Governments Administrative office.
THE PURPOSE of this Agreement is to provide for the delivery of Foot Care services in accordance
with the terms and conditions set forth in the provisions as listed below:
ADDITIONAL TERMS of this Agreement are set out in and governed by ALTC Basic Agreement
January 2016 (Basic Agreement No: 2016)anBasic-13COP). In the event the Basic Agreement is revised,
this Agreement shall conform to the revisions.
PROGRAM AMOUNTS
Title III B
SCSA
Foot Care - Pasco $16,440
Foot Care - Burbank 2,05
TOTAL FUNDINGALLOCATION 1$ 49
PERIOD OFAGREEMENT
January 1, 2016 — December 31, 2016
CONTRACTOR SIGNATURES
Dave Zabe , it anager
City of Pasco
Date: X2.12 �Zl
Approved
)AssTo Legal
Form:
\_YIJIn A n / / g 6/ D
Daniel Clark, WSBA #35901
Yakima County Senior Deputy Prosecuting Attorney
And Civil Legal Counsel for SE WA ALTC COG
c M,
Lori J. BrowK, Director
SE Washington Aging and Long Term Care
Date: --G q —W 1(,=P
ALTCCOG 2016-20
II
III
STANDARD TERMS AND PAYMENT PROVISIONS
CITYOFPASCO
2016 FOOTCARE
SPECIFIC PROVISIONS
APPLICABLE LAWS AND REGULATIONS
The Contractor agrees that services contemplated or delivered within the terms of this Agreement
and funds administered in the delivery of the specified services shall be provided in accordance
with all applicable Federal, State, and local laws and regulations.
A. CFR Title 45, Subtitle A, Part 74, (Administration of Grants)
B. CFR Title 45, Chapter XIII, Subchapter C, Part 1321 (Older Americans Act)
C. WAC 388-106-1100 through 1120 (Senior Citizens Services Act)
D. Older Americans Act (PL 109-365)
E. WAC 246-840-700, 710; RCW 18.79 (Standards of Nursing Conduct)
PROJECT DEFINITION
Geriatric Preventative Foot Care services are intended to provide early detection of existing and
potential foot problems as well as alleviate dry skin problems, and maintenance of healthy nails.
Services include foot inspection and palpation, foot soaks, nail trimming, and instructions in foot
health maintenance. Referrals for follow-up treatment are made to local physicians and podiatrists.
The Contractor agrees that:
A. The target population for geriatric preventative foot care services are the individuals age 60
and over who:
1. Need one or more of the program services to avoid additional health problems or
assist with activities of daily living, thereby reducing the need for other services;
AND
2. Are not eligible for or have exhausted other sources of payment for similar services
(Medicare, Medicaid, insurance) or similar services are not available.
As stated in the Geriatric Preventative Foot Care Program Standards, a copy of
which has been provided to the Contractor all persons served should be
members of the target population. To the degree feasible, persons served
should meet the vulnerability criteria.
B. There will be written assessment procedures utilized by the Contractor to determine if
clients meet the program target population criteria.
C. The indicators used by SE WA ALTC COG to assess its effectiveness at targeting services to
individuals who may be vulnerable are:
Low-income
75 years of age or older
Racial or Ethnic minority
Limited or non-English speaking
Living alone
AUCCOG 2016-20
NVA
SE WA ALTC COG funding should encourage the effective targeting of services to the
vulnerable elderly by the Contractor. Specific goals to be attained for 2016 are as follows:
Target Group Percentage
Racial or ethnic minorities 22%
Low-income 40%
75 years of age or older 50%
Limited or non-English speaking 9%
Living alone 40%
The Contractor must report on clients served in these categories.
D. Local medical professionals will be available to provide consultation services and act in an
advisory capacity.
E. Clinics will be held monthly at each designated facility that will include, but not be limited
to, low-income housing facilities and senior centers.
F. Participants shall be referred to the Information and Assistance/Case Management Program
as needed.
G. The Contractor shall establish a system through which clients of services under this
approved Agreement may present grievances as outlined in the Basic Agreement, Section
VIV.
H. Services shall be provided throughout Franklin County and in the city of Burbank in Walla
Walla County.
SERVICE SPECIFICATIONS
The Contractor agrees that services provided within the terms of this Agreement shall meet the
following specifications:
A. Efforts will be made to assure access of service to the target population, to include at least
the following:
1. Accessible office or site location;
2. Home visits or home delivery of services (if applicable);
3. Multicultural, bilingual persons to assist multicultural, bilingual clients in receiving
services;
4. Publicity of program through public service announcements, brochures, etc.;
5. Meeting with other service providers/agencies to explain services the Contractor
provides and how referral can be made;
6. Ability to serve individuals with disabilities.
B. Services shall be delivered in accordance with the State of Washington Aging and Disability
Services Administration Program Standards and information submitted in Request for
Proposal. The Contractor acknowledges receipt of a copy of said standards. Services
provided shall comply with said standards as presently constituted or subsequently
modified.
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ALTCCOG 2016-20
IV
ANTICIPATED SERVICE LEVELS AND EXPENDITURE RATES
The Contractor agrees that:
A. The levels of service to be provided shall be as described in the Payment Provisions: Section
IV — Units of Service of this Agreement. Failure to meet the service levels as defined in the
Payment Provisions: Section IV — Units of Service may result in a renegotiation of the
funding levels provided under the terms of this Agreement.
B. SE WA ALTC COG may unilaterally reduce the Agreement budget within thirty (30) days of
the close of a quarter by the amount of the projected quarterly expenditures left unspent at
the end of that quarter. SE WA ALTC COG shall submit to the Contractor notification of
intent to recapture unspent funds and a modification to the budget reflecting the adjusted
changes in the Agreement.
VI. ADMINISTRATIVE AGREEMENTS:
A. Access by SE WA ALTC COG: The Contractor shall provide access at all reasonable times
for SE WA ALTC COG to monitor and/or evaluate the provisions of services under this
Agreement. SE WA ALTC COG may, with prior permission from the participant and
knowledge of the Contractor, interview a certain percentage of participants to ascertain
their experiences with the program.
91
C.
Records and Reports: The Contractor agrees to:
1. Maintain program records and reports, including statistical information, and to make
such records available for inspection by SE WA ALTC COG in order for SE WA ALTC
COG to be assured that contracted activities remain consistent with the terms of this
Agreement and the currently approved SE WA ALTC COG Area Plan which shall be
kept on file at the SE WA ALTC COG office. The Contractor further agrees to
provide such information as requested by SE WA ALTC COG within the time
limitations established by SE WA ALTC COG.
2. Submit the monthly report showing service level provided by the tenth day of each
month following the month during which the services were provided. Quarterly,
financial, and service reports must be submitted to SE WA ALTC COG by the end of
the month following the end of each quarter;
3. Complete and submit such additional reports as are required by SE WA ALTC COG
within the specified time frames, providing the Contractor is given a written request
for the reports thirty (30) days prior to the due date.
Inventory: The Contractor agrees to:
1. Submit to SE WA ALTC COG vendor invoice(s) at the same time with the monthly
billing before SE WA ALTC COG reimbursement of expenditures of authorized
equipment items of $5,000 or more;
2. Complete at least once a year a physical inventory, of all equipment purchased with
SE WA ALTC COG funds. Provide this inventory report to SE WA ALTC COG once
per year for record keeping purposes.
ALTCCOG 2016-20
E.
Contractors Meetina: The Contractor agrees to have a representative attend meetings of
the SE WA ALTC COG Contractors' meeting and the Long Term Care Planning Committees.
Program Publication: The Contractor agrees that:
1. The program shall be publicized on a regular basis, with all publicity and printed
material identifying the SE WA ATLC COG as a funding agency;
2. All material distributed with regards to publicizing the program contain a statement
assuring non-discrimination. Following is the wording suggested:
City of Pasco does not discriminate in providing services on the grounds of race,
creed, color, religion, national origin, gender, age, marital status, or the presence of
any sensory, mental, or physical disability.
3. Materials publicizing the program must be printed in other appropriate languages in
counties that have a specific minority 60+ population of three (3%) percent or more
of the general 60+ population.
Additional Remuneration Prohibited: Neither the Contractor nor any of its officers,
employees, agents or representatives, shall solicit, impose any fees, or accept any
remuneration whatsoever from clients, friends, relatives, or representatives of any clients
for services performed for that client under this Agreement other than the client matching
monies or donations (see Section I). In the event that this provision is violated, SE WA
ALTC COG shall have the right to assert a claim against the Contractor on its own behalf
and/or on behalf of the client.
