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HomeMy WebLinkAboutC10-021 Jerome Evans AgreementAGREEMENT BETWEEN EAGLE COUNTY AND JEROME EVANS, PhD. (For Early Childhood Independent Evaluation) This Agreement ("Agreement") dated as of this ~ ~ tE. day of ~2~`~v``7 , 20~, is between the County of Eagle, State of Colorado, a body corporate and politic, by and through its Board of County Commissioners (``County"), and Jerome Evans, PhD., with a mailing address of 309 Deer Run, Carbondale, CO 81623 (``Contractor"). WHEREAS, the County, through its Department of Health and Human Services ("HHS"), works to promote the health, safety and welfare of County residents of all ages; and WHEREAS, the use of outside providers enhances the ability of the County to promote such health, safety and welfare; and WHEREAS, County wishes to hire Contractor to perform the services outlined in Section 1.1 hereunder; and WHEREAS, County and Contractor intend by this Agreement to set forth the scope of the responsibilities of the Contractor in connection with the services and related terms and conditions to govern the relationship between Contractor and County in connection with the services. AGREEMENT NOW THEREFORE, based upon the representations by Contractor set forth in the foregoing recitals, for good and valuable consideration, including the promises set forth herein, the parties agree to the following: 1. Scope of Services: 1.1 The Contractor will provide the services more particularly set forth in the attached Exhibit "A" labeled Scope of Services (hereinafter called the "Services") incorporated herein by reference. The Services are generally described as providing independent evaluation of Eagle County's Early Head Start program. 1.2 Any revision, amendment or modification of this Agreement shall be valid only if in writing and signed by all parties. Except as may be expressly altered by the amendment, all terms and conditions of this Agreement shall control. To the extent the terms and conditions of this Agreement may conflict with Exhibit "A" or any future exhibits or amendments, the terms and conditions of this Agreement shall control. 1.3 The Contractor agrees that Contractor will not knowingly enter into any arrangement with third parties that will conflict in any manner with this Agreement. CID-0~1 1.4 Contractor has given the County a proposal for performing the Services and represented that it has the expertise and personnel necessary to properly and timely perform the Services. 2. Term of Agreement: 2.1 The term of this Agreement shall commence upon execution of the Agreement by both parties and shall end on December 31, 2010, unless earlier terminated in accordance with the terms of this Agreement. 2.2 This Agreement may be terminated by either party for any reason with 15 days written notice, with or without cause, and without penalty. In the event the Contractor tiles for bankruptcy or is declared bankrupt or dissolves, County may declare in writing that this Agreement is terminated, and all rights of Contractor and obligations of County, except payment of accrued but unpaid fees set forth in Section 2.3 hereof, shall terminate immediately. 2.3 In the event of any termination of this Agreement, Contractor shall be compensated for all incurred costs and hours of work then completed, plus approved expenses. 3. Independent Contractor: 3.1 With respect to the provision of the Contractor's Services hereunder, Contractor acknowledges that Contractor is an independent contractor providing Contractor's services to the County. Nothing in this Agreement shall be deemed to make Contractor an agent, employee, partner or representative of County. 3.2 The Contractor shall not have the authority to, and will not make any commitments or enter into any agreement with any party on behalf of County without the written consent of the Board of County Commissioners. 3.3 The Contractor and its employees are not entitled to workers' compensation benefits through the County. The Contractor is solely responsible for necessary and adequate workers' compensation insurance and shall be responsible for withholding and paying all federal and state taxes. The Contractor and its employees are not entitled to unemployment insurance benefits unless unemployment compensation coverage is provided by an entity other than the County. The Contractor hereby acknowledges full and complete liability for and timely payment of all local, state and federal taxes imposed including, without limitation, tax on self-employment income, unemployment taxes and income taxes. 4. Compensation: 4.1 For the Contractor's Services provided hereunder, County shall pay to the Contractor a fee as set forth in the attached Exhibit "A." (Contractor will not be entitled to bill at overtime and/or double time rates for work done outside normal business hours unless specifically authorized to do so by County.) Fees for any additional services will be as set forth in an executed addendum to this agreement. 