HomeMy WebLinkAboutDoc 389 - Svcs Agrmt - Mental HealthDeschutes County Board of Commissioners
1300 NWWall 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 14, 2011
Please see directions for completing this document on the next page.
DATE: September 6,2011
FROM: Nancy England, Contract Specialist Phone: 322-7516
Health Services--Behavioral Health Division
TITLE OF AGENDA ITEM:
Consideration of Board Signature of Document #2011-389, personal services contract
between Marc Williams, M.D. and Deschutes County Health Services.
PUBLIC HEARING ON THIS DATE? No
BACKGROUND AND POLICY IMPLICATIONS:
Marc Williams, M.D., provides mental health services to persons diagnosed with serious
mental health illness, or other mental or emotional disturbance posing a danger to the
health and safety of themselves or others. These services include providing psychiatric
assessments, medication prescribing and medication management, and provision of group
and individual therapy for qualifying individuals. Services shall be provided and
documented in a legible manner consistent with professional and community standards of
care.
Subject to availability of funds, County will provide monthly payments to Dr. Williams upon
receipt of payment from the Oregon Health Authority. County will pay Dr. Williams on a
fee-for-service basis. Dr. Williams will pay a monthly rent of $500 in return for the County
providing the office and meeting space, use of a computer, phone, e-mail and any other
general office supplies required to carry out the terms of the contract.
FISCAL IMPLICATIONS:
Maximum compensation of $230,000.
RECOMMENDATION & ACTION REQUESTED:
Behavioral Health requests approval.
ATTENDANCE: Lori Hill, Program Manager
DISTRIBUTION OF DOCUMENTS:
An executed copies to:
Nancy England, Contract SpeCialist, Health Services
DESCHUTES COUNTY DOCUMENT SUMMARY
(NOTE: This form is required to be submitted with ALL contrads 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 Diredor. 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 directJy to Legal Counsel, the County Administrator or the Commissioners. In
addition to submitting this form with your documents, please submit this form eledronically to
the Board Secretary.)
Please complete all sections above the Official Review line.
Date: I July 29, 2011 I
Department: I Health Services, Behavioral Health I
ContractorlSupplier/Consultant Name: I Marc Williams, M. D.
Contractor Contact: I Dr. Williams I Contractor Phone #: I 541-322-7572
Type of Document: Personal Services Contrad
Goods and/or Services: Marc Williams, M.D. provides mental health to persons diagnosed
with serious mental health illness, or other mental or emotional disturbance posing a danger to
the health and safety of themselves or others.
Background & History: Dr. Marc Williams will provide behavioral health services as a
Licensed Medical Practitioner and will serve as Medical Director of Deschutes County
Behavioral Health Program. These services include psychiatric assessments, medication
prescribing and medication management, and provision of group and individual therapy for
qualifying individuals. Medical services will be provided and documented in a legible manner
consistent with professional and community standards of care.
Subject to availability of funds, County will provide monthly payments to Dr. Williams upon
receipt of payment from the Oregon Health Authority. County will pay Dr. Williams on a fee-for
service basis. Dr. Williams will pay a monthly rent of $500 in return for the County providing the
office and meeting space, use of a computer, phone, e-mail and any other general office
supplies required to carry out the terms of the contract.
Agreement Starting Date: 1 July 1, 2011 I Ending Date: I June 30, 2012
Annual Value or Total Payment: I Maximum compensation is $230,000 I
Check all that apply:
D RFP, Solicitation or Bid Process
D Informal quotes (<$150K)
[8l Exempt from RFP, Solicitation or Bid Process (specify -see DCC §2.37)
81112011
Funding Source: (Included in current budget? ~ Yes 0 No
If No, has budget amendment been submitted? 0 Yes No
Is this a Grant Agreement providing revenue to the County? Yes ~ No
Special conditions attached to this grant:
Deadlines for reporting to the grantor:
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: 0 Yes 0 No
Contact information for the person responsible for grant compliance: Name:
Phone#:
Departmental Contact and Title: Nancy England, Contract Specialist i
Phone #: lJHj-322-7516 ~i
Department Director Approval: ___~......,~_____...:::'D::;;.....:..l....,:.\..:...\___
S(gte Date
Distribution of Document: Return both originals to Nancy England, Behavioral Health
Department.
Official Review:
County Signature Required (check one): ~BOCC 0 Department Director (if <$25K)
o Administrator (if >$25K but <$150K; if >$150K, BOCC Order No. )
Legal Review~!t. ~ Date 1-1" II
Document Number =20;::;..1.:...:1'--'-3:;.;:8:;.;:9'--____
ilL ~fo frv'l-.ie ~rf Ju-fo.wt,~ l;'jH/il4<~.
~
REVIEWED
LEGAL COUNSEL
For Recording Stamp Only
DESCHUTES COUNTY SERVICES CONTRACT
CONTRACT NO. 2011-389
This Contract is made and entered into by and between Deschutes County Health Services, a political subdivision of the
State of Oregon, 2577 NE Courtney Drive, Bend, OR 97701, hereinafter referred to as "County", and Marc V. Williams,
M.D., 30n f>llAI GeleRiill Cr., Deilet, OR 97701, hereinafter referred to as "Contractor". The parties agree as follows:
(jtw) I" fS NkJ Qu.ih.c,"1 A~
Effective Date and Termination Date. The effective date of this Contract shall be July 1, 2011 or the date, on which each
party has signed this Contract, whichever is later. Unless extended or terminated earlier in accordance with its terms, this
Contract shall terminate when County accepts Contractor's completed performance or on June 30,2012, whichever date
occurs last. Contract termination shall not extinguish or prejudice County's right to enforce this Contract with respect to any
default by Contractor that has not been cured. This Contract may be renewed or extended only upon written agreement of the
parties.
Statement of Work. Contractor shall perform the work described in Exhibit 1.
Payment for Work. County agrees to pay Contractor in accordance with Exhibit 1.
Contract Documents. This Contract includes Page 1-11 and Exhibits 1,2, 3,4, 5,6 and 7.
CONTRACTOR DATA AND SIGNATURE
Contractor Address: 3073 NW Colonial Dr., Bend, OR 97701
Federal Tax 10# or Social Security #: ***-**-7768
Is Contractor a nonresident alien? DYes ~No
Business Designation (check one): ~Sole Proprietorship Partnership
D Corporation-for profit D Corporation-non-profit Other, describe: LLC
A Federal tax 10 number or Social Security number is required to be provided by the Contractor and shall be used for the
administration of state, federal and local tax laws. Payment information shall be reported to the Internal Revenue Service
under the name and Federal tax 10 number or, if none, the Social Security number provided above.
I have read this Contract including the attached Exhibits. I understand this Contract and agree to be bound by its
terms. NOTE: Contractor shall also sign Exhibits 3 and 4 and, if applicable, Exhibit 6 and 7.
Title~lli
Name (please print) Date
DESCHUTES COUNTY SIGNATURE
Contracts with a maximum consideration of not greater than $25,000 are not valid and not binding on the County until
signed by the appropriate Deschutes County Department Head. Additionally, Contracts with a maximum consideration
greater than $25,000 but less than $150,000 are not valid and not binding on the County until signed by the County
Administrator or the Board of County Commissioners.
Dated this of , 2011 Dated this of , 2011
TAMMY BANEY, Chair
ANTHONY DEBONE, Vice Chair
Scott Johnson, Director
ALAN UNGER, Commissioner
Page 1 of 12-Behavioral Health -Personal Services Contract No. 2011-389
DC - 2 a11 - 3 89
STANDARD TERMS AND CONDITIONS
1. Time is of the Essence. Contractor agrees that time is of the essence in the performance of this Contract.
2. Compensation. Payment for all work performed under this Contract shall be made in the amounts and manner set
forth in Exhibit 1.
a. Payments shall be made to Contractor following County's review and approval of billings and deliverables
submitted by Contractor.
b. All Contractor billings are subject to the maximum compensation amount of this Contract
c. Contractor shall not submit billings for, and County shall not pay, any amount in excess of the maximum
compensation amount of this Contract, including any reimbursable expenses, (See Exhibit 5).
1) If the maximum compensation amount is increased by amendment to this Contract, the amendment shall be
signed by both parties and fully executed before Contractor performs work subject to the amendment.
2) No payment shall be made for any services performed before the beginning date or after the expiration date of
this Contract.
d. This Contract shall not be amended after the expiration date.
e. Unless otherwise specifically provided in Exhibit 5, Contractor shall submit monthly invoices for work performed.
The invoices shall describe all work performed with particularity and by whom it was performed and shall itemize
and explain all expenses for which reimbursement is claimed.
f. The invoices also shall include the total amount invoiced to date by Contractor prior to the current invoice.
g. Prior to approval or payment of any billing, County may require and Contractor shall provide any information which
County deems necessary to verify work has been properly performed in accordance with the Contract
h. Contractor shall not expend funds on the delivery of a service in excess of the amount reasonable and necessary to
provide quality service. Funds may only be used for the delivery of the service or services set out in this paragraph
unless written permiSSion is granted to use the funds for other services in accordance with this Contract. Funds for
Alcohol and Drug Abuse Services may not be used for: (1) inpatient hospital services; (2) cash payments to intended
recipients of health services; (3) to purchase or improve land, to purchase, construct or permanently improve (other
than minor remodeling) any building or other facility or to purchase major medical equipment; (4) to satisfy any
requirement for expenditure of non-federal funds as a condition for receipt of federal funds (whether the federal funds
are to be paid under this Contract; (5) to provide financial assistance to any entity other than a public or non-profit
entity; (6) to carry out any program prohibited by section 245(b) of the Health Omnibus Programs Extension Act of
1988 (codified at 42 USC 300ee(5); and (7) expend amounts in excess of allowable costs under federal OMB Circular
A-133.
i. Contractor shall submit the final monthly expenditure report under this Contract no later than thirty (30) days following
the end of the fiscal year. Fiscal year shall be based on the period July 1 through June 30.
j. Expenditures of Contractor may be charged to this Contract only if they: (1) are in payment for services performed
under this Contract; (2) conform to applicable State and Federal regulations and statutes; (3) are in payment of an
obligation incurred during the period of this Contract; and (4) are not in excess of 100% of program costs. Any County
funds spent for purposes not authorized by this Contract shall be deducted from payments or refunded to County, at
County's option. Payments by County in excess of authorized actual expenditures shall be deducted from payment or
refunded to County no later than thirty (30) days after the expiration of this Contract. If Contractor fails to provide an
acceptable audit performed by a certified public accountant for federal funds received under this Contract, or if federal
authorities demand the repayment of federal funds received under this Contract, County may recover all federal funds
paid under this Contract, unless a smaller amount is disallowed or demanded. If Department disallows or requests
repayment for any funds paid under this Contract due to Contractors' acts or omissions, Contractor shall make
payment to the County of the amount disallowed or requested. In the event that the Department determines that
County is responsible for the repayment of any funds owed to the Department by Contractor, Contractor agrees to
make such payment within ten (10) days of notification by County or the Department of said determination by the
Department.
k. In the event that a statutorily required operating license or letter of approval is not extended or suspended, County's
obligation to provide reimbursement for services or program expenses hereunder related to services rendered without
the necessary license or approval will cease on the date of termination of this Contract (whether in whole or in part) or
the date of expiration or suspension of the license or letter of approval, whichever date is earlier.
