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HomeMy WebLinkAboutHealth Care Authority DocuSign Envelope ID:DEBB4221-3684-4DC3-BA98-DA3596028917 Washington State INTERAGENCY AGREEMENT HCA Contract Number: K3929 for ContractorNendor Contract Number: Health tare uthorit CPWI Prevention Servicesy MC Contract#19-094 THIS CONTRACT is made by and between Washington State Health Care Authority (HCA) and Contractor. CONTRACTOR NAME CONTRACTOR DOING BUSINESS AS(DBA) Mason County Public Health CONTRACTOR ADDRESS j Street City State Zip Code 415 N 6th Street Shelton WA 98584 CONTRACTOR CONTACT CONTRACTOR TELEPHONE CONTRACTOR E-MAIL ADDRESS Lydia Buchheit 360-427-967- ext. 404 Lydiab@co.mason.wa.us Is Contractor a Subrecipient under this Contract? CFDA NUMBER(S): FFATA Form Required DYES El NO 93.959,93.243,93.788 0 YES ❑ NO HCA PROGRAM HCA DIVISION/SECTION DBHR Prevention HCA CONTACT NAME AND TITLE HCA CONTACT ADDRESS Fallon Baraga, Agreement Manager Health Care Authority 621 8thAvenue SE Olympia,WA 98504 HCA CONTACT TELEPHONE HCA CONTACT E-MAIL ADDRESS 360-725-2042 fallon.baraga@hca.wa.gov CONTRACT START DATE CONTRACT END DATE TOTAL MAXIMUM CONTRACT AMOUNT 7/1/2019 6/30/2021 $364,595 PURPOSE OF CONTRACT: Obtaining CPWI Prevention Services in order to increase capacity to implement direct and environmental substance use prevention services in high need communities qualified to immediately implement identified evidence-based practices and programs to prevent and reduce the misuse and abuse of alcohol, tobacco, marijuana, opioids, and other drugs. The parties signing below warrant that they have read and understand this Contract, and have authority to execute this Contract. This Contract will be binding on HCA only upon signature by HCA. CONTRACTOR SIGNATURE PRINTED NAME AND TITLE DATE SIGNED rii:• ri/I1f k'Q.t,;K.SI-iuyttj,Char MISOit.,C,. Comol ssiokt, /Of/1/? HCA SIGNATU', PRINTED NAME AND TITLE DATE SIGNED �DocuSigned by: RdRl;19]631°eelitlA;t;f4#Contracts Administrator r ` Division of Legal Affairs 10/17/2019 Contracts Administrator Washington State Page 1 HCA Contract No.K3929 Health Care Authority TABLE OF CONTENTS Recitals 5 1. STATEMENT OF WORK (SOW) 5 2. DEFINITIONS 5 3. SPECIAL TERMS AND CONDITIONS 10 3.1 PERFORMANCE EXPECTATIONS 10 3.2 TERM 11 3.3 COMPENSATION 12 3.4 INVOICE AND PAYMENT 12 3.5 CONTRACTOR and HCA AGREEMENT MANAGERS 14 3.6 LEGAL NOTICES 15 3.7 SAMHSA Award Terms 16 3.8 INCORPORATION OF DOCUMENTS AND ORDER OF PRECEDENCE 17 3.9 INSURANCE 18 4. GENERAL TERMS AND CONDITIONS. 18 4.1 ACCESS TO DATA 18 4.2 ADVANCE PAYMENT PROHIBITED 19 4.3 AMENDMENTS 19 4.4 ASSIGNMENT. 19 4.5 ATTORNEYS' FEES 19 4.6 CHANGE IN STATUS 19 4.7 CONFIDENTIAL INFORMATION PROTECTION 19 4.8 CONFIDENTIAL INFORMATION SECURITY 20 4.9 CONFIDENTIAL INFORMATION BREACH-REQUIRED NOTIFICATION 20 4.10 CONTRACTOR'S PROPRIETARY INFORMATION 21 4.11 COVENANT AGAINST CONTINGENT FEES 21 4.12 DEBARMENT 22 4.13 DISPUTES 22 4.14 ENTIRE AGREEMENT 23 4.15 FEDERAL FUNDING ACCOUNTABILITY & TRANSPARENCY ACT (FFATA) 23 4.16 FORCE MAJEURE 23 4.17 FUNDING WITHDRAWN, REDUCED OR LIMITED 24 4.18 GOVERNING LAW 24 4.19 HCA NETWORK SECURITY 25 Washington State Page 2 HCA Contract No.K3929 Health Care Authority 4.20 INDEMNIFICATION 25 4.21 INDEPENDENT CAPACITY OF THE CONTRACTOR 25 4.22 INDUSTRIAL INSURANCE COVERAGE 25 4.23 LEGAL AND REGULATORY COMPLIANCE 25 4.24 LIMITATION OF AUTHORITY 26 4.25 NO THIRD-PARTY BENEFICIARIES 26 4.26 NONDISCRIMINATION 26 4.27 OVERPAYMENTS TO CONTRACTOR 26 4.28 PAY Equity 26 4.29 PUBLICITY 27 4.30 RECORDS AND DOCUMENTS REVIEW 27 4.31 REMEDIES NON-EXCLUSIVE 28 4.32 RIGHT OF INSPECTION 28 4.33 RIGHTS IN DATA/OWNERSHIP 28 4.34 RIGHTS OF STATE AND FEDERAL GOVERNMENTS 29 4.35 SEVERABILITY 29 4.36 SITE SECURITY 30 4.37 SUBCONTRACTING 30 4.38 SUBRECIPIENT 31 4.39 SURVIVAL 33 4.40 TAXES 33 4.41 TERMINATION 33 4.42 TERMINATION PROCEDURES 35 4.43 WAIVER 36 4.44 WARRANTIES 36 Attachments Attachment 1: Confidential Information Security Requirements Attachment 2: Federal Compliance, Certifications and Assurances Attachment 3: Federal Funding Accountability and Transparency Act Data Collection Form Attachment 4: HIPAA Compliance Attachment 5: SAMSHA Award Terms Washington State Page 3 HCA Contract No.K3929 Health Care Authority Schedules Schedule A: Statement of Work(SOW) CPWI Prevention Services Expansion Project Exhibits Exhibit A: DBHR-SUD Fiscal Policies Standards for Reimbursable Costs Exhibit B: Federal Award Identification for Subreceipients Exhibit C: Data Security Requirements Exhibit D: Awards and Revenues Exhibit E: SOR CBO (attached if applicable) Exhibit F: PSF NCE (attached if applicable) Washington State Page 4 HCA Contract No.K3929 Health Care Authority Agreement#K3929 for Washington State Community Prevention and Wellness Initiative (CPWI) Prevention Services Project Recitals NOW THEREFORE, HCA awards to Mason County Public Health this Agreement, the terms and conditions of which will govern Contractor's providing to HCA the coordination and implementation of prevention programs and strategies designed to prevent or delay the misuse and abuse of alcohol, marijuana, tobacco, opioids, and other drugs, increase mental health promotion and prevent suicide in support of the CPWI Prevention Services Project. IN CONSIDERATION of the mutual promises as set forth in this Agreement, the parties agree as follows: 1. STATEMENT OF WORK(SOW1 The Contractor will furnish the necessary personnel, equipment, material, and/or service(s) and otherwise do all things necessary for or incidental to the performance of work set forth in Schedule A, Statement of Work, attached and incorporated herein. 2. DEFINITIONS "Authorized Representative" means a person to whom signature authority has been delegated in writing acting within the limits of his/her authority. "Awards" means the total funding of all individual awards HCA allocates to the Contractor, and the total of all awards in this Agreement's Maximum Amount, which is itemized in Exhibit D. "Awards and Revenues" or"A&R" details the Contractor's Awards and Revenues attached as Exhibit D. "Budget, Accounting, and Reporting System" or"BARS" means the"Fiscal/Program Requirements". See below, which replaces BARS document. "Breach" means the unauthorized acquisition, access, use, or disclosure of Confidential Information that compromises the security, confidentiality, or integrity of the Confidential Information. "Business Associate" means a Business Associate as defined in 45 Code of Federal Regulations (CFR) 160.103, who performs or assists in the performance of an activity for or on behalf of HCA, a Covered Entity, that involves the use or disclosure of protected health information (PHI). Any reference to Business Associate in this DSA includes Business Associate's employees, agents, officers, Subcontractors, third party contractors, volunteers, Washington State Page 5 HCA Contract No.K3929 Health Care Authority or directors. "Business Days and Hours" means Monday through Friday, 8:00 a.m. to 5:00 p.m., Pacific Time, except for holidays observed by the state of Washington. "Certified Prevention Professional" or"CPP" means the Prevention Specialist certification recognized by the International Credentialing and Reciprocity Consortium (IC&RC) and supported by the Prevention Specialist Certification Board of Washington, wwwpscbw.com• "CFR" means the Code of Federal Regulations. All references in this Agreement to CFR chapters or sections include any successor, amended, or replacement regulation. The CFR may be accessed at http://www,ecfr.gov/cgi-bin/ECFR?page=browse. "Coalition" means a formal arrangement for cooperation and collaboration between groups or sectors of a community. Each participant in the Coalition retains their identity, but all agree to work together toward a common goal of building a safe, healthy, and drug-free community. "Community" means an approved geographic area within school district boundaries, or within High School Attendance Areas (HSAA) and their feeder schools. "Community Prevention and Wellness Initiative" or"CPWI" means the HCA substance use disorder prevention delivery system that focuses prevention services in high-need communities in Washington State as selected by Contractor and approved by HCA. "Confidential Information" means information that may be exempt from disclosure to the public or other unauthorized persons under chapter 42.56 RCW or chapter 70.02 RCW or other state or federal statutes or regulations. Confidential Information includes, but is not limited to, any information identifiable to an individual that relates to a natural person's health, (see also Protected Health Information); finances, education, business, use or receipt of governmental services, names, addresses, telephone numbers, social security numbers, driver license numbers, financial profiles, credit card numbers, financial identifiers and any other identifying numbers, law enforcement records, HCA source code or object code, or HCA or State security information. "Contract" or"Agreement" or"Interagency Agreement" means this Agreement document and all schedules, exhibits, attachments, incorporated documents and amendments. "Contractor" means the named contractor contact on the cover sheet, its employees and agents. Contractor additionally includes any firm, provider, organization, individual or other entity performing services under this Agreement. It also includes any Subcontractor retained by Contractor as permitted under the terms of this Agreement. Washington State Page 6 HCA Contract No.K3929 Health Care Authority "Covered entity" means a health plan, a health care clearinghouse or a health care provider who transmits any health information in electronic form to carry out financial or administrative activities related to health care, as defined in 45 CFR 160.103. "CSAP" means SAMHSA's Center for Substance Abuse Prevention. CSAP works with federal, state, public, and private organizations to develop a comprehensive prevention system. "Data" means information produced, furnished, acquired, or used by Contractor in meeting requirements under this Agreement. "DBHR" means the Division of Behavioral Health and Recovery or its successor. "DEA" means United Stated Drug Enforcement Agency. "Dedicated Marijuana Account" or "DMA" means revenue generated by the taxation of retail marijuana as a result of the implementation of Initiative 502 (1-502) as authorized by the Washington State Legislature in 2E2SHB 2136. "DUNS" or"Data Universal Numbering System" means a unique identifier for businesses. DUNS numbers are assigned and maintained by Dun and Bradstreet (D&B) and are used for a variety of purposes, including applying for government contracting opportunities. "Effective Date" means the first date this Agreement is in full force and effect. It may be a specific date agreed to by the parties; or, if not so specified, the date of the last signature of a party to this Agreement. "EPA" means the Environmental Protection Agency. "Evidence-Based Program" or "EBP" means a program that has been tested in heterogeneous or intended populations that can be implemented with a set of procedures to all successful replication in Washington. An EBP has had multiple randomized and/or statistically-controlled evaluations, or one large multiple-site randomized and/or statistically-controlled evaluations, and the weight of the evidence from a systematic review demonstrates sustained improvements in at least one of the desired outcomes. "Fiscal/Program Requirements" means the Supplementary Instructions and Fiscal Policy Standards for Reimbursable Costs otherwise known as the Billing Guide for Substance Use Disorder Prevention and Mental Health Promotion and is located at: https://www.hca.wa.gov/biilers-providers-partners/prior-authorization-claims-and- biiling/provider-billing-guides-and-fee-schedules#t. "General Fund State" or "GFS" means the administrative allocation awarded for Substance Abuse Block Grant. Washington State Page 7 HCA Contract No. K3929 Health Care Authority "HCA Agreement Manager" means the individual identified on the cover page of this Agreement who will provide oversight of the Contractor's activities conducted under this Agreement. "Health Care Authority" or"HCA" means the Washington State Health Care Authority, any division, section, office, unit or other entity of HCA, or any of the officers or other officials lawfully representing HCA. "Health Disparities" means"a particular type of health difference that is closely linked with social, economic, and/or environmental disadvantage. Health disparities adversely affect groups of people who have systematically experienced greater obstacles to health based on their racial or ethnic group; religion; socioeconomic status; gender; age; mental health; cognitive sensory, or physical disability; sexual orientation or gender identity; geographic location; or other characteristics historically linked to discrimination or exclusion." (Healthy People 2020) "Health Equity" means the"attainment of the highest level of health for all people. Achieving health equity requires valuing everyone equally with focused and ongoing societal efforts to address avoidable inequalities, historical and contemporary injustices, and the elimination of health and health care disparities." (Healthy People 2020) "Innovation Program" means a program that does not fall into the other categories of Evidenced-based, Research-based, or Promising. "Media materials and publications" means(1) News Release: A brief written announcement the agency provides to reporters highlighting key events, research, results, new funding and programs, and other news; (2) Paid Media:Any advertising space/time that is purchased for prevention/coalition messages )printed publications/newspapers, online, outdoor, on-screen, TV and radio); (3) Earned Media: Published news stories(print, broadcast or online) resulting from the Contractor's Agreements with reporters; (4) Donated Media, including public service announcements. Any free advertising space or time from broadcast, print, outdoor, online, and other advertising vendors; (5) Social Media: Also referred to as new media: messaged posted online of Facebook, Twitter, YouTube, Instagram, Snapchat and similar sites. "Overpayment" means any payment or benefit to the Contractor in excess of that to which the Contractor is entitled by law, rule, or this Agreement, including amounts in dispute. "Partnership for Success" or"PFS" means the Federal Substance Abuse and Mental Health Services Administration (SAMHSA) Grant 2013 and 2018, CFDA number 93.243. "Promising Program" means a program that is based on statistical analyses or a well- established theory of change, shows potential for meeting the"evidence-based" or "research-based" criteria, and could include the use of a program that is evidenced-based for outcomes other than the alternative use. Washington State Page 8 HCA Contract No.K3929 Health Care Authority "Proprietary Information" means information owned by Contractor to which Contractor claims a protectable interest under law. Proprietary Information includes, but is not limited to, information protected by copyright, patent, trademark, or trade secret laws. "Protected Health Information" or"PHI" means individually identifiable information that relates to the provision of health care to an individual; the past, present, or future physical or mental health or condition of an individual; or past, present, or future payment for provision of health care to an individual, as defined in 45 CFR 160.103. Individually identifiable information is information that identifies the individual or about which there is a reasonable basis to believe it can be used to identify the individual, and includes demographic information. PHI is information transmitted, maintained, or stored in any form or medium. 