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HomeMy WebLinkAbout100713_ca10` pyon C��2 JEFFERSON COUNTY PUBLIC HEALTH Consent Agenda 's 615 Sheridan Street o Port Townsend o Washington o 98368 www.jeffersoncountypublichealth.org September 3, 2013 JEFFERSON COUNTY BOARD OF COUNTY COMMISSIONERS AGENDA REQUEST TO: Board of County Commissioners Philip Morley, County Administrator FROM: Jean Baldwin, Director DATE: (—?Ci 0 b e r 'I , a C) E 3 SUBJECT: Agenda Item — Professional Services Agreement with the ARC of Kitsap and Jefferson Counties; September 16, 2013 — June 1, 2014; $1,750 STATEMENT OF ISSUE: Jefferson County Public Health, Developmental Disabilities Division, requests Board approval of the Professional Services Agreement with the ARC of Kitsap and Jefferson Counties; September 16, 2013 — June 1, 2014; $1,750 ANALYSIS /STRATEGIC GOALS /PRO'S and CON'S: The Subcontractor will create five newsletters focusing on emotional support and information regarding developmental disabilities or special needs. The newsletters will also focus on community resources, legislative education, and advocacy for people with disabilities and parents of children /adults with disabilities. These newsletters will be sent to persons with developmental disabilities and their families, to individuals working in this field and to those who are interested in the field of developmental disabilities. FISCAL IMPACT /COST BENEFIT ANALYSIS: This professional services agreement is DSHS, Developmental Disabilities Administration. The budget reflects revenue and expense for this vendor. RECOMMENDATION: JCPH management request approval of the Professional Services Agreement with the ARC of Kitsap and Jefferson Counties; September 16, 2013 — June 1, 2014; $1,750 REVIffiYED BY: Philip Morley] Co ty Administrator Date COMMUNITY HEALTH PUBLIC HEALTH ENVIRONMENTAL HEALTH DEVELOPMENTAL DISABILITIES WATER QUALITY MAIN: (360) 385 -9400 ALWAYS WORKING FOR A SAFER AND MAIN: (360) 385 -9444 FAX: (360) 385 -9401 HEALTHIER COMMUNITY FAX: (360) 379 -4487 PROFESSIONAL SERVICES AGREEMENT BETWEEN JEFFERSON COUNTY AND ARC OF KITSAP & JEFFERSON COUNTIES 'This agreement is entered into between the County of Jefferson, a municipal corporation, hereinafter referred to as "the County" and the ARC of Kitsap & Jefferson Counties hereinafter referred to as "the Subcontractor" in consideration of the mutual benefits, terms, and conditions hereinafter specified. Section I Designation The County, on behalf of the Jefferson County Public Health, the Developmental Disabilities Program, acting in compliance under the Contract with the ARC of Kitsap & JefTerson Counties in agreement with the terms and conditions of the Statement of Work hereby contracts with the Subcontractor to perform duties as described in Exhibit A. Section 2. Terms This agreement shall commence on September 16, 2013 and continue through June 1, 2014 unless terminated as provided herein. The agreement may be extended beyond June 1, 2014 upon mutual written consent of the County and the Subcontractor. Section 3. Scope of reecnerwt "The Subcontractor agrees to perform the services, identified on Exhibit "A" A. The Subcontractor works for the Jefferson County Developmental Disabilities Program to support its goals and objectives. B. The specific duties of the Subcontractor, including the services to be performed, are outlined in Exhibit A. C. The Subcontractor shall provide reporting detailed in Section 10. Section 4. compensation 'The Subcontractor shall be paid by the County for completed work and for services rendered under this agreement as follows: A. Payment for the work provided by the Subcontractor shall not exceed a total of $1,750.00 in the completion of this project without express written amendment signed by both parties to this Agreement, paid at the rate of $350 per outcome. B. 'The Subcontractor may submit invoices to the County for work completed to date. 