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Item G35
BOARD OF COUNTY COMMISSIONERS AGENDA ITEM SUMMARY Bulk Item: Yes X No Department: Social Services Staff Contact Person: Sheryl Graham aw 1111113 AGENDA ITEM WORDING: Request Approval of Amendment #001 to the Home Care for the " Elderly (HCE) Contract #KH 1372 between the Alliance for Aging, Inc. (AAA) and Monroe County Board of County Commissioners (Social Services/In Home Services) for the contract period of 7/1/13 to 6130/14. ITEM BACKGROUND: Approval of Amendment #001 to the HCE contract will modify Attachment 11, HCE Contract Report Calendar, of the original contract to include the addition of three (3) notes. PREVIOUS RELEVANT BOCC ACTION: Prior approval granted by the BOCC on 6119/13 for the Home Care for the Elderly Contract (HCE) # KH 13 72, between the Alliance for Aging, Inc. (AAA) and Monroe County Board of County Commissioners (Social Services/In Home Services) for the contract period of 7/1/13 to 6130114. CONTRACT/AGREEMENT CHANGES: The purpose of this amendment is to modify Attachment 11, HCE Contract Report Calendar, of the original contract to include additional notes. ---------- 0 1 F, I : . n i TOTAL COST: $12,694.00 BUDGETED: Yes X No COST TO COUNTY: $0 (no match required) SOURCE OF FUNDS: Grant funds_ REVENUE PRODUCING: Yes N/A No AMOUNT PER: MONTH: YEAR: CONTRACT COSTS Total Dollar Value of Contract: approx. $12,694.00 Current Year Portion: $_ 125- 6153913 Budgeted? Yes X No Account Codes: - - - County Match: $0 - - - - Additional Match: $4 - - - - Total Match $0 ADDITIONAL COSTS Estimated Ongoing Costs: $ lyr For: (Not included in dollar value above) (e.g. Maintenance, utilities, janitorial, salaries, etc) #2 CONTRACT REVIEW Changes Date Out Division Director Da 11 f Need ;) 4e Yes No ' Risk Management + Yes No — O.M.B.tPurc sing Ilk tiff- Yes g i p. County Attorney Yes ONq Comments: #2 Legend: Note # 1: Note # 2: Note #3: I July Advance* July 1 2 August Advance* July 1 3 July Expenditure Report August 15 4 August Expenditure Report September 15 5 September Expenditure Report October 15 6 October Expenditure Report November 15 7 November Expenditure Report December 15 8 December Expenditure Report January 15 9 January Expenditure Report February 15 10 February Expenditure Report March 15 11 March Expenditure Report April 15 12 April Expenditure Report May 15 13 May Expenditure Report June 15 14 June Expenditure Report July 15 15 Final Expenditure and Request for Payment July 25 16 Close Out Report August 15 Advance based on projected cash need. Report #1 for Advance Basis Agreements cannot be submitted to the Department of Financial Services (DFS) prior to July I or until the agreement with the AAA has been executed and a copy sent to DFS. Actual submission of the vouchers to DFS is dependent on the accuracy of the expenditure report. All advance payments made to the Contractor shall be returned to the AAA by the submission date of report #9. Submission of expenditure reports may or may not generate a payment request. If final expenditure report reflects funds due back to the AAA payment is to accompany the report. All provisions in the contract and any attachments thereto in conflict with this amendment shall be and are hereby changed to conform with 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 amen all its attachments A Yo - an-FFILLM. tU-7ThrnLz1ntS -re here made a , • art • th[;� contract. This am��ndment and ,reby made a part of the contract. SIGNED BY: SIGNED BY: Max B. Rothman, JD, LL.M. NAME: George Neugent NAME: President & CEO TITLE: Mayor TITLE: DATE: 11120113 DATE: ORIGINAL Contract Number KH 1372 Page 1 HOME CARE FOR THE ELDERLY CONTRACT 2013 -2014 THIS AGREEMENT is entered into between the Alliance for Aging, Inc., hereinafter referred to as the "Alliance" and "Monroe County Board of Commissioners.", hereinafter referred to as the "provider." THIS CONTRACT IS SUBJECT TO FURTHER MODIFICATION IN ORDER TO INCORPORATE CERTAIN PASS - THROUGH LANGUAGE REQUIRED BY THE STATE OF FLORIDA DEPARTMENT OF ELDER AFFAIRS. ALL SUBSEQUENT MODIFICATIONS WILL BE MADE THROUGH AMENDMENTS TO THIS CONTRACT. Attachment I, II, III, IV, V, VI, VII, VIII, IX, X and XI are integral to this Agreement I. Recipient Agrees: A. Services to be Provided: 1. The recipient's service provider application for state fiscal year 2011, 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 recipient, and prescribe the services to be rendered by the recipient. 2. Consumers may not be enrolled in a Department of Elder Affairs' state general revenue funded program, including HCE, who are also enrolled in a Medicaid capitated long' term care health plan or program. These programs include the Frail Elder Program operated by United Health Care, the Channeling Program operated by Miami Jewish Home and Hospital for the Aged, the Long Term Care Community Diversion Program and the Program of All Inclusive Care for the Elderly (PACE) program scheduled to begin operation in the Miami -Dade County area. B. Manner of Service Provision: The services will be provided in a manner consistent recipient's service provider application for state fiscal Department of Elder Affairs Client Home And Community I contract and the 'recipient will be given a copy of the with and described in the year 2011 and the 2011 ased Services Handbook. In .ally be incorporated into the The Alliance Agrees: A. Contract Amount: To pay for Case Management and Case Aide services in an amount not to exceed $12,694, subject to the availability of funds. As a matter of reference, the Alliance project to process and pay the basic subsidy to qualified caregivers participating in the HCE program of approximately $ ; 13 4 . At the time of execution of this contract, $ T 6D are projected to be available for Special Subsidy including, Specialized Medical Equipment and Supplies — Vendor (SCSV) and Specialized Medical Equipment and Supplies- Consumer reimbursement (SCSM). 