HomeMy WebLinkAboutDoc 502 - IGA - Medicaid Health SvcsDeschutes County Board of Commissioners
1300 NW Wall St., Suite 200, Bend, OR 97701-1960
(541) 388-6570 -Fax (541) 385-3202 -www.deschutes.org
AGENDA REQUEST & STAFF REPORT
For Board Business Meeting of September 16,2013
DATE: September 9,2013
FROM: Nancy Mooney, Contract Specialist, Deschutes County Health Services, 322-7516
TITLE OF AGENDA ITEM:
Consideration of Board Signature of Document #2013-502, Intergovernmental Agreement #143484
between the Local Public Health Department and the Oregon Health Authority.
PUBLIC HEARING ON THIS DATE? No.
BACKGROUND AND POLICY IMPLICATIONS:
Under Title XIX of the Social Security Act, the federal government and states share the cost of
funding the Medicaid program, which provides medical assistance to certain low-income
individuals. Federal Financial Participation (FFP) is the federal government's share for states'
Medicaid program expenditures. States may claim FFP for providing administrative activities that
are found to be necessary for the proper and efficient administration of the state Medicaid plan.
The process applicable to claiming administrative costs is referred to as Medicaid Administrative
Claiming or MAC.
Oregon Health Authority and Deschutes County intend to improve health services access and
availability for children and families eligible for medical assistance under Medicaid. Under this
agreement, County will provide administrative services and the Oregon Health Authority will
reimburse the County for the cost of performing the administrative activities. Administrative
activities may include: outreach and application assistance; referral, coordination, monitoring and
training of Medicaid services; Medicaid and Oregon Health Plan transportation and translation.
FISCAL IMPLICATIONS:
Funding is increased by $676,000.
RECOMMENDATION & ACTION REQUESTED:
Request Chair signature Document #2013-502, Intergovernmental Agreement #143484 between the
Local Public Health Dept. and the Oregon Health Authority is requested.
ATTENDANCE: Kate Moore, Public Health Nurse Program Manager
\ DISTRIBUTION OF DOCUMENTS:
Return the following bye-mail (connie.thies@state.or.us):
1. Contractor Data and Certification including insurance (page 4)
2. Signature page -sign and date the signature page (page 6)
3. Contractor Tax Identification Information form
3. Document Return Statement
Please return original to Nancy Mooney, Deschutes County Health Services.
DESCHUTES COUNTY DOCUMENT SUMMARY
(NOTE: This form is required to be submitted with ALL contracts and other agreements, regardless of whether the document is to be
on a Board agenda or can be signed by the County Administrator or Department Director. If the document is to be on a Board
agenda, the Agenda Request Form is also required. If this form is not included with the document, the document will be returned to
the Department. Please submit documents to the Board Secretary for tracking purposes, and not directly to Legal Counsel, the
County Administrator or the Commissioners. In addition to submitting this form with your documents, please submit this form
electronically to the Board Secretary.)
Please complete all sections above the Official Review line.
Date: ~ugust 29, 2013 1
Department: 1 Health Services, Public Health Division .1
Contractor/Supplier/Consultant Name: 1 Oregon Health Authority 1
Contractor Contact: Connie Thies, Office of Contracts & Procurements 11
Contractor Phone #: 1 503-373-7889
Type of Document: Intergovernmental Agreement #143484
Goods and/or Services: Deschutes County will be reimbursed for providing Medicaid
eligible clients administrative activities.
Background & History: Under Title XIX of the Social Security Act, the federal government and
states share the cost of funding the Medicaid program, which provides medical assistance to
certain low-income individuals. Federal Financial Participation (FFP) is the federal
government's share for states' Medicaid program expenditures. States may claim FFP for
providing administrative activities that are found to be necessary for the proper and efficient
administration of the state Medicaid plan. The process applicable to claiming administrative
costs is referred to as Medicaid Administrative Claiming or MAC.
Oregon Health Authority and Deschutes County intend to improve health services access and
availability for children and families eligible for medical assistance under Medicaid. Under this
agreement, County will provide administrative services and the Oregon Health Authority will
reimburse the County for the cost of performing the administrative activities. Administrative
activities may include: outreach and application assistance; referral, coordination, monitoring
and training of Medicaid services; Medicaid and Oregon Health Plan transportation and
translation.
Agreement Starting Date: I July 1, 2013 I Ending Date: I June 30,2018
Annual Value or Total Payment: 1 Maximum compensation is $676,000.
Check all that apply:
D RFP, Solicitation or Bid Process
D Informal quotes «$150K)
f2J Exempt from RFP, Solicitation or Bid Process (specify -see DCC §2.37)
8/29/2013
Funding Source: (Included in current budget? [2S] Yes D
If No, has budget amendment been submitted? DYes
No
D No
Is this a Grant Agreement providing revenue to the County? DYes [2S] No
Special conditions attached to this grant:
Deadlines for reporting to the grantor : 1"-----_
If a new FTE will be hired with grant funds, confirm that Personnel has been notified that
it is a grant-funded position so that this will be noted in the offer letter: DYes D No
Contact information for the person responsible for grant compliance: Name: 1
Phone #: D '---
Departmental Contact and Title: Nancy Mooney, Contract Specialist
Phone #: I 541-322-7516 I
Department Director Approval: ---~/ _____ <O50l3...::::::IO!T'--+'--"'-
Date~
Distribution of Document: Return the following bye-mail (connie.thies@state.or.us):
1. Contractor Data and Certification including insurance (page 4)
2. Signature page -sign and date the signature page (page 6)
3. Contractor Tax Identification Information form
4. Document Return Statement
Please return original to Nancy Mooney, Deschutes County Health Services.
Official Review:
County Signature Required (check one): .kG! SOCC 0 Department Director (if <$25K)
o Administrator (if >$25K but <$150K; if >$150K, SOCC Order No. _____)
Legal Review Date1f1~ ,{!..d 9-{-(J
Document Number =2.=..O...:...;13::....-...=;5=O=~_______~
8/29 /2013
Nancy Mooney
From: Kate Moore
Sent: Tuesday, August 27, 2013 6:24 PM
To: Nancy Mooney
Subject: RE: Agreement #143484 please approve for signature
I affirm that I have read this document in its entirety, that we can accept/accomplish the required work and that signing
this document is recommended. I've read the document and approve the Statement of Work as it is set forth in this
agreement.
Thanks Kate
From: Nancy Mooney
Sent: Monday, August 26,2013 11:49 AM
To: Kate Moore
Subject: Agreement #143484 please approve for signature
Importance: High
Kate,
Please provide your affirmation that you have read this document in its entirety, that we can
accept/accomplish the required work and that signing this document is recommended.
Please note upon e-mailing your consent for signature that you're confirming you've read the
document and reviewed/approved the Statement of Work as it is set forth in this agreement.
Thank you,
Nancy Mooney
Contract Specialist
541-322-7516 phone
541-322-7565 fax
Deschutes County Health Services
2577 NE Courtney Drive
Bend, OR 97701
From: Kate Moore
Sent: Monday, August 19, 2013 5:48 PM
To: Nancy Mooney; Anne Olson
Subject: FW: Agreement #143484 for Signature
This is about MAC billing project which resides in HMCM. We want to continue this con tract. K
1
5. County Data and Certification.
a. County shall provide information set forth below. This information is requested
pursuant to ORS 305.385.
County Name (exactly as filed with the IRS):
Street address: ,3bO ~\..LJ t&U ~-r:
City, state, zip code:---l:e:e ...........:cdI....J.<I+J--i.D.uR.::::>.-_9-1--=t-.!...~...L.::::::...i...l______________
Telephone: Qyl) 3'ZZ -3 ~CX2 Fax: (9.lI) 372.-1:s i,S
Federal Employer Identification Number: --L9~3~-.¥i"w.:W=..!::~:::..!O';(c+1!!:!>.2,--____________
Proof of Insurance:
Workers' Compensation Insurance Company: ClMn1tf "::£/f -,·n<:.:MrCi nCe
Policy #: _..L.;N:..;,/,'-Ll't...L.-______ Expiration Date: ---I.A\-=j~~'fJ-...J.._________
The above information must be provided prior to Agreement approval. County shall provide proof of
Insurance upon request by OHA or OHA designee.
b. Certification. The County acknowledges that the Oregon False Claims Act, ORS 180.750 to
180.785, applies to any "claim" (as defined by ORS 180.750) that is made by (or caused by)
the County and that pertains to this Agreement or to the project for which the Agreement
work is being performed. The County certifies that no claim described in the previous
sentence is or will be a "false claim" (as defined by ORS 180.750) or an act prohibited by
ORS 180.755. County further acknowledges that in addition to the remedies under this
Agreement, if it makes (or causes to be made) a false claim or performs (or causes to be
performed) an act prohibited under the Oregon False Claims Act, the Oregon Attorney
General may enforce the liabilities and penalties provided by the Oregon False Claims Act
against the County. Without limiting the generality ofthe foregoing, by signature on this
Agreement, the County hereby certifies that:
143484PG:I!I PAGE40F35
OHA IGA COUNTY (13·18 LHO-MAC AGREEMENT FOR DESCHUTES COUNTY) UPDATED: 04.15.13
I
Certificate of Self-Insurance
This is to certify that Deschutes County, Oregon is a self-insured entity pursuant
to ORS 30.282 and has established a self-insured fund against liability and
property damage arising out of any tort claims against its programs, officers,
agents, employees and volunteers acting within the scope of their employment.
This coverage is applicable under any Deschutes County agreement.
Please refer inquiries to:
Deschutes County Risk Management
Erik Kropp, Risk Manager (541) 388-6584
Judy Sumners, Claims Coordinator (541) 385-1749
Ken Harms, Loss Prevention Specialist (541) 617-4747
1300 NW Wall St.1 Ste. 200, Bend, OR 97701
no expiration
Department af Administrative Services
Erik Kropp, Deputy County Administrator
1300 NW Wall St, Suite 200 • Bend, Oregon 97701
(541 J 3B8-6584 • FAX (541 J 385-3202
www.deschutes.or.us
March 4, 2011
To whom it may concern,
The purpose of this letter is to certify that Deschutes County, Oregon, is and has been since at least
1990, a self-insured entity pursuant to ORS 30.282 and has established a self-insurance fund for liability
arising out of any tort claims against any of its programs, officers, agents, employees and volunteers
acting within the scope of their employment during this period. This coverage is applicable under any
Deschutes County agreement.
Sincerely,
Erik Kropp
Deputy County Administrator
Enhancing the Lives of Citizens by Delivering Quality Services in a Cost-Effective Manner
CONFIDENTIAL
Contractor Tax Identification Information
For Accounting Purposes Only
August 14, 2013
Deschutes County
Re: Document #: 143484
The State of Oregon requires contractors to provide their Federal Employer Identification
Number (FEIN) or Social Security Number (SSN). This information is requested pursuant to
ORS 305.385 and OAR 125-246-0330(2). Social Security numbers provided pursuant to this
section will be used for the administration of state, federal and local tax laws. The State of
Oregon may report this information to the Internal Revenue Service (IRS). Contractors must
keep this information current at all times. Contractors are required to notify the State of Oregon
contract administrator within 10 business days if this information changes. The State of Oregon
reserves the right to ask contractors to update this information at any time during the document
term.
Business Name (tax filing): h!::.ChY..-+c..-s <:.A...~ o:Re~a
Billing Address: ~ff IV£... Go ur-4ne".q "])fIVe...