45 CFR 164.501. PHI does not include education records covered by the Family Educational Rights and Privacy Act, as amended, 20 United States Code(USC) 1232g(a)(4)(b)(iv). "Prevention Activity Data" means information input to the"Substance Use Disorder Prevention Mental Health Promotion Online Reporting System: or"Minerva"to record all active prevention services including outcome measures. This information will be used to verify services identified in A-19 invoices prior to payment and must be entered into Minerva by the close of business of the fifteenth (15th) of each month for prevention activities provided during the previous month. "Prevention System Manager" or"PSM" means the designee assigned to manage day to day responsibilities associated with this Agreement. "Regular Annual Schedule" means consistent, reliable services with a pattern of implementation intervals throughout the year. "Research-Based Program" means a program that has been tested with a single randomized and/or statistically controlled evaluation, demonstrates sustained desirable outcomes; or where the weight of the evidence from a systematic review supports sustained outcomes as identified in the term "evidence-based," but does not meet the full criteria for"evidence-based." For the purposes of this project, only programs from the list in Exhibit A are to be considered Research-based. "RCW" means the Revised Code of Washington. All references in this Agreement to RCW chapters or sections include any successor, amended, or replacement statute. Pertinent RCW chapters can be accessed at: httt ://apps.leg.wa.gov/rcw/. "Substance Abuse Block Grant" or"SABG" means Federal Substance Abuse Block Grant funded by the Substance Abuse and Mental Health Services Administration (SAMHSA), CFDA number 93.959. "SAMHSA" means the Substance Abuse and Mental Health Services Administration. Washington State Page 9 HCA Contract No.K3929 Health Care Authority "Statement of Work" or "SOW" means a detailed description of the work activities the Contractor is required to perform under the terms and conditions of this Agreement, including the deliverables and timeline, and is Schedule A hereto. "State Opioid Response" or "SOR" means the Federal Substance Abuse and Mental Health Services Administration (SAMHSA) Grant, CFDA number 93.788. "Subcontractor" means a person or entity that is not in the employment of the Contractor, who is performing all or part of the business activities under this Agreement under a separate contract with Contractor. The term "Subcontractor" means subcontractor(s) of any tier. "Subrecipient" means a contractor operating a federal or state assistance program receiving federal funds and having the authority to determine both the services rendered and disposition of program. See Office of Management and Budget (OMB) Super Circular 2 CFR 200.501 and 45 CFR 75,501, "Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards for additional detail. "Substance Use Disorder Prevention and Mental Health Promotion Online Reporting System" or "Minerva" means the management information system mainta ned by HCA that collects planning, demographic, and prevention service data. "USC" means the United States Code. All references in this Agreement to USC chapters or sections shall include any successor, amended, or replacement statute. The USC may be accessed at http:/tuscode.house.gov/ 3. SPECIAL TERMS AND CONDITIONS 3.1 Performance expectations expected performance under this agreement includes, but is not limited to, the following: 3.1.1 Knowledge of applicable state and federal laws and regulations pertaining to subject of Agreement; 3.1.1.1 21 CFR Food and Drugs Chapter 1, Subchapter C, Drugs: General https://www.law,cornell,edu/cfr/text/21/chapter-1/subchapter-C 3.1.1.2 42 CFR Subchapter A-General Provisions Part 2 Confidentiality of Alcohol and Drug Abuse Patient Records_ https://www,law.cornell.edu/cfr/text/45/part-96/subpart-L 3.1.1,3 Uniform Administrative Requirements, Cost Principles, and Audit Requirements for HHS Awards 2 CFR Part 200 in 45 CFR Part 75 https:/Iwww.law.cornell.edu/cfr/text/2/part-200 Washington State Page 10 HCA Contract No. K3929 Health Care Authority https:11www.law.cornell.edu/cfritext/45/part-75 3.1.2 Use of professional judgment; 3.1.3 Collaboration with HCA staff in Contractor's conduct of the services; 3.1.4 Conformance with HCA directions regarding the delivery of the services; 3.1.5 Timely, accurate and informed communications; 3.1.6 Regular completion and updating of project plans, reports, documentation and communications; 3.1.7 Ensure all services and activities provided by the Contractor or subcontractor, shall be designed and delivered in a manner sensitive to the needs of all diverse populations; 3.1.8 Regular, punctual attendance at all meetings; and 3.1.9 Provision of high quality services. 3.1.10 Prior to payment of invoices, HCA will review and evaluate the performance of Contractor in accordance with Agreement and these performance expectations and may withhold payment if expectations are not met or Contractor's performance is unsatisfactory. 3.2 TERM 3.2.1 The initial term of the Agreement will commence on July 1, 2019, and continue through June 30, 2021, unless terminated sooner as provided herein. 3.2.2 This Agreement may be extended in whatever time increments HCA deems appropriate. 3.2.3 Work performed without an Agreement or amendment signed by the authorized representatives of both parties will be at the sole risk of the Contractor. HCA will not pay any costs incurred before an Agreement or any subsequent amendment(s) is fully executed. 3.3 COMPENSATION 3.3.1 The Maximum Compensation payable to Contractor for the performance of all things necessary for or incidental to the performance of work as set forth in Schedule A, Statement of Work is$364,595 and additional Exhibits as applicable to Contractor, and includes any allowable expenses. Payment for Washington State Page 11 HCA Contract No.K3929 Health Care Authority satisfactory performance of the work will not exceed this amount unless the parties mutually agree to a higher amount. 3.3.1.1 The fund sources and maximums for this Contract are$364,595. 3.3.2 Contractor's compensation for services rendered will be based on the amounts listed in the Exhibit D, A&R and/or in accordance with the terms outlined in the Fiscal/Program Requirements and Invoices and Payments. In addition, the Contractor must meet the schedule set forth in Schedule A, Statement of Work and additional Exhibits as applicable to the Contractor. 3.3.2.1 Total compensation payable to Contractor for satisfactory performance of the work under this Agreement is$364,595. The fund sources and maximums for this Agreement are up to $161,434 from the Substance Abuse Block Grant (SABG) Block Grant, CFDA#93.959; $13,600 from General Fund State; $44,966 Dedicated Marijuana Account(DMA) Funds; $51,177 Partnership for Success (PFS) 2018 CFDA#93.243; $93,418 State Opioid Response(SOR) and/or SOR supplemental CFDA #93.788; $0 State Targeted Response(STR) no cost extension CFDA#93.788; and $0 Partnership for Success (PFS) 2013 no cost extension CDFA#93.243. 3.3.3 Federal funds disbursed through this Agreement were received by HCA. 3.3.3.1 Contractor agrees to comply with applicable rules and regulations associated with these federal funds and has signed Attachment 2: Federal Compliance, Certification and Assurances,attached. 3.4 INVOICE AND PAYMENT 3.4.1 Contractor must submit accurate State Form A-19 invoices, or other such forms as designated by HCA, to the following address for all amounts to be paid by HCA via e-mail to:A-19DBHRehca.wa.gov not more than monthly unless approved by HCA. Contractor may bill for cost reimbursement for month of service if appropriate service data is provided in Minerva. The Contractor must include the HCA Agreement number in the subject line of the email, followed by the Prevention System Naming Convention and cc the Agreement Manager or designee when submitting the invoice. 3.4.2 Invoices must describe and document to HCA's satisfaction a description of the work performed, the progress of the project, and fees. If expenses are invoiced, invoices must provide a detailed breakdown of each type. 3.4.3 HCA shall not be obligated to reimburse the Contractor for any services or activities performed prior to having a fully executed copy of this Contract. Washington State Page 12 HCA Contract No.K3929 Health Care Authority 3.4.4 The Contractor assures that work performed and invoiced does not duplicate work to be charged to the State of Washington under any other Contract or agreement with the Contractor. 3.4.5 If the Contractor claims and HCA reimburses for expenditures under this Contract which HCA later finds were claimed in error and/or not allowable costs under the terms of this Contract, HCA shall recover these costs and the Contractor shall fully cooperate with the recovery. 3.4.6 Contractor must submit properly itemized invoices to include thefollowing information, as applicable: 3.4.6.1 HCA Agreement number K3929; 3.4.6.2 Contractor name, address, phone number; 3.4.6.3 Description of Services; 3.4.6.4 Date(s) of delivery; 3.4.6.5 Net invoice price for each item; 3.4.6.6 Applicable taxes; 3.4.6.7 Total invoice price; and 3.4.6.8 Payment terms and any available prompt payment discount. 3.4.7 HCA will return incorrect or incomplete invoices to the Contractor for correction and reissue. The Agreement Number must appear on all invoices, bills of lading, packages, and correspondence relating to this Agreement. 3.4.8 In order to receive payment for services or products provided to a state agency, Contractor must register with the Statewide Payee Desk at_ http://des.wa.gov/services/ContractingPurchasi ng/BusinessNendorPay/Pacies/d efa ult.aspx. 3.4.9 Payment will be considered timely if made by HCA within thirty (30) calendar days of receipt of properly completed invoices. Payment will be directly deposited in the bank account or sent to the address Contractor designated in its registration. 3.4.10 Upon expiration of the Agreement, any claims for payment for costs due and payable under this Agreement that are incurred prior to the expiration date must be submitted by the Contractor to HCA within sixty (60) calendar days after the Agreement expiration date. HCA is under no obligation to pay any claims that are submitted sixty-one(61) or more calendar days after the Agreement expiration date ("Belated Claims"). HCA will pay Belated Claims at its sole discretion, and any such potential payment is contingent upon the availability of funds. Washington State Page 13 HCA Contract No.K3929 Health Care Authority 3.4.10.1 Submit final billing for services provided within forth-five (45) days after the end of the State Fiscal Year (June 30). 3.4.10.2 Submit final billing for services for SOR and PFS within forty-five (45) days after the end of each Federal Fiscal Year(September 29). 3.4.10.3 Submit final billing for services for STR within forty-five(45) days after the end of the fiscal period for STR (April 30). 3.4.11 The Contractor shall ensure all expenditures for services and activities under the Agreement are submitted on the A-19 invoice appropriate for Minerva data entry. In the event the Contractor or a subcontractor fails to maintain reporting obligations under this Agreement, HCA reserves the right to withhold reimbursements to the Contractor until the obligations are met. 3.4.12 Administrative costs shall be billed separately from direct prevention services as indicated on the A-19 invoice. 3.4.12.1 Administrative costs are defined in the Fiscal/Program Requirements. 3.4.12.2 The Contractor shall use no more than eight percent 8% of the SOR, PFS, STR, and/or DMA allocation for administrative costs. 3.4.12.3 No SABG funds allocated in this contract shall be used for administrative costs. Admin for SABG is allocated as GFS. 3.4.13 HCA reserves the right to reduce the Prevention funds awarded in the Agreement if the Contractor expenditures are below 60% of expected levels during the fiscal quarter. Expenditures will be reviewed quarterly. 