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Item C14BOARD OF COUNTY COMMISSIONERS AGENDA ITEM SUMMARY Meeting Date: 9/17/14 Division: Social Services Bulk Item: Yes X No Department: Social Services Staff Contact Person: Sheryl Graham (305)292-4511 AGENDA ITEM WORDING: Request approval of Amendment #001 to the Alzheimer's Disease Initiative Program (ADI) Contract #KZ 1497 between the Alliance for Aging, Inc. (AAA) and Monroe County Board of County Commissioners (Monroe County Social Services/In Home Services) for the contract period of 7/11'14 to 6/30/15. ITEM BACKGROUND: Amendment 4001 to the Alzheimer's Disease Initiative Program (ADI) contract KZ1497 will de -obligate funds in the amount of $26,661.00 thereby reducing the total contract amount from $83,407.00 to $56,746.00 PREVIOUS RELEVANT BOCC ACTION: Prior approval granted by the BOCC on 7/16/14 for the Alzheimer's Disease Initiative (ADI) Contract # KZ 1497, between the Alliance for Aging, Inc. (AAA) and Monroe County Board of County Commissioners (Social Services/In Home Services) for the contract period of 7/ 1 / 14 to 6/30/15. CONTRACT/AGREEMENT CHANGES: Amendment #001 decreases the total grant contract by $26,661.00 from the original allocation of $83,407.00 to $56,746.00 and will also amend the maximum number of units from 3,471 to 2,361 due to the Alliance for Aging's clerical error when drafting the original contract. STAFF RECOMMENDATIONS: Approval TOTAL AMOUNT: S56,746.00 TOTAL COST: $5,674.60 (CASH) BUDGETED: Yes _ No _ COST TO COUNTY: S5,674.60 (CASH) SOURCE OF FUNDS: Grant funds plus match dollars REVENUE PRODUCING: Yes X No _ (Source of revenue — client co -payments)",., APPROVED BY: County Atty. DOCUMENTATION: Included X AMOUNT PER: MONTH: $400 YEAR: $4.800 [ . O /Purchasing Not Required Risk Management To Follow DISPOSITION: AGENDA ITEM # Revised 8'06 MONROE COUNTY BOARD OF COUNTY COMMISSIONERS Contract with: Alliance For Aging, Inc. CONTRACT SUMMARY Contract: KZ 1497 Effective Date: 09/17/2014 Expiration Date: 06/30/2015 Contract Purpose/Description: To Request approval of Amendment 9001 of the Alzheimer's Disease Initiative Program (ADI) Contract #KZ 1497 between the Alliance for Aging, Inc. (AAA) and Monroe County Board of County Commissioners (Monroe County Social Services/In Home Services) for the contract period of 7/1/14 to 6/30/15. Contract Manager: Sheryl Graham (305) Social Services/Stop I 292-4511 (Name (Ext.) (Department/Stop #) For BOCC meeting on 9/17/14 Agenda Deadline: 9/2/14 CONTRACT COSTS Total Dollar Value of Contract: approx. $56,746.00 Budgeted: Yes No Grant: $56,746.00 County Match: $5,674.60 (CASH) Additional Match: Total Match $5,674.60 (CASH) Estimated Ongoing Costs: $ (Not included in dollar value above) Account Codes: /yr For: Current Year Portion: $_ 125-6153614 ADDITIONAL COSTS salaries, etc CONTRACT REVIEW Changes Date Out Division Director/ Date In Needed Yes No� evieer v ; Risk Management Yes T O.M.B./Purchasing ,1I Yes No u. 1 ;C County Attorney �: Yes Nod Comments: OMB Form Revised 2/27/01 MCP #2 Amendment 001 CONTRACT NUMBER KZ-1497 r, Page 1 THIS AMENDMENT, entered into between the Alliance for Aging, Inc. hereinafter referred to as the "Alliance", and "Monroe County Board of Commissioners, Social Services/In-Home Services." amends contract KZ-1497. The purpose of this amendment is to correct amount of contract by $26,661.00 in Home Respite services. Allocation of funds as indicated in Section II below. This amendment changes total contract funding from $83,407 to $56,746. Section 11, Contract Amount, is hereby amended to read: Services to be Provided Service Maximum Maximum Dollars Unit Rate Units of Service IN -HOME RESPITE $24.03 2,361 $56,746.00 TOTAL FUNDS AND UNITS IN THIS CONTRACT: $56,746.00 2. This amendment shall begin on the date it has been signed by both parties. All provisions in the contract and any attachments thereto in conflict with this amendment shall be and are hereby changed to conform to this amendment. All provisions not in conflict with this amendment are still in effect and are to be performed at the level specified in the contract are hereby amended to conform with this amendment. This amendment is hereby made a part of the contract. IN WITNESS WHEREOF, the parties hereto have caused this 1-page amendment to be executed by their undersigned officials as duly authorized. SIGNED BY: NAME: TITLE: DATE: "Monroe County Board of Commissioners, Social Services/In- Home Services." SIGNED BY: Sylvia Murphy NAME: Mayor For Fiscal Year 2014/2015. TITLE: DATE: ALLIANCE FOR AGING, INC. President/CEO CONTRACT KZ- 1497 Page 1 ALZHEIMERS' DISEASE INITIATIVE CONTRACT 2014-2015 Fiscal Year b , TEIIS AGREEMENT is entered into between the Alliance for Akin;;, Inc., hereinafter referred to as the "Alliance" and "Monroe County Board of Commissioners, Social Servicesiln- Home SerNices.", hereinatter referred to as the" provider, and collectively referred to as the "parties, WHEREAS, the Alliance has been designated as the area agency on aging, for Planning and Service area t l encompassing Miami -Dade and Monroe Counties: and WHEREAS, the Florida Department of Elder Affairs (the "Department") has entered into a Contract with the Alliance to administer the Alzheimer 's disease Initiative Program in Miatni-Dade and Nlonroe Counties; and .Now THEREFORE, in consideration of the services to be performed and payments to be made, together with the mutual covenants and conditions set forth in this Contract, the Parties ataree as follows: 1. 2. 3. 4.0 4.1 Purpose of Contract The purpose of this contract is to provide services in accordance with the terms and conditions specified in this contract including all attachments and exhibits, which constitute the contract document. Incorporation of Documents within the Contract The contract will incorporate attachments, pmposal(s), state plan(s), grant agreements, relevant Department of Elder Affairs handbooks, manuals or desk books, as an integral part of the contract, except to the extent that the contract explicitly provides to the contrary. In the event of conflict in language among any of the documents referenced above, the specific provisions and requirements of the contract document(s) shall prevail over inconsistent provisions in the proposal(s) or other general materials not specific to this contract document and identified attachments. Term of Contract Effective Date: This contract shall begin on July 1, 2014 or on the date the contract has been signed by both parties, whichever is later. Delivery of services shall end at midnight, local time in Nliami, FL on June 30, 2015. The Alliance will not reimburse the provider for services provided after this date. However, the parties recognize that they will need to perform continued activities relating to reporting, invoicing and payment in July of?Ol5 to facilitate payment for services rendered by the provider under this contract through and including the contract expiration date of July 15. 2015. Contract Amount The Alliance agrees to pay for contracted services accordim-Y to the terns and conditions of this contract in an amount not to exceed 83,407 or the rate schedule, subject to the availability of funds Any costs or services paid for under any other contract or from any other source are not elii,ible for payment under this contract. Obligation to Pay Mlle Alli�lnce`s pertOrm ince Mild obliation to pay under this contract is continr,erit upon'in �ulnual appropriation w rile Le',islature to tilt Dcpar1111ent'111d fimdiII,, CCC1`=Cd 1)y the .U!"IIIce ;bider its c:O!It raCt CCitil the Dtr'lrtnmetIt, 4.2 Source of Funds CONTRACT KZ- 1497 Page 2 The costs Of services paid under any other contract or From any other source are not eligible for reimbursement under this contract. The funds awarded to the prodder pursuant to this contract are in the state grants and aids a �_to ztpions M'd consists 1 t '� 1 1,' p'« of the followinga: Program Title Near Funding Source I CSFA# Fund Amounts ADI j 2014- General Revenue, Tobacco 583,407 2015 Settlement Trust Funds TOTAL FUNDS CONTAINED IN THIS CONTRACTr: S83,407 5. Renewals The contract may be renewed on a yearly basis for no more than four additional years. Such renewals shall be contingent upon satisfactory performance evaluations as determined by the Alliance and the availability of funds. Any renewal of a contract shall be subject to mutual agreement, confirmed in writing, and subject to the same terms and conditions set forth in the initial contract. The renewal price, or method for determining a renewal price, is set forth in the bid, proposal, or reply. No other costs for the renewal may be charged. 6. Compliance with Federal Law 6.1 If this contract contains federal funds the following shall apply: 6.1.1 The Provider shall comply with the provisions of 45 CFR 74 and/or 45 CFR 92, and other applicable regulations. 6.1.2 If this contract contains federal funds and is over $ 100,000.00, the Provider shall comply with all applicable standards, orders, or regulations issued under s. 306 of the Clean Air Act as amended (42 U.S.C. 7401, et seq.). s. 508 of the Federal Water Pollution Control Act as amended (33 U.S.C. 1251, et seq.), Executive Order 11738, as amended, and where applicable Environmental Protection Agency regulations 40 CFR 30. The Provider shall report any violations of the above to the Alliance. 6.1.3 The Provider, or agent acting for the Provider, may not use any federal funds received in connection with this contract to influence legislation or appropriations pending before the Congress or any state le,-,islature. If this contract contains federal funding in excess of S 100,000.00, the Provider must, prior to contract execution, complete the Certification Regarding Lobbying form, ATTACHMENT IL All disclosure forms as required by the Certification Regarding Lobbying forth must be completed and returned to the Contract Manager prior to payment under this contract. 6.1.4 In accordance with Appendix A to 2 CFR 215, the Provider shall comply with Executive Order 1 1246. Equal Employment Opportunity. as amended by Executive Order 11375 and others, and as supplemented in Department of Labor re<uulation 41 CFR 60 and 45 CFR 92, if applicable. 6.1.5 If this contract contains federal funds and provides set -%ices to children up to age 18, the Provider ,hall comply with the Pro -Children Act of 1094 (20 U.S.C. 6081 ). 6.1.6 l :ontract �v,v(ird tG!th all 11110LIM eyI)CC"Cd to Cc1Ua1 or txCCCd 52�.Of)O,i)O and CCI"Ci1111 )!her ,�onti',Ict 1\\;Irds tkill not PC 111adc" to 1).3rtic°s 11"Ied on the -olcrTlnlcnt-it"ide Excluded Panics L1st Svstclll. in [ICcordaticc v. Ith the (AI13 >uidchncs .It 2 CFR 1 SO that implement Fxccutl�e ()rders I CONTRACT KZ- 1497 Page 3 125 1) and 12689, "DeballIient and Suspension... The F.xCIUded PartieS List System contains the lianles of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineli�aible under statutory or re�aulator_V authority other than Executive Order 125-41). 1 Provider shall comply with these provisions before doing business or cnterin(� into subcontracts receitiing federal funds pursuant to this contract. The Pro%idcr shall complete and sizzn ATTACHMENT N' prior to the execution of this contract. 6.2 The Provider shall not employ all unauthorized alien. The Alliance will consider the employment of unauthorized aliens a violation of the Inuni<zration and Nationality Act (8 G.S.C. 1324a) and the Immigration Reform and Control Act of 1986 (8 U.S.C. 1 101). Such violation will be cause for unilateral cancellation of this contract by the Alliance. 6.3 If the Provider is a non-profit provider and is subject to Internal Revenue Service (IRS) tax exempt organization reporting requirements (tiling a Form 990 or Form 990-N) and has its tax exempt status revoked for failing to comply with the filing requirements of the 2006 Pension Protection Act or for any other reason, the Provider must notify the Alliance in writing within thirty (30) days of receiving the IRS notice of revocation. 6•4 The Provider shall comply with Title 2 CFR Part 275 regarding Trafficking in Persons. Unless exempt under 2 CFR Part 170.110(b), the Provider shall comply with the reporting requirements of the Transparency Act as expressed in 2 CFR 170. 7. Compliance with State Law 7.1 This contract is executed and entered into in the State of Florida, and shall be construed, performed and enforced in all respects in accordance with the Florida law, including Florida provisions for conflict of laws. 7.2 The Provider shall comply with requirements of s. 2S7.05S, F.S. as amended. 7.2.1 The Provider shall provide units of deliverables, including various client services, and in some instances may include reports, findings, and drafts, as specified in this contract, which the Contract Manager must receive and accept in writing prior to payment in accordance with s. 215971, F.S. (1) and (2). 7.2.2 The Provider shall submit bills for fees or other compensation for services or expenses in sufficient detail for a proper pre -audit and post -audit. 7.2.3 If itemized payment for travel expenses is permitted in this contract, the Provider shall submit bills for any travel expenses in accordance with s. 112.061, F.S., or at such lower rates as may be provided in this contract. 7.2.4 The Provider shall allow public access to all documents, papers, letters, or other public records as defined in subsection 1 19A 1 1(12). F.S., made or received by the Provider in conjunction with this contract except for those records which are made confidential or exempt by law. The Provider's refusal to comply with this provision tivill constitute an inunediate breach of contract for which the Alliance may unilaterally terminate the contract. 1.3 If clients are to be transported under this contract, the Provider shall comply with the provisions of Chapter -127, F.S.. and Rule 41-2. F..V C. 7.3 1-lie pro%ider nuly not SUbcontract 1 ith any irrdiyiduals or entities on the discriminatory %cndor list l`ccause they Islay not transact buisIltess Itith "illy pLINIC cntlty. ill a CordallCe it"Ith the pro%isiolls itt s. CONTRACT KZ- 1497 Page 4 7.5 The Provider shall comply %cith the pro%isIons of s. 11.002, F.S., and s. 216.347, F.S., «hicli prohibit the expenditure of contract funds for the purpose of lobo% In,-, the legislature, judicial branch or a state agcncv. 7.6 In accordance tivith S. IS7.135 F.S., any Contractor on the Scrutinized Companies with Acti%ities in Sudan List or the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List (Lists), created pursuant to s. 215.473 F.S., is ineligible to enter into or renew a contract or agreement with the Department for goods or services of SI million or more. Pursuant to s. 2S7.135 F.S., the Department may terminate this Contract and any contract or a(-Treement incorporating this Contract by reference if the Contractor is found to have submitted a false certification of its status on the Lists or has been placed on the Lists. Further, the Contractor is subject to civil penalties, attorney's fees and costs and any costs for investigations that led to the finding of false certification. If any contract or agreement incorporating this Contract contains S I million or more, the Contractor shall complete and sign ATTACHMENT H, Certification Regarding Scrutinized Companies Lists, prior to the execution of this Contract. 8. Background Screening The Provider shall ensure that, prior to providing services, all persons having access to vulnerable elders and children, their living area, funds or personal property, or protected health information pertaining to such individuals, will pass a Level II criminal background screening in accordance with the requirements of s. 430.0402 and Ch. 435, F.S., as amended. These provisions apply to employees, subcontractors, consultants, direct service providers and volunteers. Consequently, any commitment for employment, purchase of services, or volunteer program participation will be contingent upon the passing of a Level II background check. The background screening will include employment history checks as provided in s. 435.03(1), F.S., and both local and national criminal record checks coordinated through law enforcement agencies. 8.1 For purposes of this section, the term "direct service provider" means a person 18 years of age or older who, pursuant to a program to provide services to the elderly, has direct, face-to-face contact with a client while providing services to the client or has access to the client's living areas or to the client's funds or personal property. This term includes coordinators, managers, and supervisors of residential 8.2 facilities and volunteers. Background Screening Affidavit of Compliance - To demonstrate compliance with section 6 of this Master Contract, the Contractor shall submit ATTACHMENT G, Background Screening Affidavit of Compliance annually, by January f 5th. 8.3 Further information concerning the procedures for background screening is found at littp:/,"elderaffairs.state.fl.us/doea,�backuroundscreemng.php. 9. Grievance and Complaint Procedures 9.1 Grievance Procedure The Contractor shall comply with and ensure subcontractor compliance with the Minimum Guideline for Recipient Grievance Procedures, Appendix D. Department of Elder Affairs Programs and Services Handbook, to address complaints regarding the termination, suspension or reduction of services, as required for receipt of funds. 9.2 Complaint Procedures: The Contractor shall develop and implement complaint procedures and ensure that Subcontractors dccciop and implement :omplaint procedures to process and resole client dissatisfaction with <er.iccs. Complaint procedures shall address the quality and timeliness of services. provider and t ircct ser%ice worker coiiiplaints. or inv other ad%ice related to complaints other than termination. ;aspcnsion or reduction in ser%tccs that require the gric%<ince process as described in :Appendix D. 4 CONTRACT KZ- t • Y Department of Elder Affairs Pro<urams and Seri ices Handbook. The complaint procedures shall _ include tiotiticatloll to III clients of the complaint procedure and include tracking the slate. nature of the colhhplaint and the determination of' the complaint. 10, audits Inspections, Investigations, Public Records and Retention 10.1 The provider shall establish and maintain books, records, and documents (including electronic storage media) in accordance with generally accepted accounting procedures and practices that sufficiently and properly reflect all revenues and expenditures of funds provided by the Alliance under this contract. Provider aurees to maintain records, including paid invoices, payroll registers, travel vouchers, copy logs, postage logs, time sheets, etc., as supporting documentation for service cost reports and for administrative expenses itemized for reimbursement. This documentation will be made available upon request for monitoring and auditing purposes. Whenever appropriate, financial information should be related to performance and unit cost data. 10.2 The Provider shall retain all client records, financial records, supporting documents, statistical records, and any other documents (including electronic storage media) pertinent to this contract for a period of six (6) years after completion of the contract or longer when required by law. In the event an audit is required by this contract, records shall be retained for a minimum period of six (6) years after the audit report is issued or until resolution of any audit findings or litigation based on the terms of this contract, at no additional cost to the Alliance. 10.3 Upon demand, at no additional cost to the Alliance, the Provider shall facilitate the duplication and transfer of any records or documents during the required retention period in Paragraph 10.2. 10.4 The Provider shall assure that the records described in Paragraph 10 will be subject at all reasonable times to inspection, review, copying, or audit by federal, state, or other personnel duly authorized by the Alliance. 10.5 At all reasonable times for as long as records are maintained, persons duly authorized by the Alliance, the Department and federal auditors, pursuant to 45 CFR 92.36(1)(10), will be allowed full access to and the right to examine any of the Provider's contracts and related records and documents pertinent to this specific contract, regardless of the form in which kept. 10.6 The Provider shall provide a financial and compliance audit to the Alliance as specified in this contract and in ATTACHTNIENT III and ensure that all related third -party transactions are disclosed to the auditor. 10.7 The Provider shall comply and cooperate immediately with any inspections, reviews, investigations, or audits deemed necessary by the office of the Inspector General pursuant to s. 20.055, F.S. 10.8 The Provider shall maintain and file with the Alliance such progress, fiscal and inventory and other reports as the Alliance may require within the period of this contract. 