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PURCHASE OF SERVICES CONTRACT
TITLE III OF THE OLDER AMERICANS ACT
and
STATE OF COLORADO OLDER COLORADANS ACT
NORTHWEST COLORADO COUNCIL OF GOVERNMENTS
ALPINE AREA AGENCY ON AGING
249 Warren Avenue; PO Box 2308
Silverthorne, CO 80498-2308
("NWCCOG")
and
PITKIN COUNTY ADULT AND FAMILY SERVICES
0405 Castle Creek Road
Aspen, CO 81611
("CONTRACTOR")
CONTRACT# 16/17 FY Pitkin AFS
FEDERAL ID NUMBER 98-02624
RECITALS:
A. The Alpine Area Agency on Aging, a program of the NWCCOG, is mandated
under the provisions of the Older Americans Act ("OAA") and the State Funding
for Senior Services ("SFSS") (referred to collectively as "OAA/SFSS") to foster
the development and implementation of comprehensive and coordinated service
delivery system to secure and maintain maximum independence and dignity for
older adults.
B. NWCCOG is the recipient of funds under the OAA/SFSS.
C. The NWCCOG desires to enter into this contract with Contractor to provide certain
services and programs, which is expected to be financed partially under OAA/SFSS,
in the Region 12 Planning and Service Area: Eagle, Grand, Jackson, Pitkin, and
Summit Counties (the "Contract").
D The Contractor is accountable to the NWCCOG for using funds obtained through this
Contract appropriately in the delivery of the services for older adults and other
eligible individuals.
E. The Contractor agrees to comply with all relevant provisions of the signed contract
between the NWCCOG and the State of Colorado, incorporated herein by reference
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and made a part of this Contract, as if fully set forth, in the monitoring and
administration of this Contract.
F The NWCCOG and the State are authorized to monitor the Contractor's use and
management of these funds and to review the Contractor's compliance with law,
policies, audit requirements, contract requirements, and State policy directives.
NOW THEREFORE, NWCCOG and Contractor (collectively referred to herein as the
"Parties") mutually agree as follows:
1.0 SELECTION OF CONTRACTOR
NWCCOG hereby selects the Contractor and the Contractor hereby agrees to perform the
, services hereinafter set forth in connection with the project of NWCCOG and the Alpine
Area Agency on Aging under the OAA/SFSS.
2.0 SCOPE OF SERVICES
Contractor shall do, perform, and carry out, in a satisfactory manner, as determined by
NWCCOG, all work elements described in Contractor's Proposal submitted for funding (as
approved and as may be amended, from time to time, by NWCCOG)which is herein
incorporated by reference and made a part of this Contract and which is summarized in
Exhibit A of the Contract.
3.0 INDEPENDENT CONTRACTOR
Contractor agrees and understands that Contractor is an independent contractor providing
services to the NWCCOG. Nothing in the Contract shall be deemed to make Contractor an
agent, employee, partner or representative of the NWCCOG.
3.1 Contractor shall not have the authority to bind the NWCCOG to any agreement,
liability or understanding, without the written consent of NWCCOG.
3.2 At all times during the term of the Contract, Contractor shall (i) provide and keep in
force workers' compensation and unemployment compensation insurance in the amounts
required by law, and (ii) be solely responsible for its acts and those of its employees and
agents.
4.0 COMPLIANCE
Contractor shall perform such services in compliance with all provisions and covenants of
this Contract, including but not limited to compliance with all applicable statues, rules,
regulations, covenants, conditions or stipulations governing the services to be provided.
4.1 Conformance with Laws
Contractor agrees to comply with all applicable laws, rules, regulations, and ordinances of
federal, state and local government authorities have jurisdiction over Contractor or any of
the contract work, or activities carried out in the name of or on behalf of NWCCOG.
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Contractor shall obtain, at its own expense, all permits, licenses, and equipment required of
it by such authorities to enable Contractor to engage in the contract work.
4.2 Compliance with Program Policies and Service Standards
Contractor shall comply with applicable program policies and standards. Services shall be
implemented according to these standards, unless the State has granted a waiver of
compliance. Applicable Federal and State laws, rules, regulations and standards are listed
in Exhibit B of the Contract.
5.0 ADMINISTRATIVE REQUIREMENTS
Contractor shall comply with all applicable provisions of 45 CFR, Part 74 and 45 CFR Part
92 regarding uniform requirements for the administration of U.S. Department of Health and
Human Services (HHS) grants and principles for determining costs applicable to activities
assisted by HHS grants.
6.0 PERIOD OF PERFORMANCE
NWCCOG intends to issue the Contract on a state fiscal year period (July-June). The initial
term of the Contract begins on January 1, 2016 and ends on June 30, 2016 and, upon
issuance by NWCCOG of an Extension Letter for the first fiscal year, commencing on July
1, 2016 and ending June 30, 2017. Services shall be undertaken in such sequence as to
assure completion of all services required hereunder by June 30, 2017. Contractor shall
not begin services prior to execution of the Contract.
The Contract may be considered for renewal, upon execution by NWCCOG of an Option
Letter, for twelve-month terms through June 30, 2019. Annual renewal of the Contract is
contingent upon availability of funds, continuation of state/federally funded programs,
annual Area Plan review, Contractor performance/compliance, and organizational options
for delivery of specified contracted services. Example Option Letter is attached hereto as
Exhibit G.
7.0 AMOUNT OF CONTRACT
NWCCOG agrees to reimburse Contractor for allowable project expenses up to but not
exceeding the amount of$ 12,635.00 shown in the attached Exhibit A.
7.1 The match from the Contractor shall consist of the sum total for Local Cash and/or In
Kind in the amount of$ 1,504.00 shown in the attached Exhibit A. The Contractor
stipulates that the specified cash or in-kind contributions have not been nor will they be
used to satisfy or match any other Federal or State grants or funds. Valuation of in-kind
match shall show how the in-kind match was computed, and must be incorporated into
Contractor's accounting records. Supplies, volunteer services, and other contributions shall
be valued as described under 45 CFR, Part 74, Subpart C.
7.2 The Contractor estimates there will be$ 50.00 in program income/client
contributions shown in the attached Contract Reimbursement System document, Exhibit A.
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8.0 U.S. DEPARTMENT OF HEALTH AND HUMAN SERVICERS ("HHS") GRANT
8.1 The Parties agree the if HHS or the State disapprove of the Contract or refuse or fail
to make the grant to NWCCOG as contemplated by the Contract, then the Contract shall be
void and shall not be binding on any parties hereto. Unearned payments under the Contract
may be suspended or terminated in the event that Contractor refuses to accept additional
terms or conditions to this Contract that may be imposed by HHS, the State or NWCCOG
after the effective date of the Contract.
8.2 Contractor expressly acknowledges that Contractor will be paid or otherwise
compensated with funds provided to NWCCOG by federal agencies that are subject to
sequestration pursuant to the Budget Control Act of 2011 and other applicable federal laws.
If funds for the Contract are not advanced, or are diminished, or returned to the federal
government due to sequestration, NWCCOG may immediately terminate the Contract in
whole or part without liability, including costs and liability for termination. Contractor
expressly acknowledges and agrees that NWCCOG has the right to require that funds
previously paid to Contractor for services performed hereunder be returned to NWCCOG in
the event the federal government requires that funds be returned because of sequestration
9.0 CHANGES
9.1 Except as may be expressly provided in the Contract, any changes, including any
increase or decrease in the amount of the Contract or changes in the scope of services, that
are mutually agreed upon by NWCCOG and Contractor, shall be incorporated in a written
Option Letter or a written amendment to the Contract.
9.2 If there is any increase or decrease in the amount of OAA/SFSS funding received by
NWCCOG which directly or indirectly affects Contractor's compensation paid hereunder,
NWCCOG shall give written notice to Contractor and said notice and the compensation paid
there under shall become an amendment to the Contract.
10.0 REIMBURSEMENT METHOD
Contractor shall submit a monthly services report and reimbursement request on a for
prescribed by NWCCOG or systems for services performed and expenses incurred within
that month. Such report and request shall be filed on or before the fifteenth (15th) day of
the following month in which services are provided, throughout the term of the Contract.
Failure to submit the monthly report and reimbursement request by the fifteenth day of the
following month will delay processing of payments until the next calendar month.
Further, failure to submit the final month's report and reimbursement request by July 15 of
the then-current fiscal year of the contract term, will result in non-payment for services
provided, and Contractor specifically agrees that any such late-filed final reimbursement
request will not be paid.
Contractor is responsible for the timely filing, completeness and accuracy of all service
performance reports and reimbursement requests. All payments are subject to verification
by NWCCOG.
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11.0 ERRONEOUS PAYMENTS.
Unless prohibited by Federal or State law or regulation, any costs incurred by the
Contractor that are later found to be disallowed or ineligible for payment under the Contract
shall be reimbursed by the Contractor to NWCCOG, or offset against current or future
payments due by NWCCOG to the Contractor, at NWCCOG's election.
12.0 TERMS AND CONDITIONS
The parties agree that this contract is also subject to the provisions set forth in Exhibits A,
B, C, D, E, F, and G of the Contract, attached hereto and incorporated.
13.0 CANCELLATION OR TERMINATION
13.1 Termination of Contract for Cause
If, through any cause, Contractor fails to fulfill in a timely and proper manner Contractor's
obligations under the Contract, or if Contractor violates any of the covenants, agreements,
or stipulations of the Contract, NWCCOG shall thereupon have the right to terminate the
Contract by giving written notice to Contractor of such termination, the reasons for such
termination, and specifying the effective date of termination. Notice of termination of the
Contract shall be mailed by Certified Mail, return receipt requested, at least thirty(30)
calendar days prior to the effective date of termination, unless a shorter time is set forth
herein for any failure to fulfill Contractor's obligations.
13.2 Mutual Termination
The parties may mutually terminate the Contract upon consent by both Parties by preparing
and executing a written notice of intent to terminate the Contract a minimum of thirty (30)
calendar days prior to the effective date of termination. The written notice shall include the
effective date of termination and the reason(s)for terminating the Contract.
13.3 Termination By Contractor
Contractor may terminate the Contract by submitting a written notice to NWCCOG no less
than thirty(30)days prior to the termination date setting forth the reasons for such
termination and specifying the effective date of termination. Contractor shall mail the written
notice of termination to the NWCCOG by Certified Mail, return receipt requested. If
Contractor terminates a portion of the Contract, NWCCOG, at its option may terminate the
Contract in its entirety.
