HomeMy WebLinkAboutC19-044 Vail Valley PharmacyDocuSign Envelope ID: D732943B-54CA-487C-A1D3-ACAB71229F64
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BETWEEN
EAGLE COUNTY, COLORADO
AND
VAIL VALLEY PHARMACY
THIS MEMORANDUM OF UNDERSTANDING ("MOU") is entered into on
2/5/2019
by and between Eagle County, Colorado a body corporate and politic acting by and through Eagle County
Public Health and Environment ("County") and Vail Valley Pharmacy, ("Contractor"), and made
pursuant to the Colorado State Board of Health Rule 6 CCR 1009-5. County and Contractor are
collectively referred to herein as the "Parties".
WHEREAS, 6 CCR 1009-5 requires local public health agencies subject to Section 25-1-501 et seq.,
C.R.S. to address procurement, storage, and distribution of at least a three-day supply of an antibiotic as
determined by the Colorado Department of Public Health and Environment ("CDPHE"), that is effective
against category A bacterial agents and another antibiotic for a small number of employees who may be
unable to take the antibiotic of first choice; and
WHEREAS, this prophylaxis will be provided to those employees of the County immediately responding
to an emergency epidemic.
NOW, THEREFORE, in consideration of the rights and obligations contained herein, County and the
Contractor agree as follows:
L RESPONSIBILITIES
A. The Contractor is a licensed facility and employs duly licensed staff to practice in the
State of Colorado.
B. The Contractor will notify County in the event that they will not be able for any reason to
provide the services set forth herein.
C. The Contractor will store pharmaceutical supplies of choice by and for the County. The
quantity will be determined by County employee needs and provided to the Contractor
every year of agreement within thirty (30) days of execution. The current Dosage
Calculations are provided in Exhibit A, attached hereto and incorporated herein by
reference.
DocuSign Envelope ID: D732943B-54CA-487C-A1D3-ACAB71229F64
D. Said pharmaceutical supply is the property of County. The Contractor will immediately
make said pharmaceuticals available to County upon notification of the need for the
pharmaceuticals.
E. The Contractor may use said pharmaceuticals to ensure best practices against expiration,
provided quantity is replenished by the Contractor to original inventory quantity.
F. If said pharmaceutical supply cannot be rotated for use before expiration, the Contractor
shall notify County, replenish expired inventory, and submit billing information to
County for payment.
II. INDEMNITY/LIABILITY
A. The Contractor shall indemnify and hold harmless County, and any of its officers, agents
and employees against any losses, claims, damages or liabilities for which County may
become subject to insofar as any such losses, claims, damages or liabilities arise out of,
directly or indirectly, this MOU, or are based upon any performance or nonperformance
by Contractor or any of its subcontractors hereunder; and Contractor shall reimburse
County for reasonable attorney fees and costs, legal and other expenses incurred by
County in connection with investigating or defending any such loss, claim, damage,
liability or action. This indemnification shall not apply to claims by third parties against
the County to the extent that County is liable to such third party for such claims without
regard to the involvement of the Contractor. This paragraph shall survive expiration or
termination hereof.
B. The Contractor makes no warranties whatsoever hereunder, including any implied
warranties of merchantability or fitness for a particular purpose with respect to any
products provided hereunder. County agrees to rely solely upon the descriptions and
warranties contained on the products sold and provided pursuant hereto and to enforce all
such warranties solely against the manufacturer of such products. County acknowledges
and agrees that the Contractor is not the manufacturer of any products sold and provided
pursuant hereto.
III. TERM
The Parties agree that this MOU will become effective when both Parties have signed this MOU.
The term of this MOU will remain in perpetuity, or until terminated by either of the Parties. The
MOU shall be reviewed annually and may be modified or amended upon written agreement of the
Parties.
DocuSign Envelope ID: D732943B-54CA-487C-A1D3-ACAB71229F64
IV. COMPENSATION AND PAYMENT
A. County shall reimburse the Contractor at the current pharmaceutical supply rate which
will be documented and approved. The current pharmaceutical supply rate is set forth in
Exhibit B, attached hereto and incorporated herein by reference.
B. The Contractor shall submit invoice on forms acceptable to County within sixty (60) days
of execution. Failure to submit billing information in a timely manner and correct format
shall result in non-payment of invoice.
C. The Contractor shall be reimbursed within fourteen (14) days of receipt and approval of
the invoices.