G. Private Pav: The Contractor, who offers to the general public on a private pay basis a
service comparable to the service described in this Agreement, must assure that SE WA
ALTC COG is not charged more for the service than the private pay fee. The responsibility
lies with the Contractor to justify that a service provided at a different rate is not
comparable to this service.
H. Maintenance of Funding Sources: The Contractor agrees that:
I.
1. SE WA ALTC COG funds are not used to replace funds from any other existing
program funding;
2. It will continue or initiate efforts to obtain support from private sources and other
public organizations for this service;
3. It will utilize new funding sources for this service if they become available through
SE WA ALTC COG and it will make any changes necessary to meet the requirements
of the new funding sources.
Fees and Donations: The Contractor agrees that:
1. It will assure that older persons have the opportunity to contribute to all or part of
the cost of the service, but service will not be denied if participant cannot or does
not wish to contribute;
2. It shall utilize client donations to meet project expenses before using State or
Federal funds;
ALTCCOG 2016-20
3. It shall provide that the methods of receiving fees, donations and contributions from
individuals shall be handled in such a manner so as not to publicly differentiate
among individuals;
4. All project income derived from the provision of services described herein or
incorporated by reference herein or derived or generated through program fund-
raising activities or profits earned from fixed rate service shall stay with the project
and shall be used to provide increased levels or improved quality of service to the
target population.
The state requires that rates charged to others cannot be less than the program
charges the state for the same services (usual and customary fee). The unit rate
charged to SE WA ALTC COG must equal or exceed the rate billed the state for the
same service or the state must be charged the lower rate.
J. Monitoring/Assessment Procedures: The Contractor agrees to:
1. Monitor both its fiscal and program status monthly and assess its performance on
program objectives and activities covered under this Agreement on an ongoing
basis.
2. Monitor and assess on an ongoing basis the performance of any subcontracting
agencies, and insure that funds made available are expended only in accordance
with the specific provisions of this Agreement.
3. Recognize that SE WA ALTC COG will monitor and assess the activities and progress
of all programs covered under this Agreement on an ongoing basis. Said monitoring
and assessment will be accomplished through, but not limited to, review of program
and financial reports, on-site visits (service delivery and administrative sites),
conference with program administrators and staff, and visits by members of the SE
WA ALTC COG staff and SE WA ALTC COG Advisory Council. Monitoring may
include assessing performance based on information submitted in the Request for
Proposal (RFP). Prior notice of all such visits will be provided.
4. Authorize and/or participate in any program or fiscal evaluations or studies
conducted by SE WA ALTC COG or DSHS. Prior notice will be provided as well as
final reports of evaluations or studies.
5. Conduct a self-evaluation of the program annually. The self-evaluation shall include
a survey of at least 10% of clients utilizing the service. The Contractor shall take
steps to correct deficiencies found during the internal monitoring. Monitoring
reports shall be made available to SE WA ALTC COG upon request.
K. DISCLOSURE OF PERSONAL INFORMATION
The Contractor shall not disclose the contents of any Client records, files, papers and
communications except as necessary for the administration of programs to provide
services to clients as stated in RCW 74.04.050, or its successor or replacement statute or
as authorized by law. Other pertinent federal and state statutes and laws that protect
Client records include the Public Records Act, codified as chapter 42.56 RCW, WAC 388-
01-030 and chapter 388-01 WAC, the Health Insurance Portability And Accountability Act
of 1996 ("HIPAA'D, and chapter 70.02 RCW. As required by RCW 74.04.060 The
Contractor shall treat information accessed under this Agreement with the degree of
confidentiality required by the federal Social Security Act.
ALTCCOG 2016-20
1. The Contractor shall limit access to client data to The Contractor and any
subcontractor staff whose duties specifically require access to such data in the
performance of their assigned duties. Contractor staff shall not access any
individual client data for personal purposes. Clients shall only be permitted to
access their own data.
2. The Contractor shall not use or disclose any information concerning any DSHS
client for any purpose not directly connected with the administration of SE WA
ALTC COG's responsibilities under this agreement except by prior written consent
of the DSHS client, his/her attorney, parent or guardian.
3. The Contractor may disclose information to SE WA ALTC COG or to DSHS for
purposes directly connected with the administration of their programs. This
includes, but is not limited to, determining eligibility, providing services, and
participation in an audit. The Contractor shall disclose information for research,
statistical, monitoring and evaluation purposes conducted by appropriate federal
agencies and DSHS. DSHS must authorize in writing the disclosure of this
information to any other party not identified in this section.
L. DISSEMINATION TO STAFF
Prior to making information available to new staff and annually thereafter, The Contractor
shall ensure that staff accessing the Personal Information or Protected Health Information
(PHI) under this agreement are trained in HIPAA and use disclosure of PHI requirement
and understand:
1. Confidentiality of Client Data
a. Client Data is confidential and is protected by various state and federal
laws. The basis for this protection is the individual's right to privacy as
outlined in the HIPAA Privacy Rule — 45 CFR 160 to 45 CFR 164.
b. Personal Information means demographic and financial information about a
particular individual that is obtained through one or more sources (such as
name, address, SSN, and phone numbers). RCW 42.56.260 lists the
information that is exempted from public inspection and copying.
2. Use of Client Data
a. Client data may be used only for purposes of these contracted services,
directly related to providing services to the client or for the operation of
aging and long-term care programs.
b. Any personal use of client information is strictly prohibited.
C. Access to data must be limited to those staff whose duties specifically
require access to such data in the performance of their assigned duties.
3. Disclosure of Information
a. Client information may be provided to the client, client's authorized
guardian, or a client -authorized 3r° party per WAC 388-01, and the Long
Term Care Manual.
b. Client information may be disclosed to other individuals or agencies only
for purposes of administering DSHS programs.
7
ALTCCOG 2016-20
C. Questions related to disclosure are to be directed to the SE WA ALTC COG
Director and/or Home and Community Programs Public Disclosure
Coordinator.
d. Any disclosure of information contrary to this section is unauthorized and is
subject to penalties identified in law.
M. SECURITY OF DATA
1. The Contractor shall take reasonable precautions to secure against unauthorized
physical and electronic access to data, which shall be protected in a manner that
prevents unauthorized persons, including the general public, from retrieving data
by means of computer, remote terminal, or other means. The Contractor shall
take due care to protect said Data from unauthorized physical and electronic
access. The data will be stored on computers with security systems that require
individual user IDs and hardened passwords. Only persons who have signed the
Washington State Notice of Nondisclosure confidentiality form covering this data
share agreement will be able to access the data that SE WA ALTC COG shares with
the Contractor under this agreement.
2. The Contractor shall remove data received under this agreement from computer
equipment after it's been used for its stated purposes by using a "WIPE" utility for
purging the Data from electronic storage media, degaussing the media, or
physically destroying the media in such a way that Data cannot be recovered.
Media includes, but is not limited to, the following:
a. Personal computer-based hard drives;
b. Floppy disks;
C. Magnetic tapes (reels or cartridges);
d. Compact Disks (CDs), including CDs from cameras;
e. DVDs;
f. Zip disks;
g. Portable RAM (Compact Flash, etc);
h. Mainframe or mini mass storage (disk platters, arrays, etc);
i. Storage Area Networks (SAN); and,
j. Network Attached Storage (NAS).
3. The Contractor shall ensure disks and/or documents generated in printed form
from the electronic file are properly returned, destroyed or shredded.
Unauthorized individuals cannot have access to client information. Data destroyed
shall include all copies of any data sets in possession after the data has been used
for the purpose specified herein or within 30 days of the date of termination, and
certify such destruction to SE WA ALTC COG. SE WA ALTC COG shall be
responsible for destroying the returned documents to ensure confidentiality is
maintained. The Data provided by SE WA ALTC COG will remain the property of
SE WA ALTC COG and will be promptly destroyed when The Contractor and its
subcontractors have completed the work for which the information was required,
as fully described herein.
4. The Contractor shall protect information according to state and federal laws
including the following incorporated by reference:
AUCCOG 2016-20
a. Privacy Act 1974 5 USC subsection 552a;
b. Chapter 40.14 RCW Preservation and Destruction of Public Records;
C. Chapter 74.04 RCW General Provisions — Administration;
d. Chapter 42.56.230 RCW Certain Personal & Other Records Exempt
e. 45 CFR 205.50 provides for Safeguarding information for the Financial
assistance Programs and identifies limitations to disclosure of said
information; and,
f. Public Law 99-508 (18 USC section 2510et. Seq. Electronic
Communications Privacy Act of 1986) Part A of Title IV of the Social
Security Act authorizes disclosure of client information and provides for
safeguards, which restrict the use or disclosure of information concerning
applicants or recipients to purposes directly connected with administration
of the program.