City: ~ State: af.. Zip: _~..r...-:::;.!-to,,-=-.....___I
Phone: e?/I-3z.'L -=t SOD
FEIN: 1:5' hOO.2;> 2.;t
SSN: ____
Please return this completed form to:
Tami Goertzen
Department of Human Services
Office of Contracts and Procurement
250 Winter St NE
Salem, OR 97301
tami.j.goertzen@state.or.us
Phone: (503) 945-6940
Fax: (503) 373-7365
j
CP 385: CTII Form, Rev. 11111 1
DHS SHARED SERVICES)tQti~'tm'''t He~lth
of Human Services Office of Contracts and Procurement L...---Authority
John A. Kitzhaber, MD, Governor 250 Winter St NE, Room 306
Salem, OR 97301
Voice: (503) 945-5818
FAX: (503) 373-7365
DOCUMENT RETURN STATEMENT
August 14, 2013
Re: Document #: 143484, hereinafter referred to as "Document."
Please complete the following statement and return it along with the completed
signature page and the Contractor Data and Certification page and/or Contractor Tax
Identification Information form (if applicable).
Important: If you have any questions or find errors in the above referenced Document,
please contact the contract specialist, Phil McCoy at (503) 945-5868.
(Name) (Title)
received a copy of the above referenced Document, between the State of Oregon,
acting by and through the Department of Human Services, the Oregon Health Authority,
and Deschutes County, bye-mail from Tami Goertzen on August 14, 2013.
On ________, I signed the electronically transmitted Document without
(Date)
change. I am returning the completed signature page and Contractor Data and
Certification page and/or Contractor Tax Identification Information form (if applicable)
with this Document Return Statement.
(Authorizing Signature) (Date)
Agreement Number 143484
State of Oregon
Intergovernmental Agreement
In compliance with the Americans with Disabilities Act, this document is available in
alternate formats such as Braille, large print, audio recordings, Web-based communications
and other electronic formats. To request an alternate format, please send an e-mail to dhs
oha.publicationrequest@state.or.us or call 503-378-3486 (voice) or 503-378-3523 (TTY) to
arrange for the alternative format.
This Agreement is between the State of Oregon, acting by and through the Oregon Health Authority,
hereinafter referred to as "OHA," and
Deschutes County
2577 NE Courtney Drive
Bend, Oregon 97701
Attn: Kate Moore
Telephone: 541-322-7422
E-mail address:katemo@co.deschutes.or.us
hereinafter referred to as "County."
Work to be performed under this Agreement relates principally to the OHA's
Public Health Division
Center for Prevention and Health Promotion, Maternal and Child Health
800 Northeast Oregon Street, Suite 825
Portland, Oregon 97232
Agreement Administrator: David V. Anderson (or delegate)
Telephone: 971-276-0412
Facsimile: 541-475-6298
E-mail address:david.v.anderson@state.ot.us
RECITALS
WHEREAS, under Title XIX of the Social Security Act ("the Act"), the federal government and
states share the cost offunding the Medicaid program, which provides medical assistance to certain low
income individuals and Federal Financial Participation ("FFP") is the federal government's share for states'
Medicaid program expenditures;
DC -2013 5 &
WHEREAS, States may claim FFP for providing administrative activities that are found to be
necessary by the Secretary of the u.S. Department of Health and Human Service for the proper and
efficient administration ofthe state Medicaid plan. The process applicable to claiming administrative costs
is referred to herein as "Medicaid Administrative Claiming" or "MAC";
WHEREAS, OHA and County intend to improve health services access and availability for children
and families eligible for medical assistance under Medicaid and who reside in the geographic area(s) served
by County; .
WHEREAS, County agrees to provide Title XIX administrative activities, and OHA will reimburse
County for the cost of performing these administrative activities in accordance with the terms of this
Agreement;
WHEREAS, County will provide, through its own staff and through subcontracts, outreach, health
care coordination, and other medical assistance related administrative activities that support OHA's
administration of the Title XIX Medicaid Oregon State Plan (the "State Medicaid Plan").
NOW, THEREFORE, in consideration of the foregoing premises and other good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as
follows:
AGREEMENT
1. Effective Date and Duration. This Agreement shall become effective on the date this Agreement
has been fully executed by every party and, when required, approved by Department of Justice
whichever date is later. Unless extended or terminated earlier in accordance with its terms, this
Agreement shall terminate on June 30, 2018. Agreement termination or expiration shall not
extinguish or prejudice either party's right to enforce this Agreement with respect to any default by
the other party that has not been cured.
2. Agreement Documents.
a. This Agreement consists ofthis document and includes the following listed exhibits which
are incorporated into this Agreement:
i. Exhibit A, Part 1: ............. Statement of Work
ii. Exhibit A, Part 2: ............. Payment and Financial Reporting
iii. Exhibit A, Part 3: ............. Public Health MAC Time Study Activity Codes
iv. Exhibit A, Part 4: ............. Special Terms and Conditions
v. Exhibit B: ......................... Standard Terms and Conditions
vi. Exhibit C: ......................... Subcontractor Insurance Requirements
vii. Exhibit D: ........................ Required Federal Terms and Conditions
1 There are no understandings, agreements or representations, oral or written, regarding this I
!
! Agreement that are not specified in it.
I
143484PGM PAGE20F35
OUA IGA COUNTY (13-18 LUD-MAC AGREEMENT FOR DESCHUTES COUNTY) UPDATED: 04.15.\3
b. In the event of a conflict between two or more of the documents comprising this
Agreement, the language in the document with the highest precedence shall control. The
precedence of each of the documents comprising this Agreement is as follows, listed from
highest precedence to lowest precedence: this Agreement without Exhibits, Exhibits D, A,
B, and C.
c. For purposes ofthis Agreement, "Work" means specific work to be performed or services
to be delivered by County as set forth in Exhibit A.
3. Consideration. The maximum Not To Exceed (NTE) amount payable to County under this
Agreement, which includes any allowable expenses, is $676,000.00.
a. OHA will not pay County any amount in excess of the not-to-exceed amount for
completing the Work, and will not pay for Work until this Agreement has been signed by
all parties.
b. County agrees to pay the state share of County's claim for Medicaid Administrative
Claiming provided under this Agreement, as specified in Exhibit A, Part 2, Payment and
Financial Reporting, of this Agreement.
c. OHA will pay only for completed Work under this Agreement, and may make interim
payments as provided for in Exhibit A, Part 2, Payment and Financial Reporting and
payment as otherwise permitted by Medicaid.
d. County certifies by its signature to this Agreement that for the purposes of 42 CFR §
433.51, the funds it transfers to OHA pursuant to this Agreement are public funds that are
not federal funds, or are federal funds authorized by federal law to be used to match other
federal funds. County further certifies by its signature to this Agreement that these funds
will not be committed or earmarked for non-Medicaid activities, nor will they be
contractually obligated for provision of health care services to the indigent or for any other
non-Medicaid activity.
4. Vendor or Sub-Recipient Determination. In accordance with the State Controller's Oregon
Accounting Manual, policy 30.40.00.102, OHA's determination is that:
D County is a sub-recipient; OR rgJ County is a vendor.
Catalog of Federal Domestic Assistance (CFDA) #(s) of federal funds to be paid through this
Agreement is: NIA
143484PGM PAGE30F35
aHA IGA COUNTY (13-18 LH))"MAC AGREEMENT FOR DESCIlUTES COUNTY) t;PDATED; 04.15.13
i. Under penalty of perjury the undersigned is authorized to act on behalf of County and
that County is, to the best of the undersigned's knowledge, not in violation of any
Oregon Tax Laws. For purposes ofthis certification, "Oregon Tax Laws" means a state
tax imposed by ORS 320.005 to 320.150 and 403.200 to 403.250 and ORS chapters
118, 314, 316, 317, 318, 321 and 323 and the elderly rental assistance program under
ORS 310.630 to 310.706 and local taxes administered by the Department of Revenue
under ORS 305.620;
ii. The information shown in this Section 5., County Data and Certification, is County's
true, accurate and correct information;
iii. To the best ofthe undersigned's knowledge, County has not discriminated against and
will not discriminate against minority, women or emerging small business enterprises
certified under ORS 200.055 in obtaining any required subcontracts;
iv. County and County's employees and agents are not included on the listtitled "Specially
Designated Nationals and Blocked Persons" maintained by the Office of Foreign Assets
Control of the United States Department of the Treasury and currently found at:
http://www .treas.gov/ofJices/enforcement/ofaclsdnlt IIsdn. pdf;
v. County is not listed on the non-procurement portion of the General Service
Administration's "List of Parties Excluded from Federal procurement or
Nonprocurement Programs" found at: https://www.sam.gov/portallpublic/SAM/; and
vi. County is not subject to backup withholding because:
(1.) County is exempt from backup withholding;
I
(2.) County has not been notified by the IRS that County is subject to backup
withholding as a result of a failure to report all interest or dividends; or
1
(3.) The IRS has notified County that County is no longer subject to backup
withholding.
I c. County is required to provide its Federal Employer Identification Number (FEIN). By
County's signature on this Agreement, County hereby certifies that the FEIN provided to
OHA is true and accurate. If this information changes, County is also required to provide
I
1 OHA with the new FEIN within 10 days.
EACH PARTY, BY EXECUTION OF THIS AGREEMENT, HEREBY ACKNOWLEDGES THAT
IT HAS READ THIS AGREEMENT, UNDERSTANDS IT, AND AGREES TO BE BOUND BY ITS
TERMS AND CONDITIONS.
1
1 I
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Il 143484PGM PAGE50F35i OHA IGA COUNTY (13-18 LHD-MAC AGREEMENT FOR DESCHUTES COUNTY) UPDATED: 04.15.13
1
COUNTY: YOU WILL NOT BE PAID FOR WORK PERFORMED PRIOR TO NECESSARY
STATE APPROVALS
6. Signatures.
I Deschutes County (County)
By:
I -----,.----_ ..---..--.-_.
Authorized Signature
-~
Title Date
State of Oregon acting by and through its Oregon Health Authority (OHA)
By:
---..---~
Authorized Signature Title Date
1
I Approved for Legal Sufficiency:
Reviewed and approvedfor legal sufficiency by Senior AAG Jeffrey 1. Wahl on August 8, 2013. A copy , ofthe emailed approval is on file at OCP.
OHA, Public Health Division (Program Office Review)
Reviewed by David V Anderson, MCH Programs on August 6, 2013.
Office of Contracts and Procurement (OCP Review):
Phillip G. McCoy, OPBC, OCAC Contract Special ist Date
143484PGM PAGE6m'35
OHA IGA COUNTY (lJ.18 UIJ)..MAC AGREEMENT FOR DESCHUTES COUNTY) UPDATED: 04.15.13
EXHIBIT A
Part 1
Statement of Work
Background. Under Title XIX of the Social Security Act ("the Act"), the federal government and states
share the cost offunding the Medicaid program, which provides medical assistance to certain low-income
individuals. Federal Financial Participation ("FFP") is the federal government's share for states' Medicaid
program expenditures. States may claim FFP for providing administrative activities that are found to be
necessary by the Secretary ofthe U.S. Department of Health and Human Service for proper and efficient
administration of the state Medicaid plan. The process applicable to claiming administrative costs is
referred to herein as "Medicaid Administrative Claiming" or "MAC."
OHA and County intend to improve health services access and availability for children and families
eligible for medical assistance under Medicaid and who reside in the geographic area(s) served by the
County. Under the Agreement, County will perform Title XIX administrative activities, and OHA will
reimburse County for the cost ofperforming these administrative activities. County will provide, through
its own staff and through subcontracts, outreach, health care coordination, and other medical assistance
related administrative activities that support OHA's administration ofthe Title XIX Medicaid Oregon State
Plan (the "State Medicaid Plan").