3. Delegation, Subcontracts and Assignment. Contractor shall not delegate or subcontract any of the work required by
this Contract or assign or transfer any of its interest in this Contract, without the prior written consent of County.
a. Any delegation, subcontract, assignment, or transfer without prior written consent of County shall constitute a
material breach of this Contract.
Page 2 of 12 -Behavioral Health -Personal Services Contract No. 2011-389
b. Any such assignment or transfer, if approved, is subject to such conditions and provisions as the County may
deem necessary.
c. No approval by the County of any assignment or transfer of interest shall be deemed to create any obligation of
the County to increase rates of payment or maximum Contract consideration.
d. Prior written approval shall not be required for the purchase by the Contractor of articles, supplies and services
which are incidental to the provision of services under this Contract that are necessary for the performance of the
work.
e. Any subcontracts that the County may authorize shall contain all requirements of this Contract, and unless
otherwise specified by the County the Contractor shall be responsible for the performance of the subcontractor.
4. No Third Party Beneficiaries.
a. County and Contractor are the only parties to this Contract and are the only parties entitled to enforce its terms.
b. Nothing in this Contract gives or provides any benefit or right, whether directly, indirectly, or otherwise, to third
persons unless such third persons are individually identified by name in this Contract and expressly described as
intended beneficiaries of this Contract.
5. Successors in Interest. The provisions of this Contract shall be binding upon and inure to the benefit of the parties
and their successors and approved assigns, if any.
6. Early Termination. This Contract may be terminated as follows:
a. Mutual Consent. County and Contractor, by mutual written agreement, may terminate this Contract at any time.
b. Party's Convenience. County or Contractor may terminate this Contract for any reason upon 30 calendar days
written notice to the other party.
c. For Cause. County may also terminate this Contract effective upon delivery of written notice to the Contractor, or
at such later date as may be established by the County, under any of the following conditions:
1) If funding from state or other sources is not obtained and continued at levels sufficient to allow for the
purchase of the indicated quantity of services as required in this Contract.
2) This Contract may be modified to accommodate the change in available funds.
3) If state laws, regulations or guidelines are modified, changed or interpreted in such a way that the services are
no longer allowable or appropriate for purchase under this Contract or are no longer eligible for the funding
proposed for payments authorized by this Contract.
4) In the event sufficient funds shall not be appropriated for the payment of consideration required to be paid
under this Contract, and if County has no funds legally available for consideration from other sources.
5) If any license or certificate required by law or regulation to be held by the Contractor to provide the services
required by this Contract is for any reason denied, revoked, suspended, not renewed or changed in such a
way that the Contractor no longer meets requirements for such license or certificate.
d. Contractor Default or Breach. The County, by written notice to the Contractor, may immediately terminate the
whole or any part of this Contract under any of the following conditions:
1) If the Contractor fails to provide services called for by this Contract within the time specified or any extension
thereof.
2) If the Contractor fails to perform any of the other requirements of this Contract or so fails to pursue the work
so as to endanger performance of this Contract in accordance with its terms, and after receipt of written notice
from the County specifying such failure, the Contractor fails to correct such failure within 10 calendar days or
such other period as the County may authorize.
3) Contractor institutes or has instituted against it insolvency, receivership or bankruptcy proceedings, makes an
assignment for the benefit of creditors, or ceases doing business on a regular basis.
e. County Default or Breach.
1) Contractor may terminate this Contract in the event of a breach of this Contract by the County. Prior to such
termination, the Contractor shall give to the County written notice of the breach and intent to terminate.
2) If the County has not entirely cured the breach within ten (10) calendar days of the date of the notice, then the
Contractor may terminate this Contract at any time thereafter by giving notice of termination.
7. Payment on Early Termination. Upon termination pursuant to paragraph 6, payment shall be made as follows:
a. If terminated under subparagraphs 6 a. through c. of this Contract, the County shall pay Contractor for work
performed prior to the termination date if such work was performed in accordance with the Contract. Provided
however, County shall not pay Contractor for any obligations or liabilities incurred by Contractor after Contractor
receives written notice of termination.
Page 3 of 12 -Behavioral Health -Personal Services Contract No. 2011-389
b. If this Contract is terminated under subparagraph 6 d. of this Contract, County obligations shall be limited to
payment for services provided in accordance with this Contract prior to the date of termination, less any damages
suffered by the County.
c. If terminated under subparagraph 6 e of this Contract by the Contractor due to a breach by the County, then the
County shall pay the Contractor for work performed prior to the termination date if such work was performed in
accordance with the Contract:
1) with respect to services compensable on an hourly basis, for unpaid invoices, hours worked within any limits
set forth in this Contract but not yet billed, authorized expenses incurred if payable according to this Contract
and interest within the limits set forth under ORS 293.462, and
2) with respect to deliverable-based Work, the sum designated for completing the deliverable multiplied by the
percentage of Work completed and accepted by County, less previous amounts paid and any claim(s) that
County has against Contractor.
3) Subject to the limitations under paragraph 8 of this Contract.
8. Remedies. In the event of breach of this Contract the parties shall have the following remedies:
a. Termination under subparagraphs 6 a. through c. of this Contract shall be without prejudice to any obligations or
liabilities of either party already reasonably incurred prior to such termination.
1) Contractor may not incur obligations or liabilities after Contractor receives written notice of termination.
2) Additionally, neither party shall be liable for any indirect, incidental, consequential or special damages under
this Contract or for any damages of any sort arising solely from the termination of this Contract in accordance
with its terms.
b. If terminated under subparagraph 6 d. of this Contract by the County due to a breach by the Contractor, County
may pursue any remedies available at law or in equity.
1) Such remedies may include, but are not limited to, termination of this Contract, return of all or a portion of this
Contract amount, payment of interest earned on this Contract amount, and declaration of ineligibility for the
receipt of future contract awards.
2) Additionally, County may complete the work either by itself, by agreement with another Contractor, or by a
combination thereof. If the cost of completing the work exceeds the remaining unpaid balance of the total
compensation provided under this Contract, then the Contractor shall be liable to the County for the amount of
the reasonable excess.
c. If amounts previously paid to Contractor exceed the amount due to Contractor under this Contract, Contractor
shall repay any excess to County upon demand.
d. Neither County nor Contractor shall be held responsible for delay or default caused by fire, civil unrest, labor
unrest, riot, acts of God, or war where such cause was beyond reasonable control of County or Contractor,
respectively; however, Contractor shall make all reasonable efforts to remove or eliminate such a cause of delay
or default and shall, upon the cessation of the cause, diligently pursue performance of its obligations under this
Contract. For any delay in performance as a result of the events described in this subparagraph, Contractor shall
be entitled to additional reasonable time for performance that shall be set forth in an amendment to this Contract.
e. The passage of this Contract expiration date shall not extinguish or prejudice the County's or Contractor's right to
enforce this Contract with respect to any default or defect in performance that has not been cured.
f. County's remedies are cumulative to the extent the remedies are not inconsistent, and County may pursue any
remedy or remedies singly, collectively, successively or in any order whatsoever.
g. Differences between a Contractor and County, or between contractors, will be resolved when possible at appropriate
management levels, followed by consultation between boards, if necessary. County's Director will have ultimate
responsibility for resolution of disagreements among subcontract agencies.
9. Contractor's Tender upon Termination. Upon receiving a notice of termination of this Contract, Contractor shall
immediately cease all activities under this Contract unless County expressly directs otherwise in such notice of
termination.
a. Upon termination of this Contract, Contractor shall deliver to County all documents, information, works-in-progress
and other property that are or would be deliverables had this Contract been completed.
b. Upon County's request, Contractor shall surrender to anyone County designates, all documents, research, objects
or other tangible things needed to complete the work.
10. Work Standard.
a. Contractor shall be solely responsible for and shall have control over the means, methods, techniques, sequences
and procedures of performing the work, subject to the plans and specifications under this Contract and shall be
Page 4 of 12 -Behavioral Health -Personal Services Contract No. 2011-389
solely responsible for the errors and omissions of its employees, subcontractors and agents.
b. For goods and services to be provided under this Contract, Contractor agrees to:
1) perform the work in a good, workmanlike, and timely manner using the schedule, materials, plans and
specifications approved by County;
2) comply with all applicable legal requirements;
3) comply with all programs, directives, and instructions of County relating to safety, storage of equipment or
materials;
4) take all precautions necessary to protect the safety of all persons at or near County or Contractor's facilities,
including employees of Contractor, County and any other contractors or subcontractors and to protect the
work and all other property against damage.
11. Drugs and Alcohol. Contractor shall adhere to and enforce a zero tolerance policy for the use of alcohol and the
unlawful selling, possession or use of controlled substances while performing work under this Contract.
12. Insurance. Contractor shall provide insurance in accordance with Exhibit 2 attached hereto and incorporated by
reference herein.
a. Prior to executing this Contract, the Contractor shall provide County the Certificates of Insurance, or copies of
Insurance policies and declarations, issued by an insurance company licensed to do business in the State of Oregon
as evidence of meeting insurance required under this paragraph.
b. Contractor shall immediately notify County if any insurance coverage required by this Contract will be canceled, not
renewed, restricted or modified in any way. Contractor shall immediately notify County orally of the cancellation or
restriction and shall confirm the oral notification in writing within three days of notification by the insurance company of
Contractor.
c. Thirty-day cancellation notice endorsement is required on all policies.
d. County reserves the right to require complete, certified copies of all required insurance policies at any time.
e. The insurance coverages provided for herein must be endorsed as primary and non-contributory to any insurance of
Owner, its officers, employees or agents.
13. Expense Reimbursement. If the consideration under this Contract provides for the reimbursement of Contractor for
expenses, in addition to Exhibit 5, Exhibit 1 shall state that Contractor is or is not entitled to reimbursement for such
expenses.
a. County shall only reimburse Contractor for expenses reasonably and necessarily incurred in the performance of
this Contract.
b. Expenses reimbursed shall be at the actual cost incurred; including any taxes paid, and shall not include any
mark-up unless the mark-up on expenses is specifically agreed to in this Contract.
c. The cost of any subcontracted work approved in this Contract shall not be marked up.
d. Contractor shall not bill County for any time expended to complete the documents necessary for reimbursement of
expenses or for payment under this Contract.
e. The limitations applicable to reimbursable expenses are set forth in Exhibit "5," attached hereto and by reference
incorporated herein.