3.4.14 SOR, PFS, STR, and DMA funds may not be carried forward from year to year, based upon their respective fiscal year. 3.4.15 Based upon Exhibit D, Awards and Revenue(A&R), the source of funds in this contract may include, as applicable, Substance Abuse Block Grant (SABG) CFDA 94.959, the Washington State Dedicated Marijuana Account Fund (DMA), General Fund State(GFS), the State Opioid Response(SOR) Grant CFDA 93.788, the State Targeted Response(STR) Grant CFDA 93.788, and/or the Partnerships for Success (PFS) Grant CFDA 93.243. 3.5 CONTRACTOR AND HCA AGREEMENT MANAGERS 3.5.1 Contractor's Agreement Manager or designee will have prime responsibility and final authority for the services provided under this Agreement and be the principal point of contact for the HCA Agreement Manager for all business matters, performance matters, and administrative activities. Washington State Page 14 HCA Contract No.K3929 Health Care Authority 3.5.2 HCA's Agreement Manager or designee is responsible for monitoring the Contractor's performance and will be the contact person for all communications regarding Agreement performance and deliverables. The HCA Agreement Manager or designee has the authority to accept or reject the services provided and must approve Contractor's invoices prior to payment. 3.5.3 The contact information provided below may be changed by written notice of the change(email acceptable) to the other party. CONTRACTOR Health Care Authority Contract Manager Information Contract Manager Information Name: , Name: Fallon Baraga itsfl Title: Title: Agreement Manager Address: y15 14' t' Address: 621 8"'Avenue SE 5%(-11-oN , WA 1>!4 Olympia, WA 98504 Phone: 6 66 y37..46 1 0 64a Phone: 360-725-2042 Email: Email: fallon.baraga@hca.wa.gov 3.6 LEGAL NOTICES Any notice or demand or other communication required or permitted to be given under this Agreement or applicable law is effective only if it is in writing and signed by the applicable party, properly addressed, and delivered in person, via email, or by a recognized courier service, or deposited with the United States Postal Service as first-class mail, postage prepaid certified mail, return receipt requested, to the parties at the addresses provided in this section. 3.6.1 In the case of notice to the Contractor: Attention: 3.6.2 In the case of notice to HCA: Attention: Contracts Administrator Health Care Authority Division of Legal Services PO Box 42702 Olympia, WA 98504-2702 3.6.3 Notices are effective upon receipt or four(4) Business Days after mailing, whichever is earlier. Washington State Page 15 HCA Contract No. K3929 Health Care Authority 3.6.4 The notice address and information provided above may be changed by written notice of the change given as provided above. 3.7 SAMHSA AWARD TERMS. 3.7.1 General. If the Contractor is a subrecipient of federal awards under any Program Agreement as defined by 2 CFR Part 200, the Contractor shall: 3.7.1.1 Comply with the all applicable provisions of the Notice of Awards for SOR, STR, and PFS grants, and SABG. 3.7.1.2 Comply with RCW 69.50.540 Dedicated Marijuana Account Appropriations. 3.7.1.3 Maintain records that identify, in its accounts, all federal awards received and expended and the federal programs under which they were received, by Catalog of Federal Domestic Assistance (CFDA) title and number, award number and year, name of the federal agency, and name of the pass-through entity; 3.7.1.4 Maintain internal controls that provide reasonable assurance that the Contractor is managing federal awards in compliance with laws, regulations, and provisions of contracts or grant agreements that could have a material effect on each of its federal programs; 3.7.1.5 Comply with requirements of Charitable Choice (42 USC 300x- 65 and 42 CFR Section 54); 3.7.1.5.1 The Contractor shall ensure that Charitable Choice Requirements of 42 CFR Part 54 are followed and that Faith-Based Organizations(FBO) are provided opportunities to compete with traditional alcohol/drug abuse prevention providers for funding. 3.7.1.5.2 If the Contractor subcontracts with FBOs, the Contractor shall require the FBO to meet the requirements of 42 CFR Part 54 as follows: 3.7.1.5.3 Applicants/recipients for/of services shall be provided with a choice of prevention providers. 3.7.1.5.4 The FBO shall facilitate a referral to an alternative provider within a reasonable time frame when requested by the recipient of services. 3.7.1.5.5 The FBO shall report to the Contractor all referrals made to alternative providers. 3.7.1.5.6 The FBO shall provide recipients with a notice of their Washington State Page 16 HCA Contract No.K3929 Health Care Authority rights. 3.7.1.5.7 The FBO provides recipients with a summary of services that includes any inherently religious activities. Prepare appropriate financial statements, including a schedule of expenditures of federal awards; 3.7.1.6 Incorporate 2 CFR Part 200, Subpart F audit requirements into all agreements between the Contractor and its Subcontractors who are subrecipients; 3.7.1.7 Comply with the applicable requirements of 2 CFR Part 200, including any future amendments to 2 CFR Part 200, and any successor or replacement Office of Management and Budget (OMB) Circular or regulation; and 3.7.1.8 Comply with the Omnibus Crime Control and Safe Streets Act of 1968; Title VI of the Civil Rights Act of 1964; Section 504 of the Rehabilitation Act of 1973; Title II of the Americans with Disabilities Act of 1990; Title IX of the Education Amendments of 1972; The Age Discrimination Act of 1975; and The Department of Justice Non-Discrimination Regulations at 28 CFR Part 42, Subparts C, D, E, and G, and 28 CFR Parts 35 and 39. (Go to_ www.oio.usdoj.govlocr/for additional information and access to the aforementioned Federal laws and regulations.) 3.8 INCORPORATION OF DOCUMENTS AND ORDER OF PRECEDENCE Each of the documents listed below is by this reference incorporated into this Agreement. In the event of an inconsistency, the inconsistency will be resolved in the following order of precedence: 3.8.1 Applicable Federal and State of Washington statutes and regulations; 3.8.2 Business Associate Agreement, HCA Agreement Number K3929; 3.8.3 Recitals 3.8.4 Special Terms and Conditions; 3.8.5 General Terms and Conditions; 3.8.6 Attachment 1: Confidential Information Security Requirements; 3.8.7 Attachment 2: Federal Compliance, Certifications and Assurances; 3.8.8 Attachment 3: Federal Funding Accountability and Transparency Act Data Collection Form; Washington State Page 17 HCA Contract No.K3929 Health Care Authority 3.8.9 Schedule A: Statement of Work; 3.9 INSURANCE 3.9.1 HCA certifies that it is self-insured under the State's self-insurance liability program, as provided by RCW 4.92.130, and shall pay for losses for which is found liable. 3.9.2 The Contractor certifies by signing this Agreement that either: 3.9.2.1 The Contractor is self-insured or insured through a risk pool and shall pay for losses for which it is found liable, or 3.9.2.2 The Contractor maintains the types and amounts of insurance identified below and shall, if requested by HCA; provide certificates of insurance to that effect to the HCA contact on page one of the Agreement. 3.9.2.2.1 Commercial General Liability Insurance Policy—to include coverage for bodily injury, property damage, and contractual liability, with the following minimum limits: Each occurrence- $1,000,000; General Aggregate-$2,000,000. The policy shall include liability arising out of premises, operations, independent contractors, products-completed operations, personal injury, advertising injury, and liability assumed under an insured agreement. The state of Washington, HCA, its elected and appointed officials, agents, and employees shall be named as additional insureds. Additionally, Contractor is responsible for ensuring that any Subcontractors provide adequate insurance coverage for the activities arising out of subcontracts. 3.9.2.2.2 Professional Liability (PL) Insurance. The Contractor shall maintain Professional Liability Insurance or Errors& Omissions insurance, including coverage for losses caused by errors and omissions, with the following minimum limits: Each Occurrence- $1,000,000; Aggregate- $2,000,000. 3.10 BACKGROUND CHECKS (RCW 43.43, WAC 388-877 &388-877B) Contractor shall follow the requirements below and ensure this information is included in all subcontracts: Washington State Page 18 HCA Contract No.K3929 Health Care Authority a) Contractor shall ensure a criminal background check is conducted for all staff members, including but not limited to, treatment staff members, prevention staff members, case managers, outreach staff members, etc. or volunteers who have unsupervised access to children, adolescents, vulnerable adults, and persons who have developmental disabilities; and b) When providing services to youth, Contractor shall ensure that requirements of WAC 388- 06-0170 are met. 4. GENERAL TERMS AND CONDITIONS 4.1 ACCESS TO DATA In compliance with RCW 39.26.180 (2) and federal rules, the Contractor must provide access to any data generated under this Agreement to HCA, the Joint Legislative Audit and Review Committee, the State Auditor, and any other state or federal officials so authorized by law, rule, regulation, or agreement at no additional cost. This includes access to all information that supports the findings, conclusions, and recommendations of the Contractor's reports, including computer models and methodology for those models. 4.2 ADVANCE PAYMENT PROHIBITED No advance payment will be made for services furnished by the Contractor pursuant to this Agreement. 4.3 AMENDMENTS This Agreement may be amended by mutual agreement of the parties. Such amendments will not be binding unless they are in writing and signed by personnel authorized to bind each of the parties. 4.4 ASSIGNMENT 4.4.1 Contractor may not assign or transfer all or any portion of this Agreement or any of its rights hereunder, or delegate any of its duties hereunder, except delegations as set forth in Section 4.37, Subcontracting, without the prior written consent of HCA. Any permitted assignment will not operate to relieve Contractor of any of its duties and obligations hereunder, nor will such assignment affect any remedies available to HCA that may arise from any breach of the provisions of this Agreement or warranties made herein, including but not limited to, rights of setoff. Any attempted assignment, transfer or delegation in contravention of this Subsection 4.4.1 of the Agreement will be null and void. 4.4.2 HCA may assign this Agreement to any public agency, commission, board, or Washington State Page 19 HCA Contract No.K3929 Health Care Authority the like, within the political boundaries of the State of Washington, with written notice of thirty (30) calendar days to Contractor. 4.4.3 This Agreement will inure to the benefit of and be binding on the parties hereto and their permitted successors and assigns. 4.5 ATTORNEYS' FEES In the event of litigation or other action brought to enforce the terms of this Agreement, each party agrees to bear its own attorneys' fees and costs. 4.6 CHANGE IN STATUS In the event of any substantive change in its legal status, organizational structure, or fiscal reporting responsibility, Contractor will notify HCA of the change. Contractor must provide notice as soon as practicable, but no later than thirty (30) calendar days after such a change takes effect. 4.7 CONFIDENTIAL INFORMATION PROTECTION 4.7.1 Contractor acknowledges that some of the material and information that may come into its possession or knowledge in connection with this Agreement or its performance may consist of Confidential Information. Contractor agrees to hold Confidential Information in strictest confidence and not to make use of Confidential Information for any purpose other than the performance of this Agreement, to release it only to authorized employees or Subcontractors requiring such information for the purposes of carrying out this Agreement, and not to release, divulge, publish, transfer, sell, disclose, or otherwise make the information known to any other party without HCA's express written consent or as provided by law. 4.7.2 Contractor agrees to implement physical, electronic, and managerial safeguards to prevent unauthorized access to Confidential Information (See Attachment 1: Confidential Information Security Requirements). 4.7.3 Contractors that come into contact with Protected Health Information may be required to enter into a Business Associate Agreement with HCA in compliance with the requirements of the Health Insurance Portability and Accountability Act of 1996, Pub. L. 104-191, as modified by the American Recovery and Reinvestment Act of 2009 ("ARRA"), Sec. 13400 — 13424, H.R. 1 (2009) (HITECH Act)(HIPAA). 4.7.4 HCA reserves the right to monitor, audit, or investigate the use of Confidential Information collected, used, or acquired by Contractor through this Agreement. Violation of this section by Contractor or its Subcontractors may result in termination of this Agreement and demand for return of all Confidential Washington State Page 20 HCA Contract No.K3929 Health Care Authority Information, monetary damages, or penalties. 4.7.5 The obligations set forth in this Section will survive completion, cancellation, expiration, or termination of this Agreement. 4.8 CONFIDENTIAL INFORMATION SECURITY The federal government, including the Substance Abuse and Mental Health Services Administration (SAMHSA), and the State of Washington all maintain security requirements regarding privacy, data access, and other areas. Contractor is required to comply with the Confidential Information Security Requirements set out in Attachment 1 to this Agreement and appropriate portions of the Washington OCIO Security Standard, 141.10 (https://ocio.wa.gov/oolicies/141-securing-information-technology-assets/14110-securing- information-technology-assets). 4.9 CONFIDENTIAL INFORMATION BREACH —REQUIRED NOTIFICATION 4.9.1 Contractor must notify the HCA Privacy Officer (HCAPrivacvOfficerC hca.wa.gov)within five Business Days of discovery of any Breach or suspected Breach of Confidential Information. 