1. Statement of Work. County shall directly, and through subcontracts approved by OHA, provide
to Medicaid-eligible clients allowable Title XIX administrative activities as follows: (a) Outreach
and Application Assistance for the Medicaid Program; (b) Referral, Coordination, Monitoring, and
Training of Medicaid Services; (c) Medicaid/Oregon Health Plan ("OHP") transportation and
translation; and (d) System Coordination Related to Medicaid Services, (collectively, the "Work"),
which are further defined in Exhibit A, attached and hereby incorporated by reference as part ofthis
Agreement.
a. County Responsibilities. County shall:
i. Utilize the specific Time Study Activity Codes as set forth in Exhibit A, Part 3, Public
Health MAC Time Study Activity Codes, approved by OHA and the U.S. Department
of Health and Human Services, Centers for Medicare and Medicaid ("CMS") to
document all time spent on all activities listed in Exhibit A and to claim all costs under
this Agreement for allowable Medicaid administrative activities. Specifically, County
shall use the Activity Codes to document total time spent on all activities listed in
Exhibit A, Part 3 ("Documented Time") throughout four (4) specifically identified days
per claiming quarter ("Survey Days"). OHA shall randomly select the Survey Days
and notifY County in advance of the Survey Days selected.
ii. Provide training to its employees and subcontractors on the implementation ofthe Time
Study and Activity Codes to ensure County's employees and subcontractors make
claims only for allowable Medicaid administrative activities ("Claimable Time")
denoted by documentation of those Activity Codes contributing to Claimable Time
which will be a subset of the Documented Time.
143484PGM PAGE70F3S
OllA IGA COUNTY (13-18 LHD-MAC AGREEMENT FOR DESCHUTES COUNTY) UPDATED: 04.15.13
1
I iii. Submit all MAC information to the Multnomah Education Service District ("MESD")
for MESD's preparation of claiming information documents and subsequent MAC
claims to OHA. In accordance with its agreement with OHA, MESD will post on a
secure Internet site quarterly claiming information for County's review and approval.
Steps in the approval process shall be as follows:
(a.) Within one week ofposting by MESD ofa County's claim, OHA shall send an
electronic invoice to a designated contact at County for State match portion of
Medicaid funds, more specifically described in Exhibit A, Part 2. County shall
have one week from the date it receives the invoice to review and notify the
OHA Agreement Administrator in writing of its disapproval-ifany-ofthe
document. At the time County disapproves a quarterly claiming information
document, County must provide corrected information to OHA Agreement
Administrator. County shall send such notices to OHA Agreement
Administrator at the address indicated on Page 1 of this Agreement.
(b.) If the County's portion of Claimable Time (i.e. time spent on activities for
which MAC allows reimbursement as indicated by specific Activity Codes
listed in Exhibit A, Part 3) out oftotal Documented Time throughout the Survey
Days is equal to or greater than fifty percent (50%), County shall provide OHA
with an acceptable explanation for the high percentage of Claimable Time to
Total Documented Time.
(c.) If the explanation required in section (b.) above is acceptable to OHA and
remains the same over time even through County's total Claimable Time
throughout the Survey Days continues to be equal to or greater than fifty percent
(50%) ofthe total Documented Time County spends on all activities throughout
the Survey Days, then upon approval by OHA, County shall maintain
supporting documentation and will not be required to provide an explanation to
OHA unless circumstances supporting the explanation change significantly. In
that case County shall submit acceptable documentation prior to payment.
OHA reserves the right to request at any time documentation concerning
County's Documented Time and an explanation for that documentation.
Notwithstanding that actual percentage oftotal Claimable Time throughout the
Survey Days, County shall document and maintain in its records an explanation
of Claimable Time for any individual that is equal to or exceeds fifty percent
(50%) ofthat individual's Total Documented Time throughout the Survey Days.
Such documentation does not have to be provided as part of the quarterly
claiming process but must be made available to OHA upon request.
(d.) County shall signify its approval of the claim by signing and dating the
invoice, and sending it-with enclosed payment of the 50% match as
described in Exhibit A, Part 2, Payment and Financial Reporting ofthis
Agreement, to the address specified on the invoice.
143484PGM PAGE80F35
OHA IGA COUNTY (13-18 LH()'MAC AGREEMENT FOR DESCHUTES COUNTY) \:PDATED: 04.15.13
iv. Be responsible for creating its own claiming information documents and MAC claims
and submit its MAC claims to OHA, should the agreement between OHA and MESD
expire or terminate prior to the expiration or termination of this Agreement, and
MESD's web-based time study tool for preparing County's claiming information
documents and MAC claims be unavailable.
v. Provide MESD with County's actual and current cost pool data, including the total
number of staff in the cost pool, and Medicaid eligible percentage for the claimed
quarter, within 30 days after the end ofeach quarterly claiming period. Cost pool data
includes: the name, title,job description, salary, benefits, and other personnel expenses
for each individual employee and subcontractor ("Cost Pool Member(s)"), including
each employee of subcontractor; and the percentage of time each employee and
subcontractor, including each employee ofsubcontractor, spends on the coded activities
listed in Exhibit A, Part 3.
vi. Ensure that all MAC claims for the Work are in accordance with requirements
applicable to MAC claims in OMB Circular A-87 and the State Medicaid Plan, which
are incorporated herein by this reference. The Work for which County claims
reimbursement must be directly related to the administration ofthe State Medicaid Plan
for FFP to be available.
vii. Obtain OHA's prior written approval of any subcontracts proposed by County for the
purpose of carrying out the Work under this Agreement. County shall provide OHA
with signed copies ofthe subcontracts executed for this purpose.
viii. Monitor subcontracts to ensure that the Medicaid administrative activities and costs
being tracked and billed to County by subcontractors are allowable and related to the
purpose of this Agreement.
ix. Monitor compliance with the requirements ofthis Agreement and maintain all records
that support the quarterly claiming information documents and MAC claims for the
Work performed, including but not limited to: position details, Time Study results, and
salary and benefit information pertaining to relevant cost pool members, to include
clear identification of federal portions of salary and benefits and the process by which
those federal funds are removed from cost pool information prior to the information's
submittal to MESD. As specified by OHA, other information applicable to the Work
provided under this Agreement may be required in order for OHA to approve a claim.
x. Upon request from OHA, the Oregon Department ofJustice, Medicaid Fraud Unit, the
Secretary of State's Office, or the federal government, make available all records that
support the quarterly MAC claims to OHA for Work performed.
xi. Assure that Medicaid eligible children and families receiving assistance under this
Agreement are free to accept or reject Medicaid services and are free to receive such
services from an enrolled provider of their choice unless otherwise restricted to a
provider ofthe Oregon Health Plan by OHA.
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xii. Pay OHA for the State match portion ofMedicaid funds for MAC claims submitted to
OHA, and the OHA intergovernmental charge, as more specifically described in Part
IV.
xiii. Use the OHA-provided Medicaid-eligible percentage for County in its cost calculations
unless another statistically based calculation has been approved by OHA.
b. OHA responsibilities. OHA will:
i. In accordance with Exhibit A, Part 2, Payment and Financial Reporting, of this
Agreement, upon receipt of a signed invoice and payment from County of the state
match in accordance with its approval ofthe claiming information produced by MESD,
submit the resulting MAC claim to the federal government for payment.
ii. Within 30 days of receipt ofthe County's match, pay the County's claim for the quarter.
iii. Provide technical assistance and training to County, its employees, all County
subcontractors and County subcontractors' employees on the use ofMESD's web-based
Time Study tool and Activity Codes, and all other processes and claiming information
documents necessary for County's MAC claims.
iv. Provide assistance to County in the identification ofMedicaid administrative activities
eligible for reimbursement under this Agreement and reimburse County as described in
Exhibit A, Part 2, Payment and Financial Reporting, ofthis Agreement.
143484PG:I1 PAGE IOOF35
OHA IGA COUNTY (13-18 LHD-MAC AGREE:I1ENT FOR DESCHUTES COUNTY) UPDATED: 04.15.13
EXHIBIT A
Part 2
Payment and Financial Reporting
1. Summary of Medicaid Payment Methodology. Under Title XIX of the Act, the federal
government and states share the cost of providing allowable Medicaid administrative activities.
The State share for Medicaid administrative activities County will provide under this Agreement is
50% (fifty percent) ofthe total allowable costs attributable to Medicaid administrative activities.
County shall, on a quarterly basis, pay to OHA, through an Intergovernmental Transfer (lOT) that is
in accordance with section 1903(w)(7)(O) of the Act, 50% (fifty percent) of the total allowable
costs ofproviding Medicaid administrative activities, which represents the State match portion of
the Medicaid expenditures.
The State match funds County transfers to OHA shall be public funds that are not federal funds, or
shall be federal funds authorized by federal law to be used to match other federal funds. Within 30
days of receipt of County's payment, OHA shall then pay County the total allowable costs of
providing Medicaid administrative activities in arrears on a quarterly basis. OHA shall claim the
FFP amount from CMS.
Allowable administrative Medicaid costs are separate from any other direct Medicaid or other
services that may be provided by County pursuant to separate Medicaid funding agreements or
authorizations. Duplicate payments are not allowable when determining administrative costs under
Medicaid. Payments for allowable activities must not duplicate payments that have been or should
have been included and paid as part ofa rate for services, part ofa capitation rate, or through some
other local, State or federal program. Medicaid administrative costs may not be claimed for
activities that are integral parts or extensions of medical services. Furthermore, in no case shall
County be reimbursed more than the actual cost of the activities claimed by County under this
Agreement.
2. Payment Provisions.
a. OHA will only pay for Work performed and documented in accordance with Exhibit A,
Part 1, Statement of Work, of this Agreement.
b. For purposes ofthis Agreement, all MAC claims submitted to OHA by MESO are deemed
to be submitted by County. County shall submit MAC claims for Medicaid allowable
administrative activities only. Medicaid does not pay for administrative expenditures
related to, or in support of, services that are not included in the State Medicaid Plan, the
Oregon Health Plan, or services which are not reimbursed under Medicaid. In addition,
Medicaid does not pay for health care services that are rendered free of charge to the
general population. Thus, any administrative activity which supports the referral to,
coordination of, planning of, or screening for services that are provided free to the general
population would not be considered as Medicaid administration.
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OHA IGA COUNTY (13-18 LHD-MAC AGREEMENT FOR DESCHUTES COUNTY) UPDATED: 04.15.13
c. County shall submit to MESO quarterly, in arrears, all cost pool data, utilizing the MESO
web-based time study tool, for the Medicaid administrative costs claimed under this
Agreement.
d. County shall pay by IGT to OHA quarterly upon invoice from OHA for:
i. The State match portion which is equal to 50% (fifty percent) ofthe amount claimed by
County and accepted by OHA for the total allowable Medicaid administrative costs; and
ii. An OHA quarterly intergovernmental charge of$20.00 per Cost Pool Member.
e. OHA will reimburse County in arrears on a quarterly basis for the total allowable costs of
providing Medicaid administrative activities.
f. County shall be financially responsible for the final amount of any claim for services
provided under this Agreement that CMS or OHA finds unallowable under the Medicaid
program. In the event CMS or OHA finds any costs claimed by County unallowable, OHA
shall provide County written notice identifying the amount that must be refunded to CMS
or OHA. Within thirty (30) calendar days ofOHA's notice, County shall either (1) Make a
payment to OHA for the full amount of the unallowable cost identified by OHA in its
notice; or (2) Notify OHA in writing that County wishes to repay the unallowable amount
from future payments or other means. OHA may then offset the unallowable amount from
future payments owed to County under this Agreement, or any payment to County from
OHA under any other contract or agreement between County and OHA, present or future.
