HomeMy WebLinkAboutConsejo CounselingMASON COUNTY
PROFESSIONAL SERVICES CONTRACT
CONTRACT # CC°2018.1
THIS CONTRACT is made and entered into by and between Mason County, hereinafter referred to as
"COUNTY" and Consejo Counseling, hereinafter referred to as "CONTRACTOR."
Consejo
Counseling
Contracted
Entity
Address
627
W.
Franklin
St.
Shelton,
WA
98584
City,
State,
Zip
Code
Phone
206-461-4880
Primary
Contact
Name,
Title
Mario
E.
Paredes
206-461-4880;
MarioParedes@ConsejoCounseling.org
Primary
Contact
Phone
&
E-mail
Ashlea
Gentry
Contractor
Fiscal
Contact
206-461-4880;
Contractor
Fiscal
Phone
&
Email
agentry@ConsejoCounseling.org
Washington
State
UBI#
600-287-044
91-1021247
Federal
EIN
Total
Award/Contract
Value
$
37,500
July
1,
2018-December
31,
2019
Contract
Term
Duration
County
Contract
Contact
Lydia
Buchheit,
Community
Health
Manager
cojnasonma,ps,
360-427-9670
ext
404
County
Contract
Email
& Phone
Ilaycliab
County
Fiscal
Contact
Casey
Bingham,
Fiscal
Manager
Caseyb@co.mason.wa.us
360-427-9670
562
County
Fiscal
Email
& Phone
ext.
FURPOSE.
The purpose of this contract/grant is to assist the COUNTY in the delivery of chemical dependency or
mental health treatment programs and services pursuant to the Revised Code of Washington and
according to the Mason County 5-year plan.
COUNTY and CONTRACTOR, as defined above, acknowledge and accept the terms of this contract
and EXHIBITS and have executed this contract on the date below to start as of the date and year
referenced above. The rights and obligations of both parties to this contract are governed by this
contract including Special Conditions, General Terms and Conditions, Exhibits, and the following
other documents incorporated by reference: RFP Application, instructions and disclosures.
CONTRACTOR BOARD OF COUNTY COMMISSIONERS
MASON COUNTY, WASHINGTON
Grnscic Co Li -all
Agency Name
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Authorize Signature)
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Print Name & Title
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Date
Randy Neatherlin, Chair
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Date
APPROVED AS TO FORM:
Tim Whitehead, Chief DPA
Professional Services Contract (rev 05/2018) Page 1
Special Conditions
CONTRACTOR agrees to the following. The award of funds does not guarantee that the
CONTRACTOR will receive funding if special conditions are not met. The following documents are
requirements and must be received within 30 days of contract award starting date for the
CONTRACTOR to submit an invoice and receive funding.
1. CONTRACT REQUIREMENTS to receive funding:
a. Certificate of Insurance (see requirements Exhibit E)
b. Organizations Strategic Plan (if available)
c. Annual Report (if available)
d. Overall Organizational Budget (previous calendar or fiscal year)
e. Organizational Chart
f. Program Policies and Procedures
g. Job Descriptions of personnel working directly or indirectly in the program
h. Contract Orientation: a mandatory contract orientation for executive directors and one
board member will be held in July. Failure to attend can result in contract termination.
Funding Source: Treatment Sales Tax (1 /10th of 1 %Sales & Use Tax)
General Terms and Conditions
Scope of Services:
CONTRACTOR agrees to provide COUNTY all services and any materials as set forth as identified in
Exhibit A SCOPE OF SERVICES, Treatment Sales Tax RFP Application, instructions and disclosures
during the CONTRACT period. No material, labor or facilities will be furnished by COUNTY, unless
otherwise provided for in the CONTRACT.
Term:
Services provided by CONTRACTOR prior to or after the term of this CONTRACT shall be performed
at the expense of CONTRACTOR and are not compensable under this CONTRACT unless both
parties hereto agree to such provision in writing. The term of this CONTRACT may be extended by
mutual consent of the parties; provided, however, that the CONTRACT is in writing and signed by
both parties.
Extension:
The duration of this CONTRACT may be extended by mutual written consent of the parties, for a
period of up to one year, and for a total of no longer than three years.
Independent Contractor:
CONTRACTOR's services shall be furnished by the CONTRACTOR as an independent contractor,
and nothing herein contained shall be construed to create a relationship of employer -employee. All
payments made hereunder, and all services performed shall be made and performed pursuant to this
CONTRACT by the CONTRACTOR as an independent contractor.
CONTRACTOR acknowledges that the entire compensation for this CONTRACT is specified in
Exhibit C-Budget, and the CONTRACTOR is not entitled to any benefits including, but not limited to:
vacation pay, holiday pay, sick leave pay, medical, dental, or other insurance benefits, or any other
rights or privileges afforded to employees of COUNTY. The CONTRACTOR represents that he/she/it
maintains a separate place of business, serves clients other than COUNTY, will report all income and
expense accrued under this CONTRACT to the Internal Revenue Service, and has a tax account with
the State of Washington Department of Revenue for payment of all sales and use and Business and
Occupation taxes collected by the State of Washington. CONTRACTOR will be responsible for and
will pay all taxes related to the receipt of payments from the COUNTY.
Professional Services Contract (rev 05/2018) Page 2
CONTRACTOR will defend, indemnify and hold harmless COUNTY, its officers, agents or employees
from any loss or expense, including, but not limited to, settlements, judgments, setoffs, attorneys' fees
or costs incurred by reason of claims or demands because of breach of the provisions of this
paragraph.
Payment:
COUNTY will reimburse CONTRACTOR for actual expenditures incurred each month, according to
the terms provided in EXHIBIT B, provided that COTNRACTOR performs the services and submits all
reporting to a satisfactory level. Monthly expenditures will be reported using the template provided.
Payment is on the assumption that State and local funds are available to the COUNTY for
disbursement to the CONTRACTOR and have been expended and program requirements met, or
earlier in the event of non-compliance. If State or local funds are not available to the COUNTY, the
COUNTY reserves the right to amend the payment terms and the amount of the maximum contract
total. The term of this CONTRACT begins on the Effective Date, and the CONTRACTOR agrees not
to incur any expenses on the program using COUNTY funding prior to the effective date. The
CONTRACT end date is June 30, 2019, or earlier in the event of non-compliance.
Payment Information:
CONTRACTOR agrees to complete or make sure a current Vendor Payment Form is on file providing
the COUNTY with all information necessary to correctly issue such payments. If CONTRACTOR fails
to provide such information in response to the COUNTY'S written request, then the COUNTY may
withhold payments to CONTRATOR until CONTRATOR provides such information.
Budget:
CONTRACTOR further agrees that funds provided under this CONTRACT will be expended as
specifically itemized line by line in the Budget provided in Exhibit C, and that CONTRACTOR will
follow the Budget Amendment Process for quarterly expense transfers within a budget category (i.e.
operations, administration, facilities support). Budget transfers will not be made unless approved by
the COUNTY. Late requests will not be accepted.
Duplicate Payment:
The COUNTY shall not pay CONTRACTOR, if the CONTRACTOR has charged or will charge any
other party under any other Grant, subgrant/subcontract, or agreement, for the same services or
expenses. If it is determined that CONTRACTOR has received duplicate payment, the
CONTRACTOR must pay back the COUNTY for these expenses.
Recordkeeping:
COTNRACTOR agrees to keep records in an easily read form sufficient to account for all receipts and
expenditures of contract funds. These records, as well as supporting documentation, will be archived
by the CONTRACTOR'S office for at least six (6) years after the end of the contract. CONTRACTOR
agrees to make such books, records, and supporting documentation available to the COUNTY for
inspection when requested.
Accounting and Payment for CONTRACTOR Services:
Payment to the CONTRACTOR for services rendered under this CONTRACT shall be as set forth in
"Exhibit C BUDGET." Where Exhibit "C" requires payments by the COUNTY, payment shall be based
upon written claims supported, unless otherwise provided in Exhibit "C," by documentation of units of
work performed and amounts earned, including, where appropriate, the actual number of days worked
each month, total number of hours for the month, and the total dollar payment requested, to comply
with municipal auditing requirements. Acceptable invoices will be processed within 30 days of receipt.
Unless specifically stated in Exhibit "C" or approved in writing in advance by the official executing this
CONTRACT for COUNTY or his or her designee (hereinafter referred to as the "Administrative
Officer"). COUNTY will not reimburse the CONTRACTOR for any costs or expenses incurred by the
CONTRACTOR in the performance of this CONTRACT. Where required, COUNTY shall, upon
receipt of appropriate documentation, compensate the CONTRACTOR, no more often than monthly,
Professional Services Contract (rev 05/2018) Page 3
in accordance with COUNTY's customary procedures, pursuant to the schedule set forth in Exhibit "A"
Scope of Services.
