HomeMy WebLinkAboutPH Wise Amend 5615 Sheridan Street
Port Townsend, WA 98368
l� Mon www.JeffersonCountyPublicHealth.org
U� 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
Anna McEnery, DD & BH Coordinator
DATE: N a'o'-'�3
SUBJECT: Agenda Item — Amendment #5 to the Professional Services Agreement — with
Wise; to provide scholarships; to assist with general funding support for the
Community Summit Conference in Wenatchee; October 15, 2021 — June 30,
2023; an additional $2,128.87 in funding, for a total of $29,450.12, for this
agreement; in Jefferson County, Washington
STATEMENT OF ISSUE:
Jefferson County Public Health, Developmental Disabilities Division, is requesting Board approval of
Amendment #5 to the Professional Services Agreement with Wise; to provide scholarships; to assist with
general funding support for the Community Summit Conference in Wenatchee; October 15, 2021— June 30,
2023; an additional $2,128.87 in funding, for a total of $29,450.12; for this agreement; in Jefferson County,
Washington.
ANALYSIS/STRATEGIC GOALS/PRO'S and CONS:
Amendment #5 to the Professional Services Agreement with Wise; will fund the following; to assist Wise with
general funding support for the Community Summit Conference in Wenatchee; to provide scholarships to the
Community Summit; to Service Providers, Parents, Individuals with Disabilities and Community Members who
support and/or deliver services to individuals who experience an Intellectual/Developmental Disability; in
Jefferson County, Washington.
The Intellectual/Developmental Disabilities Advisory Board agrees this is an important service for our
community. Wise; is a Sole Source Provider.
FISCAL IMPACT/COST BENEFIT ANALYSIS:
Funding for Amendment #5 to the Professional Services Agreement with Wise; is under the County DD
Program budget; is identified as County Millage funding. The intent for this contract, is to be on going, as
long as the DD Program has the funding.
Community Health Environmental Public Health
Developmental Disabilities 360-385-9444
360-385-9400 (f) 360-379-4487
360-385-9401 (f) Always working for a safer and healthier community
DD-21-050-A5
RECOMMENDATION:
Jefferson County Public Health, the Developmental Disabilities Division, requests approval of Amendment #5
to the Professional Services Agreement with Wise; to provide scholarships; to assist with general funding
support for the Community Summit Conference in Wenatchee; October 15, 2021 — June 30, 2023; an
additional $2,128.87 in funding, for a total of $29,450.12; for this agreement; in Jefferson County,
Washington.
Mark McCauley, Cod Administrator Date
Community Health Environmental Public Health
Developmental Disabilities 360-385-9444
360-385-9400 (f) 360-379-4487
Always working for a safer and healthier community
Contract Amendment #5
Between
Wise
And
Jefferson County Public Health
Developmental Disabilities Program
WHEREAS, Wise (Subcontractor) and Jefferson County (County) entered into an agreement on
October 15, 2021 for Professional Services. To provide technical assistance, training and Consultating
Services to the Jefferson County I/DD County Program; to Supported Employment and Community
Inclusion and other Service Providers.
WHEREAS, the parties desire to amend the terms of that agreement.
IT IS AGREED BETWEEN BOTH PARTIES AS NAMED HEREIN AS FOLLOWS.
1. The term of the above referenced agreement ends June 30, 2023.
2. Subcontractor's contract will be increased by $2,128.87 in funding for services rendered
during the term of April 17, 2023 through June 30, 2023. Total compensation under this
Agreement shall not exceed $29,450.12; without express written amendment signed by
both parties.
3. Subcontractor can access funding for the following:
a. To assist wise with general funding support; for the Community Summit
Conference in Wenatchee-, to provide scholarships to the Community Summit; to
individuals with disabilities; service providers, parents and community members
who support and/or deliver services to individuals who experience an
Intellectual/Developmental Disability.
4. work performed between April 17, 2023 and the execution of this Agreement that is
consistent with the provisions of this Agreement is hereby ratified.
5. All other terms and conditions of the agreement will remain the same.
Dated this day of
By:
2023
..............
Greg Brotherton, Chair
Jefferson Board of County Commissioners
By:
Cesilee Coulson, Executive Director
Wise
DD-21-454-A5
ATTEST:
By.
Carolyn Gallaway, Date
Clerk of the Board
APPROVED A$ TO FORM ONLY:
S 3
May. 10 2023
By:
Philip Hunsucker, Date
Chief Civil Deputy Prosecuting Attorney
0),
Contract Amendment #4
Between
wise
And
Jefferson County Public Health
Developmental Disabilities Program
WHEREAS, Wise (Subcontractor) and Jefferson County (County) entered into an agreement on
October 15, 2021 for Professional Services. To provide technical assistance, training and Consultating
Services to the Jefferson County I/DD County Program; to Supported Employment and Community
Inclusion and other Service Providers.
WHEREAS, the parties desire to amend the terms of that agreement.
IT IS AGREED BETWEEN BOTH PARTIES AS NAMED HEREIN AS FOLLOWS*
1. The term of the above referenced agreement ends June 30, 2023.
2. Subcontractor's contract will be increased by $ 1,221.25 in funding for services rendered
duringthe term of March 1, 2022 through June 30, 2023. Total compensation under this
.
Agreement shall not exceed $27,321.25, without express written amendment signed by
both parties.
3. Subcontractor can access funding far the following:
a. To assist Jefferson County contracted Providers, by providing technical assistance
and trainingin all aspects of Employment and Community Inclusion -Day
Program Services, (these services may include Provider Evaluations & 1:1
Coaching).
b. A Document Training will guide the Community Inclusion Staff to uncover goals
b utilizing existing services laps and case notes. Staff will be walking through
Y g g P
current plans and applying SUART goals, case notes and next steps.