14. Criminal Background Investigations. Contractor understands that Contractor and Contractor's employees and
agents are subject to periodic criminal background investigations by County and, if such investigations disclose
criminal activity not disclosed by Contractor, such non-disclosure shall constitute a material breach of this Contract and
County may terminate this Contract effective upon delivery of written notice to the Contractor, or at such later date as
may be established by the County.
15. Confidentiality. Contractor shall maintain confidentiality of information obtained pursuant to this Contract as follows:
a. Contractor shall not use, release or disclose any information concerning any employee, client, applicant or person
doing business with the County for any purpose not directly connected with the administration of County's or the
Contractor's responsibilities under this Contract except upon written consent of the County, and if applicable, the
employee, client, applicant or person.
b. The Contractor shall ensure that its agents, employees, officers and subcontractors with access to County and
Contractor records understand and comply with this confidentiality provision.
c. Contractor shall treat all information as to personal facts and circumstances obtained on Medicaid eligible
individuals as privileged communication, shall hold such information confidential, and shall not disclose such
information without the written consent of the individual, his or her attorney, the responsible parent of a minor child,
or the child's guardian, except as required by other terms of this Contract.
Page 5 of 12 -Behavioral Health -Personal Services Contract No. 2011-389
d. Nothing prohibits the disclosure of information in summaries, statistical information, or other form that does not
identify particular individuals.
e. Personally identifiable health information about applicants and Medicaid recipients will be subject to the
transaction, security and privacy provisions of the Health Insurance Portability and Accountability Act ("HIPAA").
f. Contractor shall cooperate with County in the adoption of policies and procedures for maintaining the privacy and
security of records and for conducting transactions pursuant to HIPAA requirements.
g. This Contract may be amended in writing in the future to incorporate additional requirements related to compliance
with HIPAA.
h. If Contractor receives or transmits protected health information, Contractor shall enter into a Business Associate
Agreement with County, which, if attached hereto, shall become a part of this Contract.
i. 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 of Services to Clients which are funded in whole or in part under this Contract. Contractor
shall maintain the confidentiality of client records as required by applicable state and federal law, including without
limitation, ORS 179-495 to 179.507, 45 CFR Part 205, 42 CFR Part 2, any administrative rule adopted by the
Oregon Health Authority, implementing the foregoing laws, and any written policies made available to Contractor
by County or by the Oregon Health Authority. Contractor shall create and maintain written policies and procedures
related to the disclosure of client information and shall make such policies and procedures available to County and
the Oregon Health Authority for review and inspection as reasonably requested by County or the Oregon Health
Authority.
16. Reports. Contractor shall provide County with periodic reports at the frequency and with the information prescribed by
County, Further, at any time, County has the right to demand adequate assurances that the services provided by
Contractor shall be in accordance with the Contract. Such assurances provided by Contractor shall be supported by
documentation in Contractor's posseSSion from third parties.
a. Contractor shall document the expenditure of all funds paid to Contractor under this Contract. Unless applicable
federal law requires Contractor to utilize a different accounting system, Contractor shall create and maintain all
expenditure records in accordance with generally accepted accounting principles and in sufficient detail to permit
County and the OHA to verify how the funds paid to Contractor under this Contract were expended.
b. Contractor agrees to prepare and furnish such reports and data as may be required by County and the Oregon Health
Authority, including but not limited to client records which contain client identification, problem assessment, treatment
(including any training and/or care plan), appropriate medical information, and progress notes, including a service
termination summary and current assessment or evaluation instrument as deSignated by the Oregon Health Authority
in the administrative rules. Contractor shall retain client records in accordance with OAR 166-150-0005 through 166
150-0215 (State Archivist), Unless OAR 166-150-0005 through 116-150-0215 requires a longer retention period,
client records must be retained for a minimum of six (6) years from termination or expiration of this Contract. It is
understood that due to the limited nature of Contractor's services under this Contract, not all of these documents will
have been prepared by Contractor and therefore need not be furnished. Oregon Health Authority Client Process
Monitoring System (CPMS) data, Community Mental Health Provider Report, and Termination Service Recording
Form shall, if necessary, be completed in accordance with Oregon Health Authority requirements and submitted to
Oregon Health Authority through County. Contractor agrees to, and does hereby grant County and the Oregon Health
Authority the right to reproduce, use and disclose for County or Oregon Health Authority purposes, all or any part of
the reports, data, and technical information furnished to County under this Contract. Contractor shall make available
to County, Oregon Health Authority and any client of Contractor as defined in Exhibit "A" of the Contract referenced in
Exhibit 1, paragraph 1 A, of this Contract, any and all written materials in alternate formats in compliance with Oregon
Health Authority's policies or administrative rules. For purposes of the foregoing, "written materials" includes, without
limitation, all work product and contracts related to this Contract.
c. Contractor shall prepare and furnish the following information to Oregon Health Authority when a Service is delivered:
1) Client, Service and financial information as specified in the Service Description.
2) All additional information and reports that Oregon Health Authority or County reasonably requests,
17. Access to Records. Contractor shall maintain fiscal records and all other records pertinent to this Contract
a, All fiscal records shall be maintained pursuant to generally accepted accounting standards, and other records shall
be maintained to the extent necessary to clearly reflect actions taken,
1) Contractor shall retain and keep accessible all books, documents, papers and records that are directly related
to this Contract. the funds paid to Contractor hereunder or to any services delivered hereunder. for a minimum
of six (6) years. or such longer period as may be required by other provisions of this Contract or applicable
law, following the termination or expiration of this Contract.
Page 6 of 12 -Behavioral Health -Personal Services Contract No. 2011-389
2) If an audit, litigation or other action involving this Contract is started before the end of the six-year (6) period,
the records shall be retained until all issues arising out of the action are resolved ..
b. County, the Oregon Health Authority, the Secretary of State's Office of the State of Oregon, the Federal
Government, and their duly authorized representatives shall have the right to direct access to all of Contractor's
books, documents, papers and records related to this Contract, the funds paid to Contractor hereunder, or any
services delivered hereunder for the purpose of conducting audits and examinations, making copies, excerpts and
transcripts. In addition, Contractor shall permit authorized representatives of County and the Oregon Health
Authority to perform site reviews of all services delivered by Contractor hereunder.
1) These records also include licensed software and any records in electronic form, including but not limited to
computer hard drives, tape backups and other such storage devices. County shall reimburse Contractor for
Contractor's cost of preparing copies.
2) At Contractor's expense, the County, the Secretary of State's Office of the State of Oregon, the Federal
Government, and their duly authorized representatives, shall have license to enter upon Contractor's premises
to access and inspect the books, documents, papers, computer software, electronic files and any other
records of the Contractor which are directly pertinent to this Contract.
3) If Contractor's dwelling is Contractor's place of business, Contractor may, at Contractor's expense, make the
above records available at a location acceptable to the County.
18. Ownership of Work. All work of Contractor that results from this Contract (the "Work Product") is the exclusive
property of County.
a. County and Contractor intend that such Work Product be deemed "work made for hire" of which County shall be
deemed author.
b. If, for any reason, the Work Product is not deemed "work made for hire," Contractor hereby irrevocably assigns to
County all of its right, title, and interest in and to any and all of the Work Product, whether arising from copyright,
patent, trademark, trade secret, or any other state or federal intellectual property law or doctrine.
c. Contractor shall execute such further documents and instruments as County may reasonably request in order to
fully vest such rights in County.
d. Contractor forever waives any and all rights relating to Work Product, including without limitation, any and all rights
arising under 17 USC § 106A or any other rights of identification of authorship or rights of approval, restriction or
limitation on use or subsequent modifications.
e. County shall have no rights in any pre-existing work product of Contractor provided to County by Contractor in the
performance of this Contract except an irrevocable, non-exclusive, perpetual, royalty-free license to copy, use and
re-use any such work product for County use only.
f. If this Contract is terminated prior to completion, and County is not in default, County, in addition to any other rights
provided by this Contract, may require Contractor to transfer and deliver all partially completed work products,
reports or documentation that Contractor has specifically developed or specifically acquired for the performance of
this Contract.
g. In the event that Work Product is deemed Contractor's Intellectual Property and not "work made for hire," Contractor
hereby grants to County an irrevocable, non-exclusive, perpetual, royalty-free license to use, reproduce, prepare
derivative works based upon, distribute copies of, perform and display the Contractor Intellectual Property, and to
authorize others to do the same on County's behalf.
h. In the event that Work Product is Third Party Intellectual Property, Contractor shall secure on the County's behalf and
in the name of the County, an irrevocable, non-exclusive, perpetual, royalty-free license to use, reproduce, prepare
derivative works based upon, distribute copies of, perform and display the Third Party Intellectual Property, and to
authorize others to do the same on County's behalf.
19. County Code Provisions. Except as otherwise specifically provided, the provisions of Deschutes County Code,
Section 2.37.150 are incorporated herein by reference. Such code section may be found at the following URL
address: http://www.co.deschutes.or.us/dccode/Title2/html/Chapter2.37.htm.
20. Partnership. County is not, by virtue of this Contract, a partner or joint venturer with Contractor in connection with
activities carried out under this Contract, and shall have no obligation with respect to Contractor's debts or any
other liabilities of each and every nature. Unless Contractor is a State of Oregon governmental agency,
Contractor agrees that it is an independent contractor and not an agent of the State of Oregon, the Oregon Health
Authority or County.
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21. Indemnity and Hold Harmless.
a. To the fullest extent authorized by law Contractor shall defend (in the case of the state of Oregon and the Oregon
Health Authority, subject to ORS Chapter 180), save, hold harmless and indemnify the County, the State of
Oregon and the Oregon Health Authority, their officers, employees and agents from and against all claims, suits,
actions, losses, damages, liabilities costs and expenses of any nature resulting from or arising out of, or relating to
the activities of Contractor or its officers, employees, contractors, or agents under this Contract, including without
limitation any claims that the work, the work product or any other tangible or intangible items delivered to County
by Contractor that may be the subject of protection under any state or federal intellectual property law or doctrine,
or the County's use thereof, infringes any patent, copyright, trade secret, trademark, trade dress, mask work utility
design or other proprietary right of any third party.
b. Contractor shall have control of the defense and settlement of any claim that is subject to subparagraph a of this
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paragraph; however neither contractor nor any attorney engaged by Contractor shall defend the claim in the name
of Deschutes County or any department or agency thereof, nor purport to act as legal representative of the County
or any of its departments or agencies without first receiving from the County's legal counsel, in a form and manner
determined appropriate by the County's legal counsel, authority to act as legal counsel for the County, nor shall
Contractor settle any claim on behalf of the County without the approval of the County's legal counsel.
c. To the extent permitted by Article XI, Section 10, of the Oregon Constitution and the Oregon Tort Claims Act, ORS
30.260 through 30.300, County shall defend, save, hold harmless and indemnify Contractor and its officers,
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employees and agents from and against all claims, suits, actions, losses, damages, liabilities costs and expenses
of any nature resulting from or ariSing out of, or relating to the activities of County or its officers, employees,
contractors, or agents under this Contract.