Reporting and Other Contract Requirements:
CONTRACTOR agrees to submit program and expense reports, as well as perform all other
requirements outlined in Exhibit A Scope of Services, on or before the dates indicated therein. The
COUNTY reserves the right to aggregate, disaggregate, analyze, reproduce, and/or disseminate the
data provided in program reports, financial activity reports, or any other reports submitted to the
COUNTY with respect to the program.
Federal and State Benchmarks, Data Collection, and Evaluation:
The Department of Housing and Urban Development (HUD) and the Department of Commerce may
require additional reporting of programs and continuums of care directly or indirectly related to the
funding awarded such as, but not limited to, Coordinated Entry, Data Quality, Data Timeliness,
Housing Inventory Report, Annual Performance Report, Point in Time Count and System
Performance Measures. CONTRACTOR agrees to participate in these evaluation efforts, meet
individual benchmarks that contribute to the system and will fulfill the data collection and reporting
requirements specified at the time of the request. It will be the obligation of the COUNTY
representatives, CONTRACTOR and other contractors to provide protections and assurances
regarding the confidentiality of data, samples of work (in any media format) and/or interview
comments provided by participants. COTNRACTOR also agrees to provide the COUNTY with the
results of any independent or self -directed evaluation or research undertaken in respect to the funded
program.
Withholding Payment:
In the event the CONTRACTOR has failed to perform any obligation under this CONTRACT within the
times set forth in this CONTRACT, then COUNTY may, upon written notice, withhold from amounts
otherwise due and payable to CONTRACTOR, without penalty, until such failure to perform is cured
or otherwise adjudicated. Withholding under this clause shall not be deemed a breach entitling
CONTRACTOR to termination or damages, provided that COUNTY promptly gives notice in writing to
the CONTRACTOR of the nature of the default or failure to perform, and in no case more than ten
(10) days after it determines to withhold amounts otherwise due. A determination of the
Administrative Officer set forth in a notice to the CONTRACTOR of the action required and/or the
amount required to cure any alleged failure to perform shall be deemed conclusive, except to the
extent that the CONTRACTOR acts within the times and in strict accord with the provisions of the
Disputes clause of this CONTRACT. COUNTY may act in accordance with any determination of the
Administrative Officer which has become conclusive under this clause, without prejudice to any other
remedy under the CONTRACT, to take all or any of the following actions: (1) cure any failure or
default, (2) to pay any amount so required to be paid and to charge the same to the account of the
CONTRACTOR, (3) to set off any amount so paid or incurred from amounts due or to become due the
CONTRACTOR. In the event the CONTRACTOR obtains relief upon a claim under the Disputes
clause, no penalty or damages shall accrue to CONTRACTOR by reason of good faith withholding by
COUNTY under this clause.
Taxes:
CONTRACTOR understands and acknowledges that COUNTY will not withhold Federal or State
income taxes. Where required by State or Federal law, the CONTRACTOR authorizes COUNTY to
withhold for any taxes other than income taxes (i.e., Medicare). All compensation received by the
CONTRACTOR will be reported to the Internal Revenue Service at the end of the calendar year in
accordance with the applicable IRS regulations. It is the responsibility of the CONTRACTOR to make
the necessary estimated tax payments throughout the year, if any, and the CONTRACTOR is solely
liable for any tax obligation arising from the CONTRACTOR's performance of this CONTRACT. The
CONTRACTOR hereby agrees to indemnify COUNTY against any demand to pay taxes arising from
the CONTRACTOR's failure to pay taxes on compensation earned pursuant to this CONTRACT.
Professional Services Contract (rev 05/2018) Page 4
COUNTY will pay sales and use taxes imposed on goods or services acquired hereunder as required
by law. The CONTRACTOR must pay all other taxes, including, but not limited to, Business and
Occupation Tax, taxes based on the CONTRACTOR's gross or net income, or personal property to
which COUNTY does not hold title. COUNTY is exempt from Federal Excise Tax.
No Guarantee of Employment:
The performance of all or part of this CONTRACT by the CONTRACTOR shall not operate to vest any
employment rights whatsoever and shall not be deemed to guarantee any employment of
CONTRACTOR or any employee of CONTRACTOR or any sub -contractor or any employee of any
sub -contractor by COUNTY now or in the future.
Intellectual Property:
COTNRACTOR shall retain all copyrights and other intellectual property rights to written work
produced because of this award, including but not limited to, work product listed in SCOPE OF
SERVICES CONTRACTOR grants to COUNTY a nonexclusive, irrevocable, perpetual, and royalty -
free license to access, reproduce, publish, copy, or otherwise use such written work. Program
materials may be reproduced (but not morphed, amended, revised, or redesigned) by any other party,
o n a worldwide, non-exclusive basis and without fee in connection with their own educational or
program purposes, but may not be used in connection with sales or distribution for profit. The owner
must approve any use of project materials not specifically permitted under this provision, in advance
and in writing. As appropriate, all materials shall contain an attribution of ownership.
Third -Party Rights:
CONTRACTOR warrants that written work product(s) produced under the terms of this CONTRACT
will not infringe, misappropriate, or violate the rights of any third party, or incorporate or be derived
from the intellectual property of any third party, without the COUNTY'S prior written consent.
Audit Provisions and Non -Compliance:
Throughout the course of the CONTRACT term, the COUNTY will monitor compliance with contract
requirements outlined in Exhibit A Scope of Services. If the COUNTY, a) encounters non-compliance
with the terms outlined in the CONTRACT on the part of the CONTRACTOR, or (b) is not satisfied, in
its sole discretion, with the quality of CONTRACTOR'S work, the COUNTY will follow to make a
reasonable attempt to assist CONTRACTOR with technical assistance to resolve issues that impede
quality and compliance. If compliance and/or quality issues are not resolved through standard
technical assistance, or reasonable efforts to provide such assistance, CONTRACTOR will be
e ngaged in corrective action through a Corrective Actions and/or Performance Improvement Plan, as
o utlined in Exhibit D. Failure to meet the corrective actions can result in early contract termination, as
o utlined in Exhibit D.
Contract Close out:
Final payment is contingent upon the CONTRACTOR'S ability to provide the COUNTY with all
invoices and work product including; plans, narrative reports, and data reports, to release the final
payment for services within sixty (60) calendar days of contract completion or termination. The
COUNTY shall have no further obligation to pay CONTRACTOR if any invoices or reports are past
due for the sixty (60) day period following the contract term end date.
Early Termination:
The COUNTY may terminate the contract prior to the end of the term if satisfactory compliance is not
reached after reasonable efforts have been made to restore compliance, as outlined in Exhibit D. In
the case of such termination, CONTRATOR is required to immediately repay the full amount of any
funds which CONTRACTOR did not spend as of the date of the notice of termination.
CONTRACTOR must submit a final invoice and all reports to a satisfactory level within sixty (60) days
of termination to receive payment for any services up until the day of termination. The COUNTY shall
have no further obligation to pay CONTRACTOR if any invoices or reports are past due for the sixty
(60) day period following termination.
Professional Services Contract (rev 05/2018) Page 5
Termination for Default:
If CONTRACTOR defaults by failing to perform any of the obligations of the CONTRACT or becomes
insolvent or is declared bankrupt or commits any act of bankruptcy or insolvency or makes an
assignment for the benefit of creditors, COUNTY may, by depositing written notice to CONTRACTOR
in the U S. mail, terminate the CONTRACT, and at COUNTY's option, obtain performance of the work
e lsewhere. If the CONTRACT is terminated for default, CONTRACTOR shall not be entitled to
receive any further payments under the CONTRACT until all work called for has been fully performed.
Any extra cost or damage to COUNTY resulting from such default(s) shall be deducted from any
money due or coming due to CONTRACTOR. CONTRACTOR shall bear any extra expenses
incurred by COUNTY in completing the work, including all increased costs for completing the work,
and all damage sustained, or which may be sustained by COUNTY by reason of such default.
If a notice of termination for default has been issued and it is later determined for any reason that
CONTRACTOR was not in default, the rights and obligations of the parties shall be the same as if the
n otice of termination had been issued pursuant to the Termination for Public Convenience paragraph
hereof.
Termination for Public Convenience:
COUNTY may terminate this CONTRACT in whole or in part whenever COUNTY determines, in its
sole discretion, that such termination is in the interests of COUNTY Whenever the CONTRACT is
terminated in accordance with this paragraph, CONTRACTOR shall be entitled to payment for actual
work performed in compliance with Exhibit A -SCOPE OF SERVICES. An equitable adjustment in the
CONTRACT price for partially completed items of work will be made, but such adjustment shall not
include provision for Toss of anticipated profit on deleted or uncompleted work. Termination of this
CONTRACT by COUNTY at any time during the term, whether for default or convenience, shall not
constitute breach of CONTRACT by COUNTY.