D. Notwithstanding anything to the contrary contained in this Memorandum of
Understanding, County shall have no obligations under this MOU after, nor shall any
payments be made to Contractor in respect of any period after December 31 of any year,
without an appropriation therefor by County in accordance with a budget adopted by the
Board of County Commissioners in compliance with 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).
V. INDEPENDENT CONTRACTOR
A. Nothing in this MOU shall create any agency or employment relationships between the
Parties nor is it intended to create any third party rights or beneficiaries. The Contractor
shall have no authority to bind or commit the County to any agreement or other
obligations.
B. The Contractor shall perform the duties hereunder as an independent contractor and not
as an employee of the County. The Contractor affirms that it has or will secure at its own
expense all personnel and materials required to perform the services purchased under this
MOU, shall exercise complete authority over its personnel and agents, and shall be fully
responsible for their actions.
C. Neither the Contractor nor its personnel, if any, is entitled to Worker's Compensation
benefits or any other benefit of employment with the County. Further, the Contractor is
obligated to pay federal and state income tax on any compensation paid pursuant to this
MOU.
VI. TERMINATION
DocuSign Envelope ID: D732943B-54CA-487C-A1D3-ACAB71229F64
County or the Contractor may terminate this MOU upon thirty (30) days' written notice to the
other party, with or without cause and without penalty or liability.
VII. NO WAIVER OF GOVERNMENTAL IMMUNITY
Nothing in this MOU shall be construed to waive, limit, or otherwise modify any governmental
immunity that may be available by law to County and its officials, employees, contractors, or
agents, or any other person acting on behalf of the County, and, in particular, governmental
immunity afforded or available pursuant to the Colorado Governmental Immunity Act, Title 24,
Article 10, Part 1 of the Colorado Revised Statutes.
VIII. NOTICES AND PAYMENT
All notices, bills and payments shall be made in writing and may be given by personal delivery or
by mail. Notices, bills, payments sent by mail should be address as follows:
Vail Valley Pharmacy
Vail Valley Pharmacy
Eagle County
Attention:
105 Edwards Village Blvd
Post Office Box 2868
Edwards, CO 81632
Telephone: 970-569-4150
E -Mail: vailvalleypharmacy@gmail.com
Eagle County, Colorado
Attention:
500 Broadway
Post Office Box 850
Eagle, CO 81631
Telephone: 970-328-8855
E -Mail: diseaseprevention@eaglecoimty.us
.us
With a copy of notices to:
Eagle County Attorney
500 Broadway
Post Office Box 850
Eagle, Co 81631
Telephone: 970-328-8685
Facsimile: 970-328-8699
E -Mail: attygea leg couM.us
IX. VENUE, JURISDICTION AND APPLICABLE LAW
Any and all claims, disputes or controversies related to this MOU, or breach thereof, shall be
litigated in the District Court for Eagle County, Colorado, which shall be the sole and exclusive
forum for such litigation. This MOU shall be construed and interpreted under and shall be
governed by the laws of the State of Colorado.
DocuSign Envelope ID: D732943B-54CA-487C-A1D3-ACAB71229F64
IN WITNESS WHEREOF, the Parties hereto have duly executed this MOU on the day and year
first set forth above.
EAGLE COUNTY, COLORADO
By and through its County Manager
DocuSigned by:
[-9� S( n(t
Je €Uff,4A0 Pity Manager
VAIL VALLEY PHARMACY
r6DocuSigned by:
wfk"('Mb
Na-9386OF80004wtney Hambrecht
Title: Pharmacy Manager
DocuSign Envelope ID: D732943B-54CA-487C-A1D3-ACAB71229F64
EXHIBIT A
Dosage Calculations
• Number of Public Health and Environment Employees = 36
o Will get half of the antibiotics in Doxycycline and half in Ciprofloxacin
• Doxycycline: 100mg capsules, 2 x a day for 18 people = 108 doses
• Ciprofloxacin: 500mg tablets, 2 x day for 18 people = 108 doses
DocuSign Envelope ID: D732943B-54CA-487C-A1D3-ACAB71229F64
EXHIBIT B
Current Pharmaceutical Supply Rate
Doxycycline Monohydrate 100mg capsules $0.75 per unit
WJ,
Doxycycline Hyclate 100mg capsules $3.31 per unit
(depending on market availability)
Ciprofloxacin 500mg tablets $0.93 per unit