10.9 The Provider shall submit management. program, and client identifiable data, as specified by the Department of Elder Affairs and / or the Alliance. The provider must record and submit program specific data in accordance with the Department's Client Information Registration and Tracking Svstem (CIRTS) Polley Guidelines. 10.10 If. under an,,, contract or agreement incorporating this Contract by reference, the Contractor is pro%idin scr%ices and is actin�_, on behalf of the Department of Elder Affairs or the Alliance for A,_=ing. Inc. as provided under section 1 19.01 1(2), Florida Statutes, the Contractor, subject to the m ters of section 2S7.t)�s( I )(c), Florida Statutes. and any other applicable legal and equitable remedies. shall: m Keep and 111a1:htain public records that ordinarilti,'Ind ncccssaril% be required by the puhiic ,11 ency ill order to pertOrm the sei-Nices, 91 CONTRACT KZ- 1497 Page 6 b) Provide the public with access to public records on the same terms and conditions that the Department of Elder Affairs or the alliance for Aging. Inc. %kould provide the records and at a cost that does not exceed the cost provided in C lwpter 119, Florida Statutes, or as other<G ise prof ided b law. c) Ensure that public records that are exempt or confidential and exempt From public records disclosure requirements are not disclosed except as authorized by law. d) Meet all requirements for retaining public records and transfer, at no cost, to the Department of Elder .Affairs or the Alliance for Acing. Inc. all public records in possession of the Contractor upon termination or expiration of any contract or aureement incorporating this Contract by reference and destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. All records stored electronically must be provided to the Department of 10.11 Elder Affairs or the Alliance for A-ing, Inc, in a format that is compatible with the information technology systems of the Department. The Alliance for Aging, Inc, may unilaterally cancel this Master Contract, and any contract or agreement incorporating this Contract by reference, notwithstanding any other provisions of this Contract, for refusal by the Contractor to comply with Section 8 of this Contract by not allowing public access to all documents, papers, letters, or other material made or received by the Contractor in conjunction with the contract or agreement incorporating this Contract by reference, unless the records are exempt from Section 24(a) of Article I of the State Constitution and Section 119.07(1), Florida Statutes. if. Nondiscrimination -Civil Rillhts Compliance 11.1 The Provider shall execute assurances in ATTACHMENT VI that it will not discriminate against any person in the provision of services or benefits under this contract or in employment because of ague, race, religion, color, disability, national origin, marital status or sex in compliance with state and federal law and regulations. The Provider further assures that all Providers, subcontractors, subgrantees, or others with whom it arranges to provide services or benefits in connection with any of its programs and activities are not discriminating against clients or employees because of age, race, religion, color, disability, national origin, marital status or sex. 11.2 During the term of this contract, the Provider shall complete and retain on file a timely, complete and accurate Civil Rights Compliance Checklist (ATTACHIbIENT B). 11.3 The Provider shall establish procedures pursuant to federal law to handle complaints of discrimination involving services or benefits through this contract. "These procedures will include notifying clients, employees, and participants of the right to file a complaint with the appropriate federal or state entity. 11.1 If this contract contains federal funds, these assurances are a condition of continued receipt of or benefit from federal financial assistance, and are binding upon the Provider, its successors, transferees, and assignees for the period during which such assistance is provided. The Provider further assures that all subcontractors, vendors, or others with whom it arranges to provide services or benefits to participants or employees in connection with any of its programs and activities are not discriminating against those participants or employees in violation of the above statutes, re�aulations. - idelines, and standards. In the event of failure to comply, the Provider understands that the Alliance may, at its discretion, seek a court order requiring compliance with the terms of this assurance or seek other appropriate judicial or ,idministratite relief: includin{_= but not limited to, termination of and denial of further assistance. 12. Provision of Services 1-Ile Provider shall provide services in the :manner described in in .k,TT.AciimFNT 1 of this iurccmcnt �Ulki in the Bernice Prot"ider.Applicition (SP.\). In the ccent of a con tiict lic't%%een the Ser%ice Prodder \ppi1c,alotl'111d this contract, t11c oiltraCt iattL?ua,-,e pret'afis. I CONTRACT KZ- 1497 Page 7 13. Monitoring be the Alliance for A(ing The alliance w ill perform administrative and programmatic monitoring of the provider to ensure contractual Compliance, fiscal accountability, programmatic perfornance, and compliance with applicable state and federal laws and regulations. 13.1 The provider N< ill supply progress reports, including, data reporting requirements as specified by the Alliance or the Department to be used for monitonrig progress or performance of the contractual services as specified in this contract. Following the nouns set down by the Department, the Alliance will track performance on a monthly basis, through desk reviews of available fiscal, CIRTS, and research production reports and any other system or process designated by the Alliance. Examples of review criteria are surplus,deficit, independent audits, internal controls, reimbursement requests, subcontract monitoring,!, tar,_,eting, proi7ram eligibility, outcome treasures, service provision to clients designated as "high risk" by the Department of Children & Families, Adult Protective Services program, data integrity, co -payments, client satisfaction, correspondence, and client file reviews. 13.2 The provider shall permit persons duly authorized by the Department or the Alliance to inspect and copy any records, papers, documents, facilities, goods and services of the provider which are relevant to this contract, and to interview any clients, employees, and subcontractor employees of the provider to be assure the Alliance of the satisfactory performance of the terms and conditions of this contract. Following such review, the Alliance will deliver to the provider a written report of its findings and request for development, by the provider, of a corrective action plan (CAP) where appropriate. The Contractor hereby agrees to correct all deficiencies identified in the CAP in a timely manner as determined by the Contract Manager. 13.3 Extraordinary Reporting The provider shall notify the contract manager for the Alliance immediately, but no later than within 48 hours, from the provider's awareness or discovery of conditions that may materially affect the provider's ability to perform, such as problems, delays, or adverse conditions which may impair the provider's ability to meet the objectives of this contract or that may affect the health, safety or well- being of clients. The notice shall include a brief summary of the problem(s), a statement of the action taken or contemplated, time frames for implementation, and any assistance needed to resolve the situation. Examples of reportable conditions may include: • proposed client terminations ■ provider financial concerns/difficulties ■ non-payment or untimely payment reported by vendors • service documentation problems ■ agreement non-compliance • service quality problems and consumer complaint trends • IIIPAA violations • Potential fraud allegations or accusations of malfeasance by board members. Cmplovees, volunteers, or other associates 1 he Aill'Ince s11a11 Im esrlgate allegations rcgarding falsittcation of client Infortnatton, service records, »�Ivment requests, and otl cr related information. Substantiated allegations ;hall be reported to the DCpartlllcnt s Contract I11tll1aLIer and to law entorcemc llt as Ippropriatc. CONTRACT.• •.•- [n the ekcnt that a situation results in the cessation ofservIces by a subcontract, the provider retains the responsi1 1 ty for performance of all services covered by this contract and must ensure that clients i continue recciving services %tiitl�out internaption, e. �T. exercising their emergency procurement procedures, temporary assumption of the direct provision of services, etc. 14. Coordinated Monitoring Nrith Other agencies [f the Provider receives funding from one or more of the State of Florida other human service agencies, in addition to the Department of Elder Affairs, then a joint monitoring visit including such other agencies may be scheduled. For the purposes of this contract, and pursuant to s. 287.0575, F.S. as amended, Florida's human service agencies shall include the Department of Children and Families, the Department of Health, the Agency for Persons with Disabilities, the Department of Veterans Affairs, and the Department of Elder Affairs. Upon notification and the subsequent scheduling of such a visit by the desiiznated agency's lead administrative coordinator, the Provider shall comply and cooperate with all monitors, inspectors, andlor investigators. 15. Indemnification The provider shall indemnify, defend, and hold harmless the Department and the Alliance and their officers, agents, and employees from any claim, loss, damage, cost, charge, or expense whatever nature or character arising out of any acts, actions, neglect or omission, action in bad faith, or violation of federal or state law by the provider, its agents, employees, or subcontractors during the performance of this contract, whether direct or indirect, and whether to any person or property. It is understood and agreed that the provider is not required to indemnity the Alliance for claims arising out of the sole negligence of the Alliance. The provider's obligation to indemnify, defend, and pay for the defense or, at the Department's and / or the Alliance's option, to participate and associate with the Department and / or the Alliance in the defense and trial of any claim and any related settlement negotiations, shall be triggered by the Department's and ,/ or Alliance's notice of claim for indemnification to the provider. The provider's inability to evaluate liability or its evaluation of liability shall not excuse the provider's duty to defend and indemnify the Department and or the Alliance, upon notice by the Department and / or the Alliance. Notice shall be given by registered or certified mail, return receipt requested. Only an adjudication or judgment after the highest appeal is exhausted specifically finding the Alliance solely negligent shall excuse performance of this provision by the provider. The provider shall pay all costs and fees related to this obligation and its enforcement by the Department and / or the Alliance. The Alliance's failure to notify the provider of a claim shall not release the provider of the above duty to defend and indemnify. 15.1 Except to the extent permitted by s. 768.28. F.S., or other Florida law, Paragraph 15 is not applicable to contracts executed between the Alliance and state agencies or subdivisions defined in s. 768.28(2), F.S. 16. Insurance and Bonding 16.1 The provider must carry adequate liability insurance and worker's compensation insurance coverage, on a comprehensive basis, and must hold such liability and worker's compensation insurances at all times during the effective period of this contract and any renewal(s) or extension(s) of this contract. The :alliance shall be included as an additional insured on the provider's liability insurance policy, or policies and a copy of the Certificate of Insurance shall be provided annually or Nshen any chances —occur. The provider accepts tull responsibility for identifying and detennining the o,pe(s) ,111d extent of liability insurance necessary to provide reasonable financial protections fOr the provider a1ild the cllcllts to be screed under this contract. L, poml execution of this contract, the provider shall h rnish the Ailialnce %bitten verification supporting both the determllination alnd CyI tense of such insuraCce ct?sera=_'c . 1 he limits of cot"cm,-Teunder each pollc� tlitiint mted b% the pro%Icier do not limit 8 CONTRACT KZ- 1497 Page 9 the provider's liability tend obligations under this contract. I'lic provider shall ensure that the Alliance has the most current Gcritteii verification of insurance covcrage throughout the term of this contract. tThe Department and the Alliance resertie the right to require additional insurance where appropriate. 16.2 Throegtiout the term of this contract, the provider must maintain an insurance bond from a responsible corrimerciai insuxaltce company coveriutu all officers, directors. employees and agents ofthe provider, authorized to handle funds received or disbursed under this contract, in an amount commensurate with the funds handled, the degree of risk as determined by the insurance company and consistent with good business practices. 16.3 If the provider is a state a<uency or subdivision as defined by section 768.28, F.S., the provider shall furnish, upon request, written verification of liability protection in accordance with section 768?8, F.S. Nothing herein shall be construed to extend any party's liability beyond that provided in section 768 28, F.S. (See also Indemnification clause.) 17. Confidentiality of Information The Provider shall not use or disclose any information concerning a recipient of services under this contract for any purpose prohibited by state or federal law or regulations except with the written consent of a person legally authorized to give that consent or when authorized by law. 18. Health Insurance Portabilitv and Accountability .,et Where applicable, the Provider shall comply with the Health Insurance Portability and Accountability Act (42 USC 1320d.), as well as all regulations promulgated thereunder (45 CFR 160, 162, and 164). 19. Incident Reporting 19.1 The Provider shall notify the Alliance immediately, but no later than forty-eight (48) hours from, the Provider's awareness or discovery of conditions that may materially affect the Provider or ; subcontractor's ability to perform the services required to be performed under this contract. Such notice shall be made orally to the Contract Manager (by telephone) with an email to immediately follow. 19.2 The Provider shall immediately report knowledge or reasonable suspicion of abuse, neglect, or exploitation of a child, aged person, or disabled adult to the Florida Abuse Hotline on the statewide toll -free telephone number (1-800-96ABUSE). As required by Chapters 39 and 415, F.S., this provision is binding upon both the Provider and its employees. 20. Bankruptcy Notification During the term of this contract, the Provider shall immediately notify the Alliance if the Provider, its assi�,2nees, subcontractors or affiliates file a claim for bankruptcy. Within ten (10) days after notification, the Provider must also provide the following information to the Alliance: (1) the date of filing of the bankruptcy petition, (2) the case number; (3) the court name and the division in which the petition was filed (e.(-,r., Northern District of Florida, Tallahassee Division); and, (4) the name, address. and telephone number of the bankruptcy attorney. 21. Sponsorship and Publicity 21.1 Any nongovernmental organization which sponsors a program financed partially by state funds or binds obtained from a state agency shall, in publicizing. advertising. or describing the sponsorship of the program, state: "Sponsored by. the State of Florida. Department of Eider Affairs and Alliance for \ging Inc." If the sponsorship reference is in written material. the '~words "State of Florida, Department of Flder _Affairs and the :alliance for ALung_ _,hail appear in ti,e same size letters or t_,pe ;la the Manic o rile ortuanlLatloll (rcf.: _,ection 2>�.��. F. SA I I shall 12.ClUde, !)Lit IS not httitted to. :'il .` Corre_,pondenCc: or othcr \t-ritlni,. publication oI" oroadcast Chat rcters to _,Lich proLmilll. 9 CONTRACT KZ- 1497 Page 10 21.2 The provider shall not use the words "State of Florida, Department of Elder Affairs"and,or -The tr,..._. Alliance for .aging, Inc." to indicate sponsorship of a prog ram otheiAvise tLnanCed unless specific 1 authorization has been obtained by the Alliance prior to use. 22. Assi(nmetits 22.1 The provider shall not assitzn its ri<uhts and responsibilities under this contract without the prior written approval of the Alliance. All contracts or agreements incorporating this Contract by reference shall remain binding upon the successors in interest of either the Contractor or the Alliance for Aging, Inc. 22.2 No approval by the Alliance of any assignment or subcontract shall be deemed in any event or in any manner to provide for the incurrence of any obligation of the Alliance in addition to the dollar amount agreed upon in this contract. 22.3 The State of Florida is at all times entitled to assign or transfer, in whole or part, its rights, duties, or obligations under any contract or agreement to another governmental agency in the State of Florida, upon giving prior written notice to the Contractor. In the event the State of Florida approves transfer of the Contractor's obligations, the Contractor remains responsible for all work performed and all expenses incurred in connection with the contract or agreement. 23. Subcontracts: 23.1 The Contractor is responsible for all work performed and for all commodities produced pursuant to this contract, whether actually furnished by the Contractor or its subcontractors. Any subcontracts shall be evidenced by a written agreement subject to all applicable terms and conditions of this contract. Alliance approval of the service application presented by the provider shall constitute Alliance approval of the provider's proposed subcontracts if the subcontracts follow the service and funding information identified in the provider's service application. All other subcontracts proposed to be funded under this contract must be approved in advance by the alliance. The provider agrees that the alliance shall not be liable to any subcontractor in any way or for any reason. The provider, at its expense, will indemnify and defend the Alliance against any subcontractor claims. 23.2 The provider shall promptly pay any subcontractors. Failure to pay subcontractors pursuant to any subcontract or as required by law may result in enforcement action under this contract. 23.3 The provider maintains responsibility for the monitoring and performance of all subcontracts in accordance with all applicable federal and state laws. 23.4 The Contractor shall have a procurement policy that assures maximum free and open competition. Such procurement policy must conform, as applicable, with Federal and State contracting and procurement regulations, as set forth in Title 45 Code of Federal Regulations (CFR) part 74 - Sub - Part C, Ch.287.057 Florida Statutes (F.S.), U.S. Office of Management and Budget (OMB) Circular 110, Florida Department of ;Management Services (DMS) Rule 60A-1, Florida Administrati%e Code, and with the Department of Flder Affairs Program and Services Handbook 1012, 23.5 The Contractor shall submit annually to the Alliance service cost reports, which reflect actual costs of providing each service by program. This report provides information for planning and netaotiatint! unit rates. 24. Independent CapacitN, of Provider 24.1 flee provider will !�e Actin- in its independent capacity 'Ind not ",s an e!:Ipiovee, a,aent or ;eprescutat1%C of "he :Alliance or the Department. He provider shall not be deenied or construed to be 3n empiovec. i,!cnt or !-cpresentativ e of [lie Alliance or the Department for tinv purpose a hatsoevcr. I' CONTRACT ,. Nothim* contained in this contract is intended to, or shall be construed in any manner, as creating, or establishing, the relationship of emplo%cr'employce between the parties. 24.2 The proOder shall be responsible for completely supervising and directing the work under this contract whether performed by the provider or by any subcontractor that it may utilize. The provider shall be responsible for all subcontractors who perform %work under this contract. The provider agrees that it is as fully responsible for the acts and omissions of its subcontractors and of persons employed by them as it is for the acts and omissions of its own employees. 24.3 It is further understood that the Alliance does not control the employment practices of the provider and shall not be liable for any wage and hour, employment discrimination, or other labor and employment claims against the provider or its subcontractors. All deductions for social security, withholding taxes, income taxes, contributions to unemployment compensation funds and all necessary insurance for the provider shall be the sole responsibility of the provider. 