4.2 For reimbursement Contractor must submit invoices by the fifth business day of each month. Invoices shall include a description of services performed. If County is not satisfied with the completeness of a submitted invoice, County may request Contractor to either revise the invoice or provide additional information. Fees will be paid within thirty (30) days of receipt of a proper and accurate invoice from Contractor for Contractor's Services. All invoices must be mailed or delivered in-person to the following address to ensure proper payment. Invoices sent by fax or email will not be accepted. Eagle County Health & Human Services Business Office 550 Broadway P.O. Box 660 Eagle, CO 81631 4.3 If, prior to payment of compensation or reimbursement for services but after submission to County of a request therefore by Contractor, County reasonably determines that payment as requested would be improper because the services were not performed as prescribed by the provisions of this Agreement, the County shall have no obligation to make such payment. If, at any time after or during the Term or after termination of this Agreement as hereinafter provided or expiration of this Agreement, County reasonably determines that any payment theretofore paid by County to Contractor was improper because the services for which payment was made were not performed as prescribed by the provisions of this Agreement, then upon written notice of such determination and request for reimbursement from County, Contractor shall forthwith return such payment to County. Upon termination of this Agreement as hereinafter provided or expiration of the Term, any unexpended funds advanced by County to Contractor shall forthwith be returned to County. 4.4 Notwithstanding anything to the contrary contained in this Agreement, no charges shall be made to the County nor shall any payment be made to the Contractor in excess of the amount for any work done in respect of any period after December 31st of the calendar year of the Term of this Agreement, without the written approval in accordance with a budget adopted by the Board of County Commissioners in compliance with the provisions of Article 25, Title 30 of the Colorado Revised Statutes, the Local Government Budget Law (C.R.S. § 29-1-101 et seq.) and the TABOR Amendment (Colorado Constitution, Article X, Sec. 20). 3 5. Indemnification: Within the limits allowed by law, Contractor shall indemnify County for, and hold and defend the County and its officials, boards, officers, principals and employees harmless from all costs, claims and expenses, including reasonable attorney's fees, arising from claims of any nature whatsoever made by any person in connection with the negligent acts or omissions of, or presentations by, the Contractor in violation of the terms and conditions of this Agreement. This indemnification shall not apply to claims by third parties against the County to the extent that the County is liable to such third party for such claim without regard to the involvement of the Contractor. 6. Contractor's Professional Level of Care and Additional Duties: 6.1 In rendering its services hereunder, Contractor shall comply with the highest standards of customer service to the public. Contractor shall provide appropriate supervision of its employees to ensure the maintenance of these high standards of customer service and professionalism, the performance of such obligation to be determined at the sole discretion of County. In the event that County finds these standards of customer service are not being met by Contractor, County may terminate this Agreement, in whole or in part, upon ten (10) days notice to the Contractor. 6.2 All funds received by Contractor under this Agreement shall be or have been expended solely for the purpose for which granted, and any funds not so expended, including funds lost or diverted for other purposes, shall be returned to County. Contractor shall provide the County with progress reports upon County's request; or Contractor shall furnish progress reports as more specifically set forth in the attached Exhibit "A". 6.3 Contractor shall maintain, for a minimum of 3 years, adequate financial and programmatic records for reporting to County on performance of its responsibilities hereunder. Contractor shall be subject to financial audit by federal, state or county auditors or their designees. Contractor authorizes County to perform audits or to make inspections during normal business hours, upon 48 hours notice to Contractor, for the purpose of evaluating performance under this Agreement. Contractor shall cooperate fully with authorized HHS representatives in the observation and evaluation of the program and records. Contractor shall have the right to dispute any claims of misuse of funds and seek an amicable resolution with County. 