'The County will review such invoices, and upon approval thereof, payment will be made to the Subcontractor in the amount approved. C', The County will make final payment of any balance due the Subcontractor promptly upon its ascertainment and verification after the completion of the work under this agreement and its acceptance by the County. D. The Subcontractor records and accounts pertaining to this agreement are to be kept available for inspection by representatives of the County and state for a period of six (6) years after final payments. Copies shall be made available upon request. ARC of Kitsap & Jefferson Counfies Agreement F. Ownership and use of documents. The Subcontractor acknowledges and agrees that any and all work product directly connected and/or associated with the services rendered hereunder, including but not limited to all documents, drawings, specifications, writings, samples, reports, pictures and the like which the Subcontractor drafts, makes, conceives, develops in the performance of the service hereunder, either solely and /or jointly with the County shall be the sole and exclusive property of the County. The Subcontractor further acknowledges that such material shall be considered work for hire and the Subcontractor acknowledges the County's sole and exclusive right to such copyright, patent, trademarks, trade names and other intellectual property right claims for said materials. Other materials produced by the Subcontractor in connection with the services rendered under this agreement shall be the property of the County whether the projects for which they are made are executed or not, The Subcontractor shall be permitted to retain copies, including reproducible copies, of drawings, writings, samples, reports, and specifications for information, reference, and use in connection with Subcontractor endeavors. The Subcontractor agrees not to publish, submit for publication, display or otherwise use said material for any reason whatsoever, without the express written consent of the County. Section 5. Compliance with laws The Subcontractor shall, in perfori-ning the services contemplated by this agreement, faithfully observe and comply with all federal, state, and local laws, ordinances and regulations, applicable to the services to be rendered under this agreement. Section 6. Indemnification The Subcontractor shall indemnify, defend and hold harmless the County, its officers, agents and employees, from and against any and all claims, lawsuits, demands for money damages, losses or liability, or any portion thereof., including attorney's fees and costs, arising from any injury to person or persons (including the death or injury of the Subcontractor or damage to personal property) if said injury or damage was caused by the negligent acts or omissions of the Subcontractor. Section 7. Insurance The Subcontractor shall obtain and keep in force during the terms of the Agreement, or as otherwise required, A. Commercial Automobile Liability Insurance providing bodily injury and property damage liability converge for all owned and non-owned vehicles assigned to or used in the performance of the work for a combined single limit of not less than $500,000 each occurrence, Subcontractor shall provide proof of insurance to the County in care of Developmental Disabilities County Coordinator at Jefferson County Public Health, Developmental Disabilities Program, 615 Sheridan St Port'Fownsend, WA 98368 prior to commencing employment. B. The Subcontractor shall participate in the Worker's Compensation and Employer's Liability Insurance Program as may be required by the State of Washington. C. insurance policies and additional named insured endorsements obtained for the Subcontractor shall provide primary insurance coverage and also be non-contributory. Any insurance, self'-insured retention, deductible or risk retention maintained or participated in by the County shall be excess and not ARC of Kitsap & Jefferson Counties Agreement contributory to such insurance policies. All Subcontractor's liability insurance policies must be endorsed to show this primary coverage. D, If the Subcontractor is required to be professionally certified or licensed by the State in the performance of services under this agreement he or she shall maintain professional liability insurance in the amount of not less than one million dollars ($1,000,000). In no case shall such professional liability to third parties be limited in any way. E. It is agreed by the parties that insurers shall have no right of recovery or subrogation against the County (including its employees and other agents and agencies) it being the intention of the parties that the insurance policies listed above shall protect both parties and be primary coverage for any and all losses covered by the above-listed insurance policies. It is further agreed by the parties that any and all deductibles made part of the above-listed insurance policies shall be assumed by, paid for and at the risk of the Subcontractor. Section S. Independence The Subcontractor and the County agree that the Subcontractor is an independent Subcontractor with respect to the services provided pUrsuant to this agreement. Nothing in this agreement shall be considered to create the relationship of employer and employee between the