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HomeMy WebLinkAboutC11-333 Ray & Associates AGREEMENT BETWEEN EAGLE COUNTY AND Ray & Associates, LLC ff This Agreement ( "Agreement ") dated as of this I day of --iafy_ 2011, is between the County of Eagle, State of Colorado, a body corporate and politic, by and through its Board of County Commissioners ( "County "), and Ray & Associates, LLC, with a mailing address of 2180 Clubhouse Drive, Steamboat Springs, CO, 80487 (hereinafter referred to as "Contractor" or "R &A "). 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, County provides various services to Eagle County residents in order to promote health, safety and welfare; and WHEREAS, the use of outside providers enhances the ability of 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 in the manner and within the timeline as more particularly set forth in the attached Exhibit "A" labeled Scope of Services (hereinafter called "Contractor's Services" or the "Services ") incorporated herein by reference. The Contractor's Services are generally described as mobilizing partners, conducting a health assessment and developing a health center service delivery model. 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 1 Agreement between Eagle County and Ray & Associates, LLC c�3 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. 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. 1.5 Additional Services. Any services in addition to the Services ( "Additional Services ") shall be performed by Consultant only upon the written request of County. Orders for Additional Services shall be acknowledged by County and Consultant in writing, prior to any such work identified as Additional Services is performed by Consultant. Failure by Consultant to obtain written authorization and acknowledgement by County for Additional Services shall result in non - payment for any such Additional Services or work performed. Except as otherwise agreed in writing by Consultant and County, all Additional Services shall be subject to the terms and conditions of this Agreement. County may also by written notice to Consultant make any reasonable reductions to the scope of the Services and the compensation payable to Consultant shall be reduced in a fair and reasonable amount on account thereof. 2. Term of Agreement: 2.1 This Agreement shall commence on the agreement date first above written and, subject to the provisions of Section 2.2 hereof, this Agreement shall commence on the date first written above and, subject to the provisions of paragraph ten hereof, shall continue in full force and effect until the Services are satisfactorily completed. 2.2 This Agreement may be terminated by either party for any reason with 15 days written notice, with or without cause. In the event the Contractor files 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, County shall pay to Consultant as payment in full for all labor, work and services performed, all materials supplied, and expenses incurred by Consultant as follows: the agreed compensation for all Services and approved Additional Services satisfactorily performed by Consultant under this Agreement up to the effective date of termination. Concurrent with Consultant's receipt of such payment, Consultant shall sign and deliver to County true and complete copies of Consultant's work product. As used herein, the "effective date of termination" shall be that date which is fifteen (15) calendar days after receipt of the notice of termination. 1 Agreement between Eagle County and Ray & Associates, LLC 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 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 Contractor's proposal attached hereto as 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 between the parties. The compensation agreed to and set forth in Exhibit A shall be paid by County in monthly progress payments equal to the percentage complete for each task performed by Contractor and any pre- approved out -of- pocket travel expenses that are included in Exhibit "A." The compensation for the performance of the Services and allowable travel expenses described in Exhibit A shall not exceed seventy five thousand dollars ($75,000.00) absent an amendment to this Agreement signed by both parties. 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 to explain the insufficiency of the invoice. 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. Agreement between Eagle County and Ray & Associates, LLC 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). 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 Consultant shall be responsible for the completeness and accuracy of the 1 Agreement between Eagle County and Ray & Associates, LLC Services and any Additional Services, including all supporting data and other documents prepared or compiled in performance of the Services or Additional Services, and shall correct, at its sole expense, all significant errors and omissions therein. The fact that the County has accepted or approved the Services or Additional Services shall not relieve Consultant of any of its responsibilities. Consultant shall perform the Services and Additional Services in a skillful, professional and competent manner and in accordance with the standard of care, skill and diligence applicable to consultants, with respect to similar services, in this area at this time. Consultant represents and warrants that it has the expertise and personnel necessary to properly perform the Services. Consultant agrees to work in an expeditious manner, within the sound exercise of its judgment and professional standards, in the performance of this Agreement. Time is of the essence with respect to this Agreement. By executing the Agreement, Consultant confirms that the time limitations set forth herein are reasonable period(s) for performing the Services. 