25. Pavment 25.1 Payments shall be made to the Provider as services are rendered and invoiced by the Provider. The Alliance's Contract Manager will have final approval of the invoice for payment, and will approve the invoice for payment only if the Provider has met all terms and conditions of the contract, unless the bid specifications, purchase order, or this contract specify otherwise. The approved invoice will be submitted to the Alliance's finance section for budgetary approval and processing. 25.2 Payment Documentation Required The provider shall maintain documentation to support payment requests which shall be available to the Comptroller, the Department, or the Alliance upon request. Invoices must be submitted in sufficient detail for a proper pre audit and post audit thereof. The provider shall comply with all state and federal laws governing payments to be made under this contract including, but not limited to the following: (a) paragraph (16) (b) of section 216.1 S 1, F. S., regarding advances; (b) Rule 691-40.103 F.A.C. pertaining to Restriction of Expenditures from state funds; and (c) the Contract Payment Requirements sub -section of section C of the Reference Guide for State Expenditures from the Department of Financial Services lijt nL, www.dbf.state.fl.us_aadir.'reference <guide.). The provider shall maintain detailed documentation to support each item on the itemized invoice or payment request for cost reimbursed expenses, including paid subcontractor invoices, and will be produced upon request by the Alliance. The provider shall only request reimbursement for allowable expenses as defined in the laws and guiding circulars cited in this agreement, in the Reference Guide for State Expenditures, and any other laws or regulations, as applicable, and that administrative expenses do not exceed amounts budgeted in the provider's approved service application. The Contractor will certify that detailed documentation is available to support each item on the itemized invoice or payment request for cost reimbursed expenses, fixed rate or deliverables contracts or agreements incorporating this Contract by reference. including paid Subcontractor invoices, and will be produced upon request by the Department. The Contractor will further certify that reimbursement requests are only for allowable expenses as defined in the laws and _�uidin<u circulars cited in Sections 6 and . of this Contract. in the Reference Guide for State Expenditures. and any other laws or regulations, as applicable, and that administrative expenses do not exceed amounts budgeted in the Contractors approved area plan as developed in �iccordance with artd pursuant to section 06{a) of the Older Americans .act of ? 905> as amended. 25.3 Limit on Funding Obligations t he :yiliance "or Al-in�a. Inc. lcknowlcdg=es its obli�Tauon to pay the C��rnractor tier the perfornlzznce 11 CONTRACT KZ- 1497 Page / of the Contractor's duties and responsibilities set turth in any contract or agreement incorporating this Contract b% reference. The Alliance shall not be liable to the provider for costs incurred or performance rendered unless such costs and performances are strictly in accordance with the terms ofthis contract, including, but not limited to terms �-,o%erninta the pro%ider's promised performance ar,d unit rates and. or reimbursement capitations specified. The Alliance shall not be liable to the provider for any expenditures which are not allowable costs as defined by applicable federal or state law, or which expenditures have not been made in accordance with the fiscal guidelines and requirements outlined by the Department, The Alliance shall not be liable to the provider for expenditures made in violation of regulations, the Older Americans Act, Department rules, Florida Statutes, or this contract. 26. Return of Funds The Contractor shall return to the Alliance any overpayments due to unearned funds or funds disallowed and any interest attributable to such funds pursuant to the terms and conditions of any contract or agreement incorporating this Contract by reference that were disbursed to the Contractor by the Alliance. In the event that the Contractor or its independent auditor discovers that an overpayment has been made, the Contractor shall repay said overpayment immediately without prior notification from the Alliance. In the event that the Alliance first discovers an overpayment has been made, the Contract Manager will notify the Contractor in writing of such findings. Should repayment not be made forthwith, the Contractor shall be charged at the lawful rate of interest on the outstanding balance pursuant to s. 55.03, F.S., after Alliance's notification or Contractor discovery. 27. Data Intel4rity and Safe:uardin2 Information, { The provider shall ensure an appropriate level of data security for the information the provider is collecting or using in the performance of this contract. An appropriate level of security includes approving and tracking all provider employees that request system or information access and ensuring that user access has been removed from all terminated employees. The provider, among other requirements, must anticipate and prepare for the loss of information processing capabilities. All data and software must be routinely backed up to insure recovery from losses or outages of computer systems. The security over the back-up data is to be as stringent as the protection required of the primary systems. The provider shall insure all subcontractors maintain written procedures for computer system backup and recovery. The provider shall, prior to execution of this agreement, complete the Data Integrity Certification form, ATTACHMENT IV. 28. Computer Use and Social Media Policy The Department of Elder Affairs has implemented a new Social Media Policy, in addition to its Computer Use Policy. which applies to all employees, contracted employees, consultants. OPS and volunteers. including all personnel affiliated with third parties, such as, but not limited to, Area Agencies on Aging and vendors. any entity that uses the Department's computer resource systems must comply with the Department`s policy regarding social media. Social :Media includes, but is not limited to blogs, podcasts, discussion thrums, Wikis, RSS feeds. video sharim-,. social networks like MvSpaee. Facebook and Twitter. as well as content sharing networks such as tlickr and YouFube (This policy is a%ailable on the Department's NFebsite at: http:';eIderaffairs.state.fl.ust`(loea,tinancia1.phpj. 19. Conflict of Interest l he Pro. idcr shall rsiablish ,,11egu1rds to f_)rohibit en,plovices. hoard rrenlbers. ::nd 'Uhcontr:lciors Iroill ll"ing their posYtlo115 for a tuurpose that constitutes or presents the appearance 12 CONTRACT KZ- 1497 Page 13 of' personal or car<zanizational conflict of interest or personal No employee, officer or a,zent of the Provider or subcontractor shalt participate in selection, or in the award of an agreement supported by state or federal funds if a conflict of interest, real or apparent, would be Invoked. Such a conflict %tiould arise when: (a) the employee, officer or agent; (b) any member of his her immediate lainily: (c) his or her partner, or: (d) an organization which employs, or is about to employ, any of the above, has a tinancial or other interest in the firm selected for award. The Provider or subcontractor's officers, employees or agents will neither solicit nor accept gratuities, favors or anything of monetary value from contractors. potential contractors, or parties to subcontracts. The Provider's board members and manatyement must disclose to the Alliance any relationship which may be, or may be perceived to be, a conflict of interest within thirty (30) calendar days of an individual's original appointment or placement in that position, or if the individual is serving as in incumbent, within thirty (30) calendar days of the commencement of this contract. The Provider's employees and subcontractors must make the salve disclosures described above to the Provider's board of directors. Compliance with this provision will be monitored. 30. Public Entitv Crime Pursuant to s. 287.133, F.S., a person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a bid, proposal, or reply on a contract to provide any goods or services to a public entity, may not submit a bid, proposal, or reply on a contract with a public entity for the construction or repair of a public building or public work; may not submit bids, proposals, or replies on leases of real property to a public entity; may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity; and may not transact business with any public entity in excess of the threshold amount provided in s. 287.017, F.S., for CATEGORY TWO for a period of 36 months following the date of being placed on the convicted vendor list. The provider represents and warrants that the provider, its officers, directors, senior management, partners, employees or agents have not been convicted of any public entity crimes within the last 36 months. If the provider or any of its officers or directors is convicted of a public entity crime during the period of this agreement, the provider shall notify the Alliance immediately. Non-compliance with this statute shall constitute a breach of this agreement. The provider must ensure that it does not enter into with any subcontractor on the convicted vendors list or otherwise prohibited from contracting for state funds pursuant to section 2S7.133, F.S. 31. Purchasing Procurement of Products or Materials with Recycled Content. Reusable materials and products shall be used where economically technically feasible. 32. Patents, Copyri-_hts Royalties If this contract is awarded state funding and if any discovery, invention or copyrightable material is developed produced or for which ownership was purchased in the course of or as a result of work or services performed under this contract. the Provider shall refer the discovery. invention or material to the Alliance to be referred to the Department of State. Any and all patent rights or copyriuhts accruing under this contract are hereby reserved to the State of Florida in accordance 1%ith Chapter 2.S6, F.S. 33. Emer<;encv Preparedness and Continuity of Operations 33.1 lie Provider shall. ,Cithin thirty ( 3O) calendar days of the execution of tliis contract, submit to the Contract ~lava)=er %erltlCat?on of an einergency preparedness plan. In the C%clit of an e?ilcr�'ene�'. 13 CONTRACT KZ- 1497 Page 14 the Provider shalt notify the Alliance of emergency proyi;ions. 33.2 In the event a situation results in a cessation of ser<ices by a subcontractor, the Provider shall retain responsibility for performance under this contract and must follow procedures to ensure continuity of operations without intemlption. 33.3 In preparation for the threat of an emergency event as defined in the State of Florida Comprehensive Emergency Management Plan, the Department may exercise authority o%er an area agency or service provider agency to implement preparedness activities to improve the safety of the elderly in the threatened area and to secure area agency and service provider facilities to minimize the potential impact of the event. These actions will be within the existing roles and responsibilities of the area agency and provider. 33.4 In the event the President of the United States or Governor of the State of Florida declares a disaster or state of emergency, the Department may exercise authority over an area agency or service provider agency to implement emergency relief measures and/or activities. 14 CONTRACT KZ- 1497 Page 15 34. Equipment I - - (a) an article of nollcxpendablc� tangible personal property having a useful '4� I Equipment means - 1 - life of Inore 111,111 one %c'Ir and MI aC(jUISItI0n COSt which equals or exceeds the lesser of the capitalization level established by the organization for the financial statement purposes, or S 5,000 ) _00 [for federal funds], or (b), tionexpenclable, tangible personal property of a non- consumable nature with an acquisition cost of S1.000.00 or more per unit, and expected useful life of at least one year; and hardback bound books not circulated to students or the general public. %% Ith a value or cost of S250.00 or more [for state funds]. 34' Contractors and Subcontractors who are Institutions of Hi,_,her Education, Hospitals, and Other Non-Protit Organizations shall have written property inarim-yernent standards in compliance with 2 CFR Part 21-5 Administrative Requirements (formerly 0%1B Circular A-1 10) that include: (a) a property list with all the elements identified in the circular; and, (b) a procedure for conducting a physical Inventory of equipment at least once every two years. (c) a control system to insure adequate safeguards to prevent loss, damage, or theft of the equipment; and (d) maintenance procedures to keep the equipment in good condition. The property records must be maintained on tile and shall be provided to the Alliance upon request. The Contractor shall promptly investigate, fully document and notify the Contract Manager of any loss, damage, or theft of equipment. The Contractor shall provide the results of the investigation to the Contract Manager. 34.3 The Contractor's property management standards for equipment acquired with Federal funds and federally -owned equipment shall include accurately maintained equipment records with the following information: (1) A description of the equipment; (2) Manufacturer's serial number, model number, federal stock number, national stock number, or other identification number; (3) Source of the equipment, including the award number; (4) Whether title vests in the Contractor or the federal govenu-nent; (5) Acquisition date (or date received, if the equipment was furnished by the federal government) and cost: (6) Information frorn which one can calculate the percentage of federal participation in the cost of the equipment (not applicable to equipment furnished by the federal government), (7) Location and condition of the equipment and the date the information was reported; (8) Unit acquisition cost, and (9) Ultimate disposition data, including date of disposal and sales price or the method used to determine Current fair market value where a Contractor compensates the federal awardinL, a,_,ency for its share. 1 -,4.4 Equipment purchased with federal funds %�Ith an acquisition cost over S5,000.()() and equipment purchased with state Rinds %cith an acquisition cost over S1.000.00 that is specifically identified III the area pi'm 'ij1j_)r0% cd by the Department Is 0,11-t of the cost of Carn III,-, out the 'IC11%ities �111d function-, of 1111C _1­11111 and I 1t1c (,mncrs1iip) %%ill test M the ,U bll Cc t to t I I c cold it 101 IS of _' C FR Part 21 � Ad I I I I I I I st ra I I% e RC<JU I FC I I I t211t-S ( former Iv (.)1113 Circular 15 CONTRACT KZ- 1497 Page 16 A -I i0). Subpart C, paragraph 3.1. Equipment purchased under these thresholds is considered supplies and is not subject to property standards. Equipment purchased with funds identified in the budget attachments to agreements covered by ativ contract or agreement incorporating this Contract by reference, or identified in the sub-atzreements :with Subcontractors (not included in a cost methodologv), is subject to the conditions of section 273. F. S. and 60A-I.0017, F. A. C. or Title 45 CFR Part 74, 35.5 The Contractor shall not dispose of any equipment or materials provided by the Alliance, or purchased with funds provided through any contract or agreement incorporating this Contract without First obtaining the approval of the Contract Manager. When disposing of property or equipment the Contractor must submit a written request for disposition instructions to the respective Contract Manager. The request should include a brief description of the property, purchase price, funding source, and percentage of state or federal participation, acquisition date and condition of the property. The request should also indicate the Contractors proposed disposition (i.e., transfer or donation to another agency that administers federal programs, offer the items for sale, destroy the items, etc.). 35.6 The Contract Manager will issue disposition instructions. If disposition instructions are not received within 120 days of the written request for disposition, the Contractor is authorized to proceed as directed in 2 CFR Part 215 Administrative Requirements (formerly OMB Circular A- 110). 35. Use of State Funds to Purchase or Improve Real Property Any state funds provided for the purchase of or improvements to real property are contingent upon the Provider or political subdivision granting to the state a security interest in the property at least to the amount of state funds provided for at least 5 years from the date of purchase or the completion of the improvements or as further required by law. 36. Dispute Resolution Any dispute concerning performance of the contract shall be decided by the Contract Manager, who shall reduce the decision to writing and serve a copy on the Provider. 37. Financial Consequences of Non -Performance If the Provider fails to meet the minimum level of service or performance identified in this agreement, or that is customary for the industry, then the Alliance must apply financial consequences commensurate with the deficiency. Financial consequences may include, but are not limited to, contract suspension, refusing payment, withholding payments until deficiency is cured, tendering only partial payments, andlor cancellation of contract and reacquiring services from an alternate source, 37.1 The Provider will not be charged with financial consequences. when a failure to perform arises out Of causes that were the responsibility of the Alliance. 38. No Waiver of Sovereign Immunity Xothinu contained in this aureement is intended to sere as a waiver of sovereit-yn immunity by aiiv entity to which so% ereign immunity may be applicable. in CONTRACT KZ- 1497 Page 17 39. Venue If any dispute arises out of this contract. the `tientte of such legal recourse will be ylianii-Dade County, Florida. 39. Entire Contract This contract contains all the terms and conditions agreed upon by the Parties. No oral agreements or representations shall be valid or binding upon the Alliance or the Provider unless expressly contained herein or by a written amendment to this contract signed by both Parties. 40. Force Maieure The Parties will not be liable for any delays or failures in performance due to circumstances beyond their control, provided the party experiencing the force majeure condition provides immediate written notification to the other party and takes all reasonable efforts to cure the condition. 41. Severability Clause The Parties agree that if a court of competent jurisdiction deems any term or condition herein void or unenforceable; the other provisions are severable to that void provision and shall remain in full force and effect. 42. Condition Precedent to Contract: appropriations The Parties agree that the Alliance's performance and obligation to pay under this contract is contingent upon an annual appropriation by the Legislature to the Department and a corresponding allocation under contract from the Department to the Alliance. 43. Addition/Deletion The Parties agree that the Alliance reserves the right to add or to delete any of the services required under this contract when deemed to be in the State of Florida's best interest and reduced to a written amendment signed by both Parties. The Parties shall negotiate compensation for any additional services added. 44. Waiver The delay or failure by the Alliance to exercise or enforce any of its rights under this contract will not constitute or be deemed a waiver of the Alliance's right thereafter to enforce those rights, nor will any single or partial exercise of any such right preclude any other or further exercise thereof or the exercise of any other right. 45. Compliance The Provider shall abide by all applicable current federal statutes, laws, rules and regulations as well as applicable current state statutes, laws, rules and regulations. The Parties agree that failure of the Provider to abide by these laws shall be deemed an event of default of the Provider, and subject the contract to immediate, unilateral cancellation of the contract at the discretion of the Alliance, 46. Final Invoice I'he Provider shall submit the final invoice for payment to the Alliance as specified in Paragraphs �. . �.4.1 and 1.4,2 {bate for final request for payment) of:1TT:1CHJlEVT [. If the Provider f�iils tO submit tinai request fur pavt,?ent by the deadline. then al1 rights to pacn,ent may be turfeited and the Alh1 incc nnay aot honor requests submitted after the aforesaid time period. .lnv p,tvTllent due under ti-le ternis of this c:OMI"Ict 111av he v% itl1hcld ut,til ail reports due fr0111 the Provider and 17 CORTRACT ♦ f Page necessary adjustments thereto have been approved by the Alliance. 