4. Work performed between March 1, 2022 and the execution of this Agreement that is
consistent with the provisions of this Agreement is hereby ratified.
5. All other terms and conditions of the agreement will remain the same.
:S
Dated this , day of I�� ie 2022
By:
Heidi Eisenhour, Chair
Jefferson Board of County Commissioners
BY: calk��
Cesilee Coulson, Executive Director
wise
DD-2t.050-A4
ATTEST:
00,1
1
i
y
Carolyn allaw , Clerk of the Board`
APPROVED AS, TO FORM ONLY:
By:
July 30, 2022
Philip C. Hunsucker, Date
Chief Civil Deputy Prosecuting Attorney
Contract Amendment #3
Between
Wine
And
Jefferson County Public Health
Developmental Disabilities Program
WHEREAS, Wise (Subcontractor) and Jefferson County (County) entered into an agreement on
October 15, 2021 for Professional Services. To provide technical assistance, training and Consultating
Services to the Jefferson County I/DD County Program; to Supported Employment and Cornrnunity
Inclusion and other Service Providers.
WHEREAS, the parties desire to amend the terns of that agreement,
IT IS AGREED BETWEEN BOTH PARTIES AS NAMED HEREIN AS FOLLOWS:
1. The term of the above referenced agreement ends June 30, 2023.
2. Subcontractoes contract will be increased by $10,000.00 in funding for services rendered
during the term of July 1, 2022 through June 30, 2023. Total compensation under this
Agreement shall not exceed $26,100.00 without express written amendment signed by
both parties.
3. Subcontractor can access funding for the following;
To assist Jefferson County contracted Providers, by providing technical assistance and
training in all aspects of Employment and Community Inclusion -Day Program Services,
(these services may include Provider Evaluations & 1:1 Coaching).
To work with the Jefferson County UDD Program, to do the following: to look into the
prospect of creating a School to Work, (S2W) and/or a Transition Program for Jefferson
County; to provide general support for the Community Summit.
4. work performed between July 1, 2022 and the execution of this Agreement that is
consistent with the provisions of this Agreement is hereby ratified,
5. All other terms and conditions of the agreement will remain the same.
Dated this i � -,,-day of 111 1'--1 2022
By.
y*
Henhour, Chair
Jefferson Board of County Commissioners
Cam. oyjj�,
Cesilee Coulson, Executive Director
Wise
D13 2i-054-A3
ATTEST:
Tel c'
r'
By:
Carolyri-lballawajj Clerk of the Board
APPROVED AS TO FORM ONLY:
B. U
o
Y•
Philip Hunsucker,
June 22, 2022
Chief Civil Deputy Prosecuting Attorney
Date
Contract Amendment #2
Between
Wise
And
Jefferson County Public Health
Developmental Disabilities Program
WHEREAS, Wise (Subcontractor) and Jefferson County (County) entered into an agreement on
October 15, 2021 for Professional Services. To provide technical assistance, training and Consultating
Services to the Jefferson County I/DD County Program; to Supported Employment and Community
Inclusion and other Service Providers.
WHEREAS, the parties desire to amend the terms of that agreement.
IT IS AGREED BETWEEN BOTH PARTIES AS NAMED HEREIN AS FOLLOWS:
1. The term of the above referenced agreement ends June 30, 2022.
2. Subcontractor's contract will be increased by $1,100.00 in funding for services rendered
during the term of June 15, 2022 through June 30, 2022. Total compensation under this
Agreement shall not exceed $16,100.00 without express written amendment signed by
bath parties.
3. Subcontractor will provide the following services:
a. A Training that will cover the basics of providing Community Inclusion services
during the pandemic, with a focus on continuing to lead services back into
community settings. Staff will learn how to create opportunities for participants to
engage/volunteer in community -based activities and stay connected. Observation
and exploration will be used to build and strengthen relationships between
participants and local con u aunity members.
b. A Document Training will guide the Conrununity Inclusion Staff to uncover goals
by utilizing existing services plans and case notes. Staff will be walking through
current plans and applying SMART goals, case notes and next steps.
4. Subcontractor can access funding for the following:
5. Work performed between June 15, 2022 and the execution of this Agreement that is
consistent with the provisions of this Agreement is hereby ratified.
6. All other terms and conditions of the agreement wilt remain the same.
4Aj
Dated t day of I'` 2022
By:. .
h
/f"* A-t-
e di lse our, Chair
Jefferson Board of County Commissioners
1 r/
y0
•
Cesilee Coulson, Executive Director
Wise
Dp.2 f -oso-A2
ATTEST:
By.
Carolyn Gallaway, aerk of the Board
APPROVED AS TO FORM ONLY:
By.
Philip C. Hunsucker,
Chief Civil Deputy Prosecuting Attorney
r
June 21, 2022
Date
Contract Amendment #1
Between
Wise
And
Jefferson County Public Health
Developmental Disabilities program
WHEREAS, Wise (Subcontractor) and Jefferson County (County) entered into an agreement on
October 15, 2021 for Professional Services. To provide technical assistance, training ,and Consultating
Services to the Jefferson County I/DD County Program; to Supported Employment and Community
Inclusion and other Service Providers.
WHEREAS, the parties desire to amend the terms of that agreement.
IT IS AGREED BETWEEN BOTH PARTIES AS NAMED HEREIN AS FOLLOWS:
1. The term of the above referenced agreement ends June 30, 2022.
2. Subcontractor's contract will be increased by $5,000.00 in funding for services rendered
during the tern of May 15, 2022 through June 30, 2022. Tom compensation under this
,Agreement shall not exceed $15,000.00 without express written amendment signed by
both parties.