6.2 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. 1 Agreement between Eagle County and Ray & Associates, LLC 7. 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: CONTRACTOR: Eagle County Health & Human Services Ray & Asssociates LLC Sheila Ray, President Rachel Oys P.O. Box 660 2180 Clubhouse Drive Eagle, CO 81631 Steamboat Springs, CO 80487 970.328.8858 970.870.8254 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 Coverage Minimums • • Employers Liability, including $500,000 Occupational Disease • Comprehensive General Liability, including $600,000 per occurrence or as specified in Broad Form Property Damage the Colorado Governmental Immunity Act, whichever is greater • Professional Liability Insurance $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: I Agreement between Eagle County and Ray & Associates, LLC 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 and County acknowledge that, during the term of this Agreement and in the course of the Contractor rendering the Contractor's Services, the Contractor and County may acquire knowledge of the business operations of the other party not generally known deemed confidential. The parties shall not disclose, use, publish or otherwise reveal, either directly or through another, to any person, firm or corporation, any such confidential knowledge or information and shall retain all knowledge and information which he has acquired as the result of this Agreement in trust in a fiduciary capacity for the sole benefit of the other party 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 County agrees not to engage any individual R &A consultants in any capacity, including consulting and employment, outside the confines of this agreement for a period of five (5) years; this does not preclude the County from engaging the firm of R &A, it only precludes the County from engaging with R &A consultants in an independent capacity. 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: (1) Knowingly employ or contract with an illegal alien to perform work under this contract for services; or 1 Agreement between Eagle County and Ray & Associates, LLC (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.gov /xprevprot /programs /gc 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. // SIGNATURE PAGE TO FOLLOW l Agreement between Eagle County and Ray & Associates, LLC III 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 Boar f County Co imissioners I m. ATTEST: By: i t ' Jon Sta ne , Chairma _,,„„,--I 1,, :. VIP' "lii '■..,/ Teak J. Simonton, Clerk to the Board of County Commissioners RAY & ASSOCIATES By: Name of Person signing agreement Title: eife- STATE OF r' Z //2.& ) ) SS. COUNTY OF �_ ) The foregoing instrument was acknowledged before me by / AC this --- day / � } g � g Y .5f1Pf / ! `7 y of Odib .r , 2011. My commission expires:�i�wt o ( /S 111744, JACKIE R URBANSKI t ' • • ry ' • Ii 1 t ,P Notary Public - Arizona 1 i ■ rI` _' Maricopa County 1 1 �„ • My Comm. Expires Jan 6, 2015 1 1 Agreement between Eagle County and Ray & Associates, LLC EXHIBIT A SCOPE OF SERVICES, PAYMENT & FEE SCHEDULE Description of Services: The following addresses the four key deliverables in the project narrative, including a detailed timeline for completion of work. Task 1— Engage Community and Build Partnerships 1. Identify and Develop List of Key Stakeholders: The strength of any Community Health Center (CHC) rests on the first word, "community," and the first task is to identify the actual community to be served and individuals and entities that must be engaged in the development process. In R &A "s experience, the development of community partnerships is a key ingredient to successful development and implementation of a community health center. This begins with a thorough review of the available resources, including both individuals and entities with a stake in the project. It is essential that participation in initial efforts be broad and diverse, including health care professionals, area hospitals, health departments, clinics and community agencies. Governmental officials, including County Commissioners and Town Board members, must be engaged, as must civic and community groups, including persons who will be served by the health center. Involvement of the faith community will be sought, as this community can provide a great source of grass roots participation and ongoing marketing opportunities. Of great importance in an area like Eagle County is the involvement of the business /industry community, as contracts for services for seasonal employees may play a major role in sustainability of services. Equally important is the working relationship with other FQHCs in the area, in this case, Mountain Family Health Centers, located in Glenwood Springs, who can share extensive