4'. Rene(otiations or :Modifications Modifications of the provisions of this contract shall be valid only when they have been reduced to writing and duly signed by both parties. The rate of payment and the total dollar amount may be adjusted retroactively to reflect price level increases and chanties in the rate of payment when these have been established through the appropriations process and subsequently identified in the Alliance's operating budget. 48. Termination 48.1 This contract may be terminated by either party without cause upon no less than thirty (30) calendar days' notice in writing to the other party unless a sooner time is mutually agreed upon in writing. Said notice shall be delivered by L.S. Postal Service or any expedited delivery service that provides verification of delivery or by hand delivery to the Contract Manager or the representative of the Provider responsible for administration of the contract. 48.2 In the event funds for payment pursuant to this contract become unavailable, the Alliance may terminate this contract upon no less than twenty-four (24) hours' notice in writing to the Provider. Said notice shall be delivered by U.S. Postal Service or any expedited delivery service that provides verification of delivery or by hand delivery to the Contract Manager or the representative of the Provider responsible for administration of the contract. The Alliance will be the final authority as to the availability and adequacy of funds. In the event of termination of this contract, the Provider will be compensated for any work satisfactorily completed prior to the date of termination. 48.3 This contract may be terminated for cause upon no less than twenty four (24) hours' notice in writing to the Provider. Waiver of breach of any provisions of this contract shall not be deemed to be a waiver of any other breach and shall not be construed to be a modification of the terms and conditions of this contract. The provisions herein do not limit the Alliance's or the Provider's rights to remedies at law or in equity. 48.4 Failure to have performed any contractual obligations with the Alliance in a manner satisfactory to the Alliance will be a sufficient cause for termination. To be terminated as a Provider under this provision, the Provider must have (1) previously failed to satisfactorily perform in a contract with the Alliance, been notified by the Alliance of the unsatisfactory performance, placed by the Alliance under a corrective action plan and failed to correct the unsatisfactory performance to the satisfaction of the Alliance as outlined in the corrective action plan; or (2) had a contract terminated by the Alliance for cause. 48.5 Waiver of breach of any provisions of this contract shall not be deemed to be a waiver of any other breach and shall not be construed to be a modification of the terms and conditions of this contract. The provisions herein do not limit the Alliance's right to remedies at law or to damages of tevaal or equitable nature. 48.6 Suspension of %Vork: If the Department of Elder Affairs detennines in its sole discretion suspend any or all activities Il;der this Contract and any Contract or agreement incorporating this Contract by reference. at anv t 2ne, %k i1cli In the hest interests oI the State to do so, the Alliance will suspend the contractor s ;cork As the Department provides the :A1liance With %lritten notice outlining the particulars of '!lil?c nsion, tl1cSC reaiolls a;ll be :olnIminic.acd to the contractor by the :Alliance. f=Xanlples of tile= rcasoil for su;pensior, incudc. but arc not limited to, bud2etary co=lstraints, declaration of RM CONTRACT KZ- 1497 Page 19 cn"ez-21ericy. or ether such circumstances. After receiving a suspension notice. the Contractor shall comply %vith the notice and shall not accept any purchase orders. Within ninety days, or any longer period agreed to by the Contractor, the Alliance shall either ( l ) issue a notice authorizinU resumption of work. at %% hich time activity shall resume, or (2) terminate the Contract or purchase order. Suspension of %york shall not entitle the Contractor to any additional compensation. 49. Successors This contract shall remain binding upon the successors in interest of either the Alliance or the provider. 50 Electronic Records and Signature The AAA authorizes, but does not require, the Contractor to create and retain electronic records and to use electronic signatures to conduct transactions necessary to carry out the terms of this Contract. A contractor that creates and retains electronic records and uses electronic signatures to conduct transactions shall comply with the requirements contained in the Unijbrrrn Electronic Transaction Act, s. 668.50, Fla. Stat. All electronic records must be fully auditable; are subject to Florida's Public Records Latin, ch. 119, Fla. Stat.; must comply with section 28, Data Integrity and Sa%guardinrg Inrfonrncrtiorn; must maintain all confidentiality, as applicable; and must be retained and maintained by the Contractor to the same extent as non -electronic records are retained and maintained as required by this Contract. 50.1 The AAA's authorization pursuant to this section does not authorize electronic transactions between the Contractor and the AAA. The Contractor is authorized to conduct electronic transactions with the AAA only upon further written consent by the AAA. 50.2 Upon request by the AAA, the Contractor shall provide the AAA or DOEA with non- electronic (paper) copies of records. Non -electronic (paper) copies provided to the AAA of any document that was originally in electronic form with an electronic signature must indicate the person and the person's capacity who electronically signed the document on any non -electronic copy of the document. 51 Special Provisions The Contractor agrees to the following provisions: 51.1 Investigation of Criminal Allegations: Any report that implies criminal intent on the part of the Contractor or any Subcontractors and referred to a governmental or investigatory agency must be sent to the Alliance. If the Contractor has reason to believe that the allegations will be referred to the State Attorney, a law enforcement a<zencv. the United States Attornev's office, or other governmental agency, the Contractor shall notify the contract manaoer. A copy of all documents, reports. notes or other written material concerning the investigation. %whether in the possession of the Contractor or Subcontractors. must he sent to the Alliance's contract manager with a sumr11ary of the in%estivation and allcgations. 5 1 .2 111lrrIteer'S: we CONTRACT KZ- 1497 Page 20 The Contractor shall ensure the use of trained volunteers in providing direct services delivered to older individuals and indi%'iduals %� Ith disabilities needing such services. It possible, the Contractor shall work in coordination with organizations that have experience in providin�� training, placement, and stipends for %otunteers or participants (such as onaanizations carrving out federal service programs administered by the Corporation for National and Community Service), in community service settintas, 5 1. 3 Enforcement: 51.3.1 In accordance with Section 430,04, F.S., the Alliance may, without taking any intermediate measures available to it against the Contractor, rescind the Contractors designation as an area agency on aging, if the Alliance finds that: 51.3.2 An intentional or negligent act of the Contractor has materially affected the health, welfare, or safety of clients served pursuant to any contract or agreement incorporating this Contract by reference, or substantially and negatively affected the operation of services covered under any contract or agreement; 51.3.3 The Contractor lacks financial stability sufficient to meet contractual obligations or that contractual funds have been misappropriated; 51.3.4 The Contractor has committed multiple or repeated violations of legal and regulatory standards, regardless of whether such laws or regulations are enforced by the Alliance, or the Contractor has committed or repeated violations of Alliance standards; 51.3.5 The Contractor has failed to continue the provision or expansion of services after the declaration of a state of emergency; and/or 51.3.6 The Contractor has failed to adhere to the terms of any contract or agreement incorporating this Contract by reference. 51.3.7 In the alternative, the Alliance may, at its sole discretion, in accordance with section 430.04, F.S., take immediate measures against the Contractor, including: corrective action, unannounced special monitoring, temporary assumption of the operation of one or more contractual services, placement of the Contractor on probationary status, imposing a moratorium on Contractor action, imposing financial penalties for nonperformance, or other administrative action pursuant to Chapter 120, F.S. 51.3.8 In making any determination under this provision the Alliance may rely upon the findings of another state or federal agency, or other regulatory body. Anv claims for damages for breach of any contract or agreement incorporating this Contract by reference are exempt from administrative proceedings and shall be brought before the appropriate entity in the venue of Miami -Dade Count% CONTRACT KZ- 1497 Page 21 i1. Official Pavee and Representatives (Names, Addresses, and 'Celephone `umbers): The name, address, and telephone number of the representative for the Alliance for this contract altt.t B. Rothman, JD, LL. 1L Presiclent tend CEO 760 NW 107`' Ave, Suite 214 Miami, Florida 33172 (305) 670-6500, Ext. 224 The name, address, and telephone number of the representative of the provider responsible for administration of the program under this contract is: The Contractor name, as shown on page I of this MONROE COUNTY BOCCiSOCIAL SERVICES'IN HOME a. contract, and mailing address of the official payee to SERVICES whom the payment shall be made is: 500 WHITEHEAD STREET -CLERKS OFFICE KEY WEST, FLORIDA 33040 KIM WILKES WEAN -COMPLIANCE MANAGER The name of the contact person and street address 1 100 SIMONTON STREET, SUITE 190 b. where financial and administrative records are KEY WEST, FLORIDA 33040 maintained is: The name, address, and telephone number of the SHERYL GRAHAM -SR DIRECTOR C. representative of the Contractor responsible for 1 100 SIMONTON STREET, SUITE 2-257 administration of the program under this contract is: KEYW WEST, FLORIDA 33040 I The section and location within the AAA where Associate Vice President Finance d. Requests for Payment and Receipt and Expenditure 760 NW 107th Avenue, Suite214 forms are to be mailed is: I Miami, Florida 33172-3155 i I � Contract Manager The name, address, and telephone number of the Alliance for Aging, Inc. e 760 NW 107th Avenue, Suite 214 Contract Manager for the AAA or this contract is: Miami, Florida 33 172-3 155 Upon change of representatives (names, addresses, telephone numbers) by either party, notice shall be provided in writing to the other party and the notification attached to the originals of this contract. In the event different representatives are designated by either party after execution of this contract, notice ot, the name and address of the nel% representati%e will be rendered in whiting to the other party and ;aid notitication attached to on<Linals of this contract. 21 _,`I, All Terms and Conditions Included Fhls contract and its Attaclunents, I throw -di X, A, B, C, D, E, and any exhibits referenced in said attachments, touether vi Ith any documents incorporated by reference, contain all the teens and conditions agreed upon by the Parties. There are no provisions, terms, conditions, or obligations other than those contained herein, and this contract shall supersede all previous communications, representations or agreements, either written or verbal between the Parties. By signing this contract, the Parties agree that they have read and agree to the entire contract. IN WITNESS THEREOF, the Parties hereto have caused this 67 page contract, to be executed by their undersigned officials as duly authorized. Contractor Monroe County Board of Commissioners, SIGNED BY: NAME: ROMAN GASTESI ALLIANCE FOR AGING, INC. SIGNED BY: NAME: MAX B. ROTHMAN, JD, LL.M. TITLE: COUNTY ADMINISTRATOR TITLE: PRESIDENT AND CEO DATE: j DATE: Name: -- Sylvia Murphy Title: Mayor Date- Atk-61b ? W CONTRACT i INDEX TO ATTACHMENTS Attachment 1 SERVICE PROVISIONS ALZHEIMER'S DISEASE INITIATIVE PROGRAM Attachment II CERTIFICATION REGARDING LOBBYING CERTIFICATION FOR CONTRACTS, GRANTS, LOANS AND AGREEMENTS Attachment III FINANCIAL AND COMPLIANCE AUDIT Attachment IV CERTIFICATION REGARDING DATA INTEGRITY COMPLIANCE FOR AGREEMENTS, GRANTS, LOANS AND COOPERATIVE AGREEMENTS Attachment V CERTIFICATION REGARDING DEBARMENT, SUSPENSION, INELIGIBILITY AND VOLUNTARY EXCLUSION FOR LOWER TIER COVERED TRANSACTIONS Attachment VI ASSURANCES NON CONSTRUCTION PROGRAMS Attachment VII CONTRACT REPORT SCHEDULE Attachment VIII ANNUAL MODEL DAY CARE CENTER TRAINING REPORT Attachment IX REQUEST FOR PAYMENT FORM Attachment X RECEIPT AND EXPENDITURE REPORT Attachment A DOEA HANDBOOK Attachment B CIVIL RIGHTS COMPLIANCE CHECKLIST Attachment C DOEA COMPUTER USE POLICY Attachment D BACKGORUND SCREENING AFFIDAVIT OF COMPLIANCE Attachment E E-VERIFY Attachment F BUSINESS ASSOCIATE AGREEMENT Attachment G AGING AND DISABILITY RESOURCE CENTER (ADRC) — OUTSOURCED FUNCTIONS Attachment H CERTIFICATION REGARDING SCRUTINIZED COMPANIES LISTS 23 CONTRACT 1497 Page 24 ATTACHMENT I ALZHEIMER'S DISEASE INITIATIVE PROGRAM I. STATEMENT OF PURPOSE The Alzheimer's disease Initiative (ADI) Program is focused on caring for persons IS + with memory disorders. II. SERVICES TO BE PROVIDED A. Services: 1. The provider's service provider application for state fiscal year 2014 and any revisions thereto approved by the Alliance and located in the contract manager's file, are incorporated by reference in this contract between the Alliance and the provider, and prescribe the services to be rendered by the provider. 2. Consumers may not be enrolled in a Department of Elder Affairs' state general revenue funded program, including ADI, who are also enrolled in a Medicaid eapitated long- term care health plan or program. B. Manner of Service Provision: The services will be provided in a manner consistent with and described in the provider's service provider application for state fiscal year 2014 and the 2013 Department of Elder - Affairs Home and Community Based Services Handbook. In the event the 2013 handbook is revised, such revision will automatically be incorporated into the contract and the provider will be given a copy of the revisions. III. METHOD OF PAYMENT A. The method of payment in this contract is based on a fixed rate reimbursement for approved services. The provider must cnsure fixed rates include only those costs that are in accordance with all applicable state and federal statutes and re rulations and are based on audited historical costs in instances where an independent audit is required. All requests for payment and expenditure reports submitted to support requests for payment shall be on DOER forms I06Z and 105Z. Duplication or replication of both forms via data processing equipment is permissible, provided all data elements are in the same format as included on departmental fonns. B. Invoices must be submitted no later than 90 days after the end of the month on which the expense was incurred, except that invoices can not be submitted after close out report date (usually July I5th.) Invoices submitted late will not pay. Exceptions to this rule are at the discretion of the Alliance, on a case by ease basis; such exceptions must be requested prior to the expiration of the invoicing deadline. In making a determination of the exception the Alliance vFill consider whether the disruption to the billing cycle %Gas bevond the control of the provider. the frequency %� ith %%hick Such exceptions are requested by the provider. and t hctlier the Alliancc can request reiinbursenicnt at a late date from )()FA. 24 CONTRACT KZ- 1497 Page 25 C. I -Fie provider shall maintain documentation to support payment requests which shall be available to the Comptroller, the Department of Elder Affairs, or the .Alliance upon request. D. The provider shall maintain documentation to support payment requests which shall be available to the Alliance, the Department of Elder Affairs or the Comptroller upon request. E. The provider may request a monthly advance for service costs for each of the first two months of the contract period, based on anticipated cash needs. Detailed documentation justifying, cash needs for advances must be submitted with the signed contract, approved by the Alliance, and maintained in the contract manager's tile. All payment requests for the third throu<-,h the twelfth months shall be based on the submission of monthly actual expenditure reports beginning with the first month of the contract. The schedule for submission of advance requests is ATTACHMENT I1 to this contract. Reconciliation and recouping of advances made under this contract are to be completed by March and April. All advance payments are subject to the availability of funds. F. advance funds may be temporarily invested by the provider in an insured interest bearing account. All interest earned on contract fund advances must be returned to the Alliance within thirty (30) days of the end of the first quarter of the contract period. G. The Alliance shall make payment to the provider for provision of services up to a maximum number of units of service and at the rate(s) stated below: Service Maximum Maximum Service to be Provided Unit Rate Units of Dollars Service In Home Respite 524.03 3,471 583,407 H. Any payment due by the Alliance under the terms of this contract may be withheld pending the receipt and approval by the Alliance of complete and accurate financial and programmatic reports due from the provider and any adjustments thereto, including any disallowance not resolved. IV. SPECIAL PROVISIONS k. State LaFvs and Regulations: The provider aLrees to comply with applicable parts of Rule 5SD-1, Florida Administrative Code promulgated for administration of Sections 430.5'01 through 430.304, Florida Statutes, .Ind the Department of Elder .AffI.irs Client Home and Community Based Services 1 Iandbook dated O? 201 1. 13. Assessment and Prioritization for Service Delisery for tie« Consumers: 25 CONTRACT•• •- The follo�k ing are the criteria to prioritize new consumers for service delivery. It is not the intent of the Department of Eider Affairs to remove existing clients from any progralxi in Order to serve new clients beimz assessed and prioritized for service deliVerx. 1. Priority Criteria for Service Delivery: a= individuals in nursing homes under Medicaid who could be transferred to the collltntinity; b. individuals in nursing homes whose Medicare coverage is exhausted and may be diverted to the community, c. individuals in nursing homes which are closing and can be discharged to the colnlnunity; or d. An individual whose mental or physical health condition has deteriorated to the degree self care is not possible, there is no capable caregiver and institutional placement will occur within 72 hours. 2. Priority Criteria for Other Assessed Individuals: The assessment and provision of services should always consider the most cost effective means of service delivery. Functional impairment shall be determined through the department's consumer assessment form administered to each applicant. The most frail individuals not prioritized in groups one, two or three above, regardless of referral source, will receive services to the extent funding is available. C. Co -payment Collections: i 1. The provider will establish annual co -payment goals. The Alliance also has the option to withhold a portion of the provider's Request for Payment if goals are not met according to the Department of Elder Affairs' co -payment guidelines. 