13.4 Liability
Unless otherwise herein, the Contractor shall not be relieved of liability to NWCCOG for
damages sustained by NWCCOG because of any breach of the Contract by the Contractor,
and NWCCOG may withhold any payments to the Contractor for the purpose of setoff until
such time as the exact amount of damages due to NWCCOG from the Contractor is
determined.
13.5 Project Material
In the event of termination, all finished or unfinished documents, data, studies, surveys,
drawings, maps, models, photographs, and reports or other material prepared by the Contractor
under this Contract shall, at the option of NWCCOG, become its property, and the Contractor
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shall be entitled to receive just and equitable compensation for any satisfactory work completed
on such documents and other materials.
14.0 REMEDIES
a. NWCCOG, at its discretion, may terminate the Contract in accordance with
12.1 if Contractor violates or breaches any terms of the Contract.
b. NWCCOG may also institute any available administrative, contractual, or
legal remedies available to NWCCOG as may be appropriate, and may take one or
more of the following actions, as appropriate:
(1) Temporarily withhold payments pending correction of deficiency by the
Contractor.
(2) Disallow all or part of the cost of the activity or action not in
compliance.
(3) Wholly or partly suspend or terminate the Contract, including
suspending the Contract and services provided under the Contract pending any
audit or other investigation.
(4) Withhold further Contracts with Contractor.
(5) Take any other remedies that may be legally available.
15.0 CORRECTIVE ACTION
In the event the NWCCOG finds that Contractor is failing to conform to the terms and
conditions of the Contract, the NWCCOG in its sole discretion, and in addition to any other
remedies it may have, may require that the Contractor prepare and comply with a corrective
action plan by a specific date, and suspend further payments pending satisfactory
compliance by Contractor. Upon issuance of notice to Contractor and without necessity of
an Option Letter or contract amendment, the NWCCOG shall have the right to retain other
contractors and reallocate funds remaining under the Contract in the event of termination, or
failure of Contractor to provide the service units listed in Exhibit A in accordance with the
Contract ora corrective action plan. Nothing in this subsection shall require that the
NWCCOG accept a corrective action plan in lieu of exercising its rights to terminate the
Contract.
NOW THEREFORE, with regard to the Contract, NWCCOG and the Alpine Area Agency on
Aging shall:
1. Monitor and evaluate program performance;
2. Perform program on-site evaluations, as required;
3. Disburse funds in a timely manner, as available;
4. Provide training, technical assistance, and services-related training to Contractor, as
available;
5. Be accountable for the dissemination and implementation of required policies and
procedures to Contractor and applicable subcontracted service providers within sixty
(60)days or within the timeframe as directed by the State Unit on Aging; and
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6. Work cooperatively with Contractor to ensure that OAA/SFSS funds are used
appropriately.
All Attachments as referenced below are to be provided by the Contractor with the
signed copy of the Contract.
ATTACHMENT A
U Colorado Certificate of Good Standing (nonprofit providers Only)
ATTACHMENT B
❑ Commercial General Liability Insurance
NWCCOG and State of Colorado named as Additional Insured
ATTACHMENT C
U Worker's Compensation/ Employer's Liability Insurance Coverage
ATTACHMENT D
U Automobile Liability Insurance
NWCCOG and State of Colorado named as Additional Insured
ATTACHMENT E
❑ Professional Liability Insurance (as applicable)
ATTACHMENT F
❑ Privacy Liability/Cyber Risk Insurance
(for providers managing Protected Health Information of clients)
ATTACHMENT G
❑ Guest Fee Calculation Tool (Nutrition Meal Services Only)
By signing the Contract, Contractor certifies that the firm, its employees, its principles or
authorized subcontractors are not presently suspended, debarred, proposed for debarment,
declared ineligible, or voluntarily excluded from participation in the Contract by any federal
department or agency.
IN WITNESS WHEREOF, the parties hereto have executed this Contract on the
31st day of December , 2015.
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NORTHWEST COLORADO COUNCIL OF GOVERNMENTS [Federal ID No. 84-0639906]
ALPINE AREA AGENCY ON AGING
By: ..«.„_
Liz Mullen
Executive Director
PITKIN •UNTY ADULT AND FAMILY SERVICES
By:
Authorized Signature
Title
NWCCOG-Alpine Area Agency on Aging Purchase of Services Contract OAA/OCA
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EXHIBIT A
SCOPE OF SERVICES
Contract Number 16/17-FY Pitkin AFS
A.1 Service Budget
Compensated Services:
Service(s) Amount Local Cash In-Kind
OPTIONS COUNSELING [ADRC] $12,635 $1,404 $100
Non-Compensated Services:
OUTREACH
A.2 Geographic Area
The Contractor shall perform all the necessary services provided under this Contract for eligible
primary residents of the jurisdiction(s) listed in A.3 Service Provision.
A.3 Service Provision
The Contractor shall provide the services described herein.
Summary of Units Provided
COMPENSATED SERVICES
Service Service Area(s) Units/Measurement
OPTIONS COUNSELING [ADRC] Pitkin County (all) 370 hours
Total
NWCCOG-Alpine Area Agency on Aging Purchase of Services Contract OAA/OCA
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EXHIBIT B
APPLICABLE LAWS, RULES, REGULATIONS, AND STANDARDS
As required in the contact between NWCCOG and the State, the NWCCOG, the Contractor
and its agent(s) shall at all times during the contract period strictly adhere to the applicable
Federal and State laws, rules, and regulations, as they currently exist and may hereafter be
amended, which documents are incorporated herein by this reference:
B.1. "Conformance of Law" requirement set forth at Paragraph P, of the State of Colorado
Department of Human Services contract General Provisions:
• Age Discrimination Act of 1975, 42 U.S.C. Section 6101-and its implementing
regulation, 45 C.F.R. Part 91;
• Age Discrimination in Employment Act of 1967, 29 U.S.C. 621 et seq.;
• Americans with Disabilities Act of 1990 (ADA), 42 U.S.C. 12101 et seq.;
• The Drug Free Workplace Act of 1988, 41 U.S.C. 701 et seq.;
• Equal Pay Act of 1963, 29 U.S.C. 206;
• Health Insurance Portability and Accountability Act of 1996, 42 U.S.C. § 1320d et
seq. and implementing regulations, 45 C.F.R. Parts 160 and 164;
• Immigration Reform and Control Act of 1986, 8 U.S.C. 1324b;
• Section 504 of the Rehabilitation Act of 1973, 29 U.S.C. 794, as amended, and
implementing regulation 45 C.F.R. Part 84;
• Titles VI &VII of the Civil Rights Act of 1964, 42 U.S.C. 2000(d) & (e);
• The Personal Responsibility and Work Opportunity Reconciliation Act of 1996, 42
USC 604a, PL 104-193. See also State Executive Order D 015 00;
• The Uniform Administrative Requirements for Grants and Cooperative Agreements
to State and Local Governments (Common Rule), at 45 CFR, Part 92;
• The Uniform Administrative Requirements for Awards and Sub-awards to Institutions
of Higher Education, Hospitals, Other Non-Profit Organizations, and Commercial
Organizations (Common Rule), at 2 CFR 215;
• Office of Management and Budget Circulars A-87, A-21 or A-122, and A-102 or A-
110, whichever is applicable.
• Office of Management and Budget Guidance for Grants and Agreements 2 CFR Part
200.
• The Hatch Act (5 USC 1501-1508) and Civil Service Reform Act, Public Law 95-454
Section 4728.
• Departments of Labor, Health and Human Services, and Education and Related
Agencies Appropriations Act, 1990, PL 101-166, Section 511.
• 45 CFR Subtitle A, Department of Health and Human Services regulations.
• The Single Audit Act Amendments of 1996, 31 USC 7501, Public Law 104-156, OMB
Circular A-133, and 45 CRF 74.26.
• The Federal Funding Accountability and Transparency Act of 2006 (Public Law
109-282), as amended by§6062 of Public Law 110-252, including without limitation
all data reporting requirements required thereunder. This Act is also referred to
as FFATA.
B.2. "Exhibit A, Statement of Work" of the State of Colorado Department of Human Services
Section II, References:
• Federal Older Americans Act;
• Code of Federal Regulation (CFR), Title 45 Public Welfare;
• Older Coloradans Act, C.R.S. 26-11-100.1 et seq.;
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• C.R.S. Title 25 Health and 26 Human Services Code;
• Colorado Long-Term Care Ombudsman Act, C.R.S. 26-11.5 et seq.;
• Colorado Department of Human Services Staff Manual Volume 10;
• Administration on Aging Fiscal Guide, Older Americans Act, Titles III and VII;
• _Colorado Retail Food Establishment Rules and Regulations;
• Dietary Guidelines for Americans;
• Dietary Reference Intakes (DRIs);
• SUA Policy and Procedures Manual;
• SUA Policy Directives; and
• Code of Federal Regulation (CFR)Title 48 Section 3.908 Whistleblower Protection.
NWCCOG-Alpine Area Agency on Aging Purchase of Services Contract OAA/OCA
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EXHIBIT C
TERMS AND CONDITIONS
C.1 ORGANIZATIONAL REQUIREMENTS
C.1.1 Qualifications.
The Contractor represents that it is competent to perform the services specified in this Contract.
All of the services required hereunder will be performed by the Contractor or under its
supervision, and all personnel engaged in the work shall be fully qualified and shall be
authorized under State and local law to perform such services.
C.1.2 Interest of Contractor.
The Contractor covenants that it presently has no interest and shall not acquire any interest,
direct or indirect, which would conflict in any manner or degree with the performance of services
required to be performed under this Contract. No person having any such interest shall be
employed or participate in any decision relative to this Contract.
C.1.3 Prohibition Against Employing Illegal Aliens.
C.1.3.i Prohibition Against Employing Illegal Aliens: Colorado Requirement.
