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HomeMy WebLinkAboutPH Benji Project615 Sheridan Street Port Townsend, WA 98368 6�ehson www.JeffersonCountyPublicHealth.org Public HeConsent Agenda JEFFERSON COUNTY BOARD OF COUNTY COMMISSIONERS AGENDA REQUEST TO: Board of County Commissioners Mark McCauley, County Administrator FROM: Apple Martine, Director Anna McEnery, DD & BH County Coordinator DATE: SUBJECT: Agenda Item — Professional Services Agreement, The Benji Project; August 15, 2023— June 30, 2024; $24,708.00 STATEMENT OF ISSUE: Jefferson County Public Health, (JCPH), as the fund manager of the Behavioral Health, 1/10th of 1% Sales Tax Fund; is requesting Board approval of a Professional Services Agreement with The Benji Project; to provide every school district in Jefferson County; the opportunity to participate in an evidence -based curriculum of Mindful Self -Compassion; that would serve an estimated number of 325 middle and high schoolers, over a one-year period; August 15, 2023 — June 30, 2024; for a total of $24,708.00. ANALYSIS/STRATEGIC GOALS/PRO'S and COWS: This agreement is between Jefferson County Public Health and The Benji Project; for an evidence -based curriculum of Mindful Self -Compassion to teach adolescents tools for managing difficult emotions, increasing resilience in the face of adversity, and coping with stress; in School Districts across East Jefferson County. FISCAL IMPACT/COST BENEFIT ANALYSIS: This is County sales tax revenue, which is deposited into the 131 Fund; (1/10 of 1% Sales Tax Fund). The BoCC allocates it, with input from the Behavioral Health Advisory Committee. The agreement states that funding is subject to availability and if the County sales tax revenue decreases, the Vendor will be contacted and the contract may be renegotiated. This Professional Services Agreement resulted from an RFP process; services and funding have been recommended to the BoCC by the Behavioral Health Advisory Committee. Community Health Developmental Disabilities 360-385-9400 360-385-9401 (f) Always working for a safer and healthier community Environmental Public Health 360-385-9444 (f) 360-379-4487 A D-23-061 RECOMMENDATION: Jefferson County Public Health, (JCPH), as the fund manager of the Behavioral Health, 1/10th of 1% Sales Tax Fund; requests approval of the Professional Services Agreement with The Benji Project; August 15, 2023— June 30, 2024; $24,708.00. REVIEW Y: ------� Mark Mc u ey, County Administrator Date 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 CONTRACT REVIEW FORM Clear Form (INSTRUCTIONS ARE ON THE NEXT PAGE) CONTRACT WITH: The Benji Project Contract No: AD-23-061 Contract Por: Mental Health Wellness Program- In School Districts Tet'rn: August 15, 2023 to June 30, 2024 COUNTY DEPARTMENT: Public Health Contact Person: Anna Mc Enery Contact Phone: 360-385-9410 Contact email: amcenery@co.jefferson.wa.us ANIOUNT: $24,708.00 PROCESS: l xempt from Bid Process Revenue: Cooperative Purchase Expenditure: $24,708.00 Competitive Sealed Bid Matching, Funds Required: Small Works Roster SOtll'ces(s) ol'Matching Funds Vendor List Bid Fund fi` #131RFP or RFQ Munis Org/Obj 13156400 Other: APPROVAL STEPS: STEP l: DEPARTMENT CERTIFIES COM ' ,E WI AND CHAPTE.11 42.23 RCW.. CER']'IFIED: Fm—] N/A: August l;. 2023 STlll ure C)atc STEP 2: DEl'AIZ'L'MF.N'-I' CERTIFIES THE PERSON PIZOPOSED FOR CONTRACTING WITH THE COUNTY (CONTRACTOR) HAS NOT BEEN DEBAIZIZE BY ANY FEDERAL, STATE, OR LOCAL AGENCY. CERTIFIED: N/A: Au puss 1 I �. 2023_ _ signature - -- Date STEP 3: RISK MANAGEMENT REVIEW (will be added electronically through Laserfiche): Electronically approved by Risk Management on 8/15/2023. STI?P •.I: PROSECUTING ATTORNEY REVIEW (will be added electronically through La.serfichc): Electronically approved as to form by PAO on 8/17/2023. County standard PSA language. STEP 5: DEPARTMENT MAKES RI'VISIONS L& RESUBMITS TO RISK MA\"ACEM1:N'I' AND PROSECUTING A'TTOIZNEY(IF REQUIRED). S'TEI' 6: CONTRACTOR SIGNS STEP 7: SUBMITTO BOCC FOR APPROVAL, PROFESSIONAL SERVICES AGREEMENT Between Jefferson County And The Benji Project THIS PROFESSIONAL SERVICES AGREEMENT ("this Agreement") is entered into between the County of Jefferson, a municipal corporation (`the County"), and the Benji Project, ("the Contractor"), in consideration of the mutual benefits, terms, and conditions specified below. 1. Project Designation. The Consultant is retained by the County to provide the following Project. Provide an evidence -based curriculum of Mindful Self -Compassion to teach adolescents tools for managing difficult emotions, increasing resilience in the face of adversity, and coping with stress in School Districts across Jefferson County. 4. 2. Scope of Services. Contractor agrees to perform the services identified on Exhibit "A" attached hereto including the provision of all labor. 