information and experience in the development process. Relationships with state level agencies including the Colorado Primary Care Office, Colorado Community Health Network, Colorado Rural Health Center and the various foundations and trusts in the state should be developed for the purpose of gaining support, both informational and financial. Working closely with theEagle County Health and Human Services Department, R &A will develop a working list of individuals and entities that will be invited to participate in the needs assessment and development of a service delivery model for Eagle County. ii. Community Management Team (CMT): Drawing from the list identified in subtask i.e., members of a Community Management Team (CMT) will be identified. R &A will facilitate the establishment of the CMT and will ensure that the role of the CMT is clearly defined. It is expected that the CMT will provide strategic guidance and oversight of the planning process in the areas of needs assessment, partnership building, policy, funding and services. The 1 Agreement between Eagle County and Ray & Associates, LLC membership will include representation from both community and state organizations that will bring expertise and skills essential to the development of the community health center. R &A will work with the CMT to identify and recommend individuals to serve on the Community Health Center governing board consistent with the requirements of section 330 of the Public Health Service Act as amended. iii. Collaborative Process: One of the most important roles of the consultant is to ensure a collaborative process throughout the development and implementation of a Community Health Center Plan (CHCP). In addition to the activities in subtasks i and ii above, R &A will be prepared to facilitate monthly meetings of the CMT. Initial on -site meetings with the Health Department staff followed by a meeting with the CMT, once established, will be held. Given the expected diverse membership of the CMT, it is suggested that a combination of on -site, teleconference and email meetings be established to carry out the work of the CMT in a timely and efficient manner. R &A will work with the CMT to develop a team charter, defining roles and responsibilities, and ensure the election of a chair within the first quarter. R &A will then work with the CMT Chair and the HHS Executive Director as the CHCP develops. Essential to any collaborative process is communication. R &A will assist the CMT with the development of communication tools (press releases, newsletter articles, electronic transmittals) designed to keep all partners informed of and engaged with the project. Summaries will be developed after each monthly meeting, in order to track progress and ensure appropriate follow -up of pending issues and activities. iv. Goals & Objectives: One of the first activities of the CMT, following establishment of the charter and election of a chair, will be the review of the Goals and Objectives included in the Health Center Planning Grant application Work Plan to ensure full understanding by all members of the CMT. R &A will review the requirements of the section 330 legislation, including board requirements, program expectations and other requirements of the program in conjunction with the Goals and Objectives. Revisions will be made as necessary. Objectives related to Strategic Planning and Board Training will be encouraged and are addressed in subtask viii. below. Following confirmation of the Goals and Objectives, the CMT will move to implement the plan with assistance and support from R &A. v. Conduct Partnership Analysis: As discussed in subtask i., the development of partnerships is essential to the success of the CHCP. A particularly helpful activity in developing partnerships is to conduct a Partnership Analysis. Several tools exist for this purpose, including the Partnership Analysis Tool developed by the Victorian Health Promotion Foundation, Victoria, Australia and the Kellogg Foundation's Community Partnership Tool Kit. These tools, plus others that are available, provide methods to analyze the purpose of relationships, enabling the partners to make the best use of different but complementary resources. R &A will work collaboratively with the Health Department staff to determine the benefit of conducting such an analysis, and proceed to identify an appropriate tool and conduct a Partnership Analysis if determined to be beneficial to the project. Agreement between Eagle County and Ray & Associates, LLC vi. Conduct Environmental Scan: In any community development activity, it is essential to understand the external environment and the interconnections of the various players involved, and then translate this understanding into the organization's planning and decision making process. One of the best ways to obtain this understanding is through an environmental scan. R &A has traditionally included a SWOT analysis in Strategic Planning sessions. SWOT addresses the Strengths and Weaknesses of the internal environment (facility, staff, board, programs, funding, assets, etc.) and the Opportunities and Threats of the external environment (partnerships, financing, grants, politics, etc.) of the proposed project. Specifically, we look at the health care environment as well as the overall economic, social and