Contractor shall not knowingly employ or contract with an illegal alien to perform work under the
Contract. Contractor shall not enter into a contract with a subcontractor that fails to certify to the
Contractor that the subcontractor shall not knowingly employ or contract with an illegal alien to
perform work under the Contract. Exhibit F, the "E-Verify Federal Contractor Rule Employment
Eligibility Verification", must be signed and returned with the Contract, which is attached hereto
and incorporated herein by reference.
a. Contractor will participate in either the E-verify program or the Department of
Labor and Employment("Department") program, as defined in C.R.S. §§ 8-17.5-101 (3.3) and
8-17.5-101 (3.7), now in effect and as amended from time to time, in order to confirm the
employment eligibility of all employees who are newly hired for employment to perform work
under the public contract for services, as defined by C.R.S. § 8-17.5-101(6), now in effect and
as amended from time to time. If Contractor participates in the Department program, Contractor
shall deliver to NWCCOG a written, notarized affirmation, affirming that Contractor has
examined the legal work status of such employees, and shall comply with all other requirements
of the Department program.
b. Contractor is prohibited from using the E-verify program or the Department
program procedures to undertake pre-employment screening of job applicants while the
Contract is being performed. If Contractor will be participating in the Department program,
Contractor will provide to NWCCOG a copy of Contractor's executed Notice of Participation in
the Department Program form.
c. If Contractor obtains actual knowledge that a subcontractor performing work
under the Contract for services knowingly employs or contracts with an illegal alien, Contractor
shall:
(1) notify the subcontractor and NWCCOG within three days that the
Contractor has actual knowledge that the subcontractor is employing or contracting with an
illegal alien; and
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(2) terminate the subcontract with the subcontractor if within three days of
receiving the notice required pursuant to this paragraph the subcontractor does not stop
employing or contracting with the illegal alien; except that the Contractor shall not terminate the
contract with the subcontractor if during such three days the subcontractor provides information
to establish that the subcontractor has not knowingly employed or contracted with an illegal
alien.
d. Contractor shall comply with any reasonable request by the Department made in
the course of an investigation that the Department is undertaking pursuant to the authority
established in C.R.S. § 8-17.5-102(5).
e. If Contractor violates a provision of the Contract required pursuant to C.R.S. § 8-
17.5-102, NWCCOG may terminate the contract for breach of contract. If the contract is so
terminated, the Contractor shall be liable for actual and consequential damages to NWCCOG.
f. This Section C.6 shall not apply to the following types of contracts:
(1) intergovernmental agreements;
(2) agreements for information technology services or products and services;
(3) agreements relating to the offer, issuance, or sale of securities;
(4) agreements for investment advisory services or fund management
Services;
(5) any grant, award, or contract funded by any federal or private entity for
any research or sponsored project activity of an institution of higher
education or an affiliate of an institution of higher education that is funded
from moneys that are restricted by the entity under the grant, award, or
contract, pursuant to C.R.S. § 8-17.5-101(6)(b).
C.1.3.ii Prohibition Against Employing Illegal Aliens: Federal Requirement.
If the Contract includes an award of Federal funds of more than $3,000, Contractor must also
comply with the E-Verify Federal Contractor Rule, set forth in Exhibit F, which requires the
Contactor to use the E-Verify program to verify the employment eligibility of all employees
assigned to the Contract and all new hires.
C.1.4 Sub-grant or Subcontract.
C.1.4.a None of the work or services covered by this Contract shall be sub-granted or
subcontracted to any other party without the prior written approval of NWCCOG. Failure to
obtain NWCCOG's prior approval of any additional sub-grantors or subcontractors shall result in
the disallowance of reimbursements for any services provided by sub-grantor or subcontractor
not previously approved.
C.1.4.b Prior to submitting the sub-grant(s)/subcontractor(s)for approval by NWCCOG,
Contractor shall verify that sub-grantee and subcontractor is not presently debarred, suspended,
proposed for debarment, declared ineligible, or voluntarily excluded from participation by any
federal department or agency pursuant to 2 CFR Part 376.
❑ Contractor shall submit verification of non-exclusion or non-disqualification upon request
C.1.4.c Any approval by NWCCOG of a sub-grantee or subcontractor shall be effective
only through the current contract fiscal year and subject to the continuing requirement of non-
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exclusion or non-disqualification pursuant to 2 CFR Part 376. It shall be Contractor's
responsibility to submit verification of such non-exclusion or non-disqualification upon request.
C.1.4.d Contractor is responsible for compliance with all provisions of the Contract by
each sub-grantee/subcontractor engaged by Contractor in connection with the work to be
performed under this Contract. Contractor warrants and agrees that all sub-grants/subcontracts
resulting from its performance under the terms and conditions of the Contract shall include a
provision that the sub-grantee/subcontractor shall abide by the terms and conditions of the
Contract. Also, Contractor warrants and agrees that all sub-grants/subcontracts shall include a
provision that the sub-grantee/subcontractor shall indemnify and hold harmless the State. The
sub-grantee/subcontractor must be certified to work on any equipment for which their services
are obtained.
C.1.5 Confidentiality.
Contractor shall protect the confidentiality of all consumers in accordance with the HIPAA
Privacy Rule at 45 CFR Parts 160 and 164, now in effect. Federal law and regulations
governing the privacy of certain health information requires a "Business Associate Contract"
between the NWCCOG and the Contractor. Contractor shall advise its employees, volunteers
or agents that they are subject to these confidentiality requirements and shall provide its
employees, volunteers or agents, with a copy or written explanation of these confidentiality
requirements before access to confidential data is permitted. The HIPPA Business Associate
Agent's Addendum, attached to the Contract as Exhibit E, is incorporated herein.
C.1.6 Discrimination.
The Contractor shall:
a. Not discriminate against any person on the basis of race, color, national origin, age,
sex, religion and handicap, including Acquired Immune Deficiency Syndrome (AIDS)
or AIDS related conditions.
b. Not exclude from participation in, or deny benefits to any qualified individual with a
disability, by reason of such disability.
c. Agree to take positive steps to employ and advance in employment qualified
handicapped persons and to comply with Department of Health and Human Services
Regulations (45 CFR Part 84).
d. Allow any person who thinks he/she has been discriminated against as related to the
performance of this contract has the right to assert a claim, Colorado Civil Rights
Division, C.R.S. §24-34-302, et seq.
e. Comply with all applicable Federal laws, regulations, and orders regarding "Equal
Employment Opportunity", as from time to time amended, as supplemented in the
Department of Labor Regulations (41 CFR Part 84).
C.1.7 Lobbying Restrictions.
Contractor shall not use funds made available under the OAA/SFSS for lobbying activities, as
described at Section 24-6-301, C.R.S., including, but not limited to activities intended to
influence decision or activity by non-judicial Federal, State or local officials or body.
C.1.8 Records.
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C.1.8.a The Contractor agrees to retain all records pertinent to this Contract for a period of
three (3)years after final payment hereunder. In the event that activities or costs are questioned
by audit, records shall be retained until all questioned items are resolved. Contractor shall
maintain confidentiality of information relating to specific consumers by ensuring that such
information is gathered only with the informed consent of the consumer, such information is
used only for the purposes gathered, adequate security of records is maintained to prevent
unauthorized use, access to consumer records and identifiable information is limited only to
program staff, and consumer files are kept under lock and key after use. Contractor shall
maintain the confidentiality of protected health information as required by law, including the
consumer's individually identifiable health information.
C.1.8.b Accounting Records. Records which identify adequately the source and application of
funds for Contract activities shall be maintained for the period provided in C.1.8a above and
shall comply with the requirements of the Older Americans Act, Colorado Revised Statutes,
Rule Manual Volume 10 and the SUA Policy and Procedure Manual, as from time to time
amended.
C.1.8.c Additional Records Required. Contractors shall develop and maintain the records
required by applicable laws and regulations including but not limited to the Section of the SUA
Policy and Procedure Manual and including the following records: personnel records for each
employee to include documentation of training, documentation of supervision, and
documentation of current licensure if applicable; a Targeting Plan; Emergency Response Plan;
confidentiality procedures; procedures for handling and reporting of critical incidents, including
accidents, suspicion of abuse, neglect or exploitation, and criminal activity; a log of all
complaints and critical incidents; records for each older adult served; and travel documentation
policies and procedures. These shall be maintained by the Contractor and made available to
NWCCOG, SUA and/or their authorized representatives upon request.
(1) Targeting Plan. The Older Americans Act(OAA) requires that program services
target vulnerable populations that are traditionally underserved due to isolation, ethnic, cultural,
language barriers, socioeconomic or other factors. Contractor is required to identify specific
target populations within the Contract's service area(s), with particular attention to older
individuals identified in Section 306, Area Plans (a)(4)(i) of the OAA, and provide a plan to reach
these high priority populations.
(2) Emergency Response Plan. Contractor will communicate, coordinate, and plan for
cooperation with county emergency response managers/coordinators and their staff. Per State
Unit on Aging Policy Directive the State may require the Contractor to develop and implement
an Emergency Response Plan relative to coordination with their respective county
representative as stated above. All other contracted service providers may develop and
implement such plans as appropriate for their agency and community.
C.2 FISCAL MANAGEMENT REQUIREMENTS
C.2.1 OAA/SFSS Payor of Last Resort.
Contractor will not use OAA/SFSS funds to duplicate services that may be funded through
Medicaid, Medicare, Title XX or other available federal, state, or local sources.
C.2.2 Financial Management.
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C.2.2.a Contractor agrees to adhere to generally accepted accounting principles and
procedures, utilize adequate internal controls, and maintain necessary source documentation
for all revenues received and costs incurred.
C.2.2.b Contractor shall administer the program with the provisions of the Older Americans
Act, Colorado Revised Statutes, Rule Manual Volume 10 and the SUA Policy and Procedure
Manual, as from time to time amended, including but not limited to compliance with cost
principles set forth in conformance with OMB Circular A-102 "Grants and Cooperative
Agreements with State and Local Governments"or OMB A-110 "Uniform Administrative
Requirements for Grants and Agreements with institutions of Higher Education, Hospitals or
Other Non-profit Organizations", and Federal Acquisition Regulations at 48 C.F.R. Part 31.2,
whichever may apply.
C.2.3 Contractor Audits.
C.2.3.a The Contractor shall ensure that an annual independent audit is conducted of the
Contractor's financial records in accordance with the requirements of OMB Circular A-133. The
Contractor shall, upon request, make a copy of the audit available for review by NWCCOG
and/or SUA.
C.2.3.b Should an audit or other financial review disallow any reimbursed costs, the
disallowed funds shall be returned to NWCCOG or, in NWCCOG's discretion and to the extent
permitted by Federal and State law and regulations, offset against current or future payments to
Contractor. Failure to fulfill these audit obligations is a breach of this Contract and will subject
Contractor to all remedies available herein and at law, including all funds being due and payable
back to NWCCOG.
C.2.3.c NWCCOG, HHS, State and Federal Audits and Inspections.