2. Co -payments include only the amounts assessed consumers or the amounts consumers opt to contribute in lieu of an assessed co -payment. The contribution must be equal to or greater than the assessed co -payment. D. Evaluation, Statistics and Reports The provider agrees to respond to requests for evaluation information and statistical data concerning its consumers based on information requirements of the Memory Disorder Clinics and Brain Bank. The provider will ensure Nlodel Day Care Centers supported by this contract develop innovative therapies and interventions which can be shared with other Alzheimer's disease Initiative health and social services personnel via training. Model Day Care Centers supported by this contract must report to the provider all training activities provided to health care and social service personnel and caregivers, as well as serve as a natural laboratory for service related applied research by ,Memory Disorder Clinics. An annual Model Day Care Center Training Report. ATTaCHtiIENT IV. is due by Jul',' 5, 241 5. F. Collaboration with Metnory Disorder Clinics: 26 CONTRACT 1497 Page �tc�?x?ry Disorder Clinics are required to provide io Ir hours ofin-service training to all respite and model day care centers in their designated service ice areas. he pro,, ider a`arecs to collaborate %t ith Memory Disorder Clinics to assist <<? this effort. F. Service Cost Reports: The provider will submit annual service cost reports which reflect actual costs of providing each service by program. This report provides information for plarming and negotiating unit rates. G. Reporting: The provider need to provide the Alliance with an expenditure plan by July 15 or two weeks after contract has been signed, a monthly update due on the 21 of each following month. The expenditure plan and updates must follow the format provided by the Alliance. M CONTRACT KZ- 1497 Page 2? VIA'ACHNIEN'I' II CERTIFICATION REGARDING LOBBYING CERTIFICATION FOR CONTRACTS, GRANTS, LOANS AND AGREEMENTS The undersiuried certifies, to the best of his or her knowledge and belief, that; (1) No federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any state or federal agency, a member of congress, an officer or employee of congress, an employee of a member of congress, or an officer or employee of the state legislator, in connection with the awarding 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. (2) If any funds other than federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a member 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, the undersigned shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. (3) The undersigned shall require that the language of this certification be included 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 -contractors shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by section 1352, Title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than S10-,000.00 and not more than S100,000.00 for each such failure. Signature t /zs ate ROl✓IAN GASTESI-COUNTY ADMINISTRATOR KZ1497 Name of Authorized Individual Application or Agreement Number MONROE COUNTY BOARD OF COUNTY COMMISSIONERS ;dame and Address of Organization iN_W y Form 1 Rz:%I-«t \k,% M CONTRACT&- MM ATTACHMENT Ili FINANCIAL AND COMPLIANCE AUDIT 'he administration of resources awarded by the Department of Elder Affairs or the Alliance for Aging. Itic. to the provider may be subject to audits and, or monitoring by the Department of Elder Affairs or the Alliance for Aging, [tic., as described in this section. MONITORING In addition to reviews of audits conducted in accordance with OMB Circular A- 133. as revised, and Section 215.97, F.S., (see "AUDITS" below), monitoring procedures may include, but not be Limited to, on -site visits by the department of staff, limited scope audits as defined by OMB Circular A- 133, as revised, and'or other procedures. By entering into this agreement, the provider agrees to comply and cooperate with any monitoring procedures, processes deemed appropriate by the Department of Elder Affairs or the Alliance for Aging, Inc. In the event the Department of Elder Affairs or the Alliance for Aging, Inc. determines that a limited scope audit of the provider is appropriate, the provider agrees to comply with any additional instructions provided by the Department of Elder Affairs or the Alliance for Aging, Inc. to the provider regarding such audit. The provider further agrees to comply and cooperate with any inspections, reviews, investigations, or audits deemed necessary by the Chief Financial Officer (CFO) or Auditor General. AUDITS PART I: FEDERALLY FUNDED This part is applicable if the provider is a State or local government or a non-profit organization as defined in OMB Circular A-133, as revised. In the event that the provider expends S500,000 or more in Federal awards during its fiscal year, the provider must have a single or program -specific audit conducted in accordance with the provisions of OMB Circular A- 133, as revised. EXHIBIT to this agreement indicates Federal resources awarded through the Department of Elder Affairs or the Alliance for Aging. Inc. by this agreement. In determining the Federal awards expended in its fiscal year, the provider shall consider all sources of Federal awards, including Federal resources received from the Department of Elder Affairs or the Alliance for Aging, Inc. The determination of amounts of Federal awards expended should be in accordance with the guidelines established by OMB Circular A- 133, as revised. An audit of the provider conducted by the Auditor General in accordance with the provisions of ONIB Circular A- 133, as revised, will meet the requirements of this part. In connection with the audit requirements addressed in Part 1, paragraph 1, the provider shall fulfill the requirements relative to auditee responsibilities as provided in Subpart C of OMB Circular A-133, as revised. If the provider expends less than S500,000 in Federal awards in its fiscal year, an audit conducted in accordance with the provisions of OMB Circular A- 133, as revised, is not required. In the event that the provider expends less than S500,000 in Federal awards in its fiscal year and elects to have an audit conducted in accordance with the provisions of OMB Circular A- 133, as revised, the cost of the audit must be paid from non -Federal resources (i.e.. the cost of such audit must be paid from provider resources obtained from other than Federal entities.) An audit conducted in accordance with this part shall cover the entire organization for the or,.zanization's fiscal year. Compliance findings related to agreements with the Department of Elder Affairs or the Alliance for Aging. Inc. shall be based on the agreement's requirements. including any rules, regulations. or statutes referenced in the agreement. The financial statements shall disclose whether or not the matching requirement was met for each applicable agreement. All questioned costs and liabilities due to ti:e Department of Elder affairs or the :Alliance for Auin�_,. Inc. shall be fully discloses} in the audit report ,s ith reterence to the Department of Elder :Affairs or the :Alliance for .Aging. Inc. a,,reement imol%cd. If not othenvise d ,closed is required by Section .3100)(2) of ()%IB Circular A-133. Lis revised, the schedule ot, eypendinires of Federal �l,t ir1> shall idei2tli�' etpc:nditures by a<_=reemcni number for each igreeinent tikith the Depiirtment of 1;dcr :Affairs or the 29 CONTRACT KZ- 1497 Page 30 Alliance for ALing Inc. in effect during the audit period. Financial reporting packages required under this part mint be aubtrntted «ith n the earlier of 30 days after receipt of the audit report or 9 months after the end of the provider's tiseat %ear end. '�kwr II: STATE FUNDED 'l his part is applicable ifthe provider is a nonstate entity as defined by Section 2159'(2}- Florida Statutes In the went that the provider expends a total amount of state tinancial assistance equal to or in excess of S500.(tt)0 in any fiscal %,ear A such provider (for fiscal vears ending September 30, 2004 or thereafter), the provider must have a State single or project -specific audit for such fiscal year in accordance with Section _' 15.97, Florida Statutes: applicable rules of the Department of Financial Services: an Chapters 10.550 (local governmental entities) or 10.650 (nonprofit and for- profit organizations), Rules of the Auditor General. EXHIBIT I to this agreement indicates state Financial assistance awarded throu<uh the Department of Elder Affairs or the Alliance for Aging. Inc. by this agreement. In determining the state financial assistance expended in its Fiscal year, the provider shall consider all sources of state financial assistance, including state financial assistance received from the Department of Elder Affairs or the Alliance for Aging, Inc., other state agencies, and other nonstate entities. State financial assistance does not include Federal direct or pass -through awards and resources received by a nonstate entity for Federal program matching requirements. In connection with the audit requirements addressed in Part II, paragraph 1, the provider shall ensure that the audit complies with the requirements of Section 215.97(8), Florida Statutes. This includes submission of a financial reporting package as defined by Section 215.97(2), Florida Statutes, and Chapter 10.550 (local governmental entities) or 10.650 (nonprofit and for -profit organizations), Rules of the Auditor General. If the provider expends less than S500,000 in state financial assistance in its fiscal year (for fiscal years ending September 30, 2004 or thereafter), an audit conducted in accordance with the provisions of Section 215.97, Florida Statutes, is not required. In the event that the provider expends less than S500,000 in state financial assistance in its fiscal year and elects to have an audit conducted in accordance with the provisions of Section 215.97, Florida Statutes, the cost of the audit must be paid from the nonstate entity's resources (i.e., the cost of such an audit must be paid from the provider resources obtained from other than State entities). An audit conducted in accordance with this part shall cover the entire organization for the organization's fiscal year. Compliance findings related to agreements with the Department of Elder Affairs or the Alliance for Aging Inc. shall be based on the agreement's requirements, including any applicable rules, regulations, or statutes. The financial statements shall disclose whether or not the matching requirement ` is met for each applicable agreement. All questioned costs and liabilities due to the Department of Elder Affairs or the Alliance for _-ging, Inc. shall be fully disclosed in the audit report with reference to the Department of Elder Affairs or the Alliance for Aging Inc. agreement involved. If not otherwise disclosed as required by Rule 69I-5.003, Fla. Admin. Code, the schedule of expenditures of state financial assistance shall identify expenditures by agreement number for each agreement with the Department of Elder Affairs or the Alliance for Aging, Inc. in effect during the audit period. Financial reporting packages required under this part must be submitted within 45 days after delivery of the audit report, but no later than 12 months after the provider's fiscal year end for local governmental entities. Non-profit or for -profit organizations are required to be submitted within 45 days after delivery of the audit report, but no later than 9 months after the provider's fiscal year end. Notwithstanding the applicability of this portion, the Department of Elder Affairs or the Alliance for Aging, Inc. retains all right and obligation to monitor and oversee the performance of this agreement as outlined throughout this document and pursuant to law. PART III: REPORT SUBMISSION Copies of reporting packages for audits conducted in accordance with 0.%IB Circular A-133, as revised, and required by PART I of this agreement shall be submitted, when required by Section .320 (d), 01ti1B Circular A-133, as revised, by or on behalf of the provider directly to each of the following: The Alliance for Aging, Inc.: Alliance for Aging, Inc. Attn: Fiscal Manager 760 NAV 107" Avenue, Suite 214 ;Miami, FL 33172-3155 1-11e Federal Audit Cicarirn_='.souse dc-,lunated in OMB Circular A-I3 j, as revised (the number of copies required by Sections _ 20 (d)( 1 ) and (_'). O%113 C rcular _1-133, as revised. ,hould be ;L1ht111ttCd to the Federal Audit Clearimuhou5c), at the CAlo;v,address: 30 • aCT KZ- 1497 • . 31, Federal Audit Clearinghouse Bureau of the Census 1201 East IOIh Street Jeffersonville, IN 47132 Other Federal agencies and pass -through entities in accordance with Sections .330 (e) and (r). OMB Circular A-133. its revised. Pursuant to Sections .320(t). 0y113 Circular A-133, as revised, the provider shall submit a copy of the reporting package described in Section .320(c), OMB Circular A-133, as revised, and any management letter issued by the auditor, to the Alliance for Aging. Inc. at each of the following addresses: Alliance for Aging, Inc. Attn: Fiscal Manager 760 NW 1071" Avenue, Suite 214 Miami, FL 33172-3155 Additionally, copies of financial reporting packages required by Part II of this agreement shall be submitted by or on behalf of the provider directly to each of the following: The Alliance for Aging, Inc. at each of the following addresses: Alliance for Aging, Inc. Attn: Fiscal Manager 760 NW 107t' Avenue, Suite 214 Miami, FL 33172-3155 The Auditor General's Office at the following address: State of Florida Auditor General Claude Pepper Building, Room 574 - I I I West Nladison Street Tallahassee, Florida 32399-1450 Any reports, management letter, or other information required to be submitted to the Department of Elder Affairs pursuant to this agreement shall be submitted timely in accordance with OMB Circular A-133, Florida Statutes, and Chapters 10.550 (local governmental entities) or 10.650 (nonprofit and for -profit organizations), Rules of the Auditor General, as applicable. Providers, when submitting financial reporting packages to the Department of Elder Affairs for audits done in accordance with OMB Circular A-133 or Chapters 10.550 (local governmental entities) or 10.650 (nonprofit and for -profit organizations), Rules of the Auditor General, should indicate the date that the reporting package was delivered to the provider in correspondence accompanying the reporting package. PART IV: RECORD RETENTION The provider shall retain sufficient records demonstrating its compliance with the terms of this agreement for a period of sir Gears from the date the audit report is issued, and shall allow the Alliance for Aging, Inc. or its designee, the CFO or Auditor General access to such records upon request, The provider shall ensure that audit working papers are made akailable to the :Alliance for Agin<u. Inc. , or its designee. CFO, or Auditor General upon request for a period of six %cars from the date the audit report is issued, unless extended in writing by the Alliance for A<ging. Inc., 31 �El ATTACHMENT III EXHIBIT 1. STATE RESOURCES ANVARDEDTO THE SUBRECIPIENT PURSUANT TO THIS AGREEMENT CONSIST OF THE FOLLOWING: PROGRAM TITLE FUNDING SOURCE CSFA# A.NIOUNT 2. STATE RESOURCES AWARDED TO THE RECIPIENT PURSUANT TO THIS AGREEMENT CONSIST OF THE FOLLONVING: MATCHING RESOURCES FOR FEDERAL PROGRAMS I — T -T 1 PROGRAM TITLE FUNDING SOURCE CFDA AMOUNT ALSTATEAWARD STATE FINANCIAL ASSISTANCE SUBJECT TO See. 215.97, F.S. PROGRAM TITLE FUNDING SOURCE CFDA AMOUNT ADI General 556,746 Revenue/Tobacco Setlement Trust Funds TOTAL AWARD I S56,746 32 CONTRACT KZ- 1497 Page 33 ATTACHMENT III EXHIBIT 2 PART 1: AUDIT RELATIONSHIP DETFRMINA lON Pro% iders �G ho recei,, e state or federal resources may or may not be subject to the audit requirement; of OMB Circular A-13 3, as rc\ Ised and or Section -115.9', Fla. Stat. Prodders ,sho are detennined to be recipients or subrecipients of federal a.tiards and. or state tinanci.11 assistance may be subject to the audit requirement, if the audit threshold requirements set forth in Part I and or Part II of Exhibit 1 are met. Providers who ha%e been determined to be vendors are not subject to the audit requirements of OMB Circular A-133. as revised. and or Section 215.97, Fla. Stat. Regardless of Miether the audit requirements are met, providers who hale been determined to be recipients or subrecipients of Federal alvards and or state financial assistance, must comply with applicable programmatic and fiscal compliance requirements. In accordance with Sec. 210 of ONIB Circular A-133 and or Rule 691-5.006, FAC, provider has been determined to be: Vendor or exempt entity and not subject to 0%113 Circular A-133 and or Section 215.97, F.S. Y Recipient�subrecipient subject to OMB Circular A-133 and%or Section 215.97, F.S. NOTE: If a provider is determined to be a recipient .'subrecipient of federal and or state financial assistance and has been approved by the department to subcontract, they must comply with Section 215.97(7), F.S., and Rule 69I-.006(2), FAC [state financial assistance] and Section 400 OMB Circular A-133 [federal awards]. PART II: FISCAL COMPLIANCE REQUIREMENTS FEDERAL AWARDS OR STATE MATCHING FUNDS ON FEDERAL AWARDS. Providers who receive Federal awards or state matching funds on Federal awards and who are determined to be a subrecipient, must comply with the following fiscal laws, rules and regulations: STATES, LOCAL GOVERNMENTS AND INDIAN TRIBES 1IUST FOLLOW: 2 CFR Part 225 Cost Principles for State, Local and Indian Tribal Governments (Formerly OMB Circular A-87)* OMB Circular A-102 — Administrative Requirements OMB Circular A-133 — Audit Requirements Reference Guide for State Expenditures Other fiscal requirements set forth in program laws, rules and regulations NON-PROFIT ORGANIZATIONS MUST FOLLOW: 2 CFR Part 230 Cost Principles for Non -Profit Organizations (Formerly OMB Circular A-122 — Cost Principles)* 2 CFR Part 215 Administrative Requirements (Formerly OMB Circular A-110 — Administrative Requirements) Requirements) OMB Circular A-133 — Audit Requirements Reference Guide for State Expenditures Other fiscal requirements set forth in program laws, rules and regulations EDUCATIONAL INSTITUTIONS (EVEN IF A PART OF A STATE OR LOCAL GOVERNMENT) MUST FOLLOW: 2 CFR Part 220 Cost Principles for Educational Institutions OMB (Formerly Circular A-21 — Cost Principles)* 2 CFR Part 215 Administrative Requirements (Formerly OMB Circular A-1 10 — Administrative Requirements) ONIB Circular A-133 — Audit Requirements Reference Guide for State Expenditures Other fiscal requirements set forth in program laws. rules and regulations *Some Federal programs may be exempted from compliance with the Cost Principles Circulars as noted in the OMB Circular A- 133 Compliance Supplement. Appendix 1. STATE FINANCLAL :kssisTANCE. Pro%lders %ho receive state financial assistance and w0ho are determined to be a recipient subrecipient, must comply with the tolkming fiscal laws, rules and regulations: Section _' 15.`}7. Fla. Star. t hapter i,91-5. Fla. Admin, Code Nt,ite Projects Compliance Supplement 17e(erence i,utde for State Ixpenditures ()tier fiscal requirc:inents Net forth ill pro<<ram iaa"s, rubes atld ret'ulatlons 33 'P,I a -� tct- �3 I(-, 34 CONTRACT KZ- 1497 y l_ AC I [M ENT IV CERTIFICATION REGARDING DATA I\TEGRaN, COMPLIANCE FOR AGREE MEN-rs, GRAWS, LOANS .LSD COOPER:ITIN'E AGREEMENTS The undersigned, an authorized representative of the contractor named in the contract or agreement to which this form is in attachment, hereby certifies that: (1) The contractor and any sub -contractors of services under this contract have financial management systems capable of providing certain information, including: (1) accurate, current, and complete disclosure of the financial results of eacli grant -funded project or program in accordance with the prescribed reporting requirements; (2) the source and application of funds for all agreement supported activities; and (3) the comparison of outlays with budgeted amounts for each award. The inability to process information in accordance with these requirements could result in a return of grant funds that have not been accounted for properly. (2) :Management Information Systems used by the contractor, sub-contractor(s), or any outside entity on which the contractor is dependent for data that is to be reported, transmitted or calculated, have been assessed and verified to be capable of processing data accurately, including year -date dependent data. For those systems identified to be non -compliant, contractor(s) will take immediate action to assure data integrity. (3) If this contract includes the provision of hardware, software, firmware, microcode or imbedded chip technology, the undersigned warrants that these products are capable of processing year -date dependent data accurately. All versions of these products offered by the contractor (represented by the undersigned) and purchased by the State will be verified for accuracy and integrity of data prior to transfer. In the event of any decrease in functionality related to time and date related codes and internal subroutines that impede the hardware or software programs from operating properly, the contractor agrees to immediately make required corrections to restore hardware and software programs to the same level of functionality as warranted herein, at no charge to the State, and without interruption to the ongoing business of the state, time being of the essence. (4) The contractor and any sub -contractors) of services under this contract warrant their policies and procedures include a disaster plan to provide for service delivery to continue in case of an emergency including emergencies arising from data integrity compliance issues. The contractor shall require that the language of this certification be included in all subagreements, subgrants, and other agreements and that all sub -contractors shall certify compliance accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by ONIB Circulars A-102 and 2 CFR Part 215 (formerly OMB Circular A-1 10). Name and .