political trends that impact the planning, development and implementation processes of any effort. We look carefully at changes — growth or decline - in population and economic status. Political trends that influence access to or financing of care are examined. Information gleaned from the Environmental Scan will be used by R &A and the CMT to further the development of Community Partnerships and to give direction to the CHCP. vii. Host Involvement Sessions: As part of the community development activity, R &A, in collaboration with the Health Department, will conduct a series of facilitated town hall meetings as well as meetings of key stakeholders for the purpose of both gathering information from the community and informing the community of the development activities under way. The use of interactive polling technology, which would provide immediate audience feedback and reaction, will be explored. R &A frequently utilizes Survey Monkey, an easy -to -use online survey tool, to gather and compile information from a variety of respondents. R &A staff is also experienced in the use of key informant interviews, which can be employed as appropriate to gather additional information regarding existing activities, resources and /or barriers to success. viii. Build on Synergy: This subtask is added to address two critical activities that are key to the planning phase. Building upon the myriad meetings and sessions in the previous subtask, and given that the CMT will be operational at this point, we strongly suggest that initial planning occur to develop a community -based board of directors. If Eagle County Government (ECG) plans to seek and secure a Health Resources and Services Administration (HRSA) community health center (CHC) grant, a co- applicant approach will be sought. A second recommendation within this subtask is to consider a formal strategic planning process. Many of the elements of a typical strategic planning (s /p) process are included in Eagle County's planning process, e.g., the environmental scan, town meetings, sessions with key stakeholders. The missing, and critical, element is the development of a formal, written Strategic Plan that outlines two to three year strategic directions from which business planning can occur. The Project Work Plan, as submitted in the NAP Planning Grant, describes operational planning during this planning phase; such planning efforts may require adjustments if a larger scope of future strategic directions is considered. Task 11— Conduct Needs Assessment 1 Agreement between Eagle County and Ray & Associates, LLC i. Review existing data: Under a contract with the Colorado Community Health Network, R &A conducted a Comprehensive Needs Assessment for ten counties in four regions of the State of Colorado in 2009. One of these counties was Eagle County. This process resulted in the compilation of a wealth of information regarding the population characteristics, health status indicators, barriers to care such as language, transportation, insurance status and special needs. It was used as the basis for the Medically Underserved Population designation submitted by the Office of Primary Care, and the subsequent designation as a Medically Underserved Population based on the Governor's Request. R &A will work with the Office of Primary Care to carefully review the data submitted for this designation, and will compare the information with the 2010 Census data to ensure the most up -to -date data are used in the CHCP. ii. Complete needs assessments are based on data components totaling over seven pages of individual community indicators. Typical data components include: u]Demographic and geographic data; LEHealth status of residents including health disparities among various populations; DO Barriers to care, e.g., transportation, language, lack of insurance and low income; PuHealth care environment including State Medicaid and Medicare policies and reimbursement issues relative to post - reform initiatives; EBSpecial populations including migrant /seasonal workers, homeless and residents of public housing; oc]Gaps in services including behavioral health, oral health and specialty care; and a Full health care continuum including preventive, acute, long term and terminal care. iii. Presentation of the needs assessment findings of analyzed data: Presentation of findings are provided by a written report that provides data and data sources, as well as comparative analysis with county, state, national and Healthy People 2020 objectives. Further analysis demonstrates trends over time and explanation of specific factors. 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(0 00 n v (D CU 0 LA n N 0 n °° CD 1 et - 0 0) n 3 n 7 et tL 3 3 O O D C 3 Vs r+ C n 0 !v -< r+ (0 ` n (D n 3 n O 3 CT (D 13 -1 VI S n O m c -< n 0 O O o • 3 A 3 r ► N O 0 C 7 G ((0 r V1 S 0 3 W `- D -1 W m --I CO CO 03 :� — 70 07 n u 07 -.1 73 .- I N - -1 - 73 V 01 O N 0 VI 00 01 01 O O O .