I 22. Compliance with provisions, requirements of funding source and Federal and State laws, statutes, rules,
regulations, executive orders and pOlicies. Debt Limitation. This Contract is expressly subject to the debt
limitation of Oregon counties set forth in Article XI, Section 10, of the Oregon Constitution, and is contingent upon
funds being appropriated therefore.
a. Any provisions herein, which would conflict with law, are deemed inoperative to that extent.
b. Contractor shall comply with all federal, state and local laws, regulations, executive orders and ordinances
applicable to the Contract.
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c. Without limiting the generality of the foregoing, Contractor expressly agrees to comply with the following laws,
regulations and executive orders to the extent they are applicable to the Contract:
1) Titles VI and VII of the Civil Rights Act of 1964, as amended;
2) Sections 503 and 504 of the Rehabilitation Act of 1973, as amended;
3) the Americans with Disabilities Act of 1990, as amended and ORS 659A.112 through 659A.139;
4) Executive Order 11246, as amended;
5) the Health Insurance Portability and Accountability Act of 1996;
6) the Age Discrimination in Employment Act of 1967, as amended, and the Age Discrimination Act of 1975, as
amended;
7) the Vietnam Era Veterans' Readjustment Assistance Act of 1974, as amended;
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8) ORS Chapter 659A, as amended;
9) all regulations and administrative rules established pursuant to the foregoing laws; and
10) all other applicable requirements of federal and state civil rights and rehabilitation statutes, rules and
regulations.
11) 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 Contract and required by law to
be so incorporated. No federal funds may be used to provide services in violation of 42 USC 14402. 1
I 12) Contractor shall 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).
13) If Contract maximum compensation, including amendments, exceeds $100,000 then Contractor shall comply
i with all applicable standards, orders, or requirements issued under Section 306 of the Clean Air Act (42 U.S.C.
1857 (h», 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 1 non-exempt Federal contracts, grants or loans of facilities included on the EPA List of Violating Facilities.
Violations shall be reported to Oregon Health Authority, the State of Oregon Health Authority (OHA), Health
and Human Services (HHS) and the appropriate Regional Office of the Environmental Protection Agency. 1
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14) Contractor shall 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 (Pub. l. 94-163).
d. The above listed laws, regulations and executive orders and all regulations and administrative rules established
pursuant to those laws are incorporated by reference herein to the extent that they are applicable to the Contract
and required by law to be so incorporated.
e. Contractor shall 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 USC 6901 et. seq.). Section 6002 of that
Act (codified at 42 USC 6962) requires that preference be given in procurement programs to the purchase of specific
products containing recycled materials identified in guidelines developed by the Environmental Protection Agency.
Current guidelines are set forth in 40 CFR Parts 247-253.
f. Contractor shall comply with federal rules and statutes pertaining to the Substance Abuse, Prevention, and Treatment
Block Grant, including the reporting provisions of the Public Health Services Act (42 USC 300x through 300x-64).
Without limiting the generality of the preceding sentence, Contractor shall comply with the requirements set forth
below:
1) Women's Services. All Providers of A&D 61 and A&D 62 services (including Counties that provide
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such services directly), must:
a) Treat the family as a unit and admit both women and their children if appropriate.
b) Provide or arrange for the following services to pregnant women and women with dependent
children:
1. Primary medical care, including referral for prenatal care; 1 2. Pediatric care, including immunizations, for their children;
I 3. Gender-specific treatment and other therapeutic interventions, e.g. sexual and physical
abuse counseling, parenting training, and child care;
4. Therapeutic interventions for children in custody of women in treatment, which address, i but are not limited to, the children's developmental needs and issues of abuse and
I neglect; and
5. Appropriate case management services and transportation to ensure that women and
their children have access to the services in (1) through (2) above.
2) Pregnant Women. All Providers of A&D services other than A&D 70 services (including Counties that
provide such services directly) must:
a) Within the priority categories, if any, set forth in a particular Service Description, give
preference in admission to pregnant women in need of treatment who seek, or are referred
for, and would benefit from, such services;
b) Perform outreach to inform pregnant women of the availability of treatment services targeted
to them and the fact that pregnant women receive preference in admission to these programs;
c) If the Provider has insufficient capacity to provide treatment services to a pregnant woman,
refer the woman to another Provider with capacity or if no available treatment capacity can be
located, refer the women to the Department's Office of Alcohol and Drug Abuse programs for
referral to another provider in the state.
3) Intravenous Drug Abusers. All Providers of A&D services other than A&D 70 services (including
Counties that provide such services directly) must:
a) Within the priority categories, if any, set forth in a particular Service Description and subject to
the preference for pregnant women described above, give preference in admission to
intravenous drug abusers;
b) If the Provider reaches ninety (90) percent of its capacity to admit intravenous dr~g abusers,
the Provider must attempt to refer an intravenous drug abuser seeking admission, to another
Provider and provide notice of such referral or attempted referral to the Department's Office of
Alcohol and Drug Abuse Programs;
c) If the Provider receives a request for admission to treatment from an intravenous drug abuser,
the Provider must, unless the Provider succeeds in referring the individual to another Provider
with treatment capacity under the circumstances described in (2) above, admit the individual
to treatment not later than:
1) 14 days after the request for admission to Provider's services is made; or
2) 120 days after the date of such request if no provider has the capacity to admit the
individual on the date of such request and, if interim services are made available not less
than 48 hours after such request.
d) For purposes of (3) above, "Interim Services" means:
Page 9 of 12 -Behavioral Health -Personal Services Contract No. 2011-389
1) Services for reducing the adverse health effects of such abuse, for promoting the health
of the individual, and for reducing the risk of transmission of disease, including counseling
and education about HIV and tuberculosis, the risks of needle sharing, the risks of
transmission of disease to sexual partners and infants, and steps that can be taken to
ensure that HIV and tuberculosis transmission does not occur;
2) Referral for HIV to TB treatment services, where necessary; and
3) Referral for prenatal care if appropriate, until the individual is admitted to a Provider's
services.
4) Providers who treat recent intravenous drug users (those who have injected drugs within
the past year) in more than one-third of their capacity, shall carry out outreach activities to
encourage individual intravenous drug abusers in need of such treatment to undergo
treatment, and shall document such activities.
4) Infectious Diseases. All Providers of A&D services other than A&D 70 services (including Counties
that provide such services directly) must:
a) Complete a risk assessment for infectious disease including Human Immunodeficiency Virus
(HIV) and tuberculosis, as well as sexually transmitted diseases, based on protocols
established by the Department, for every individual seeking services from the Provider; and
b) Routinely make tuberculosis services available to each individual receiving services for
alcohol/drug abuse either directly or through other arrangements with public or non-profit
entities and, if the Provider denies an individual admission on the basis of lack of capacity,
refer the individual to another provider of tuberculosis services.
c) For purposes of (2) above, "tuberculosis services" means:
1) Counseling the individual with respect to tuberculosis;
2) Testing to determine whether the individual has contracted such disease and testing to
determine the form of treatment for the disease that is appropriate for the individual; and
3) Appropriate treatment services.
5) Infectious Diseases. Neither County nor any Provider of A&D services shall knowingly and willfully
make or cause to be made any false statement or representation of a material fact in connection with
the furnishing of items or services for which payments may be made by the Department.
6) Oregon Residency. A&D services funded through this Agreement may only be provided to residents
of Oregon. Residents of Oregon are individuals who live in Oregon. There is no minimum amount of
time an individual must live in Oregon to qualify as a resident so long as the individual intends to
remain in Oregon. A child's residence is not dependent on the residence of his or her parents. A child
living in Oregon may meet the residency requirement if the caretaker relative with whom the child is
living is an Oregon resident.
7) Tobacco Use. All Providers of A&D services (including Counties that provide such services directly)
that have deSignated treatment capacity for children, adolescents, pregnant women, and women with
dependent children must implement a policy to eliminate smoking and other use of tobacco at the
facilities where the services are delivered to on the grounds of such facilities.
8) Oregon Health Authority's Referrals. All providers of A&D Services other than A&D 70 services must,
within the priority categories, if any, set forth in a particular Service Description and subject to the
preference for pregnant women and intravenous drug users described above, give preference in
service delivery to persons referred by the Department.
9) Barriers to Treatment. Where there is a barrier to delivery of an A&D Service due to culture, gender,
language, illiteracy, or disability, Contractor shall develop support services available to address or
overcome the barrier, including:
a) Providing, if needed, hearing impaired or foreign language interpreters.
b) Providing translation of written materials to appropriate language or method of communication.
c) Providing devices that assist in minimizing the impact of the barrier.
d) Not charging clients for the costs of measures, such as interpreters, that are required to provide
nondiscriminatory treatment.
10) Contractor shall not knowingly and willfully make or cause to be made any false statement or
representation of a material fact in connection with the furnishing of items or Services for which
payments may be made by Department.
11) Contractor may not use the funds paid under this Contract for the following services:
a) To provide inpatient hospital services;
b) To make cash payments to intended recipients of health services;
c) To purchase or improve land, to purchase, construct or permanently improve (other than minor
remodeling) any building or other facility or to purchase major medical equipment;
Page 10 of 12 -Behavioral Health -Personal Services Contract No. 2011-389
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d) To satisfy any requirement for expenditure of non-federal funds as a condition for receipt of
federal funds (whether the federal funds are received under this Contract or otherwise);
e) With respect to Substance Abuse Prevention and Treatment Block Grant moneys only, to
purchase services from any person or entity other than a public or non-profit entity; or
f) To carry out any program prohibited by section 245(b) of the Health Onmibus Programs
Extension Act of 1988 (codified at 42 USC 300ee(E).
12) Contractor may expend funds paid to Contractor under this Contract only in accordance with federal
OMB Circular A-8? as that circular is applicable to allowable costs.
13) To the extent Contractor provides any service whose costs are paid in whole or in part by Medicaid.
Contractor shall comply with the federal and state Medicaid statutes and regulations applicable to the
service. including but not limited to:
a) Keep such records as may be necessary to disclose the extent of services furnished to
clients and. upon request, furnish such records or other information to the Department. the
Medicaid fraud section of the Oregon Department of Justice and the Secretary of Health and
Human Services;
b) Comply with all applicable disclosure requirements set forth in 42 CFR Part 455, Subpart B;
c) Comply with any applicable advance directive requirements specified in 42 CFR Section
431.10?(b)(4); and
d) Comply with the certification requirements of 42 CFR Sections 455.18 and 455.19.