N. INDEMNIFICATION:
The Contractor shall protect, defend, indemnify and hold harmless SE WA ALTC COG, its
officers, employees, and agents from any and all third party claims and/or resultant costs
(judgments and/or awards of damages) for injury to person(s) and/or damage to physical
property including disclosure of personal information to the extent resulting directly and
proximately from the acts of the Contractor, its officers, or employees related to the
provisions of this contract.
O. LAWS, VENUE, JURISDICTION:
N
This Agreement shall be governed by the laws of the State of Washington. Any action, suit,
or judicial proceeding for the enforcement of this Agreement shall be brought in the
Superior Court for the State of Washington in Yakima County, Washington.
Contractor will develop an emergency plan that includes the administrative office, local
offices and clients that defines what procedures should be followed when a disaster
occurs. The plan will outline what process is to be followed to provide the necessary
services for a client when normal services may be disrupted. The plan must include a list
of those who are at most risk and updated frequently. This plan must be submitted to SE
WA ALTC COG for review.
The plan should include the following:
a. Contractor must designate a staff person to oversee planning tasks and
determine how emergency management is carried out in the local
jurisdiction(s);
b. Contractor must communicate and establish working relationships with
local emergency operations leadership such as county emergency
management, fire department, law enforcement, etc.;
C. Participate in plan development, drills, exercises and other preparedness
activities. Request of local emergency operations leadership to notify your
agency to be included in ongoing exercises and other preparedness
activities;
ALTCCOG 2016-20
d. Identify other partners such as the American Red Cross, Salvation Army
who are active in disaster situations
e. Contractor must have a plan for serving currently authorized clients during
periods when normal services may be disrupted. This may include
earthquakes, Floods, snowstorms, etc. Reasonable efforts to contact all
clients beginning with those who have been determined to be most at risk
must be made.
f. Through the duration of the disaster the contractor shall continue to
contact clients at least weekly who have declined services to offer services
and identify significant changes in condition.
Once the emergency policy has been developed, SE WA ALTC COG should be provided a
copy for review and approval.
R. MANDATED REPORTING:
All employees of the contractor are mandatory reporters of abuse and neglect of
vulnerable adults and children as required under RCW 74.34.035 and RCW 26.44.030.
The contractor must immediately report all suspected incidents to the appropriate
protective services and shall not impede or interfere with any DSHS or law enforcement
investigation. Employees shall not be discouraged from reporting suspected incidents by
any other contractor or employee. Suspected incidents that must be reported are defined
in RCW 26.44.020 and 74.34.035 and include:
1. Physical abuse
2. Sexual abuse
3. Mental/emotional abuse
4. Neglect by others
5. Self-neglect
6. Exploitation including financial
7. Abandonment
S. The Contractor agrees to undergo a criminal history background check conducted by SE
WA ALTC COG every two years, and as required by RCW 43.20A.710. RCW 43.43.830
through 43.43.842, and WAC 388-06.
If the Contractor has employees or volunteers who will have unsupervised access to
Clients in the course of performing the work under this Contract, the Contractor must
conduct and maintain documentation of criminal history background checks being
completed every two years on those employees or volunteers.
PAYMENTPROVISIONS
I CONSIDERATION
Payment shall be based on claims for reimbursement as reported on the SE WA ALTC COG invoice
and support documentation and shall be contingent upon the receipt of all required financial and
program reports by the respectively assigned due dates.
ALTCCOG 2016-20
SE WA ALTC COG shall not be held responsible for any financial loss suffered by the Contractor as
a result of performance of services as outlined in this Agreement in the mutually agreed budget,
service delivery standards, units of service and payment standards.
II GENERAL PAYMENTS CONDITIONS
The Contractor agrees to the following standards in satisfactorily performing the terms and
conditions of this Agreement:
A. No payment shall be made for any contracted activity rendered by the Contractor which is
not identified within the terms and conditions of this Agreement and set forth within a
category of the budget.
B. Contractor shall submit to SE WA ALTC COG a written request for approval of budget
revision when:
1. The revision would change the scope or objectives of any contracted activity
category;
2. Additional revenue is received for contracted activities within the terms of this
Agreement;
C. Payments shall be based on SE WA ALTC COG's receipt of all fiscal and programmatic
reports required by this Agreement to substantiate claims for reimbursement. SE WA ALTC
COG expressly reserves the right to withhold payment in whole or in part when:
1. The Contractor fails to submit all required documentation, or
2. In SE WA ALTC COG's judgment, additional information is required to substantiate
the basis upon which claims for reimbursement are made, provided the request for
such additional information is consistent with the requirements of this Agreement;
or
3. Claims for reimbursement are inconsistent with the terms and conditions of this
Agreement; or
4. Claims for reimbursement on unit rate price Agreements exceed the administrative
and service delivery budgets without in-kind contributions by greater than ten
(10%) percent of their respective allotted amount; or
5. Claims for reimbursement on line -item cost Agreements exceed the administrative
and service delivery budgets of SE WA ALTC COG contracted funds by greater than
ten (10%) percent of their respective allotted amount.
D. Program Income: Gross income received by the contractor and/or subcontractors directly
generated by federal funds or a federal grant supported activity or earned as the result of
the grant and/or federal contract.
1. Program income may include, but is not limited to, income from: fees for services
performed, proceeds from the sale, lease or rent of assets which were acquired
using federal funds, contributions/donations from clients, honorariums, consultant
fees, training fees, and the like, earned by staff when time spent earning such
honorarium or fee was charged to federal funds, and revenue generated from sale
of fabricated items.
Il
ALTCCOG 2016-20
2. Use program income in accordance with the Department of Health and Human
Services Administration of Grants, 45CFR, Sec. 25. Costs borne by the program
income must be used to satisfy cost sharing requirements.
SE WA ALTC COG agrees to promptly notify the Contractor of any proposed reduction in funding by
State, Federal, or other officials. The Contractor agrees that upon receipt of such notice it shall
take appropriate and reasonable action to reduce its spending in the affected funding area so that
expenditures do not exceed the funding level which would result if said proposed reduction became
effective.
E. Termination of Contract
1. Either party may terminate this Agreement immediately upon written notice, sent
by certified mail, to the addresses listed on Page 1. If the Contractor fails to
comply with the terms and conditions of this Agreement, SE WA ALTC COG may
pursue such remedies as are legally available, including, but not limited to, the
immediate termination of this Agreement.
2. TERMINATION DUE TO CHANGE IN FUNDING: If the funds SE WA ALTC
COG relied upon to establish this Agreement are withdrawn, reduced or
limited, or if additional or modified conditions are placed on such
funding, SE WA ALTC COG may immediately terminate this Agreement
by providing written notice to the Contractor. The termination shall be
effective on the date specified in the termination notice.
III BILLING PROCEDURES
A. Contractor shall submit written claims for reimbursement of contracted activities provided
on the appropriate forms. All payments will be based on contracted activities provided
unless otherwise approved in writing by SE WA ALTC COG.
B. SE WA ALTC COG agrees to make payment for contracted activities provided as approved
by the SE WA ALTC COG with warrants within thirty (30) working days, contingent upon the
availability of funds, following receipt of the Contractor's claims for reimbursement,
provided that claims for reimbursement are received by SE WA ALTC COG by the tenth day
of each month following the month during which the services were provided. No payment
shall be made in the month services are rendered unless otherwise approved by SE WA
ALTC COG. If the last working day of a month falls on a Saturday, Sunday or holiday,
payment will be made on the last SE WA ALTC COG working day of the month.
IV. UNITS OF SERVICE
A. Definition: A unit of Geriatric Preventative Foot Care service shall consist of one (1) foot
care treatment.
B. There will be 325 unduplicated individuals served by this Agreement (300 in Franklin
County and 25 in Walla Walla County).
C. Anticipated Service Level by Quarter:
12
AUCCOG 2016-20
f71
Month
January - March
April - June
July - September
October - December
Tota/
Burbank, Walla
Frank/in
Tota/
Walla County
County
Units
28
230
258
27
230
257
28
230
258
27
230
257
110
920
1030
Anticipated Service Levels includes 308 additional units (278 in Franklin County
and 30 in Walla Walla County) funded by donations.