3. Subcontractor can access funding for the following:
a. An Equity and Diversity video Project that will result in the development a
variety of stories that are approximately 30-min, rnaximurn length. Wise will
provide training and support so participating agencies can capture & create
content related to employment and community inclusion.
This content can he utilized for social media, training, employer outreach, and
other avenues of promoting employment and inclusion statewide. Priority will be
stories which feature Black, Indigenous, People of Color (13IPDC) and/or People
with Intellectual/Developmental Disabilities who in live in rural or under -served
communities.
4. Work performed between May 15, 2022 and the execution of this Agreement that is
consistent with the provisions of this Agreement is hereby ratified.
5. All other terms and conditions of the agreement will remain the same.
1? t -111.
Dated th day of , 2022
y=
Heidi Eisenhour, Chair
By:
Jefferson Board of County CommIs
issioners
cam. 00jeVN
Cesilee Coulson, Executive Director
Wise
Page 1 of 2
DD-21-050-A]
ATTEST;
By.
Carol `Calla Date
Clerk of the Board
APPROVED AS TO, FORM ONLY:
� p
B • ➢
�r LDS
Philip C. Hunsucker Date
Chief Civil Deputy Prosecuting Attorney
Page 2 of 2
PROFESSIONAL SERVICES AGREEMENT FOR
Wise
THIS PRDFESIONAL SERVICES AGREEMENT ("this Agreement") is entered into between.
the County of Jefferson, a municipal corporation ("the County"), and Wise ("the Contractor"), in
consideration of the mutual benefits, terms, and conditions specified below.
1. Project De.sigtl Lion. The Contractor is retained by the County to perform the
following Projects: To assist Jefferson County contracted Providers, by providing
technical assistance and training in all aspects of Employment and Day Program
Services, (these services may include Provider Evaluations & 1:1 Coaching). To work
with the Jefferson County DD Program, to do the following: bring a two part series of
trainings about social media and safety to the community; to collaborate with Clallamn
County on a First Responder Training; to look into the prospect of creating a School to Work,
(S2W) and/or a Transition Program for Jefferson County; provide general support for the
Community Summit.
2. Scope of Services. Contractor agrees to perform the services identif ed on Exhibit
" N' attached hereto including the provision of all labor.
3. Time for Performance. This Agreement shall commence on October 15, 2021 and
continue through June 30, 2022. Work performed consistent with this Agreement
during its term, put prior to the adoption of this Agreement, is hereby ratified. The
Contractor shall perform all services pursuant to this Agreement as outlined on
Exhibit "A". Time is of the essence in the performance of this Agreement.
4. Payment. The Contractor 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 Contractor shall be made as provided on
Exhibit "B" attached hereto, provided that the total amount of payment to
Contractor shall not exceed $10,000 without express written modification of the
Agreement signed by the County.
b. Invoices must be submitted by the 15th of the month for the previous month's
expenses. Such invoices will be checked by the County, and upon approval
thereof, payment will be nude to the Contractor in the amount approved. Failure
to submit timely invoices and reports pursuant to Exhibit "B" of the Agreement
may result in a denial of reimbursement. Invoices not submitted within 60 days
may be denied.
c. Final payment of any balance due the Contractor of the total contract price earned
will be made promptly upon its ascertainment and verification by the County after
the completion of the work and submittal of reports under this Agreement and its
acceptance by the County.
Professional Services Agreement: WISE - 202I-2022
Page 1 of 16
DD-2 1-050
d. Consultant shall provide invoices and necessary backup documentation for all
services including timesheets and statements (specifying the services provided).
Any indirect charges require the submittal of an indirect cost methodology and
rate using 2 C.F.R. Part 255 and 2 C.F.R. Part 230.
e. The Contractor's 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.
5. Owiiership and Use of Documents. All non --confidential or de -identified documents,
drawings, specifications, and other materials produced by the Contractor in
connection with the services rendered under this Agreement shall be the property of
the County whether the project for which they are made is executed or not. The
Contractor shall be permitted to retain copies, including reproducible copies, of
drawings and specifications for information, reference and use in connection with
Contractor's endeavors. Contractor shall not be held liable for reuse of documents or
modifications thereof, including electronic data, by County or its representatives for
any purpose other than the intent of this Agreement.
G. Compliance with Laws. Contractor shall, in performing the services contemplated by
this , A reementfaithful) observe and comply with all federal, state, and local laws,
g y
ordinances and regulations, applicable to the services to be rendered under this
Agreement.
7. Audit. An audit will be submitted to the County upon request. Upon request,
Contractor will submit the most recent financial audit within 30 days.
a. Upon request the County shall have the option of performing an onsite review of
all records, statements, and documentation.
b. If the County finds indications of potential non-compliance during the monitoring
process, the County shall notify Contractor within ten (10) days. County and
Contractor shall meet to discuss areas of contention in an attempt to resolve
issues.
c. Audit will provide statements consistent ,with the guidelines of Reporting for
Other Ikon -Profit Organizations AICPA SOP 78-10, and is performed in
accordance with generally accepted auditing standards and with Federal Standards
for Audit of Governmental Organizations, Programs, Activities and Functions,
and meeting all requirements of 2 C.F.R. Part 200, as applicable.