3. Time for Performance. This Agreement shall commence on August 15, 2023, and continue through June 30, 2024. work performed consistent with this Agreement during its term, but prior to the adoption of this Agreement, 's hereby ratified. The Contractor shall perform all services pursuant to this Agreement as outlined in 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 on an hourly basis at the rate as defined in Exhibit "B", attached hereto, provided that the total amount of payment to the Contractor shall not exceed $24,708.00; without express written modification of the Agreement signed by the County. The Contractor shall adhere to the budget amounts pursuant to this Agreement as outlined in Exhibit "B". b. Invoices must be submitted by the loth of the month for the previous month's expenses. Such invoices will be checked by the County, and upon approval thereof, payment will be made to the Contractor in the amount approved. Failure to submit timely invoices and reports pursuant to Exhibit "A" 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 upon its ascertainment and verification by the County after the completion promptly of the work and submittal of reports under this Agreement and its acceptance by the County. d. Contractor shall provide invoices and necessary backup documentation for all services includingtimesheets 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. Professional Services Agreement/ The Benji Project - 2023-2024 Page I of 18 AD-23-061 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. f. The County reserves first right to use as match, the Chemical Dependency or Mental Health Treatment Sales and Use Tax, (now known as the 1 / 1 oth of 1 % Behavioral Health Sales Tax) and the services funded by them for purposes of qualifying for additional funding and grants. The County may allow the Contractor to use the 1 / l oth of 1 % Behavioral Health Sales Tax funds as match, at the County's sole discretion. Should the County decline to use the 1/loth of 1 % Behavioral Health. Sales Tax funds as match for additional funding and/or grants, then the County may authorize the Contractor to use such funds for match (see ATTACHMENT A). g. where Contractor proposes to use 1/loth of.1 % Behavioral Health Sales Tax funds for match Contractor shall be solely responsible for compliance with all state and federal laws and regulations, including, but not limited to DSHS, CMS and MCSR funding rules, applicable to the use of 1 / 1 oth of 1 % Behavioral Health Sales Tax funds, as match. Contractor shall document they have met this responsibility by submitting to the County Administrator, in writing, their match formula, allocation plan and any other documentation required of them pursuant to ATTACHMENT A, attached hereto and incorporated in this Agreement. h. The County may withhold authorization to utilize the 1/loth of 1 % Behavioral Health Sales Tax funds as match. Contractor's failure to provide adequate documentation does not relieve the Contractor of their responsibility to comply with all state and federal laws and regulations related to match. i. The County reserves first right to use as match the 1/loth of 1 % Behavioral Health Sales Tax fund to the County Administrator, in writing, their match formula, allocation plan and any other documentation required of them pursuant to ATTACHMENT A, attached hereto and incorporated in this Agreement. S. Ownership 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 p 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. 6. Com fiance with laws. Contractor shall, in performing the services contemplated by this , A reementfaithful) observe and comply with all federal, state, and local laws, ordinances and � Y regulations, applicable to the services to be rendered under this Agreement. 7. Finance Review. Financial statements and related policies will be submitted to the County upon request, within 30 days. a. Upon request the County shall have the option of performing an onsite review of all p records, statements, and documentation. Professional Services Agreement/ The Benji Project - 2023-2024 Page 2 of 18 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. If an audit is requested, the audit will provide statements consistent with the guidelines of Reporting for Other Non -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 claims, injuries, damages, losses or suits, including attorney's 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 this Agreement is subject to RCW 4.24.115 if liability for damages occurs arising out of bodily injury to persons or damages to property 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, shall be only for the Contractor's negligence. It is further specifically understood that the indemnification provided constitutes the Contractor's waiver of immunity under Industrial Insurance, Title 51 RCw, solely for the purposes of this indemnification. This waiver has been mutually negotiated by the parties. This section shall survive the expiration or termination of this g 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 is waived based on the Benji Project's representation and warranty that it never transport's clients. 