143484PGM PAGE 12oF35
OHA IGA COUNTY (13-18 LHD-MAC AGREEMENT FOR DESCHUTES COUNTY) UPDATED: 04.15.13
EXHIBIT A
Part 3
Public Health MAC Time Study Activity Codes
At: Outreach and Application Assistance for the Medicaid Program means: Interviews, group
meetings, phone contacts or home visits that inform Medicaid eligible and potentially Medicaid
eligible individuals and their families about the benefits and availability ofservices provided by the
Medicaid program. Additionally informing individuals and their families on how to access, use
and maintain participation in all health care resources (Le. Medicaid, Early Periodic Screening and
Diagnostic Testing, etc), creating and/or disseminating materials to inform children and families
about Medicaid and assisting them to make application for Medicaid eligibility (Le. collecting
information for the Medicaid application, helping to complete necessary forms for the Medicaid
application, and updating offorms as necessary ifa child or family's circumstances change), related
staff travel and paperwork.
A2: Outreach and Application Assistance for Non-Medicaid Programs means: Activities that assist
the patient/client in gaining access to non-Medicaid services, effectively utilizing social services
and community wellness programs. (Included are housing, commodities, food banks, Women's
Infant and Children Program ("WIC"), foster care, financial assistance, exercise and weight loss
programs, energy assistance, child care, after school programs, friendly visitor and vocational
services). Activities that assist the client in applying for these services, including form preparation,
related staff travel and paperwork.
Bt: Referral, Coordination, Monitoring, and Training of Medicaid Services means: Making
referrals for and coordinating the delivery of diagnostic and preventive service and treatment for
health, vision, dental, developmental, mental health, substance abuse and other Medicaid services.
Includes staffing to coordinate Medicaid case plan services (participation in multidisciplinary team
meetings, conferencing on health, developmental issues, consultations), gathering background
information and supportive information, such as medical histories, writing case plans, or
summaries and preparing and/or presenting materials for case review, arranging for health services
and coordinating services (Le. psychological counseling, health, substance abuse counseling and
consultation, inpatient services), related staff travel and paperwork.
B2: Referral, Coordination, Monitoring, and Training of Non-Medicaid Services means: Making
referrals for and coordinating the delivery of social services and community wellness programs
(including housing, commodities, food banks, WIC, foster care, financial assistance, exercise and
weight loss programs, energy assistance, child care, after school programs, friendly visitor and
vocational services) arranging transportation for these services and related staff travel and
paperwork.
Cl: Medicaid/OHP transportation and translation means: Assisting an individual to obtain
transportation to services covered by OHP, arranging for or providing translation services to
facilitate access to OHP services. Include related paperwork, clerical activities or staff travel
required to perform these activities.
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C2: Non-Medicaid/OHP transportation and translation means: Assisting an individual to obtain
transportation to services not covered by Medicaid/OHP, or arranging for or providing translation
services related to social, vocational, or educational programs. Include related paperwork, clerical
activities or staff travel time required to perform these activities
Dl: System Coordination Related to Medicaid Services means: Working internally and with other
agencies to improve Medicaid health services, identify gaps in services, expand health and medical
services; and improve capacity to engage in medical assistance services and to expand access and
linkage to medical and health services and their utilization by medical assistance target populations,
gathering information about the target population to improve early identification of health and
developmental problems; related staff travel and paperwork.
D2: System Coordination Related to Non-Medicaid Services means: Working internally and with
other agencies to improve social services, identify gaps in services, expand and improve capacity to
engage in non-Medicaid activities, expand access and linkage to non-Medicaid services, their
utilization by target populations; related staff travel and paperwork.
,E: Direct Health Care Services means: Providing direct health care services to a patient, such as 1
I well baby checkups, immunizations, disease management, counseling, and including medical case
management or other activities that are an integral part or extension of a patient's visit. Included is
all related paperwork, clerical activities, staff time, or travel required performing these services.
,E: Other Work Activities means: All other paid work activities that do not fall under one of the
above categories. Time off for vacation, sick leave, family leave, holidays, jury duty, paid
lunchtime, comp time, and any other time away from work if the time is paid. Such activities may
include payroll, maintaining inventories, developing budgets, general supervision, etc. All related
paperwork, clerical activities, or staff travel would also be included.
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OHA IGA COUNTY (ll-18 LHD-MAC AGR[[M[NT FOR DESCHuns COUNTY) UPDATED: 04.15.ll
EXHIBIT A
Part 4
Special Terms and Conditions
1. Confidentiality of Client Information.
a. All information as to personal facts and circumstances obtained by the County on the client
shall be treated as privileged communications, shall be held confidential, and shall not be
divulged without the written consent ofthe client, the responsible parent of a minor child,
or his or her guardian except as required by other terms of this Agreement. Nothing
prohibits the disclosure ofinformation in summaries, statistical, or other form, which does
not identify particular individuals.
b. The use or disclosure of information concerning clients shall be limited to persons directly
connected with the administration of this Agreement. Confidentiality policies shall be
applied to all requests from outside sources.
c. OHA, County and any subcontractor will share information as necessary to effectively serve
OHA clients.
2. Amendments.
a. OHA reserves the right to amend payment rates, if any, throughout the life of the
Agreement proportionate to increases in Portland Metropolitan Consumer Price Index; and
to provide Cost Of Living Adjustments (COLA) if OHA so chooses. Any negotiation of
increases in rates to implement a COLA will be as directed by the Oregon State Legislature.
b. OHA further reserves the right to amend the Statement of Work for the following:
i. Programmatic changes/additions or modifications deemed necessary to accurately
reflect the original scope of work that may not have been expressed in the original
Agreement or previous amendments to the Agreement;
ii. Implement additional phases of the Work; or
iii. As necessitated by changes in Code of Federal Regulations, Oregon Revised Statutes,
or Oregon Administrative Rules which, in part or in combination, govern the provision
of services provided under this Agreement.
c. Upon identification, by any party to this Agreement, of any circumstance which may
require an amendment to this Agreement, the parties may enter into negotiations regarding
the proposed modifications. Any resulting amendment must be in writing and be signed by
all parties to the Agreement before the modified or additional provisions are binding on
either party. All amendments must comply with Exhibit B, Section 22 "Amendments" of
this Agreement.
143484PGM PAGE 150F35
OHA IGA COU!'ITY (13-18 LHD-MAC AGREEMENT FOR DESCHUTES COUNTY) UPDATED: 04.15.13
EXHIBITB
Standard Terms and Conditions
1. Governing Law, Consent to Jurisdiction. This Agreement shall be governed by and construed in
accordance with the laws of the State of Oregon without regard to principles of conflicts oflaw.
Any claim, action, suit or proceeding (collectively, "Claim") between the parties that arises from or
relates to this Agreement shall be brought and conducted solely and exclusively within a circuit
court for the State of Oregon of proper jurisdiction. THE PARTIES, BY EXECUTION OF THIS
AGREEMENT, HEREBY CONSENT TO THE IN PERSONAM JURISDICTION OF SAID
COURTS. Except as provided in this section, neither party waives any form of defense or
immunity, whether sovereign immunity, governmental immunity, immunity based on the eleventh
amendment to the Constitution of the United States or otherwise, from any Claim or from the
jurisdiction ofany court. The parties acknowledge that this is a binding and enforceable agreement
and, to the extent permitted by law, expressly waive any defense alleging that either party does not
have the right to seek judicial enforcement of this Agreement.
2. Compliance with Law. Both parties shall comply with laws, regulations and executive orders to
which they are subject and which are applicable to the Agreement or to the Work. Without limiting
the generality of the foregoing, both parties expressly agree to comply with the following laws,
regulations and executive orders to the extent they are applicable to the Agreement: (a) all
applicable requirements ofstate civil rights and rehabilitation statutes, rules and regulations; (b) all
state laws requiring reporting of client abuse; (c) ORS 659AAOO to 659AA09, ORS 659A.145 and
all regulations and administrative rules established pursuant to those laws in the construction,
remodeling, maintenance and operation of any structures and facilities, and in the conduct of all
programs, services and training associated with the Work. These laws, regulations and executive
orders are incorporated by reference herein to the extent that they are applicable to the Agreement
and required by law to be so incorporated. All employers, including County and OHA, that employ
subject workers who provide services in the State of Oregon shall comply with ORS 656.017 and
provide the required Workers' Compensation coverage, unless such employers are exempt under
ORS 656.126.
3. Independent Contractors. The parties agree and acknowledge that their relationship is that of
independent contracting parties and that County is not an officer, employee, or agent ofthe State of
Oregon as those terms are used in ORS 30.265 or otherwise.
4. Representations and Warranties.
a. County represents and warrants as follows:
i. Organization and Authority. County is a political subdivision of the State of Oregon
duly organized and validly existing under the laws of the State of Oregon. County has
full power, authority and legal right to make this Agreement and to incur and perform
its obligations hereunder.
ii. Due Authorization. The making and performance by County ofthis Agreement (a) have
been duly authorized by all necessary action by County and (b) do not and will not
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I
violate any provision of any applicable law, rule, regulation, or order of any court,
regulatory commission, board, or other administrative agency or any provision of
County's charter or other organizational document and ( c) do not and will not result in
the breach of, or constitute a default or require any consent under any other agreement
or instrument to which County is a party or by which County may be bound or affected.
No authorization, consent, license, approval of, filing or registration with or notification
to any governmental body or regulatory or supervisory authority is required for the
execution, delivery or performance by County of this Agreement.
I iii. Binding Obligation. This Agreement has been duly executed and delivered by County
and constitutes a legal, valid and binding obligation of County, enforceable in
accordance with its terms subject to the laws of bankruptcy, insolvency, or other similar
laws affecting the enforcement of creditors' rights generally.
iv. County has the skill and knowledge possessed by well-informed members of its
industry, trade or profession and County will apply that skill and knowledge with care
and diligence to perform the Work in a professional manner and in accordance with
standards prevalent in County's industry, trade or profession;
v. County shall, at all times during the term ofthis Agreement, be qualified, professionally
competent, and duly licensed to perform the Work; and
vi. County prepared its proposal related to this Agreement, if any, independently from all
other proposers, and without collusion, fraud, or other dishonesty.
b. OHA represents and warrants as follows:
i. Organization and Authority. OHA has full power, authority and legal right to make this
Agreement and to incur and perform its obligations hereunder.
ii. Due Authorization. The making and performance by OHA ofthis Agreement (a) have
been duly authorized by all necessary action by OHA and (b) do not and will not violate
any provision of any applicable law, rule, regulation, or order of any court, regulatory
commission, board, or other administrative agency and (c) do not and will not result in
the breach of, or constitute a default or require any consent under any other agreement
or instrument to which OHA is a party or by which OHA may be bound or affected. No
authorization, consent, license, approval of, filing or registration with or notification to
any governmental body or regulatory or supervisory authority is required for the
execution, delivery or performance by OHA ofthis Agreement, other than approval by
the Department of Justice if required by law.
iii. Binding Obligation. This Agreement has been duly executed and delivered by OHA
and constitutes a legal, valid and binding obligation ofOHA, enforceable in accordance
with its terms subject to the laws of bankruptcy, insolvency, or other similar laws
affecting the enforcement of creditors' rights generally.
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OHA IGA COUNTY (13-18 LHD-MAC AGREEMI:NT FOR DI:SCHUTl:S COUNTY) UPDATl:D: 04.15.13
c. Warranties Cumulative. The warranties set forth in this section are in addition to, and not in
lieu of, any other warranties provided.