6.4 Contractor shall comply with all applicable federal, state and local rules, regulations and laws governing services of the kind provided by Contractor under this Agreement. Contractor shall be solely responsible for ensuring proper licensing and credentialing of those providing services under this Agreement. 6.5 Contractor shall comply with the requirements of the Civil Rights Act of 1964 and Section 504, Rehabilitation Act of 1973, concerning discrimination on the basis of race, color, sex, age, religion, political beliefs, national origin, or handicap. 4 Notice: Any notice required under this Agreement shall be given in writing by registered or certified mail; return receipt requested which shall be addressed as follows: COUNTY: Eagle County Health & Human Services Jemlie Wahrer P.O. Box 660 Eagle, CO 81631 970-328-2604 CONTRACTOR: Jerome Evans, PhD 309 Deer Run Carbondale, CO 81623 970-704-0587 8. Insurance: 8.1 At all times during the term of this Agreement Contractor shall maintain in full force and effect the following insurance: Insurance Type • Workers' Compensation • Employers Liability, including Occupational Disease • Comprehensive General Liability, including in Broad Form Property Damage • Professional Liability Insurance Coverage Minimums Statutory $500,000 $600,000 per occurrence or as specified the Colorado Governmental Immunity Act, whichever is greater $500,000 per occurrence 8.2 Contractor shall purchase and maintain such insurance as required above and shall provide certificates of insurance in a form acceptable to County upon execution of this Agreement. 9. Non-Assignment and Subcontractors: Contractor shall not assign this Agreement or employ any subcontractor without the prior written approval of the County Representative, who is designated in Section 7 of this Agreement. The Contractor shall be responsible for the acts and omissions of its agents, employees and sub-contractors. The Contractor shall bind each subcontractor to the terms of this Agreement. The County may terminate this Agreement, if the Contractor assigns or subcontracts this Agreement without the prior written consent from the County, and any such assignment or subcontracting shall be a material breach of this Agreement. 10. Jurisdiction and Confidentiality: 10.1 This Agreement shall be interpreted in accordance with the laws of the State of Colorado and the parties hereby agree to submit to the jurisdiction of the courts thereof. Venue shall be in the Fifth Judicial District for the State of Colorado. 10.2 The Contractor acknowledges that, during the term of this Agreement and in the course of the Contractor rendering the Contractor's Services, the Contractor may acquire knowledge of the business operations of the County not generally known deemed confidential. Contractor shall not disclose, use, publish or otherwise reveal, either directly or through another, to any person, firm or corporation, any such conldential knowledge or information and shall retain all knowledge and information which she has acquired as the result of this Agreement in trust in a fiduciary capacity for the sole benefit of the County during the term of this Agreement, and for a period of five (5) years following termination of this Agreement. Any such information must be marked as confidential. The parties recognize that the County is subject to the Colorado Open Records Act and nothing herein shall preclude a release of information that is subject to the same. 11. Miscellaneous: 11.1 This Agreement constitutes the entire Agreement between the parties related to its subject matter. It supersedes all prior proposals, agreements and understandings, either verbal or written. 11.2 This Agreement does not and shall not be deemed to confer upon or grant to any third party any right enforceable at law or equity arising out of any term, covenant, or condition herein or the breach hereof. 11.3 Invalidity or unenforceability of any provision of this Agreement shall not affect the other provisions hereof, and this Agreement shall be construed as if such invalid or unenforceable provision was omitted. 12. Prohibitions on Public Contract for Services: If Contractor has any employees or subcontractors, Contractor shall comply with C.R.S. § 8-17.5-101, et seq., regarding Illegal Aliens -Public Contracts for Services, and this Contract. By execution of this Contract, Contractor certifies that it does not knowingly employ or contract with an illegal alien who will perform under this Contract and that Contractor will participate in the E-verify Program or other Department of Labor and Employment program ("Department Program") in order to confirm the eligibility of all employees who are newly hired for employment to perform work under this Contract. (a) Contractor shall not: (i) Knowingly employ or contract with an illegal alien to perform work under this contract for services; or (ii) Enter into a contract with a subcontractor that fails to certify to the Contractor that the subcontractor shall not knowingly employ or contract with an illegal alien to perform work under the public contract for services. (b) Contractor has confirmed the employment eligibility of all employees who are newly hired for employment to perform work under this Contract through participation in the E-verify Program or Department Program, as administered by the United States Department of Homeland Security. Information on applying for the E-verify program can be found at: http://www.dhs.