-\d�,dres- ofC C.- Signature ROMAN G AS I FSI Lame of authorized Signer 1100 SIM —COUNTY ADMItiISTRATOR Z_G `f Title Date 35 Y CONTRACT KZ- 1497 Page 36 VI'T,kCII�NIENT �- CERTIFICATION REGARDING DEBARMENT, SUSPENSION, INELIGIBILITY AND VOLUNTARY EXCLUSION FOR LONVER TIER COVERED TRANSACTIONS (1) The prospective contractor certifies, by signing this certification, neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any federal department or agency. (2) Where the prospective contractor is unable to certify to any of the statements in this certification, such prospective participant shall attach an explanation to this certification. Signature Date ROMAN GASTESI-COUNTY ADMINISTRATOR MONROE COUNTY BO C f Title Agency/Organization (Certification signature should be same as Contract signature.) " Instructions for Certification 1 jJ L The terms "covered transaction," "debarred," "suspended," "ineligible," "lower tier covered transaction," "person," "primary covered transaction," and "voluntarily excluded," as used herein, have the meanings set out in the sections of rules implementing Executive Order 12549. (2 CFR 180.5-180.1020, as supplemented by 2 CFR 376.10- 376.995). You may contact the Contract Manager for assistance in obtaining a copy of those regulations. 2. This certification is a material representation of facts upon which reliance was placed when the parties entered into this transaction. If it is later determined that the contractor knowingly rendered an erroneous certification, in addition to other remedies available to the federal government, the department may pursue available remedies, including suspension and/or debarment. 3. The contractor will provide immediate written notice to the Contract Manager if at any time the contractor learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. The contractor may decide the method and frequency by which it determines the eligibility of its principals. Each participant to a lower tier covered transaction may, but is not required to, check the Excluded Parties List System (EPLS). 4. The contractor will include a "Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion - Lower Tier Covered Transaction" in all its lower tier covered transactions and in all solicitations for lower tier covered transactions. 5. The contractor agrees that it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, determined ineligible or voluntarily excluded from participation, unless otherwise authorized by the federal government. 6. If the contractor knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily exchtded from participation in this transaction, in addition to other remedies available to the federal !oyern111ent. the department may pursue available remedies, including suspension. and or debarment. the contractor may rein upon a certification of a prospective participant in a lkmer tier covered transaction that it is ;ot debaixed. suspended, inchuible. or Wluntarily excluded from the co%crcd transaction, unless it knows that the certification is erroneous. tztti�aa `�,;,c 991 CONTRACT KZ- 1 497 Page 37 ATTACHMENT VI kSSURANCES—NON-CONSTRUCTION PROGRAMS Public reporting burden for this collection of information is estimated to average 45 minutes per response, includin<, time for revie%� ing instructions, searching existing data sources, gathering and maintaining the data needed and completing and reviewing the collection of information. Send comments regarding the burden estimate or any other aspect of this collection of information, includim, sus_gestions for reducing this burden, to the Office of Management and Budget. Paperwork Reduction Project (0348-0043), Washington, DC 20503. PLEASE DO NOT RETURN YOUR COMPLETED FORM 1U 1HE MHCE OF MANAGLME\l ADD BUDGEt SEND IT TO THE ADDRESS PROVIDED BY THE SPONSORING AGENCY. Note: Certain of these assurances may not be applicable to your project or program. If you have questions please contact the awarding agency. Further, certain Federal awarding agencies may require applicants to certify to additional assurances. If such is the case, you will be notified. I. Has the legal authority to apply for Federal assistance, and the institutional, managerial and Financial capability (including funds sufficient to pay the non -Federal share of project cost) to ensure proper planning, management, and completion of the project described in this application. 2. Will give the awarding agency, the Comptroller General of the United States, and if appropriate, the State, through any authorized representative, access to and the right to examine all records, books, papers, or documents related to the award; and will establish a proper accounting system in accordance with generally accepted accounting standards or agency directives. 3. Will establish safeguards to prohibit employees from using their positions for a purpose that constitutes or presents the appearance of personal or organizational conflict of interest, or personal gain. 4. Will initiate and complete the work within the applicable time frame after receipt of approval of the awarding agency. Will comply with the Intergovernmental Personnel Act of 1970 (42 U.S.C. 4728-4763) relating to prescribed standards for merit systems for programs funded under one of the 19 statutes or regulations specified in Appendix A of OPM's Standards for a illerit System of Personnel Administration (5 C.F.R. 900, Subpart F). Will comply with all Federal statutes relating to nondiscrimination. These include but are not limited to: (a) Title VI of the Civil Rights Act of 1964 (P.L. 88-352) which prohibits discrimination on the basis of race, color or national origin; (b) Title IX of the Education Amendments of 1972, as amended (20 U.S.C. 1681-1683. and 1685-1686). which prohibits discrimination on the basis of sex; (e) Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. 794), which prohibits discrimination on the basis of handicaps; (d) the Age Discrimination Act of 1975, as amended (42 U.S.C. 6101-6107), which prohibits discrimination on the basis of age; (e) the Drug Abuse Office and Treatment Act of 1972 (P.L. 92-255), as amended, relating to nondiscrimination on the basis of drug abuse; (f) the Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970 (P.L. 91-616). as amended, relating to nondiscrimination on the basis of alcohol abuse or alcoholism, (g) 523 and 527 of the Public health Service Act of 1912 (42 U.S.C. 290 dd-3 and 290 ee 3), as amended, relating to confidentiality of alcohol and drug abuse patient records; (h) Title VIII of the Civil Rights Act of 1968 (42 U.S.C. 3601 et seq.), as amended, relating to nondiscrimination in the sale, rental or financing of housing; (i) any other nondiscrimination provisions in the specific statute(s) under which application for Federal assistance is being made; and (j) the requirements of any other nondiscrimination statute(s) %chich may apply to the application, 7, Will comply, or has already complied, with the requirements of Titles II and III of the uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970 (P.L. 91-646) which provide for fair and equitable treatment of persons displaced or whose property is acquired as a result of Federal or federally assisted programs. These requirements apply to all interests in real propertv acquired for project purposes regardless of Federal participation in purchases. will c��n�plc. ,is applicable. kith the provisions Of the Hatch :act (5 U.S.C. 1501-15t)8 <ind ­324- 328), Much limit the political tcti� ittes of cmpio%ecs �v hose principal employ nient activities are tiundcd in A hole or in part with Federal funds. 37 CONTRACT KZ- 1497 Page 33 9. Will comply, as applicable, with the provisions of the Davis -Bacon Act (40 U.S.C. 3-6a to'_'6a-7), the Copeland Act (40 US.C. 276c and I S U.S.C. 8-4) and the Contract \� ork Flours and ``aCet� Standards Act (40 U.S.C. 333 ). re Jardin, labor standards for tederally assisted construction suba<greeinents. Will comply, if applicable, with flood insurance purchase requirements of Section 10-1(a) of the Flood Disaster Protection Act of 19) 3 (P.L. 93 _'341 which requires recipients in a special flood hazard area to participate in the prouram and to purchase flood insurance if the total cost of insurable construction and acquisition is S 1 0,000.0o or more. 11, Will comply with environmental standards which may be prescribed pursuant to the following: (a) institution of em iromnental quality control measures under the National Environmental Policy Act of 1969 (P.L. 91-190) and Executive Order (EO) 11514; (b) notification of violating facilities pursuant to EO 11738: (c) protection of wetlands pursuant to EO 11990, (d) evaluation of flood hazards in floodplains in accordance with EO 11988: (e) assurance of project consistency with the approved State management program developed under the Coastal Zone Management Act of 1972 (16 U.S.C. 1451 et seq.): (0 conformity of Federal actions to State (Clear Air) Implementation Plans under Section 176(c) of the Clear Air Act of 1955, as amended (42 U.S.C. 7401 et seq.): (g) protection of underground sources of drinking water under the Safe Drinking Water Act of 1974, as amended, (P.L. 93- 523); and (h) protection of endangered species under the Endangered Species Act of 1973, as amended, (P.L. 93-205). 12 Will comply with the Wild and Scenic Rivers Act of 1968 (16 U.S.C. 1721 et seq.) related to protecting components or potential components of the national wild and scenic rivers system. 13. Will assist the awarding agency in assuring compliance with Section 106 of the National Historic Preservation Act of 1966, as amended (16 U.S.C. 470), EO 11593 (identification and protection of historic properties), and the Archaeological and Historic Preservation Act of 1974 (16 U.S.C. 469a-1 et seq.). 14. Will comply with P.L. 93-348 regarding the protection of human subjects involved in research, development, and related activities supported by this award of assistance. 15. Will comply with the Laboratory Animal Welfare Act of 1966 (P.L. 89-544, as amended, 7 U.S.C. 2131 et seq.) pertaining to the care, handling, and treatment of warm blooded animals held for research, teaching, or other activities supported by this award of assistance. 16. Will comply with the Lead -Based Paint Poisoning Prevention Act (42 U.S.C. 4801 et seq.), which prohibits the use of lead- based paint in construction or rehabilitation of residence structures. 17, Will cause to be performed the required financial and compliance audits in accordance with the Single Audit Act Amendments of 1996 and OMB Circular No. A-133, Audits of States, Local Governments, and Non -Profit Organizations. 18, Will comply with all applicable requirements of all other Federal laws, executive orders, regulations and policies governing this program. SIGNATURE OF AUTHORIZED CERTIFYING OFFICIAL TITLE COUNTY ADMINISTRATOR ROMAN GASTESI APPLICANT ORGANIZATION DATE SUBMIED Monroe County Board of Commissioners. (p Z5 �LlfJ E ATTACHK8ENTVU ALZHEIMER'S DISEASE INITIATIVE PROGRAM Report Bas-q� Number 1 July Advance ~ ................. 2 August Advance* 3 July Expenditure Report ... 1/12Advance ReCOOCiU3d0n ........' 4 August Expenditure Report ... 1/12Advance Reconciliation ...... 5 September Expenditure Report ... 1/12Advance Reconciliation 0 October Expenditure Report ... 1/12Advance Reconciliation . 7 November Expenditure Report ... 1/12Advance Reconciliation 8 December Expenditure Report ... 1/12Advance ReCOOoi|i8d0O S January Expenditure Report /... 1/12Advance Reconciliation .... 10 February Expenditure Report ... 1/12Advance ReoonCiU8hOO .... 11 March Expenditure Report ...... 1/12Advance Reconciliation .... 12 April Expenditure Report ... 1/12Advance F(gCOnCi|i8d0n .......... 13 May Expenditure Report ... 1/12Advance R8SOnCUiaUOn ........' 14 June Expenditure Report ... /12Advance Reconciliation .......... 16 Final Expenditure and Closeout Report ....................... '.'.— Ju|y 1 July 1 AuguSt10 SeDbeDlber1O C}CtOb8[10 November 1O 08o8mbBF1O January1O February 1O Muroh1O Apri|1O MQy1O June1O July 10 July 20 Legend:° Advance based On projectedcash need. Note # : Report #1for Advance Basis Contracts cannot b8submitted hrthe Alliance prior hzJuly 1oruntil the contract with the Alliance has been executed. Actual submission ofthe vouchers tOthe Department OfElder Affairs isdependent Unthe accuracy 0fthe expenditure report. 39 CONTRACT KZ- 1497 Page 40 •i •'11 ilk, TeJJJA.i. Model Day Care Center Name: Printed Name of Person Completing Report Signature of Person Completing Report ATTACHMENT Vlll Date Executed The purpose of each model day care program must be to provide service delivery to persons suffering from Alzheimer's disease or a related memory disorder and training for health care and social service personnel in the care of persons having Alzheimer's disease or related memory disorders. This report documents the required training for the State Fiscal Year July 1 st through June 30th. Actual Training Event(s) Number Health Care Professiona Is Trained Number Social Services Personnel Trained Total People Trained Training Title: Date: Training Summa w CONTRACT .• aC 1497 Page a.. 1T'r:1CIIIIEVT I REQUEST FOR PAYMENT LOCAL SERVICE PROGRAM RECiP..E?4T."LAMEACCRES3.PI40NEiand FEi24 TYdECFPayMENTREQUEST 'h15PequestPeriod P SA s Report 9 Regular Cw'dct e Contract Period Advance C ERTiFiC,ATICN I hereby certify to this best of my knowledge that this request rs complete and correct and conforms with the terms and the purposes of" above contract. Prepared try: Cate. °pproved by: Cate. PART A: BUDGET SUMMARY LCP TOTAL t. Approved Corrtract Amount 50.00 S0.00 2- Previous Funds Received for Contract Period S0.00 S0.00 3. Contract Balance (line t minus line 2) $0 00 30.00 A. Previous Funds Requested and Not Received for Contract Period $0.00 S0 00 5- Contract Balance (line 3 minus line 6) $0.00 5000 PART 8: CGNTRACT FUNDS REQUEST t. Anncrpated Cash Needs 0 st - 2nd month. Attach Jus56cahon) S0.00 S0.00 2. Net Expercitures For Month $0 00 $0 00 ,0CEA Form 105L Part 8, line 8) 3- TOTAL $0.00 50.00 PART C NET FUNDS REQUESTED 3000 t. less Advance Applied SO 00 2. Contract Funds are Hereby Requested "0 00 S^v 0C .cart B. Ure 3 minus Part C. L,ne 1) '_ct of SKr ces 1 J:^es i Rates prwiCed - wee attacned report. 41 CONTRACT KZ- 1497 Page 42 ATT_A[l_0����X RECEIPT AND EXPENDITURE REPORT LOCAL SERVICE PROGRAM PROVDER NAME ADDRESS, PHONE and FE:D:: Pcgrarr, FL.-Cirg So,.rce �THiS REPORT PERIOD. From To !ADVANCE ':CONTRACT PER�CD REGULAR iCERTIFICATiON I cert;fy to the best ofmy knowledge and belief t1hat the report is complete and correct and all outlays I herein are �or purposes set forth in the contract, 1P,epared by Date Apprcved by Date PART A. BUDGETED INCOME/ RECEIPTS 1. Approved 2. Actual Receipts 3. Total Receipts 4. Percent of Budget For This Report Year to Date Approved Budget PART B , EXPENDITURES (From Approved Budget) I Approved 2. Expenditures 3. Expenditures 4. Percent of Budoet For This Report Year to Date Approved Budget PART C OTHER REVENUEAND EXPENDITURES Interest Earned or OR Adiarce S 42 CONTRACT KZ- 1497 Page 43 ATTACHMEN-r.k Department of Elder Affairs Programs & Services Handbook, Available at the Alliance for Aging Internet site under, -Downloads". 43 CONTRACT KZ- 1497 9� A'F'FACIIIlIEN-r 13 STATE OF FLORIDA DEPARTMENT OF ELDER AFFAIRS CIVIL RIGHTS COMPLIANCE CHECKLIST Program/Facility Name -ii Q>:� County at� AAA/Contractor Address I I Z) C) I Cf c' Completed By lqm City, State, Zip Code I (" We S-t li:�f C)'-� c::, Date Telephone PART I. READ THE ATTACHED INSTRUCTIONS FOR ILLUSTRATIVE INFORMATION WHICH WILL HELP YOU IN THE COMPLETION OF THIS FORM. 1. Briefly describe the geographic area served by the program/facility and the type of service provided: T-;Ie_ FICA(VA, t<,e- Mctsaae- aixroke S I a-P-0- c5n.6"mcil AAAA wit -pi one, Wzho-r-5 st4j -'C I -k 11 -r-c- \Art XAltr ki q,-4 O-LO- C-: i Ij 9 Pr)PI H AMN nF ARFA SFRVFD. Source of data: 2C10 LI-S Ce-r-tku-c- Total red%Whk ' % Black 11/6 Hispanic % Other % Female 3 - CTAPP ('I 1PPf=r\1T1 V PINAPI (,)vpn Pffi-rtix/p riqt,-- Total RTZ-2. # % White iro I % Black 3 0 1 % Hispanic I % Other %-Female % Disabled CLIENTS CURRENTLY ENROLLED OR REGISTERED Effective date: Total 116 k 7 %-White % Black % Hispanic % Other e=;m-a I e % d % 5 ADVISORY OR GOVERNING BOARD. IF APPLICABLE. Total 1 0 t3 0 C) # 5- % White 1 % Black 1 % Hispanic 1 % Other I I /. Female % Disabled I I PAK I 111. USE A SEPARATE SHEET OF PAPER FOR ANY EXPLANATIONS REQUIRING MORE SPACE. NA YES 6 NO Is an Assurance of Compliance on file with DOEA? If NA or NO, explain. i7 71 Z 7. Compare the staff composition to the population. Is staff representative of the NA YES population? If NA or NO, explain. NO 8. Compare the client composition to the population. pulation. Are race and sex characteristics ',A YES epresentative of the Popuiation? If NA or NO, explain. %0 44 CONTRACT KZ- 1497 Page 45 9. Are eligibility requirements for services applied to clients and applicants without regard to race, color. rational origin, sex, age, religion or disability? If NA or NO, explain. NA YES NO 10. Are all benefits, services and facilities available to applicants and participants in an equally effective manner regardless of race, sex, color, age, national origin, religion or disability? If NA or NO, explain. NA YES NO 11. For in -patient services, are room assignments made without regard to race, color, national origin or disability? If NA or NO, explain. 'ES NO moo❑ 12. Is the program/facility accessible to non-English speaking clients? If NA or NO, explain. 13. Are employees, applicants and participants informed of their protection against discrimination? If yes, ,/ how? Verbal Writtenij Poster If NA or NO, explain. 14. Give the number and current status of any discrimination complaints regarding services or employment filed against the program/facility, 15. Is the program/facility physically accessible to mobility, hearing, and sight -impaired individuals? If NA or NO, explain. YES :40 C 45 CONTRACT KZ- 1497 Page 46 PART Ill, THE FOLLOWING QUESTIONS APPLY TO PROGRAMS AND FACILITIES WITH 15 OR MORE EMPLOYEES 18 Has o self -evaluation been conducted to identify any barriers toserving disabled individuals, and to make any necessary modifications? If NO. explain. 17. Is there and established grievance procedure that incorporates due process in the resolution of complaints? If NO, explain. YES NO [� n v= `� 18. Has a person been designated to coordinate Section 504 compliance activities? IfNO, explain. YES NO �� [� �� �� _ 19. Do recruitment and notification materials advise upp|ioanha, employees and participants of nondiscrimination onthe basis ofdisability? |fNO, explain. \ --^ �|m< 20. Are auxiliary aids available to assure accessibility of services to hearing and sight impaired individuals? If NO, explain. YES NO " [� +" ^� PART FOR PROGRAMS OR FACILITIES WITH 50 OR MORE EMPLOYEES AND FEDERAL CONTRACTS OF $50.000 OR |V. MORE. 21 Do you have a written affirmative action YES NO plan? |fNO, explain. 46 CONTRACT KZ- 1497 Pad= USE ONLY r-�eviewed By Program *Notice of Corrective Action Sent - Off ice Response Date Telephone_,,,� Due Response On -Site Desk Review Received 47 �� i CONTRACT KZ- 1497 Page 49 .kTTACH'NIENT I3 INSTRUCTIONS FOR THE CIVIL RIGHTS COMPLIANCE CHECKLIST Describe the ;geographic service area such as a district, county, city or other locality. If the program fLicilit" serves a specific target population such as adolescents, describe the target population. Also, define the type of service provided. ?. Enter the percent of the population served by race and sex. The population served includes persons in the 'eographical area for which services are provided such as a city. county or other regional area. Population statistics can be obtained from local chambers of commerce, libraries, or any publication from the 1980 Census containing Florida population statistics. Include the source of your population statistics. ("Other" races include Asian, Pacific Islanders and American Indian,Alaskan Natives.) 3. Enter the total number of lull -time staff and their percent by race, sex and disability. Include the effective date of your sutnrnary. 4. Enter the total number of clients who are enrolled, registered or currently served by the program or facility, and list their percent by race, sex and disability. Include the date that enrollment was counted. 5. Enter the total number of advisory board members and their percent by race, sex, and disability. If there is no advisory or governing board, leave this section blank. 6. Each recipient of federal financial assistance must have on file an assurance that the program will be conducted in compliance with all nondiscriminatory provisions as required in 45 CFR 80. This is usually a standard part of the contract language for DOER recipients and their sub -grantees, 45 CFR 80.4 (a). 7'"` Is the race, sex, and national origin of the staff reflective of the general population? For example, if 10% of the population is Hispanic, is there a comparable percentage of Hispanic staff'? 