Termination for Reduced Funding:
COUNTY may terminate this CONTRACT in whole or in part should COUNTY determine, in its sole
discretion, that such termination is necessary due to a decrease in available project funding including
State and/or Federal grants. Whenever the CONTRACT is terminated in accordance with this
paragraph, the CONTRACTOR shall be entitled to payment for actual work performed in compliance
with Exhibit A Scope -of -Services and Exhibit B Compensation.
Disputes:
1. Differences between the CONTRACTOR and COUNTY, arising under and by virtue of the
AGREEMENT shall be brought to the attention of COUNTY at the earliest possible time in order that
such matters may be settled, or other appropriate action promptly taken. For objections that are not
made in the manner specified and within the time limits stated, the records, orders, rulings,
instructions, and decisions of the Administrative Officer shall be final and conclusive.
2. The CONTRACTOR shall not be entitled to additional compensation which otherwise may be
payable, or to extension of time for (1) any act or failure to act by the Administrative Officer of
COUNTY, or (2) the happening of any event or occurrence, unless the CONTRACTOR has given
COUNTY a written Notice of Potential Claim within ten (10) days of the commencement of the act,
failure, or event giving rise to the claim, and before final payment by COUNTY. The written Notice of
Potential Claim shall set forth the reasons for which the CONTRACTOR believes additional
compensation or extension of time is due, the nature of the cost involved, and insofar as possible, the
amount of the potential claim. CONTRACTOR shall keep full and complete daily records of the work
performed, labor and material used, and all costs and additional time claimed to be additional.
3. The CONTRACTOR shall not be entitled to claim any such additional compensation, or extension
of time, unless within thirty (30) days of the accomplishment of the portion of the work from which the
claim arose, and before final payment by COUNTY, the CONTRACTOR has given COUNTY a
detailed written statement of each element of cost or other compensation requested and of all
e lements of additional time required, and copies of any supporting documents evidencing the amount
o r the extension of time claimed to be due.
Professional Services Contract (rev 05/2018) Page 6
Arbitration:
Other than claims for injunctive relief brought by a party hereto (which may be brought either in court
o r pursuant to this arbitration provision), and consistent with the provisions hereinabove, any claim,
dispute or controversy between the parties under, arising out of, or related to this CONTRACT or
otherwise, including issues of specific performance, shall be determined by arbitration in Shelton,
Washington, under the applicable American Arbitration Association (AAA) rules in effect on the date
hereof, as modified by this CONTRACT. There shall be one arbitrator selected by the parties within
ten (10) days of the arbitration demand, or if not, by the AAA or any other group having similar
credentials. Any issue about whether a claim is covered by this CONTRACT shall be determined by
the arbitrator. The arbitrator shall apply substantive law and may award injunctive relief, equitable
relief (including specific performance), or any other remedy available from a judge, including
expenses, costs and attorney fees to the prevailing party and pre -award interest, but shall not have
the power to award punitive damages. The decision of the arbitrator shall be final and binding and an
o rder confirming the award or judgment upon the award may be entered in any court having
jurisdiction. The parties agree that the decision of the arbitrator shall be the sole and exclusive
remedy between them regarding any dispute presented or pled before the arbitrator. At the request of
e ither party made not later than forty-five (45) days after the arbitration demand, the parties agree to
submit the dispute to nonbinding mediation, which shall not delay the arbitration hearing date;
provided, that either party may decline to mediate and proceed with arbitration.
Any arbitration proceeding commenced to enforce or interpret this CONTRACT shall be brought within
six (6) years after the initial occurrence giving rise to the claim, dispute or issue for which arbitration is
commenced, regardless of the date of discovery or whether the claim, dispute or issue was continuing
in nature. Claims, disputes or issues arising more than six (6) years prior to a written request or
demand for arbitration issued under this Agreement are not subject to arbitration.
Change in Personnel
The success of the approved program is largely contingent on the approved staffing identified in the
proposal application and/or related to the final award amount and related services. Should there be
any material change in job description, level of authority, or employment status of program staffing (or
projected staff start dates for new programs) during the term of the CONTRACT, the COUNTY
requires that the CONTRACTOR notify the COUNTY in writing within 15 days of the change and
includes a staffing plan to minimize any disruption in services. CONTRACTOR will provide weekly
u pdates after the written notice and plan until the staffing change is resolved.
Labor Standards:
CONTRACTOR agrees to comply with all applicable state and federal requirements, including but not
limited to those pertaining to payment of wages and working conditions, in accordance with RCW
39.12.040, the Prevailing Wage Act; the Americans with Disabilities Act of 1990; the Davis -Bacon Act;
and the Contract Work Hours and Safety Standards Act providing for weekly payment of prevailing
wages, minimum overtime pay, and providing that no laborer or mechanic shall be required to work in
surroundings or under conditions which are unsanitary, hazardous, or dangerous to health and safety
as determined by regulations promulgated by the Federal Secretary of Labor and/or the State of
Washington.
Equipment Purchase, Maintenance, and Ownership
The CONTRACTOR agrees that any depreciable equipment purchased, in whole or part, with contract
funds at a cost of $1,000 per item or more, is upon its purchase the property of the COUNTY and will
be used only for the program funded. The CONTRACTOR agrees to establish and maintain
transaction documents (purchase requisitions, packing slips, invoices, receipts) and maintenance
records of equipment purchased with Contract funds. The CONTRACTOR shall be responsible for
any loss or damage to property of the COUNTY that results from the negligence of the contractor or
that results from the failure on the part of the contractor to maintain and administer that property in
accordance with sound management practices. In the case of Early Termination, the CONTRACTOR
agrees that all such equipment will be returned to the COUNTY unless otherwise agreed upon in
writing by the CONTRACTOR and the COUNTY.
Professional Services Contract (rev 05/2018) Page 7
Assignment and Subcontracting:
The performance of all activities contemplated by this CONTRACT shall be accomplished by
CONTRACTOR. No portion of this CONTRACT may be assigned or subcontracted to any other
individual, firm or entity without the express and prior written approval of COUNTY. If subcontracting
approved, CONTRACTOR is responsible to COUNTY should the subcontractor fail to comply with any
applicable term or condition of this contract. CONTRACTOR shall audit and monitor the activities of
the subcontractor during the contract term to assure fiscal conditions and performance metrics are
met. COUNTY will be included on any audit or monitoring activities and reports.
Conflict of Interest:
If at any time prior to commencement of, or during the term of this CONTRACT, CONTRACTOR or
any of its employees involved in the performance of this CONTRACT shall have or develop an interest
in the subject matter of this CONTRACT that is potentially in conflict with the COUNTY's interest, then
CONTRACTOR shall immediately notify COUNTY of the same. The notification of COUNTY shall be
made with sufficient specificity to enable COUNTY to make an informed judgment as to whether or
not COUNTY's interest may be compromised in any manner by the existence of the conflict, actual or
potential. Thereafter, COUNTY may require CONTRACTOR to take reasonable steps to remove the
conflict of interest. COUNTY may also terminate this CONTRACT according to the provisions herein
for termination.
Non -Discrimination in Employment:
COUNTY's policy is to provide equal opportunity in all terms, conditions and privileges of employment
for all qualified applicants and employees without regard to race, color, creed, religion, national origin,
sex, sexual orientation, age, marital status, disability, or veteran status. CONTRACTOR shall comply
with all laws prohibiting discrimination against any employee or applicant for employment on the
grounds of race, color, creed, religion, national origin, sex, sexual orientation, age, marital status,
disability, or veteran status, except where such constitutes a bona fide occupational qualification.
Furthermore, in those cases in which CONTRACTOR is governed by such laws, CONTRACTOR shall
take affirmative action to insure that applicants are employed, and treated during employment, without
regard to their race, color, creed, religion, national origin, sex, age, marital status, sexual orientation,
disability, or veteran status, except where such constitutes a bona fide occupational qualification.
Such action shall include, but not be limited to: advertising, hiring, promotions, layoffs or terminations,
rate of pay or other forms of compensation benefits, selection for training including apprenticeship,
and participation in recreational and educational activities. In all solicitations or advertisements for
employees placed by them or on their behalf, CONTRACTOR shall state that all qualified applicants
will receive consideration for employment without regard to race, color, religion, sex or national origin.
The foregoing provisions shall also be binding upon any sub -contractor, provided that the foregoing
provision shall not apply to contracts or sub -contractors for standard commercial supplies or raw
materials, or to sole proprietorships with no employees.