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 i pron the contract specifications. The p Y 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; iv. Premises -- Operations Liability (M&C)-, v. Independent Contractors and subcontractors; vi. Blanket Contractual Liability. Professional Services Agreement/ The Benji Project - 2023-2024 Page 3 of 18 c. Professional Liability Insurance. The Contractor shall maintain professional liability insurance 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 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 pP 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 policy obtained by the Contractor refers to an endorsement (by number or name) 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. Failure of the Contractor to take out or maintain any required insurance shall not relieve g the Contractor from any liability under the 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 (includingits 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 form of policy. All deductibles in the above described insurance policies shall be assumed by and be at the J sole risk of the Contractor. Professional Services Agreement/ The Benji Project - 2023-2024 Page 4 of 18 k. Any deductibles or self -insured retention shall be declared to and approved by the County ror to the a royal of this Agreement by the County. At the option of the County, the p pp insurer shall reduce or eliminate deductibles or self -insured retention, or the Contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. 1. Insurance companies issuing the Contractor's insurance 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 form of 'insurance policy. m. Any judgments ' for which the County may be liable, in excess of insured amounts required by g 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. n. 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. o. The County may, upon the Contractor's failure to comply with all provisions of this Y Agreement relating to insurance, withhold payment or compensation that would otherwise g g be due to the Contractor. p The Contractor's liability insurance provisions shall be primary and noncontributory with an respect to insurance or self-insurance programs covering the County, its elected and p Y appointed officers, officials, employees, and agents. An failure to comply with reporting provisions of the insurance policies shall not affect q Y PY coverage provided to the County, its officers, officials, employees, or agents. r. 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. S. 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. t. 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. u. The Contractor shall maintain all required insurance policies in force from the time services commence until services are completed. Certificates, insurance policies, and endorsements r exp iin before completion of services shall be promptly replaced. All the g insurance required uired by this Agreement shall provide that thirty (30) days prior to p q cancellation suspension, reduction or material change in the policy, notice of same shall be given to the Jefferson Count Public Health Contracts Manager by registered mail, return receipt requested. v. 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 laced with insurers or reinsurers licensed in the State of gp g p Washington. w. The Count reserves the right to request additional insurance on an individual basis for Y g extra hazardous contracts and specific service agreements. Professional Services Agreement/ The Benj i Project - 2023-2024 Page 5 of 18 10. Worker's Compensation (Industrial Insur_ance). 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 independent contractor with respect to the services provided pursuant to this Agreement. The p Contractor specifically has the right to direct and control Contractors 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 g . 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. 12. Subcontracting Requirements. 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. Professional Services Agreement/ The Benji Project - 2023-2024 Page 6 of 18 13. Covenant Against Conlin ent 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, brokerage fee, gifts, or any other consideration contingent upon or resulting from the percentage, 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, g . age, gender, sexual orientation, material status, sex, or the presence of any physical or sensory g 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 g printing or other customary reimbursable expenses that may be provided in an agreement. 