Anticipated Expenditure Rate by Quarter:
Month
January - March
April - June
July - September
October - December
Tota/
V. PAYMENT CONSIDERATIONS
Burbank Frank/in Tota/
$513
$4,475
$4,988
$513
$4,475
$4,988
$513
$4,475
$4,988
$513
$3,015
$3,528
$2,052
$16,440
$18,492
As consideration for services, as described in the Specific Provisions of this Agreement and in
accordance with the Budget Provisions of this Agreement, SE WA ALTC COG agrees to pay the
Contractor a sum not to exceed $18,492 from available funds. These funds shall be used to
provide Geriatric Preventative Foot Care services. Of this total sum $2,052 is for foot care services
in Burbank, Walla Walla County. This sum shall be available during the period January 1, 2016
through December 31, 2016. Payment to the Contractor for this unit rate price Agreement shall be
based on the unit rate of $25.57 per unit of Foot Care services (less client donations) during the
period January 1, 2016 to December 31, 2016.
13
20161anBa icAgreement-13COP
ALTC Basic Agreement January 2016
between
Southeast Washington Aging and Long Term Care
Council of Governments
and
City of Pasco
Table of Contents
IPURPOSE
----------------------------------------------------------------
I
II
AUTHORITY OF THE DIRECTOR ----------------------------------
1
III
EXTENT OF AGREEMENT -------------------------------------------
1
IV
PERIOD OF AGREEMENT -------------------------------------------
1
V
COMPLIANCE WITH LAWS-----------------------------------------
1
VI
ORDER OF PRECEDENCE -------------------------------------------
1
VII
RELATIONSHIP OF THE PARTIES --------------------------------
2
VIII
DEFINITIONS------------------------------------------------------------
2
IX
SAFEGUARDING OF INFORMATION ----------------------------
2
X
TREATMENT OF ASSETS--------------------------------------------
3
XI
LICENSING AND PROGRAM STANDARDS --------------------
4
XII
STANDARDS FOR FISCAL ACCOUNTABILITY ---------------
4
XIII
INSPECTION -------------------------------------------------------------
5
XIV
HOLD HARMLESS -----------------------------------------------------
5
XV
AUDIT REQUIREMENTS---------------------------------------------
6
XVI
INSURANCE AND BONDING ---------------------------------------
7
XVII
NONDISCRIMINATION -----------------------------------------------
7
XVIII
INCIDENT REPORTING ----------------------------------------------
9
XIX
ASSIGNMENT AND SUBCONTRACTING -----------------------
9
XX
SEVERABILITY ---------------------------------------------------------
9
XXI
MODIFICATION--------------------------------------------------------
9
XXII
SUSPENSION, TERMINATION AND CLOSE-OUT-------------
9
XXIII
INDIVIDUAL RIGHTS AND HIPAA-------------------------------
11
XXIV
GRIEVANCE PROCEDURES ----------------------------------------
11
XXV
DEBARMENT AND EXCLUSION ----------------------------------
11
XXVI
CONFLICT OF INTEREST --------------------------------------------
11
XXVII
CONVENANT AGAINST CONTINGENT FEES -----------------
12
XXVIII
LOBBYING ---------------------------------------------------------------
12
XXIX
PROHIBITION OF POLITICAL ACTIVITES---------------------
12
XXX
DISPUTES-----------------------------------------------------------------
12
XXXI
DRUG-FREE WORKPLACE------------------------------------------
13
XXXII
REIMBURSEMENT LIMITS------------------------------------------
13
XXXIIIVENUE
--------------------------------------------------------------------
13
XXXIV
CONDITION PRECEDENT -------------------------------------------
13
XXXV
CONTRACTAUTHORIZATION-------------------------------------
14
2016JanBasicAgreement-13COP
THIS BASIC AGREEMENT is entered into by and between Southeast Washington Aging and Long
Term Care Council of Governments hereinafter called "Southeast Washington Aging and Long
Term Care," whose address is P.O. Box 8349 Yakima, Washington 98908, and City of Pasco
hereinafter called "the Contractor" whose address is P.O. Box 293, Pasco, Washington, 99301.
PURPOSE
The purpose of this document is to establish a Basic Agreement containing General Terms that shall be
incorporated by reference into any Contract executed between Southeast Washington Aging and Long
Term Care and the Contractor.
II AUTHORITY OF THE DIRECTOR OF SOUTHEAST WASHINGTON AGING AND
LONG TERM CARE
Southeast Washington Aging & Long Term Care hereby appoints and the Contractor hereby accepts the
Director of Southeast Washington Aging and Long Term Care or a designee, as the Southeast
Washington Aging and Long Term Care's representative for the purpose of administering the provisions
of this Basic Agreement and subsequent Contracts, including Southeast Washington Aging and Long
Term Care's right to inspect facilities and records, to receive and act on reports and documents, to
request and receive additional information from the Contractor, to approve budget revisions and payment
changes, to approve fee schedules for services, to assess the general performance of the Contractor, to
determine if contracted services are being delivered in accordance with Federal, State, and local laws and
regulations, to approve subcontracts, and to suspend this Basic Agreement or any Contract. All actions
taken by the Director shall be subject to approval by the Southeast Washington Aging and Long Term
Care. Southeast Washington Aging and Long Tenn Care reserves the right to terminate this Basic
Agreement or any Contract and to commence civil action for its enforcement.
HI EXTENT OF AGREEMENT
The Basic Agreement and Contract(s) contain all the terms agreed upon by the parties. No other
understandings, written or oral, regarding the subject matter of this Basic Agreement or any Contract
shall bind the parties.
IV PERIOD OF AGREEMENT
The terms of this Basic Agreement shall commence upon the date of execution and shall remain in full
force and effect until specifically modified or terminated by mutual assent of the parties regardless of the
modification or termination in whole or in part of any Contract. This Basic Agreement supersedes any
prior Basic Agreement executed between Southeast Washington Aging and Long Term Care and the
Contractor.
V COMPLIANCE WITH LAWS
The Contractor, in performance of this Basic Agreement and any Contract, shall comply with all
applicable Federal, State, and local laws and regulations including HIPAA.
VI ORDER OF PRECEDENCE
Unless otherwise provided in a Contract, any inconsistency in the Basic Agreement or a Contract shall
be resolved by giving precedence in the following order:
A. Applicable Federal and State laws and Regulations;
B. The terms and conditions of a Contract;
C. The terms and conditions of the Basic Agreement;
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D. Any other provisions incorporated in writing into the Basic Agreement or Contract
VII RELATIONSHIP OF THE PARTIES
The parties agree that the Contractor is an independent contractor and not an agent or employee of
Southeast Washington Aging and Long Term Care. Agents, employees, or representatives of the
Contractor shall neither claim to be nor present themselves as employees, agents, or representatives of
Southeast Washington Aging and Long Term Care for any purpose. Employees of the Contractor are not
entitled to any benefits Southeast Washington Aging and Long Term Care provides for its employees.
VIII DEFINITIONS
Terms used throughout this Basic Agreement shall have meanings as defined in the Washington
Administrative Code (WAC). Additionally, the following words shall have the meanings as indicated:
Aging and Long Term Care — Southeast Washington Aging and Long Term Care.
Basic Agreement - This Agreement, which identifies the Contractor and the general terms that apply
when and if Southeast Washington Aging and Long Term Care and the Contractor execute a
Contract. The terms of the Basic Agreement are applicable to a Contract.
Client - An individual applying for or receiving goods, services or benefits under a Contract. The terms
Consumer, Customer, and Participant are synonymous.
Contract - A document consisting of terms specific to contracted services, including Specific
Provisions, Payment Provisions, and a Budget.
Contracted Services - Those services to be provided by the Contractor under the terms of a Contract
Contractor - The individual or entity entering into this Basic Agreement with Southeast Washington
Aging and Long Tenn Care. If a Contract is subsequently executed, the Contractor will deliver
contracted services. Contractor includes authorized representatives and subcontractors retained to
deliver contracted services. The tern Business Associate is synonymous.
Director - The Director of the Southeast Washington Aging and Long Term Care or designee.
HIPAA — Health Insurance Portability and Accountability Act of 1996, 45 CFR 160, 164, privacy and
security standards for Private Health Information.
PHI — Private Health Information means individually identifiable information relating to the past,
present or future physical or mental health or condition of an individual, provision of health care to an
individual, or the past, present or future payment for health care provided to an individual.
Subcontract - An agreement between the Contractor and a subcontractor, or between a subcontractor
and another subcontractor, for the delivery of contracted services. The term subcontract does not include
the purchase of supplies or support services that do not directly affect the client's health or welfare. The
term subcontract means subcontract in any tier.