5. Funds Available and Authorized Clause.
a. The State of Oregon's payment obligations under this Agreement are conditioned upon
OHA receiving funding, appropriations, limitations, allotment, or other expenditure
authority sufficient to allow OHA, in the exercise of its reasonable administrative
discretion, to meet its payment obligations under this Agreement. County is not entitled to
receive payment under this Agreement from any part ofOregon state government other than
OHA. Nothing in this Agreement is to be construed as permitting any violation of Article
XI, section 7 ofthe Oregon Constitution or any other law regulating liabilities or monetary
obligations of the State of Oregon. OHA represents that as of the date it executes this
Agreement, it has sufficient appropriations and lim itation for the current biennium to make
payments under this Agreement.
b. Payment Method. Payments under this Agreement will be made by Electronic Funds
Transfer (EFT), unless otherwise mutually agreed, and shall be processed in accordance
with the provisions of OAR 407-120-01 00 through 407-120-0380 or OAR 410-120-1260
through OAR 41 0-120-1460, as applicable, and any other Oregon Administrative Rules that
are program-specific to the billings and payments. Upon request, County shall provide its
taxpayer identification number (TIN) and other necessary banking information to receive
EFT payment. County shall maintain at its own expense a single financial institution or
authorized payment agent capable of receiving and processing EFT using the Automated
Clearing House (ACH) transfer method. The most current designation and EFT information
will be used for all payments under this Agreement. County shall provide this designation
and information on a form provided by OHA. In the event that EFT information changes or
the County elects to designate a different financial institution for the receipt ofany payment
made using EFT procedures, the County shall provide the changed information or
designation to OHA on a OHA-approved form. OHA is not required to make any payment
under this Agreement until receipt ofthe correct EFT designation and payment information
from the County.
6. Recovery of Overpayments. If billings under this Agreement, or under any other Agreement
between County and OHA, result in payments to County to which County is not entitled, OHA,
after giving to County written notification and an opportunity to object, may withhold from
payments due to County such amounts, over such periods of time, as are necessary to recover the
amount of the overpayment, subject to Section 7 below. Prior to withholding, ifCounty objects to
the withholding or the amount proposed to be withheld, County shall notifY OHA that it wishes to
engage in dispute resolution in accordance with Section 19 of this Agreement.
7. Compliance with Law. Nothing in this Agreement shall require County or OHA to act in
violation of state or federal law or the Constitution of the State of Oregon.
I 43484 PGM PAGE 180F 35
OHA IGA COVNlY (13-18 LHD-MAC AGREE"1ENT FOR DESCHVTES COUNlY) UPDATED: 04.15.13
8. Ownership ofIntellectual Property.
a. Definitions. As used in this Section 8 and elsewhere in this Agreement, the following terms
have the meanings set forth below:
i. "County Intellectual Property" means any intellectual property owned by County and
developed independently from the Work.
ii. "Third Party Intellectual Property" means any intellectual property owned by parties
other than OHA or County.
b. Except as otherwise expressly provided herein, or as otherwise required by state or federal
law, OHA will not own the right, title and interest in any intellectual property created or
delivered by County or a subcontractor in connection with the Work. With respect to that
portion of the intellectual property that the County owns, County grants to OHA a
perpetual, worldwide, non-exclusive, royalty-free and irrevocable license, subject to any
provisions in the Agreement that restrict or prohibit dissemination or disclosure of
information, to (1) use, reproduce, prepare derivative works based upon, distribute copies
of, perform and display the intellectual property, (2) authorize third parties to exercise the
rights set forth in Section 8.aji. on OHA's behalf, and (3) sublicense to third parties the
rights set forth in Section 8.aji..
c. If state or federal law requires that OHA or County grant to the United States a license to
any intellectual property, or if state or federal law requires that the OHA or the United
States own the intellectual property, then County shall execute such further documents and
instruments as OHA may reasonably request in order to make any such grant or to assign
ownership in the intellectual property to the United States or OHA. To the extent that OHA
becomes the owner of any intellectual property created or delivered by County in
connection with the Work, OHA will grant a perpetual, worldwide, non-exclusive, royalty
free and irrevocable license, subject to any provisions in the Agreement that restrict or
prohibit dissemination or disclosure of information, to County to use, copy, distribute,
display, build upon and improve the intellectual property.
d. County shall include in its subcontracts terms and conditions necessary to require that
subcontractors execute such further documents and instruments as OHA may reasonably
request in order to make any grant of license or assignment of ownership that may be
required by federal or state law.
9. County Default. County shall be in default under this Agreement upon the occurrence of any ofthe
following events:
g. County fails to perform, observe or discharge any of its covenants, agreements or
obligations set forth herein;
h. Any representation, warranty or statement made by County herein or in any documents or
reports relied upon by OHA to measure the delivery of Work, the expenditure ofpayments
or the performance by County is untrue in any material respect when made;
143484PGM PAGE 1901' 35
OHA lGA COUNTY (13-18 LHD-MAC AGREEMENT FOR DESCHUTES COUNTY) UPDATED: 04.15.13
i. County (1) applies for or consents to the appointment of, or taking of possession by, a
receiver, custodian, trustee, or liquidator ofitselfor all of its property, (2) admits in writing
its inability, or is generally unable, to pay its debts as they become due, (3) makes a general
assignment for the benefit of its creditors, (4) is adjudicated a bankrupt or insolvent, (5)
commences a voluntary case under the Federal Bankruptcy Code (as now or hereafter in
effect), (6) files a petition seeking to take advantage ofany other law relating to bankruptcy,
insolvency, reorganization, winding-up, or composition or adjustment ofdebts, (7) fails to
controvert in a timely and appropriate manner, or acquiesces in writing to, any petition filed
against it in an involuntary case under the Bankruptcy Code, or (8) takes any action for the
purpose of effecting any of the foregoing; or
j. A proceeding or case is commenced, without the application or consent of County, in any
court of competent jurisdiction, seeking (1) the liquidation, dissolution or winding-up, or
the composition or readjustment of debts, of County, (2) the appointment of a trustee,
receiver, custodian, liquidator, or the like of County or of all or any substantial part of its
assets, or (3) similar relief in respect to County under any law relating to bankruptcy,
insolvency, reorganization, winding-up, or composition or adjustment of debts, and such
proceeding or case continues undismissed, or an order,judgment, or decree approving or
ordering any ofthe foregoing is entered and continues unstayed and in effect for a period of
sixty consecutive days, or an order for relief against County is entered in an involuntary
case under the Federal Bankruptcy Code (as now or hereafter in effect),
10. OHA Default. OHA shall be in default under this Agreement upon the occurrence of any of the
following events:
a. OHA fails to perform, observe or discharge any of its covenants, agreements, or obI igations
set forth herein; or
b. Any representation, warranty or statement made by OHA herein or in any documents or
reports relied upon by County to measure performance by OHA is untrue in any material
respect when made.
11. Termination.
a. County Termination. County may terminate this Agreement:
i. For its convenience, upon at least 30 days advance written notice to OHA;
ii. Upon 45 days advance written notice to OHA, if County does not obtain funding,
appropriations and other expenditure authorizations from County's governing body,
federal, state or other sources sufficient to permit County to satisfY its performance
obligations under this Agreement, as determined by County in the reasonable exercise
of its administrative discretion;
143484PGM PAGE200F35
OHA IGA COUNTY (13-18 LHD-MAC AGREEMENT FOR DESCHUTES COUNTY) UPDATED: 04.15.13
iii. Upon 30 days advance written notice to OHA, if OHA is in default under this
Agreement and such default remains uncured at the end of said 30 day period or such
longer period, if any, as County may specify in the notice; or
iv. Immediately upon written notice to OHA, ifOregon statutes or federal laws, regulations
or guidelines are modified, changed or interpreted by the Oregon Legislative Assembly,
the federal government or a court in such a way that County no longer has the authority
to meet its obligations under this Agreement.
b. OHA Termination. OHA may terminate this Agreement:
i. For its convenience, upon at least 30 days advance written notice to County;
ii. Upon 45 days advance written notice to County, if OHA does not obtain funding,
appropriations and other expenditure authorizations from federal, state or other sources
sufficient to meet the payment obligations of OHA under this Agreement, as
determined by OHA in the reasonable exercise of its administrative discretion.
Notwithstanding the preceding sentence, OHA may terminate this Agreement,
immediately upon written notice to County or at such other time as it may determine if
action by the Oregon Legislative Assembly or Emergency Board reduces OHA's
legislative authorization for expenditure of funds to such a degree that OHA will no
longer have sufficient expenditure authority to meet its payment obligations under this
Agreement, as determined by OHA in the reasonable exercise of its administrative
discretion, and the effective date for such reduction in expenditure authorization is less
than 45 days from the date the action is taken;
iii. Immediately upon written notice to County if Oregon statutes or federal laws,
regulations or guidel ines are modified, changed or interpreted by the Oregon Legislative
Assembly, the federal government or a court in such a way that OHA no longer has the
authority to meet its obligations under this Agreement or no longer has the authority to
provide payment from the funding source it had planned to use;
iv. Upon 30 days advance written notice to County, if County is in default under this
Agreement and such default remains uncured at the end of said 30 day period or such
longer period, if any, as OHA may specify in the notice;
v. Immediately upon written notice to County, ifany license or certificate required by law
or regulation to be held by County or a subcontractor to perform the Work is for any
reason denied, revoked, suspended, not renewed or changed in such a way that County
or a subcontractor no longer meets requirements to perform the Work. This termination
right may only be exercised with respect to the particular part ofthe Work impacted by
loss of necessary licensure or certification;
vi. Immediately upon written notice to County, ifOHA determines that County or any of
its subcontractors have endangered or are endangering the health or safety ofa client or
others in performing work covered by this Agreement.
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OHA IGA COUNTY (13-18 LHD-MAC AGREEMENT FOR DESCHUTES COUNTY) UPDATED: 04.15.13
c. Mutual Termination. The Agreement may be terminated immediately upon mutual written
consent of the parties or at such time as the parties may agree in the written consent.
12. Effect of Termination.
a. Entire Agreement.
i. Upon termination of this Agreement, OHA shall have no further obligation to pay
County under this Agreement.
ii. Upon termination ofthis Agreement, County shall have no further obligation to perform
Work under this Agreement.
b. Obligations and Liabilities. Notwithstanding Section 12.a., any termination of this
Agreement shall not prejudice any obligations or liabilities ofeither party accrued prior to
such termination.
13. Limitation of Liabilities. NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR ANY
INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATED TO THIS
AGREEMENT. NEITHER PARTY SHALL BE LIABLE FOR ANY DAMAGES OF ANY SORT
ARISING SOLELY FROM THE TERMINATION OF THIS AGREEMENT OR ANY PART
HEREOF IN ACCORDANCE WITH ITS TERMS.
14. Insurance. County shall require subcontractors to maintain insurance as set forth in Exhibit C,
which is attached hereto.
15. Records Maintenance; Access. County shall maintain all financial records relating to this
Agreement in accordance with generally accepted accounting principles. In addition, County shall
maintain any other records, books, documents, papers, plans, records of shipments and payments
and writings of County, whether in paper, electronic or other form, that are pertinent to this
Agreement in such a manner as to clearly document County's performance. All financial records,
other records, books, documents, papers, plans, records of shipments and payments and writings of
County whether in paper, electronic or other form, that are pertinent to this Agreement, are
collectively referred to as "Records." County acknowledges and agrees that OHA and the Oregon
Secretary of State's Office and the federal government and their duly authorized representatives
shall have access to all Records to perform examinations and audits and make excerpts and
transcripts. County shall retain and keep accessible all Records for a minimum ofsix years, or such
longer period as may be required by applicable law, following final payment and termination ofthis
Agreement, or until the conclusion ofany audit, controversy or litigation arising out ofor related to
this Agreement, whichever date is later. County shall maintain Records in accordance with the
records retention schedules set forth in OAR Chapter 166.