During the Contract period, the retention period, and as long thereafter as the records are
maintained, at any time during normal business hours, Contractor shall make available to
NWCCOG, HHS, the State and the Comptroller General of the United States, or their authorized
representatives, any books, documents, papers or other records of the Contractor with respect
to all matters covered by the Contract in order to make audit, examination, excerpts, and
transcripts. Contractor acknowledges that disclosure of protected health information to
NWCCOG, HHS, the State and the Comptroller General of the United States and their
authorized representatives is permitted pursuant to Federal law. Failure to make records
available for inspection within seventy-two (72) hours of notice shall be deemed a violation of
the Contract.
C.3 PROGRAM REQUIREMENTS
C.3.1 Eligibility Assessments.
C.3.1.a The Contractor will conduct an assessment of individual eligibility prior to the delivery
of any registered services, as defined in 45 CFR 1321.3, using the standardized assessment
form provided by NWCCOG, and re-assessments will be conducted every six months thereafter
as applicable for any registered service continuing after six months. The Contractor may not
alter the standardized assessment form provided by NWCCOG; however, the Contractor may
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attach as separate sheet(s) an addendum to the assessment to meet any additional
program/service specific needs. Any addendum must be approved in advance by NWCCOG.
C.3.1.b Eligibility for services provided under this Contract shall be only that the individual
receiving service is age 60 or above unless other eligibility requirements exists within Rule
Manual Volume 10 or SUA Policy and Procedure for the contracted service.
C.3.1.c Consumer Information Assessments (for Registered Services).
Contractor will adhere to and follow the SUA Policy and Procedure Manual and Volume 10 for
"Consumer Information Assessments"for Purpose, Background, Policy, Assessment
Instrument, and Instructions for the requirements for completing and maintaining consumer
information assessments.
C.3.2 Targeting.
The OAA requires that program services target vulnerable populations that are traditionally
underserved due to isolation, ethnic, cultural, language barriers, socioeconomic or other
factors), with particular attention to older individuals identified in Section 306, Area Plans
(a)(4)(i) of the OAA.
C.3.3 Background Check; Driver's License.
C.3.3.a Employees, volunteers or contractors responsible for transporting consumers shall
have a valid Colorado driver's license, and shall not have any alcohol related offenses in the
past three years, or two or more convictions or chargeable accidents within the past two (2)
years.
C.3.3.b Contractor shall ensure that prior to delivery of services, a records check through the
Colorado Bureau of Investigations (CBI) or another background check system that provides
information at the same level of detail or higher than the CBI records check, shall be conducted
for all employees, volunteers, independent contractors, and subcontractors of Contractor who is
directly providing one or more of the following services: personal care, homemaker, adult day,
transportation, case management, chore or home modifications that are provided through a
contracted agency, home delivered meals, material aid services (provided within a consumer's
home), one-to-one legal, one-to-one counseling, or respite care. Contractor shall ensure that
appropriate follow-up of the background check is completed according to the SUA Policy and
Procedure Manual Subsection, and shall ensure that its employees, volunteers, independent
contractors, and contractors are in compliance with the restrictions of Subsection.
C.3.4 Contractor Training.
Contractor shall attend trainings and/or meetings through NWCCOG to provide training and
technical assistance, contract management of this Contract, approved data entry methods, and
data collection and reporting on services contained within the Area Plan and Funding Request.
C.3.5 Monitoring and Reporting Program Performance.
C.3.5.a The activities of Contractor in providing the services set forth under this Contract shall
be monitored by NWCCOG in accordance with the applicable provisions of 45 CFR Part 74 and
45 CFR Part 92, other applicable Federal regulations, and this Contract. NWCCOG will monitor
all activities of Contractor supported by this Contract to assure that the services being
performed are consistent with the Contract and applicable Federal regulations. Contractor
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acknowledges that disclosure of protected health information to NWCCOG is permitted pursuant
to Federal law.
C.3.5.b Monthly Data Entry.
The Federal Administration on Community Living (ACL) requires certain OAA/SFSS data to be
reported in the National Aging Program Information System (NAPIS) or in the National
Ombudsman Reporting System (NORS). To assist in the data collection for NAPIS/NORS, the
State requires all Contractors to report services provided in a State software system as
designated and assisted by the State from time to time. Currently the software utilized is Senior
Assistance Management System (SAMS). ACL utilizes the data system to collect data, track,
assess, and measure program performance. In addition, ACL uses data to assess aging
program progress in service delivery, populations served, and quality of grantee efforts.
Contractor must complete training on SAMS for all employees who will be performing the data
entry service. Training is available each year and is mandatory for anyone who has not
previously attended or as deemed appropriate by NWCCOG.
C.3.5.c Performance Reports.
Contractor shall submit to the NWCCOG a monthly client and service delivery report, due on or
before the 15th (fifteenth) day of the following month, throughout the period of the Contract.
The performance report shall be in a form or using systems prescribed by the NWCCOG,
containing information required by the NWCCOG, and in accordance with guidelines issued by
the State of Colorado and ACL. Failure to report data correctly and timely is a violation of this
Contract and NWCCOG may exercise any remedies available under the Contract or at law,
including withholding payments.
C.3.5.d Financial Reports.
Contractor shall submit to the NWCCOG a monthly fiscal report, due on or before the fifteenth
(15) day of the following month, throughout the period of the Contract. The fiscal report shall
be in a form or using systems prescribed by the NWCCOG, containing information required by
the NWCCOG and in accordance with guidelines issued by the State of Colorado and ACL.
Failure to report fiscal data correctly and timely is a violation of this Contract and NWCCOG
may exercise any remedies available and the Contract or al law, including withholding
payments.
C.3.6 State and NWCCOG Contract Performance Focus.
a. As set forth and defined herein, the "Contract Performance Focus" is a
performance—based analysis strategy the State, NWCCOG, and Contractor shall use in
association with the Contractor's performance under the Contract that allows the parties to
better focus on and improve performance measures to obtain maximum benefits from the work
the Contractor performs under the Contract. By identifying areas of focus, the parties shall
determine what aspects of the Contractor's performance are working and what aspects of said
performance need improvement. By measuring the impact of day-to-day work of the Contractor,
the parties will be able to make more informed collaborative decisions to align the work of the
Contractor to affect more positive performance outcomes and change for the purposes served
through the Contract.
b. Performance Measures Reports shall reflect relevant report data for the
performance measures identified hereunder to be tracked on an ongoing basis through the
Contract Performance Focus process. Performance measures will continue to evolve to meet
the objective of measuring key performance outcome indicators for the work of the Contractor.
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c. The Contractor shall collect data for each performance measure and report this
data to the State on dates established by the State. The Contractor shall report data on forms
developed by the State. In the absence of such forms, the Contractor may report on
performance data using tools and documents of their choosing.
d. Changes and Additions to Performance Measures.
(1) The State may add a new performance measure or change any of the
performance measures described in the contract between NWCCOG and the
State. If the State adds or changes a performance measure, NWCCOG will
provide to Contractor the State's written notice prior to the effective date of the
new/revised measure. If exercised the new/revised measure shall be
incorporated into the Option Letter issued by the NWCCOG.
C.3.7 Consumer Complaint/Appeal Process.
The Contractor shall develop a procedure to assure that applicants to, or clients of, their
services are advised in writing of their right to complain about services or the denial of services,
to appeal decisions made about the complaint, and that those complaints and appeals, are
processed and tracked in compliance with SUA Policy and Procedure and as directed by,
NWCCOG. Complaint/appeals documentation may be kept in hard copy or electronically, but
must be printable. Contractor shall retain complaint/appeal documentation, and shall retain
records in accordance with Section C.1.8 herein.
C.3.8 Voluntary Contributions and Non-eligible Recipient Fees.
Contractor shall
(i) provide each recipient with an opportunity to voluntarily contribute to the cost of the service;
(ii) clearly inform each recipient that there is no obligation to contribute and that the contribution
is purely voluntary;
(iii) protect the privacy and confidentiality of each recipient with respect to the recipient's
contribution or lack of contribution;
(iv) establish appropriate accounting procedures to safeguard and account for all contributions;
(v) use all collected contributions to expand or enhance the service for which the contributions
were given; and
(vi) identify the income as program income and expend it in accordance with C.3.9.a below.
Contractor shall establish minimum standards and procedures for the responsible collection of,
handling, and safeguarding of consumer contributions and non-eligible recipient fees in
compliance with SUA Policy and Procedure Manual.
C.3.9 Income.
C.3.9.a Program income, including participant contributions, earned by the Contractor from
activities which are supported by the Contract shall be added to funds committed to the project
or program and used for allowable costs of services under the Contract to further the objectives
of the Contract as provided under 45 CFR 74.24(b)(1).
C.3.9.b Program income must be fully expended within the reporting month it was received
and cannot be carried over for any period of time.
C.3.10 Income Accounting Records.
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Program income must be accounted for according to the additional costs alternative specified in
Section C.1.8 above and pursuant to 45 CFR, Section 74.24.
C.3.11 Waiting Lists.
C.3.11.a Contractor shall establish and maintain waiting lists when services are available
but cannot be provided to all eligible consumers. In such circumstances, Contractor shall place
eligible consumers on a waiting list. Waiting list procedures must be equitable to all eligible
consumers. Contractor shall give priority to consumers targeted by the Older Americans and
Older Coloradans Act, with due consideration given to the time kept on a wait list. Persons shall
be removed from the waiting list in accordance with SUA Policy and Procedure Manual.
Contractor will develop a waiting list procedure in compliance with the policies set forth in the
Policy and Procedure Manual, regardless of whether or not there are consumers waiting for
service.
C.3.11.b Contractor shall maintain waiting lists, and shall make the waiting list and the
procedures for the waiting list readily available for review by NWCCOG and/or the State Unit on
Aging. Waiting list documentation may be kept in hard copy or electronically, but must be
printable. Contractor shall retain waiting list documentation, and shall not destroy any such
records until notified by NWCCOG.
C.3.12 Outreach.
Contractor will ensure consumer access and awareness of services they provide and of the
Alpine Area Agency on Aging through outreach and marketing which may include a website,
social media, or other means.
C.3.13 Policy Changes.
From time to time during the term of this Contract, NWCCOG and/or the State Unit on Aging
may adopt policies and procedures that relate to services provided under this Contract. Upon
notice of such adopted policies or procedures, Contractor shall incorporate any such policies
and procedures into their practices and comply with the provisions thereof.