Subcontractor - An individual or other entity delivering contracted services under a separate agreement
with the Contractor or another subcontractor. The individual or entity is bound by the same HIPAA
restrictions and conditions as the county and contractor. The term "subcontractor" means subcontractor
in any tier.
IX SAFEGUARDING OF INFORMATION
The use or disclosure by the Contractor of confidential information and PHI concerning a client is
prohibited without the written consent/authorization of the client, their designee, or responsible parent or
guardian if the client is incompetent or a minor, or as otherwise provided by law, except:
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A. The Director or the Contractor may disclose information to each other, the State of Washington,
or the Federal government for purposes directly connected with the administration of this Basic
Agreement or any Contract. Such information includes determining eligibility, delivering
services, and participating in an audit.
B. The Director or the Contractor may disclose information to appropriate Federal agencies and the
State of Washington for research, monitoring, statistical, and evaluation purposes.
C. The Director and the Contractor may disclose PHI to each other for data aggregation services,
treatment, payment or health care operations.
D. The contractor agrees to develop and use appropriate procedural, physical, and electronic
safeguards to prevent misuse of PHI. The contractor must limit any use or disclosure to the
minimum amount necessary to accomplish the intended purpose.
X TREATMENT OF ASSETS
Real and personal property shall not be purchased under this Basic Agreement or any Contract without
prior written approval from the Director. An inventory of such property shall be completed annually and
submitted to the Director
A. Definitions:
1. Nonexpendable Personal Property means tangible personal property having a useful life
of more than one year and an acquisition cost of $5,000.00 or more per unit, unless
defined otherwise by Contract.
2. Personal Property means property of any kind except real property.
3. Acquisition Cost means the amount expended for property, excluding interest and the
book value (acquisition cost less depreciation) of any trade-in.
4. Useful Life of property means that useful service life as based on the U. S. Department of
Treasury, Internal Revenue Service, policies on depreciation for tax purposes, unless the
Contractor can document to the written satisfaction of the Director some different period.
B. Title to all property furnished by Southeast Washington Aging and Long Term Care with
County, State, or Federal funds shall remain with Southeast Washington Aging and Long Term
Care, the State of Washington, or the Federal Government as their respective interests may
appear.
C. Title to all nonexpendable personal property purchased by the Contractor, the cost of which the
Contractor is entitled to be reimbursed as a direct item of cost under a Contract, shall pass to and
vest in Southeast Washington Aging and Long Term Care or State of Washington, or Federal
Government as their respective interests may appear, upon delivery of such property.
D. Nonexpendable personal property purchased by the Contractor under the terms of any Contract
in which title is vested in Southeast Washington Aging and Long Tenn Care, State, or Federal
Government shall not be rented, loaned, or otherwise passed to any person, partnership,
corporation, association or organization without the prior written approval of the Southeast
Washington Aging and Long Tenn Care, State, or Federal Government.
E. Nonexpendable personal property furnished to or purchased by the Contractor, which is vested
in Southeast Washington Aging and Long Term Care, State, or Federal Government, shall be
used only for the delivery of contracted services.
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F. As a condition precedent to reimbursement for the purchase of nonexpendable personal
property, title to which shall vest in Southeast Washington Aging and Long Term Care, State, or
Federal Government, the Contractor agrees to execute such security agreements and other
documents as shall be necessary for Southeast Washington Aging and Long Term Care, State, or
Federal Government to protect their respective interests in such property in accordance with the
Uniform Commercial Code -Secured Transactions as codified in Article 9, Title 62A, RCW.
G. The Contractor shall be responsible:
1. For loss or damage to property of Southeast Washington Aging and Long Term Care,
State, or Federal Government that results from negligence, willful misconduct, or lack of
good faith on the part of the Contractor,
2. To maintain and administer property in accordance with sound management practices; and
3. To ensure that the property shall be returned to Southeast Washington Aging and Long
Term Care, State, or Federal Government in condition as good as when acquired,
reasonable wear and tear expected.
H. Upon the loss or destruction of or damage to Southeast Washington Aging and Long Term Care,
State, or Federal Government property, the Contractor shall notify the Director thereof and shall
take all reasonable steps to protect that property from further damage.
I. The Contractor shall surrender to the Director all property of Southeast Washington Aging and
Long Term Care, State, or Federal Government within 30 days after settlement upon rescission,
termination, or completion of this Basic Agreement or the Contract(s) for which the property
was purchased, unless otherwise mutually agreed between the Contractor and the Director.
J. The Director may, at his or her discretion, abandon in place property in which title is vested in
Southeast Washington Aging and Long Term Care, State, or Federal Government under the
terms of this Basic Agreement insofar as permitted by law, rule, or regulation, and thereupon all
rights and obligations of Southeast Washington Aging and Long Term Care, State, or Federal
Government regarding such abandoned property shall cease.
XI LICENSING AND PROGRAM STANDARDS
The Contractor shall comply with all applicable Federal, State, and local laws and regulations for
licensing, certification and operation of facilities and programs, and accreditation and licensing of
individuals, and other standards or criteria as described in this Basic Agreement or any Contract to
assure quality of services.
XII STANDARDS FOR FISCAL ACCOUNTABILITY
A. The Contractor's fiscal management system shall:
1. Provide accurate, current, and complete disclosure of the financial status of each Contract;
2. Identify the source and application of all funds received for contracted services,
distinguish costs of contracted services delivered under the terms of the Contract from all
other costs and provide for accounting separation of all funds received; and
3. Report all revenue and expenditures to the Director in a manner consistent with generally
accepted accounting principles.
B. The Contractor agrees to maintain written accounting procedures.
C. The Contractor agrees to:
1. Maintain records and documents that accurately reflect all direct and indirect costs related
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to the delivery of contracted services; and
2. Retain all fiscal and program records and other material relevant to a Contract according
to the federal or state program guidelines. Fiscal records must be retained until all audits
are resolved.
XIH INSPECTION
A. The Contractor shall give access to its facilities and records to any authorized officer, employee
or agent of Southeast Washington Aging and Long Term Care, the State of Washington or the
Federal Government at all reasonable times.
Authorized persons shall have the right to examine the Contractor's performance, financial
records, and HIPAA documentation and perform other activities to determine the Contractor's
compliance with the terms of this Basic Agreement, any Contract, and HIPAA. The Director
shall give the Contractor reasonable notice of monitoring, auditing, observation and other visits
by its officers and employees to the Contractor's place of business.
B. The Director may require the Contractor to make reasonable changes in the contracted services
and HIPAA practices, as completed or to be completed, if the contracted services fail to conform
to the standards and specifications set forth in the Contract.
C. The Contractor shall notify the Director immediately of inspections, audits, accreditations, or
program reviews related to the delivery of contracted services. The Contractor agrees to provide
the Director copies of written reports of inspections, audits, accreditations or program reviews
within 72 hours.
XIV HOLD HARMLESS
A. Indemnification, Defense, and Hold Harmless: To the fullest extent permitted by law
including RCW 4.24.115, the Contractor shall indemnify, defend, and save harmless Southeast
Washington Aging and Long Term Care and its officers, employees, agents, and volunteers from
all claims, suits, or actions brought for injuries to, or death of, any persons, or damages arising
from or relating to the Contractor's performance of this Agreement or in consequence of any
negligence or breach of contract related to the Contractor's performance of this Agreement
caused in whole or in part by any act or omission by the Contractor or the agents or employees
of the Contractor related to performance of this Agreement.
B. Contractor's Waiver of Employer's Immunity under Title 51 RCW: Contractor intends that
its obligations to indemnify, defend, and hold harmless set forth above in section 15 shall
operate with full effect regardless of any provision to the contrary in Title 51 RCW,
Washington's Industrial Insurance Act. Accordingly, the Contractor specifically assumes all
potential liability for actions brought by employees of the Contractor against Southeast
Washington Aging and Long Term Care and its officers, employees, agents, and volunteers, and,
solely for the purpose of enforcing the Contractor's obligations to indemnify, defend, and hold
harmless set forth above in section 15, the Contractor specifically waives any immunity granted
under the state industrial insurance law, Title 51 RCW. The parties have mutually negotiated
this waiver. The Contractor shall similarly require that any subcontractor it retains in connection
with its performance of this Agreement shall comply with the terms of this paragraph, waive any
immunity granted under Title 51 RCW, and assume all liability for actions brought by
employees of the subcontractor.