14) Contractor shall comply with the Pro-Children Act of 1995 (codified at 20 USC Section 6081 e1. seq.).
23. Waiver.
a. County's delay in exercising. or failure to exercise any right, power, or privilege under this Contract shall not
operate as a waiver thereof, nor shall any single or partial exercise or any right, power, or privilege under this
Contract preclude any other or further exercise thereof or the exercise of any other such right. power, or privilege.
b. The remedies provided herein are cumulative and not exclusive of any remedies provided by law.
24. Governing law. This Contract shall be governed by and construed in accordance with the laws of the State of Oregon
without regard to principles of conflicts of law.
a. Any claim. action, suit or proceeding (collectively, "Claim") between County and Contractor that arises from or
relates to this Contract shall be brought and conducted solely and exclusively within the Circuit Court of Deschutes
County for the State of Oregon; provided, however. if a Claim shall be brought in federal forum, then it shall be
brought and conducted solely and exclusively within the United States District Court for the District of Oregon.
b. CONTRACTOR, BY EXECUTION OF THIS CONTRACT, HEREBY CONSENTS TO THE IN PERSONAM
JURISDICTION OF SAID COURTS. The parties agree that the UN Convention on International Sales of Goods
shall not apply.
25. Severability. If any term or provision of this Contract 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 if this Contract did not contain the particular term or
provision held invalid.
26. Counterparts. This Contract 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 Contract so executed shall constitute an original.
27. Notice. Except as otherwise expressly provided in this Contract, any communications between the parties hereto or
notices to be given hereunder shall be given in writing, to Contractor or County at the address or number set forth
below or to such other addresses or numbers as either party may hereafter indicate in writing. Delivery may be by
personal delivery, facsimile, or mailing the same, postage prepaid.
a. Any communication or notice by personal delivery shall be deemed delivered when actually given to the
designated person or representative.
b. Any communication or notice sent by facsimile shall be deemed delivered when the transmitting machine
generates receipt of the transmission. To be effective against County, such facsimile transmission shall be
confirmed by telephone notice to the County Administrator.
c. Any communication or notice mailed shall be deemed delivered five (5) days after mailing. Any notice under this
Contract shall be mailed by first class postage or delivered as follows:
Page 11 of 12 -Behavioral Health -Personal Services Contract No. 2011-389
To Contractor: To County:
Marc V. Williams, M.D. Scott Johnson
1495 NW Quincy Ave. Deschutes County Health Services
Bend, OR 97701 2577 NE Courtney Dr.
Bend, Oregon 97701
Phone No. 541-322-7572 Phone No. 541-322-7500
28. Merger Clause. This Contract and the attached exhibits constitute the entire agreement between the parties.
a. All understandings and agreements between the parties and representations by either party concerning this
Contract are contained in this Contract.
b. No waiver, consent, modification or change in the terms of this Contract shall bind either party unless in writing
signed by both parties.
c. Any written waiver, consent, modification or change shall be effective only in the specific instance and for the
specific purpose given.
29. Identity Theft Protection. Contractor and subcontractors shall comply with the Oregon Consumer Identity Theft
Protection Act (ORS 646A600 et seq.).
30. Survival. All rights and obligations shall cease upon termination or expiration of this Contract, except for the rights and
obligations set forth in Sections 4,5,8,9,15,17,18,20-28,29 and 31.
31. Representations and Warranties.
a. Contractor's Representations and Warranties. Contractor represents and warrants to County that:
1) Contractor has the power and authority to enter into and perform this Contract;
2) this Contract, when executed and delivered, shall be a valid and binding obligation of Contractor enforceable in
accordance with its terms;
l 3) Contractor has the skill and knowledge possessed by well-informed members of its industry, trade or
profession and Contractor 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 Contractor's industry, trade or profession;
4) Contractor shall, at all times during the term of this Contract, be qualified, professionally competent, and duly
licensed to perform the Work; I 5) Contractor prepared its proposal related to this Contract, if any, independently from all other proposers, and ! without collusion, fraud, or other dishonesty; and i
i 6) Contractor's making and performance of this Contract do not and will not violate any provision of any applicable
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law, rule or regulation or order of any court, regulatory commission, board or other administrative agency.
7) Contractor is and shall remain an independent contractor as that term is defined in ORS 670.600.
b. Warranties Cumulative. The warranties set forth in this paragraph are in addition to, and not in lieu of, any other
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warranties provided.
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EXHIBIT 1
DESCHUTES COUNTY SERVICES CONTRACT
Contract No. 2011-389
STATEMENT OF WORK, COMPENSATION
PAYMENT TERMS and SCHEDULE
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1. Contractor shall perform the following work:
j Contractor shall provide Medical Services as a Licensed Medical Practitioner (LMP) in accordance with
OAR's 309-032-1505(71, 77 and 77));309-032-1530(2)(f);and 309-032-1535(3) and Medical Director for
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Deschutes County Alcohol and Drug Program according to OAR 309-032-1500(76) and 309-032-1540 (13) .
Contractor shall perform the services described and funded by and through County's contract with the
Oregon Health Authority (Department). Services shall be performed in accordance with a schedule
approved by the County.
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A. SERVICES TO BE PERFORMED
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Contractor shall screen and assess client for tobacco use, and offer tobacco cessation resources to clients
choosing to quit. Under Service Element 20, 22, 25 and 30, Medical services shall be provided and
documented in a legible manner consistent with professional and community standards of care and shall
include the following:
1) Orders for medication, laboratory and other medical procedures shall be recorded in the clinical record in
I conformance with standard medical practice. Such orders, whether written or verbal, shall be initiated
and authenticated by a LMP. Consultation and/or exchange of information with other medical personnel
who are not employed by, or under contract to, the provider shall be documented in the clinical record.
2) Written documentation of medications prescribed for the consumer by a LMP shall be maintained in the ~ clinical record. Documentation for each medication prescribed shall include the following:
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~ , a) A copy or detailed written description of the signed prescription order;
b) The name of medication prescribed;
c) The prescribed dosage and method of administration;
I d) The date medications were prescribed, reviewed, or renewed; 'I e) The date, the signature and credentials of staff administering and/or prescribing medications; and
3) Medication use record which contain: f a. Medication progress notes
b. Observed side effects including laboratory findings;
I c. Medication allergies and adverse reaction; and
d. Documentation that the consumer was asked about possible adverse effects of medications,
including sexual dysfunction, and evaluation for tardive dyskinesia when appropriate.
4) Contractor shall provide Medical Supervision in determining the medical appropriateness of rehabilitative
mental health services. Medical supervision shall be performed at least annually by reviewing the
Comprehensive Mental Health Assessment and approving the revised Treatment Plan.
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1 5) Contractor agrees to be deSignated as Deschutes County Mental Health Medical Director for mental
health and alcohol and drug programs and perform the following:
a. Assist in the development of department policies and procedures for the delivery and documentation
1 of medical services.
~ b. Approve all medical protocols for the alcohol & drug treatment program as required by OAR 309l 032-1540(13)I
1 c. Provide clinical consultation and coordination with other contracted Deschutes County Mental Health
psychiatrists and nurse practitioners.
d. Serve as leader of the Medical Team.
e. In addition to providing Medical SuperviSion as described above, provide consultation as needed to
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clinical staff including Qualified Mental Health Associates and Professionals (QMHA and QMHP)
and nursing staff.
6) Contractor shall also provide: Psychiatric assessments, medication prescribing and medication
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management, individual therapy, training of Primary Care Providers in the community, community
education and staff consultations at Deschutes County Behavioral Health Department, as funded by
Page 1 of 3 -Exhibit 1 -Personal Service Contract No. 2011-389
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and through County's contract with the Oregon Health Authority. Services shall be performed in
accordance with a schedule approved by the County.
7) Contractor shall legibly document all client contacts including assessments, chart notes, medication
records and service tickets (unless completed by mental health staff at time of service) to facilitate
County accurately recording services provided to individual clients.
8) Contractor shall facilitate communication with the "Primary Care Provider" and county providers, via
telephonic and/or written methods, for each client seen including contractor initiated changes in
medication regimen, pertinent chart notes and other information to coordinate a high quality of client
care. Contractor will comply with all privacy and security regulations under the Health Information
Portability and Accountability Act (HIPAA).
9) Contractor shall provide full assistance to County in billing and recovering revenue from all legal
resources by keeping all licenses and certificates current including all certification required by state and
federal governments to provide reimbursement for services (OHP/Medicaid/Medicare, etc.) Contractor
shall provide County with copies of licenses, certificates of insurance and evidence of CME's.
10) Contractor shall provide county with a detailed billing statement on a monthly basis which notes dates of
service, number of clients seen, hours worked and is consistent with county requirements. Bills are to be
submitted to coordinator for review and reimbursement.
11) Contractor will give advanced notice to county of planned and/or anticipated absences and assist County in
arranging psychiatric coverage when absences exceed one week. Contractor shall alert county as soon as
possible in event of unanticipated absence.
12) Contractor shall maintain all requirements to perform services as a Licensed Medical Practitioner (LMP)
according to OAR 309-032-0505 (71) and Medical Director for Deschutes County Alcohol and Drug
Program according to OAR 309-032-1535(76) which includes maintaining license as a physician within
the state of Oregon.
13) Effective Date of Amendment. This Contract shall take effect as soon as executed by the parties, but no
later than July 1, 2011 All other provisions of the Contract shall continue in full force and effect for the
duration of the Contract.
B. REGULATIONS & DUTIES
Contactor shall comply with all applicable provisions of that certain 2011-2013 County Financial
Assistance Contract, as amended, including applicable Service Descriptions attached thereto, effective
July 1, 2011, Contract #134309 between the Oregon Health Authority and Deschutes County.
Contractor agrees to comply with the rules and regulations of County, applicable provisions in the
Contract between County and the Department, incorporated herein by reference, as of the effective
date of the Contract, applicable provisions of the Administrative Rules and Procedures of the
Department, applicable Federal regulations and all provisions of Federal and State statutes, rules and
regulations relating to Contractor's performance of services under this Contract. Any act or duty of
County, imposed upon County by Department, which, by the nature of this Contract County determines
to be within the scope of this Contract and is to be performed by Contractor, Contractor shall perform
on behalf of County. No federal funds may be used to provide services in violation of 42 USC 14402.
C. METHOD AND PLACE OF GIVING NOTICE, SUBMITTING BILLS AND MAKING PAYMENTS
Contractor shall submit monthly reports following the end of each calendar month, but no later than
30 days following the end of the calendar month. The report shall include a summary of services,
including, but not limited to, date of bill, amount billed, billing period including month and year and
amount billed year-to-date. All notices, bills and payments shall be made in writing and may be
given by personal delivery or by mail. Contractor shall submit the final monthly report under this
Contract no later than 30 days following expiration or termination of the Contract. Notices, bills, and
payments sent by mail should be addressed as follows:
Contractor: Marc V. Williams, M.D.
