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HomeMy WebLinkAboutInterlocal Agreement Tacoma-Pierce County Health Department, Interlocal - 101022Cc Pkd-J INTERLOCAL AGREEMENT BETWEEN TACOMA-PIERCE COUNTY HEALTH DEPARTMENT And JEFFERSON COUNTY PUBLIC HEALTH This Agreement is made and entered into by and between Tacoma -Pierce County Health Department, hereinafter referred to as DEPARTMENT, and JEFFERSON COUNTY PUBLIC HEALTH hereinafter referred to as the HEALTH JURISDICTION. The DEPARTMENT and the HEALTH JURISDICTION are collectively referred to as the "parties." I. RECITALS WHEREAS, the DEPARTMENT is a local health department as provided for under Chapters 70.05, 70.08, and 70.46 RCW, with funding to support the Provider Resources Website as a Shared Service between local health jurisdictions. WHEREAS, the HEALTH JURISDICTION is a local health department as provided for under Chapters 70.05, 70.08, and 70.46 RCW. WHEREAS, it is the purpose of this Agreement to provide for the funding and execution of services as described in Addenda A, B and C attached hereto and incorporated herein; and WHEREAS, the DEPARTMENT and the HEALTH JURISDICTION have the authority to enter into this Agreement pursuant to RCW 39.34.030; and WHEREAS, the parties desire to enter into this Agreement for cooperative action; now, therefore, the parties agree as follows: II. DEFINITIONS As used herein, the following terms shall have the meanings set forth below: A. Agreement means this Agreement together with the attached Addenda, and any other documents incorporated therein. Any oral representations or understandings not incorporated herein are excluded. Attached hereto and made a part hereof for all purposes are the following: Addendum Number of Pages Description A 2 Scope of Work B 1 Dissolution of Grant Funding C 1 Grant Funding Allocation B. DEPARTMENT Representative means the individual or individuals designated and authorized by the DEPARTMENT to receive notices and to act for it in all matters relating to this Agreement, or the designee of such individual. Shared Services Agreement September 2022 AD-22-046 C. HEALTH JURISDICTION Representative means the individual designated and authorized by the HEALTH JURISDICTION to receive notices and to act for it in all matters relating to this Agreement, or the designee of such individual. D. Services means all work performed by the DEPARTMENT or the HEALTH JURISDICTION pursuant to and governed by this Agreement, including Addenda A, B and C. III. TERM The term of this Agreement shall be: September 15 2022 through December 31, 2024, unless amended or terminated earlier pursuant to the terms and conditions herein. IV. HOLD HARMLESS A. Each party shall defend, indemnify, and hold harmless the other party, and its appointed and elected officials, employees, and agents from and against all liability, loss, cost, damage and expense, including but not limited to costs and attorney's fees in defense thereof, because of claims, suits and/or actions arising from any negligent or intentional act or omission asserted or arising or alleged to have arisen directly or indirectly out of or in consequence of the performance of this Agreement by the first party's appointed or elected officials, employees, and agents. B. In the event of liability for damages caused by or resulting from concurrent negligence of both parties, each party's liability shall be only to the extent of its negligence. C. This duty to defend, indemnify and hold harmless shall apply regardless of whether a claim is brought pursuant to the Industrial Insurance Act, RCW Title 51, or otherwise, and each party waives any immunity whatsoever with respect to its duty to defend, indemnify and hold harmless. This duty to defend, indemnify and hold harmless shall apply regardless of whether this Agreement is executed after the Services described herein begin and shall extend to claims arising after this Agreement is terminated. V. RECORDS A. The DEPARTMENT and the HEALTH JURISDICTION shall each maintain and preserve books, records, documents, and other materials, including but not limited to online data, that sufficiently and properly reflect all direct and indirect costs expended by either party in the performance of the Services described herein for a period of eight (8) years after the earlier of either the Agreement expires by its terms or the Agreement is terminated in accordance with Section VII below. These records shall be subject to copying, inspection, review, or audit by personnel of either party, and other personnel duly authorized by law. The DEPARTMENT shall retain all books, records, documents, online data, and other material relevant to the Services described in Addendum A, which materials shall be made available to the HEALTH JURISDICTION upon request. Shared Services Agreement 2 September 2022 B. All records, documents, and other materials arising from or relating to the Agreement, including this Agreement, are considered public records and subject to disclosure upon requE!st