1 Number KH 1372 Page 2 Obligation to Pay: The Alliance's performance and obligation to pay under this contract is contingent upon an annual appropriation by the Legislature. B. Source of Funds: 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 recipient pursuant to this contract are in the state grants and aids appropriations. Program Title Year Funding Source CSFA# Fund Amounts Home Care for the Elder) 2013 General Revenue 65001 $12,694 TOTAL FUNDS CONTAINED IN THIS CONTRACT: $12,694 111. Recipient and Alliance Mutually Agree: 0 A. Effective Date: 1. This contract shall begin on July1, 2013 or on the date the contract has been signed by both parties, whichever is later. 2. Delivery of services shall end on June 30, 2014. This contract shall end on July 15, 2014. IN WITNESS WHEREOF, the parties hereto have caused this agreement to be executed by their undersigned officials as duly authorized. PROVIDER Monroe County Board of ALLIANCE FOR AGING, INC. Commissioners. SIGNED BY: 4- � BY: NAME: QfeQ fie. NAME: TITLE: p Q_ TITLE: DATE: C L. iq psi (SEAL) � AMY UN, CLERK P CLER DATE: 2 Max B. - President & CEO JUN 2 8 2014 Im L STATEMENT OF PURPOSE type living arrangements in private homes • a not for profit basis as an alternative to nursing home • other institutional care. A. Services: 1. The recipient's July 2011 application, 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 recipient, and prescribe the services to be rendered by the recipient. 2. Consumers may not be enrolled in a Department of Elder Affairs' state general revenue funded program, including HCE, who are also enrolled in a Medicaid capitated long-term care health plan or program. These programs include the Frail Elder Program operated by United Health Care, the Channeling Program operated by Miami Jewish Home and Hospital for the Aged, the Long Term Care Community Diversion Program and any other areas that may participate in the Long Term Care 41 Community Diversion Program through expansion and the Program of All Inclusive Care for the Elderly (PACE) program. B. Manner of Service Provision: The services will be provided in a manner consistent with and described in the recipient's July 2011 application and the 2010 Department of Elder Affairs Home and Community-Based Services Handbook. In the event the handbook is revised, such revision will automatically be incorporated into the contract and the recipient will be given a copy of the revisions. Ill. METHOD OF PAYMENT A. The method of payment in this contract is based on a fixed rate reimbursement for approved services. The recipient must ensure fixed rates include only those costs that are in accordance with all applicable state and federal statutes and regulations and are based on audited historical costs in instances where an independent audit is required. All requests for payment and expenditure reports submitted • support requests for payment shall be • DOEA forms 106H and 105H. Duplication • replication • both forms via data processing equipment is permissible, provided all data elements are in the same format as included on department forms. 3 Contract Number KH 1372 Page 4 report date (usually July 15th.) Invoices submitted late will not paid. Exceptions to this rule are at the discretion of the Alliance, on a case by case basis; such exceptions must be requested prior to the expiration of the invoicing deadline. In making a determination of the exception the Alliance will consider whether the disruption to the billing cycle was beyond the control of the provider, the frequency with which such exceptions are requested by the provider, and whether the Alliance can request reimbursement at a late date from DOEA. C. The recipient 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 recipient may request a monthly advance for service costs 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 file. All payment requests for the third through the nine 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 11 to this contract. Reconciliation and recouping of advances made under this contract are to be completed by June 2013 reports. All advance payments are subject to the availability of funds. E. Advance funds may be temporarily invested by the recipient in an insured interest bearing account. All interest earned on contract fund advances must be returned to the Alliance at the end of the first quarter of the contract period. 41 F. Contingent upon the recipient's ability to maintain program expenditures within the assigned quarterly allocations and the availability of funds, the Alliance shall make payment to the provider for provision of services at the rate(s) stated below: SERVICE TO BE UNIT MAXIMUM MAXIMUM PROVIDED RATE UNITS DOLLARS Case Management $50.48 251 $12,694 G. 