parties hereto. The Subcontractor shall not be entitled to any benefits accorded County employees by virtue of the services provided Linder this agreement. The County shall not be responsible for withholding or otherwise deducting federal income tax or social security or for contributing to the state industrial insurance program, otherwise assuming the duties of an employer with respect to employee. Section 9. Assignments and Subcontracti The Subcontractor may sublet or assign any of the services covered by this agreement but only with the express written consent of the County. section 10, Reptirtin The Subcontractor will provide electronic & hard copies of the newsletter and an invoice for billing to the County as identified in Exhibit A. The monthly invoice along with a copy of the newsletter shall be mailed to Jefferson County Public Health in care of the Developmental Disabilities County Coordinator, 615 Sheridan, Port Townsend WA 98368. Section 11. Termination A. The County reserves the right to terminate this contract in whole or in part, without prior written notice, in the event that expected or actual funding frorn any funding source is withdrawn, reduced, or limited in any way after the effective date of this agreement, In the event of termination tinder this clause, the County shall be liable for only payment for services rendered prior to the effective date of termination. B. This agreement may also be terminated as provided below: 1.. With 14 days notice by the Board of County Commissioners for any Reason, or 2. With 14 days notice by the Board of County Commissioners for non- ARC of Kitsap & Jefferson Counties Agreement performance of the specificjob duties in Exhibit A. 3. With 14 days, notice by the Subcontractor by voluntary resignation. Modification Section 12. This employment agreement may be modified at any time by written agreement of all parties Section 13. Integrated Agreement This Agreement together with attachments or addenda represents the entire and integrated agreement between the County and the Subcontractor and supersedes all prior negotiations, representations, or agreements written or oral. Between the parties. 'this agreement may be amended only by written instrument signed by both County and Subcontractor. Approved this — day of. -5 2013, BOARITOFCOUNTY COMMISSIONERS JLFFERSON COUNTY, WASFIINGTON John Austin, Chairperson (Subcontractor) ATTEST: Deputy Clerk of the Board A D'- )RN4 ONLY: PPRI"V,,E,'D AS 'r ,I Civil Deputy Prosecuting Att ty ARC of Kitsap & Jefferson Couftes Agreement 11 W411111.3 oil W.3 STATEMENT OF WORK ARC OF KITSAP & JEFFERSON COUNTIES 1. WORK STATEMENT The Subcontractor shall create newsletters that will focus on emotional support and information regarding developmental disabilities or special needs as well as community resources, focus on legislative education and advocacy for people with disabilities and parents of children/adults with disabilities. 11. PROGRAM DESCRIPTION A. Tasks 1. Subcontractor shall create up to five (5) newsletters; four (4) newsletters will focus on emotional support and information regarding developmental disabilities or special needs as well as community resources for parents of children/adults with disabilities and one (1) newsletter will focus on legislative education and advocacy for parents of children/adults with disabilities. B. Requirements 1. Subcontractor will create the P2P newsletters in September and November of 2013, January, March and May of 2014. The rate will be $350 per newsletter. Payment includes printing and mailing costs. 2. Subcontractor's newsletter must be a minimum of eight pages that are 8 1/2 by I I inches. 3. Meet or have a phone meeting with the DD Coordinator on a quarterly basis. C. Reporting 1. Provide electronic & hard copies of the newsletter including the invoice for billing. 2. September and November 2013 newsletters are to be invoiced together and will be paid in December of 2013; January and March 2014 newsletters are to be invoiced together and will be paid in April of 2014; the May 2014 newsletter will be invoiced and paid in June of 2014. D. Performance Standards 1. The Subcontractor shall provide Services. These services, as defined in Tasks Section ILA above, 1 The Subcontractor will adhere to the Requirements. These requirements as defined in Section ILL above. 3, The Subcontractor will adhere to the Reporting. Reporting as defined in Section ILC above. 4. The Subcontractor shall provide a bill for services with invoice and documentation. Invoice and documentation as defined in Section IL above. ARC of Kitsap & Jefferson Counties Agreement