pursuant to the Public Records Act, Chapter 42.56 RCW. VI. OWNERSHIP OF WORK PRODUCT All right, title, and interest in anything the DEPARTMENT develops or produces under this Agreement, whether finished or not, shall become the property of the DEPARTMENT, including, without limitation, all inventions, data, software, works of authorship, designs, know-how, ideas, and information. VII. TERMINATION Either party may terminate this Agreement for any reason by giving the other party at least ninety (910) days' written notice. If this Agreement is so terminated after website completion, the DEPARTMENT will transfer hosting and all associated costs to the HEALTH JURISDICTION within 30 days of termination. If the HEALTH JURISDICTION does not take ownership of the site, the DEPARTMENT will take down the website. VII. INTERPRETATION In the event of an inconsistency found in the terms and conditions contained within this Agreement, unless otherwise provided herein, the inconsistency shall be resolved by giving precedence in the following order: • Applicable Federal and State Statutes and Regulations; • Addenda A, B and C; and • The provisions of this Agreement. IX. PERFORMANCE The parties shall perform all Services in accordance with all applicable professional standards and agree that they will use only qualified, competent personnel in the execution of these Services. X. AMENDMENTS Either party may request changes to this Agreement. Proposed changes, which are mutually agreed upon, shall be incorporated by written amendments to this Agreement. No changes to this Agreement are valid or binding on either party unless first reduced to writing and signed by the Representatives of both parties. XI. NON-DISCRIMINATION Each party covenants that in providing the Services described in Addendum A, no person shall be excluded from participation therein, denied the benefits thereof, or otherwise be subjected to discrimination with respect thereto on the grounds of race, creed, color, national origin, families with Shared Services Agreement September 2022 children, sex, marital status, sexual orientation, age, honorably discharged veteran or military statues, or the presence of any sensory, mental, or physical disability or the use of a trained dog guide or service animal by a person with a disability. XII. DISPUTES This Agreement shall be administered and interpreted under the laws of the State of Washington. In the event that a dispute arises in the interpretation or application of this Agreement, both parties are to proceed to good faith negotiation to resolve said disputes. The parties may also agree in writing to mediation if negotiation is not successful in resolving the dispute. However, in the event such disputes cannot be resolved, the dispute may be appealed to the parties' Directors or their designee for resolution. In the event the Directors are unable to resolve the dispute, either party may pursue relief in Superior Court. Jurisdiction of litigation arising from this Agreement shall be in the State of Washington. Venue for all actions arising pursuant to this Agreement shall lie within Pierce County, Washington. XII. SERVICES MANAGEMENT The Services described in Addendum A shall be performed under the coordination and cooperation of both party representatives. Each party shall provide assistance and guidance to the other party as necessary for the successful performance and goals of this Agreement. XIV. ALL WRITINGS CONTAINED HEREIN This Agreement contains all the terms and conditions acknowledged by both parties. No other understandings, oral or otherwise, regarding the subject matter of this Agreement shall be deemed to exist or bind the parties hereto. XV. NO SEPARATE ENTITY This Agreement does not establish a separate legal entity to perform the Services described in Addendum A. The parties designate the following persons to jointly administer this cooperative undertaking: On behalf of the DEPARTMENT: Ericka Case, Program Manager Emily Holloway, Project Manager Tacoma -Pierce County Health Department 3629 S D Street Tacoma, WA 98418 Phone: (253) 341-2568; (253) 281.8021 Email: ecase@tpchd.org; eholloway@tpchd.org Shared Services Agreement 4 September 2022 On behalf of the HEALTH JURISDICTION: Appalachia Martine, Director Jefferson County Public Health 615 Sheridan Street Port Townsend, WA 98368 Phone: (360) 385-9400 x443 Email: AMartine@co.jefferson.wa.us XVI. AGREEMENT EXECUTION DEPARTMENT and HEALTH JURISDICTION each represent and warrant that they have the power, authority, and legal right to enter into this Agreement by and through the undersigned Representatives, they have taken all action necessary to authorize the execution, delivery, and performance of this Agreement and all other documents and instruments otherwise required or contemplated hereunder and thereunder, any and all of which do not and shall not contravene the provisions of any governing document or agreement or instrument to which DEPARTMENT or HEALTH JURISDICTION is bound, and shall not cause or result