8. Indemnification. The Contractor shall defend, indemnify and hold the County, its
officers, officials, employees, agents and volunteers (and their marital communities)
harmless from any and all claims, injuries, damages, losses or suits including
attorneys fees, arising out of or resulting from the acts, errors or omissions of the
Contractor in performance of this Agreement, except for injuries and damages caused
by the sole negligence of the County. Should a court of competent jurisdiction.
determine that this Agreement is subject to RCw 4.24.115, then, in the event of
liability for damages arising out of bodily injury to persons or damages to property
Professional Services Agreement: WISE 2021-2022 Page 2 of 16
caused by or resulting from the concurrent negligence of the Contractor and the
County, its officers, officials, employees, agents and volunteers (and their marital
communities) the Contractor's liability, including the duty and cost to defend,
hereunder shall be only to the extent of the Contractor's negligence. It is further
specifically and expressly understood that the indemnification provided herein
constitutes the Contractor's waiver of immunity under Industrial Insurance, Title 51
R.Cw, solely for the purposes of this indemmification. This waiver has been mutually
negotiated by the parties. The provisions of this section shall survive the expiration
or termination of this Agreement.
9. Insurance. Prior to commencing work, the Contractor shall obtain at its own cost and
expense the following insurance coverage specified below and shall keep such.
coverage in force during the terms of the Agreement.
a. Commercial Automobile Liability Insurance providing bodily injury and property
damage liability coverage 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 with the County named as an additional insured in
connection with. the Contractor's performance of this Agreement. This insurance
shall indicate on the certificate of insurance the following coverage: (a) Owned
automobiles; (b) Hired automobiles; and, (c) Non -owned automobiles.
b. Commercial General Liability Insurance in an amount not less than a single limit
of one million dollars ($1,000,000) per occurrence and an aggregate of not less
than two (2) times the occurrence amount ($2,000,000-00 minimum) for bodily
injury, including death and property damage, unless a greater amount is specified
in the contract specifications. The insurance coverage shall contain no limitations
on the scope of the protection provided and include the following minimum
coverage:
i. Broad Form Property Damage, with no employee exclusion;
ii. Personal Injury Liability, including extended bodily injury;
iii. Broad Form Contractual/Commercial Liability — including coverage for
products and completed operations;
tv. Premises -- Operations Liability (M&C)I-
v. Independent Contractors and subcontractors;
vi. Blanket Contractual Liability.
c. Professional Liability Insurance. The Contractor shall maintain professional
liabilityinsurance against legal liability arising out of activity related to the performance of this Agreement, on a form acceptable to Jefferson County Risk
Management in the amounts of not less than $1,000,000 Each Claim and
$2,000,000 Aggregate. The professional liability insurance policy should be on
an "occurrence" form. If the professional liability policy is "claims made," then
an extended reporting periods coverage (tail coverage) shall be purchased for
Professional Services Agreement: WISE - 2021-2022 Page 3 of 16
three (3) years after the end of this Agreement, at the Contractor's sole expense.
The Contractor agrees the Contractor's insurance obligation to provide
professional liability insurance shall survive the completion or termination of this
.Agreement for a minimum period of three (3) years.
d. The County shall be named as an "additional named insured" under all insurance
policies required by this Agreement, except Professional Liability Insurance when
not allowed by the insurer.
e. Such insurance coverage shall be evidenced by one of the following methods:
(a) Certificate of Insurance; or, (b) Self-insurance through an irrevocable Letter of
Credit from a qualified financial institution.
f. The Contractor shall furnish the County with properly executed certificates of
insurance that, at a minimum, shall include: (a) The limits of overage; (b) The
project name to which it applies; (c) The certificate holder as Jefferson County,
Washington and its elected officials, officers, and employees with the address of
Jefferson County Public Health 615 Sheridan Street, Port Townsend, WA 98368,
and, (d) A statement that the insurance policy shall not be canceled or allowed to
expire except on thirty (30) days prior written notice to the County. If the proof
of insurance or certificate indicating the County is an additional insured to a
olio obtained by the Contractor refers to an endorsement (by number or name)
policy
but does not provide the full text of that endorsement, then it shall be the
obligation of the Contractor to obtain the full text of that endorsement and
forward that full text to the County. Certificates of coverage as required by this
section shall be delivered to the County within fifteen (15) days of execution of
this Agreement.
g. Failure of the Contractor to take out or maintain any required insurance shall not
relieve the Contractor from any liability under this Agreement, nor shall the
insurance requirements be construed to conflict with or otherwise limit the
obligations concerning indemnification of the County.
h. The Contractor's 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, ,with the exception of
Professional Liability Insurance, so affected shall protect both parties and be
primary coverage for all losses covered by the above described insurance.
i. Insurance companies issuing the policy or policies shall have no recourse against
the County (including its employees and other agents and agencies) for payment
of any premiums or for assessments under any foram of policy.
All deductibles in the above described insurance policies. shall be assumed by and
be at the sole risk of the Contractor.
k. Any deductibles or self -insured retention shall be declared to and approved by the
Countyprior to the approval of this Agreement by the County. At the option of
the County, the insurer shall reduce or eliminate deductibles or self -insured
Professional Services Agreement: WISE - 2021-2022 Page 4 of 16
retention, or the Contractor shall procure a bond guaranteeing payment of losses
and related investigations, claim administration and defense expenses.
1. Any judgments for which the County may be liable, in excess of insured amounts
required by this Agreement, or any portion thereof, may be withheld from
payment due, or to become due, to the Contractor until the Contractor shall
furnish additional security covering such judgment as may be determined by the
County.
rn. Any coverage for third party liability claims provided to the County by a "Risk
Pool" created pursuant to Ch. 48.62 RCw shall be non-contributory with respect
to any policy of insurance the Contractor must provide in order to comply with
this Agreement.
n. The County may, upon the Contractor's failure to comply with all provisions of
this Agreement relating to insurance, withhold payment or compensation that
would otherwise be due to the Contractor.
o. The Contractor's liability insurance provisions shall be primary and
noncontributory with respect to any insurance or self-insurance programs
covering the County, its elected and appointed officers, officials, employees, and
agents.
p. Any failure to comply with reporting provisions of the insurance policies shall not
affect coverage provided to the County, its officers, officials, employees, or
agents.