16. Non -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. 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 ree 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 sources 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 de ositin 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: Jefferson County Public Health ATT: Anna Mc Enery-DD/BH County Coordinator 615 Sheridan Street Port Townsend, WA 98368 Notices to Contractor shall be sent to the following address: The Benj i Project ATT: Cynthia Osterman P.O. Box 1487 Port Townsend, WA 98368 Professional Services Agreement/ The Benji Project - 2023-2024 Page 7 of 18 1 9. Integrated Agreement. This Agreement together with attachments or addenda represents the entire and integrated Agreement between the County and the 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, negot*ations, 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 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 't 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 attorney's fees and court costs. An legal action shall be initiated in the Superior Court of the State of Washington for Jefferson Y 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 'n accordance with the laws of the State of Washington. The Contractor hereby consents to the personal jurisdiction of the Superior Court of the State of Washington for Jefferson County. 22. Section Headings. 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. Limits of Any -Waiver of Default. No consent by either party to, or waiver of, a breach by either party, express ress or implied, shall constitute a consent to, waiver of, or excuse of any other, p different, or subsequent breach by either party. 24. No oral Waiver. No term or provision of this Agreement will be considered waived by either and no breach excused by either party, unless such waiver or consent is in writing signed on party, behalf of the party against whom the waiver 's asserted. Failure of a party to declare any breach or default immediately upon on 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 g fullest extent permitted by law. 26. Binding on Successors Heirs and Assigns. 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. Professional Services Agreement/ The Benji Project - 2023-2024 Page 8 of 18 28. No Third -party Beneficiaries. 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. Si nature in Counte 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 Signatures. The parties agree that facsimile and electronic signatures shall have the same force and effect as original signatures. 31. Arms -Length tiations. 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 law. 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. Confidentialit 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, as except provided b law or, in the case of personal information, with the prior written consent of p y the person to whom the personal information pertains. The Contractor shall maintain the confidentialityof 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 arty if same is requested pursuant to • the Washington Public Records Act, p p Chapter 42.56 RCW, as may hereafter be amended. Professional Services Agreement/ The Benji Project - 2023-2024 Page 9 of 18 SIGNATURE PAGE CONTRACTOR. lie, 73e—kits P V i�p Name of Contractor Ile loop- '4 &4.. )�44_ a I-T. Contractor Representative (Please print) (Signature) EX e GK Title JEFFER.SON COUNTY BOARD OF COMMISSIONERS Greg Brotherton, Chair Kate Dean, Member Heidi Eisenhour, Member Attest: Carolyn Gallaway, Date Clerk of the Board Approved as to Form Only: August 17, 2023 Philip C. Hunsucker, Date Chief Civil Deputy Prosecuting Attorney THE FOLLOWING SUBCONTRACTORS WORKING WITH THE BENJI PROJECT AGREE TO FOLLOW THE TERMS OF THIS AGREEMENT: Name of S bcontractor (Please print) (Signature) I? qzi� Date Professional Services Agreement/ The Benji Project - 2023-2024 page 11 of 18 ADDITIONAL SUBCONTRACTOR SIGNATURES: ae, Name of S bcontractor (Pleaseyrint) Name of Subcontractor (Please print) (Signature) (Signature) DaMe Ss�v�nax�Va Name of Subcontr ctor (Please print) (Signature) 8rWZg Date Name of,,$ubcontractor (Please print) (Signature) Date T Date • �.� �"t.✓ od f �t iA Name of Subcontractor (Please print) (Signature) Date Name of Subcontractor (Please print) < V, cooc-5�LAoA (Signature) ai f &f /23 Date Professional Services Agreement/ The Benji Project - 2023-2024 Page 12 of 18 EXHIBIT A Scope of Work The Benji Project August 15, 2023 —June 30, 2024 RESPONSIBILITIES: The County, as administrator of the 1/loth of 1 % Sales and Use Tax Funds, and the Benji Project agree that the Benji Project will provide services to individuals as described in this Contract, including EXHIBIT A: Scope of work; EXHIBIT B: Budget Sheet/Fee Schedule; and EXHIBIT C: Logic Model and Performance Measures; and further agrees to comply with the stipulations contained in ATTACHMENT A; attached hereto and incorporated herein. The Benji Project as a contracted Vendor agrees to: 1. Use an evidence -based curriculum of Mindful Self -Compassion to teach adolescents tools for managing difficult emotions, increasing resilience i g gn the face of adversity, and coping with stress in School Districts across East Jefferson County. 