16. Information Privacy/Security/Access. If the Work performed under this Agreement requires
County or its subcontractor(s) to have access to or use ofany OHA computer system orotherOHA
Information Asset for which OHA imposes security requirements, and OHA grants County or its
subcontractor(s) access to such OHA Information Assets or Network and Information Systems,
County shall comply and require all subcontractor(s) to which such access has been granted to
143484PGM PAGE 22 OF 35
OHA IGA COUNTY (13·18 LHD-MAC AGREEMENT FOR DESCI/UTES COUNTY) UPDATED: 04.15.13
j
I
1
comply with OAR 943-014-0300 through OAR 943-014-0320, as such rules may be revised from
time to time. For purposes of this section, "Information Asset" and "Network and Information
System" have the meaning set forth in OAR 943-014-0305, as such rule may be revised from time
to time.
17. Force Majeure. Neither OHA nor County shall be held responsible for delay or default caused by
fire, civil unrest, labor unrest, natural causes, or war which is beyond the reasonable control of
OHA or County, respectively. Each party shall, however, make all reasonable efforts to remove or
eliminate such cause of delay or default and shall, upon the cessation ofthe cause, diligently pursue
performance of its obligations under this Agreement. OHA may terminate this Agreement upon
written notice to the other party after reasonably determining that the delay or breach will likely
prevent successful performance of this Agreement.
18. Assignment of Agreement, Successors in Interest.
a. County shall not assign or transfer its interest in this Agreement without prior written
approval of OHA. Any such assignment or transfer, if approved, is subject to such
conditions and provisions as OHA may deem necessary. No approval by OHA of any
assignment or transfer of interest shall be deemed to create any obligation of OHA in
addition to those set forth in the Agreement.
b. The provisions ofth is Agreement shall be binding upon and shall inure to the benefit ofthe
parties hereto, and their respective successors and permitted assigns.
19. Alternative Dispute Resolution. The parties should attempt in good faith to resolve any dispute
arising out of this agreement. This may be done at any management level, including at a level
higher than persons directly responsible for administration ofthe agreement. In addition, the parties
may agree to utilize ajointly selected mediator or arbitrator (for non-binding arbitration) to resolve
the dispute short of litigation.
20. Subcontracts. County shall not enter into any subcontracts for any of the Work required by this
Agreement without OHA's prior written consent. In addition to any other provisions OHA may
require, County shall include in any permitted subcontract under this Agreement provisions to
require that OHA will receive the benefit ofsubcontractor performance as ifthe subcontractor were
the County with respect to Sections 1,2, 3, 4, 8, 15, 16, 18,21, and 23 ofthis Exhibit B. OHA's
consent to any subcontract shall not relieve County of any of its duties or obligations under this
Agreement.
21. No Third Party Beneficiaries. OHA and County are the only parties to this Agreement and are the
only parties entitled to enforce its terms. The parties agree that County's performance under this
Agreement is solely for the benefit ofOHA to assist and enable OHA to accomplish its statutory
mission. Nothing in this Agreement gives, is intended to give, or shall be construed to give or
provide any benefit or right, whether directly, indirectly or otherwise, to third persons any greater
than the rights and benefits enjoyed by the general public unless such third persons are individually
identified by name herein and expressly described as intended beneficiaries of the terms of this
Agreement.
1 43484 PGM PAGE 230F35
OHA IGA COUNTY (13-18 LHD-MAC AGREEMENT FOR DESCHUTES COUNTY) UPDATED: 04.15.13
I
22. Amendments. No amendment, modification or change of terms of this Agreement shall bind
either party unless in writing and signed by both parties and, when required, the Department of
Justice. Such amendment, modification, or change, ifmade, shall be effective only in the specific
instance and for the specific purpose given.
23. Severability. The parties agree that if any term or provision of this Agreement is declared by a
court of competent jurisdiction to be illegal or in conflict with any law, the validity of the
remaining terms and provisions shall not be affected, and the rights and obligations of the parties
shall be construed and enforced as ifthe Agreement did not contain the particular term or provision
held to be invalid.
24. Survival. Sections 1,4,5, 6, 7, 8, 12, 13, 14, 15, 16, 19,21,22, 23, 24, 25, 26, 28,29, 30 and 31 of
this Exhibit B shall survive Agreement expiration or termination as well as those the provisions of
this Agreement that by their context are meant to survive. Agreement expiration or termination
shall not extinguish or prejudice either party's right to enforce this Agreement with respect to any
default by the other party that has not been cured.
25. Notice. Except as otherwise expressly provided in this Agreement, any communications between
the parties hereto or notices to be given hereunder shall be given in writing by personal delivery,
facsimile, or mailing the same, postage prepaid to County or OHA at the address or number set
forth below, or to such other addresses or numbers as either party may indicate pursuant to this
section. Any communication or notice so addressed and mailed shall be effective five days after
mailing. Any communication or notice delivered by facsimile shall be effective on the day the
transmitting machine generates a receipt ofthe successful transmission, iftransmission was during
normal business hours of the recipient, or on the next business day, if transmission was outside
normal business hours of the recipient. To be effective against the other party, any notice
transmitted by facsimile must be confirmed by telephone notice to the other party at number listed
below. Any communication or notice given by personal delivery shall be effective when actually
delivered to the addressee.
OHA: Office of Contracts & Procurement
250 Winter St NE, Room 306
Salem, OR 97301
Telephone: 503-945-5818
Facsimile Number: 503-378-4324
County: As set forth on Page 1 ofthis Agreement
26. Headings. The headings and captions to sections of this Agreement have been inserted for
identification and reference purposes only and shall not be used to construe the meaning or to
interpret this Agreement.
27. Counterparts. This Agreement and any subsequent amendments may be executed in several
counterparts, all of which when taken together shall constitute one agreement binding on all parties,
notwithstanding that all parties are not signatories to the same counterpart. Each copy of this
Agreement and any amendments so executed shall constitute an original.
143484PGM PAGE 24oF3S
OHA IGA COU:-ITY (13·18 LHD-MAC AGREEMENT FOR DESCHUTES COUNTY) UPDATED: 04.IS.13
28. Waiver. The failure of either party to enforce any provision ofthis Agreement shall not constitute a
waiver by that party ofthat or any other provision. No waiver or consent shall be effective unless in
writing and signed by the party against whom it is asserted.
29. Construction. [Reserved]
30. Contribution. If any third party makes any claim or brings any action, suit or proceeding alleging a
tort as now or hereafter defined in ORS 30.260 ("Third Party Claim") against a party (the "Notified
Party") with respect to which the other party ("Other Party") may have liability, the Notified Party
must promptly notify the Other Party in writing of the Third Party Claim and deliver to the Other
Party a copy of the claim, process, and all legal pleadings with respect to the Third Party Claim.
Either party is entitled to participate in the defense of a Third Party Claim, and to defend a Third
Party Claim with counsel of its own choosing. Receipt by the Other Party ofthe notice and copies
required in this paragraph and meaningful opportunity for the Other Party to participate in the
investigation, defense and settlement ofthe Third Party Claim with counsel of its own choosing are
conditions precedent to the Other Party's liability with respect to the Third Party Claim.
With respect to a Third Party Claim for which the State is jointly liable with the County (or would
be if joined in the Third Party Claim ), the State shall contribute to the amount of expenses
(including attorneys' fees),judgments, fines and amounts paid in settlement actually and reasonably
incurred and paid or payable by the County in such proportion as is appropriate to reflect the
relative fault of the State on the one hand and ofthe County on the other hand in connection with
the events which resulted in such expenses, judgments, fines or settlement amounts, as well as any
other relevant equitable considerations. The relative fault of the State on the one hand and of the
County on the other hand shall be determined by reference to, among other things, the parties'
relative intent, knowledge, access to information and opportunity to correct or prevent the
circumstances resulting in such expenses, judgments, fines or settlement amounts. The State's
contribution amount in any instance is capped to the same extent it would have been capped under
Oregon law if the State had sole liability in the proceeding.
With respect to a Third Party Claim for which the County is jointly liable with the State (or would
be if joined in the Third Party Claim), the County shall contribute to the amount of expenses
(including attorneys' fees), judgments, fines and amounts paid in settlement actually and reasonably
incurred and paid or payable by the State in such proportion as is appropriate to reflect the relative
fault ofthe County on the one hand and ofthe State on the other hand in connection with the events
which resulted in such expenses, judgments, fines or settlement amounts, as well as any other
relevant equitable considerations. The relative fault ofthe County on the one hand and ofthe State
on the other hand shall be determined by reference to, among other things, the parties' relative
intent, knowledge, access to information and opportunity to correct or prevent the circumstances
resulting in such expenses, judgments, fines or settlement amounts. The County's contribution
amount in any instance is capped to the same extent it would have been capped under Oregon law if
it had sole liability in the proceeding.
31. Indemnification by Subcontractors. County shall take all reasonable steps to cause its
contractor(s) that are not units of local government as defined in ORS 190.003, if any, to
indemnify, defend, save and hold harmless the State of Oregon and its officers, employees and
agents ("Indemnitee") from and against any and all claims, actions, liabilities, damages, losses, or
143484PGM PAGE 250F35
OHA IGA COUNTY (13-18 LHD-MAC AGREEMENT FOR DESCHUTES COUNTY) UPDATED: 04.15.13
expenses (including attorneys' fees) arising from a tort (as now or hereafter defined in ORS 30.260)
caused, or alleged to be caused, in whole or in part, by the negligent or willful acts or omissions of
County's contractor or any of the officers, agents, employees or subcontractors of the contractor
("Claims"). It is the specific intention of the parties that the Indemnitee shall, in all instances,
except for Claims arising solely from the negligent or willful acts or omissions ofthe Indemnitee,
be indemnified by the contractor from and against any and all Claims.
32. Stop-Work Order. OHA may, at any time, by written notice to the County, require the County to
stop all, or any part ofthe work required by this Agreement for a period of up to 90 days after the
date ofthe notice, or for any further period to which the parties may agree through a duly executed
amendment. Upon receipt of the notice, County shall immediately comply with the Stop-Work
Order terms and take al\ necessary steps to minimize the incurrence of costs allocable to the work
affected by the stop work order notice. Within a period of 90 days after issuance of the written
notice, or within any extension ofthat period to which the parties have agreed, OHA shall either:
a. Cancel or modifY the stop work order by a supplementary written notice; or
b. Terminate the work as permitted by either the Default or the Convenience provisions of
Section II.Termination.lfthe Stop Work Order is canceled, OHA may, after receiving and
evaluating a request by the County, make an adjustment in the time required to complete
this Agreement and the Agreement price by a duly executed amendment.
143484PGM PAGE 26oF35
OHA IGA COllNTY (13-18 LHD-MAC AGREEMENT .'OR DESCHUTES COllNTY) UPDATED: 04.15.13
EXHIBITC
Subcontractor Insurance Requirements
General Requirements. County shall require its first tier contractor(s) that are not units of local
government as defined in ORS 190.003, if any, to: i) obtain insurance specified under TYPES AND
AMOUNTS and meeting the requirements under ADDITIONAL INSURED, "TAIL" COVERAGE,
NOTICE OF CANCELLATION OR CHANGE, and CERTIFICATES OF INSURANCE before the
contractors perform under contracts between County and the contractors (the "Subcontracts"), and ii)
maintain the insurance in full force throughout the duration of the Subcontracts. The insurance must be
provided by insurance companies or entities that are authorized to transact the business of insurance and
issue coverage in the State of Oregon and that are acceptable to OHA. County shall not authorize
contractors to begin work under the Subcontracts until the insurance is in full force. Thereafter, County
shall monitor continued compliance with the insurance requirements on an annual or more frequent basis.