q. The Contractor's insurance shall apply separately to each insured against whom
claim is made or suit is brought, except with respect to the limits of the insurer's
liability.
r. The Contractor shall include all subcontractors as insured under its insurance
policies or shall furnish separate certificates and endorsements for each
subcontractor. All insurance provisions for subcontractors shall be subject to all
the requirements stated herein.
s. The insurance limits mandated for any insurance coverage required by this
Agreement are not intended to be an indication of exposure nor are they
limitations on indemnification.
t. The Contractor shall maintain all required insurance policies in force from the
time services commence until services are completed. Certificates, insurance
policies, and endorsements expiring before completion of services shall be
promptly replaced. All the insurance policies required by this Agreement shall
provide that thirty (30) days prior to cancellation, suspension, reduction or
material change in the policy, notice of same shall be given to the Jefferson
County Public Health Contracts Manager by registered mail, return receipt
requested.
Professional Services Agreement: WISE - 2021-2022 Page 5 of 16
u. The Contractor shall place insurance with insurers licensed to do business in the
State of Washington and having A.M. Best Company ratings of no less than A-,
with the exception that excess and umbrella coverage used to meet the
requirements for limits of liability or gaps in coverage need not be placed with
insurers or re -insurers licensed in the State of Washington.
V. The County reserves the right to request additional insurance on an individual
basis for extra hazardous contracts and specific service agreements.
10. worker's Coin ensation Industrial Insurance .
a. If and only if the Contractor employs any person(s) in the status of employee or
employees separate from or in addition to any equity owners, sole proprietor,
partners, owners or shareholders of the Contractor, the Contractor shall maintain
workers' compensation insurance at its own expense, as required by Title 51
RCW, for the term of this Agreement and shall provide evidence of coverage to
Jefferson County public health, upon request.
b. worker's compensation insurance covering all employees with limits meeting all
applicable state and federal laws. This coverage shall include Employer's
Liability with limits meeting all applicable state and federal laws.
c. This coverage shall extend to any subcontractor that does not have their own
worker's compensation and employer's liability insurance.
d. The Contractor expressly waives by mutual negotiation all immunity and
limitations on liability, with respect to the County, under any industrial insurance
act, disability benefit act, or other employee benefit act of any jurisdiction which
would otherwise be applicable in the case of such claim.
e. If the County incurs any costs to enforce the provisions of this subsection, all cost
and fees shall be recoverable from the Contractor.
11. Independent Contractor. The Contractor and the County agree that the Contractor is
an inde pendent contractor with respect to the services provided pursuant to this
Agreement. The Contractor specifically has the right to direct and control
Contractor's own activities, and the activities of its subcontractors, employees,
agents, and representatives, in providing the agreed services in accordance with the
specifications set out in this Agreement. Nothing in this Agreement shall be
considered to create the relationship of employer and employee between the parties.
Neither Contractor nor any employee of Contractor shall be entitled to any benefits
accorded County employees by virtue of the services provided under this Agreement,
including, but not limited to: retirement, vacation pay; holiday pay; sick leave pay;
medical, dental, or other insurance benefits; fringe benefits; or any other rights or
privileges afforded to Jefferson County employees. 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 Contractor, or any employee of
Contractor.
Professional Services Agreement: WISE - 2021-2022 Page 6 of 16
1Subcontractin Re ui
2.rements.
a. The Contractor is responsible for meeting all terms and conditions of this
Agreement including standards of service, quality of materials and workmanship,
costs, and schedules. Failure of a subcontractor to perform is no defense to a
breach of this Agreement. The Contractor assumes responsibility for and all
liability for the actions and quality of services performed by any subcontractor.
b. Every subcontractor must agree in writing to follow every term -of this
Agreement. The Contractor must provide every subcontractor's written
agreement to follow every term of this Agreement before the subcontractor can
perform any services under this Agreement. The Public Health Director or their
designee must approve any proposed subcontractors in writing.
c. Any dispute arising between the Contractor and any subcontractors or between
subcontractors must be resolved without involvement of any kind on the part of
the County and without detrimental impact on the Contractor's performance
required by this Agreement.
13. Covenant Against Continent Fees. The Contractor warrants that he has not
employed or retained any company or person, other than a bona fide employee
working solely for the Contractor, to solicit or secure this Agreement, and that he has
not paid or agreed to pay any company or person, other than a bona fide employee
working solely for the Contractor, any fee, commission, percentage, brokerage fee,
gifts, or any other consideration contingent upon or resulting from the award or
making of this Agreement. For breach or violation of this warranty, the County shall
have the right to annul this Agreement without liability or, in its discretion to deduct
from the contract price or consideration, or otherwise recover, the full amount of such
fee, commission, percentage, brokerage fee, gift, or contingent fee.
14. Discrimination Prohibited. The Contractor, with regard to the work performed by it
under this Agreement, will not discriminate on the grounds of race, color, national
origin, religion, creed, age, gender, sexual orientation, material status, sex, or the
presence of any physical or sensory handicap in the selection and retention of
employees or procurement of materials or supplies.
15. No Assignment. The Contractor shall not sublet or assign any of the services covered
by this Agreement without the express written consent of the County. Assignment
does not include printing or other customary reimbursable expenses that may be
provided in an agreement.
16. Nora -waiver. waiver by the County of any provision of this Agreement or any time
limitation provided for in this Agreement shall not constitute a waiver of any other
provision.
17. Termination.
a. The County reserves the right to terminate this Agreement at any time by giving
ten (10) days written notice to the Contractor.