2. Collaborate with each middle and high school in East Jefferson County to offer a series of Benji Project -provided sessions either during or after the school day, to be determined through consultation between The Benj i Proj ect and school administrators. Across the County, these rams w' 11 serve an estimated 325 middle and high schoolers, over a one-year period. options programs for Benji Project sessions include: a. An 8-week after -school series, with 2-hour sessions once per week. b. In -school sessions offered in a series of 4 to 8 sessions, each one timed to match the length of a standard class period. These may be integrated into a Health or Life Skills curriculum, or as part of another course. c. Pull-out sessions with smaller groups of students, identified either by student choice or by administrator selection. d. A Kindness Club model, where small groups of students participate in a short introductory series of sessions related to Mindful Self -Compassion, either during the school day or after school. 3. Continue to train new instructors. The training includes the online adult Mindful Self -Compassion course as well as the online Mindful Self -Compassion for Teens Teacher Traini ng, both offered through the Center for Mindful Self -Compassion. Local Benji Project instructors then receive support from the Executive Director in preparing and debriefing lessons, with the chance to observe more experienced instructors as they begin their practice. 4. Complete background checks for all instructors; to be redone for every 3 years. 5. Provide clerical, billing, and general office support, to include administration. Professional Services Agreement/ The Benji Project - 2023-2024 Page 13 of 18 6. Provide a monthly invoice of expenses to JCPH. 7. Collect and prepare data for internal and external evaluation purposes. Data includes, but is not limited to: • Number of sessions provided, and number of students participating. • Participant post -session surveys indicating student view of how the program supported p their wellbeing. For a series of four or more sessions, a pre- and post -session survey where participants rate their levels of self -compassion. 8. Quarterly electronic reports will be sent to the Public Health contracted Epidemiologist in a form as specified by Jefferson County Public Health and/or Kitsap County Health District, as outlined in the Quarterly Evaluation Reporting Template. 9. Upon request, additional reports of activities and services to be provided to the JCPH Contract Representative. 10. Attend and report to the Behavioral Health Advisory Committee at least once a year, to present a pro report about the mental health services provided by the 1 / 101h of 1 % fund. progress Professional Services Agreement/ The Benj i Project - 2023 -2024 Page 14 of 18 EXHIBIT B Budget/Fee Schedule The Benji Project Aug. 15, 2023 —June 30, 2024 PERSONN EL COSTS REQUESTEDFROM OTHERFUNDING TOTAL SALESTAX SOURCE BUDGET FTE & Salaries/Benefits for each Employee Executive/Program Director $%550 $33,390 $42,940 (60% of .75 FTE @ $50.05/hour) Operations Manager (50% of $65000 $16,46 1 $22,461 .625 FTE @ $37.70/hour) Instructors (200 hours, $45200 $4,200 $89400 $42/hour) Instructors in Training (112 $11680 $15680 $31360 hours, $30/hour) SUB -TOTAL PERSONNEL $21 ,430 $559731 $77,161 OPERA.TiNG COSTS Supplies/Materials- (Please $0 $1,225 $1,225 Describe) arts and crafts supplies, print-outs Travel: This includes mileage $1,032 $0 $13032 for instructors traveling to and from Quileene and Brinnon. SUS -TOTAL- OPERATING $1,032 $1,225 $2,257: COSTS TOTAL SUB -TOTAL Admin-(no more than 10% & $2)246 $6,569 $8,815 please describe what charges are to be included) TOTAL COST $2`4�70"V_00' $63,525.00 $88,233.00 Professional Services Agreement/ The Benji Project y- 2023--2024 Page 15 of 18 EXHIBIT C Logic Model The Benji Project August 15, 2023 —June 30, 2024 Logic Model: The Benji Project In -School Programs 2023,2025 �-� instr�ctars:frotri:' Be .ro'ect`: 7h� n 1 !, op .l . art a s p p :mIe or high Mind. ul.Self-: tompas51O.P. .: ` eens.curriCulurr .:'; . School partners......;: administratl�'< :' : . `teachers; :: Meeting. S. ace. i� Materials Pq e eek`` t 11.'....:...... 