-P W U1 O 1-+ I 1 N N O N N I- N os) n Budget Contractor Hours by Sub -Tasks Task I Task II Task III Task IV Sub- Totals B. Bailey 72 hr 20 hr 30 hr 18 hr 140 hr S. Ray 10 hr lO hr 32 hr 52 hr J. Twohig 70 hr 20 hr 20 hr 41 hr 151 hr R.Hendershott 28 hr 17 hr 20 hr 65 hr A.Richardson 32 hr 32hr N. Weber 20 hr 20 hr T. Ray 8hr 8hr 8hr 20 hr 24 hr The above calculations were arrived at by determining the most appropriate consultants for each of the subtasks. Mr. Ray was added at client's request; Mr. Hendershott was added during the best & final interview in order to provide additional financial consultation, and time was increased for Ms. Twohig and Ms. Bailey to substitute for Dawn Berg. Ms. Timmons, who was previously included for fund development activities, has been removed from the project. Consultant daily labor rates are as follows: Bailey $900; S. Ray $1200; Twohig $900; Hendershott $1000; Richardson $650; Weber $750; Timmons $700; and T. Ray $1800. Total labor fee is proposed at $58,537.00. Onsite Visits, by Subtask, Consultant and Travel Expenses Task I Task II Task III Task IV Subtotal Travel Expenses Kick Off Visit: Bailey, $346, $997, Ray, Twohig $276 = $1619 v / vi: Partnership $346, $997 = Analysis; $1343 Environmental Scan: Bailey, Twohig vii: Host sessions /town hall $346, $997 = meetings: Bailey, $1343 Twohig Board training: $997, $1500 18 1 Agreement between Eagle County and Ray & Associates, LLC Twohig, = $2497 Hendershott iii: Data presentation to $346, $997, EC: Bailey, $1500 = Twohig, $2843 Hendershott is Review Expenses Glenwood covered Springs model: under Task 1 Bailey, Twohig kick off visit. vii: Present & $346, $997 = vet model: $1343 Bailey, Twohig ii. Develop $1500 sustainable financial strategy: Hendershott iv. (new task) $486, $997 = Conduct strategic $1483 planning session: Ray, Twohig v. (new task) $346, $997 = Conduct final $2492 onsite visit: Bailey, Twohig Total project budget: Labor $58,537.00 Travel $16,463.00 Total Bid $75,000.00 Additional Provisions: Payment and Fee Schedule: Provide progress reports and invoices monthly. 1 Agreement between Eagle County and Ray & Associates, LLC RAY & ASSOCIATES, LLC Alternative Market Placement c P. O. Box 29611 Charlotte, NC 28229 -9611 JAlternative 5126/11 REVISED PROPOSAL AMENDING PRICING Provided by Nutmeg Insurance Agency, too., A member of The Hartford Financial 9eivioee group, Inc. May 19, 2011 CA license # 0C26153 Ray & Associates, LLC Po Box 771655 Steamboat Springs, CO 80477 Re: Expiration of Professional Liability US Liability Insurance Co. SP1017827A Dear Ms. Ray Please be advised the above referenced policy expires 6/9/2011. The renewal premium is $2,483 annually for the 6/9/2011 to 6/9/2012 term based on the information you provided. Please see attached quote. Please review carefully as coverage may vary from the expiring policy. • Increase in premium due to increase in revenues Please return by fax or email prior to 6/2/11 so that we may renew without a /case in coverage. On behalf of Brown & Brown Of Co Inc/Steamboat and The Hartford Alternative Market Placement we thank you for allowing us to continue to service your commercial insurance needs. Please contact us if we can be of further assistance. Sincerely, t:"lr ) Jenny Skalnig CISR Senior Account Manager Email: jenny.skalnioOthehartford.com Phone: (877) 853 -2582 Ext. 2103050 Fax: (877) 905 -2772 cc: Brown & Brown Of Co Inc/Steamboat 34340189 -1- RAY & ASSOCIATES, LLC I. PREMIUM AND UNDERWRITING NOTES/REQUIREMENTS 4 9. *4 ' r 3 -��' a+- .. t.r x�- += wx� -�4,= �-.:. �v - __ . Carrier. United States t.i ability Insurance Company Status: Admitted AM. Best Rating: - - - - -- A++ (Superiors) - IX ❑ $1,000,000/52,000,000 $2,483 _ -- ss.i:L1�::�a, - a'� -�-a RWcao state: ... .•. Deductible: $1,000 Each Classification: Solely in the Perfonmanae of Professional Services as a(n) Management Consultant for others for a fee. Coverage is provided on a Cams Made basis. -- -- - - -- Pr-_lor to 6Mmdlrma. fhb an cou®t b sybieettro ttte tbiowhta: • — please sigMdate MIF theme earlier submitted tlndovnitirt Nobs: • Please note that this renewal has been moved to our new 7/09 policy form. • increase in premium reflects increase in revs II. REQUIRED FORMS & ENDORSEMENTS PROF -001 Absolute Pollution Ecdrtsion - Professional SP-214 (07-09) Management Consultant Endorsement (06.01) PROF -002 Mold, Fungus, Bacteria, Virus And Organic SP -215 (07-09) Marketing Consultant Endorsement (06-01) Pathogen Exclusion - Professional SP (0749) Specified Professions Professional Liability SP- 244 (07-09) Absolute Medical And Healthcare Services Coverage Form Exclusion SP Jacket (09 -10) Specified Professions Professional Liability Policy SP -280 (07-09) Certain Professional Services Exclusion Jacket Endorsement SP -210 (07-09) Retroactive Date Endorsement SP -280 (07 -09) Punitive Damages EXcdusbn — SP- 212 (07-09) Amendment Of Definition Of Insured SP-CO (07 -09) Colorado State Amendatory Endorsement Endorsement Tenns and conditions per policy form — The above noted exclusions and endorsements are for convenience (highlights) only. Please refer to the policy and endorsements for a complete description of coverages. CLAIMS MADE NOTICE: We want to remind you that your policy was written on a Claims Made basis. The format of a Claims Made policy is unique and requires special attention. If it is allowed to expire there will be no coverage for any loss, no matter when the Toss may have occurred. If you do not intend to renew this policy or if you plan to cancel this policy prior to the expiration date, it is very important for you to know that you may be entitled to purchase an Extended Reporting Period. If available under the terms of your