in any violation, breach or default of, or accelerate any payment under, any such agreement or instrument. IN WITNESS THEREOF the parties hereto have executed this Agreement as of the date(s) set forth below. HEALTH JURISDICTION Authorized Signature Heidi Eisenhour, Chair Date Board of County Commissioners Jefferson County, Washington ATTEST,:Q 51, Carolyn Callaway, � Date Clerk of the Board Approved as to form only: October 5, 2022 Philip C. Hunsucker, Date Chief Civil Deputy Prosecuting Attorney Jefferson County Public Health 615 Sheridan Street Port Townsend, WA 98368 Shared Services Agreement September 2022 DEPARTMENT Authorized Signature 11 /21 /22 Nigel Turner Date Division Director 11/17/22 Anthony L-T Chen, MD, MPH Date Director of Health Tacoma -Pierce County Health Department 3629 South D Street Tacoma, WA 98418 ADDENDUM A: SCOPE OF WORK AND SPECIFIC CONDITIONS This Addendum A applies to the agreement (Agreement) between The TACOMA-PIERCE COUNTY HEALTH DEPARTMENT (DEPARTMENT) and JEFFERSON COUNTY PUBLIC HEALTH (HEALTH JURISDICTION) and in Addenda B and C, the parties agree as follows. While grant funding under Foundational Public Health Services exists at the current level or greater; 1. HEALTH JURISDICTION's Responsibilities: 1.1. Authorize the DEPARTMENT by means of this Agreement to act as the HEALTH JURISDICTION's representative and provide Provider Resources Website updatr!s, development and training. 1.2. Hold the DEPARTMENT, its appointed and elected officials, employees, and agents harmless from any actual or purported damage due to inaccurate content on the Provider Resources Website or during times of unavoidable lack of access to the DEPARTMENT's Provider Resources Website. 1.3. Maintain the security of the Provider Resources Website. This includes but is not limited to adhering to the standard practices for strong password generation and user account management. 1.4. Review the Provider Resources Website content. Provide the DEPARTMENT in writing with revisions to the content in sufficient detail to allow the DEPARTMENT to create revised pages and content that complies with the HEALTH JURISDICTION'S requirements (the Jefferson County Health's Provider Resources WA Website"). 1.5. Designate at least one staff person to administer the local content on the Provider Resources Website. The DEPARTMENT will provide technical support for local pages but will not curate content. 1.6. Designate at least one person to assist the DEPARTMENT with establishing branding for the Provider Resources Website. 1.7. Manage the email subscription services and be solely responsible for the costs. 1.8. Manage all updates and local content in a manner and form that adheres to Web Content Accessibility Guidelines. A copy of these guidelines will be provided by the DEPARTMENT during the initial training session. 1.9. Manage and execute all records requested under the Public Records Act, Chapter 42.56 RCW of the Jefferson Public Health's Provider Resource WA Website. 1.10 Participate in meeting and collaborative sessions with the DEPARTMENT and other stakeholders. Shared Services Agreement 6 September 2022 1.11 Participate in evaluation and performance measurement components as required by project funders. 1.12 In consultation with the DEPARTMENT, create and implement strategies to promote the use of the Provider Resources Website and engage providers in its use. 2. The DEPARTMENT's Responsibilities: 2.1. Create the Jefferson County Public Health's Provider Resources WA Website based on the project plan agreed to by the HEALTH JURISDICTION and the DEPARTMENT and make it available online. 2.2. Host the Provider Resources Website on behalf of the HEALTH JURISDICTION. 2.3. Provide training and support to the designated staff of the HEALTH JURISDICTION for updates and editing of their Provider Resources website. 2.4. Provide training and support with the email marketing software to the designated staff of 0e HEALTH JURISDICTION. 2.5. Provide ongoing technical assistance to the HEALTH JURISDICTION staff in support of the Provider Resources Website. 2.6. Provide timely and accurate updates to core content on the Provider Resources Website that feed into the HEALTH JURISDICTION's Provider Resources site. 2.7. Assist in the creation and execution of branding and communication planning for the HEALTH JURISDICTION's Provider Resources site. Shared Services Agreement 7 September 2022 ADDENDUM B: DISSOULUTION OF GRANT FUNDING This Addendum B applies to the agreement (Agreement) between TACOMA-PIERCE COUNTY HEALTH DEPARTMENT (DEPARTMENT) and JEFFERSON COUNTY PUBLIC HEALTH (HEALTH JURISDICTION) and Addenda A and C, the parties agree as follows: In the event grant funding no longer exists: 1. The HEALTH JURISDICTION's Responsibilities: 1.1. Assume all management of the Jefferson County Public Health Provider Resource WA Website content and updates. 1.2. Manage hosting and assume all associated costs for the Jefferson County Public Health Provider Resource WA Website. 