XV AUDIT REQUIREMENTS
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A. Definitions
Single Audit means an audit that will encompass the entirety of the financial operations of the
Contractor and shall determine and report whether:
1. The financial statements of the Contractor present fairly its financial position and the
results of its financial operations in accordance with generally accepted accounting
principles, and whether the Contractor has complied with laws and regulations that may
have a material effect upon the financial statements;
2. The Contractor has internal control systems to provide reasonable assurance that it is
managing Federal financial assistance programs in compliance with applicable laws and
regulations; and
3. The Contractor has complied with laws and regulations that may have a material effect
upon each major Federal assistance program. In testing compliance for this section the
auditor must select and test a representative number of transactions from each major
Federal assistance program.
Program -Specific Audit means an audit of one Federal program in accordance with Federal laws,
regulations, or audit guides relative to that particular program. When a Contractor expends
Federal Financial Assistance under only one Federal program and the Federal program's laws,
regulations, or grant agreements do not require a financial statement audit of the Contractor, the
Contractor may elect to have a program -specific audit.
Subrecipient means any person or government department, agency, or establishment that receives
federal financial assistance to carry out or administer a program but not an individual who is a
beneficiary of such a program. Distinguishing characteristics of a subrecipient include such items
as responsibility to meet compliance requirements, performance measured against meeting the
objectives of a program, responsibility for programmatic decision making, and determining
eligibility for assistance.
Vendor means an entity responsible for providing goods or services that are required for the
conduct of a Federal program. Distinguishing characteristics of a vendor include such items as
providing the goods or services within normal business operations, operating for a profit,
providing similar goods or services to many different purchasers, operating in a competitive
environment, and not having responsibility for adherence to program compliance requirements.
Federal Financial Assistance means assistance provided by a Federal agency in the form of
grants, contracts, cooperative agreements, loans, loan guarantees, property, interest subsidies,
insurance, food commodities, direct appropriations, and other assistance. It does not include direct
Federal cash assistance to individuals. It includes awards received directly from Federal agencies
or indirectly through other units of state and local governments.
B. The Contractor, if a subrecipient of Federal Financial Assistance and expends (from all
sources) $750,000 or more a year in Federal Financial Assistance, shall purchase annually a
single or program -specific audit conducted for that year by a government auditor or public
accountant who meets the standards for independence specified in the Government Auditing
Standards. The Contractor agrees to:
1. Adhere to the Office of Management and Budget (OMB) Circular A-133 and other
relevant Federal and State Requirements;
2. Provide access to independent auditors to its financial records; and
3. Maintain accounting records that will enable identification of all federal funds received
and expended by the OMB Catalog of Federal Domestic Assistance number.
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C. The Contractor, if a subrecipient of Federal Financial Assistance and expends (from all
sources) less than $750,000 per year in Federal awards is exempt from Federal audit
requirements for that year, but records must be available for review or audit by appropriate
officials of the Federal Agency, pass-through entity and the General Accounting Office (GAO).
D. The Contractor, if a vendor, is exempt from Federal audit requirements but records must be
available for review by appropriate officials of the Federal agency, pass-through entity, and the
General Accounting Office. The Contractor agrees to:
1. Ensure that transactions are in compliance with laws, regulations, and the provisions of the
Contract or grant agreements;
2. Maintain accounting records that will enable identification of all federal funds received
and expended; and
3. Provide access to its financial records by appropriate officials of Southeast Washington
Aging and Long Term Care, State, Federal Government or their authorized representative
to determine program compliance.
E. The Contractor shall ensure that the audit report, with management letter, is submitted to the
Director within nine months after the end of the audit period but no later than 30 -days after its
receipt.
F. The Contractor is required to respond to State or Federal audit requests for records or
documentation, within the timeframe provided by the requestor. The Contractor must provide
all records requested to either State or Federal agency staff or their designees.
XVI INSURANCE AND BONDING
A. Southeast Washington Aging and Long Tenn Care certifies that it is insured as a member of
Enduris, and can pay for losses for which it is found liable.
B. The Contractor shall, maintain occurrence based comprehensive general liability insurance and
automobile liability insurance with minimum limits of $1,000,000 per occurrence and
$2,000,000 aggregate, as well as Workers Compensation Contingent Employers Liability with
minimum limits of $1,000,000 each accident or disease for each employee. Such insurance shall
provide that Southeast Washington Aging and Long Tenn Care, its officers, employees, agents
and volunteers are Primary Additional Insured's under such insurance. The coverage provided
under such insurance for such Primary Additional Insured's shall be primary and not
contributory to any other coverage that may be available to such Primary Additional Insured's.
Prior to commencement of any work under this Agreement, the Contractor shall, provide proof
of such insurance including all Certificates of Insurance and endorsements pertaining to such
insurance, and if requested, any policy pertaining to insurance required under this Agreement.
C. The Contractor agrees to maintain, without interruption during the tern of a Contract, a Fidelity
Bond in a minimum amount of $50,000, unless specified otherwise in the contract, which covers
all individuals responsible for the administration of funds provided within the terms of a
Contract. Certification of bonding shall be submitted to the Director within thirty days after
execution of a Contract.
D. The Contractor shall notify the Director immediately if either insurance or bonding coverage is
terminated during the term of a Contract or is reduced below contractual requirements.
XVII NONDISCRIMINATION
A. The Contractor shall develop or adopt a nondiscrimination plan consistent with the Washington
State Law Against Discrimination (RCW 49.60).
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The Contractor agrees that it shall not discriminate against any person on the grounds of race,
creed, color, religion, national origin, sex, sexual orientation, age, marital status, political
affiliation or belief, or the presence of any sensory, mental or physical handicap in violation of
the Washington State Law Against Discrimination (RCW Chapter 49.60) or the Americans with
Disabilities Act (42 USC 12101 et seq).
In the event the Contractor violates this provision, ALTC may terminate this Agreement
immediately and bar the Contractor from performing any services for ALTC in the future.
The Contractor and subcontractor shall abide by the requirements of 41 CFR §§ 60-300.5(a) and
60-741.5(a). These regulations prohibit discrimination against qualified individuals on the basis of
protected veteran status or disability, and require affirmative action by covered prime contractors
and subcontractors to employ and advance in employment qualified protected veterans and
individuals with disabilities.
B. The Contractor shall not:
1. Deny an individual contracted services or benefits;
2. Provide contracted services or benefits to an individual that are different, or are provided in a
different manner, from those provided to others;
3. Subject an individual to segregation or separate treatment in any manner related to the receipt
of contracted services or benefits; or
4. Deny an individual an opportunity to participate in any program or afford an opportunity to
do so that is different from that afforded others.
C. The Contractor shall not use criteria or methods of administration that have the effect of
subjecting individuals to discrimination because of race, creed, color, religion, national origin,
sex, sexual orientation, age, marital status, political affiliation or belief, or the presence of any
sensory, mental or physical handicap or have the effect of defeating or substantially impairing
the delivery of contracted services to the class of individuals mentioned above through the
selection of:
1. The types of contracted services or other benefits to be provided;
2. The class of individuals to whom, or the situation in which, such contracted services or other
benefits shall be provided; or
3. The class of individuals to be afforded an opportunity to receive contracted services or other
benefits;
In accordance of the Washington State Law Against Discrimination (RCW Chapter 49.60)
or the Americans with Disabilities Act (42 USC 12101 et seq). In the event the Contractor
violates this provision, Southeast Washington Aging and Long Term Care may terminate
this Agreement immediately and bar the Contractor from performing any services for ALTC
in the future.
D. The Contractor shall comply with all Federal and State nondiscrimination rules, including:
1. The Americans with Disabilities Act (ADA) of 1990, which prohibits discrimination
against qualified individuals with disabilities and requires reasonable accommodations to
the known physical or mental limitations of an otherwise qualified individual.
2. Title VI of the Civil Rights Act of 1964 as amended.
3. Section 504 of the Rehabilitation Act 1973 as amended.
4. The Age Discrimination Act of 1975 as amended.
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The Washington State Law Against Discrimination, RCW 49.60.
E. The Contractor shall have a written procedure for resolving complaints that allege a violation of
Federal laws against discrimination. A copy shall be made available to clients and applicants for
contracted services. Such procedures should include time frames for Contractor response or
action.
Persons wishing to file a complaint shall be advised in writing of their right to file their
complaint within 180 days of the alleged act of discrimination directly with the Washington
State Human Rights Commission, the U.S. Equal Employment Opportunity Commission, the
U.S. Department of Health and Human Services Office for Civil Rights, or the U.S. Department
of Labor Office of Contract Compliance.
F. The Contractor shall require subcontractors to fully comply with the provisions of this section,
including sanctions for noncompliance.