County shall incorporate appropriate provisions in the Subcontracts permitting it to enforce contractor
compliance with the insurance requirements and shall take all reasonable steps to enforce such compliance.
Examples of "reasonable steps" include issuing stop work orders (or the equivalent) until the insurance is in
full force or terminating the Subcontracts as permitted by the Subcontracts, or pursuing legal action to
enforce the insurance requirements. In no event shall County permit a contractor to work under a
Subcontract when the County is aware that the contractor is not in compliance with the insurance
requirements. As used in this section, a "first tier" contractor is a contractor with whom the county directly
enters into a contract. It does not include a subcontractor with whom the contractor enters into a contract.
1. Workers' Compensation. Insurance in compliance with ORS 656.017, which requires all
employers that employ subject workers, as defined in ORS 656.027, to provide workers'
compensation coverage for those workers, unless they meet the requirement for an exemption under
ORS 656.126(2). If contractor is a subject employer, as defined in ORS 656.023, contractor shall
obtain employers' liability insurance coverage limits of not less than $1,000,000.
2. Professional Liability.
D Required by OHA ~Not required by OHA
3. Commercial General Liability.
~Required by OHA D Not required by OHA
Commercial General Liability Insurance covering bodily injury, death, and property damage in
a form and with coverages that are satisfactory to OHA. This insurance shall include personal
injury liability, products and completed operations. Coverage shall be written on an occurrence
form basis, with not less than the following amounts as determined by OHA:
Bodi Iy Injury, Death and Property Damage:
~$4,000,000 per occurrence (for all claimants for claims arising out of a single accident or
occurrence).
143484PGM PAGE270F35
OHA IGA COUNTY (13.IS LHD-MAC AGREEMENT FOR DESCHUTES COUNTY) UPDATED: 04.15.13
4. Automobile Liability Insurance.
D Required by OHA [g] Not required by OHA
5. Additional Insured. The Commercial General Liability insurance and Automobile Liability
insurance must include the State of Oregon, its officers, employees and agents as Additional
Insureds but only with respect to the contractor's activities to be performed under the Subcontract.
Coverage must be primary and non-contributory with any other insurance and self-insurance.
6. "Tail" Coverage. If any ofthe required insurance policies is on a "claims made" basis, such as
professional liability insurance, the contractor shall maintain either "tail" coverage or continuous
"claims made" liability coverage, provided the effective date of the continuous "claims made"
coverage is on or before the effective date of the Subcontract, for a minimum of 24 months
following the later of: (i) the contractor's completion and County's acceptance of all services
required under the Subcontract or, (ii) the expiration of all warranty periods provided under the
Subcontract. Notwithstanding the foregoing 24-month requirement, if the contractor elects to
maintain "tail" coverage and if the maximum time period "tail" coverage reasonably available in
the marketplace is less than the 24-month period described above, then the contractor may request
and OHA may grant approval ofthe maximum "tail" coverage period reasonably available in the
marketplace. If OHA approval is granted, the contractor shall maintain "tail" coverage for the
maximum time period that "tail" coverage is reasonably available in the marketplace.
7. Notice of Cancellation or Change. The contractor or its insurer must provide 30 days' written
notice to County before cancellation of, material change to, potential exhaustion ofaggregate limits
of, or non-renewal of the required insurance coverage(s).
8. Certificate(s) ofInsurance. County shall obtain from the contractor a certificate(s) of insurance
for all required insurance before the contractor performs under the Subcontract. The certificate(s) or
an attached endorsement must specifY: (i) all entities and individuals who are endorsed on the
policy as Additional Insured and (ii) for insurance on a "claims made" basis, the extended reporting
period applicable to "tail" or continuous "claims made" coverage.
143484PG'1 PAGE 28oF35
OHA IGA COUNTY (13.18 LHI)..MAC AGREEMENT FOR DESCHUTES COUNTY) UPDATED: 04.15.13
EXHIBITD
Required Federal Terms and Conditions
General Applicability and Compliance. Unless exempt under 45CFR Part 87 for Faith-Based
Organizations (Federal Register, July 16,2004, Volume 69, #136), or other federal provisions, County
shall comply and, as indicated, require all subcontractors to comply with the following federal
requirements to the extent that they are applicable to this Agreement, to County, or to the Work, or to any
combination of the foregoing. For purposes ofthis Agreement, all references to federal and state laws are
references to federal and state laws as they may be amended from time to time.
1. Miscellaneous Federal Provisions. County shall comply and require all subcontractors to comply
with all federal laws, regulations, and executive orders applicable to the Agreement or to the
delivery of Work. Without limiting the generality of the foregoing, County expressly agrees to
comply and require all subcontractors to comply with the following laws, regulations and executive
orders to the extent they are applicable to the Agreement: (a) Title VI and VII ofthe Civil Rights
Act of 1964, as amended, (b) Sections 503 and 504 ofthe Rehabilitation Act of 1973, as amended,
(c) the Americans with Disabilities Act of 1990, as amended, (d) Executive Order 11246, as
amended, (e) the Health Insurance Portability and Accountability Act of 1996, as amended, (f) the
Age Discrimination in Employment Act of 1967, as amended, and the Age Discrimination Act of
1975, as amended, (g) the Vietnam Era Veterans' Readjustment Assistance Act of 1974, as
amended, (h) all regulations and administrative rules established pursuant to the foregoing laws, (i)
all other applicable requirements of federal civil rights and rehabilitation statutes, rules and
regulations, and 0) all federal law governing operation of Community Mental Health Programs,
including without limitation, all federal laws requiring reporting of client abuse. These laws,
regulations and executive orders are incorporated by reference herein to the extent that they are
applicable to the Agreement and required by law to be so incorporated. No federal funds may be
used to provide Work in violation of 42 U.S.C. 14402.
2. Equal Employment Opportunity. If this Agreement, including amendments, is for more than
$10,000, then County shall comply and require all subcontractors to comply with Executive Order
11246, entitled "Equal Employment Opportunity," as amended by Executive Order 11375, and as
supplemented in Department of Labor regulations (41 CFR Part 60).
3. Clean Air, Clean Water, EPA Regulations. Ifthis Agreement, including amendments, exceeds
$100,000 then County shall comply and require all subcontractors to comply with all applicable
standards, orders, or req uirements issued under Section 306 ofthe Clean Air Act (42 U .S.c. 7606),
the Federal Water Pollution Control Act as amended (commonly known as the Clean Water Act)
(33 U.S.C. 1251 to 1387), specifically including, but not limited to Section 508 (33 U.S.c. 1368),
Executive Order 11738, and Environmental Protection Agency regulations (2 CFR Part 1532),
which prohibit the use under non-exempt Federal contracts, grants or loans offacilities included on
the EPA List of Violating Facilities. Violations shall be reported to OHA, United States
Department of Health and Human Services and the appropriate Regional Office of the
Environmental Protection Agency. County shall include and require all subcontractors to include in
all contracts with subcontractors receiving more than $100,000, language requiring the
subcontractor to comply with the federal laws identified in this section.
143484PGM PAGE 290F 35
OHA IGA COUNTY (13-18 LHD-MAC AGREE!\IIENT FOR DESCHUTES COUNTY) UPDATED: 04.15.13
4. Energy Efficiency. County shall comply and require all subcontractors to comply with applicable
mandatory standards and policies relating to energy efficiency that are contained in the Oregon
energy conservation plan issued in compliance with the Energy Policy and Conservation Act U .s.c.
6201 et.seq. (Pub. L. 94-163).
5. Truth in Lobbying. By signing this Agreement, the County certifies, to the best of the County's
knowledge and belief that:
a. No federal appropriated funds have been paid or will be paid, by or on behalfofCounty, to
any person for influencing or attempting to influence an officer or employee ofan agency, a
Member of Congress, an officer or employee of Congress, or an employee ofa Member of
Congress in connection with the awarding ofany federal contract, the making ofany federal
grant, the making of any federal loan, the entering into of any cooperative agreement, and
the extension, continuation, renewal, amendment or modification of any federal contract,
grant, loan or cooperative agreement.
b. If any funds other than federal appropriated funds have been paid or will be paid to any
person for influencing or attempting to influence an officer or employee of any agency, a
Member ofCongress, an officer or employee ofCongress, or an employee ofa Member of
Congress in connection with this federal contract, grant, loan or cooperative agreement, the
County shall complete and submit Standard Form LLL, "Disclosure Form to Report
Lobbying" in accordance with its instructions.
c. The County shall require that the language of this certification be included in the award
documents for all subawards at all tiers (including subcontracts, subgrants, and contracts
under grants, loans, and cooperative agreements) and that all subrecipients and
subcontractors shall certifY and disclose accordingly.
d. This certification is a material representation of fact upon which reliance was placed when
this Agreement was made or entered into. Submission ofthis certification is a prerequisite
for making or entering into this Agreement imposed by section 1352, Title 31 ofthe U.S.
Code. Any person who fails to file the required certification shall be subject to a civil
penalty of not less than $10,000 and not more than $100,000 for each such failure.
e. No part of any federal funds paid to County under this Agreement shall be used other than
for normal and recognized executive legislative relationships, for publicity or propaganda
purposes, for the preparation, distribution, or use ofany kit, pamphlet, booklet, publ ication,
electronic communication, radio, television, or video presentation designed to support or
defeat the enactment of legislation before the United States Congress or any State or local
legislature itself, or designed to support or defeat any proposed or pending regulation,
administrative action, or order issued by the executive branch of any State or local
government itself.
f. No part ofany federal funds paid to County under this Agreement shall be used to pay the
salary or expenses of any grant or contract recipient, or agent acting for such recipient,
related to any activity designed to influence the enactment of legislation, appropriations,
143484PGM PAGE300F35
OHA IGA COUNTY (13.18 LHJ)..MAC AGREEMENT FOR DESCHUTES COUNTY) UPDATED: 04.15.13
regulation, administrative action, or Executive order proposed or pending before the United
States Congress or any State government, State legislature or local legislature or legislative
body, other than for normal and recognized executive-legislative relationships or
participation by an agency or officer ofa State, local or tribal government in policymaking
and administrative processes within the executive branch of that government.
g. The prohibitions in subsections (e) and (f) of this section shall include any activity to
advocate or promote any proposed, pending or future Federal, State or local tax increase, or
any proposed, pending, or future requirement or restriction an any legal consumer product,
including its sale or marketing, including but not limited to the advocacy or promotion of
gun control.
h. No part of any federal funds paid to County under this Agreement may be used for any
activity that promotes the legalization ofany drug or other substance included in schedule I
of the schedules of controlled substances established under section 202 ofthe Controlled
Substances Act except for normal and recognized executive congressional communications.
This limitation shall not apply when there is significant medical evidence of a therapeutic
advantage to the use of such drug or other substance of that federally sponsored clinical
trials are being conducted to determine therapeutic advantage.