8. Where there is a significant variation between the race, sex or ethnic composition of the clients and their availability in the population, the program/facility has the responsibility to determine the reasons for such variation and take whatever action may be necessary to correct any discrimination. Some legitimate disparities may exist when programs are sanctioned to serve target populations such as elderly or disabled persons, 45 CFR 80.3 (b) (6). 9. Do eligibility requirements unlawfully exclude persons in protected groups from the provision of services or employment? Evidence of such may be indicated in staff and client representation (Questions 3 and 4) and also through on -site record analysis of persons who applied but were denied services or employment, 45 CFR 80.3 (a) and 45 CFR 80.1 (b) (2). 10. Participants or clients must be provided services such as medical, nursing and dental care, laboratory services, physical and recreational therapies, counseling and social services without regard to race, sex, color, national orium, religion, age or disability. Courtesy titles, appointment scheduling and accuracy of record keeping must be applied uniformly and without regard to race, sex. color, national origin, religion, age or disability. Entrances, waiting rooms, reception areas, restrooms and other facilities must also be equally available to all clients, 45 CFR �0.3 (b ). For in -patient sen-ices. residents must be assluned to rooms, %%ards. etc.. %%ithout regard to race, color, national oriLIin or disability. Also. residents ;rust not be asked whether thev are to share accommodations with ersons oa dif`terent race. color. national origin, or disab f ility. 45 CFR I -lie program tac iiity ,,nd all sen ices must be accessible to participants and Iipplicants, including those persons wlto nw%, not speak Fngllsh. In geot mph(c areas �chere a sltuniticaIlt populatlotl of 11011-Fn-11S11 ;pe�tklM_l people 11ye, 49 CONTRACT49•.•' pro, -,rain aCCc Sibllity may tnClude the employment of bilingual staff. In other areas, it Is sufficient to ha%c a policy or plan for service, such as a current list of names and telephone nuIllbers of bilingual indll IdUalS %6110 will assist 1II the provision of services, 45 CFR S0.3 (a). 13. Prouramm s:'facilities must make information regarding the nondiscriminatory provisions of Title VI available to their participants, beneficiaries or any other interested parties. This should include information on their right to file a complaint of discrimination with either the Florida Department of Elder Affairs or the U.S. Department of I- HS. The inforiation may be supplied verbally or in writing to every individual, or may be supplied through the use of an equal opportunity policy poster displayed in a public area of the facility, 45 CFR 80.6 (d). 14. Report number of discrimination complaints filed against the program facility. Indicate the basis, e.g., race, color, creed, sex, age, national origin, disability, retaliation; the issues involved, e.g., services or employment, placement, termination, etc. Indicate the civil rights law or policy alleged to have been violated along with the name and address of the local, state or federal agency with whom the complaint has been tiled. Indicate the current status, e.g., settled, no reasonable cause found, failure to conciliate, failure to cooperate, under review, etc. 15. The program/facility must be physically accessible to disabled individuals. Physical accessibility includes designated parking areas, curb cuts or level approaches, ramps and adequate widths to entrances. The lobby, public telephone, restroom facilities, water fountains, information and admissions offices should be accessible. Door widths and traffic areas of administrative offices, cafeterias, restrooms, recreation areas, counters and serving lines should be observed for accessibility. Elevators should be observed for door width, and Braille or raised numbers. Switches and controls for light, heat, ventilation, fire alarms, and other essentials should be installed at an appropriate height for mobility impaired individuals. 16. Section 504 of the Rehabilitation Act of 1973 requires that a recipient of federal financial assistance conduct a self -evaluation to identify any accessibility barriers. Self -evaluation is a four step process: With the assistance of a disabled individual/organization, evaluate current practices and policies which do not comply with Section 504. Modify policies and practices that do not meet Section 504 requirements. Take remedial steps to eliminate any discrimination that has been identified. Maintain self -evaluation on file. (This checklist may be used to satisfy this requirement if these four steps have been followed.), 45 CFR 84.6. 17. Programs or facilities that employ 15 or more persons must adopt grievance procedures that incorporate appropriate due process standards and provide for the prompt and equitable resolution of complaints alleging any action prohibited by Section 504.45 CFR 84,7 (b). 18. Programs or facilities that employ 15 or more persons must designate at least one person to coordinate efforts to comply with Section 504.45 CFR 84.7 (a). 19. Continuing steps must be taken to notify employees and the public of the prograrn facility`s policy of nondiscrimination on the basis of disability. This includes recruitment material, notices for hearings, newspaper ads, and other appropriate written communication, 45 CFR 84.8 (a). _0. Programs; facilities that employ 15 or more persons must provide appropriate auxiliary aids to persons with impaired sensory. manual or speaking skills inhere necessary. Auxiliary aids may include, but are not limited to, interpreters for hearing impaired Individuals. taped or Braille materials, or any alternative resources that can be u ed to provide equally effccti�c cr, iccs. {45 CFR 54.5� {d}. 1. Prourmis taciiitic'.s %4 ',1, 50 or more enlployc°es and in federal contracts must del"clop. iinplcincait Ind iilaintaln a %%ritteI1 aitiImati%e action coniph,,ince program in ticcordancc %Pith hxcclitiye ()rdcr 1 1'46. 41 I'R 60 'Ind Title VI oldie Citiil Rl'-dits Act of 1004. is anlendcd. Im •. KZ- 1497 PagME VFF. k C I I 1 I E NT C Department's Computer Use Policy and its Social Media Policy Available at the Alliance for Aging Internet site under, "Downloads". a CONTRACT KZ- 1497 ZEM ..t,viI ..I,i AFFAIRS TATE OF FLORIDA ATTACHMENT D AUTHORITY: This form Is required annually of all employers to comply with tho attestatlon requirements set forth in section 435.05(3), Florida Statutes. The term employer" means any p.nrson or _ntirr ri�quired oy iaw t,7 cnrluct background screenirg, nciudin, but rnot limited to, Area Apencies on Aging, 4ging Rescurce C�:n-ers, KRing and Cisabihty Rr_sowce Centers, Lead .fir?_+ncies, Long -Term Cara Ombudsman Prr-,ram, ,ervina keaitn Insurance Needs cf Elders Prr7prarn, �r>rvice Provr ers, D_vervcn Providers, and ar,,y other person or entity which nfires *n pE CYy rtS or hos vok,4nh:,r, , in yrrviri, whp rraCOt tnL oi-+n,t,nn of .) provider- `NYC §4 4111 n2,-4,40114(12, Fia -7!,It r A I,wtt trrwe providee is ",i in "wars of FAt- a( :)Her wnr), ji,ir:ivrit to a pre,�,r:em to provide rrvir,r5 to they alde ely, ha, direct, runtae_t va,h a cl ant nraviding ,ervl< es .0 they Ow -It and has ,access to the cliaat"s living area, funds, personal property, or ptr oral ident,rieation information as defined in s. 817 St-S. rht ,errn ncl� das coordinators, man.3gers, arsd w �erviscrs of rc si{ienti3l facilities: and valuntc ers_" 4 430.0402(t}lbl, Fla. Stat ATTESTATION - As the duly authorized representatNe of Em pic yer Aiame forarari t creel Address Lire' `'tale OP CoIJ2 I. do hereby affirm under penalty of perjury nma r1f!te�rese=�rrcr.ve chat the jbuye iaoled employer is in rorn:)aa+lee .with the provisior*s of Chapter 4-15 ana Section 410.11 02, Florida Statutes, re.gardin.gI?vaf 2 background screening. S hnarure rst RF--prpsentative, SrAFE OF FLORIDA. COUNTY OF natp �-.v^,rr) t) I,rr if'irmetlp and ,-b crinPd hefore rre to s _-- 11,iy of -- --- :0__ , by o me or uroduced ;Narnc of Reprrs( rntathvej ,d)v i, pcf5,urially known i ; proot of ideot,fic ition. WN CONTRACT KZ- 1497 9� A'Fr.kcII'NIEN"F E Verification of Employment Status Certification As a condition of contracting with the Alliance for Aging, Inc., P'r3 le QD 0 Cf— hereby referred to as contractor, certifies the use of the U.S. Departmeit of Homeland Security's E-v-erify system to verify the employment eligibility of all new employees hired by Contractor during the contract term to perform employment duties pursuant to this Agreement and (b) that any subcontracts include an express requirement that subcontractors performing work or providing services pursuant to this Agreement utilize the E-verify system to verify the employment eligibility of all new employees hired by the subcontractor during the contract term. Signature --etmq� G-42s-1 Date (Same as contract signature) .� Title Ka+3e-oa— � oL�v Poc—c, Company Name I 53 CONTRACT KZ- 1497 Page 54 ATTACHMENT F Alliance for Aging, Inc. Business Associate Agreement This Business Associate leement is da ed by the Alliance for Aging, Inc ("Covered Entity") and fog -. (-Business Associate"), a not -for -profit Florida corporation. 1.0 Background 1.1 Covered Entity has entered into one or more contracts or agreements with Business Associate that involves the use of Protected Health Information (PHI). 1.2 Covered Entity, recognizes the requirements of the Health Insurance Portability and Accountability Act of 1996 (HIPAA) and has indicated its intent to comply in the County's Policies and Procedures. 1.3 HIPAA regulations establish specific conditions on when and how covered entities may share information with contractors who perform functions for the Covered Entity. 1.4 HIPAA requires the Covered Entity and the Business Associate to enter into a contract or agreement containing specific requirements to protect the confidentiality and security of patients' PHI, as set forth in, but not limited to the Code of Federal Regulations (C.F.R.), specifically 45 C.F.R. §§ 164.502(e), 164.504(e), 164.308(b), and 164.314(a-b)(2010) (as may apply) and contained in this agreement. 1.5 The Health Information Technology for Economic and Clinical Health Act (2009), the American Recovery and Reinvestment Act (2009) and Part I — Improved Privacy Provisions and Security provisions located at 42 United States Code (U.S.C.) §§ 17931 and 17934 (2010) require business associates of covered entities to comply with the HIPAA Security Rule, as set forth in, but not limited to 45 C.F.R. §§ 164.308, 164.310, 164.312, and 164.316 (2009) and such sections shall apply to a business associate of a covered entity in the same manner that such sections apply to the covered entity. The parties therefore agree as follows: 2.0 Definitions. For purposes of this agreement, the following definitions apply: 2.1 Access. The ability or the means necessary to read, write, modify, or communicate data/information or otherwise use any system resource. 2.2 Administrative Safeguards. The administrative actions, and policies and procedures, to manage the selection, development, implementation, and maintenance of security measures to protect electronic Protected Health Information (ePHI) and to manage the conduct of the covered entity's workforce in relation to the protection of that information. 2.3 ARRA. The American Recovery and Reinvestment Act (2009) 2.4 Authentication. The corroboration that a person is the one claimed. 2.5 Availability. The property that data or information is accessible and useable upon demand by an authorized person. 2.6 Breach. The unauthorized acquisition, access, use, or disclosure of PHI which 54 CONTRACT KZ- 1497 - age 5E compromises the security or privacy of such information. 2.7 Compromises the Security. Posing a significant risk of financial, reputational, or other harm to individuals. 2.8 Confidentiality. The property that data or information is not made available or disclosed to unauthorized persons or processes. 2.9 Electronic Protected Health Information.(ePHI) Health information as specified in 45 CFR §160.103(1)(i) or (1)(ii), limited to the information created or received by Business Associate from or on behalf of Covered Entity. 2.10 HITECH. The Health Information Technology for Economic and Clinical Health Act (2009) 2.11 Information System. An interconnected set of information resources under the same direct management control that shares common functionality. A system normally includes hardware, software, information, data, applications, communications, and people. 2.12 Integrity. The property that data or information have not been altered or destroyed in an unauthorized manner. 2.13 Malicious software. Software, for example, a virus, designed to damage or disrupts a system. 2.14 Part I. Part I — Improved Privacy Provisions and Security provisions located at 42 United States Code (U.S.0 §§ 17931 and 17934 (2010). 2.15 Password. Confidential authentication information composed of a string of characters. 2.16 Physical Safeguards. The physical measures, policies, and procedures to protect a covered entity's electronic information systems and related buildings and equipment, from natural and environmental hazards, and unauthorized intrusion. 2,17 Privacy Rule. The Standards for Privacy of Individually Identifiable Health Information at 45 CFR Part 160 and Part 164, subparts A and E. 2.18 Protected Health Information. (PHI) Health information as defined in 45 CFR §160.103, limited to the information created or received by Business Associate from or on behalf of Covered Entity. 2.19 Required By Law. Has the same meaning as the term "required by law' in 45 CFR § 164,103. 2.20 Secretary. The Secretary of the Department of Health and Human Services or his or her designee. 2.21 Security incident. The attempted or successful unauthorized access, use, disclosure, modification, or destruction of information or interference with system operations in an information system. 55 CONTRACT • Page • 2,22 Security or Security measures. All of the administrative, physical, and technical safeguards in an information system. 2.23 Security Rule. The Security Standards for the protection of Electronic Protected Health Information at 45 CFR part 164, subpart C. and amendments thereto. 2,24 Technical Safeguards. The technology and the policy and procedures for its use that protect electronic protected health information and control access to it. 2.25 Unsecured PHI. Protected health information that is not secured through the use of technology or methodologyspecified by the Secretary in guidance issued under 42 U.S.C. section 17932(h)(2). 2.26 All other terms used, but not otherwise defined, in this Agreement shall have the same meaning as those terms in the Privacy Rule. 3.0. Obligations and Activities of Business Associate. 3.1 Business Associate agrees to not use or disclose PHI other than as permitted or required by this agreement or as Required by Law. 3.2 Business Associate agrees to: (a) Implement policies and procedures to prevent, detect, contain and correct Security violations in accordance with 45 CFR § 164.306; (b) Prevent use or disclosure of the PHI other than as provided for by this Agreement or as required by law; (c) Reasonably and appropriately protect the confidentiality, integrity, and availability of the ePHI that the Business Associate creates, receives, maintains, or transmits on behalf of the Covered Entity; and (d) Comply with the Security Rule requirements including the Administrative Safeguards, Physical Safeguards, Technical Safeguards, and policies and procedures and documentation requirements set forth in 45 CFR §§ 164.308, 164.310, 164.312, and 164.316. 3.3 Business Associate agrees to mitigate, to the extent practicable, any harmful effect that is known to Business Associate of a use or disclosure of PHI by Business Associate in violation of the requirements of this Agreement. 3.4 Business Associate agrees to promptly report to Covered Entity any use or disclosure of the PHI not provided for by this Agreement of which it becomes aware. This includes any requests for inspection. copying or amendment of such information and including any security incident involving PHI. 3.5 Business Associate agrees to notify Covered Entity without unreasonable delay of any security breach pertaining to: a) Identification of any individual whose unsecured PHI has been, or is reasonably believed by the Business Associate to have been, accessed. acquired, or disclosed during such security oreach: and o CONTRACT KZ- 1• • . • - (b) All information required for the Notice to the Secretary of NHS of Breach of Unsecured Protected Health Information. 3.6 Business Associate agrees to ensure that any agent, including a subcontractor, to whom it provides PHI received from, or created or received by Business Associate on behalf of Covered Entity, agrees to the same restrictions and conditions that apply through this Agreement to Business Associate with respect to such information. 3.7 If Business Associate has PHI in a Designated Record Set: (a) Business Associate agrees to provide access, at the request of Covered Entity during regular business hours, to PHI in a Designated Record Set, to Covered Entity or, as directed by Covered Entity, to an individual in order to meet the requirements under 45 CFR §164.524; and (b) Business Associate agrees to make any amendment(s) to PHI in a Designated Record Set that the Covered Entity directs or agrees to pursuant to 45 CFR § 164.526 at the request of Covered Entity or an Individual within 10 business days of receiving the request. 3.8 Business Associate agrees to make internal practices, books, and records, including policies and procedures and PHI, relating to the use and disclosure of PHI received from, or created or received by Business Associate on behalf of Covered Entity, available to the Covered Entity or to the Secretary upon request of either for purposes of determining Covered Entity's compliance with the Privacy Rule. 3.9 Business Associate agrees to document such disclosures of PHI and information related to such disclosures as would be required for Covered Entity to respond to a request by an individual for an accounting of disclosures of PHI in accordance with 45 CFR § 164.528. 3.10 Business Associate agrees to provide to Covered Entity or an individual, upon request, information collected in accordance with Paragraphs h and i above, to permit Covered Entity to respond to a request by an Individual for an accounting of disclosures of PHI in accordance with 45 CFR § 164.528 and ARRA § 13404. 3.11 Business Associate specifically agrees to use security measures that reasonably and appropriately protect the confidentiality, integrity, and availability of PHI in electronic or any other form, that it creates, receives, maintains, or transmits on behalf of the Covered Entity. 3.12 Business Associate agrees to implement security measures to secure passwords used to access ePHI that it accesses, maintains, or transmits as part of this Agreement from malicious software and other man-made and natural vulnerabilities to assure the availability, integrity, and confidentiality of such information. 3.13 Business Associate agrees to implement security measures to safeguard ePHI that it accesses, maintains, or transmits as part of this agreement from malicious software and other man-made and natural vulnerabilities to assure the availability, integrity, and confidentiality of such information. 3.14 Business Associate agrees to comply with: (a) ARRA § 13404 (Application of Knovviedge Elements Associated with Contracts): M CONTRACT / ♦ ♦ i (b) ARRA § 13405 (Restrictions on Certain Disclosures and Sales of Health Information); and (c) ARRA § 13406 (Conditions on Certain Contacts as Part of Health Care Operations). 4.0 Permitted Uses and Disclosures by Business Associate. Except as otherwise limited in this Agreement or any related agreement, Business Associate may use or disclose PHI to perform functions, activities, or services for, or on behalf of, Covered Entity as specified in any and all contracts with Covered Entity provided that such use or disclosure would not violate the Privacy Rule if done by Covered Entity or the minimum necessary policies and procedures of the Covered Entity. 5.0 Specific Use and Disclosure Provisions. 5.1 Except as otherwise limited in this agreement or any related agreement, Business Associate may use PHI for the proper management and administration of the Business Associate or to carry out the legal responsibilities of the Business Associate. 5.2 Except as otherwise limited in this agreement or any related agreement, Business Associate may disclose PHI for the proper management and administration of the Business Associate, provided that disclosures are Required By Law, or Business Associate obtains reasonable assurances from the person to whom the information is disclosed that it will remain confidential and used or further disclosed only as Required By Law or for the purpose for which it was disclosed to the person, and the person notifies the Business Associate of any instances of which it is aware in which the confidentiality of the information has been breached. 