~ov/xprevprot/pro Jr~, ams/gL 1185221678150.shtm (c) The Contractor shall not use either the E-verify program or other Department Program procedures to undertake pre-employment screening of job applicants while the public contract for services is being performed. (d) If the Contractor obtains actual knowledge that a subcontractor performing work under the public contract for services knowingly employs or contracts with an illegal alien, the Contractor shall be required to: (i) Notify the subcontractor and the County within three (3) days that the Contractor has actual knowledge that the subcontractor is employing or contracting with an illegal alien; and (ii) Terminate the subcontract with the subcontractor if within three (3) days of receiving the notice required pursuant to subparagraph (i) of paragraph (d) the subcontractor does not stop employing or contracting with the illegal alien; except that the Contractor shall not terminate the contract with the subcontractor if during such three days the subcontractor provides information to establish that the subcontractor has not knowingly employed or contracted with an illegal alien. (e) The Contractor shall comply with any reasonable request by the Department of Labor and Employment made in the course of an investigation that the department is undertaking pursuant to its authority established in C.R.S. § 8-17.5-102(5). (f) If a Contractor violates these prohibitions, the County may terminate the contract for a breach of the contract. If the contract is so terminated specifically for a breach of this provision of this Contract, the Contractor shall be liable for actual and consequential damages to the County as required by law. (g) The County will notify the office of the Colorado Secretary of State if Contractor violates this provision of this Contract and the County terminates the Contract for such breach. 13. Sole Source Government Contracts: If the Contractor has entered into a sole source government contract or contracts with the State of Colorado or any of its political subdivisions as defined in Article XXVIII of the Colorado Constitution which including this contract in the aggregate on an annual basis are equal to or exceed the amount of $100,000, then the following provisions apply: (a) Because of a presumption of impropriety between contributions to any campaign and sole source government contracts, Contractor, on behalf of itself, any person who controls ten percent or more of the shares of or interest in the Contractor, and the Contractor's officers, directors and trustees (collectively, the "Contract Holder") shall contractually agree, for the duration of the contract and for two years thereafter, to cease making, causing to be made, or inducing by any means, a contribution, directly or indirectly, on behalf of the Contractor Holder or on behalf of his or her immediate family member and for the benefit of any political party or for the benefit of any candidate for any elected office of the state or any of its political subdivisions. (b) The parties further agree that if a Contract Holder makes or causes to be made any contribution intended to promote or influence the result of an election on a ballot issue, the Contract Holder shall not be qualified to enter into a sole source government contract relating to that particular ballot issue. (c) The parties agree that if a Contract Holder intentionally violates sections 15 or 17(2) of Article XXVIII of the Colorado Constitution, as contractual damages that Contract Holder shall be ineligible to hold any sole source government contract, or public employment with the state or any of its political subdivisions, for three years. (d) The Contract Holder agrees to comply with the summary and notice provisions of Section 16 of Article XXVIII of the Colorado Constitution. (e) These provisions shall not apply to the extent they have been enjoined or invalidated by a court of competent jurisdiction. (f) All terms used in this Section and not otherwise defined in this Agreement shall have the same meaning as set forth in Article XXVIII of the Colorado Constitution. 