4.9.2 Contractor will take steps necessary to mitigate any known harmful effects of such unauthorized access including, but not limited to, sanctioning employees and taking steps necessary to stop further unauthorized access. Contractor agrees to indemnify and hold HCA harmless for any damages related to unauthorized use or disclosure of Confidential Information by Contractor, its officers, directors, employees, Subcontractors or agents. 4.9.3 If notification of the Breach or possible Breach must (in the judgment of HCA) be made under the HIPAA Breach Notification Rule, or RCW 42.56.590 or RCW 19.255.010, or other law or rule, then: 4.9.3.1 HCA may choose to make any required notifications to the individuals, to the U.S. Department of Health and Human Services Secretary (DHHS) Secretary, and to the media, or direct Contractor to make them or any of them. 4.9.3.2 In any case, Contractor will pay the reasonable costs of notification to individuals, media, and governmental agencies and of other actions HCA reasonably considers appropriate to protect HCA clients (such as paying for regular credit watches in some cases). 4.9.3.3 Contractor will compensate HCA clients for harms caused to them by any Breach or possible Breach. 4.9.4 Any breach of this clause may result in termination of the Agreement and the demand for return or disposition (Attachment 1, Section 6) of all Confidential Washington State Page 21 HCA Contract No.K3929 Health Care Authority Information. 4.9.5 Contractor's obligations regarding Breach notification survive the termination of this Agreement and continue for as long as Contractor maintains the Confidential Information and for any breach or possible breach at any time. 4.10 CONTRACTOR'S PROPRIETARY INFORMATION Contractor acknowledges that HCA is subject to chapter 42.56 RCW, the Public Records Act, and that this Agreement will be a public record as defined in chapter 42.56 RCW.Any specific information that is claimed by Contractor to be Proprietary Information must be clearly identified as such by Contractor. To the extent consistent with chapter 42.56 RCW, HCA will maintain the confidentiality of Contractor's information in its possession that is marked Proprietary. If a public disclosure request is made to view Contractor's Proprietary Information, HCA will notify Contractor of the request and of the date that such records will be released to the requester unless Contractor obtains a court order from a court of competent jurisdiction enjoining that disclosure. If Contractor fails to obtain the court order enjoining disclosure, HCA will release the requested information on the date specified. 4.11 COVENANT AGAINST CONTINGENT FEES Contractor warrants that no person or selling agent has been employed or retained to solicit or secure this Agreement upon an agreement or understanding for a commission, percentage, brokerage or contingent fee, excepting bona fide employees or bona fide established agents maintained by the Contractor for the purpose of securing business. HCA will have the right, in the event of breach of this clause by the Contractor, to annul this Agreement without liability or, in its discretion, to deduct from the Agreement price or consideration or recover by other means the full amount of such commission, percentage, brokerage or contingent fee. 4.12 DEBARMENT By signing this Agreement, Contractor certifies that it is not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded in any Washington State or Federal department or agency from participating in transactions(debarred). Contractor agrees to include the above requirement in any and all subcontracts into which it enters, and also agrees that it will not employ debarred individuals. Contractor must immediately notify HCA if, during the term of this Agreement, Contractor becomes debarred. HCA may immediately terminate this Agreement by providing Contractor written notice, if Contractor becomes debarred during the term hereof. 4.13 DISPUTES The parties will use their best, good faith efforts to cooperatively resolve disputes and problems that arise in connection with this Agreement. Both parties will continue without delay to carry out their respective responsibilities under this Agreement while attempting to Washington State Page 22 HCA Contract No.K3929 Health Care Authority resolve any dispute. When a genuine dispute arises between HCA and the Contractor regarding the terms of this Agreement or the responsibilities imposed herein and it cannot be resolved between the parties' Agreement Managers, either party may initiate the following dispute resolution process. 4.13.1 The initiating party will reduce its description of the dispute to writing and deliver it to the responding party (email acceptable). The responding party will respond in writing within five(5) Business Days (email acceptable). If the initiating party is not satisfied with the response of the responding party, then the initiating party may request that the HCA Director review the dispute. Any such request from the initiating party must be submitted in writing to the HCA Director within five (5) Business Days after receiving the response of the responding party. The HCA Director will have sole discretion in determining the procedural manner in which he or she will review the dispute. The HCA Director will inform the parties in writing within five (5) Business Days of the procedural manner in which he or she will review the dispute, including a timeframe in which he or she will issue a written decision. 4.13.2 A party's request for a dispute resolution must: 4.13.2.1 Be in writing; 4.13.2.2 Include a written description of the dispute; 4.13.2.3 State the relative positions of the parties and the remedy sought; 4.13.2.4 State the Agreement Number and the names and contact information for the parties; 4.13.3 This dispute resolution process constitutes the sole administrative remedy available under this Agreement. The parties agree that this resolution process will precede any action in a judicial or quasi-judicial tribunal. 4.14 ENTIRE AGREEMENT HCA and Contractor agree that the Agreement is the complete and exclusive statement of the agreement between the parties relating to the subject matter of the Agreement and supersedes all letters of intent or prior Agreements, oral or written, between the parties relating to the subject matter of the Agreement, except as provided in Section 4.44 Warranties. 4.15 FEDERAL FUNDING ACCOUNTABILITY & TRANSPARENCY ACT (FFATA) 4.15.1 This Agreement is supported by federal funds that require compliance with the Federal Funding Accountability and Transparency Act (FFATA or the Transparency Act). The purpose of the Transparency Act is to make information available online so the public can see how federal funds are spent. Washington State Page 23 HCA Contract No. K3929 Health Care Authority 4.15.2 To comply with the act and be eligible to enter into this Agreement, Contractor must have a Data Universal Numbering System (DUNS®) number. A DUNS® number provides a method to verify data about your organization. If Contractor does not already have one, a DUNS®number is available free of charge by contacting Dun and Bradstreet at www.dnb.com. 4.15.3 Information about Contractor and this Agreement will be made available on_ www.uscontractorreoistration.com by HCA as required by P.L. 109-282. HCA's Attachment 3: Federal Funding Accountability and Transparency Act Data Collection Form, is considered part of this Agreement and must be completed and returned along with the Agreement. 4.16 FORCE MAJEURE A party will not be liable for any failure of or delay in the performance of this Agreement for the period that such failure or delay is due to causes beyond its reasonable control, including but not limited to acts of God, war, strikes or labor disputes, embargoes, government orders or any other force majeure event. 4.17 FUNDING WITHDRAWN, REDUCED OR LIMITED If HCA determines in its sole discretion that the funds it relied upon to establish this Agreement have been withdrawn, reduced or limited, or if additional or modified conditions are placed on such funding after the effective date of this Agreement but prior to the normal completion of this Agreement, then HCA, at its sole discretion, may: 4.17.1 Terminate this Agreement pursuant to Section 4.41.1, TERMINATION DUE TO CHANGE IN FUNDING; 4.17.2 Renegotiate the Agreement under the revised funding conditions; or 4.17.3 Suspend Contractor's performance under the Agreement upon five(5) Business Days' advance written notice to Contractor. HCA will use this option only when HCA determines that there is reasonable likelihood that the funding insufficiency may be resolved in a timeframe that would allow Contractor's performance to be resumed prior to the normal completion date of this Agreement. 4.17.3.1 During the period of suspension of performance, each party will inform the other of any conditions that may reasonably affect the potential for resumption of performance. 4.17.3.2 When HCA determines in its sole discretion that the funding insufficiency is resolved, it will give Contractor written notice to resume performance. Upon the receipt of this notice, Contractor will provide written notice to HCA informing HCA whether it can resume Washington State Page 24 HCA Contract No.K3929 Health Care Authority performance and, if so, the date of resumption. For purposes of this subsection, "written notice" may include email. 4.17.3.3 If the Contractor's proposed resumption date is not acceptable to HCA and an acceptable date cannot be negotiated, HCA may terminate the Agreement by giving written notice to Contractor. The parties agree that the Agreement will be terminated retroactive to the date of the notice of suspension. HCA will be liable only for payment in accordance with the terms of this Agreement for services rendered prior to the retroactive date of termination. 4.18 GOVERNING LAW This Agreement is governed in all respects by the laws of the state of Washington, without reference to conflict of law principles. The jurisdiction for any action hereunder is exclusively in the Superior Court for the state of Washington, and the venue of any action hereunder is in the Superior Court for Thurston County,Washington. Nothing in this Agreement will be construed as a waiver by HCA of the State's immunity under the 11thAmendment to the United States Constitution. 4.19 HCA NETWORK SECURITY Contractor agrees not to attach any Contractor-supplied computers, peripherals or software to the HCA Network without prior written authorization from HCA's Chief Information Officer. Unauthorized access to HCA networks and systems is a violation of HCA Policy and constitutes computer trespass in the first degree pursuant to RCW 9A.52.110. Violation of any of these laws or policies could result in termination of the Agreement and other penalties. Contractor will have access to the HCA visitor Wi-Fi Internet connection while on site. 4.20 INDEMNIFICATION Contractor must defend, indemnify, and save HCA harmless from and against all claims, including reasonable attorneys' fees resulting from such claims, for any or all injuries to persons or damage to property, or Breach of its confidentiality and notification obligations under Section 4.7 Confidential Information Protection and Section 4.8 Confidentiality Breach-Required Notification, arising from intentional or negligent acts or omissions of Contractor, its officers, employees, or agents, or Subcontractors, their officers, employees, or agents, in the performance of this Agreement. 4.21 INDEPENDENT CAPACITY OF THE CONTRACTOR The parties intend that an independent contractor relationship will be created by this Agreement. Contractor and its employees or agents performing under this Agreement are not employees or agents of HCA. Contractor will not hold itself out as or claim to be an officer or employee of HCA or of the State of Washington by reason hereof, nor will Washington State Page 25 HCA Contract No. K3929 Health Care Authority Contractor make any claim of right, privilege or benefit that would accrue to such employee under law. Conduct and control of the work will be solely with Contractor. 4.22 INDUSTRIAL INSURANCE COVERAGE Prior to performing work under this Agreement, Contractor must provide or purchase industrial insurance coverage for the Contractor's employees, as may be required of an "employer" as defined in Title 51 RCW, and must maintain full compliance with Title 51 RCW during the course of this Agreement. 4.23 LEGAL AND REGULATORY COMPLIANCE 4.23.1 During the term of this Agreement, Contractor must comply with all local, state, and federal licensing, accreditation and registration requirements/standards, necessary for the performance of this Agreement and all other applicable federal, state and local laws, rules, and regulations. 4.23.2 While on the HCA premises, Contractor must comply with HCA operations and process standards and policies (e.g., ethics, Internet/email usage, data, network and building security, harassment, as applicable). HCA will make an electronic copy of all such policies available to Contractor. 4.23.3 Failure to comply with any provisions of this section may result in Agreement termination. 4.24 LIMITATION OF AUTHORITY Only the HCA Authorized Representative has the express, implied, or apparent authority to alter, amend, modify, or waive any clause or condition of this Agreement. Furthermore, any alteration, amendment, modification, or waiver or any clause or condition of this Agreement is not effective or binding unless made in writing and signed by the HCA Authorized Representative. 4.25 NO THIRD-PARTY BENEFICIARIES HCA and Contractor are the only parties to this Agreement. Nothing in this Agreement gives or is intended to give any benefit of this Agreement to any third parties. 