3073 NW Colonial Drive
Bend, OR 97701 Phone: (541) 322-7572
Attn: Marc Williams
Page 2 of 3 -Exhibit 1 Personal Service Contract No. 2011-389
County: Deschutes County Health Services
2577 NE Courtney Drive
Bend, OR 97701 Phone: (541) 322-7516
Attn: Nancy England Fax: (541) 322-7565
2. County Services. County shall provide Contractor, at County's expense, with material and services
described as follows:
a. County shall provide an individualized service plan for its specifically named client in order to obtain
Contractor's services.
b. County shall provide an office or other location mutually agreed upon between the Contractor and the
County.
3. Consideration. Subject to availability of funds, County shall provide monthly payments to Contractor upon
receipt of payment from the Department, for rendering services listed in this Contract. The amount of these
monthly payments will be based primarily on the amount received by County from the Department. However,
County may increase or decrease the amount of the monthly payment based on the needs of Contractor.
a. County shall pay Contractor on a fee-for-service basis at $137.19 per hour. The maximum number of
hours Contractor is authorized to work under this Contract is forty (40) hours per week.
b. Notwithstanding any other payment provision of this Contract, should Contractor fail to submit required
reports when due, or fail to perform or document the performance of contracted services; County shall
immediately withhold payments under this Contract.
c. Contractor shall be entitled to reimbursement for expenses as set forth in Exhibit 5 D YES ~ NO
[Check one]
4. The maximum compensation.
a. The maximum compensation under this Contract is $230,000, under Service Element 20,22, 25 and 30.
b. Contractor shall not submit invoices for, and County shall not pay for any amount in excess of the
maximum compensation amount set forth above.
1) If this maximum compensation amount is increased by amendment of this Contract, the amendment
shall be fully effective before Contractor performs work subject to the amendment.
2) Contractor shall notify County in writing of the impending expiration of this Contract thirty (30)
calendar days prior to the expiration date.
c. Rent. Contractor agrees to pay the County monthly rent of $500.00 in return for the County providing the
Contractor office and meeting space, use of a computer, phone, e-mail via the County Intra-net, and any
other general office supplies required to carry out the terms of the Contract. Rent is due on the final day of
the month for the duration of this Contract.
5. Schedule of Performance or Delivery.
a. County's obligation to pay depends upon Contractor's delivery or performance in accordance with the
schedule listed in Exhibit 1, Paragraph 1.
b. County will only pay for completed work that conforms to the terms of the Contract.
6. Renewal. This Contract may be renewed, subject to the following conditions:
a. Renewal will be based on the County Annual Implementation Plan approved by the Department.
b. Renewal is subject to the availability of funding.
Page 3 of 3 -Exhibit 1 -Personal Service Contract No.2011-389
EXHIBIT 2
DESCHUTES COUNTY SERVICES CONTRACT
Contract No. 2011·389
INSURANCE REQUIREMENTS
Contractor shall at all times maintain in force at Contractor's expense, each insurance noted below.
Insurance coverage must apply on a primary or non-contributory basis. All insurance policies,
except Professional Liability, shall be written on an occurrence basis and be in effect for the term of
this Contract. Policies written on a "claims made" basis must be approved and authorized by
Deschutes County.
Contractor Name: Marc V. Williams. M.D.
Workers Compensation insurance in compliance with ORS 656.017, requIring Contractor and all
subcontractors to provide workers' compensation coverage for all subject workers, or provide certification of
exempt status under ORS 656.126(2). Employer's Liability Insurance with coverage limits of not less than
$500,000 must be included.
Professional Liability insurance with an occurrence combined Single limit of not less than:
Per Occurrence limit Annual Aggregate limit
o $500,000 0 $500,000
I8l $1,000,000 0 $1,000,000
o $2,000,000 I8l $2,000,000
Professional Liability insurance covers damages caused by error, omiSSion, or negligent acts related to
professional services provided under this Contract. The policy must provide extended reporting period coverage,
sometimes referred to as "tail coverage" for claims made within two years after this Contract is completed.
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 Contract, for a
minimum of 24 months following the later of: (a) the Contractor's completion and County's acceptance of all
Services required under the Contract or, (b) the expiration of all warranty periods provided under the Contract.
Notwithstanding the foregoing 24-month period described above, then the Contractor may request and OHA may
grant approval of the 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 the "tail" coverage is
reasonably available in the marketplace.
I8l Required by County o Not required by County (one box must be checked)
Commercial General Liability insurance with a combined single limit of not less than:
Per Single Claimant and Incident All Claimants Arising from Single Incident
o Oregon Tort Claims Act limits 0 Oregon Tort Claims Act limits
I8l $1,000,000 0 $2,000,000
o $2,000,000 I8l $3,000,000
Commercial General Liability insurance includes coverage for personal injury, bodily injury, advertising injury,
property damage, premises, operations, products, completed operations and contractual damages. This
insurance shall include personal injury liability, products and completed operations and shall be written on an
occurrence form basis. The Oregon Legislature has adopted legislation which establishes tort claims limits for
actions against local public bodies, including their officers, agents and employees. The tort claims act limits are ! automatically adjusted on July 1 every year.
By separate endorsement, the policy shall name Deschutes County, the State of Oregon, the Oregon
Health Authority, their officers, agents, employees and volunteers as an additional insured . TheI additional insured endorsement shall not include declarations that reduce any per occurrence or aggregate
insurance limit. The contractor shall provide additional coverage based on any outstanding claim(s) made
against policy limits to ensure that minimum insurance limits required by the County are maintained.
Construction contracts may include aggregate limits that apply on a "per location" or "per project" basis.
I I8l Required by County o Not required by County (One box must be checked)
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Page 1 of 2 -Exhibit 2 Personal Services Contract No. 2011-389
t
Liability insurance with a combined single limit of not less than:
Per Occurrence
o $500,000
x $1,000,000
o $2,000,000
Automobile Liability insurance covering all owned, non-owned and hired vehicles, includes coverage for bodily
injury and property damage resulting from operation of a motor vehicle. Commercial Automobile Liability
Insurance shall provide coverage for any motor vehicle (symbol 1 on some insurance certificates) driven by or on
behalf of Contractor during the course of providing services under this Contract. Commercial Automobile Liability
is required for contractors that own business vehicles registered to the business. Examples include: plumbers,
electricians or construction contractors. An Example of an acceptable personal automobile policy is a contractor
who is a sole proprietor that do not own vehicles registered to the business.
Re uired b Coun ot re i b 0 e box must be checked
Add tional Requirements. Contracto ha I p Y all de~nd self-insured retentions. A cross-liability clause
or separation of insured's condition must be included in all commercial general liability policies required by this
Contract. Contractor's coverage will be primary in the event of loss.
Certificate of Insurance Required. Contractor shall furnish a current Certificate of Insurance to the County with
the signed Contract. The Contractor or its insurer shall provide at least thirty (30) days written notice to County
before cancellation, termination, material change, potential exhaustion of aggregate limits, non-renewal or
reduction of limits of the insurance coverage. The Certificate shall also state the deductible or, if applicable, the
self-insured retention level. For commercial general and automobile liability coverage, the Certificate shall also
provide, by policy endorsement, that Deschutes County, the State of Oregon, their agents, officers,
employees and volunteers are additional insureds with respect to Contractor's services provided under this
Contract. The endorsement must be in a format acceptable to Deschutes County. If requested, complete copies of
insurance policies shall be provided to the County.
Risk Management review Date
~\LAA
Page 2 of 2 -Exhibit 2 -Personal Services Contract No. 2011-389
EXHIBIT 3
DESCHUTES COUNTY SERVICES CONTRACT
Contract No. 2011-389
CERTIFICATION STATEMENT FOR CORPORATION
OR INDEPENDENT CONTRACTOR
NOTE: Contractor Shall Complete A or B in addition to C below:
A. CONTRACTOR IS A CORPORATION, LIMITED LIABILITY COMPANY OR A PARTNERSHIP.
I certify under penalty of perjury that Contractor is a [check one]:
D Corporation D Limited Liability Company Partnership authorized to do business in the State of Oregon.
Signature Title Date
B. CONTRACTOR IS A SOLE PROPRIETOR WORKING AS AN INDEPENDENT CONTRACTOR.
Contractor certifies under penalty of perjury that the following statements are true:
1. If Contractor performed labor or services as an independent Contractor last year, Contractor filed federal and
state income tax returns last year in the name of the business (or filed a Schedule C in the name of the
business as part of a personal income tax return). and
2. Contractor represents to the public that the labor or services Contractor provides are provided by an
independently established business registered with the State of Oregon, and
3. All of the statements checked below are true.
NOTE: Check all that apply. You shall check at least three (3) -to establish that you are an
Independent Contractor.
The labor or services I perform are primarily carried out at a location that is separate from my
residence or primarily carried out in a specific portion of my residence that is set aside as the
location of the business.
I bear the risk of loss related to the business or provision of services as shown by factors such
as: (a) fixed-price agreements; (b) correcting defective work; (c) warranties over the services or
(d) indemnification agreements, liability insurance, performance bonds or professional liability
insurance .
./c. I have made significant investment in the business through means such as: (a) purchasing
necessary tools or equipment; (b) paying for the premises or facilities where services are
provided; or (c) paying for licenses, certificates or specialized training.
D. I have the authority to hire other persons to provide or to assist in providing the services and if
necessary to fire such persons.
E. Each year I perform labor or services for at least two different persons or entities or I routinely
engage in business advertising. solicitation or other marketing efforts reasonably calculated to
obtain new contracts to provide similar services.
Date
Page 1 of 2 -Exhibit 3 -Personal Services Contract No. 2011-389
C. Representation and Warranties.
Contractor certifies under penalty of perjury that the following statements are true to the best of
Contractor's knowledge:
1. Contractor has the power and authority to enter into and perform this Contract;
2. This Contract, when executed and delivered, shall be a valid and binding obligation of Contractor enforceable
in accordance with its terms;
3. The services under this Contract shall be performed in a good and workmanlike manner and in accordance
with the highest professional standards; and
4. Contractor shall, at all times during the term of this Contract, be qualified, professionally competent, and duly
licensed to perform the services.
5. To the best of Contractor's knowledge, Contractor is not in violation of any tax laws described in ORS
305.380(4),
6. Contractor understands that Contractor is responsible for any federal or state taxes applicable to any
consideration and payments paid to Contractor under this Contract; and
7. Contractor has not discriminated against minority, women or small business enterprises in obtaining any
required subcontracts.