11 SIGNATURE PAGE TO FOLLOW // 8 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first above written. COUNTY OF EAGLE, STATE OF COLORADO By and through its County Manager _. Keith P. Monfag, bounty Manager / , Jerome Evans, PhD. By: --e-H..~~ ~ , ;tic STATE OF COLORADO ) ss County of ~ ~ 1~ ) The foregoing was acknowledged before me this 2 U day of _ i,~ ~~ i ~ ~;~~~ ~' ~. ~ , 20 I ~ By Jerome Evans, PhD. Witness my hand and official seal. My commission expires: ~~Z`'~ ~ 13 ~~ Notary Public .~`~``~~~~N A I R~ /~~~~''% `\~.~ ~P . ~ .2/.92%,,, _ NorA~y ''~.,~F CO~O~\`\`~. ~'~ninu~~~~~~~`` 9 EXHIBIT A SCOPE OF SERVICES, PAYMENT & FEE SCHEDULE Description of Services: This contract is for services provided beginning January 1, 2010 and ending on December 31, 2010. The Contractor will draw on past experience with evaluation of Early Childhood Service's Early Head Start program to expand and improve on the outcomes evaluation and in addition will conduct in July 2010 a program evaluation based on these improvements and prepare a written report. Specifically, the Contractor will: 1. Evaluate and update the 2009 version of the Eagle County Early Head Start Key Parent Outcomes Review form; 2. Monitor from January -December 2010 data entry by Eagle County staff who conduct home visits; 3. Work with Eagle County staff who conduct home visits to revise data entry methods that will improve the ease, accuracy, and completeness of the parent outcomes Evaluation system, including creating English and Spanish language versions of rating scales; 4. Update as needed the Access database matching the Eagle County Early Head Start Key Parent Outcomes Review; and 5. In July 2010, analyze collected data and prepare an evaluation report as requested by the HHS Early Childhood Manager; and 6. Train Eagle County Early Childhood staff in the evaluation system. The County shall provide the Contractor with: 1. Current requirements for information and reports; 2. Spanish language translation of rating scales; and 3. Scheduled time for the Contractor to provide training of Early Childhood staff in the evaluation system. Payment and Fee Schedule: County will compensate Contractor for performance of services described under description of services at a rate of $50 per hour for up to 200 hours. The maximum amount of reimbursement under this contract shall not exceed $10,000. 10 EXHIBIT B PROOF OF INSURANCE (Certificate of insurance to be inserted as Exhibit e) 11 ACORD~, CERTIFICATE OF LIABILITY INSURANCE D 06/152009 PRODUCER Seriaf # 100486 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE MAGUIRE INS AGENCY, INC HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 1954 GREENSPRING DR. STE 360 ALTER THE COVERAGE AFFORRED BY THE POLICIES BELOW. TIMONIUM, MD 21083 INSURERS AFFORDING COVERAGE NAIC# INSUREb INSURER A: PHILADELPHIA INSURANCE COMPANIES JEROME R. EVANS, PH.D./DBA PROGRAM INSURER B: EVALUATION TECHNICAL ASSISTANCE INSURER C: PO BOX 3601 INSURER D: BASALT, C~ $1620 INSURER E: COVERAGES THE POLICIES OF INSURANCE L[STED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING TERM OR CONDITION OFANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR ANY REQUIREMENT , THE INSURANCE AFFORDED BY THE POLICES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH MAY PERTAIN , POLICIES, AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS, INSR LTR Aoo'L NSR TypE OF INSURANCE POLICY NUMBER ppgT Y MFUODNY PpAICY AIMrODlY ~N LIh11TS L LIABILITY EACH OCCURRENCE $ GEN ERA COMPAERCIALGENERALLIABILITY PREMISESOEao~ccuEtDenee S R ~ MED EXP (Any one person) S OCCU CLAIMS MADE PERSONAL & ADV INJURY S GENERAL AGGREGATE $ ATE LIMIT APPLIES PER: E PRODUCTS - COMPIOP AGG S G GENT AGGR POLICY jECOT LOC AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT S (Ea accidenq ANY AUTO ALL OWNED AUTOS BODILY INJURY S (Per person) SCHEDULED AUTOS HIRED AUTOS BODILY INJURY $ (Per accident) NON-OWNED AUTOS acGdentj AIAP.GE (p 0 S e r AUTO ONLY-EA ACCIDENT S GAR AGE EDIBILITY OTHER THAN EA ACC S ANYAU70 AU70 ONLY: AGG $ EACH OCCURRENCE $ EXCESS/UMBRELLA LIABILITY ~ CLAIh1S MADE AGGREGATE S OCCUR $ DEDUCTIBLE $ RETENTION S $ ' T~J TORY LIh11TS OER S COMPENSATION AND WORKER EMPLOYERS' LIABILITY EL EACH ACCIDENT S ANY PROPRIETOR/PARTNERlEXECUTIVE OFFICERIMEMBER EXCLUDED? EL DISEASE - EA ElAPLOYEE $ Ryes, dascnbe under EL DISEASE -POLICY LIMIT S SPECIAL PROVISIONS 6e;o~v OTHER A PROFESSIONAL LIABILITY PHSD363602 11/19/2009 11/19!2010 LIMIT:$1,000,000 ERRORS & OMISSIONS AGGREGATE: X1,000,000 DESCRIPTION OF OPERATIONSILOCATtONSNEHICLESIEXCLUSIONSADDED BY ENDOR5EMENTlSPECIAL PROVISIONS CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ADOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER Wlll ENDEAVOR TO h1AIL 30 DAYS WRITTEN PROOF OF INSURANCE NOTICE TO THE CERTIFICATE HOLDER NAMED 70 THE LEFT, BU7 FAILURE TO DD 50 SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. AUTHORIZ~ PRESENTATIVE ii ~ rn wnnnn rnnOnR ATIfTN ~QRR ACORD 25 (2001/08~ V "~ "~~' -~ --~ C:IFMPROICERTPROS.FPS