C.4 OTHER REQUIREMENTS
C.4.1 Acknowledging Funding Support.
C.4.1.a Contractor will include statements identifying the Northwest Colorado Council of
Governments as a funder for all services provided on all program outreach materials.
C.4.1.b Contractor must include on all publications and printed materials resulting from this
Contract, other than documents exclusively for internal use by Contractor, a statement of
acknowledgement of the funding support received under the Older Americans Act and/or Older
Coloradans Act.
C.4.2 Assignability.
The Contractor shall not assign any interest in this Contract, and shall not transfer any interest
• in the same (whether by assignment or novation), without the prior written consent of NWCOG
thereto; provided, however, that claims for money due or to become due to the Contractor from
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NWCCOG under this Contract may be assigned to a bank or other financial institution without
such approval. Notice of any such assignment or transfer shall be furnished to NWCCOG.
C.4.3 On-Site Assessment.
The Contractor will adhere to and follow the SUA Policy and Procedure Manual for Purpose,
Background, Policy and Criteria of service on-site assessments and requirements of the
NWCCOG and State.
C.4.4 Publication, Reproduction and Use of Material.
Material produced in whole or in part under this Contract may not be subject to copyright laws.
C.4.5. Volunteers.
If the Contractor utilizes volunteers to provide services, the Contracting organization shall
document how volunteers will be utilized in the program(s) including, but not limited to, the use
of time sheets and job descriptions.
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EXHIBIT D
INDEMNIFICATION & INSURANCE REQUIREMENTS
D.1 Indemnification.
To the extent allowable by law, the Contractor agrees to indemnify and hold harmless the State
of Colorado, NWCCOG, their officers, employees, and insurers, from and against all liability,
claims, and demands, on account of injury, loss, or damage, including without limitation claims
arising from bodily injury, personal injury, sickness, disease, death, property loss or damage, or
any other loss of any kind whatsoever, which arise out of or are in any manner connected with
this Contract, if such injury, loss, or damage is caused in whole or in part by, or is claimed to be
caused in whole or in part by, the act, omission, error, professional error, mistake, negligence,
or other fault of the Contractor, any subcontractor or subcontractor of the.Contractor, or any
officer, employee, representative, or agent of the Contractor or of any subcontractor or
subcontractor of the Contractor, or which arise out of any workers' compensation claim of any
employee of the Contractor or of any employee of any subcontractor or subcontractor of the
Contractor. The Contractor agrees to investigate, handle, respond to, and to provide defense for
and defend against, any such liability, claims, or demands at the sole expense of the Contractor.
The Contractor also agrees to bear all other costs and expenses related thereto, including court
costs and attorney fees, whether or not any such liability, claims, or demands alleged are
groundless,false, or fraudulent.
No term or condition of this Contract shall be construed or interpreted as a waiver, express or
implied, of any of the immunities, rights, benefits, protection, or other provisions for the parties,
of the Colorado Governmental Immunity Act, C.R.S. §24-10-101 et seq. or the Federal Tort
Claims Act, 28 U.S.C. §2671 et seq. as applicable, as now or hereafter amended. The
Contractor, by execution of this Contract containing this indemnification clause, is relying upon
and does not waive the operation of any law concerning the Contractor's ability to indemnify.
D.2. Insurance.
D.2.1 The Contractor agrees to procure and maintain, at its own cost, a policy or policies of
insurance sufficient to insure against all liability, claims, demands, and other obligations
assumed by the Contractor pursuant to Section D.1 of this Exhibit D. Such insurance shall be in
addition to any other insurance requirements imposed by this agreement or by law. The
Contractor shall not be relieved of any liability, claims, demands, or other obligations assumed
pursuant to Section D.1 of this Exhibit D by reason of its failure to procure or maintain
insurance, or by reason of its failure to procure or maintain insurance in sufficient amounts,
durations, or types.
D.2.2 Contractor shall procure and maintain, and shall cause each subcontractor hired to
perform services under this Contract pursuant to its' obligations herein to procure and maintain,
the minimum insurance coverages listed below. Such coverages shall be procured and
maintained with forms and insurers acceptable to NWCCOG.
All coverages shall be continuously maintained through the term of this contract to cover all
liability, claims, demands, and other obligations assumed by the Contractor pursuant to Section
D.1 of this Exhibit D.
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In the case of any claims-made policy, the Contractor will keep the coverage in place for three
(3)years after the end of the contract period. Evidence of qualified self-insured status may be
substituted for the insurance requirements listed below.
a. Workers' Compensation Insurance.
Workers' Compensation insurance to cover obligations imposed by applicable laws for
any employee engaged in the performance of work under this agreement, and
Employers' Liability insurance with minimum limits of ONE HUNDRED THOUSAND
DOLLARS ($100,000) each accident, FIVE HUNDRED THOUSAND DOLLARS
($500,000) disease policy limit, and ONE HUNDRED THOUSAND DOLLARS
($100,000) disease-each employee. Provide a waiver of subrogation in favor of
NWCCOG.
b. General Liability Insurance.
General Liability insurance with minimum combined single limits of ONE MILLION
DOLLARS ($1,000,000) each occurrence and ONE MILLION DOLLARS ($1,000,000)
aggregate. The policy shall be applicable to all premises and operations. The policy shall
include coverage for bodily injury, broad form property damage (including completed
operations), personal and advertising injury(including coverage for contractual and
employee acts), blanket contractual, products, and completed operations, and shall
provide for defense of sexual abuse and molestation claims for innocent insureds. The
policy shall contain a severability of interests provision.
c. Comprehensive Automobile Liability Insurance.
Comprehensive Automobile Liability insurance with minimum combined single limits for
bodily injury and property damage of not less than ONE MILLION DOLLARS
($1,000,000) each occurrence and ONE MILLION DOLLARS ($1,000,000) aggregate
with respect to each of Contractor's owned, hired or non-owned vehicles assigned to or
used in performance of the services.
d. Security and Privacy Liability or Cyber Risk Insurance.
Security and Privacy Liability or Cyber Risk insurance to cover loss of Protected Health
Information ("PHI") data and claims based upon alleged violations of privacy rights
through improper use or disclosure of PHI with minimum annual limits as follows:
• Contractors with 10 or less clients and revenues of $250,000 or less shall
maintain limits on Privacy Liability Insurance of not less than $50,000.
• Contractors with 25 or less clients and revenues of $500,000 or less shall
maintain limits on Privacy Liability Insurance of not less than $100,000.
• Contractors with more than 25 clients and revenues of more than $500,000 shall
maintain limits on Privacy Liability Insurance of not less than $1,000,000.
e. Professional Liability Insurance.
Professional Liability insurance in the amount of ONE MILLION DOLLARS ($1,000,000)
each occurrence for coverage to defend against allegations as well as damages
resulting from failure to perform on the part of, financial loss caused by, and error or
omission in the service or product of the policy holder.
D.3 Every policy required above shall be primary insurance, and any insurance carried by
NWCCOG, its officers, or its employees, shall be excess and not contributory insurance to that
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provided by Contractor. No additional insured endorsement to the policy required by paragraph
(1) above shall contain any exclusion for bodily injury or property damage arising from
completed operations. The Contractor shall be solely responsible for any deductible losses
under any policy required above.
D.4 A certificate of insurance evidencing coverage and naming NWCCOG, its officers and its
employees as additional insureds on the general liability and automobile liability policies shall be
completed by the Contractor's insurance agent as evidence that policies providing the required
coverages, conditions, and minimum limits are in full force and effect, and shall be reviewed and
approved by NWCCOG prior to commencement of the agreement. In the case of qualified self-
insurance status, NWCCOG may require satisfactory evidence of sufficient funding for such
purposes. The certificate shall identify this Contract and shall provide that coverages afforded
under the policies shall not be cancelled, terminated or materially changed until at least 30 days
prior written notice has been given to NWCCOG.
❑ The completed certificate and/or evidence of qualified self-insured status must be sent with
the signed Contract to:
Northwest Colorado Council of Governments
Attention: Alpine Area Agency on Aging
PO Box 2308; 249 Warren Avenue
Silverthorne, CO 80498-2308
D.5 Failure on the part of the Contractor to procure or maintain policies providing the
required coverages, conditions, and minimum limits shall constitute a material breach of this
agreement upon which NWCCOG may immediately terminate this agreement, or at its
discretion, NWCCOG may procure or renew any such policy or any extended reporting period
thereto and may pay any and all premiums in connection therewith, and all monies so paid by
NWCCOG shall be repaid by Contractor to NWCCOG upon demand, or NWCCOG may offset
the cost of the premiums against any monies due to Contractor from NWCCOG .
D.6 NWCCOG reserves the right to request and receive a certified copy of any policy and
any endorsement thereto.
D.7 The parties hereto understand and agree that NWCCOG is relying on, and does not
waive or intend to waive by any provision of this agreement, the monetary limitations (presently
$150,000 per person and $600,000 per occurrence) or any other rights, immunities, and
protections provided by the Colorado Governmental Immunity Act, 24-10-101 et. seq., C.R.S.,
as from time to time amended, or otherwise available to NWCCOG, its officers, or its
employees.
D.8 Unless otherwise provided herein, the Contractor, if a governmental entity, may elect to
self-insure for any of the coverage areas required by subsections D.2.2.a thru D.2.2.c. In such
case, the Contractor shall maintain a claims fund that is available solely to pay claims against
the Contractor that are proven or otherwise settled by the Contractor in its sole discretion. Such
claims fund is intended for and available for only those purposes and is not available or
allocated to fund a commitment or obligation, if any, or to defend or indemnify any party.
Payments out of such funds may require approval by the Contractor's governing body. It is
understood and agreed that a commitment by the Contractor to self-insure by the creation of
said claims fund does not commit the Contractor to otherwise appropriate funds to fund self-
insurance for this Contract or for any other commitment of the Contractor, and it is further
understood and agreed that the Contractor has not appropriated funds for such purpose. In
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case of such election to self-insure, the Contractor shall itself provide NWCOG with written
confirmation of the Contractor's self-insured status and the existence of said claims fund.
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EXHIBIT E
HIPAA BUSINESS ASSOCIATE AGENT'S ADDENDUM
This Business Associate's Agent Addendum ("Addendum)" is part of the Contract between
Northwest Colorado Council of Governments Alpine Area Agency on Aging and Contractor. For
purposes of this Addendum, the State of Colorado is referred to as "Covered Entity" or"CE", the
Northwest Colorado Council of Governments Alpine Area Agency on Aging, as a Business
Associate to the CE, is referred to as "Associate", and Contractor is referred to as "Associate's
Agent". Unless the context clearly requires a distinction between the Purchases of Services
Contract document and this Addendum, all references herein to "the Contract" include this
Addendum.