4.26 NONDISCRIMINATION During the performance of this Agreement, the Contractor must comply with all federal and state nondiscrimination laws, regulations and policies, including but not limited to: Title VII of the Civil Rights Act, 42 U.S.C. §12101 et seq.; the Americans with Disabilities Act of 1990 (ADA), 42 U.S.C. §12101 et seq., 28 CFR Part 35; and Title 49.60 RCW, Washington Law Against Discrimination. In the event of Contractor's noncompliance or refusal to comply with any nondiscrimination law, regulation or policy, this Agreement may be rescinded, canceled, Washington State Page 26 HCA Contract No. K3929 Health Care Authority or terminated in whole or in part under the Termination for Default sections, and Contractor may be declared ineligible for further Agreements with HCA. 4.27 OVERPAYMENTS TO CONTRACTOR In the event that overpayments or erroneous payments have been made to the Contractor under this Agreement, HCA will provide written notice to Contractor and Contractor shall refund the full amount to HCA within thirty (30) calendar days of the notice. If Contractor fails to make timely refund, HCA may charge Contractor one percent(1%) per month on the amount due, until paid in full. If the Contractor disagrees with HCA's actions under this section, then it may invoke the dispute resolution provisions of Section 4.13 Disputes. 4.28 PAY EQUITY 4.28.1 Contractor represents and warrants that, as required by Washington state law (Laws of 2017, Chap. 1, § 147), during the term of this Agreement, it agrees to equality among its workers by ensuring similarly employed individuals are compensated as equals. For purposes of this provision, employees are similarly employed if(i) the individuals work for Contractor, (ii) the performance of the job requires comparable skill, effort, and responsibility, and (iii) the jobs are performed under similar working conditions. Job titles alone are not determinative of whether employees are similarly employed. 4.28.2 Contractor may allow differentials in compensation for its workers based in good faith on any of the following: (i) a seniority system; (ii) a merit system; (iii) a system that measures earnings by quantity or quality of production; (iv) bona fide job- related factor(s); or(v) a bona fide regional difference in compensation levels. 4.28.3 Bona fide job-related factor(s)" may include, but not be limited to, education, training, or experience, that is: (i)consistent with business necessity; (ii) not based on or derived from a gender-based differential; and (iii) accounts for the entire differential. 4.28.4 A"bona fide regional difference in compensation level" must be(i) consistent with business necessity; (ii) not based on or derived from a gender-based differential; and (iii) account for the entire differential. 4.28.5 Notwithstanding any provision to the contrary, upon breach of warranty and Contractor's failure to provide satisfactory evidence of compliance within thirty (30) Days of HCA's request for such evidence, HCA may suspend or terminate this Agreement. 4.29 PUBLICITY 4.29.1 The award of this Agreement to Contractor is not in any way an endorsement Washington State Page 27 HCA Contract No.K3929 Health Care Authority of Contractor or Contractor's Services by HCA and must not be so construed by Contractor in any advertising or other publicity materials. 4.29.2 Contractor agrees to submit to HCA, all advertising, sales promotion, and other publicity materials relating to this Agreement or any Service furnished by Contractor in which HCA's name is mentioned, language is used, or Internet links are provided from which the connection of HCA's name with Contractor's Services may, in HCA's judgment, be inferred or implied. Contractor further agrees not to publish or use such advertising, marketing, sales promotion materials, publicity or the like through print, voice, the Web, and other communication media in existence or hereinafter developed without the express written consent of HCA prior to such use. 4.30 RECORDS AND DOCUMENTS REVIEW 4.30.1 The Contractor must maintain books, records, documents, magnetic media, receipts, invoices or other evidence relating to this Agreement and the performance of the services rendered, along with accounting procedures and practices, all of which sufficiently and properly reflect all direct and indirect costs of any nature expended in the performance of this Agreement.At no additional cost, these records, including materials generated under this Agreement, are subject at all reasonable times to inspection, review, or audit by HCA, the Office of the State Auditor, and state and federal officials so authorized by law, rule, regulation, or agreement [See 42 USC 1396a(a)(27)(B); 42 USC 1396a(a)(37)(B); 42 USC 1396a(a)(42(A); 42 CFR 431, Subpart Q; and 42 CFR 447.202]. 4.30.2 The Contractor must retain such records for a period of six(6) years after the date of final payment under this Agreement. 4.30.3 If any litigation, claim or audit is started before the expiration of the six (6) year period, the records must be retained until all litigation, claims, or audit findings involving the records have been resolved. 4.31 REMEDIES NON-EXCLUSIVE The remedies provided in this Agreement are not exclusive, but are in addition to all other remedies available under law. 4.32 RIGHT OF INSPECTION The Contractor must provide right of access to its facilities to HCA, or any of its officers, or to any other authorized agent or official of the state of Washington or the federal government, at all reasonable times, in order to monitor and evaluate performance, compliance, and/or quality assurance under this Agreement. Washington State Page 28 HCA Contract No.K3929 Health Care Authority 4.33 RIGHTS IN DATA/OWNERSHIP 4.33.1 HCA and Contractor agree that all data and work products(collectively"Work Product") produced pursuant to this Agreement will be considered a work for hire under the U.S. Copyright Act, 17 U.S.C. §101 et seq, and will be owned by HCA. Contractor is hereby commissioned to create the Work Product. Work Product includes, but is not limited to, discoveries, formulae, ideas, improvements, inventions, methods, models, processes, techniques, findings, conclusions, recommendations, reports, designs, plans, diagrams, drawings, Software, databases, documents, pamphlets, advertisements, books, magazines, surveys, studies, computer programs, films, tapes, and/or sound reproductions, to the extent provided by law. Ownership includes the right to copyright, patent, register and the ability to transfer these rights and all information used to formulate such Work Product. 4.33.2 If for any reason the Work Product would not be considered a work for hire under applicable law, Contractor assigns and transfers to HCA, the entire right, title and interest in and to all rights in the Work Product and any registrations and copyright applications relating thereto and any renewals and extensions thereof. 4.33.3 Contractor will execute all documents and perform such other proper acts as HCA may deem necessary to secure for HCA the rights pursuant to this section. 4.33.4 Contractor will not use or in any manner disseminate any Work Product to any third party, or represent in any way Contractor ownership of any Work Product, without the prior written permission of HCA. Contractor shall take all reasonable steps necessary to ensure that its agents, employees, or Subcontractors will not copy or disclose, transmit or perform any Work Product or any portion thereof, in any form, to any third party. 4.33.5 Material that is delivered under this Agreement, but that does not originate therefrom ("Preexisting Material"), must be transferred to HCA with a nonexclusive, royalty-free, irrevocable license to publish, translate, reproduce, deliver, perform, display, and dispose of such Preexisting Material, and to authorize others to do so. Contractor agrees to obtain, at its own expense, express written consent of the copyright holder for the inclusion of Preexisting Material. HCA will have the right to modify or remove any restrictive markings placed upon the Preexisting Material by Contractor. 4.33.6 Contractor must identify all Preexisting Material when it is delivered under this Agreement and must advise HCA of any and all known or potential infringements of publicity, privacy or of intellectual property affecting any Washington State Page 29 HCA Contract No.K3929 Health Care Authority Preexisting Material at the time of delivery of such Preexisting Material. Contractor must provide HCA with prompt written notice of each notice or claim of copyright infringement or infringement of other intellectual property right worldwide received by Contractor with respect to any Preexisting Material delivered under this Agreement. 4.34 RIGHTS OF STATE AND FEDERAL GOVERNMENTS In accordance with 45 C.F.R. 95.617, all appropriate state and federal agencies, including but not limited to the Centers for Medicare and Medicaid Services(CMS), will have a royalty- free, nonexclusive, and irrevocable license to reproduce, publish, translate, or otherwise use, and to authorize others to use for Federal Government purposes: (i) software, modifications, and documentation designed, developed or installed with Federal Financial Participation (FFP) under 45 CFR Part 95, subpart F; (ii) the Custom Software and modifications of the Custom Software, and associated Documentation designed, developed, or installed with FFP under this Agreement; (iii) the copyright in any work developed under this Agreement; and (iv) any rights of copyright to which Contractor purchases ownership under this Agreement. 4.35 SEVERABILITY If any provision of this Agreement or the application thereof to any person(s) or circumstances is held invalid, such invalidity will not affect the other provisions or applications of this Agreement that can be given effect without the invalid provision, and to this end the provisions or application of this Agreement are declared severable. 4.36 SITE SECURITY While on HCA premises, Contractor, its agents, employees, or Subcontractors must conform in all respects with physical, fire or other security policies or regulations. Failure to comply with these regulations may be grounds for revoking or suspending security access to these facilities. HCA reserves the right and authority to immediately revoke security access to Contractor staff for any real or threatened breach of this provision. Upon reassignment or termination of any Contractor staff, Contractor agrees to promptly notify HCA. 4.37 SUBCONTRACTING 4.37.1 Neither Contractor, nor any Subcontractors, may enter into subcontracts for any of the work contemplated under this Agreement without prior written approval of HCA. HCA has sole discretion to determine whether or not to approve any such subcontract. In no event will the existence of the subcontract operate to release or reduce the liability of Contractor to HCA for any breach in the performance of Contractor's duties. 4.37.2 Any agreement between Contractor and a Subcontractor shall include the terms and conditions that meet or exceed all requirements and conditions in Washington State Page 30 HCA Contract No.K3929 Health Care Authority this Agreement that the Contractor is required to meet when providing services to patients, clients, or persons seeking assistance, including but not limited to: (1) identification of funding sources; (b) DUNS number and zip code +4 of subcontractor; (c) determination of eligible clients; (d) payment or reimbursement arrangement in compliance with the Fiscal/Program Requirements; (e)termination of a subcontract shall be grounds for a fair hearing for the service applicant or a grievance for the recipient if similar services are immediately available in the County; (f) Contractor rights in the event of termination of a subcontract to ensure all data on services provided have been entered into the Substance Use Disorder Prevention and Mental Health Promotion Online Reporting System ("Minerva"); (g) informing service applications and recipients of their right to a grievance in the case of a denial or termination of service and/or failure to act upon a request for services with reasonable promptness; (h) audit requirements in compliance with OMB 2, Part 200, Subpart F (A-133); (i) authorizing Contractor to conduct an inspection of any and all subcontractor facilities where services are provided; (j) requiring Subcontractor to perform background checks on its employees and independent contractors used to perform the services; (k) representation and warranty that Subcontractor is not has not been debarred or suspended by any state or the federal government; (I) Business Associate Agreement in compliance with the requirements of HIPAA; (m) protection of the Confidential Information and restrictions on the providing and sharing of data; and (n) identifying unallowable uses of federal funds. 4.37.3 If at any time during the progress of the work HCA determines in its sole judgment that any Subcontractor is incompetent or undesirable, HCA will notify Contractor, and Contractor must take immediate steps to terminate the Subcontractor's involvement in the work. 4.37.4 The rejection or approval by the HCA of any Subcontractor or the termination of a Subcontractor will not relieve Contractor of any of its responsibilities under the Agreement, nor be the basis for additional charges to HCA. 4.37.5 Contractor shall submit a subcontract monitoring plan to Agreement Manager or designee fifteen (15) days prior of entering into first subcontract during Agreement period for review and HCA approval to include a plan for(a) an annual onsite review of each subcontract providing services monitoring the subcontractor's contractual, fiscal, and programmatic compliance; (b) preparation of written documentation of each on-site visit and delivery of such documentation to HCA; (c) ensuring subcontractors have entered services funded under this Agreement in the Minerva database; and (d) ensuring records of additional monitoring activities in the Contractor's subcontractor file are kept and making them available to HCA upon request, including any audit and any independent documentation. Additionally, in the event of subcontractor termination or closure, the Contractor shall withhold final payment of any Washington State Page 31 HCA Contract No.K3929 Health Care Authority subcontract until all required Minerva reporting is complete. 