5.3 Business Associate may use PHI to provide data aggregation services to Covered Entity as permitted by 45 CFR §164.504(e)(2)(i)(B),only when specifically authorized by Covered Entity. 5.4 Business Associate may use PHI to report violations of law to appropriate Federal and State authorities, consistent with 45 CFR §164.502(j)(1). 6.0 Obligations of Covered Entity. 6.1 Covered Entity shall notify Business Associate of any limitation(s) in its notice of privacy practices of Covered Entity in accordance with 45 CFR § 164.520, to the extent that such limitation may affect Business Associate's use or disclosure of PHI, by providing a copy of the most current Notice of Privacy Practices (NPP) to Business Associate as Attachment 1 to this Agreement. Future Notices and/or modifications to the NPP shall be posted on Covered Entity's website at ,.v,rvw.aIhanceforaging.org. 6.2 Covered Entity shall notify Business Associate of any restriction to the use or disclosure of PHI that Covered Entity has agreed to in accordance with 45 CFR § 164.522, to the extent that such restriction may affect Business Associate's use or disclosure of PHI. 0 Permissible Requests by Covered Entity. Except for data aggregation or management and administrative activities of Business Associate, Covered Entity shall not request Business Associate to use or disclose PHI in any manner that 0 CONTRACT KZ• 1497 Page 59 would not be permissible under the Privacy Rule if done by Covered Entity. &0 Effective Date and Termination. 8.1 The Parties hereby agree that this agreement amends, restates and replaces any other Business Associate Agreement currently in effect between Covered Entity and Business Associate and that the provisions of this agreement shall be effective as follows: (a) These Business Associate Agreement provisions, with the exception of the electronic security provisions and the provisions mandated by ARRA, HITECH and Part I shall be effective upon the later of April 14, 2003, or the effective date of the earliest contract entered into between Business Associate and Covered Entity that involves the use of PHI; (b) The electronic security provisions hereof shall be effective the later of April 21, 2005 or the effective date of the earliest contract entered into between Business Associate and Covered Entity that involves the use of PHI; and (c) Provisions hereof mandated by ARRA, HITECH and/or Part I shall be effective the later of February 17, 2010 or the effective date of the earliest contract entered into between covered entity and business associate that involves the use of PHI or ePHI. 8.2 Termination for Cause. Upon Covered Entity's knowledge of a material breach by Business Associate, Covered Entity shall either: (a) Provide an opportunity for Business Associate to cure the breach or end the violation and terminate this agreement if Business Associate does not cure the breach or end the violation within the time specified by Covered Entity; (b) Immediately terminate this agreement if Business Associate has breached a material term of this Agreement and cure is not possible; or (c) If neither termination nor cure is feasible, Covered Entity shall report the violation to the Secretary. 8.3 Effect of Termination. Except as provided in subparagraph (b) of this section, upon termination of this agreement, for any reason, Business Associate shall return all PHI and ePHI received from Covered Entity, or created or received by Business Associate on behalf of Covered Entity. (a) This provision shall apply to PHI and ePHI that is in the possession of subcontractors or agents of Business Associate. Business Associate shall retain no copies of the PHI and ePHI. (b) in the event that Business Associate or Covered Entity determines that returning the PHI or ePHI is infeasible, notification of the conditions that make return of PHI or ePHI infeasible shall be provided to the other party. Business Associate shall extend the protections of this Agreement to such retained PHI and ePHI and limit further uses and disclosures of such retained PHI and ePHI, for a minimum of six years and so long as Business Associate maintains such PHI and ePHI, but no less than six (6) years after the termination of this agreement. CONTRACT KZ- 1497 Page 60 9.0 Regulatory References. A reference in this agreement to a section in the Privacy Rule or Security Rule means the section then in effect or as may be amended in the future. 10.0 Amendment. The Parties agree to take such action as is necessary to amend this agreement from time to time as is necessary for Covered Entity to comply with the requirements of the Privacy Rule, the Security Rule and the Health Insurance Portability and Accountability Act of 1996, Pub. L. No. 104-191. 11.0 Survival. Any term, condition, covenant or obligation which requires performance by either party hereto subsequent to the termination of this agreement shall remain enforceable against such party subsequent to such termination. 12.0 Interpretation. Any ambiguity in this agreement shall be resolved to permit Covered Entity to comply with the Privacy Rule and Security Rule. 13.0 Incorporation by reference. Any future new requirement(s), changes or deletion(s) enacted in federal law which create new or different obligations with respect to HIPAA privacy and/or security, shall be automatically incorporated by reference to this Business Associate Agreement on the respective effective date(s). 14.0 Notices. All notices and communications required, necessary or desired to be given pursuant to this agreement, including a change of address for purposes of such notices and communications, shall be in writing and delivered personally to the other party or sent by express 24-hour guaranteed courier or delivery service, or by certified mail of the United States Postal Service, postage prepaid and return receipt requested, addressed to the other party as follows (or to such other place as any party may by notice to the others specify): To Covered Entity: Alliance for Aging, Inc. Attention: Max B. Rothman, JD, LL.M. 760 NW 107th Avenue, Suite 214 Miami, Florida 33172-3155 To Business Associate: N omroe_ HUCC.... Any such notice shall be deemed delivered upon actual receipt. If any notice cannot be delivered or delivery thereof is refused, delivery will be deemed to have occurred on the date such delivery was attempted. 15.0 Governing Law. The laws of the State of Florida, without giving effect to principles of conflict of laws, govern all matters arising under this agreement. 16.0 Severability. If any provision in this agreement is unenforceable to any extent, the remainder of this agreement, or application of that provision to any persons or circumstances other than those as to which it is held unenforceable, will not be affected by that unenforceability and will be enforceable to the fullest extent permitted by law. TO Successors. Any successor to Business Associate (whether by direct or indirect or by purchase, merger, consolidation, or otherwise) is required to assume Business Associate's obligations under this agreement and agree to perform them in the same manner and to the same extent that Business Associate would CONTRACT KZ- 1497 NMM have been required kzifthat succession had not taken place. This assumption bythe successor ofthe Business Associate's obligations shall bebywritten agreement satisfactory to Covered Entity. 18.0 Entire Agreement. This agreement constitutes the entire agreement ofthe parties relating to the subject matter of this agreement and supersedes all other oral orwritten agreements orpolicies relating thereto, except that this agreement does not limit the amendment ofthis agreement inaccordance with section 10O of this agreement. Covered Entity: Oa�� By: . Business soci uena� By� �1 CONTRACT KZ- 14Q7 Page 62 'kU7/k[H.NyEN3G Alliance for Aging, I Aging and [)is8bi|hv R8S0U[Ce Center/Elder H8lDliOe AGING AND DISABILITY RESOURCE CENTER (ADRC)-OUTSOURCE8FUNCTIONS i Ifapplicable, the provider agrees hothe following: A. Perform ADRC outsourced functions in accordance with the Alliance's policies and procedures. i Policies and Procedures for DutsouroedFunction-Screening ii Policies and Procedures for OutsourcedFunction-Triage Po|iciesandProcedunsmfnrAdivahonhnmVVoiUiat-C|ientServioea iv. Policies and Procedures for Termination from Waitlist- Client Services B. Maintain wait lists in C/RTS in accordance with UUEArequiraments. C. Report number of client contacts to the Aging and Disability Resource Center. D. Adhere to prioritization policy as set forth by ODEAon o monthly basis. Reference DOEA Notice of Instruction: Assessed Priority Consumer List#:062906-1 -I-OVCS as applicable. E. Ensure the agency's Disaster Plan reflects AORC Dutoouroad Funndona, annually oras needed to incorporate ADRC outsourced functions. F. Ensure against conflicts of interest and inappropriate self -referrals by referring consumers in need of options counseling or long-term oana ommioea beyond the provider's scope ofservices to the Aging and Disability Resource Center. G. Ensure that services provided are in the clients' best interest, are the most cost effective, of high quality, and are responsive and appropriate to the assessed needs. The Assessed Priority Consumer List (APCL)ismaintained when services funded bythe department are not available. Contracted providers of registered services for A|zheimer'y Disease Initiative (AD|) and Older American's Act (OAA) maintain waiting lists in the CIRTS database for registered services when funding is not RegioteredServio*sfon,henbove|istedprognamsuneashd|owe:Adu|tDayCane(ADC).Adu|tDeyHee|thCere (AOHC). Chore(CH0). Eacort(ESC). Home Delivered k4eo|a(HOKJ). Home Health Aide (HHA). Homemaker (H[NK), Model Day Care (K3DC), Personal Care (PECA). Facility -Based Respite (RESF). In -Home Respite CONTRACT KZ- 1497 Page 63 Alliance for Aging. Inc. Aging and Disability Resource Center/Eider He|p|ine / \ Policy and Procedure for ~' Outaourcedfunction-Soreoning Creation Date: March 5, 2008 Revision Date: KJay2012 Objective: To ensure that a comprehensive list of clients in need of services is maintained in C|RTS by appropriate funding source and that the ADRC is thereby able to effectively gauge the level of elder service need inMiami-Dade and Monroe Counties. Policy: To obtain necessary information from clients in order to assist in determining level of need and eligibility for OOEAfundad services Procedure: 1 . ADRC Contracted Providers will collect information from callers and conduct a 701A assessment. /Ukannodvey. J a 701B assessment already exists or is provided from another source (i.e. CARES) the information from the 701 B can be utilized. 2. Based on the information provided via the 701A(B) assessment, theAORC Contracted Provider will make a determination as to the services that the caller is in need of receiving . 3. The AORC Contracted Provider will determine the appropriate funding source(s) that provides the needed services. 4. If the caller is in need of a service(s) that is not provided by the ADRC Contracted Provider, the ADRC Contracted Provider will refer caller to the ADRC Elder He|p|ine utilizing the AURC Referral Form and/or toanAOF{CContracted Provider that provides the needed service. 5. The caller will be provided with general information regarding the ADRC as well as the ADRC Elder Ho|p|inecontact number. 6. The caller will be informed of the services and funding sources that they are being placed on the wait list for inC|RTS. 7. AORC Contracted Provider will create m client record in QRTS (if thaana is no existing record) and enter the services needed for the caller by funding source and service. [if there is an existing record in CIRTS, the appropriate fields will be updated]. G, If the AORC Contracted Provider determines that the caller may qualify for more than one funding source, ADRC Contracted Provider is encouraged to enter the appropriate information under multiple CONTRACT KZ- 1497 Page84 funding sources. [|f there is an existing client record in C|RTS, the client record in C|RTS will be updated with appropriate information]. 9ADRC Contracted Provider will inform caller that they will receive a follow-up call (or home visit in case of active client) to check on their status based on DOEA Wait List Reassessment Standards and encourage caller to contact the ADRC Elder Helpline with any questions, 64 CONTRACT KZ- 1497 Page 65 Alliance for Aging, Inc. dm� Aging and Disability Resource Center/Elder Helpline Policy and Procedure for Outsourced function - Triage Creation Date: March 5, 2008 Revision Date: May 2012 Objective: To ensure that clients in need of DOEA funded services receive services based on the highest level of need, first, as funding becomes available. Policy: To assist clients in obtaining DOEA funded services as funding becomes available, based on level of need as determined by a CIRTS priority score. Procedure: 1. ADRC Contracted Provider will conduct periodic follow-up calls (or home visit in case of active client) to check on client status based on DOEA Wait List Reassessment Standards. 2. Based on the information provided via the 701A(B) assessment, the ADRC Contracted Provider will update the client information in CIRTS specifically as it pertains to level of need for services by funding source. 3. The ADRC Contracted Provider will ensure that the CIRTS prioritization score is accurately maintained, according to DOEA Standards. 4. If the caller is in need of a service(s) that is not provided by the ADRC Contracted Provider, the ADRC Contracted Provider will refer caller to the ADRC Elder Helpline utilizing the ADRC Referral Form and/or to an ADRC Contracted Provider that provides the needed service. 5. The caller will be informed of the services and funding sources that they remain on the wait list for and/or have been removed from the wait list for. 6. ADRC Contracted Provider will advise client of any change in their CIRTS priority score based on the updated information. 7. ADRC Contracted Provider will remind client of the ADRC Elder Help Line contact number and to contact the ADRC Elder Help Line with any questions or concerns. 8. As funding becomes available, ADRC Contracted Provider will run CIRTS Prioritization Report and activate clients according to DOEA Standards (refer to ADRC Client Activation Policies and Procedures). The Contracted Provider vviil apply targeting criteria, as appropriate, to prioritized clients to ensure activations meet programmatic requirements. Alliance for Aging, Inc. 65 CONTRACT KZ- 1497 Page 66 Aging and Disability Resource Center/Eider Helpline Policy and Procedure for Activation From Wait List — Clients/Services Creation Date: March 5, 2008 Revision Date: May 2012 Objective: To ensure that elders in need of DOER funded services in Miami -Dade and Monroe Counties and on the CIRTS wait list begin to receive services as funding becomes available. Policy: ADRC will work with ADRC Contracted Providers to ensure that clients waiting for DOEA funded services begin to receive those services as funding becomes available. Procedure: 1. ADRC Contracted Provider will activate clients on CIRTS wait list based on DOEA prioritization polices and funding availability. 2. ADRC Contracted Provider will update CIRTS status by funding source and service for any services being activated for the client using appropriate CIRTS codes. 3. Client may be left on wait list of a different funding source than the one being activated if ADRC Contracted Provider determines that it is appropriate. 4. Client may also be left on wait list in CIRTS if they are being activated by the ADRC Contracted Provider under a temporary non-DOEA funding source and ADRC Contracted Provider determines that the clients' need will persist after the temporary funding source is exhausted. 5. ADRC Contracted Provider will inform the client of any services/funding source that they are being activated for as well as those services and funding sources that they will continue to be wait listed for. 6. ADRC Contracted Provider will inform client to contact the ADRC Elder Helpline if they have any questions or concerns regarding the status of any of their services. ME CONTRACT,• ag . Alliance for Aging, Inc. Aging and Disability Resource Center/Elder Helpline Policy and Procedure for Termination From Wait List — Clients/Services Creation Date: March 5, 2008 Revision Date: May 2012 Objective: To ensure that the comprehensive list of clients in need of services in CIRTS is appropriately maintained by funding source and that the ADRC is thereby able to effectively gauge the current level of elder service need in Miami -Dade and Monroe Counties. Policy: ADRC will maintain an accurate and current list of clients in need of elder services in Miami -Dade and Monroe Counties with the assistance of the ADRC Contracted Providers. Procedure: 1, ADRC Contracted Provider will re -screen clients which the ADRC Contracted Provider initially placed on the CIRTS wait list for services based on DOEA Reassessment Standards. 2. The re -screening may be in the form of a phone screening or a home visit depending on the clients status (i.e. active/pending) 3. ADRC Contracted Provider will determine if the client is no longer in need (or eligible) for any of the services they were wait -listed for. 4. ADRC Contracted Provider will terminate the client from the wait list (entirely or by specific service) using the appropriate CIRTS termination code for any services or funding source for which the client is determined to no longer be eligible for or no longer in need of. 5. ADRC Contracted Provider will inform the client of any services/funding source that they are being removed from the wait list for. 6. ADRC Contracted Provider will inform client of their ability to be re -added to the wait list if their level of need should change. 7. ADRC Contracted Provider will inform client to contact the ADRC Elder Helpline if they have any questions or concerns regarding their wait list status. 8. Reference DOER Notice of Instruction: Assessed Priority Consumer List#:062906-1-1-OVCS as applicable. M CONTRACT KZ- f Page• 1 Aging and Disability Resource Center Monthly Client Data Report Instructions NOTE: All Service Providers are required to submit the Client Data Report on a monthly basis at the same time that they submit the Surplus Deficit Report and related expenditure plan to the Contract Manager. Total # of Personal Contacts (Calls, Walk-ins, Mail, E-mails or Faxes): This is a count of all contacts during the reporting period from individuals seeking information, referral or assistance for themselves or others received by the ADRC, satellite office, any outsourced entity, or, to the extent possible, all access points with which the ADRC has an agreement. Contacts include telephone calls, walk-ins, mail, e-mails or faxes for the entire planning and service area. These are communications related to ADRC functions, including ADRC-related one-to-one outreach contacts when consumers are provided with information, referral or assistance for themselves or others. They do not include ADRC public education activities. Administrative and personal contacts are excluded. This number is not an unduplicated count. Documentation for the total count by type of contact and source receiving the contact must be maintained by the ADRC. ROOM • a a • .k"TT.ICIINIEVT II CERTIFICA TIGV REGARDING SCRL TIN IZED COMPANIES LISTS The undersigned, an authorized representative of the Contractor named in the contract or agreemem to which this form is an attachment, hereby certifies that: { I ) The Contractor understands that pursuant to s. ZS7.135 F.S., any company at the time of bidding or submitting a proposal for a new contract or renewal of an existing contract, that is on the "Scrutinized Companies with Activities in Sudan List" or the `'Scrutinized Companies with Activities in the Iran Petroleum Sector List (collectively, "the Lists") is ineligible for, and may not bid on, submit a proposal for, or enter into or renew a contract pursuant to which funding is provided by the Department of Elder Affairs (Department) for goods or services of S 1 million or more. (2) The Contractor understands that, pursuant to s. 287.135 F.S., any company that submits a false certification is subject to civil penalties, attorney's fees and costs and any costs for investigations that led to the finding of false certification. (3) The Contractor understands that the contract to which this form is an attachment may be terminated by the AAA if the Contractor submits a false certification or has been placed on the Lists. This certification, required by Florida law, is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction. N yl -- 2 6 1 Signature = RornR1s GA�STESS 1 Dat (Same as contract signature) Title &,—N+y Bow.. Company Name M r