RECITALS
A. CE wishes to disclose certain information to Associate and Associate's Agent pursuant
to the terms of the Contract, some of which may constitute Protected Health Information
("PHI") (defined below).
B. CE, Associate and Associate's Agent intend to protect the privacy and provide for the
security of PHI disclosed to Associate's Agent pursuant to the Contract in compliance
with the Health Insurance Portability and Accountability Act of 1996, 42 U.S.C. § 1320d
— 1320d-8 ("HIPAA") and its implementing regulations promulgated by U.S. Department
of Health and Human Services, 45 C.F.R. Parts 160 and 164 (the "Privacy Rule") and
other applicable laws, as amended.
C. The Associate's contract with the CE requires the Associate to enter into an agreement
containing specific requirements with Associate's Agent prior to the disclosure of PHI, as
set forth in, but not limited to, Title 45, Sections 160.103, 164.502(e)and 164.504(e) of
the Code of Federal Regulations ("C.F.R.") and contained in this Addendum.
The parties agree as follows:
E.1. DEFINITIONS
a. Except as otherwise defined herein, capitalized terms in this Addendum shall have
the definitions set forth in the HIPAA Privacy Rule at 45 C.F.R. Parts 160 and 164,
now in effect and as amended from time to time ("Privacy Rule") . In the event of any
conflict between the mandatory provisions of the Privacy Rule and the provisions of
the Contract, the Privacy Rule shall control. Where the provisions of the Contract
differ from those mandated by the Privacy Rule, but are nonetheless permitted by the
Privacy Rule, the provisions of the Contract shall control.
b. "Protected Health Information" or"PHI"
means any information, whether oral or recorded in any form or medium: (i)that
relates to the past, present or future physical or mental condition of an individual; the
provision of health care to an individual; or the past, present or future payment for
the provision of health care to an individual; and (ii)that identifies the individual or
with respect to which there is a reasonable basis to believe the information can be
used to identify the individual, and shall have the meaning given to such term under
the Privacy Rule, including, but not limited to, 45 C.F.R. Section 164.501.
c. "Protected Information"
shall mean PHI provided by CE to Associate or Associate's Agent or created or
received by Associate or Associate's Agent on CE's behalf. To the extent Associate
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and Associate's Agent is a covered entity under HIPAA and creates or obtains its
own PHI for treatment, payment, and health care operations, Protected Information
under the Contract does not include any PHI created or obtained by Associate or
Associate's Agent as a covered entity and Associate and Associate's Agent shall
follow its own policies and procedures for accounting, access, and amendment of
Associate's or Associate's Agent's PHI.
E.2. OBLIGATIONS OF ASSOCIATE'S AGENT
a. Permitted Uses.
Associate's Agent shall not use Protected Information except for the purpose of
performing Associate's Agent's obligations under the Contract and as permitted
under this Addendum. Further, Associate's Agent shall not use Protected
Information in any manner that would constitute a violation of the Privacy Rule if so
used by Associate's Agent, except that Associate's Agent may use Protected
Information: (i)for the proper management and administration of Associate's Agent;
(ii)to carry out the legal responsibilities of Associate's Agent; or(iii)for Data
Aggregation purposes for the Health Care Operations of CE.
b. Permitted Disclosures.
Associate's Agent shall not disclose Protected Information in any manner that
would constitute a violation of the Privacy Rule if disclosed by CE, except that
Associate's Agent may disclose Protected Information: (i) in a manner permitted
pursuant to the Contract; (ii)for the proper management and administration of
Associate's Agent; (iii) as required by law; (iv)for Data Aggregation purposes for the
Health Care Operations of CE; or(v)to report violations of law to appropriate federal
or state authorities, consistent with 45 C.F.R. Section 164.502(j)(1).
To the extent that Associate's Agent discloses Protected Information to a third
party, Associate's Agent must obtain, prior to making any such disclosure: (i)
reasonable assurances from such third party that such Protected Information will be
held confidential as provided pursuant to this Addendum and only disclosed as
required by law or for the purposes for which it was disclosed to such third party; and
(ii) an agreement from such third party to notify Associate's Agent within two
business days of any breaches of confidentiality of the Protected Information, to the
extent it has obtained knowledge of such breach.
c. Appropriate Safeguards.
Associate's Agent shall implement appropriate safeguards as are necessary to
prevent the use or disclosure of Protected Information other than as permitted by the
Contract. Associate's Agent shall maintain a comprehensive written information
privacy and security program that includes administrative, technical and physical
safeguards appropriate to the size and complexity of the Associate's Agent's
operations and the nature and scope of its activities.
d. Reporting of Improper Use or Disclosure.
Associate's Agent shall report to Associate in writing any use or disclosure of
Protected Information other than as provided for by the Contract within five (5)
business days of becoming aware of such use or disclosure.
e. Third-Party Beneficiaries.
The CE and Associate are identified as third party beneficiaries with rights of
enforcement and indemnification from such subcontractors or agents in the event of
any violation of such Associate's Agent's agreement. Associate shall implement and
maintain sanctions against Associate's Agent that violates such restrictions and
conditions and shall mitigate the effects of any such violation.
NWCCOG-Alpine Area Agency on Aging Purchase of Services Contract OAA/OCA
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f. Access to Protected Information.
Associate's Agent shall make Protected Information maintained by Associate's Agent
in Designated Record Sets available to CE for inspection and copying within ten (10)
business days of a request by CE to enable CE to fulfill its obligations to permit
individual access to PHI under the Privacy Rule, including, but not limited to, 45
C.F.R. Section 164.524.
g. Amendment of PHI.
Within ten business(10) days of receipt of a request from CE for an amendment
of Protected Information or a record about an individual contained in a Designated
Record Set, Associate's Agent shall make such Protected Information available to
CE for amendment and incorporate any such amendment to enable CE to fulfill its
obligations with respect to requests by individuals to amend their PHI under the
Privacy Rule, including, but not limited to, 45 C.F.R. Section 164.526.
If any individual requests an amendment of Protected Information directly from
Associate's Agent, Associate's Agent must notify CE in writing within five (5)
business days of receipt of the request. Any denial of amendment of Protected
Information maintained by Associate's Agent shall be the responsibility of CE.
h. Accounting Rights.
Within ten (10) business days of notice by CE of a request for an accounting of
disclosures of Protected Information, Associate's Agent shall make available to CE
the information required to provide an accounting of disclosures to enable CE to fulfill
its obligations under the Privacy Rule, including, but not limited to, 45 C.F.R. Section
164.528. As set forth in, and as limited by, 45 C.F.R. Section 164.528, Associate's
Agent shall not provide an accounting to CE of disclosures:
(i) to carry out treatment, payment or health care operations, as set forth in
45 C.F.R. Section 164.506;
(ii) to individuals of Protected Information about them as set forth in 45 C.F.R.
Section 164.502; (iii) pursuant to an authorization as provided in 45 C.F.R.
Section 164.508;
(iv) to persons involved in the individual's care or other notification purposes
as set forth in 45 C.F.R. Section 164.510;
(v) for national security or intelligence purposes as set forth in 45 C.F.R.
Section 164.512(k)(2); (vi)to correctional institutions or law enforcement
officials as set forth in 45 C.F.R. Section 164.512(k)(5);
(vii) incident to a use or disclosure otherwise permitted by the Privacy Rule;
(viii) as part of a limited data set under 45 C.F.R. Section 164.514(e); or
(ix) disclosures prior to April 14, 2003.
Associate's Agent agrees to implement a process that allows for an accounting to
be collected and maintained by Associate's Agent for at least six(6)years prior to
the request, but not before the compliance date of the Privacy Rule. At a minimum,
such information shall include:
(i) the date of disclosure;
(ii) the name of the entity or person who received Protected Information and,
if known, the address of the entity or person;
(iii) a brief description of Protected Information disclosed; and
(iv) a brief statement of purpose of the disclosure that reasonably informs the
individual of the basis for the disclosure, or a copy of the individual's
authorization, or a copy of the written request for disclosure.
NWCCOG-Alpine Area Agency on Aging Purchase of Services Contract OAA/OCA
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In the event that the request for an accounting is delivered directly to Associate's
Agent, Associate's Agent shall within five (5) business days of the receipt of the
request forward it to CE in writing. It shall be CE's responsibility to prepare and
deliver any such accounting requested. Associate's Agent shall not disclose any
Protected Information except as set forth in Section 2(b) of this Addendum.
i. Governmental Access to Records.
Associate's Agent shall make its internal practices, books and records relating to the
use and disclosure of Protected Information available to the Secretary of the U.S.
Department of Health and Human Services (the "Secretary"), in a time and manner
designated by the Secretary, for purposes of determining CE's compliance with the
Privacy Rule. Associate's Agent shall provide to CE a copy of any Protected
Information that Associate's Agent provides to the Secretary concurrently with
providing such Protected Information to the Secretary.
j. Minimum Necessary.
Associate's Agent shall only request, use and disclose the minimum amount of
Protected Information necessary to accomplish the purpose of the request, use or
disclosure, in accordance with the Minimum Necessary requirements of the Privacy
Rule including, but not limited to 45 C.F.R. Sections 164.502(b)and 164.514(d).
k. Data Ownership.
Associate's Agent acknowledges that Associate's Agent has no ownership rights with
respect to the Protected Information.
I. Retention of Protected Information.
Except upon termination of the Contract as provided in Section 4(d)of this
Addendum, Associate's Agent shall retain all Protected Information throughout the
term of the Contract and shall continue to maintain the information required under
Section 2(h) of this Addendum for a period of six (6)years.
m. Associate's Agent's Insurance.
Associate's Agent shall maintain casualty and liability insurance to cover loss of PHI
data and claims based upon alleged violations of privacy rights through improper use
or disclosure of PHI. All such policies shall meet or exceed the minimum insurance
requirements of the Contract(e.g., occurrence basis, combined single dollar limits,
annual aggregate dollar limits, additional insured status and notice of cancellation).
n. Notification of Breach.
During the term of the Contract, Associate's Agent shall notify Agent within
twenty-four hours of any suspected or actual breach of security, intrusion or
unauthorized use or disclosure of PHI and/or any actual or suspected use or
disclosure of data in violation of any applicable federal or state laws or regulations.