4.37.6 The Contractor shall ensure that subcontractors have entered services funded under this contract in Minerva. The Contractor may not require subcontractor to enter duplicate prevention service data that is entered into Minerva into an additional system. The Contractor shall ensure the proper training of staff and designated back-up staff for Minerva data entry to meet report due dates. 4.37.7 The Contractor shall maintain records of additional monitoring activities in the Contractor's subcontractor file and make them available to HCA upon request including any audit and any independent documentation. 4.38 SUBRECIPIENT 4.38.1 General If the Contractor is a subrecipient (as defined in 45 CFR 75.2 and 2 CFR 200.93) of federal awards, then the Contractor, in accordance with 2 CFR 200.501 and 45 CFR 75.501, shall: 4.38.1.1 Maintain records that identify, in its accounts, all federal awards received and expended and the federal programs under which they were received, by Catalog of Federal Domestic Assistance(CFDA) title and number, award number and year, name of the federal agency, and name of the pass-through entity; 4.38.1.2 Maintain internal controls that provide reasonable assurance that the Contractor is managing federal awards in compliance with laws, regulations, and provisions of contracts or grant agreements that could have a material effect on each of its federal programs; 4.38.1.3 Prepare appropriate financial statements, including a schedule of expenditures of federal awards; 4.38.1.4 Incorporate OMB Super Circular 2 CFR 200.501 and 45 CFR 75.501 audit requirements into all agreements between the Contractor and its Subcontractors who are subrecipients; 4.38.1.5 Comply with any future amendments to OMB Super Circular 2 CFR 200.501 and 45 CFR 75.501 and any successor or replacement Circular or regulation; 4.38.1.6 Comply with the applicable requirements of OMB Super Circular 2 CFR 200.501 and 45 CFR 75.501 and any future amendments to OMB Super Circular 2 CFR 200.501 and 45 CFR 75.501, and any successor or replacement Circular or regulation; and 4.38.1.7 Comply with the Omnibus Crime Control and Safe streets Act of 1968, Title VI of the Civil Rights Act of 1964, Section 504 of the Rehabilitation Act of 1973, Title II of the Americans with Disabilities Act of 1990, Title IX of the Education Amendments of 1972, The Washington State Page 32 HCA Contract No.K3929 Health Care Authority Age Discrimination Act of 1975, and The Department of Justice Non-Discrimination Regulations, 28 C.F.R. Part 42, Subparts C.D.E. and G, and 28 C.F.R. Part 35 and 39. (Go to http://ojp.gov/about/offices/ocr.htm for additional information and access to the aforementioned Federal laws and regulations.) 4.38.2 Single Audit Act Compliance If the Contractor is a subrecipient and expends$750,000 or more in federal awards from any and/or all sources in any fiscal year, the Contractor shall procure and pay for a single audit or a program-specific audit for that fiscal year. Upon completion of each audit, the Contractor shall: 4.38.2.1 Submit to the Authority contact person the data collection form and reporting package specified in OMB Super Circular 2 CFR 200.501 and 45 CFR 75.501, reports required by the program-specific audit guide (if applicable), and a copy of any management letters issued by the auditor; 4.38.2.2 Follow-up and develop corrective action for all audit findings; in accordance with OMB Super Circular 2 CFR 200.501 and 45 CFR 75.501, prepare a"Summary Schedule of Prior Audit Findings." 4.38.3 Overpayments 4.38.3.1 If it is determined by HCA, or during the course of a required audit, that Contractor has been paid unallowable costs under this or any Program Agreement, Contractor shall refund the full amount to HCA as provided in Section 4.27 Overpayments to Contractors. 4.39 SURVIVAL The terms and conditions contained in this Agreement that, by their sense and context, are intended to survive the completion, cancellation, termination, or expiration of the Agreement will survive. In addition, the terms of the sections titled Confidential Information Protection, Confidential Information Breach—Required Notification, Contractor's Proprietary Information, Disputes, Overpayments to Contractor, Publicity, Records and Documents Review, Rights in Data/Ownership, and Rights of State and Federal Governments will survive the termination of this Agreement. The right of HCA to recover any overpayments will also survive the termination of this Agreement. 4.40 TAXES All payments accrued on account of payroll taxes, unemployment contributions, any other taxes, insurance, or other expenses for the Contractor or its staff is the sole responsibility of the Contractor. Washington State Page 33 HCA Contract No.K3929 Health Care Authority 4.41 TERMINATION 4.41.1 TERMINATION DUE TO CHANGE IN FUNDING 4.41.1.1 If the funds that HCA relied upon to establish any Agreement are withdrawn, reduced, or limited, or if additional modified conditions are placed on such funding, and such changes materially affect the ability of HCA to provide funds or to perform under the Agreement, HCA will notify and consult with the Contractor as soon as practical and, as a last resort, may terminate this Agreement by providing at least fifteen (15) calendar days written notice to the Contractor. 4.41.1.2 If funds are available, HCA will pay the Contractor for its reasonable costs that directly relate to termination of the Agreement. The parties may identify and agree upon such costs. Such costs may include, but are not limited to, closeout costs, unemployment costs, severance pay, retirement benefits, reasonable profits, and termination costs associated with any approved subcontract. 4.41.2 TERMINATION FOR CONVENIENCE 4.41.2.1 Either party may terminate the agreement for Convenience by giving the other party at least thirty (30) days written notice. 4.41.2.2 The Contract must address such notices to: Health Care Authority Contract Services Post Office Box 42702 Olympia,Washington 98504-2702 4.41.2.3 HCA must direct such notices to the Contract contact named on the first page of the Agreement. 4.41.2.4 If either party terminates the Agreement for convenience, the terminating party may pay an amount agreed to by the parties for actual costs incurred by the non-terminating party in performance of or in reliance on the Agreement. 4.41.3 TERMINATION FOR DEFAULT 4.41.3.1 The Contracts Administrator may terminate the Agreement for Default, in whole or in part, by written notice to the Contractor ifHCA has a reasonable basis to believe the Contract has: 4.41.3.1.1 Failed to meet or maintain any requirement for contracting in this Agreement with HCA: 4.41.3.1.2 Failed to perform under any provision of the Agreement; Washington State Page 34 HCA Contract No.K3929 Health Care Authority 4.41.3.1.3 Negligently failed to ensure the health or safety of any client for whom services ae being provided under the Agreement; 4.41.3.1.4 Violated any applicable law, regulation, rule, or ordinance related to the Agreement; and/or 4.41.3.1.5 Otherwise breached any provision or condition of the Agreement. 4.41.3.2 The Contracts Administrator must give the Contractor at least ten (10) business days' notice of HCAs intent to terminate the Agreement, along with a summary of the facts supporting such termination. 4.41.3.2.1 The Contractor must have a least ten (10) business days in which to cure the default provided that it will reasonably take longer than ten (10) business days to cure the default, the cure period will be a reasonable period agreed by the parties. 4.41.3.2.2 In the event of a continuing pattern of default, the Contracts Administrator will not be required to provide a cure period. 4.41.3.2.3 The Contract Administrator is not required to offer a cure period if a client's health or safety is at risk. This provision does not apply if the alleged default is an activity related to Contractor law, custom, or practice. 4.41.3.3 The Contractor may terminate this Agreement for default, in whole or in part, by written notice to HCA if the Contractor has a reasonable basis to believe that HCA has: 4.41.3.3.1 Failed to meet or maintain any requirement for contracting with the Contractor: 4.41.3.3.2 Failed to perform under any provision of the Agreement; 4.41.3.3.3 Violated any law, regulation, rule, or ordinance applicable to work performed under the Agreement; and/or 4.41.3.3.4 Otherwise breached any provision or condition of the Washington State Page 35 HCA Contract No. K3929 Health Care Authority Agreement. 4.41.3.4 Before the Contractor may terminate the Agreement for default, the Contract must provide HCA at least ten (10) business days written notice of the Contractor's intent to terminate the Agreement, along with a summary of the facts supporting such termination. HCA must have at least ten (10 business days in which to cure the default provided that it will reasonably take longer than ten (10) business days to cure the default, the cure period must be a reasonable period agreed by the parties. 4.41.4 TERMINATION FOR WITHDRAWAL OF AUTHORITY In the event that the authority of HCA to perform any of its duties is withdrawn, reduced, or limited in any way after the commencement of this Agreement and prior to normal completion, HCA may immediately terminate this Agreement in whole or in part, by providing written notice to the Contractor. The termination will be effective on the date specified in the termination notice. HCA will be liable only for payment in accordance with the terms of this Agreement for services rendered prior to the effective date of termination. HCA agrees to notify Contractor of such withdrawal of authority at the earliest possible time. No penalty will accrue to HCA in the event the termination option in this section is exercised. This section must not so as to permit HCA to terminate this Agreement in order to acquire similar services from a third party. 4.42 TERMINATION PROCEDURES The following provisions must survive and be binding on the parties in the event the Agreement is terminated: 4.42.1 The Contract must cease to perform any services required by the Agreement as of the effective date of termination and must comply with all reasonable instructions contained in the notice of termination. 4.42.2 If requested by HCA within ten (10) business days of termination, the Contactor must, within a period not to exceed thirty (30) business days, deliver to HCA all HCA assets or property in its possession. If the Contractor does not return HCA property within thirty(30) business days of the Agreement termination, the Contractor will be charged with all reasonable costs of recovery, including transportation and attorney's fees. The Contractor must protect and preserve any property of HCA that is in the possession of the Contractor pending return to HCA. 4.42.3 HCA will be liable for an will pay for those services authorized and provided through the date of termination. HCA may pay an amount agreed to by the parties for partially completed work and services, if work products are useful to Washington State Page 36 HCA Contract No.K3929 Health Care Authority or useable by HCA. 4.42.4 If the Contracts Administrator terminates the Agreement for default, HCA may withhold a sum from the final payment to the Contractor that is reasonable and necessary to protect HCA against reasonably anticipated loss or liability. HCA must provide the Contractor with written notice of the amount withheld and the nature of the reasonable anticipated loss or liability. If it is later determined that the Contractor wan to in default, HCA must pay the amount withheld to the Contractor within ten (10) business days of determines that the Contractorwas not in default. 4.43 WAIVER Waiver of any breach of any term or condition of this Agreement will not be deemed a waiver of any prior or subsequent breach or default. No term or condition of this Agreement will be held to be waived, modified, or deleted except by a written instrument signed by the parties. Only the HCA Authorized Representative has the authority to waive any term or condition of this Agreement on behalf of HCA. 4.44 WARRANTIES 4.44.1 Contractor represents and warrants that it will perform all services pursuant to this Agreement in a professional manner and with high quality and will immediately re-perform any services that are not in compliance with this representation and warranty at no cost to HCA. 4.44.2 Contractor represents and warrants that it shall comply with all applicablelocal, State, and federal licensing, accreditation and registration requirements and standards necessary in the performance of the Services. 