XVIII INCIDENT REPORTING
The Contractor agrees to report any extraordinary incident to the Director, in writing, within three
working days of the occurrence of an incident. A reportable incident is one that occurs or arises under
this Basic Agreement or any Contract, and that involves:
A. A death or injury, requiring inpatient hospital care, of a client or person under the care,
supervision, or control of the Contractor at the time of the incident;
B. An act of violence or serious crime in which the victim or the perpetrator is a client or person
employed by or under the care, supervision, or control of the Contractor at the time of the
incident;
C. An incident of such public concern that the Director or the Southeast Washington Aging and
Long Term Care Council of Government Governing Board may have a need to know; or
D. A loss of funding so great as to jeopardize the Contractor's ability to fulfill the terms of this
Basic Agreement or any Contract.
D. Any unauthorized uses/disclosures of which it becomes aware, and shall take all reasonable
steps to mitigate the potentially harmful effects of such breach.
XIX ASSIGNMENT AND SUBCONTRACTING
The Contractor shall not assign or subcontract any portion of contracted services unless the written
subcontract has been reviewed and approved by the Director prior to the start of the subcontract. All
contracted services that are not delivered directly by the Contractor must be delivered according to the
terns of this Basic Agreement and the Contract.
XX SEVERABILITY
If any provision of this Basic Agreement shall be held invalid, the invalidity shall not affect the other
provisions of the Agreement. To that end, the provisions of this Basic Agreement are severable.
XXI MODIFICATION
No modification or waiver of any clause or condition of this Basic Agreement is binding upon either
party unless such modification or waiver is in writing and executed by both parties.
XXII SUSPENSION, TERMINATION AND CLOSEOUT
If the Contractor fails to comply with the terms of this Basic Agreement, any Contract or HIPAA, the
Director may pursue such remedies as are legally available including the suspension or termination of
this Basic Agreement or the Contract in whole or in part in the manner specified herein.
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A. Suspension - If the Contractor fails to comply or is unable to substantiate full compliance with
the terms of this Basic Agreement or any Contract, the Director may suspend this Basic
Agreement or the Contract in whole or in part pending corrective action or investigation,
effective no less than seven days following written notification to the Contractor.
The suspension shall remain in force until the Contractor complies to the satisfaction of the
Director and is able to substantiate its full compliance with the terms of this Basic Agreement
and the Contract. No obligation incurred by the Contractor during the period of suspension shall
be allowable under this Basic Agreement except:
1. Reasonable, proper, and otherwise allowable costs that the Contractor could not avoid
during the period of suspension; and
2. Discretionary costs that the Contractor incurred during the period of suspension if the
Contractor is able to substantiate complete compliance with the terms of this Basic
Agreement and the Contract.
B. Termination for Cause - The Director may, by written notice, terminate this Basic Agreement
or any Contract in whole or in part for substantial breach by the Contractor of duties under this
Basic Agreement, any Contract or HIPAA. In such an event, the Contractor shall be liable for
reasonable damages, including the reasonable cost of procuring similar services actually
procured by the Director to fully execute the Contractor's duties under this Basic Agreement and
the Contract(s).
C. Termination for Other Grounds - This Basic Agreement or any Contract may be terminated in
whole or in part by:
1. Either party, upon thirty days advance written request, in which case the two parties shall
devise by mutual agreement the conditions of termination including the effective date and
in case of termination in part, the portion to be terminated.
2. The Director, immediately upon written notice, if funding is withdrawn or reduced to the
extent that the continuation is not in the best interest of Southeast Washington Aging and
Long Term Care.
D. Closeout - Upon expiration or termination of a Contract, in whole or in part, the following
provisions shall apply:
1. Southeast Washington Aging and Long Term Care shall pay to the Contractor all
allowable reimbursable costs not covered by previous payment upon submittal of a final
invoice, subject only to the right reserved to the parties in the event of a dispute as
provided in subparagraph "3" below.
2. The Contractor shall pay to Southeast Washington Aging and Long Term Care moneys
received from Southeast Washington Aging and Long Term Care in excess of allowable
costs, subject only to the right reserved to the parties in the event of a dispute as provided
in subparagraph "3" below.
3. In the event the Director and the Contractor are unable to agree upon amounts due as
provided in subparagraphs "1" or "2" above, either parry shall have the right to withhold
the disputed amount from final payment pending a final audit, and then pay such amounts
as the audit determines are payable.
4. The Contractor shall submit all required financial and performance reports and claims for
payment within thirty days after the end of the contract unless a different period is set by
Southeast Washington Aging and Long Term Care.
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5. At the option of the Director, the contractor shall return or destroy all PHI created or
received from or on behalf of Southeast Washington Aging and Long Term Care and
provide appropriate documentation evidencing procedure. The contractor agrees that it
will not retain any copies of PHI except as required by law.
If return or destruction of all PHI, and all copies of PHI, is not feasible, contractor agrees
to extend the protections of this Contract to such information for as long as it is
maintained.
E. Notices shall be delivered by U.S. mail to the address stated in the first paragraph of this
Agreement or such other address provided by the Contractor in writing to the Director.
XXIII INDIVIDUAL RIGHTS AND HIPAA
The contractor shall make all PHI and related information in its possession available:
A. To the individual or his/her personal representative or to Southeast Washington Aging and Long
Term Care, for inspection and copying.
B. To the individual or his/her personal representative or to the county to fulfill any obligation to
account for disclosures of PHI.
C. To Southeast Washington Aging and Long Tenn Care to fulfill any obligation to amend PHI and
related information and shall incorporate any amendments or related statements into the
information the contractor holds and notify any subcontractors or agents of amendments.
XXIV GRIEVANCE PROCEDURES
The Contractor shall have a written procedure for resolving grievances. A copy shall be made available
to clients and applicants for contracted services. Such procedures should include time frames for filing a
grievance and provide opportunities for informal and formal resolution. For grievances arising from the
delivery of contracted services, the grievance procedures must include the right of the grievant to appeal
to the Director. Applicants and clients shall be advised of the grievance procedures and their right to due
process if they feel they have been wrongfully denied or terminated from services.
XXV DEBARMENT AND EXCLUSION
A. The Contractor shall and does certify it is not debarred, suspended, ineligible or voluntarily
excluded from participation in Federal assistance programs. The Certification will be signed and
submitted to the Director before the execution of this Basic Agreement.
B. The Contractor shall provide immediate written notice to the Director if at any time the
Contractor learns that its certification was erroneous when submitted or has become erroneous
by reason of changed circumstances.
C. The Contractor shall not knowingly assign or subcontract any portion of contracted services to a
person who is debarred, suspended, declared ineligible, or voluntarily excluded from
participation.
XXVI CONFLICT OF INTEREST
The Director may, by written notice to the Contractor, terminate this Basic Agreement in whole or in
part if it is found after due notice and hearing that any of the following laws have been violated in
obtaining or amending this Basic Agreement or any Contract or in making determinations with respect to
this Basic Agreement or any Contract:
A. RCW 42.20, Misconduct of Public Officers;
B. RCW 42.23, Code of Ethics for Municipal Officers -Contract Interests.
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2016J=BasicAgreement-13COP
C. RCW 42.52, Ethics in Public Service
Southeast Washington Aging and Long Term Care shall not be liable for payment for services rendered
under any Contract to the extent this Basic Agreement or the Contract was entered into in violation of
this clause.
XXVII COVENANT AGAINST CONTINGENT FEES
The Contractor shall assure that no person or agency has been employed or retained on a contingent fee
for the purpose of seeking or obtaining a Contract. This does not apply to legitimate employees or an
established commercial or selling agency maintained by the Contractor for the purpose of securing
business. In the event of breach of this clause by the Contractor, the Director may:
A. Annul this Basic Agreement or the Contract in whole or in part without any liability; or
B. Deduct, or similarly recover from the consideration of the Contract, the amount of the contingent
fee.
XXVIII LOBBYING
A. Federal requirements (U.S.C. Title 31, §1352):
I. No Federal appropriated funds may be paid, by or on behalf of the Contractor, to any
person for influencing or attempting to influence an officer or employee of any agency, a
Member of Congress, an officer or employee of Congress or an employee of a Member of
Congress in connection with the making of any Federal grant, the entering into of any
cooperative agreement and the extension, continuation, renewal, amendment, or
modification of any Federal grant or cooperative agreement. If non -Federal funds are used,
the Contractor shall complete and submit Standard Form -LLL, "Disclosure Form to
Report Lobbying," in accordance with its instructions.