Professional Services Agreement: WISE - 2021-2022 page 7 of 16
b. In the event of the death of a member, partner, or officer of the Contractor, or any
of its supervisory personnel assigned to the project, the surviving members of the
Contractor hereby agree to complete the work under the terms of this Agreement,
if requested to do so by the County. This section shall not be a bar to
renegotiations of this Agreement between surviving members of the Contractor
and the County, if the County so chooses.
c. The County reserves the right to terminate this contract in whole or in part, with
10 days' notice, in the event that expected or actual funding from any funding
source is withdrawn, reduced, or limited in any way after the effective date of this
agreement. In the event of termination under this clause, the County shall be
liable for only payment for services rendered prior to the effective date of
termination.
18. Notices. All notices or other communications which any party desires or is required
to give shall be given in writing and shall be deemed to have been given if hand --
delivered, sent by facsimile, email, or mailed by depositing in the United States mail,
prepaid to the party at the address listed below or such other address as a party may
designate in writing from time to time. Notices to the County shall be sent to the
following address:
Notices to the County shall be sent to the following address:
Jefferson County Public Health Department
Attn: Anna Mc Enery-DDIBH County Coordinator
615 Sheridan Street
Port Townsend, WA 98368
Notices to Contractor shall be sent to the following address:
Wise
ATT: Cesilee Coulson
16040 Christensen Rd.
Ste. 212
Tukwila WA 98188
19. Integrated Agreetent. This Agreement together with attachments or addenda
represents the entire and integrated Agreement between the County and the
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Contractor and supersedes all prior negotiations, representations, or agreements
written or oral. No representation or promise not expressly contained in this
Agreement has been made. This Agreement supersedes all prior or simultaneous
representations, discussions, negotiations, and agreements, whether written or oral, by
the County within the scope of this Agreement. The Contractor ratifies and adopts all
statements, representations, warranties, covenants, and agreements contained in its
proposal, and the supporting material submitted by the Contractor, accepts this
Agreement and agrees to all of the terms and conditions of this Agreement.
20. Modification of this Agreement. This Agreement may be amended only by written
instrument signed by both County and Contractor.
21. Disputes.. The parties agree to use their best efforts to prevent and resolve disputes
before they escalate into claims or legal actions. Any disputed issue not resolved
Professional Services Agreement: WISE - 2021.2022 Page 8 of 16
pursuant to the terms of this Agreement shall be submitted in writing within 10 days
to the County Risk Manager, whose decision in the matter shall be final, but shall be
subject to judicial review. If either party deem it necessary to institute legal action or
proceeding to enforce any right or obligation under this Agreement, each party in
such action shall bear the cost of its own attorneys fees and court costs. Any legal
action shall be initiated in the Superior Court of the State of Washington for Jefferson
County. The parties agree that all questions shall be resolved by application of
Washington law and that the parties have the right of appeal from such decisions of
the Superior Court in accordance with the laws of the State of Washington. The
Contractor hereby consents to the personal j urisdiction of the Superior Court of the
State of Washington for Jefferson County.
22. Section Headin s. The headings of the sections of this Agreement are for
convenience of reference only and are not intended to restrict, affect, or be of any
weight in the interpretation or construction of the provisions of the sections or this
Agreement.
23.1. emits of Any.Waiver of Default. No consent by either party to, or waiver of, a
breach by either party, whether express or implied, shall constitute a consent to,
waiver of, or excuse of any other, different, or subsequent breach by either party.
24. No Oral waiver. No term or provision of this Agreement will be considered waived
by either party, and no breach excused by either party, unless such waiver or consent
is in writing signed on behalf of the party against whom the waiver is asserted.
Failure of a party to declare any breach or default immediately upon the occurrence
thereof, or delay in taking any action in connection with, shall not waive such breach
or default.
25. Severabilit Provided it does not result in a material change in the terms of this
Agreement, if any provision of this Agreement or the application of this Agreement to
any person or circumstance shall be invalid, illegal, or unenforceable to any extent,
the remainder of this Agreement and the application this Agreement shall not be
affected and shall be enforceable to the fullest extent permitted by law.
26. Bindinjg oSuccessors 11.e. sand Assns. This Agreement shall be binding upon
and inure to the benefit of the parties' successors in interest, heirs, and assigns.
27. No Assignment. The Contractor shall not sell, assign, or transfer any of rights
obtained by this Agreement without the express written consent of the County.
28. No Third.-PartyBeneficiaries. The parties do not intend, and nothing in this
Agreement shall be construed to mean, that any provision in this Agreement is for the
benefit of any person or entity who is not a party.
29..5iggature in Counter arts. The parties agree that separate copies of this Agreement
may be signed by each of the parties and this Agreement shall have the same force
and effect as if all the parties had signed the original.
30. Facsimile and Electronic Si natures. The parties agree that facsimile and electronic
signatures shall have the same force and effect as original signatures.
Professional Services Agreement: WISE - 2021-2022 Page 9 of 16
31. Arms -Length Ne otiati ons. The parties agree that this Agreement has been
negotiated at arms -length, with the assistance and advice of competent, independent
legal counsel.
32. Public Records Act. Notwithstanding the provisions of this Agreement to the
contrary, to the extent any record, including any electronic, audio, paper or other
media, is required to be kept or indexed as a public record in accordance with the
Washington Public Records Act, Chapter 42.56 RCw, as may hereafter be amended,
the Contractor agrees to maintain all records constituting public records and to
produce or assist the County in producing such records, within the time frames and
parameters set forth in state lave. The Contractor further agrees that upon receipt of
any written public record request, Contractor shall, within two business days, notify
the County by providing a copy of the request per the notice provisions of this
Agreement.