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 recipient and any adjustments thereto, including any disallowance not resolved. IV. 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 15 of each following month. The expenditure plan and updates must follow the format provided by the Alliance. Contract Number KH 1372 Page 5 01 C. The following are the criteria to prioritize new consumers for service delivery. It is not the intent of the Department of Elder Affairs to remove existing clients from any program in order to serve new clients being assessed and prioritized for service delivery. 1. Priority Criteria for Service Delivery: a) Individuals in nursing homes under Medicaid who could be transferred to the community; 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 community; or d) Individuals 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: of service delivery. F6nctional impairment shall be determined through the department's consumer assessment form administered toeach 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. Consumer Information, IROOistir"on and Tracking System (C S): I e recipFe oll6ctid dmaintenance of Home Care for the Elderly (HCE) subsidies and case management information on a monthly basis from the Consumer Informatio Regisfration and Tracking System (CIRTS). Maintenance includes valid exports and backups all data and systems according to department standards. I 5 0 D 5. The recipient will ensure caregivers determined eligible for the HCE basic subsidy after the 15th of a month, will be processed to begin eligibility for the HCE basic subsidy on the 1 st day of the next month. 6. The Alliance will reconcile and verify the CIRTS data prior to payment for HCE basic and special subsidies and case management. 8. The Alliance will reconcile and verify the CIRTS data prior to payment for HCE basic and special subsidies and case management. M Contract Number KH 1372 Page 7 ATTACHMENT 11 Report Number Based On Submit To The Alliance On This Date 1 July Advance * ............................. ............................... July 1 2 August Advance * ......................... ............................... July 1 3 July Expenditure Report ...1/12 Advance Reconciliation....... August 15 4 August Expenditure Report ...1112 Advance Reconciliation ... September 15 5 September Expenditure Report 1112 Advance Reconciliation Octoberl 5 6 October Expenditure Report ...1/12 Advance Reconciliation.. November 15 7 November Expenditure Report ... 1 /12 Advance Reconciliation December 15 8 December Expenditure Report ...1/12 Advance Reconciliation Janury1 5 9 January Expenditure Report ... 1/12 Advance Reconciliation... February 15 10 February Expenditure Report.. 1/12 Advance Reconciliation... March 15 11 March Expenditure Report ..1/12 Advance Reconciliation .... April 15 12 April Expenditure Report ...1/12 Advance Reconciliation.... May 15 13 May Expenditure Report ... 1 /12 Advance Reconciliation ....... Junel 5 14 June Expenditure Report ... 1 /12 Advance Reconciliation ...... July 15 16 Final Expenditure and Closeout Report ........... July 15 Legend * Advance based on projected cash need. Note # 1 : Report #1 for Advance Basis Contracts cannot be submitted to the Alliance prior to July 1 or until the contract with the Alliance has been executed. Actual submission of the vouchers to the Department of Elder Affairs is dependent on the accuracy of the expenditure report. 7 Policy: Referrals will be based on availability of funds, in accordance with prioritization requirements. Purpose: To ensure funding is spent expeditiously and consumers are referred into programs for appropriate services. Procedure for Monroe County: Dies and Responsibilities A. Alliance for Aging / Aging and Disability Resource Center 61 ➢ a - Reconciles overall program and Lead Agency specific spending levels on a monthly basis to ensure the Lead Agency is operating within the funding allocation. Reviews the number of cases released for activation based on projected funding available. Screens consumers to link with appropriate resources and prioritize for DOEA-funded programs and services. Recommends potential cases for activation based upon projected funding available by Lead Agency. Selects consumers from the waiting list based on their prioritization score. Refers consumers from the waiting list to the Lead Agency in Monroe County for activation, based on availability of funds. Monitors compliance with service standards and outcome measures. Reviews data` in CIRTS. B. Case Management Agency Requests and accepts referrals from the Aging and Disability Resource Center, to serve an optimal caseload and to avoid surpluses or deficits in accordance with the AAA CCE/HCE Surplus/Deficit Analysis policy. Refers inquiries from consumers interested in services to the ADRC for Information and Referral to community resources, Screening, Triage, and Long-Term Care 00fions Counseling, as appropriate. The functions of Screening and Intake are outsourced to the Lead Agency. Screening and Intake may also be completed by the ADRC. Completes comprehensive assessments on new consumers and annual reassessment on existing consumers and develops care plans and reviews care plans semi-annually. Authorizes service delivery and enters data into CIRTS. Screens consumers for Medicaid Waiver eligibility. 