2. The Contractor, if a recipient of a grant or cooperative agreement over $100,000, shall and
does certify that it did and will comply with these Federal requirements. The Certification
will be signed and submitted to the Director before the execution of this Basic Agreement.
B. State requirements (RCW 42.17.020 (27); RCW 42.17.190; RCW 34.05):
No public funds may be used directly or indirectly to attempt to influence the passage or defeat
of any legislation by the legislature of the State of Washington, or the adoption or rejection of
any rule, standard, rate, or other legislative enactment of any State agency under the State
Administrative Procedure Act. Provided, this does not prevent the Contractor from
communicating with a member of the legislature on the request of that member or requesting
legislative action or appropriations through appropriate channels.
XXIX PROHIBITION OF POLITICAL ACTIVITIES
No funds, material, property or contracted services provided under the terms of this Basic Agreement or
any Contract shall be used for partisan political activity or to further the election or defeat of any
candidate for public office.
XXX DISPUTES
Any dispute arising under this Basic Agreement or any Contract, including a disputed complaint or
grievance resolution, shall, unless otherwise provided in this Basic Agreement or the Contract, be
submitted in writing to the Director for settlement under Southeast Washington Aging and Long Term
Care's Dispute Resolution Procedures.
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101 UanBasicAgreement-13COP
XXXI DRUG-FREE WORKPLACE
A. The Contractor shall and does certify it provides a drug-free workplace in compliance with the
Drug -Free Workplace Act (Public Law 100-690 Title V, Subtitle D). The Certification will be
signed and submitted to the Director before the execution of this Basic Agreement.
B. The Contractor shall publish a statement notifying employees of prohibitions against use,
manufacture, distribution or possession of controlled substances in the workplace and specific
actions that will be taken in the event of non-compliance. Employees shall be notified that, as a
condition of employment, they must abide by the terms of the statement and notify the employer
in writing of any conviction for a criminal drug statute occurring in the workplace within five
calendar days after such conviction. This statement shall at a minimum be distributed to all
employees engaged in the delivery of contracted services.
C. The Contractor shall establish an on-going drug-free awareness program to inform employees
about:
1. The dangers of drug abuse in the workplace;
2. The contractor's policy of maintaining a drug-free workplace;
3. The availability of drug counseling, rehabilitation, and employee assistance programs; and
4. The penalties that may be imposed upon employees for drug abuse violations occurring in
the workplace.
XXXII REIMBURSEMENT LIMITS
The sum of payments to the Contractor for a contracted service shall not exceed the contracted unit rate
or the contracted amount whichever is greater. In the event payments to the Contractor exceed this limit,
the overpayment shall be returned to Southeast Washington Aging and Long Term Care or deducted
from the next Claim for Payment submitted by the Contractor.
XXXIII VENUE
This Basic Agreement and all Contracts shall be governed by the laws of the State of Washington. Any
action, suit, or judicial proceeding for the enforcement of this Basic Agreement or any Contract shall be
brought in the Superior Court for the State of Washington in Yakima County, Washington.
XXXIV CONDITION PRECEDENT
This Basic Agreement shall not be binding upon the County until signature on behalf of the County is
authorized by Resolution of Southeast Washington Aging and Long Tenn Care Council of Government
Governing Board.
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20] UanBasicAgreement-13COP
XXXV CONTRACT AUTHORIZATION
Southeast Washington Aging and Long Term
Care Council of Governments
Lori Brown, Direct
Date:
Approved As To Legal Form:
I
.4 -
Daniel Clark, WSBA #35 1
Yakima County Senior Deputy Prosecuting Attorney
And Civil Legal Counsel for SE WA ALTC COG
City of Pasco
Avebell, i Man (ear
Print Name and Title
9CCvu�� 22 , 2t� 1�
Date:
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CERTIFICATIONS REGARDING LOBBYING; DEBARMENT, SUSPENSION AND OTHER
RESPONSIBILITY MATTERS; AND DRUG-FREE WORKPLACE REQUIREMENTS
Signature of this form provides for compliance with certification requirements under the "New Restrictions on Lobbying,"
"Government -wide Debarment and Suspension (Nonprocurement) and Government -wide Requirements for Drug -Free
Workplace (Grants)." The certifications shall be treated as a material representation of fact upon which reliance was placed
when this basic agreement was entered into.
1. LOBBYING
As required by Section 1352, Title 31, of the U.S. Code for persons entering into a grantor cooperative agreement (including
subawards) over $100,000, the contractor certifies that:
A) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for
influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or
employee of Congress, or an employee of a Member of Congress in connection with the making of any Federal grant, the
entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any
Federal grant or cooperative agreement;
B) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or
attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress
or an employee of a Member of Congress in connection with this Federal grant or cooperative agreement, the undersigned
shall complete and submit Standard Form -LLL, "Disclosure Form to Report Lobbying," in accordance with its
instructions;
C) The undersigned shall require that the language of this certification be included in the award documents for all subawards
at all tiers (including subgrants, contracts under grants and cooperative agreements, and subcontracts) and that all
subrecipients shall certify and disclose accordingly.
2. DEBARMENT, SUSPENSION. AND OTHER RESPONSIBILITY MATTERS
As required by the certification requirements under the regulations implementing Executive Order 12549, Debarment and
Suspension, the contractor certifies that it and its principals:
A) Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from
participation in covered transactions by any Federal department or agency;
B) Have not within a three-year period preceding this Agreement been convicted of or had a civil judgment rendered against
them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a
public (Federal, State, or local) transaction or contract under a public transaction; violation of Federal or State antitrust
statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false
statements, or receiving stolen property; and
C) Are not presently indicted for or otherwise criminally or civilly charged by a Government entity (Federal, State, or local)
with commission of any offenses enumerated in paragraph (B) of this certification.
Where the contractor is unable to certify to any of the statements in this certification, he or she shall attach an explanation to
this application.
3. DRUG-FREE WORKPLACE
As required by the Drug -Free Workplace Act of 1988 (Pub.L. 100-690, Title V, Subtitle D) and implemented through additions
to the Debarment and Suspension regulations, published in the Federal Register on January 31, 1989, and May 25, 1990:
A) The Contractor certifies that it will or will continue to provide a drug-free workplace by:
1) Publishing a statement notifying employees that the unlawful manufacture, distribution, dispensing, possession, or use
of a controlled substance is prohibited in the contractor's workplace and specifying the actions that will be taken
against employees for violation of such prohibition;
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2) Establishing an ongoing drug-free awareness program to inform employees about:
a) The dangers of drug abuse in the workplace;
b) The contractor's policy of maintaining a drug-free workplace;
c) Any available drug counseling, rehabilitation, and employee assistance programs; and
d) The penalties that may be imposed upon employees for drug abuse violations occurring in the workplace;
3) Making it a requirement that each employee to be engaged in the performance of the contract be given a copy of the
statement required by paragraph (1);
4) Notifying the employee in the statement required by paragraph (1) that, as a condition of employment under the
contract, the employee will:
a) Abide by the terms of the statement; and
b) Notify the employer in writing of his or her conviction for a violation of a criminal drug statue occurring in the
workplace not later than five calendar days after such conviction;
5) Notifying the County, in writing, within ten calendar days after receiving notice under subparagraph (2)(b) from an
employee or otherwise receiving actual notice of such conviction. Employers of convicted employees must provide
notice, including position title, to every grant officer or other designee on whose contract activity the convicted
employee was working, unless the Federal agency has designated a central point for the receipt of such notices. Notice
shall include the identification number(s) of each affected contract;
6) Taking one of the following actions, within 30 calendar days of receiving notice under subparagraph (4)(b), with
respect to any employee who is so convicted:
a) Taking appropriate personnel action against such an employee, up to and including termination, consistent with
the requirements of the Rehabilitation Act of 1973, as amended; or
b) Requiring such employee to participate satisfactorily in a drug abuse assistance or rehabilitation program
approved for such purposes by a Federal, State or local health, law enforcement, or other appropriate agency;
7) Making a good faith effort to continue to maintain a drug- free workplace through implementation of paragraphs
(1),(2),(3),(4),(5), and (6).
B) Insert in the space provided below the site(s) for the performance of work done in connection with the specific contract:
Place of Performance: (Street address, city, county, state, zip code)
136- �J74h Ave
pasu, WA 92 0 1
Check if there are workplaces on file that are not identified here.
As the duly authorized representative of the Contractor, I hereby certify that the Contractor will comply with the above
certifications.
MR
Pnnted Name and Title of Authorized Representative
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