Non -Discrimination in Client Services:
CONTRACTOR shall not discriminate on the grounds of race, color, creed, religion, national origin,
sex, age, marital status, sexual orientation, disability, or veteran status; or deny an individual or
business any service or benefits under this CONTRACT; or subject an individual or business to
segregation or separate treatment in any manner related to his/her/its receipt any service or services
or other benefits provided under this CONTRACT; or deny an individual or business an opportunity to
participate in any program provided by this CONTRACT.
Waiver of Noncompetition:
CONTRACTOR irrevocably waives any existing rights which it may have, by contract or otherwise, to
require another person or corporation to refrain from submitting a proposal to or performing work or
providing supplies to COUNTY, and CONTRACTOR further promises that it will not in the future,
directly or indirectly, induce or solicit any person or corporation to refrain from submitting a bid or
proposal to or from performing work or providing supplies to COUNTY.
Professional Services Contract (rev 05/2018) Page 8
Patent/Copyright Infringement:
CONTRACTOR will defend and indemnify COUNTY from any claimed action, cause or demand
brought against COUNTY; to the extent such action is based on the claim that information supplied by
the CONTRACTOR infringes any patent or copyright. CONTRACTOR will pay those costs and
damages attributable to any such claims that are finally awarded against COUNTY in any action.
Such defense and payments are conditioned upon the following:
A. CONTRACTOR shall be notified promptly in writing by COUNTY of any notice of such
claim.
B. CONTRACTOR shall have the right, hereunder, at its option and expense, to obtain for
COUNTY the right to continue using the information, in the event such claim of infringement, is
made, provided no reduction in performance or loss results to COUNTY.
Confidentiality:
CONTRACTOR, its employees, sub -contractors, and their employees shall maintain the confidentiality
of all information provided by COUNTY or acquired by CONTRACTOR in performance of this
CONTRACT, except upon the prior written consent of COUNTY or an order entered by a court after
having acquired jurisdiction over COUNTY. CONTRACTOR shall immediately give to COUNTY
n otice of any judicial proceeding seeking disclosure of such information. CONTRACTOR shall
indemnify and hold harmless COUNTY, its officials, agents or employees from all loss or expense,
including, but not limited to, settlements, judgments, setoffs, attorneys' fees and costs resulting from
CONTRACTOR's breach of this provision.
Right to Review:
This CONTRACT is subject to review by any Federal, State or COUNTY auditor. COUNTY or its
designee shall have the right to review and monitor the financial and service components of this
program by whatever means are deemed expedient by the Administrative Officer or by COUNTY's
Auditor's Office. Such review may occur with or without notice and may include, but is not limited to,
o n -site inspection by COUNTY agents or employees, inspection of all records or other materials which
COUNTY deems pertinent to the CONTRACT and its performance, and any and all communications
with or evaluations by service recipients under this CONTRACT. CONTRACTOR shall preserve and
maintain all financial records and records relating to the performance of work under this CONTRACT
for six (6) years after CONTRACT termination, and shall make them available for such review, within
Mason County, State of Washington, upon request. CONTRACTOR also agrees to notify the
Administrative Officer in advance of any inspections, audits, or program review by any individual,
agency, or governmental unit whose purpose is to review the services provided within the terms of
this CONTRACT. If no advance notice is given to CONTRACTOR, then CONTRACTOR agrees to
n otify the Administrative Officer as soon as it is practical.
Insurance Requirements:
At a minimum, CONTRACTOR shall provide insurance that meets or exceeds the requirements
detailed in "Exhibit B-Insurance Requirements."
Insurance as a Condition of Payment:
Payments due to CONTRACTOR under this CONTRACT are expressly conditioned upon the
CONTRACTOR's strict compliance with all insurance requirements under this CONTRACT. Payment
to CONTRACTOR shall be suspended in the event of non-compliance. Upon receipt of evidence of
full compliance, payments not otherwise subject to withholding or set-off will be released to
CONTRACTOR.
Industrial Insurance Waiver:
With respect to the performance of this CONTRACT and as to claims against COUNTY, its officers,
agents and employees, CONTRACTOR expressly waives its immunity under Title 51 of the Revised
Code of Washington, the Industrial Insurance Act, for injuries to its employees and agrees that the
obligations to indemnify, defend and hold harmless provided in this CONTRACT extend to any claim
brought by or on behalf of any employee of CONTRACTOR. This waiver is mutually negotiated by
the parties to this CONTRACT.
Professional Services Contract (rev 05/2018) Page 9
CONTRACTOR Commitments, Warranties and Representations:
Any written commitment received from CONTRACTOR concerning this CONTRACT shall be binding
upon CONTRACTOR, unless otherwise specifically provided herein with reference to this paragraph.
Failure of CONTRACTOR to fulfill such a commitment shall render CONTRACTOR liable for damages
to COUNTY. A commitment includes, but is not limited to, any representation made prior to execution
of this CONTRACT, whether or not incorporated elsewhere herein by reference, as to performance of
services or equipment, prices or options for future acquisition to remain in effect for a fixed period, or
warranties.
Defense and Indemnity Contract:
Indemnification by CONTRACTOR. To the fullest extent permitted by law, CONTRACTOR agrees to
indemnify, defend and hold COUNTY and its departments, elected and appointed officials,
employees, agents and volunteers, harmless from and against any and all claims, damages, losses
and expenses, including but not limited to court costs, attorney's fees and alternative dispute
resolution costs, for any personal injury, for any bodily injury, sickness, disease or death and for any
damage to or destruction of any property (including the loss of use resulting there from) which 1) are
caused in whole or in part by any act or omission, negligent or otherwise, of the CONTRACTOR, its
employees, agents or volunteers or CONTRACTOR's subcontractors and their employees, agents or
volunteers; or 2) are directly or indirectly arising out of, resulting from, or in connection with
performance of this CONTRACT; or 3) are based upon CONTRACTOR's or its subcontractors' use of,
presence upon or proximity to the property of COUNTY. This indemnification obligation of
CONTRACTOR shall not apply in the limited circumstance where the claim, damage, loss or expense
is caused by the sole negligence of COUNTY. This indemnification obligation of the CONTRACTOR
shall not be limited in any way by the Washington State Industrial Insurance Act, RCW Title 51, or by
application of any other workmen's compensation act, disability benefit act or other employee benefit
act, and the CONTRACTOR hereby expressly waives any immunity afforded by such acts. The
foregoing indemnification obligations of the CONTRACTOR are a material inducement to COUNTY to
enter into this CONTRACT, are reflected in CONTRACTOR's compensation, and have been mutually
negotiated by the parties.
Participation by County — No Waiver. COUNTY reserves the right, but not the obligation, to participate
in the defense of any claim, damages, losses or expenses and such participation shall not constitute a
waiver of CONTRACTOR's indemnity obligations under this CONTRACT.
Survival of CONTRACTOR's Indemnity Obligations. CONTRACTOR agrees all CONTRACTOR'S
indemnity obligations shall survive the completion, expiration or termination of this CONTRACT.
Indemnity by Subcontractors. In the event the CONTRACTOR enters into subcontracts to the extent
allowed under this CONTRACT, CONTRACTOR's subcontractors shall indemnify COUNTY on a
basis equal to or exceeding CONTRACTOR's indemnity obligations to COUNTY.
Compliance with Applicable Laws, Rules and Regulations:
This CONTRACT shall be subject to all laws, rules, and regulations of the United States of America,
the State of Washington, political subdivisions of the State of Washington and Mason County.
CONTRACTOR also agrees to comply with applicable Federal, State, County or municipal standards
for licensing, certification and operation of facilities and programs, and accreditation and licensing of
individuals.
Conflict of Interest
Notwithstanding, any determination by the Executive Ethics Board or other tribunal, the COUNTY
may, in its sole discretion, by written notice to CONTRACTOR terminate this contract if it is found after
due notice and examination by the COUNTY that there is a violation of the Ethics in Public Service
Act, Chapter 42.52 RCW or any similar statute involving CONTRACTOR, or any activities performed
pursuant to the contract.
Professional Services Contract (rev 05/2018) Page 10
Unilateral Contract Changes
The CONTRACTOR acknowledges that the COUNTY may correct typographical errors, numbering
errors or other minor grammar or punctuation error without the need to amend the agreement. The
CONTRACTOR shall be notified when any correction take place and will be provided with a corrected
copy of the contract.
Contract Monitoring and Program Review
CONTRACTOR will permit Mason County staff to visit CONTRACTOR'S premises and review
CONTRACTOR'S activities with respect to the program, and will permit the COUNTY at its own
expense, to conduct an independent financial and/or programmatic audit of the expenditures related
to this contract.
Administration Contract:
COUNTY hereby appoints, and CONTRACTOR hereby accepts, the Mason County's Community
Services Director and his or her designee, as COUNTY's representative, hereinafter referred to as the
Administrative Officer, for the purposes of administering the provisions of this CONTRACT, including
COUNTY's right to receive and act on all reports and documents, and any auditing performed by the
COUNTY related to this CONTRACT.