1.3. Manage hosting and assume all associated costs for the Jefferson County Public Health email marketing account. 2. The DEPARTMENT's Responsibilities: 2.1. Assist the HEALTH JURISDICTION in transferring the current website to the hosting platform chosen by the HEALTH JURISDICTION. 2.2. Assist the HEALTH JURISDICTION in transferring the credentials for the email marketing account to platform chosen by the HEALTH JURISDICTION 2.3. Provide necessary technical training of existing Provider Resources platform to the HEALTH JURISDICTION staff. Shared Services Agreement September 2022 ADDENDUM C: ALLOCATION OF GRANT FUNDING This Addendum C applies to the agreement (Agreement) between TACOMA-PIERCE COUNTY HEALTH DEPARTMENT (DEPARTMENT) and JEFFERSON COUNTY PUBLIC HEALTH (HEALTH JURISDICTION). In addition to the terms and conditions set forth in the Agreement and Addenda A and B, the parties agree as follows: While grant funding exists at the current level or greater: I. Grant Allocation: 1.1. The DEPARTMENT will use a portion of Washington State Foundational Public Health Services funding to pay for a resource to administer, maintain and update the main Provider Resources WA website. 1.2. The DEPARTMENT will use a portion of Foundational Public Health Services funding to pay for a resource to manage onboarding and training all contracted HEALTH JURISDICTIONS. 1.3. The DEPARTMENT will use a portion of Foundational Public Health Services funding to pay for hosting costs for the Provider Resources WA site and associated Provider Resources child sites. 1.4. The DEPARTMENT will use a portion of Foundational Public Health Services funding to pay for email marketing accounts for each Provider Resources child sites. Shared Services Agreement September 2022 615 Sheridan Street Port Townsend, WA 98368 �e Mon www.JeffersonCountyPublicHealth.org Col Consent Agenda Public Healt JEFFERSON COUNTY BOARD OF COUNTY COMMISSIONERS AGENDA REQUEST TO: Board of County Commissioners Mark McCauley, County Administrator FROM: Apple Martine, Public Health Director DATE: October 10, 2022 SUBJECT: Agenda item — Interlocal Agreement with Tacoma -Pierce County Health Department, Provider Resources Website; upon signature — until termination STATEMENT OF ISSUE: Jefferson County Public Health (JCPH) requests Board approval of the Interlocal Agreement with Tacoma - Pierce County Health Department (TPCHD) for the provision and maintenance of the Provider Resources website designed to give relevant, up-to-date communicable disease information and health alerts to healthcare providers and specifically tailored to Jefferson County. ANALYSIS/STRATEGIC GOALS/PRO'S and CONS: The Provider Resources website offers necessary content and distribution of that content in a seamless way, reducing burden on JCPH Communicable Disease staff and frees up time to address other critical areas and needs for keeping Jefferson County residents safer and healthier. The Provider Resources webpage design and content is at the discretion of our JCPH subject matter experts so that it best serves our county. FISCAL IMPACT/COST BENEFIT ANALYSIS: Expenses incurred will be funded by Washington State Foundational Public Health Services funding utilized by TCPHD; there will be no cost to JCPH. RECOMMENDATION: JCPH management requests approval of the Interlocal Agreement with TCPHD, Provider Resources website; upon signature — until termination. Mark McCauley, Community Health Developmental Disabilities 360-385-9400 360-385-9401 (f) /f4LzZ_ Date Always working for a safer and healthier community Environmental Public Health 360-385-9444 (f) 360-379-4487 AD-22-046 CONTRACT REVIEW FORM Clear Form (INSTRUCTIONS ARE ON THE NEXT PAGE) CONTRACT WITH: Tacoma -Pierce County Health Department Contract No: AD-22-046 Contract For: Provider Resources Website Term: Upon signature - until terminated COUNTY DEPARTMENT: Public Health Contact Person: Apple Martine Contact Phone: X 443 Contact email: amartine@co.jefferson.wa.us AMOUNT: $0 PROCESS: Exempt from Bid Process Revenue: Cooperative Purchase Expenditure: Competitive Sealed Bid Matching Funds Required: Small Works Roster Sources(s) of Matching Funds Vendor List Bid Fund # RFP or RFQ Munis Org/Obj Other: APPROVAL STEPS: STEP 1: DEPARTMENT CERTIFIES COMPLI-kN—tE 7z� 55.080 AND CHAPTER 42.23 RCW. CERTIFIED: N/A: ■ _ _ Sept.21 2022 Signature Date STEP 2: DEPARTMENT CERTIFIES THE PERSON PROPOSED FOR CONTRACTING COUNTY (CONTRACTOR) HAS NOT BEEN DEBA ED.„ BY ANY FEDERAL, STATE, AGENCY. Sept. 21, 2022 Signature Date CERTIFIED: ❑ N/A: 1 STEP 3: RISK MANAGEMENT REVIEW (will be added electronically through Laserfiche): Electronically approved by Risk Management on 9/21/2022. STEP 4: PROSECUTING ATTORNEY REVIEW (will be added electronically through Laserfiche): Electronically approved as to form by PAO on 10/5/2022. State language - cannot change. WITH THE OR LOCAL STEP 5: DEPARTMENT MAKES REVISIONS & RESUBMITS TO RISK MANAGEMENT AND PROSECUTING ATTORNEY(IF REQUIRED). STEP 6: CONTRACTOR SIGNS STEP 7: SUBMIT TO BOCC FOR APPROVAL