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HomeMy WebLinkAboutThurston-Mason Behavioral Health OrganizationTHURSTON-MASON Behavioral Health Organization LLC TH U RS u ONAVASO GO‘frlit\INIG FI F-DAl11 0 OAIRD AGR 0) TA Mason County Sheriff's Office CJTC THIS AGREEMENT, is made and entered by and between Mason County Sheriffs Office, hereinafter referred to as "MCSO" and the Thurston -Mason Behavioral Health Organization, LLC a quasi - governmental entity formed pursuant to the Interlocal Cooperation Act, chapter 39.34 RCW, hereinafter referred to as "TMBHO", hereinafter collectively referred to as the "Parties". PARTIES TO THE CONTRACT THURSTON-MASON BEHAVIORAL HEALTH ORGANIZATION, LLC Mark Freedman, CEO Thurston -Mason Behavioral Health Organization 612 Woodland Square Loop SE - Suite 401 Lacey, WA 98503 Phone: 360.763.5791 Email: Mark.Freedman@tmbho.org Mason County Sheriffs Office Name: Address: Telephone: Fax: Email: AGREEMENT START DATE January 1, 2018 ATTACHMENTS None AGREEMENT END DATE December 31, 2018 By their signatures below, the parties agree to the terms and conditions of this Agreement and all documents incorporated by reference. No other understandings or representations, oral or otherwise, regarding the subject matter of this Agreement shall be deemed to exist or bind the parties. The parties signing below certify that they are authorized to sign this Agreement and acknowledge that the waiver of immunity set out in Section 6 was mutually negotiated and specifically agreed to by the parties herein. t TMB_ 0 SI - NATURE Y COUNTY SIGNATURE fas‘ PRINTED NAME AND TITLE MARK FREEDMAN, CEO PRINTED NAME AND TITLE OeAhherl i hek, Chair, (?t . Crnirnisskwiers Approved as to Form: DATE SIGNED DATE SIGNED (fibeiliff 1. PURPOSE The purpose of this Agreement is to fund training costs and support for Mason County Sheriff's Office employees. 2. S :;RVICI S Mason County Sheriff's Office agrees to provide Crisis Intervention Training and support to employees identified within the department for this training. This training and support will be provided to the extent allowed by the available funds. 3. COMPENSATION Funding for the training and support shall be based on the actual cost of employee time, related travel expenses and support. Total amount shall not exceed $1O1,000. 4. INVOICING FOR SERVICES RENDERED MCSO will provide at minimum a quarterly invoice for services provided to TMBHO Invoices must include backup documentation that supports the request for reimbursement. Invoices shall be submitted to invoices@tmbho.org. 5. COMPLIANCE WITH LAWS Each Party shall comply with all applicable federal, state, and local laws, rules, and regulations and will maintain all necessary certifications, licenses, and accreditation that may be required to perform such Party's obligations under this Agreement. 7. HOLD HARMLESS AND INDEMNIFICATION Each Party to this Agreement shall be responsible for its own wrongful and negligent acts or omissions, or those of its officers, officials, agents, or employees to the fullest extent required by law, and shall indemnify, defend, and hold the other Party harmless from and against all claims, suits, actions, liabilities, losses, expenses, damages, and judgments including costs and attorney's fees, for injury, illness, disability, or death to any person or persons or damage to property caused by, arising out of, or resulting from the performance of this Agreement by the Party, that Party's officers, officials, agents, and/or employees. In the case of negligence of more than one Party, any damages allowed shall be levied in proportion to the percentage of negligence attributable to each Party, and each Party shall have the right to seek contribution from the other Party in proportion to the percentage of negligence attributable to the other Party. 8. INSURANCE Each Party shall, at its own cost and expense, obtain and maintain in force during the term of this Agreement professional and general liability insurance with limits of $1,000,000 per occurrence, $3,000,000 annual aggregate. Such insurance shall be provided by insurance company (ies) or self- insurance mutually acceptable to the parties. Each Party shall provide the other with a certificate of insurance (or copy of the insurance policy) verifying such coverage upon the other Party's request. 9. THIRD PARTY CLAIMS HANDLING A. The Party seeking indemnification hereunder shall promptly notify the other Party from whom indemnification is sought in writing of any claim asserted against it and promptly deliver a true copy of any summons or other process, pleading or notice issued in any lawsuit or claim. B. Where acceptance of its obligation to indemnify is deemed proper by the indemnifying Party, said Party reserves the right to control the investigation, trial and defense of such lawsuit or action (including all negotiations to effect settlement), any appeal arising from it and employ or engage attorneys of its own choice. C The Party seeking indemnification may, at its sole cost, participate in such investigation, trial and defense of such lawsuit or action and any appeal arising from same. D. Each Party to this Agreement, its employees, agents, servants and representatives shall provide full cooperation to the other at all times during the pendency of the claim or lawsuit, including, without limitation, providing one another with all available information concerning the claim. 10. NONDISCRIMINATION TMBHO, its assignees, delegates or subcontractors shall not discriminate against any person in the performance of any of its obligations hereunder on the basis of race, color, creed, ethnicity, religion, national origin, age, sex, marital status, veteran status, sexual orientation or the presence of any disability. Implementation of this provision shall be consistent with RCW 49.60.400. 11. TERMINATION OF THE AGREEMENT This Agreement may be terminated by either Party by giving ninety (90) days written notice to the other Party of its intent to terminate. 12. AMENDMENTS This Agreement may be amended at any time by the written approval of the Parties. 13. PROHIBITION AGAINST ASSIGNMENT The obligations and duties of the Parties under this Agreement shall not be assigned, delegated, or subcontracted to any other person, firm or entity without the prior express written consent of the Parties. 14. CHOICF OF LAW, JURISDICTION AND VENUE A. This Agreement has been and shall be construed as having been made and delivered within the State of Washington, and it is agreed by each Party hereto that this Agreement shall be governed by the laws of the State of Washington, both as to its interpretation and performance. B. Any action at law, suit in equity, or judicial proceeding arising out of this Agreement shall be instituted and maintained only in any of the courts of competent jurisdiction in Thurston County. 15. SEVERABILITY A. If a court of competent jurisdiction holds any part, term or provision of this Agreement to be illegal, or invalid in whole or in part, the validity of the remaining provisions shall not be affected, and the parties' rights and obligations shall be construed and enforced as if the Agreement did not contain the particular provision held to be invalid. B. If any provision of this Agreement is in direct conflict with any statutory provision of the State of Washington, that provision which may conflict shall be deemed inoperative and null and void insofar as it may conflict and shall be deemed modified to conform to such statutory provision. 16. COUNTERPARTS This Agreement may be signed in counterpart or duplicate copies, and any signed counterpart or duplicate copy shall be equivalent to a signed original for all purposes. 17. FILING OF AGREEMENT A copy of this Agreement shall be filed with the County Auditor of Mason County or, alternatively, listed by subject on a public agency's web site or other electronically retrievable public source, as required by ROW 39.34.040. 18. ENTIRE AGREEMENT The Parties agree that this Agreement is the complete expression of its terms and conditions. Any oral or written representations or understandings not incorporated in this Agreement are specifically excluded. 19. NOTICES Any notices shall be effective if personally served upon the other Party or if mailed by registered or certified mail, return receipt requested, to the addresses set out on the cover page. Notice may also be given by facsimile with the original to follow by regular mail. Notice shall be deemed to be given three days following the date of mailing or immediately if personally served. For service by facsimile, service shall be effective upon receipt during working hours. If a facsimile is sent after working hours, it shall be effective at the beginning of the next working day.