The Administrative Officer for purposes of this CONTRACT is:
Lydia Buchheit, Community and Family Health & Human Services Manager
Mason County Community Services
415 N. 6th Street
P hone: 360-427-9670 Ext. 404
Fax: 360-427-7787
E-mail: LydiaB@co.mason.wa.us
Financial Contact:
Casey Bingham, Finance Manager
Mason County Public Health and Human Services
415 N. 6th Street
P hone: 360-427-9670 Ext. 562
Fax: 360-427-7787
E-mail: caseybaco.mason.wa.us
N otice:
Except as set forth elsewhere in the CONTRACT, for all purposes under this CONTRACT except
service of process, notice shall be given by CONTRACTOR to COUNTY's Administrative Officer
under this CONTRACT. Notices and other communication may be conducted via e-mail, U S
mail, fax, hand -delivery or other generally accepted manner including delivery services.
Modifications:
Either party may request changes in the CONTRACT. Any and all agreed modifications, to be valid
and binding upon either party, shall be in writing and signed by both of the parties.
Venue and Choice of Law:
In the event that any litigation should arise concerning the construction or interpretation of any of the
terms of this CONTRACT, the venue of such action of litigation shall be in the courts of the State of
Washington and Mason County. Unless otherwise specified herein, this CONTRACT shall be
governed by the laws of Mason County and the State of Washington.
Severability:
If any term or condition of this CONTRACT or the application thereof to any person(s) or
circumstances is held invalid, such invalidity shall not affect other terms, conditions or applications
Professional Services Contract (rev 05/2018) Page 11
which can be given effect without the invalid term, condition or application. To this end, the terms and
conditions of this CONTRACT are declared severable.
Waiver:
Waiver of any breach or condition of this CONTRACT shall not be deemed a waiver of any prior or
subsequent breach. No term or condition of this CONTRACT shall be held to be waived, modified or
deleted except by an instrument, in writing, signed by the parties hereto. The failure of COUNTY to
insist upon strict performance of any of the covenants of this CONTRACT, or to exercise any option
herein conferred in any one or more instances, shall not be construed to be a waiver or
relinquishment of any such, or any other covenants or contracts, but the same shall be and remain in
full force and effect.
Order of Precedence:
A. Applicable federal, state and county statutes, regulations, policies, procedures, federal Office of
Management and Budget (OMB) circulars and federal and state executive orders.
B Special Conditions
C General Terms & Conditions
D. Exhibit B Insurance Requirements
E. Exhibits A, C, & D
Entire Contract:
This written CONTRACT, comprised of the writings signed or otherwise identified and attached
hereto, represents the entire CONTRACT between the parties and supersedes any prior oral
statements, discussions or understandings between the parties.
(blank space intentional)
Professional Services Contract (rev 05/2018) Page 12
EXHIBIT A
SCOPE OF SERVICE
Prorarn Expectations
1. STAFFING
a. Hire and maintain staffing appropriate to serve the proposed number of households.
b. Job Descriptions: keep on file job descriptions for all personnel related to the program
to include the date created, date reviewed, or date revised, duties, responsibilities,
authority, and performance expectations.
2. TRAINING° all new staff follow a standard on -boarding training and systems are in place to
train staff on policies and procedures, housing diversion, intake forms, customer service, de-
escalation techniques, HMIS (Homeless Management and Information Systems data base),
data timeliness, motivational interviewing, quality improvement and client file documentation.
Additional training may be customized depending on the needs of the agency or clients.
3. PROGRAM RECRUITMENT AND ENROLLMENT
a. Policies and procedures relating to prioritization, enrollment criteria and program denial
procedures
b. Reach and maintain program enrollment to achieve or exceed the goal listed in the
RFP application (projected households served).
c. Maintain a marketing and outreach plan on file or as part of the policies and
procedures
d. Perform and document outreach activities to community providers or providers in
neighboring counties if services are not provided or there is limited capacity in Mason
County.
e. Low barrier programs and services
f. Participation in and collaboration with Coordinated Entry
g. Inter -Agency collaboration that improves program enrollments
4. VOLUNTARY SERVICES: Services will be provided to clients on a voluntary basis.
Organization Overview: Consejo Counseling
Consejo Counseling and Referral Service has provided behavioral health services to the Latino
community in the state of Washington for near four decades. Most of Consejo's clients are immigrants
from Latin America who speak Spanish who represent the largest growing community in the United
States today. Consejo has over 40 years of behavioral health experience and we are known for
having an open-door policy to all clients regardless their ability to pay for services. On average
Consejo offers non -Medicaid services to 40% of its patients across our 11 facilities. In addition,
Consejo is also known for providing high quality care in a culturally and linguistically appropriate
manner.
Consejo Counseling's mission is to provide a continuum of behavioral health, substance abuse and
domestic violence services including prevention, treatment and housing to individuals and families
across Washington utilizing an interdependent treatment model so clients experience acceptance,
emotional security and developmental growth while learning new skills to improve the quality of their
lives. Consejo's service delivery empowers clients to participate in their communities at their highest
level of functioning.
Consejo opened its door to Mason/Shelton clients on July 6, 2017. The first month was used to
establish services, outreach the community and build partnerships. Over the 8 months that Consejo
has been providing direct services in Mason County, 210 people have reached out for services. As of
April 20, 2018, out the 225 individuals seeking services, 196 intakes have been conducted (129 MH
assessments and 69 SUD assessments). The other 14 individual's service needs were addressed
with a brief intervention and referral to more appropriate services such as work source, food banks,
primary care, and domestic violence shelter referrals, etc. The average enrollment has been 24.5
new clients per month. Of the 196 clients enrolled in services, 80% are Medicaid and 20% are non -
Professional Services Contract (rev 05/2018) Page 13
Medicaid. Our projection is that by June 2019 Consejo will have a minimum of 300 clients enrolled in
the program. We project that at least 60 clients will be non -Medicaid.
Identified Problem:
According to the 2013 Mason County Community Health Assessment prepared by Mason Matters &
Mason County Public Health & Human Services, Mason County ranked 37th of 39th on morbidity
measures. Mason County adults report more poor health days, due to either physical or mental health
conditions, compared to other adults in the state. In addition, Mason County is severely underserved
by mental health providers. According to 2011-2012 data, there is one mental health provider per
12,151 residents. Furthermore, the number of uninsured adults of Mason County is higher than the
rest of the state. According to the 2010 community assessment report, 22% of Mason County's adults
and 8% of its children were uninsured. This number does not include the large number of monolingual
immigrants that due to lack of English skills are unable to participate in this type of surveys and that
due to their immigration status do not qualify for Medicaid.
Substance use and abuse is another individual health behavior that strongly influences health
o utcomes. According to the 2013 Mason County Community Health Assessment, thirty-four percent of
Mason County's 12th grade students report alcohol consumption patterns that are classified as a
"problem", drinking more than 6 days within the past month and/or binge drinking more than twice in
the past month. 76% of 12th grade students perceive that 'it is easy to get alcohol in their community.
Drug use and abuse rank very high as one of the most significant health behaviors negatively
impacting the health of Mason County residents currently.
According to the Choice network 2014 report, Mason County ranked very low in the availability of
behavioral health providers, and Consejo has been added to the list of providers since July 2017.
Consejo's presence in Mason County will help to serve clients who did not have access to service, did
n ot find that the current providers were meeting their needs or needed a different choice of provider.
In addition, Consejo's decentralized care model (home, school, community and agency based)
services present a new option for behavioral health clients. Mason County residents rank 19% on
morbidity in comparison with Thurston County where the morbidity for clients is 13%. According to the
report, Mason County also ranked high in drug induced deaths. Consejo's SUD services will work
together with the hospitals, criminal justice, law enforcement, public health and other provides to
support strategies that reduce drugs induce deaths in Mason County.
The non -Medicaid population faces multiple challenges in accessing care, which includes buying the
adequate medications and receiving care coordination services. An individual can be non -Medicaid for
multiple reasons which include: the person is an immigrant and is working toward becoming a
permanent resident of the United States, the person is a US citizen but due to his/her income, does
n ot meet the DSHS income guidelines and does not make enough to support his/her family and pay
for behavioral health care, or the person turned 65 years of age and has to apply for Medicare before
Medicaid will grant the individual benefits. In some families, the children qualify for Medicaid, but the
parents are not eligible to receive Medicaid.