Associate's Agent shall take (i) prompt corrective action to cure any such
deficiencies and (ii) any action pertaining to such unauthorized disclosure required
by applicable federal and state laws and regulations.
o. Audits, Inspection and Enforcement.
Within ten (10) business days of a written request by CE, Associate's Agent shall
allow CE to conduct a reasonable inspection of the facilities, systems, books,
records, agreements, policies and procedures relating to the use or disclosure of
Protected Information pursuant to this Addendum for the purpose of determining
whether Associate's Agent has complied with this Addendum; provided, however,
that:
(i) Associate's Agent and CE shall mutually agree in advance upon the
scope, timing and location of such an inspection;
NWCCOG-Alpine Area Agency on Aging Purchase of Services Contract OAA/OCA
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(ii) CE shall protect the confidentiality of all confidential and proprietary
information of Associate's Agent to which CE has access during the
course of such inspection; and
(iii) CE shall execute a nondisclosure agreement, upon terms mutually agreed
upon by the parties, if requested by Associate's Agent.
The fact that CE inspects, or fails to inspect, or has the right to inspect
Associate's Agent's facilities, systems, books, records, agreements, policies and
procedures does not relieve Associate's Agent of its responsibility to comply with this
Addendum, nor does CE's failure to detect, or detection but failure to notify
Associate's Agent or require Associate's Agent's remediation of any unsatisfactory
practices constitute acceptance of such practice or a waiver of CE's enforcement
rights under the Contract.
p. Safeguards During Transmission.
Associate's Agent shall be responsible for using appropriate safeguards to maintain
and ensure the confidentiality, privacy and security of Protected Information
transmitted to CE or Associate pursuant to the Contract, in accordance with the
standards and requirements of the Privacy Rule, until such Protected Information is
received by CE or Associate.
q. Restrictions and Confidential Communications.
Within ten (10) business days of notice by CE of a restriction upon uses or
disclosures or request for confidential communications pursuant to 45 C.F.R.
164.522, Associate's Agent will restrict the use or disclosure of an individual's
Protected Information, provided Associate's Agent has agreed to such a restriction.
Associate's Agent will not respond directly to an individual's requests to restrict the
use or disclosure of Protected Information or to send all communication of Protected
Information to an alternate address. Associate's Agent will refer such requests to the
CE so that the CE can coordinate and prepare a timely response to the requesting
individual and provide direction to Associate's Agent.
E.3. OBLIGATIONS OF COVEREND ENTITY(CE)
a. Safeguards During Transmission.
CE shall be responsible for using appropriate safeguards to maintain and ensure the
confidentiality, privacy and security of PHI transmitted to Associate's Agent pursuant
to the Contract, in accordance with the standards and requirements of the Privacy
Rule, until such PHI is received by Associate's Agent.
b. Notice of Changes.
CE shall provide Associate's Agent with a copy of its notice of privacy practices
produced in accordance with 45 C.F.R. Section 164.520, as well as any subsequent
changes or limitation(s)to such notice, to the extent such changes or limitations may
effect Associate's Agent's use or disclosure of Protected Information. CE shall
provide Associate's Agent with any changes in, or revocation of, permission to use or
disclose Protected Information, to the extent it may affect Associate's Agent's
permitted or required uses or disclosures. To the extent that it may affect
Associate's Agent permitted use or disclosure of PHI, CE shall notify Associate's
Agent of any restriction on the use or disclosure of Protected Information that CE has
agreed to in accordance with 45 C.F.R. Section 164.522. CE may effectuate any
and all such notices of non-private information via posting on CE's web site.
Associate's Agent shall review CE's designated web site for notice of changes to
CE's HIPAA privacy policies and practices on the last day of each calendar quarter.
NWCCOG-Alpine Area Agency on Aging Purchase of Services Contract OAA/OCA
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E.4. TERMINATION
a. Material Breach.
In addition to any other provisions in the Contract regarding breach, a breach by
Associate's Agent of any provision of this Addendum, as determined by Associate or
CE, shall constitute a material breach of the Contract and shall provide grounds for
immediate termination of the Contract by Associate or CE pursuant to the provisions
of the Contract covering termination for cause, if any.
b. Reasonable Steps to Cure Breach.
If Associate or CE knows of a pattern of activity or practice of Associate's Agent
that constitutes a material breach or violation of the Associate's Agent's obligations
under the provisions of this Addendum or another arrangement and does not
terminate the Contract pursuant to Section 4(a), then Associate or CE shall take
reasonable steps to cure such breach or end such violation, as applicable.
If Associate's or CE's efforts to cure such breach or end such violation are
unsuccessful, Associate or CE shall either(i)terminate the Contract, if feasible or(ii)
if termination of the Contract is not feasible, CE shall report Associate's Agent's
breach or violation to the Secretary of the U.S. Department of Health and Human
Services.
c. Judicial or Administrative Proceedings.
Either party may terminate the Contract, effective immediately, if(i)the other party is
named as a defendant in a criminal proceeding for a violation of HIPAA, the HIPAA
Regulations or other security or privacy laws or(ii) a finding or stipulation that the
other party has violated any standard or requirement of HIPAA, the HIPAA
Regulations or other security or privacy laws is made in any administrative or civil
proceeding in which the party has been joined.
d. Effect of Termination.
(1) Except as provided in paragraph (2)of this subsection (d.), upon termination
of the Contract, for any reason, Associate's Agent shall return or destroy all
Protected Information that Associate's Agent still maintains in any form, and shall
retain no copies of such Protected Information. If Associate's Agent elects to destroy
the PHI, Associate's Agent shall certify in writing to CE that such PHI has been
destroyed.
(2) If Associate's Agent believes that returning or destroying the Protected
Information is not feasible, Associate's Agent shall promptly provide CE notice of the
conditions making return or destruction infeasible. Upon mutual agreement of CE
and Associate's Agent that return or destruction of Protected Information is
infeasible, Associate's Agent shall continue to extend the protections of Sections
2(a), 2(b), 2(c), 2(d)and 2(e)of this Addendum to such information, and shall limit
further use of such PHI to those purposes that make the return or destruction of such
PHI infeasible.
5. Injunctive Relief.
CE shall have the right to injunctive and other equitable and legal relief against
Associate's Agent or any of its subcontractors or agents in the event of any use or
disclosure of Protected Information in violation of the Contract or applicable law.
6. No Waiver of Immunity.
No term or condition of the Contract shall be construed or interpreted as a waiver,
express or implied, of any of the immunities, rights, benefits, protection, or other
provisions of the Colorado Governmental Immunity Act, CRS 24-10-101 et seq. or
the Federal Tort Claims Act, 28 U.S.C. 2671 et seq. as applicable, as now in effect or
hereafter amended.
NWCCOG-Alpine Area Agency on Aging Purchase of Services Contract OAA/OCA
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7. Limitation of Liability.
Any limitation of Associate's Agent's liability in the Contract shall be inapplicable to
the terms and conditions of this Addendum.
8. Disclaimer.
CE makes no warranty or representation that compliance by Associate's Agent with
the Contract, HIPAA or the HIPAA Regulations will be adequate or satisfactory for
Associate's Agent's own purposes. Associate's Agent is solely responsible for all
decisions made by Associate's Agent regarding the safeguarding of PHI.
9. Certification.
To the extent that CE determines an examination is necessary in order to comply
with CE's legal obligations pursuant to HIPAA relating to certification of its security
practices, CE or its authorized agents or contractors, may, at CE's expense, examine
Associate's Agent's facilities, systems, procedures and records as may be necessary
for such agents or contractors to certify to CE the extent to which Associate's Agent's
security safeguards comply with HIPAA, the HIPAA Regulations, or this Addendum.
10. Amendment.
a. Amendment to Comply with Law. The parties acknowledge that state and
federal laws relating to data security and privacy are rapidly evolving and that
amendment of this Addendum may be required to provide for procedures to ensure
compliance with such developments. The parties specifically agree to take such
action as is necessary to implement the standards and requirements of HIPAA, the
Privacy Rule, the Final HIPAA Security regulations at 68 Fed. Reg. 8334 (Feb20,
2003), 45 C.F.R. § 164.314 and other applicable laws relating to the security or
privacy of PHI.
The parties understand and agree that CE and Associate must receive
satisfactory written assurance from Associate's Agent that Associate's Agent will
adequately safeguard all Protected Information.
Upon the request of either party, the other party agrees to promptly enter into
negotiations concerning the terms of an amendment to this Addendum embodying
written assurances consistent with the standards and requirements of HIPAA, the
Privacy Rule, or other applicable laws.
Associate or CE may terminate the Contract upon thirty(30) days written notice
in the event(i)Associate's Agent does not promptly enter into negotiations to amend
the Contract when requested by CE pursuant to this Section or(ii)Associate's Agent
does not enter into an amendment to the Contract providing assurances regarding
the safeguarding of PHI that CE, in its sole discretion, deems sufficient to satisfy the
standards and requirements of HIPAA and the Privacy Rule.
11. Assistance in Litigation or Administrative Proceedings.
Associate's Agent shall make itself available to CE and Associate , at no cost to CE
or Associate, up to a maximum of thirty(30) hours to testify as witnesses, or
otherwise in the event of litigation or administrative proceedings being commenced
against Associate, its directors, officers or employees based upon a claimed violation
of HIPAA,the Privacy Rule, or other laws relating to security and privacy or PHI,
except where Associate's Agent is a named adverse party.
12. No Third Party Beneficiaries.
Nothing express or implied in the Contract is intended to confer, nor shall anything
herein confer, upon any person other than CE, Associate, Associate's Agent and
their respective successors or assigns, any rights, remedies, obligations or liabilities
whatsoever.
NWCCOG-Alpine Area Agency on Aging Purchase of Services Contract OAA/OCA
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13. Interpretation and Order of Precedence.
The provisions of this Addendum shall prevail over any provisions in the Contract
that may conflict or appear inconsistent with any provision in this Addendum.
Together, the Contract and this Addendum shall be interpreted as broadly as
necessary to implement and comply with HIPAA and the Privacy Rule. The parties
agree that any ambiguity in the Contract shall be resolved in favor of a meaning that
complies and is consistent with HIPAA and the Privacy Rule. The Contract
supersedes and replaces any previous separately executed HIPAA addendum
between the parties.