'e. ------------ Teenare prtpt, : t: ; " s ar is between ;lass secs on vilhe .': v; 650:student pqrtici ants have.access r . to tl�e` r� a m at school r: =3. t' r_11, Professional Services Agreement/ The Benji Project - 2023-2024 Page 16 of 18 ATTACHMENT A JEFFERSON COUNTY 1/1Oth of 1%BEHAVIORAL HEALTH SALES TAX FUNDING - MATCH POLICY Definitions: Match: is a requirement for the grantee to provide contributions of a specified amount or percentage e to match funds provided by another grantor. Matching can be in the form of cash or in -kind contributions. Regulations: The specific requirements for matching funds are unique que to each federal or state program. The A-102 Common Rule provides criteria for acceptable costs and contributions in regard to match. Jefferson County Policy: In 20053 the Washington State Legislature created an option for counties to raise the local sales tax by 0.1 Percent, (the 1 / 1 oth of 1 % sales tax initiative) to augment state funding for behavioral health treatment. Jefferson County collects and distributes the 1 /1 oth of 1 % Behavioral Health Sales Tax fund. Services purchased Y urchased b the Count are allocated through a formal Request for Proposal (RFP) process, review and contractin • staffed b Jefferson County Public Health, overseen by Jefferson County Behavioral Health g� Y Advisory Committee and adopted by the Board of County Commissioners, (BoCC). BoCC does not assume any p fiscal responsibility/liability onsibility/liability for any of the Contractors they contract for services with. Jefferson County reserves the first right to use as match the 1/loth of 1 % Behavioral Health Sales Tax funds and the services funded by them for purposes of qualifying for additional funding and grants. County may make available to the Contractor the 1 / 101h of 1 % Behavioral Health Sales Tax funds for the Y Contractor to as match to state, federal or other entities, at the County's sole discretion. propose Contractor shall not use the 1/loth of 1 % Behavioral Health Sales Tax funds for match without prior authorization b the Jefferson Count Administrator and County fiscal team.. To request authorization of y Y availability of the funds for match, Contractor must apply to the County Administrator in writing, and include their match formula and allocation plan and may, include other documentation to support their request. The Count Administrator will authorize or deny the availability of match funds in writing q Y within 30 days of the application. If the County informs the Contractor of the availability of the 1 / 1 oth of 1 % Behavioral Health Sales Tax funds for match then the Contractor shall be solely responsible for compliance with all state and federal laws and regulations, including, but not limited to DSHS, CMS and BIRR funding rules, applicable to the g use of I / l 01h of 1 % Behavioral Health Sales Tax funds as match. Following state, federal and local guidelines for match is the responsibility of the Contractor. Professional Services Agreement/ The Benji Project - 2023-2024 Page 17 of 18 For example, if a Contractor provides Title tle XIX Medicaid services (the Policy 19.50.02 or 42CFR 43 0.3 0) they are required by those rules to actually bill Medicaid for the services at the same time. If no �! Medicaid billing exists, the match would not comply with state and federal guidelines for match. Concurrent with its request for authorization of the availability of match, Contractor shall document it has met its responsibility to follow state, federal and local guidelines for match by submitting in writing to the p Y County Administrator their match formula, allocation plan, and other documentation made mandatory pursuant to this Agreement and this Attachment A. At a minimum, the Contractor shall also provide the following to the County Administrator: 1. DSHS requires contractors to complete and submit a "Local Match Certification's form (DSHS 06-155) or a form that has equivalent data elements prior to any agreement for DSHS services. Submit a copy of this application and form when requesting match availability from the County and at each monthly billing. 2. Submit the current administrative policy within WA State regulating your services and the use of local match. 3. Submit to the County your last financial audit showing your use of match, County funds and tracking systems. stems. or, submit to the County your recent financial statements and related policies showing your use of match, County funds and tracking systems. 4. Submit to the County the terms of the agreement showing the MH/SA allocation is an allowable source of match. 5. Provide documentation that your financial reporting system tracks matching funds at a level that meets the level of documentation required by federal or state statutes. The Count may reject permission for Contractor to utilize the 111 oth of 1 % Behavioral Health Sales Tax Y Y J p funding as match. Professional Services Agreement/ The Benji Project - 2023--2024 Page 18 of 18