Program Title and Description: Behavioral Health Treatment and Medication Management
Consejo will provide services to a minimum of 10 non -Medicaid slots in the Mason community. The
average cost of serving a non -Medicaid client with a year of care is $2,750. The services provided will
include: MH/SUD screenings, MH evaluations, SUD evaluations, individual therapy, group therapy,
case management, peer services, day support group, psychiatric care, medication management, care
coordination and co-occurring disorder treatment. Consejo will dedicate $10,000 of the requested
amount to purchase psychotropic medication for non -Medicaid clients who are not able to buy their
medications. The funding aims to assist Consejo in providing services to a high utilized population.
The program will reduce the number of hospitalizations, incarcerations, Western State Hospital
admissions, and will support the client in developing life skills and becoming an active member of the
Mason County community in which, they live.
Professional Services Contract (rev 05/2018) Page 14
11
Outreach
Activity
times
Frequency
per
(#
month)
of
Location(s)
Contacts
per
month
Enrollments
per
month
As
Shelton
10
5
MOU
with
Mason
General
Hospital
needed
MOU
Therapeutic
Courts
4
Shelton
4
2
with
Visits
to
Shelton
School
District
4
Shelton
16
4
schools
Annual
Mason
County
25
5
Health
Community
Fairs
and
1
Mason
County
25
5
Community
Event
Marketing
to
Quarterly
Mason
County
12
5
visits
faith
community
agencies,
-based
organizations,
and
organizations
other
social
service
Fiscal and Programmatic Reporting
CONTRACTOR agrees to develop and provide all tracking and performance reports to evaluate the
contract deliverables. Any COUNTY provided templates must be used and not modified without the
expressed, written permission from the COUNTY. The COUNTY has the right to change the reporting
requirements at any time. Enter a zero (0) if there is no data to report.
1. Monthly Financial Invoice and Line Item Reports:
a. All invoices and reports must be accurate, complete and received to a satisfactory level
before invoices will be processed.
b. CONTRACTOR will submit monthly Financial Line Item Reports using the template
provided by the COUNTY as close to the first (Vt) of each month as possible. The
county has one to two vendor payment dates each month. The due dates and
payment dates vary each month. If the first due date is missed, and all invoices and
reports are satisfactory, the invoice will be processed on the next vendor cycle. For a
list of vendor payment due dates, CONTRACTOR may contact the financial assistant
for Mason County Community Services.
c. The CONTRACTOR may not manipulate, change, or adjust the template without prior
written permission from the County.
2. Monthly Program Enrollment: Contractor will submit Monthly Program Enrollment Numbers
on the template within the financial invoice. The earlier the Monthly Enrollment Numbers are
submitted the earlier the invoices can be approved for processing. Monthly Program
Enrollment Numbers will include:
a. Program Carry -in — This information is only entered once at the start of the contract
term. The total number of unduplicated households currently active in the program, at
the start of the contract term, in the following categories:
i. Adults: Households with adults only
ii. Families: Households with adult(s), youth (18 — 24 years) and children (under
18 years)
iii. Youth Only: Households that are youth and/or children only.
b. The number of newly enrolled, unduplicated households from the previous month
separated by the above categories. This will be used to calculate tracking toward
projected numbers served.
c. Total number of unduplicated households that exited the program
d. Total persons
e. Programs with Case Management, Care Coordinator, Navigator, Advocate or related
job title will provide the additional information
i. Total number of unduplicated household referrals made and to what providers
ii. Total number of unduplicated households that were referred and are now
enrolled in that program
f. CONTRACTOR is expected to keep a log of "reasons for denial" for each household
not enrolled into the program
g. CONTRACTOR is expected to keep a log of reasons an individual didn't qualify for
Medicaid or other insurance limitations warrant the use of Treatment Sales Tax funds.
3. Provided Quarterly e Monthly Street & Marketing Outreach Documentation:
a. Activity — type of outreach
b. Purpose of the activity
c. Frequency of activity (the number of times the activity was conducted in the month)
d. Number of people connected with
e. Number of community providers met with
f. Number enrolled into program
g. Percent to goal as provided in the RFP application
4. Quarterly Program Performance Report
a. Active Program Participant Demographics
i. Total adult unduplicated households
ii. Total family, unduplicated households
Professional Services Contract (rev 05/2018) Page 16
iii. Total youth, unduplicated households
iv. Total number of adults by gender (male, female, other gender)
v. Total number of youth and children by gender
vi. Total number of veterans by gender
vii. Total number literally homeless by gender
viii. Location — total number served by zip code
b. Programs with Case Managers, Navigators, Care Coordinators or similar job title
i. Total number of referrals to each agency in a list format
ii. Total number enrolled at each agency
iii. Examples of programs includes, but is not limited to, Detox facility, inpatient
treatment programs, MAT treatment, Outpatient therapy, and Coordinated
Entry.
c. Clinical Reports
i. Use a non -identifiable code and include demographic information and veteran
status
ii. Pre and Post assessment scores.
iii. Number of individual, family and group counseling sessions
5. Bi-annual Program Narrative Report: Contractor will submit TWO (2) Program Narrative
Reports on January 10 and July 10. While this report is submitted bi-annually, it is meant to
be accumulative in the data, reflection and analysis of trends to include quarterly data
comparisons so that a "year-end" report will result with the final submission. The report is
expository in nature and must follow this format:
a. Introduction: Brief organization and program overview
b. Methods: What your program does and how
c. Results: program results displayed by quarter using tables, charts, and graphs with
brief descriptions
d. Discussion: Conclusion and analysis of how the program is tracking toward target
outcomes to include trends, challenges, successes, and insights of addressing the
community need the program is working to solve.
e. Success Story: Sample of clients' success story (Non -identifiable information)
6. Meetings:
a. Quarterly In -Person Program Meeting to review monthly enrollment reports, financial
invoices, quarterly performance reports, narrative report and other topics such as
internal processes, quality improvement, and community collaboration.
CONTRACTOR is responsible for setting up a regular meeting day and time and
rescheduling for any variations that should happen.
b. Monthly Provider Meeting: CONTRACTOR agrees to attend at least 80% of the
monthly provider meetings. Months include August, September, October, December,
January, February, April, May, and June.
c. Coalition Meetings: CONTRACTOR agrees to a leadership role in the Housing &
Behavioral Health Coalition. This role includes, but is not limited to, lead/facilitate
meetings, lead or organize trainings, lead work groups, community strategic plan
development and implementation. Two-thirds attendance required by the executive
director, board member or program manager. Months include July, November, and
March.
d. Case Staffing (name by name) Meetings: Meetings will be organized and conducted
by Coordinated Entry and occur one to two times per month and 75% attendance is
expected for case managers, advocates, care coordinators, navigators and other
similar positions that are directly working with clients.
7. Coordinated Entry: All agencies awarded Treatment Sales Tax funds are required to
participate in Coordinated Entry when an individual discloses homelessness or imminently at -
risk of homelessness. Participation means CONTRACTOR will send and receive referrals to
and from Coordinated Entry.
8. Positions that receive funding such as Case Manager, Care Coordinator, Advocates and
Navigators will be evaluated based on program outcomes, enrollments into other programs,
data quality, changes in assessment scores, contract monitoring of client files to program
Professional Services Contract (rev 05/2018) Page 17
fidelity, and attendance at Case Staffing (name by name) meetings. Examples of other
program enrollments include VASH, TBRA, HEN, TANF, Mental Health treatment options,
Substance Use Disorder treatment options, Shelter, Rapid Rehousing, energy assistance,
Veterans Assistance Fund, etc.
9. Annual Point in Time Count: CONTRACTOR agrees to participate in the Annual Point in
Time Count in the following ways:
a. Promote attendance at the area Project Connect Events
b. As a provider at the Point in Time Count Event
c. Conduct surveys on households experiencing homelessness
10. Data Quality and Timeliness: CONTRACTOR agrees to conduct regular, internal data
quality and timeliness checks as part of a quality assurance process.