14. Survival of Certain Contract Terms.
Notwithstanding anything herein to the contrary, Associate's Agent's obligations
under Section 4(d) ("Effect of Termination") and Section 12 ("No Third Party
Beneficiaries") shall survive termination of the Contract and shall be enforceable by
Associate or CE as provided herein in the event of such failure to perform or comply
by the Associate's Agent. This Addendum shall remain in effect during the term of
the Contract including any extensions.
15. Representatives and Notice.
a. Representatives. For the purpose of the Contract, the individuals identified
elsewhere in the Contract shall be the representatives of the respective'parties. If
no representatives are identified in the Contract, the individuals listed below are
hereby designated as the parties' respective representatives for purposes of the
Contract. Either party may from time to time designate in writing new or substitute
representatives.
b. Notices. All required notices shall be in writing and shall be hand delivered or
given by certified or registered mail to the representatives at the addresses set forth
below.
AAA Representative:
via Certified Mail Alpine Area Agency on Aging
Northwest Colorado Council of Governments
PO Box 2308
Silverthorne, Colorado 80498-23080
via Hand-Delivery Northwest Colorado Council of Governments
249 Warren Avenue, Suite 101
Silverthorne, Colorado 80498
CONTRACTOR/Business Association Representative:
By:
Authorized Signature
Title: �nav�-bIcr�-,.
•
Department/Division: ( L'
via Certified Mail:
via Hand-Delivery:
NWCCOG-Alpine Area Agency on Aging Purchase of Services Contract CAA/OCA
Revised 12.01.2015 E8
EXHIBIT F
E-VERIFY FEDERAL CONTRACTOR RULE
EMPLOYMENT ELIGIBILITY VERIFICATION
(a) Definitions. As used in this clause—
Commercially available off-the-shelf(COTS) item—
(1) Means any item of supply that is—
(i) A commercial item (as defined in paragraph (1) of the definition at 2.101);
(ii) Sold in substantial quantities in the commercial marketplace; and
(iii) Offered to the Government, without modification, in the same form in
which it is sold in the commercial marketplace;
and
(2) Does not include bulk cargo, as defined in section 3 of the Shipping Act of 1984
(46 U.S.C. App. 1702), such as agricultural products and petroleum products.
Per 46 CFR 525.1(c)(2), "bulk cargo" means cargo that is loaded and carried in
bulk onboard ship without mark or count, in a loose unpackaged form, having
homogenous characteristics. Bulk cargo loaded into intermodal equipment,
except LASH or Seabee barges, is subject to mark and count and, therefore,
ceases to be bulk cargo.
Employee assigned to the contract means an employee who was hired after November
6, 1986, who is directly performing work, in the United States, under a contract that is
required to include the clause prescribed at 22.1803. An employee is not considered to
be directly performing work under a contract if the employee—
(1) Normally performs support work, such as indirect or overhead functions; and
(2) Does not,perform any substantial duties applicable to the contract.
Subcontract means any contract, as defined in 2.101, entered into by a subcontractor to
furnish supplies or services for performance of a prime contractor a subcontract. It
includes but is not limited to purchase orders, and changes and modifications to
purchase orders.
Subcontractor means any supplier, distributor, vendor, or firm that furnishes supplies or
services to or for a prime Contractor or another subcontractor.
United States, as defined in 8 U.S.C. 1101(a)(38), means the 50 States, the District of
Columbia, Puerto Rico, Guam, and the U.S. Virgin Islands.
(b) Enrollment and verification requirements.
(1) If Contractor is not enrolled as a Federal Contractor in E-Verify at time of contract
award, Contractor shall—
(i) Enroll. Enroll as a Federal Contractor in the E-Verify program within 30
calendar days of contract award;
(ii) Verify all new employees. Within 90 calendar days of enrollment in the E-
Verify program, begin to use E-Verify to initiate verification of employment
eligibility of all new hires of Contractor, who are working in the United States,
whether or not assigned to the contract, within 3 business days after the
date of hire (but see paragraph (b)(3)of this section); and
(iii) Verify employees assigned to the contract. For each employee assigned to
the contract, initiate verification within 90 calendar days after date of
NWCCOG-Alpine Area Agency on Aging Purchase of Services Contract OAA/OCA
Revised 12.01.2015 F1
enrollment or within 30 calendar days of the employee's assignment to the
contract,whichever date is later(but see paragraph (b)(4)of this section).
(2) If Contractor is enrolled as a Federal Contractor in E-Verify at time of contract
award, Contractor shall use E-Verify to initiate verification of employment
eligibility of—
(i) All new employees.
(A) Enrolled 90 calendar days or more. Contractor shall initiate verification of
all new hires of Contractor, who are working in the United States, whether
or not assigned to the contract, within 3 business days after the date of
hire (but see paragraph (b)(3)of this section); or
(B) Enrolled less than 90 calendar days. Within 90 calendar days after
enrollment as a Federal Contractor in E-Verify, Contractor shall initiate
verification of all new hires of Contractor, who are working in the United
States,whether or not assigned to the contract, within 3 business days
after the date of hire(but see paragraph (b)(3) of this section);
or
(ii) Employees assigned to the contract. For each employee assigned to the
contract, Contractor shall initiate verification within 90 calendar days after
date of contract award or within 30 days after assignment to the contract,
whichever date is later(but see paragraph (b)(4) of this section).
(3) If Contractor is an institution of higher education (as defined at 20 U.S.C.
1001(a)); a State or local government or the government of a Federally
recognized Indian tribe; or a surety performing under a takeover agreement
entered into with a Federal agency pursuant to a performance bond, Contractor
may choose to verify only employees assigned to the contract, whether existing
employees or new hires. Contractor shall follow the applicable verification
requirements at(b)(1) or(b)(2), respectively, except that any requirement for
verification of new employees applies only to new employees assigned to the
contract.
(4) Option to verify employment eligibility of all employees. Contractor may elect to
verify all existing employees hired after November 6, 1986, rather than just those
employees assigned to the contract. Contractor shall initiate verification for each
existing employee working in the United States who was hired after November 6,
1986, within 180 calendar days of—
(i) Enrollment in the E-Verify program; or
(ii) Notification to E-Verify Operations of Contractor's decision to exercise this
option, using the contact information provided in the E-Verify program
Memorandum of Understanding (MOU).
(5) Contractor shall comply, for the period of performance of the Contract, with the
requirements of the E-Verify program MOU.
(i) The Department of Homeland Security(DHS) or the Social Security
Administration (SSA) may terminate Contractor's MOU and deny access to
the E-Verify system in accordance with the terms of the MOU. In such case,
Contractor will be referred to a suspension or debarment official.
(ii) During the period between termination of the MOU and a decision by the
suspension or debarment official whether to suspend or debar, Contractor Is
excused from its obligations under paragraph (b)of this clause. If the
suspension or debarment official determines not to suspend or debar
Contractor, then Contractor must reenroll in E-Verify.
NWCCOG-Alpine Area Agency on Aging Purchase of Services Contract OAA/OCA
Revised 12.01.2015 F2
(c) Web site. Information on registration for and use of the E-Verify program can be
obtained via the Internet at the Department of Homeland Security Web site:
h_ttp://www.dhs.gov/E-Verify,.
(d) Individuals previously verified. Contractor is not required by this clause to perform
additional employment verification using E-Verify for any employee—
(1) Whose employment eligibility was previously verified by Contractor through the
E-Verify program;
(2) Who has been granted and holds an active U.S. Government security clearance
for access to confidential, secret, or top secret information in accordance with the
National Industrial Security Program Operating Manual; or
(3) Who has undergone a completed background investigation and been issued
credentials pursuant to Homeland Security Presidential Directive (HSPD)-12,
Policy for a Common Identification Standard for Federal Employees and
Contractors.
(e) Subcontracts. Contractor shall include the requirements of this clause, including this
paragraph (e) (appropriately modified for identification of the parties), in each subcontract that—
(1) Is for—
(i) Commercial or noncommercial services(except for commercial services that
are part of the purchase of a COTS item (or an item that would be a COTS
item, but for minor modifications), performed by the COTS provider, and are
normally provided for that COTS item); or
(ii) Construction;
(2) Has a value of more than $3,000; and
(3) Includes work performed in the United States.
CONTRACTOR:
By:
Authorerc� d Signature
Title: �� ���,� �►
NWCCOG-Alpine Area Agency on Aging Purchase of Services Contract OAA/OCA
Revised 12.01.2015 F3
EXHIBIT G
Example Option Letter
OPTION LETTER
Date: _ State Fiscal Year: Option Letter No._
July 1, 201_-June 30, 201_ Supersedes Option Letter No.,,
Contract Name: PURCHASE OF SERVICES CONTRACT TITLE III OF THE OLDER
~-] AMERICANS /ACT and, STATE-~;-0COLORADO OLDER---COL~Q_RADANS
ACT ContractNumber rein the Orl anal Contract -r
1) O tion to renew onl for an additional term
P Y t,
L 11
2) In accordance with Section of the Original Contract between the NorthwestColorado
Council of Governments and , the NWCCOG hereby exercises its
option for an additional term beginning July 1, 201 and ending June 30, 201 at an amount
specified and for the service levels specified in the approved associated electronic SFY
201 -201 Contract Year documents submitted via the Contract Reimbursement System.
3) In accordance with Section of the Original Contract the amount of funding is increased/
decreased/remains unchanged as consideration for services ordered under the contract for
the State Fiscal Year 2013-2014. The total amount of contract funding including any
previous amendments, option letters, etc. is up to but not exceeding a total of$
4)The following attachments are hereby incorporated to the Original Contract:
-Option Letter No. ;
-the approved information contained in the electronic submission of the SFY 201_-201_
Contract Year documents.
The recitals mutually agreed to in the PURCHASE OF SERVICES CONTRACT TITLE III OF
THE OLDER AMERICANS ACT and STATE OF COLORADO OLDER COLORADANS ACT
Contract Number and Exhibits, as amended, shall remain in full force and effect.
The effective date of this Option Letter is upon approval of the Executive Director of the
Northwest Colorado Council of Governments.
NORTHWEST COLORADO COUNCIL OF GOVERNMENTS
ALPINE AREA AGENCY ON AGING
249 Warren Avenue; PO Box 2308; Silverthorne, CO 80498
970-468-0295
(Federal ID Number 84-0639906)
By: Date:
Executive Director, NWCCOG
NWCCOG-Alpine Area Agency on Aging Purchase of Services Contract OAA/OCA
Revised 12.01.2015 G1