policy, this endorsement will extend the period of time during which your policy will respond to losses which happened before the non - renewal date. -2- RAY & ASSOCIATES, LLC PREMIUM/BINDING CONDITIONS Annual Premium $2,483 Bill Plan- 4 Pay Plan, 30% of premium down, 25% billed 2 month, 25% billed 5 month and 20% billed 8 month Bill Statement Billing will be sent to you by mail from The Hartford billing department and will reference your system policy number: 34KDGP06813 from system on your statement. Binding Conditions: • Signed and dated acceptance (below) of renewal proposal and terms • Signed and dated Material Information Form My signature below gives authorization to renew my coverage per the quote presented. I understand that this premium is 25% fully earned at binding. Policy fees and additional insured charges are fully earned at binding. Power of Attorney Agreement The undersigned hereby authorizes Hartford's Alternative Market Placement unit operated through Nutmeg Insurance Agency, Inc.(herein Nutmeg) to advance to its insurers and their agents premiums due on policies obtained through Nutmeg, and hereby irrevocably appoints Nutmeg as its attorney in fact with full authority: (1) to cancel said policies based on failure of the undersigned to pay amounts due Nutmeg thereon, (ii) to receive all sums due the undersigned arising from such cancellations and apply such sums to amounts owed to Nutmeg, and (iii) to execute and deliver on behalf of the undersigned all documents, forms and notices relating to said policies for the purpose of making Nutmeg whole on amounts advanced on behalf of the undersigned. This request for coverage should not be considered bound unless you receive written confirmation of acceptance and/or a written binder. X / rit-4.4 Signature-, Ss- ReLy t , Date Print Name Title Nutmeg Insurance Agency Disclosure Nutmeg Insurance Agency, Inc. (Nutmeg) acts exclusively as a non -agent intermediary or as an agent and representative of the insurers whose products we distribute. We may also provide services to you on behalf of such insurers. Nutmeg does not act as a broker, advisor or representative of the applicant or policyholder. Nutmeg receives compensation from its insurers and other intermediaries for the sale and /or service of their products, including a base commission, compensation based upon the amount of business we place with some insurers and /or the profitability of such business, and other fees and forms of compensation. Nutmeg is a subsidiary of The Hartford. Policies offered through Nutmeg are not underwritten by The Hartford. - 3 - RAY & ASSOCIATES, LLC Please review the following regarding excess and surplus lines placement: Bindinn Authority: We (Nutmeg Insurance Agency) have no authority to bind coverage. Coverage is not bound until confirmed by the carrier who provided the terms and a policy number has been issued. Minimum & Deposit: This is the premium due at inception. The final premium will be determined after an audit of the insured's records Final adjustments to the premium will be made according to the rate(s) on the policy. Adjustments will only be made for Additional Premiums. No return premium shall be forthcoming. If this policy is cancelled mid -term, the eamed premium is the GREATER of the annual minimum times the applicable short rate or pro rata factor, OR the actual earned premium as determined by audit. Minimum Earned Premium: A Minimum Earned Premium endorsement can be attached to either an adjustable policy or a flat rated policy. In either case, this amount is the least that will be retained by the carrier once the policy goes into effect. The amount retained would be the GREATER of the actual eamed premium calculated on a pro -rate or short rate basis, OR the minimum eamed premium. Flat Cancellations: Surplus Lines carriers almost never allow flat cancellations. Once the policy is bound, some premium will be earned. See section above on Minimum Earned Premiums. Policy Forms: Although some Surplus Lines carriers use standardized policy forms, many do not. All Surplus Lines carriers use non - standard endorsements. Assumptions should not be made that coverage is according to standard forms. If uncertain, please ask us to provide a specimen policy form for review. Responsibility for Terms: The attached quote is offered by the Carrier shown and subject to the terms and conditions speed. No representation is made as to whether or not the terms match those that are requested on the application(s). We can provide you with a complete copy of the policy and/or endorsements to assist you in making this determination. If this quote is for an Umbrella or Excess Liability policy, you should be aware of the company's requirements with regard to underlying policies. Please review the Maintenance of `Underlying Insurance" included in the Conditions section of the policy for guidance. Any changes in the underlying policy's forms, terms, conditions, or insuring company should be immediately reported to our office. Prior to Binding Requirements: The quote may include certain items that are required prior to binding. These include signed TRIA (Terrorism) forms. In most cases, we are unable to secure a policy number until the required information is provided. A signed copy of this form must be returned prior to binding -5-