33. Confidential with respect to all information relating to County that is confidential
and clearly so designated, as required by the Health Insurance Portability and
Accountability Act (HIPAA) and any other applicable privacy laws, the Contractor
agrees to keep such information confidential. The Contractor shall not disclose,
transfer, or sell any such information to any party, except as provided by lave or, in
the case of personal information, with the prior written consent of the person to whom
the personal information pertains. The Contractor shall maintain the confidentiality
of all personal information and other information gained by reason of this Agreement,
and shall return or certify the destruction of such information if requested in writing
by Jefferson County. This Agreement, once executed, will be a "public record"
subject to production to a third party if same is requested pursuant to • the Washington
Public Records Act, Chapter 42.56 R.CW, as may hereafter be amended.
34. Criminal History/Background Check. Each of the Contractor's employees, the
employees of an of the Contractor has approved subcontractor, or volunteers used by
Y pp
the Contractor shall submit to a fingerprint identity and criminal history check before
they are authorized to perform services for the Project. The MRS B ck-round
Check. Central Unit (BCCU) must be used to obtain verification of a background
clearance. The County agrees to bear all reasonable costs incurred in the performance
of this fingerprint identity and criminal history check. Contractors who may or will
have regular access or limited access to any juveniles or vulnerable adults shall also:
a. The Contractor shall verify background/criminal history clearance for all
employees, subcontractors, and/or volunteers who may have unsupervised access
to vulnerable DSHS clients, in accordance ,with RCW 43.43. 3 -8 , RCW
74.15.030 and chapter 388-06 WWAC as part of the hiring process and every three
years thereafter. If the entity reviewing the application elects to hire or retain an
individual after receiving notice that the applicant has a conviction for an offense
that would disqualify the applicant from having unsupervised access to vulnerable
adults as defined in Cha ter 74.34 R W, then the County shall deny payment for
any subsequent services rendered by the disqualified individual provider.
q
b. Require that each of the Contractor's employees, the employees of any of the
Contractor's approved subcontractor, or volunteers used by the Contractor
Professional Services .Agreement: WISE - 2021-2022 Page 10 of 16
undergo not less often than once every three (3) years another Jefferson County
approved criminal history and background check;
c. Ensure all employees, subcontractors, or volunteers are knowledgeable about the
requirements of RCW 13.40.570 and of the new crimes included in RCw 9A.44,
Sexual Offense;
d. Sign the Contractor Requirements for Responding to Situation of Sexual
Misconduct Form, and shall submit to Jefferson County with signed Agreement.
DATER this day of , 20 .
(SIGNATURES FOLLOW ON THE NEXT PAGE)
Professional Services Agreement: WISE - 202I-2022 Page I I of 16
SIGNATURE PAGE
Name of Contractor
Con nor Representative (Please prim)
(signature)
JEFFERSON COUNTY
BOARD OF COMMISSIONERS
G Brotherton, Member --
Heidi Eisenhour, Member,
Approved as to form only:
b October 5 2021
Philip C. Hunsucker Date
Chief Civil Deputy Prosecuting Attorney
Professional Services Agent; WISE - 2021-2022 Pais 12 of 16
EXHIBIT A
Scope of work
Wise
October 15, 2021--June 30, 2022
RESPONSIBILITIES*
Public Health, as administrator of the Jefferson County DD Program Funds, and Wise agree that
Wise will provide services to individuals as described in this Contract, further agrees to comply
with the stipulations contained in: EXHIBIT A: Scope of Work: EXHIBIT B: Fee Schedule:
and Wise as a contracted provider, agrees to:
1. Description of purpose and services to be provided:
2. wise will support the following activities:
a) Contractor will work with Jefferson County contracted Providers, to provide technical
assistance and training in all aspects of Employment and Day Program Services, for
participants currently receiving Individual Supported Employment or Community
Inclusion Services. These services may include Provider Evaluations & 1:1 Coaching.
b) Contractor will work with the Jefferson County DD Program to bring a two part series
of Trainin.gs on Social Media and Safety to the Community:
i. #1 Staying Smart with Social Media
ii. #2 Building Healthy relationships: In Person and Online
c) Contractor will work with the Jefferson County DD Program to collaborate with
Clallam County and other Counties on a First Responder Training.
d) Contractor will work with the County, Self -Advocates, Students, School Districts,
Providers, DDA, DVR and the Transition Network to look into the prospect of
creating a School to work, (S2W) and/or a Transition Program for Jefferson County.
e) Contractor will work with the Jefferson. County DD Program to provide general support
for the Community Summit.
3. The Contractor will complete Developmental Disabilities background checks per WAC
3 8 -0 Background/Criminal History Checks for all staff providing direct services to
clients.
4. The Contractor will ensure all staff follow Develo me tal Disabilities w Admim"stration
-1011cy 5,13 mid Po icy 6.08 regarding Mandatory Reporting and Incident Reporting
Requirements for County Contracted service providers.
Professional Services Agreement: WISE - 2021-2022 Page 13 of 16
5. The Contractor will notify the County as soon as they become aware of any data breach,
which may affect electronic or physical documentation of confidential client information
or financial records.
d. The Contractor represents that it is qualified and possesses the necessary expertise,
knowledge, training, and skills, and has the necessary licenses and certifications to
perform the services set forth in this Contract and as referenced and are applicable in the
in the DDA Polar anti . .
7. In signing this agreement, the Contractor attests to have reviewed and ensures compliance
with the applicable guidelines:
DDA Pollcv Mauna
a. 5.01 Background Check Authorizations
b. 5.03 Client Complaints
C. 5.06 Client Rights
d. 5.13 Mandatory Reporting
e. 6.08 Incident Management and Reporting Requirements for County
Contracted Providers
8. The Contractor and all employees and volunteers employed by the Contractor are
mandated reporters as defined under RCW 7 . 49 01 and must comply with reporting
requirements described in RCW 74.34.035, 40 and Chanter ?6.44 R.CV. If the County is
notified by DSHS that an employee, officer or agent of the Contractor has been cited or is
on the registry for a substantiated finding, the employee, officer or agent will be
prohibited from providing services under this Agreement.