4.44.3 Any written commitment by Contractor within the scope of this Agreement will be binding upon Contractor. Failure of Contractor to fulfill such a commitment may constitute breach and will render Contractor liable for damages under the terms of this Agreement. For purposes of this section, a commitment by Contractor includes: (i) Prices, discounts, and options committed to remain in force over a specified period of time; and (ii) any warranty or representation made by Contractor to HCA or contained in any Contractor publications, or descriptions of services in written or other communication medium, used to influence HCA to enter into this Agreement. Washington State Page 37 HCA Contract No.K3929 Health Care Authority Attachment 1 Confidential Information Security Requirements 1. Definitions In addition to the definitions set out in Section 2 of this Agreement K3929 for CPWI Prevention Services, the definitions below apply to this Attachment. a. "Hardened Password" means a string of characters containing at least three of the following character classes: upper case letters; lower case letters; numerals; and special characters, such as an asterisk, ampersand or exclamation point. i. Passwords for external authentication must be a minimum of 10characters long. ii. Passwords for internal authentication must be a minimum of 8 characters long. iii. Passwords used for system service or service accounts must be aminimum of 20 characters long. b. "Portable/Removable Media" means any Data storage device that can be detached or removed from a computer and transported, including but not limited to: optical media (e.g. CDs, DVDs); USB drives; or flash media(e.g. CompactFlash, SD, MMC). c. "Portable/Removable Devices" means any small computing device that can be transported, including but not limited to: handhelds/PDAs/Smartphones; Ultramobile PC's, flash memory devices (e.g. USB flash drives, personal media players); and laptops/notebook/tablet computers. If used to store Confidential Information, devices should be Federal Information Processing Standards(FIPS) Level 2 compliant. d. "Secured Area" means an area to which only Authorized Users have access. Secured Areas may include buildings, rooms, or locked storage containers (such as a filing cabinet)within a room, as long as access to the Confidential Information is not available to unauthorized personnel. e. "Transmitting" means the transferring of data electronically, such as via email, SFTP, webservices, AWS Snowball, etc. f. "Trusted System(s)" means the following methods of physical delivery: (1) hand- delivery by a person authorized to have access to the Confidential Information with written acknowledgement of receipt; (2) United States Postal Service("USPS") first class mail, or USPS delivery services that include Tracking, such as Certified Mail, Express Mail or Registered Mail; (3)commercial delivery services (e.g. FedEx,UPS, Washington State Page 38 HCA Contract No.K3929 Health Care Authority DHL)which offer tracking and receipt confirmation; and (4)the Washington State Campus mail system. For electronic transmission, the Washington State Governmental Network(SGN) is a Trusted System for communications within that Network. g. "Unique User ID" means a string of characters that identifies a specific user and which, in conjunction with a password, passphrase, or other mechanism, authenticates a user to an information system. 2. Confidential Information Transmitting a. When transmitting HCA's Confidential Information electronically, including via email, the Data must be encrypted using NIST 800-series approved algorithms (http://csrc.nist.gov/publications/PubsSPs.html). This includes transmission over the public internet. b. When transmitting HCA's Confidential Information via paper documents, the Receiving Party must use a Trusted System. 3. Protection of Confidential Information The Contractor agrees to store Confidential Information as described: a. Data at Rest: i. Data will be encrypted with NIST 800-series approved algorithms. Encryption keys will be stored and protected independently of the data. Access to the Data will be restricted to Authorized Users through the use of access control lists, a Unique User ID, and a Hardened Password, or other authentication mechanisms which provide equal or greater security, such as biometrics or smart cards. Systems which contain or provide access to Confidential Information must be located in an area that is accessible only to authorized personnel, with access controlled through use of a key, card key, combination lock, or comparable mechanism. ii. Data stored on Portable/Removable Media or Devices: • Confidential Information provided by HCA on Removable Media will be encrypted with NIST 800-series approved algorithms. Encryption keyswill be stored and protected independently of the Data. • HCA's data must not be stored by the Receiving Party on Portable Devices or Media unless specifically authorized within the Data Share Agreement. If so authorized, the Receiving Party must protect the Data by: Washington State Page 39 HCA Contract No.K3929 Health Care Authority 1. Encrypting with NIST 800-series approved algorithms. Encryption keys will be stored and protected independently of the data; 2. Control access to the devices with a Unique User ID and Hardened Password or stronger authentication method such as a physical token or biometrics; 3. Keeping devices in locked storage when not in use; 4. Using check-in/check-out procedures when devices are shared; 5. Maintain an inventory of devices; and 6. Ensure that when being transported outside of a Secured Area,all devices with Data are under the physical control of an Authorized User. b. Paper documents. Any paper records containing Confidential Information must be protected by storing the records in a Secured Area that is accessible only to authorized personnel. When not in use, such records must be stored in a locked container, such as a file cabinet, locking drawer, or safe, to which only authorized persons have access. 4. Confidential Information Segregation HCA Confidential Information received under this Contract must be segregated or otherwise distinguishable from non-HCA data. This is to ensure that when no longer needed by the Contractor, all HCA Confidential Information can be identified for return or destruction. It also aids in determining whether HCA Confidential Information has or may have been compromised in the event of a security Breach. a. The HCA Confidential Information must be kept in one of the following ways: i. on media(e.g. hard disk, optical disc, tape, etc.)which will contain only HCA Data; or ii. in a logical container on electronic media, such as a partition or folder dedicated to HCA's Data; or iii. in a database that will contain only HCA Data; or iv. within a database and will be distinguishable from non-HCA Data by the value of a specific field or fields within database records; or v. when stored as physical paper documents, physically segregated from non- HCA Data in a drawer, folder, or other container. Washington State Page 40 HCA Contract No.K3929 Health Care Authority b. When it is not feasible or practical to segregate HCA Confidential Information from non-HCA data, then both the HCA Confidential Information and the non-HCA data with which it is commingled must be protected as described in thisAttachment. 5. Confidential Information Shared with Subcontractors If HCA Confidential Information provided under this Contract is to be shared with a Subcontractor, the contract with the Subcontractor must include all of the Confidential Information Security Requirements. 6. Confidential Information Disposition When the Confidential Information is no longer needed, except as noted below, the Confidential Information must be returned to HCA or destroyed. Media are to be destroyed using a method documented within NIST 800-88 (http://csrc.nist.gov/publications/PubsSPs.html). a. For HCA's Confidential Information stored on network disks, deleting unneeded Confidential Information is sufficient as long as the disks remain in a Secured Area and otherwise meet the requirements listed in Section 3, above. Destruction of the Confidential Information as outlined in this section of this Attachment may be deferred until the disks are retired, replaced, or otherwise taken out of the Secured Area. Washington State Page 41 HCA Contract No.K3929 Health Care Authority ATTACHMENT 2 FEDERAL COMPLIANCE, CERTIFICATIONS, AND ASSURANCES In the event federal funds are included in this agreement,the following sections apply: I.Federal Compliance and II.Standard Federal Assurances and Certifications. In the instance of inclusion of federal funds,the Contractor may be designated as a sub-recipient and the effective date of the amendment shall also be the date at which these requirements go into effect. FEDERAL COMPLIANCE-The use of federal funds requires additional compliance and control mechanisms to be in place. The following represents the majority of compliance elements that may apply to any federal funds provided under this contract. For clarification regarding any of these elements or details specific to the federal funds in this contract, contact:Alicia Hughes for SOR, or Sarah Mariani for PFS. a. Source of Funds:This agreement is being funded partially or in full through Cooperative Agreement number 1H79T1081705-01 (SOR), the full and complete terms and provisions of which are hereby incorporated into this agreement can be found by reference in Attachment 4. Federal funds to support this agreement are identified by the Catalog of Federal Domestic Assistance(CFDA)number 93.778 an amount to$93,418. The sub-awardee is responsible for tracking and reporting the cumulative amount expended under HCA Contract No. K3929. Source of Funds:This agreement is being funded partially or in full through Cooperative Agreement number 1H79SP080980-01 (PFS 2018),the full and complete terms and provisions of which are hereby incorporated into this agreement can be found by reference in Attachment 5. Federal funds to support this agreement are identified by the Catalog of Federal Domestic Assistance(CFDA) number 93.243 and amount to$51,177. The sub-awardee is responsible for tracking and reporting the cumulative amount expended under HCA Contract No. K3929. Source of Funds:This agreement is being funded partially or in full through Cooperative Agreement number T1010057(SABG),the full and complete terms and provisions of which are hereby incorporated into this agreement can be found by reference in Attachment 5. Federal funds to support this agreement are identified by the Catalog of Federal Domestic Assistance(CFDA)number 94.959 and amount to$161,434. The sub-awardee is responsible for tracking and reporting the cumulative amount expended under HCA Contract No. K3929. Source of Funds:This agreement is being funded partially or in full through Cooperative Agreement number 6H79T1026803-02M001 (STR NCE), the full and complete terms and provisions of which are hereby incorporated into this agreement can be found by reference in Attachment 5. Federal funds to support this agreement are identified by the Catalog of Federal Domestic Assistance(CFDA)number 93.788 and amount to$0. The sub-awardee is responsible for tracking and reporting the cumulative amount expended under HCA Contract No. K3929. Source of Funds:This agreement is being funded partially or in full through Cooperative Agreement number 7U79SP023011-01 (PFS 2013 NCE), the full and complete terms and provisions of which are hereby incorporated into this agreement can be found by reference in Attachment 5. Federal funds to Washington State Page 42 HCA Contract No.K3929 Health Care Authority support this agreement are identified by the Catalog of Federal Domestic Assistance(CFDA) number 93.243 and amount to$0. The sub-awardee is responsible for tracking and reporting the cumulative amount expended under HCA Contract No. K3929. b. Period of Availability of Funds: Pursuant to 45 CFR 92.23, Sub-awardee may charge to the award only costs resulting from obligations of the funding period specified in 1 H79T1081705-01, IH79SP080980-01,T1010057,6H79T1026803-02M001,and/or 7U79SP023011-01 unless carryover of unobligated balances is permitted, in which case the carryover balances may be charged for costs resulting from obligations of the subsequent funding period.All obligations incurred under the award must be liquidated no later than 90 days after the end of the funding period. c. Single Audit Act:A sub-awardee(including private, for-profit hospitals and non-profit institutions) shall adhere to the federal Office of Management and Budget(OMB)Super Circular 2 CFR200.501 and 45 CFR 75.501. A sub-awardee who expends$750,000 or more in federal awards during a given fiscal year shall have a single or program-specific audit for that year in accordance with the provisions of OMB Super Circular 2 CFR 200.501 and 45 CFR 75.501. d. Modifications:This agreement may not be modified or amended, nor may any term or provision be waived or discharged, including this particular Paragraph, except in writing, signed upon by both parties. 1. Examples of items requiring Health Care Authority prior written approval include,but arenot limited to, the following: i. Deviations from the budget and Project plan. ii. Change in scope or objective of the agreement. iii. Change in a key person specified in the agreement. iv. The absence for more than three months or a 25%reduction in time by the Project Manager/Director. v. Need for additional funding. vi. Inclusion of costs that require prior approvals as outlined in the appropriate cost principles. vii. Any changes in budget line item(s)of greater than twenty percent(20%)of the total budget in this agreement. 2. No changes are to be implemented by the Sub-awardee until a written notice of approval is received from the Health Care Authority. e. Sub-Contracting: The sub-awardee shall not enter into a sub-contract for any of the work performed under this agreement without obtaining the prior written approval of the Health Care Authority. If sub- contractors are approved by the Health Care Authority, the subcontract, shall contain,at a minimum, sections of the agreement pertaining to Debarred and Suspended Vendors, Lobbying certification, Audit requirements, and/or any other project Federal, state, and local requirements. f. Condition for Receipt of Health Care Authority Funds: Funds provided by Health Care Authority to the sub-awardee under this agreement may not be used by the sub-awardee as a match or cost-sharing provision to secure other federal monies without prior written approval by the Health Care Authority. g. Unallowable Costs: The sub-awardees'expenditures shall be subject to reduction for amounts included in any invoice or prior payment made which determined by HCA not to constituteallowable costs on the basis of audits, reviews, or monitoring of this agreement. h. Citizenship/Alien Verification/Determination:The Personal Responsibility and Work Opportunity Reconciliation Act(PRWORA)of 1996(PL 104-193) states that federal public benefits should be made available only to U.S. citizens and qualified aliens. Entities that offer a service defined as a "federal public benefit"must make a citizenship/qualified alien determination/verification of applicants at the time of application as part of the eligibility criteria. Non-US citizens and unqualified aliens are not eligible to receive the services. PL 104-193 also includes specific reporting requirements. Washington State Page 43 HCA Contract No.K3929 Health Care Authority i. Federal Compliance:The sub-awardee shall comply with all applicable State and Federal statutes, laws, rules, and regulations in the performance of this agreement, whether included specifically in this agreement or not. j. Civil Rights and Non-Discrimination Obligations During the performance of this agreement,the Contractor shall comply with all current and future federal statutes relating to nondiscrimination. These include but are not limited to: Title VI of the Civil Rights Act of 1964 (PL 88-352),Title IX of the Education Amendments of 1972 (20 U.S.C.