11. Additional Requirements: Contractor will maintain and make available to the County, if
requested, documentation that is part of the program demonstrating accomplishments of this
Contract. Such documentation may include, but is not limited to:
a. Client satisfaction surveys
b. Services provided, service dates and number of service hours
c. Case notes, participant goals and progress toward goals
d. Attendance Sheets
e. Data collection and assessments by participants
f. Mileage logs
g. Demographic information of participants
h. Client file reviews
i. Program denial documentation
(blank space intentional)
Professional Services Contract (rev 05/2018) Page 18
Financial Invoice and Reporting Schedule
Item
Date
Frequency
Due
/
Deliverable
Name
additional
(refer
Description
to
Exhibit
information)
B
for
Criteria
for
Acceptance
1
On
or
30,
before
2018
July
Special
Conditions
Contract
Special
Requirements
Conditions
Section
in
the
All
current,
requested
complete
information
and
accurate.
must
be
2
Monthly,
to
the
month
1st
as
of
close
each
Monthly
Enrollment
Invoice
Line
Report
&
Item
Monthly
program
to
be
invoice
reimbursed
enrollments
workbook
that
and
including
expenses
month
Complete
itemized
invoice
and
accurate
detail
of
including
expenses
3
Tuesday
Monthly
month
of
-
2nd
each
Housing
Provider
Meeting
Coalition
and
Executive
and/or
in
discussions
collaboration
monthly
program
Response
Director,
provider
to
lead
improve
and
Board
System
to
the
leadership
participate
agency
member,
Crisis
80%
attendance
on
an
to
annual
meetings
basis
measured
4
Twice
Monthly
Case
Name
meetings
Staffing
-by
-name
/
participate
Case
navigators
managers,
in
and
case
similar
care
staffing
coordinators,
job
titles
meetings
to
75%
attendance
5
before
Oct.,
Quarterly,
Jan.,
the
July
on
10th
April.,
or
of
&
Quarterly
application
Submitted
account
effort
other
as
program
documenting
to
quarterly,
outlined
increase
enrollments
in
a
in-house
the
outreach
monthly
RFP
or
Follows
application;
the
plan
on
each
-time;
presented
program
and
accurate
in
the
RFP
for
Documentation
Monthly
Outreach
Program
of
6
Quarterly,
on
or
Quarterly
Performance
Report
Program
Program
agency
and
Housing
referrals
customer
Placement
and
demographics,
enrollments,
Report
proper
All
reports
and
all
complete
directions
accurate
use
followed
and
of
received;
templates;
before
Oct.,
Jan.,
the
July
10th
April.,
of
&
7
Quarterly,
than
Oct.,
the
Jan.,
and
no
25th
July
April
later
of
Quarterly
in-
quarterly
CONTRACTOR
toward
performance
to
outcomes
meet
and
and
tracking
discuss
100%
attendance
performance
person
review
8
Bi-annual,
10
& July
January
10
Program
Report
Narrative
Narrative
report
provides
Follows
acceptable
data
format,
and
instructions
analysis
level
of
program
and
9
7/10/19
Contract
Close-out
narrative
performance
analysis
Year-end
summary;
report
with
the
financial
recommendations
enrollment
report;
next
including
year
spenddown
outreach;
report;
a
program
and
for
accurate
and
Year-end
complete
and
directions
report
received
use
is
of
followed
comprehensive,
on
templates;
time;
proper
all
10
August
- February
Point
Count
in
Time
Time
provider
Participate
promote
Project
Event;
individuals
Count
at
attendance
homelessness
Connect
the
Conduct
in
in
the
the
Point
experiencing
Annual
following
Events;
surveys
in
at
Time
the
Point
as
on
ways:
area
Count
a
in
Participation
survey's
and
conducted
the
number
of
CONTRACTOR
must
use
templates
when
provided
by
Mason
County
Professional Services Contract (rev 05/2018)
Page 19
EXHIBIT B
INSURANCE REQUIREMENTS
A. MINIMUM Insurance Requirements:
1. Commercial General Liability Insurance using Insurance Services Office "Commercial General Liability"
policy form CG 00 01, with an edition date prior to 2004, or the exact equivalent. Coverage for an
additional insured shall not be limited to its vicarious liability. Defense costs must be paid in addition to
limits Limits shall be no less than $1,000,000 per occurrence for all covered losses and no less than
$2,000,000 general aggregate, for bodily injury, personal injury, and property damage, including without
limitation, blanket contractual liability.
2 Workers' Compensation on a state -approved policy form providing statutory benefits as required by law
with employer's liability limits for CONTRACTOR's, with two (2) or more employees and/or volunteers, no
less than $1,000,000 per accident for all covered losses.
3. Business Auto Coverage on ISO Business Auto Coverage form CA 00 01 including owned, non -owned
and hired autos, or the exact equivalent. Limits shall be no less than $1,000,000 per accident, combined
single limit. If CONTRACTOR owns no vehicles, this requirement may be satisfied by a non -owned auto
endorsement to the general liability policy described above. If CONTRACTOR or CONTRACTOR's
employees will use personal autos in any way on this project, CONTRACTOR shall obtain evidence of
personal auto liability coverage for each such person.
B. Certificate of Insurance:
A Certificate of Insurance naming COUNTY as the Certificate Holder must be provided to COUNTY within
five (5) days of CONTRACT execution.
C. Basic Stipulations:
1 CONTRACTOR agrees to endorse third party liability coverage required herein to include as additional
insureds COUNTY, its officials, employees and agents, using ISO endorsement CG 20 10 with an edition
date prior to 2004 CONTRACTOR also agrees to require all contractors, subcontractors, and anyone else
involved in this CONTRACT on behalf of the CONTRACTOR (hereinafter "indemnifying parties") to comply
with these provisions.
2. CONTRACTOR agrees to waive rights of recovery against COUNTY regardless of the applicability of
any insurance proceeds, and to require all indemnifying parties to do likewise.
3. All insurance coverage maintained or procured by CONTRACTOR or required of others by
CONTRACTOR pursuant to this CONTRACT shall be endorsed to delete the subrogation condition as to
COUNTY or must specifically allow the named insured to waive subrogation prior to a loss.
4. All coverage types and limits required are subject to approval, modification and additional requirements
by COUNTY CONTRACTOR shall not make any reductions in scope or limits of coverage that may affect
COUNTY's protection without COUNTY's prior written consent.
5 CONTRACTOR agrees to provide evidence of the insurance required herein, satisfactory to COUNTY,
consisting of: a) certificate(s) of insurance evidencing all of the coverages required and, b) an additional
insured endorsement to CONTRACTOR's general liability policy using Insurance Services Office form CG
20 10 with an edition date prior to 2004. CONTRACTOR agrees, upon request by COUNTY to provide
complete, certified copies of any policies required within 10 days of such request. COUNTY has the right,
but not the duty, to obtain any insurance it deems necessary to protect its interests. Any premium so paid
by COUNTY shall be charged to and promptly paid by CONTRACTOR or deducted from sums due
CONTRACTOR. Any actual or alleged failure on the part of COUNTY or any other additional insured under
these requirements to obtain proof of insurance required under this CONTRACT in no way waives any
right or remedy of COUNTY or any additional insured, in this or in any other regard.
Professional Services Contract (rev 05/2018) Page 20
6. It is acknowledged by the parties of this CONTRACT that all insurance coverage required to be provided
by CONTRACTOR or indemnifying party, is intended to apply first and on a primary non-contributing basis
in relation to any other insurance or self-insurance available to COUNTY.
7 CONTRACTOR agrees not to self -insure or to use any self -insured retentions on any portion of the
insurance required herein and further agrees that it will not allow any indemnifying party to self- insure its
obligations to COUNTY. If CONTRACTOR's existing coverage includes a self -insured retention, the self -
insured retention must be declared to the COUNTY. The COUNTY may review options with
CONTRACTOR, which may include reduction or elimination of the self -insured retention, substitution of
other coverage, or other solutions.
8 CONTRACTOR will renew the required coverage annually as long as COUNTY, or its employees or
agents face an exposure from operations of any type pursuant to this CONTRACT. This obligation applies
whether or not the CONTRACT is canceled or terminated for any reason. Termination of this obligation is
not effective until COUNTY executes a written statement to that effect.
9. The limits of insurance as described above shall be considered as minimum requirements. Should any
coverage carried by CONTRACTOR or a subcontractor of any tier maintain insurance with limits of liability
that exceed the required limits or coverage that is broader than as outlined above, those higher limits and
broader coverage shall be deemed to apply for the benefit of any person or organization included as an
additional insured and those limits shall become the required minimum limits of insurance in all Paragraphs
and Sections of this CONTRACT.
10. None of the policies required herein shall be in compliance with these requirements if they include any
limiting endorsement that has not been first submitted to COUNTY and approved of in writing.
11. The requirements in this Exhibit supersede all other sections and provisions of this CONTRACT to the
extent that any other section or provision conflicts with or impairs the provisions of this Exhibit.
12 Unless otherwise approved by COUNTY, insurance provided pursuant to these requirements shall be
by insurers authorized to do business in Washington and with a minimum A.M. Best rating of A:VII.
13. All insurance coverage and limits provided by CONTRACTOR and available or applicable to this
agreement are intended to apply to the full extent of the policies. Nothing contained in this CONTRACT
limits the application of such insurance coverage.
14. CONTRACTOR agrees require insurers, to provide notice to COUNTY thirty (30) days prior to
cancellation of such liability coverage or of any material alteration or non -renewal of any such coverage,
other than for non-payment of premium. CONTRACTOR shall assure that this provision also applies to any
subcontractors, joint ventures or any other party engaged by or on behalf of contractor in relation to this
agreement Certificate(s) are to reflect that the issuer will provide thirty (30) days' notice to COUNTY of any
cancellation of coverage.