9. The Contractor shall promptly report to D S H S Adult Protective Se `v i s per DDA
Policy 5..3, Protection ftom Abuse.- Mandatory .Reporting if: there is reasonable cause to
believe that abandonment, abuse, financial exploitation or neglect (as defined by RCW
74.3� a p disability of person who has a developmental disaty (as defined in 1 A.1. 0.020) has occurred. If the Contractor has reason to suspect that sexual or physical
assault of such a person has occurred, the Contractor shall also immediately report to the
appropriate law enforcement agency and DSHSIAdult Protective Services.
Professional Services Agreement: WISE - 2021-2022 Wage 14 of 16
EXHIBIT B
Fee Schedule 2021/2022
Wise
October 15, 2021 — June 30, 2022
service Budget
Contractor will work with Jefferson County contracted Hourly rate for wise staff,
Providers, to provide technical assistance and training in including admin fee 14%
all aspects of Employment and Day Program Services, for
participants currently receiving Individual Supported
Employment or Comm!! i Inclusion Services.
Hourly rate for wise staff or
subcontracted rates, including
Provider Evaluation & 1:1 Coaching admin fee 14%
Social Media Series: Hourly rate for wise staff or
# 1 Staying Smart with Social Media subcontracted rates, including
admin fee 14%
#2 Building Healthy relationships: In Person and Online
Hourly rate for wise staff or
First Responder Training wI Clallam County and other subcontracted rates, including
counties admin fee of 14%
Hourly rate for wise staff or
subcontracted rates, including
Creating a School to work, (S2W) Project admin fee 14%
Community Summit General Support Flat Rate of $1,000 to $2,000
1-F
TOT AID BUDGET 100000
Not t0 exceed $10,000 in completion of services for the duration of this contract without
express written amendment signed by both parties.
Professional Services Agreement: WISE - 2021 r-2022 Page 15 of 16
ADDENDUM
Training�e and Technical AsAstan Fee Schedule 2021 -, 2022
i Ptograrn Manager - $110 W hour
a Directors, mot Program Mattagets and Digital Coatent Manager d S125 per hour
a Execudlve Director` and Assistant Executive Director . $135 per hour'
i individual Technical Assistance OTA) series in WA State M. $125 per hour
o lfcrdes Behavior Analysis ser°vlo*s and wise Assodates in WA State
* intemaWal projects - $1 75 per lout u3D
*hOudy tabs rat kcks* &Wd I ,
Addiffon�,al `onsu. thn g Raley for $ l n aril tech . a. c saint ace s � jces re r oHows
0 A daily rate of $1500 per staff menber may be used in lieu of hourly tatesw plus ttavei expenw
Wmars,.
I . Vd8e tr nkv (up to 7. houra): des ,are Variable, lndudes ceMeate of cone.
2.. Webkw per (up to 2 hours): dourly rates will apply foC r prep and perfarnmee unless oth"tae negotiated.
3, wed stopot somices: Platfam use, help desk facilitaticA marketing, tegiWation, Sys, data repo tts and
cettificates: negotiated On a case by case basis
Wise Onlitte i P �� � $200 per oomse, $600 for the four -course serer (Custoafted EnVloyamt
ACRE certificat n, prepares studefft for sitting for the APSE CESP exam)
introduction to uppoirW E*oymen'% o1scomy., and Person -Centered Planning
,fob Develtrpmerrt and Markoaffing �
• Systematic tnsttu ctiorr Teachin96 morning, and Retaining AbOiues
* Social Security Work incentives (the course is provi d in an On -DAM o 1at)
Wuse 0 111, in e A c,,,,i demv- E aipl o yall e u t P ro ssio ra I C e Ortiftcate P rogr a in (%VO A 2 00) : $zSoo registration
fee for full. course,. first com first seived basis, coveting Foundations of supported E1rV110yrnent: Essentials to MQ*eOnQ
and Job Development Job Support and Reteflo4; and Field Practicurn. For more infonmtion:
Wise . iiin g Center Per um fees include:
$39.99 for one monih of urn mited ass
* $100 for 3 m eths of un united access
* $350 for 12 nwnt 0(urdirnited access
s Speclaoled ClonuntAng Edttoation Certmficate coLdses are available fot art added fee
Per,son Ce ie ° d. P i,ans It, wig be prov ed at the tate of $125 per hour for up to 7-0 ho ws. (See special owsideraft ns
for addiimal funding con91detatio nx travel expenses net included)
E_spe n s si Per State or Federal Travel regulate on a re4 ursable basis. Mileage will be billed at the curtent IRS rate.
p eciat Co n yid r f. z K' The afire rates and registration feeis� do nit inr ade cost of Vemes, intelPfetets, alternative
formats for do or other acconvnodaftn its, ft wst of supplying food, refreshment of supOles to
participants in a training or technical aassistafte. These expos will be negotiated and proposed in addftn to tralning
and technical assistance flat fees, hourly of daily rates.
11�&i i5rd P a :-v f3SS oker iic n.,.. �,,e lit c E'..• s [ A- 1 5% Stake i ng Fey wle11 be c caged on any thirds I twice broketed through
Wise. For contracts that exceed $35,000s the Brokering Fee will then to reduced to 1y0.
The Bmker'ing Fee includes the development of the subcontr'a „ contract ocomplance monitoring, insurance, fiscal
oversight auditing serves* fiscal repro ifng to the contractor and IRS. Third party Gallants may be brokered within the
Wise rate range pet hour unless oflier°wise approved by the Executive NectiX, andlor the furnder.
Revised 6-25.21 -
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