Contractor Sign¢ure
Page 2 of 2 -Exhibit 3 -Personal Services Contract No. 2011-389
EXHIBIT 4
DESCHUTES COUNTY SERVICES CONTRACT
Contract No. 2011-389
Workers' Compensation Exemption Certificate
(To be used only when Contractor claims to be exempt from Workers' Compensation coverage requirements)
Contractor is exempt from the requirement to obtain workers' compensation insurance under ORS Chapter 656 for the following reason
(check the appropriate box):
~SOLE PROPRIETOR
• Contractor is a sole proprietor, and
• Contractor has no employees, and
• Contractor shall not hire employees to perform this Contract.
CORPORATION· FOR PROFIT
• Contractor's business is incorporated, and
• All employees of the corporation are officers and directors and have a substantial ownership interest" in the
corporation, and
• The officers and directors shall perform all work. Contractor shall not hire other employees to perform this
Contract.
D CORPORATION· NONPROFIT
• Contractor's business is incorporated as a nonprofit corporation, and
• Contractor has no employees; all work is performed by volunteers, and
• Contractor shall not hire employees to perform this Contract.
D PARTNERSHIP
• Contractor is a partnership, and
• Contractor has no employees, and
• All work shall be performed by the partners; Contractor shall not hire employees to perform this Contract, and
• Contractor is not engaged in work performed in direct connection with the construction, alteration, repair,
improvement, moving or demolition of an improvement to real property or appurtenances thereto.
LIMITED LIABILITY COMPANY
• Contractor is a limited liability company, and
• Contractor has no employees, and
• All work shall be performed by the members; Contractor shall not hire employees to perform this Contract,
• If Contractor has more than one member, Contractor is not engaged in work performed in direct connection with
the construction, alteration, repair, improvement, moving or demolition of an improvement to real property or
appurtenances thereto.
·NOTE: Under OAR 436-050-050 a shareholder has a "substantial ownership" interest if the shareholder owns 10% of the corporation or,
if less than 10% is owned, the shareholder has ownership that is at least equal to or greater than the average percentage of ownership of
all shareholders.
""NOTE: Under certain circumstances partnerships and limited liability companies can claim an exemption even when performing
construction work. The requirements for this exemption are complicated. Consult with County Counsel before an exemption request is
accepted from a contractor who shall perform construction work.
...
Co£~t.gyz~~. M,I)
MArc. uJ \I\ \It M. G:?
Contra tor Title
P~ge 1 of 1 -Exhibit 4 -Personal Services Contract No. 2011-389
EXHIBIT 5
DESCHUTES COUNTY SERVICES CONTRACT
Contract No. 2011-389
Expense Reimbursement
1. Travel and Other Expenses. (When travel and other expenses are reimbursed.)
a. It is the policy of the County that all travel shall be allowed only when the travel is essential to the normal
discharge of the County responsibilities.
1) All travel shall be conducted in the most efficient and cost effective manner resulting in the best
value to the County.
2) Travel expenses shall be reimbursed for official County business only.
3) County shall not reimburse Contractor for any item that is not otherwise available for reimbursement
to an employee of Deschutes County per Deschutes County Finance Policy F-1,
"REIMBURSEMENT FOR MISCELLANEOUS EXPENSES AND EXPENSES INCURRED WHILE
TRAVELING ON COUNTY BUSINESS," dated 11/8/06.
4) County may approve a form other than the County Employee Reimbursement Form for Contractor to
submit an itemized description of travel expenses for payment.
5) Personal expenses shall not be authorized at any time.
6) All expenses are included in the total maximum contract amount.
b. Travel expenses shall be reimbursed only in accordance with rates approved by the County and only
when the reimbursement of expenses is specifically provided for in Exhibit 1, paragraph 3 of this
Contract.
c. The current approved rates for reimbursement of travel expenses are set forth in the above described
policy.
d. County shall not reimburse for any expenses related to alcohol consumption or entertainment.
e. Except where noted, detailed receipts for all expenses shall be provided.
f. Charge slips for gross amounts are not acceptable.
g. County shall not reimburse Contractor for any item that is not otherwise available for reimbursement to
an employee of Deschutes County.
2. Approved reimbursements:
a. Mileage. Contractor shall be entitled to mileage for travel in a private automobile while Contractor is
acting within the course and scope of Contractor's duties under this Contract and driving over the most
direct and usually traveled route to and from Bend, Oregon.
1) Reimbursement for mileage shall be equal to but not exceed those set by the United States General
Services Administration ("GSA") and are subject to change accordingly.
2) To qualify for mileage reimbursement, Contractor shall hold a valid, current driver's license for the
class of vehicle to be driven and carry personal automobile liability insurance in amounts not less
than those required by this Contract.
3) No mileage reimbursement shall be paid for the use of motorcycles or mopeds.
b. Meals.
1) Any reimbursement for meals shall be for actual cost of meals incurred by Contractor while acting
within the course and scope of Contractor's duties under this Contract.
2) For purposes of calculating individual meals where the Contractor is entitled only to a partial day
reimbursement, the following maximum allocation of the meal expenses applies:
a) Breakfast, $10;
b) Lunch, $12;
c) Dinner. $22.
3) Except in the event of necessary overnight travel as provided below, partial day meal expenses shall
be reimbursed as follows and only while Contractor is acting within the course and scope of
Contractor's duties under this Contract:
a) Breakfast expenses are reimbursable if Contractor is required to travel more than two (2) hours:
before the start Contractor's regular workday (i.e. 8:00 a.m.).
b) Lunch expenses are reimbursable only if Contractor is required to travel overnight and begins
the journey before 11 :00 am or ends the journey after 11 :00 a.m.
c) Dinner expenses are reimbursable only if Contractor is required to travel more than two (2)
hours after Contractor's regular workday (i.e. 5:00 p.m.).
Page 1 of 2 -Exhibit 5 to Personal Services Contract No. 2011-389
4) Breakfast and dinner expenses are reimbursable during Contractor's necessary overnight travel
while acting within the course and scope of Contractor's duties under this Contract and shall not
exceed those set by the GSA. and are subject to change accordingly.
c. Lodging.
1) County shall reimburse Contractor for Contractor's actual cost of lodging necessary to provide
service to the County and shall not exceed the maximum lodge set by the GSA for Bend, Oregon.
2) Reimbursement rates for lodging are not considered "per diem" and receipts are required for
reimbursement
d County shall not reimburse Contractor in excess of the lowest fair for any airline ticket or vehicle rental
charges.
3. Exceptions. Contractor shall obtain separate written approval of the County Administrator for any
exceptions to the expense items listed above prior to incurring any expense for which reimbursement shall
be sought.
Page 2 of 2 -Exhibit 5 to Personal Services Contract No. 2011-389
Exhibit 6
DESCHUTES COUNTY SERVICES CONTRACT
Contract No. 2011-389
Compliance with provisions, requirements of funding source and
Federal and State laws, statutes, rules, regulations, executive orders and policies.
Conflicts of Interest
Contractor certifies under penalty of perjury that the following statements are true to the best of
Contractor's knowledge:
1. If Contractor is currently performing work for the County, State of Oregon or federal government, Contractor
by signature to this Contract declares certifies that; Contractor's Work to be performed under this Contract
create no potential or actual conflict of interest as defined by ORS 244 and no rules or regulations of
Contractor's employee agency (County State or Federal) would prohibit Contractor's Work under this
Contract. Contractor is not an "officer," "employee," or "agent" of the County, as those terms are used in
ORS 30.265.
2. Audits.
a. Contractor shall comply, if applicable, with the applicable audit requirements and responsibilities set
forth in the Office of Management and Budget Circular A-133 entitled "Audits of States, Local
Governments and Non-Profit Organizations."
b. Contractor shall also be required to comply with applicable Code of Federal Regulations (CFR)
sections and OMB Circulars governing expenditure of federal funds. State, local and Indian Tribal
Governments and governmental hospitals must follow OMB A-102. Non-profits, hospitals, colleges and
universities must follow 2 CFR Part 215. Sub-recipients shall be required to monitor any organization to
which funds are passed for compliance with CFR and OMB requirements.
3. No federally appropriated funds have been paid or shall be paid, by or on behalf of Contractor, to any person
for influencing or attempting to influence an officer or employee of any agency, a member of Congress, an
officer or employee of Congress, or an employee of a member of Congress in connection with the awarding
of any federal contract, the making of any 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.
a. If any funds other than federally appropriated funds have been paid or shall be paid to any person for
influencing or attempting to influence an officer or employee of any agency, a member of Congress, an
officer or employee of Congress, or an employee of a member of Congress in connection with this
federal contract, grant, loan, or cooperative agreement, Contractor agrees to complete and submit
Standard Form-LLL "Disclosure Form to Report Lobbying," in accordance with its instructions.
1) Standard Form-LLL and instructions are located in 45 CFR Part 93 Appendix B.
2) If instructions require filing the form with the applicable federal entity, Contractor shall then as a
material condition of this Contract also file a copy of the Standard Form-LLL with the Oregon Health
Authority.
3) This filing shall occur at the same time as the filing in accordance with the instructions.
b. Contractor understands this certification is a material representation of fact upon which the County and
the Oregon Health Authority has relied in entering into this Contract. Contractor further understands that
submission of this certification is a prerequisite, imposed by 31 USC 1352 for entering into this Contract.
c. 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.
d. Contractor shall include the language of this certification in the award documents for all sub-awards at all
tiers (including subcontracts, sub-grants, and contracts under grants, loans and cooperative
agreements) and that all sub-recipients shall certify and disclose accordingly.
e. Contractor is solely responsible for all liability arising from a failure by Contractor to comply with the
terms of this certification.
f. Contractor promises to indemnify County for any damages suffered by County as a result of Contractor's
failure to comply with the terms of this certification.
Page 1 of 2 -Exhibit 6 to Personal Services Contract No. 2011-389
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4. Contractor understands that, if this Contract involves federally appropriated funds, this certification is a
material representation of facts upon which reliance was placed when this Contract was made or entered
into, submission of this certification is a prerequisite for make or entering into this Contract imposed by
Section 1352, Title 311, U.S. Code and that 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 failure.
~~~~--------------
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Page 2 of 2 -Exhibit 6 to Personal Services Contract No. 2011-389
Exhibit 7
DESCHUTES COUNTY SERVICES CONTRACT
Contract No. 2011-389
BUSINESS ASSOCIATE AGREEMENT
County will make available and/or transfer to Contractor certain Information, in conjunction with goods or
services that are being provided by Contractor to County, that is confidential and must be afforded special
treatment and protection.
Contractor will have access to and/or receive from County certain Information that can be used or disclosed only
in accordance with this Contract and the HHS Privacy Regulations.