15. COUNTY reserves the right at any time during the term of the CONTRACT to change the amounts and
types of insurance required by giving the CONTRACTOR ninety (90) days advance written notice of such
change. If such change results in substantial additional cost to the CONTRACTOR, the COUNTY and
CONTRACTOR may renegotiate CONTRACTOR's compensation.
16. Requirements of specific coverage features are not intended as limitation on other requirements or as
waiver of any coverage normally provided by any given policy. Specific reference to a coverage feature is
for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured
to be all-inclusive.
17 CONTRACTOR agrees to provide immediate notice to COUNTY of any claim or loss against
CONTRACTOR arising out of the work performed under this agreement. COUNTY assumes no obligation
or liability by such notice but has the right (but not the duty) to monitor the handling of any such claim or
claims if they are likely to involve COUNTY.
Professional Services Contract (rev 05/2018) Page 21
EXHIBIT C
BUDGET
Submit monthly invoices and program reports electronically to tparker@co.maon.wa.us as close to the
first ("jst) of each month as possible.
Consejo Counseling
Administration
Client Support Services
Psychotropic Medications
Maximum Contract Total
18-month
Amount
Funded
(TST)
$3,750
$23,750
$10,000
$37,500
Comment
10 Behavioral health
slots @ $2,375.00 per
slot. The client may be
non medicaid child,
youth or adult either
suffering from Mental
Health, Chemical
Dependency or co-
occurring disorder
condition
Payment:
Funding will be disbursed upon submitting the program reports and expenditure invoice according to
the vendor payment schedule of the County Assessor's Office. COUNTY will reimburse
CONTRACTOR for actual expenditures incurred each month and back up receipts must be kept on
file by the grantee. Payment is provided that COTNRACTOR performs the services and submits all
reporting to a satisfactory level. Monthly expenditures will be reported using the template provided.
Payment is on the assumption that State and local funds are available to the COUNTY for
disbursement to the CONTRACTOR and have been expended and program requirements met, or
earlier in the event of non-compliance. If State or local funds are not available to the COUNTY, the
COUNTY reserves the right to amend the payment terms and the amount of the maximum contract
total. The term of this CONTRACT begins on the Effective Date, and the CONTRACTOR agrees not
to incur any expenses on the program using COUNTY funding prior to the effective date. The
CONTRACT end date is June 30, 2019, or earlier in the event of non-compliance.
In the event state funding changes, the COUNTY reserves the right to amend the payment terms and
the amount of the contract total.
Professional Services Contract (rev 05/2018) Page 22
EXHIBIT D
AUDIT PROVISIONS, CONTRACT MONITORING, NON -COMPLIANT STATUS AND NON-
COMPLIANT COURSES OF ACTION.
1. Contract Monitoring. COUNTY will monitor CONTRACTOR compliance with the general
terms, conditions, and requirements of this contract through audits (remote or on -site), and all
reporting and financial activity through review of the following, though not limited to;
CONTRACTOR monthly financial and enrollment reports, general ledger transaction detail,
quarterly narrative reports, and meetings with CONTRACTOR. Contracts that are in non-
compliance are at -risk of not qualifying for additional funding through the Request for Proposal
Process.
Effective 7/1/18: If CONTRACTOR received grant funds the previous contract term (7/1/17 —
6/30/18), CONTRACTOR has until July 31 to close out previous contract by submitting all
invoices and reports to a satisfactory level. COUNTY is not obligated for payment beyond this
period. If funding has been awarded for the next grant term and there are outstanding
invoices or reports that are not cleared to a complete and satisfactory level by July 31, the
CONTRACTOR will start the new contract term in Probation Status.
2. Corrective Action: assessed monthly with the submission of financial invoices and
performance reporting. Corrective Actions are reserved for contract issues that are behavioral
in nature. The steps are progressive, and the CONTRACTOR will remain in the non-
compliance status corresponding to the infractions and delinquencies outlined below.
a. In -Compliance
b. Corrective Action Status
c. Probation Status
d. Reduction in Funding
e. Early Termination
3. Non -Compliance Corrective Action Steps:
a. First Offense: Late submissions, not following directions, missing documents,
incomplete documents, acts of defiance, and/or discrepancies. CONTRACTOR will
have five (5) business days to fix and return to a satisfactory level. If not fixed to a
satisfactory level within five (5) business days, CONTRACTOR must submit a
Corrective Action Plan and is now in a Corrective Action Status and will remain in
this status
b. Second Offense (consecutive or non-consecutive): Late submissions, not following
directions, missing documents, incomplete documents, acts of defiance, and/or
discrepancies. CONTRACTOR will have 5 business days to fix and return to a
satisfactory level. If not fixed to a satisfactory level within five (5) business days, a
withhold of payment action will go into immediate effect. Payments will be withheld
until all invoices and/or reporting is completed to a satisfactory level. CONTRACTOR
remains in Corrective Action Status.
c. Third Offense: Probation Status. CONTRACTOR will have five (5) business days to
fix and return to a satisfactory level. If not fixed to a satisfactory level within five (5)
business days, the withhold of payment action will continue. Payments will be withheld
until all invoices and/or reporting is completed to a satisfactory level. CONTRACTOR
remains in Probation Status.
d. Fourth Offense: Reduction in Funding Status. 20% reduction in funding over the
remaining contract balance. CONTRACTOR will have five (5) business days to fix and
return to a satisfactory level. If not fixed to a satisfactory level within five (5) business
days, the withhold of payment action will go into immediate effect. Payments will be
withheld until all invoices and/or reporting is completed to a satisfactory level.
CONTRACTOR remains in Reduced Funding Status. CONTRACTOR may apply for
Professional Services Contract (rev 05/2018) Page 23
funding on the next Request for Proposal cycle, but future funding awards will be
impacted.
e. Fifth Offense: Grounds for early contract termination. If the contract is terminated
early, the COTNRACTOR will be notified and expected to follow all contract obligations
under the contract close-out clause. CONTRACTOR may apply for funding on the next
Request for Proposal cycle but will start the contract term on probationary status.
4. Performance Improvement Plan Status: assessed monthly and quarterly with the
submission of performance reports. Performance Improvement Plans are reserved for
contract issues that impact deliverables around numbers served.
a. In Compliance
b. Step 1: Monitoring Status - monthly performance is below 85% of projection.
CONTRACTOR must submit an Action Plan to improve performance that is subject to
monthly reviews with COUNTY staff. The Plan shall: cite and describe the
Contractor's specific area(s) in need of improvement, including, though not limited to:
compliance with contract requirements, model fidelity, Performance progress, financial
activity, and/or enrollment performance in need of improvement. For the specified
area(s) in need of improvement, the Plan shall provide metrics or benchmarks to serve
as indicators of satisfactory improvement. Identify corrective action items and/or steps
the Contractor shall comply with to address cited areas in need of improvement. The
plan shall also identify technical assistance and/or other supports designated to be
made available to the Contractor by COUNTY to assist the Contractor in achieving
satisfactory improvement. Outline a timeline for the completion of the Performance
Improvement Plan by the Contractor.
c. Step 2: Performance Improvement Plan Status — assessed at quarterly
benchmarks. CONTRACTOR must submit a Performance Improvement Plan.
CONTRACTOR will participate in a monthly Performance Improvement Plan meeting
with COUNTY staff. The purpose of the meeting is to discuss the plan; gather
information and feedback from the CONTRACTOR; share and review COUNTY data;
other available program data; and other information related to areas in need of
improvement which may be used to inform, evaluate and update the Performance
Improvement Plan.
d. Step 3: 20% reduction in funding over the balance of the contract if
CONTRACTOR'S performance remains below projections for two or more quarters.
e. Early Contract Termination. COUNTY may terminate this contract prior to the end of
the Term if satisfactory progress toward the goals of the Performance Improvement
Plan is not met by the CONTRACTOR, and/or if the Contractor is not able to or is not
cooperative in development and Performance of the Performance Improvement Plan.
f. Transition off Performance Improvement Plan Status: If satisfactory improvement
in the specific area(s) indicated in Plan is met by the CONTRACTOR, within the
timeline for completion of the Plan, the CONTRACTOR shall be transitioned out of
Performance Improvement Status. COUNTY will provide the CONTRACTOR written
notice of this transition once it has determined satisfactory improvement has been met
following the timeline for completion of the Plan.
5. Contract Close -Out: In the event a CONTRACTOR is delinquent on final contract close-out
invoicing and/or reporting, and they have been re -funded whether it is the same or a different
program, the current contract will start in probation status under the Non -Compliance
Corrective Action Steps. Under this condition, any missed deliverable or act of non-
performance can lead to early termination.
Professional Services Contract (rev 05/2018) Page 24