§§ 1681-1683 and 1685-1686), section 504 of the Rehabilitation Act of 1973(29 U.S.C. §794), the Age Discrimination Act of 1975(42 U.S.C. §§6101- 6107), the Drug Abuse Office and Treatment Act of 1972 (PL 92-255), the Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970 (PL 91-616), §§523 and 527 of the Public Health Service Act of 1912 (42 U.S.C. §§290dd-3 and 290ee-3), Title VIII of the Civil Rights Act of 1968(42 U.S.C. §§3601 et seq.), and the Americans with Disability Act(42 U.S.C., Section 12101 et seq.) http:/lwww.hhs.gov/ocr/civilrights HCA Federal Compliance Contact Information Federal Grants and Budget Specialist Health Care Policy Washington State Health Care Authority Post Office Box 42710 Olympia,Washington 98504-2710 11. CIRCULARS 'COMPLIANCE MATRIX'-The following compliance matrix identifies the OMB Circulars that contain the requirements which govern expenditure of federal funds.These requirements apply to the Washington State Health Care Authority(HCA), as the primary recipient of federal funds and then follow the funds to the sub-awardee, Longview School District 122. The federal Circulars which provide the applicable administrative requirements,cost principles and audit requirements are identified by sub-awardee organization type. Ill. OMB CIRCULAR ENTITY TYPE ADMINISTRATIVE COST AUDIT REQUIREMENTS REQUIREMENTS PRINCIPLES State. Local and Indian OMB Super Circular 2 CFR 200.501 and 45 CFR 75.501 Tribal Governments and Governmental Hospitals Non-Profit Organizations and Non-Profit Hospitals Colleges or Universities and Affiliated Hospitals For-Profit Organizations Washington State Page 44 HCA Contract No.K3929 Health Care Authority Definitions: "Sub-recipient";means the legal entity to which a sub-award is made and which is accountable to the State for the use of the funds provided in carrying out a portion of the State's programmatic effort under a sponsored project.The term may include institutions of higher education,for-profit corporations or non-U.S.Based entities. "Sub-award and Sub-grant"are used interchangeably and mean a lower tier award of financial support from a prime awardee(e.g.,Washington State Health Care Authority)to a Sub-recipient for the performance of a substantive portion of the program.These requirements do not apply to the procurement of goods and services for the benefit of the Washington State Health Care Authority. IV. STANDARD FEDERAL CERTIFICATIONS AND ASSURANCES - Following are the Assurances, Certifications, and Special Conditions that apply to all federally funded (in whole or in part) agreements administered by the Washington State Health Care Authority. CERTIFICATIONS b) have not within a 3-year period preceding this 1. CERTIFICATION REGARDING contract been convicted of or had a DEBARMENT AND SUSPENSION The undersigned (authorized official signing for the contracting organization) certifies to the best of his or her knowledge and belief, that the contractor, defined as the primary participant in accordance with 45 CFR Part 76, and its principals: a) are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any Federal Department or agency; Washington State Page 45 HCA Contract No.K3929 Health Care Authority stolen property; civil judgment rendered against them for commission of fraud or a criminal offense in connection c) are not presently indicted or otherwise with obtaining, attempting to criminally or civilly charged by a obtain, or performing a public governmental entity (Federal, State, or (Federal, State, or local) local) with commission of any of the transaction or contract under a offenses enumerated in paragraph (b) of public transaction; violation of this certification; and Federal or State antitrust statutes or commission of embezzlement, theft, forgery, bribery,falsification d) have not within a 3-year period preceding or destruction of records, making this contract had one or more public false statements, or receiving Washington State Page 46 HCA Contract No.K3929 Health Care Authority transactions(Federal, State, or local) will be taken against employees for terminated for cause or default. violation of such prohibition; Should the contractor not be able to provide b) Establishing an ongoing drug-free this certification, an explanation as to why awareness program to inform employees should be placed after the assurances page about (1) The dangers of drug abuse in the in the contract. workplace; (2) The contractor's policy of maintaining The contractor agrees by signing this a drug-free workplace; contract that it will include, without (3) Any available drug counseling, modification, the clause titled "Certification rehabilitation, and employee assistance Regarding Debarment, Suspension, In programs; and eligibility, and Voluntary Exclusion--Lower (4) The penalties that may be imposed Tier Covered Transactions" in all lower tier upon employees for drug abuse covered transactions (i.e., transactions with violations occurring in the workplace; sub-grantees and/or contractors) and in all solicitations for lower tier covered transactions in accordance with 45 CFRPart c) Making it a requirement that each 76. employee to be engaged in the performance of the contract be given a copy of the statement required by paragraph (a) above; 2. CERTIFICATION REGARDING DRUG- d) Notifying the employee in the statement FREE WORKPLACE REQUIREMENTS required by paragraph (a), above, that, as a condition of employment under the contract, the employee will— The undersigned (authorized official signing (1) Abide by the terms of the statement; for the contracting organization) certifiesthat and the contractor will, or will continue to, provide a drug-free workplace in accordance with 45 (2) Notify the employer in writing of his or CFR Part 76 by: her conviction for a violation of a criminal drug statute occurring in the workplace no later than five calendar days after such conviction; a) Publishing a statement notifying employees that the unlawful manufacture, distribution, dispensing, possession or use of a controlled e) Notifying the agency in writing within ten substance is prohibited in the grantee's calendar days after receiving notice workplace and specifying the actions that under paragraph (d)(2) from an Washington State Page 46 HCA Contract No.K3929 Health Care Authority employee or otherwise receiving actual Washington State Page 47 HCA Contract No.K3929 Health Care Authority Olympia, WA 98504-2700 (1) 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 3. CERTIFICATION employee of Congress, or an employee REGARDING of a Member of Congress in connection LOBBYING Title 31, United States Code,Section 1352, entitled "Limitation on use of appropriated funds to influence certain Federal contracting and financial transactions," generally prohibits recipients of Federal grants and cooperative agreements from using Federal (appropriated) funds for lobbying the Executive or Legislative Branches of the Federal Government in connection with a SPECIFIC grant or cooperative agreement. Section 1352 also requires that each person who requests or receives a Federal grant or cooperative agreement must disclose lobbying undertaken with non-Federal (nonappropriated) funds. These requirements apply to grants and cooperative agreements EXCEEDING $100,000 in total costs (45 CFR Part 93). The undersigned (authorized official signing for the contracting organization) certifies, to the best of his or her knowledge and belief,that: Washington State Page 48 HCA Contract No.K3929 Health Care Authority notice of such conviction. Employers of convicted employees must provide PO Box 42700 notice, including position title, to every contract 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 grant; f) Taking one of the following actions, within 30 calendar days of receiving notice under paragraph (d) (2), with respect to any employee who is so convicted— (1) 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 (2) 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; g) Making a good faith effort to continue to maintain a drug-free workplace through implementation of paragraphs (a), (b), (c), (d), (e), and (f). For purposes of paragraph (e) regarding agency notification of criminal drug convictions, Authority has designated the following central point for receipt of such notices: Legal Services Manager WA State Health Care Authority Washington State Page 49 HCA Contract No.K3929 Health Care Authority Medicaid, or facilities where WIC coupons certification required below will not necessarily result in denial of participation in are redeemed. Failure to comply with the provisions of the law may result in the imposition of a civil monetary penalty of up to$1,000 for each violation and/or the imposition of an administrative compliance order on the responsible entity. By signing the certification, the undersigned certifies that the contracting organization will comply with the requirements of the Act and will not allow smoking within any portion of any indoor facility used for the provision of services for children as defined by the Act. The contracting organization agrees that it will require that the language of this certification be included in any subcontracts which contain provisions for children's services and that all sub-recipients shall certify accordingly. The Public Health Services strongly encourages all recipients to provide a smoke-free workplace and promote the non- use of tobacco products.This is consistent with the PHS mission to protect and advance the physical and mental health of the American people. 6. CERTIFICATION REGARDING DEBARMENT, SUSPENSION, AND OTHER RESPONSIBILITY MATTERS INSTRUCTIONS FOR CERTIFICATION 1) By signing and submitting this proposal, the prospective contractor is providing the certification set out below. 2) The inability of a person to provide the Washington State Page 50 HCA Contract No.K3929 Health Care Authority this covered transaction. The learns that its certification was erroneous prospective contractor shall submit when submitted or has become erroneous by an explanation of why it cannot reason of changed circumstances. provide the certification set out 5) The terms covered transaction, debarred, below. The certification or suspended, ineligible, lower tier covered explanation will be considered in transaction, participant, person, primary connection with the department or covered transaction, principal, proposal, and agency's determination whether to voluntarily excluded, as used in this clause, enter into this transaction. However, have the meanings set out in the Definitions failure of the prospective contractor and Coverage sections of the rules to furnish a certification or an implementing Executive Order 12549. You explanation shall disqualify such may contact the person to whom this contract person from participation in this is submitted for assistance in obtaining a transaction, copy of those regulations. 3) The certification in this clause is a 6) The prospective contractor agrees by material representation of fact upon submitting this contract that, should the which reliance was placed when the proposed covered transaction be entered department or agency determined to into,it shall not knowingly enter into any lower enter into this transaction. If it is later tier covered transaction with a person who is determined that the prospective debarred, suspended, declared ineligible, or contractor knowingly rendered an voluntarily excluded from participation in this erroneous certification, in addition to covered transaction, unless authorized by other remedies available to the Authority. Federal Government, the 7) The prospective contractor further agrees by department or agency may submitting this contract that it will include the terminate this transaction for cause clause titled "Certification Regarding of default. Debarment, Suspension, Ineligibility and 4) The prospective contractor shall Voluntary Exclusion -- Lower Tier Covered provide immediate written notice to Transaction," provided by HHS, without the department or agency to whom modification, in all lower tier covered this contract is submitted if at any time the prospective contractor Washington State Page 51 HCA Contract No.K3929 Health Care Authority transactions and in all solicitations for lower in connection with obtaining, attempting to tier covered transactions. 8) A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that it is not debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant may decide the method and frequency by which it determines the eligibility of its principals. Each participant may, but is not required to, check the Non-procurement List(of excluded parties). 9) Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of a participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. 10) Except for transactions authorized under paragraph 6 of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction, in addition to other remedies available to the Federal Government, Authority may terminate this transaction for cause or default. 7. CERTIFICATION REGARDING DEBARMENT, SUSPENSION, AND OTHER RESPONSIBILITY MATTERS - - PRIMARY COVERED TRANSACTIONS 1) The prospective contractor certifies to the best of its knowledge and belief,that it and its principals: a) Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any Federal department or agency; b) Have not within a three-year period preceding this contract been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense Washington State Page 52 HCA Contract No.K3929 Health Care Authority