To the extent required by 42 U.S.C. 1171 et seq. enacted by the Health Insurance Portability and Accountability
Act of 1996 and regulations promulgated thereunder, Contractor assures County that Contractor will
appropriately safeguard protected health information made available to or obtained by Contractor.
Contractor further agrees to comply with applicable laws relating to protected health information and with respect
to any task or other activity Contractor performs on behalf of County, to the extent County would be required to
comply with such requirements.
For purposes of this Contract, the following terms shall apply:
A. Contractor shall be considered a BUSINESS ASSOCIATE;
B. County shall be considered a COVERED ENTITY;
C. HHS Privacy Regulations shall mean the Code of Federal Regulations (C.F.R.) at Title 45, Sections
160 and 164;
D. Individual shall mean the person who is the subject of the Information, and has the same meaning
as the term 'individual' is defined by 45 C.F.R. 164.501; and
E. Secretary shall mean the Secretary of the Department of Health and Human Services (HHS) and
any other officer or employee of HHS to whom the authority involved has been delegated;
F. Information shall mean any health information provided and/or made available by County to
Contractor, and has the same meaning as the term 'health information' as defined by 45 C.F.R.
160.102.
Contractor agrees it shall:
1. Not use or further disclose such information other than as permitted or required by this Contract.
Contractor shall not, except as necessary for the proper management, administration and performance
of its duties under this Contract, use, reproduce, disclose, or provide to third parties, any confidential
document or information relating to the County, its members or to clients of County or its members
without the prior written consent or authorization of the County or of the client. If Contractor uses such
information for the purposes set forth above, it will only do so if the disclosure is required by law or
Contractor obtains reasonable assurances from the person to whom the information is disclosed that it
will be held confidentially and used or further disclosed only as required by law or for the purpose for
which Contractor disclosed it to the person. Contractor shall ensure that its personnel, employees,
affiliates and agents maintain the confidentiality of patient health information and business information of
County.
2. Not use or further disclose the information in a manner that would violate the requirements of applicable
law, if done by County;
Page 1 of 2 -Exhibit 7 to Personal Services Contract No. 2011-389
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3. Use appropriate safeguards to prevent use or disclosure of such information other than as provided for
by this Contract;
4. Report to County any use or disclosure of such information not provided for by this Contract of which
Contractor becomes aware;
5. Ensure that any subcontractors or agents to whom Contractor provides protected health information
received from County agree to the same restrictions and conditions that apply to Contractor with respect
to such information;
6. Make available protected health information in accordance with applicable law, i.e., the Code of Federal
Regulations (C.F.R.) at Title 45, Sections 160 and 164;
7. Maintain standard records, pursuant to this Contract, and to provide such records and other necessary
information to the County as may be requested in writing and as permitted by law. Contractor agrees
that all records kept in connection with this Contract are subject to review and audit by the County upon
reasonable notice of a minimum of 14 work days from the date of written request by the County.
8. Make Contractor's internal practices, books, and records relating to the use and disclosure of
protected health information received from County available to the Secretary of the United States
Health & Human Services for purposes of determining County's compliance with applicable law
(in all events, Contractor shall immediately notify County upon receipt by Contractor of any such
request, and shall provide County with copies of any such materials);
9. Upon termination of this Contract, Contractor shall promptly return all protected health
information received from County. If the return of protected health information is not feasible,
Contractor shall continue the protections required under this Contract to the protected health
information consistent with the requirements of this Attachment and the HIPAA privacy
standards.
Date:'t~"/I Signature: ~~~~ " .. -z,g"//___Title
Contractor: Marc V. Willia~~
Page 2 of 2 Exhibit 7 to Personal Services Contract No. 2011-389
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CNA
OMAICNA Physicians Protection Program
CERTIFICATE OF INSURANCE
THIS CERTIFICATE OF INSURANCE IS NOT AN INSURANCE POLICY AND IS ISSUED AS A
MATTER OF INFORMATION ONLY. IT CONFERS NO RIGHTS UPON THE HOLDER.
NAME AND ADDRESS OF INSURED: ISSUED BY: Continental Casualty Company
Marc V. Williams MD
1495 NW Quincy Ave
Bend, OR 97701
A Claims-Made Professional Uablity Policy
POLICY NUMBER POLICY PERIOD LIMITS OF lIABLITY PRIOR ACTS DATE
PSC 2074998280 08/01/11 -08/01/12 1,000,000 Per Claim 04/01/2001
3,000,000 Aggregate
NAME AND ADDRESS OF CERTIFICATE HOLDER:
TO WHOM IT MAY CONCERN
This Certificate of insurance is not an insurance policy and does not amend, extend or alter the coverage afforded
by the policies listed herein. Notwithstanding any requirement, term, or condition of any contract or other document
with respect to which this Certificate of insurance may be issued or may pertain, the insurance afforded by the
policies described herein is subject to all the terms, exclusions and conditions of such policies.
I. Photocopies of this document are deemed as valid as the original.
II. If the Policy, or coverage for any person, is canceled for any reason or if the terms of the policy are
changed, we will notify the First Named Insured only.
-----~-------~-~
AUTHORIZED REPRESENTATIVE
DATE ISSUED: July 13, 2011
CNA HealthPro, 12909 SW 68th Parkway, Suite 200 Portland, OR 97223(800) 341 -3684
GSL2929XX Ed. 07 08
I
Commercial Certificate of Insurance FARMERS'
Agency • Scott Robson
Name • 644 NE GREENWOOD AVE #1 Issue Date (MMDDhl') 110/0612010 ::: :& • Bend, OR 97701·4569
Address • 541·382·9111 This certificate Is Issued as a watter of information only and confers no rights
upon the certincate holder. This certlflcate does not amend. extend or alter the
coverage afforded by the policies shown below.St. 73 Dist. _09___Agent _3_54___
Companies Providing Coverage:
Insured Company A Truck In.~urll.Qce Exchange
• WILLIAMS, MARC uller
Name Company B Fanners Insurance Exchange
• 3073 NW COLONIAL DR utter& • BEND, OR 97701 Company CMtd-Century Insurance Company
Address Utter
Company 0
utter ______________
(bverages
This Is to certify that the pOlicies oflnsurance listed below have been Issued to the Insured named above for the policy period Indicated. Notwithstanding
any requirement, term or condition of any contract or other document with respect to which this certlflcate may be Issued or may pertain. the Insurance
afforded by the pollcles descrtbed herein Is subject to all the terms. exclusions and conditions of such policies. Umlts shown may have been reduced by
paid claims.
Co. !Po lley Effective lley ExpirationType of Insurance Policy Number Policy UmitsDate (MM,oD ate (MM,o Dh"t)Ur.
General AsgregateB General liability $2,000,000034978089 08/09/201108/09/2010 Products-Com p,QPS" Commercial General Asgregate $1,000,000Uablllty
Personal &
Advertising Injury S 1,000,000" '" Occurrence Version Each OccurrenceContractual· Incidental ! $1,000,000Flre DamageOnly
(!Jrf one Ore) $75,000I Owners & Contractors Prot. Ivfedlcal Expense
(/vIy one person) $5,000
Combined SingleAutomobile Uability limit $
Autos
All Owned Commercial
BodUy In~ury
(Per person $
Hired Autos
Scheduled Autos
I &dily InjurY $fler acclden t)Non-Owned Autos
Property Damage
1$Garage LIability
Garage Aggregate $
lknbrella liability Umlt $
Statutory
Each Al:cldent ! $
Workers' Cbmpensation
and Disease· Bath Employee $fmployers' Uability Disease· Polky Uwlt • $
Descrlptlon of OperatlonsNehJc1eslRestrlctlons-5peclalltems:
2577 NE COURTNEY DR, BEND, OR 9770 I
Cbrtifirnte ~der QmCEllation
Should any 0 rthe above described policies be canceUed before the expiration date• DESCHUTES COUNTY HEALTH
Name thereof. the Issuing company wlU endeavor to mall 3)days wrttten notice to the• SERVICES certificate holder named to the left. but fallure to mail such notice shall 1m pose 110& • 2577 NE COURTNEY DR. obligation or liability oC any kind upon the company.ltl agents or representatives.Address • BEND, OR 97701
Authorized Representative
Copy Distribution: Service Center Copy and Agent's Copy
BUSINESSOWNERSPOlI~Y NUMBER: 03497-80-89
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
ADDITIONAL INSURED .. QESIGNATED PE SON
OR ORGANIZATION
Thll endorsement modlne. Insurance provIded under.the following:
BUSINESSOWNERS POLICY
SCHEDULE-
Name Of Penon Or OrpnIZllllon:
DESCHUTES COUNTY HEALTH
SERVICES
... Information required to complete thl. Schedule. If not ahown on this endor. ment, will be shown In the
DeclaratIons.
The following Is added to Paragraph C. Who I, An
lneured In the Bualneasownera Liability Coverage
Form:
4. Any person or organization ahown In the Sched..
ule i8 also an insured, but only with raspect to
liability arl81ng out of your ongoing operations
or premises owned by or rented to you.
Page 1of1BP 04 48 0197 Copyright. Insurance 8ervl.ces Qfflce. Inc .• 1997
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tIi ....
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POll~Y NUMBER: 03497-80-89
THIS ENDOR.EMIINT CHANGES THE POLICY. PLIAS! READ IT
ADDmONAL INSURED -DESIGNATED PE
OR OROANIZATlON
This endDl'Bement modlne. I"surance provided under the'tollowlng:
BUSINEGGOWNERS POLICY
SCHEDULE-
Narne Of Person Or Orpnlzatlon:
DESCHUTES COUBTY, ITS OFFICERS
AGERTS, ,EMPLOYEES, VOLUNTEERS
.. Information required to complete thIs Schedule, If not shown on thl. endors
Declarations.
The follOWing Is added to Paragraph C. Wlto •• An
InlUred In the Buslnessowners Llablltty Coverage
Form:
4. Any person or organization shown In the Sched
ule Is also an Insured, but only with respect to
liability arising out of your ongoIng operations
or premises owned by or rented to you.
BUSINESS9WNERS
CAREFULLY.
SON
mentt will be shown In the
BP 04 48 0197 Copyright, Insurance ServIces Qfflce, Inc., 1997 Page 1 of 1 Cl
,
i
I'
< .'I~.
on this enG
ENDORSEMENT
EffectIve
Date 10/01/10
of
I
DESCh'"'UTES COtnn'Y I ITS OFFICERS I AOE!fTS,· ,EMPLOYEES.
AND VOLUNTEERS ARE ADDITIOKALLY IKSURED
Thl. endorsement I, part of your policy. It supersede. and Controls anything to the
to all other terms of the poficy.
COUNTERSIONED~~~
(Date)
nt.
03497-80-89
Policy Number
he Compan), designated
n the Declarations
ntrary. It is othelWlse subject
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