6. HIP AA Compliance. OHA is a Covered Entity with respect to its healthcare components as
described in OAR 943-014-0015 for purposes of the Health Insurance Portability and
Accountability Act and the federal regulations implementing the Act (collectively referred to as
HIPAA), and OAR 125-055-0100 through OAR 125-055-0130. OHA must comply with HIPAA to
the extent that any Work or obligations of OHA arising under this Agreement are covered by
HIP AA. County shall determine if County will have access to, or create any protected health
information in the performance of any Work or other obligations under this Agreement. To the
extent that County will have access to, or create any protected health information to perform
functions, activities, or services for, or on behalf of, a healthcare component of OHA in the
performance of any Work required by this Agreement, County shall comply and cause all
subcontractors to comply with OAR 125-055-0100 through OAR 125-055-0130 and the following:
a. Privacy and Security of Individually Identifiable Health Information. Individually
Identifiable Health Information about specific individuals is confidential. Individually
Identifiable Health Information relating to specific individuals may be exchanged between
County and OHA for purposes directly related to the provision ofservices to Clients which
are funded in whole or in part under this Agreement. To the extent that County is
performing functions, activities, or services for, or on behalf of, a healthcare component of
OHA in the performance ofany Work required by this Agreement, County shall not use or
disclose any Individually Identifiable Health Information about specific individuals in a
manner that would violate OHA Privacy Rules, OAR 943-014-0000 et. seq., or OHA
Notice of Privacy Practices. A copy of the most recent OHA Notice of Privacy Practices
may be obtained by contacting OHA or by looking up form number 2090 on the OHA web
site at https:llapps.state.or.us/cfl/FORMS/.
b. Data Transactions Systems. IfCounty intends to exchange electronic data transactions with
a health care component ofOHA in connection with claims or encounter data, eligibility or
143484PGM PAGE 31 OF 35
OHA IGA COUNTY (13-18 LHD-MAC AGREEMENT FOR DESCHUTES COUNTY) UPDATED: 04.15.13
enrollment infonnation, authorizations or other electronic transaction, County shall execute
an EDI Trading Partner Agreement with OHA and shall comply with OHA EDI Rules.
c. Consultation and Testing. IfCounty reasonably believes that the County's or OHA's data
transactions system or other application ofHIPAA privacy or security compliance policy
may result in a violation ofHIPAA requirements, County shall promptly consult the OHA
Infonnation Security Office. County or OHA may initiate a request for testing ofHIPAA
transaction requirements, subject to available resources and the OHA testing schedule.
7. Resource Conservation and Recovery. County shall comply and require all subcontractors to
comply with all mandatory standards and policies that relate to resource conservation and recovery
pursuant to the Resource Conservation and Recovery Act (codified at 42 U.S.C. 6901 et. seq.).
Section 6002 of that Act (codified at 42 U.S.C. 6962) requires that preference be given in
procurement programs to the purchase ofspecific products containing recycled materials identified
in guidelines developed by the Environmental Protection Agency. Current guidelines are set forth
in 40 CFR Part 247.
8. Audits.
a. County shall comply, and require any subcontractor to comply, with applicable audit
requirements and responsibilities set forth in this Agreement and applicable state or federal
law.
b. Sub-recipients shall also comply with applicable Code of Federal Regulations (CFR) and
OMB Circulars governing expenditure offederal funds including, but not limited, to OMB
A-I33 Audits of States, Local Governments and Non-Profit Organizations.
9. Debarment and Suspension. County shall not permit any person or entity to be a subcontractor if
the person or entity is listed on the non-procurement portion of the General Service
Administration's "List of Parties Excluded from Federal Procurement or Non-procurement
Programs" in accordance with Executive Orders No. 12549 and No. 12689, "Debannent and
Suspension". (See 2 CFR Part 180.) This list contains the names of parties debarred, suspended, or
otherwise excluded by agencies, and contractors declared ineligible under statutory authority other
than Executive Order No. 12549. Subcontractors with awards that exceed the simplified acquisition
threshold shall provide the required certification regarding their exclusion status and that oftheir
principals prior to award.
10. Drug-Free Workplace. County shall comply and require all subcontractors to comply with the
following provisions to maintain a drug-free workplace: (i) County certifies that it will provide a
drug-free workplace by publishing a statement notifYing its employees that the unlawful
manufacture, distribution, dispensation, possession or use ofa controlled substance, except as may
be present in lawfully prescribed or over-the-counter medications, is prohibited in County's
workplace or while providing services to OHA clients. County's notice shall specifY the actions that
will be taken by County against its employees for violation of such prohibitions; (ii) Establish a
drug-free awareness program to infonn its employees about: The dangers of drug abuse in the
workplace, County's policy of maintaining a drug-free workplace, any available drug counseling,
rehabilitation, and employee assistance programs, and the penalties that may be imposed upon
143484PGM PAGE 32 OF 35
OHA IGA COUNTY (13-18 LHD-MAC AGREEMENT FOR DESCHUTES COUNTY) UPDATED: 04.15.13
employees for drug abuse violations; (iii) Provide each employee to be engaged in the performance
of services under this Agreement a copy of the statement mentioned in paragraph (i) above; (iv)
NotifY each employee in the statement required by paragraph (i) above that, as a condition of
employment to provide services under this Agreement, the employee will: abide by the terms ofthe
statement, and notifY the employer ofany criminal drug statute conviction for a violation occurring
in the workplace no later than five (5) days after such conviction; (v) NotifY OHA within ten (10)
days after receiving notice under subparagraph (iv) above from an employee or otherwise receiving
actual notice of such conviction; (vi) Impose a sanction on, or require the satisfactory participation
in a drug abuse assistance or rehabilitation program by any employee who is so convicted as
required by Section 5154 ofthe Drug-Free Workplace Act of 1988; (vii) Make a good-faith effort
to continue a drug-free workplace through implementation ofsubparagraphs (i) through (vi) above;
(viii) Require any subcontractor to comply with subparagraphs (i) through (vii) above; (ix) Neither
County, or any ofCounty's employees, officers, agents or subcontractors may provide any service
required under this Agreement while under the influence ofdrugs. For purposes ofthis provision,
"under the influence" means: observed abnormal behavior or impairments in mental or physical
performance leading a reasonable person to believe the County or County's employee, officer, agent
or subcontractor has used a controlled substance, prescription or non-prescription medication that
impairs the County or County's employee, officer, agent or subcontractor's performance ofessential
job function or creates a direct threat to OHA clients or others. Examples of abnormal behavior
include, but are not limited to: hallucinations, paranoia or violent outbursts. Examples of
impairments in physical or mental performance include, but are not limited to: slurred speech,
difficulty walking or performingjob activities; and (x) Violation ofany provision ofthis subsection
may result in termination ofthis Agreement.
11. Pro-Children Act. County shall comply and require all subcontractors to comply with the Pro
Children Act of 1994 (codified at 20 U.S.c. section 6081 et. seq.).
12. Medicaid Services. County shall comply with all applicable federal and state laws and regulation
pertaining to the provision of Medicaid Services under the Medicaid Act, Title XIX, 42 U.S.C.
Section 1396 et. seq., including without limitation:
a. Keep such records as are necessary to fully disclose the extent ofthe services provided to
individuals receiving Medicaid assistance and shall furnish such information to any state or
federal agency responsible for administering the Medicaid program regarding any payments
claimed by such person or institution for providing Medicaid Services as the state or federal
agency may from time to time request. 42 U.S.C. Section 1396a(a)(27); 42 CFR
43 1. 107(b)(1) & (2).
b. Comply with all disclosure requirements of 42 CFR 1002.3(a) and 42 CFR 455 Subpart
(B).
c. Maintain written notices and procedures respecting advance directives in compliance with
42 U.S.c. Section 1396(a)(57) and (w), 42 CFR 431.1 07(b)( 4), and 42 CFR 489 subpart L
d. CertifY when submitting any claim for the provision of Medicaid Services that the
information submitted is true, accurate and complete. County shall acknowledge County's
understanding that payment of the claim will be from federal and state funds and that any
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falsification or concealment of a material fact may be prosecuted under federal and state
laws.
e. Entities receiving $5 million or more annually (under this Agreement and any other
Medicaid Agreement) for furnishing Medicaid health care items or services shall, as a
condition of receiving such payments, adopt written fraud, waste and abuse policies and
procedures and inform employees, contractors and agents about the policies and procedures
in compliance with Section 6032 of the Deficit Reduction Act of 2005, 42 U.S.C. §
1396a(a)(68).
13. Agency-based Voter Registration. If applicable, County shall comply with the Agency-based
Voter Registration sections of the National Voter Registration Act of 1993 that require voter
registration opportunities be offered where an individual may apply for or receive an application for
public assistance.
14. Disclosu reo
a. 42 CFR 455.104 requires the State Medicaid agency to obtain the following information
from any provider of Medicaid or CHIP services, including fiscal agents of providers and
managed care entities: (1) the name and address (including the primary business address,
every business location and P.O. Box address) of any person (individual or corporation)
with an ownership or control interest in the provider, fiscal agent or managed care entity;
(2) in the case ofan individual, the date of birth and Social Security Number, or, in the case
of a corporation, the tax identification number of the entity, with an ownership interest in
the provider, fiscal agent or managed care entity or of any subcontractor in which the
provider, fiscal agent or managed care entity has a 5% or more interest; (3) whether the
person (individual or corporation) with an ownership or control interest in the provider,
fiscal agent or managed care entity is related to another person with ownership or control
interest in the provider, fiscal agent or managed care entity as a spouse, parent, child or
sibling, or whether the person (individual or corporation) with an ownership or control
interest in any subcontractor in which the provider, fiscal agent or managed care entity has a
5% or more interest is related to another person with ownership or control interest in the
provider, fiscal agent or managed care entity as a spouse, parent, child or sibling; (4) the
name of any other provider, fiscal agent or managed care entity in which an owner ofthe
provider, fiscal agent or managed care entity has an ownership or control interest; and, (5)
the name, address, date of birth and Social Security Number of any managing employee of
the provider, fiscal agent or managed care entity.
b. 42 CFR 455.434 requires as a condition of enrollment as a Medicaid or CHIP provider, to
consent to criminal background checks, including fingerprinting when required to do so
under state law, or by the category of the provider based on risk of fraud, waste and abuse
under federal law.
c. As such, a provider must disclose any person with a 5% or greater direct or indirect
ownership interest in the provider whom has been convicted ofa criminal offense related to
that person's involvement with the Medicare, Medicaid, or title XXI program in the last 10
years.
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d. County shall make the disclosures required by this Section 14. to OHA. OHA reserves the
right to take such action required by law, or where OHA has discretion, it deems
appropriate, based on the information received (or the failure to receive information) from
the provider, fiscal agent or managed care entity.
15. Federal Intellectual Property Rights Notice. The federal funding agency, as the awarding agency
ofthe funds used, at least in part, for the Work under this Agreement, may have certain rights as set
forth in the federal requirements pertinent to these funds. For purposes ofthis subsection, the terms
"grant" and "award" refer to funding issued by the federal funding agency to the State ofOregon.
The County agrees that it has been provided the following notice:
The federal funding agency reserves a royalty-free, nonexclusive and irrevocable right to reproduce,
publish, or otherwise use the Work, and to authorize others to do so, for Federal Government
purposes with respect to:
a. The copyright in any Work developed under a grant, subgrant or agreement under a grant or
subgrant; and
b. Any rights of copyright to which a grantee, sub grantee or a county purchases ownership
with grant support.
The parties are subject to applicable federal regulations governing patents and inventions, including
government-wide regulations issued by the Department ofCommerce at 37 CFR part 401, "Rights
to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government
Grants, Contracts and Cooperative Agreements."
The parties are subject to applicable requirements and regulations of the federal funding agency
regarding rights in data first produced under a grant, subgrant or agreement under a grant or
subgrant.
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