8 Contract Number KH 1372 Page 9 Bills in CIRTS and Medicaid as appropriate. Monitors care plans in an effort to keep costs down while sustaining the individuals in the community. Management of the Assessed Prioritized Consumer List (APCL). A. Referrals to the ADRC are routed to the Information and Referral Specialists or Intake Unit staff depending on the type of referral. Clients are provided information on community resources and programs available including private pay options. Persons are directed to those resources most capable of meeting the need they have expressed to ADRC staff. Cases presenting strong identifiers that indicate the consumer might benefit from publicly funded long term care services are screened, entered into CIRTS, triaged and provided options counseling. In Monroe County, the functions of Screening and Intake are outsourced to the Lead Agency. Screening and Intake may also be completed by the ADRC. DOEA prioritization requirements will be adhered to by both entities, as follows: 1. APS High Risk Referrals (See section B) 2. Imminent Risk cases will be prioritized for activation after APS High Risk Referrals have been served. If budgetary constraints prevent opening new cases, clients will be placed on the APCL. ADRC staff will contact the client on a monthly basis to determine if there has been a change in the client's situation. 3. All other CARES referrals will be screened and prioritized in accordance with DOEA requirements. 4. Aging Out consumers will be referred by DCF for prioritization and/or activation in the corresponding aged program managed by the Alliance, as appropriate (See section IV). 5. Consumers applying for the Community Care for the Elderly (CCE) and/or Home Care for the Elderly (HCE) programs will be contacted and screened using the statewide assessment form developed by the Department of Elder Affairs for this purpose (Form 701A). If a consumer is being served through a DOEA-funded agency which enters their annual assessment into CIRTS, the Priority Score generated by that assessment will determine their ranking on the APCL. 6. Consumers referred for inclusion under the Assisted Living for the Elderly (ALE) Medicaid Waiver APCL will be interviewed and screened using the 701A form. 7. Consumers referred for inclusion under the Aging and Disabled Adult (ADA) Medicaid Waiver APCL will be contacted and screened following the same procedure as the one described under Section 5. Individuals who appear as potentially eligible for other types of public assistance will be referred to the Economic Self- Sufficiency Unit at the Department of Children and Families. 8. All other referrals will be waitlisted and prioritized, during which time other community resources will be researched, including private pay/fee for services providers. Consumers on the waiting lists will be reassessed according to the 2012 Department of Elder Affairs Programs and Services Handbook, or any revisions made thereafter. B. HIPAA forms will be sent to the consumer as appropriate. 9 S1 # i - Opening New Cases A. CCEIHCE Clients •..- 1 . The Fiscal Department will monitor Lead Agency specific spending levels on a monthly basis to ensure each Lead Agency is operating within its spending authority. In addition, the fiscal department will analyze surplus/d6fidt projections, and share the information with the Lead Agency to assist in their determination of slot availability. The Lead Agency will request referrals directly from the ADRC. The Fiscal Department will be notified of the number of new cases being referred to the Lead Agency for activation. 2. Upon receipt of the request for referrals from the Lead Agency, the ADRC Intake Unit Supervisor will run the Prioritized Risk Report to identify the consumers on the APCL to be p ' t 3. In response to the request for referrals, the ADRC Intake Unit Supervisor will refer wait listed clients to the Lead Agency for activation, in accordance with prioritization requirements. The Intake Unit will update the wait list enrollment using the appropriate code to terminate from the APCL. Upon receipt of referral, the Lead Agency will enter the APPL enrollment, and subsequent enrollments to reflect client status. 4. Upon receipt of list of clients released from the waiting list, the Lead Agency will enter the APPL enrollment, will contact clients to offer program enrollment, and will proceed with activation. The ,Lead Agency will enter subsequent enrollments into CIRTS to reflect client status. 5. The ADRC will oversee the enrollment process to ensure referrals have timely outcomes in CIRTS. B. MWIALW Clients 1. The Department of , Eider Affairs will run the APCL (Assessed Priority Consumer List) report to review clients wait listed for the ALW and MW programs. DOEA will provide the ADRC with a list of individuals authorized for release from the APCL. 2. For clients identified as active in CCE or HCIE and authorized for release from the Medicaid Waiver waiting list, the Lead Agency will be responsible for Medicaid Waiver application process. C. APS Referrals 10 Contract Number KH 1372 Page 11 :9 3. Upon receipt of the APS High Risk referral, the Lead Agency will coordinate services to begin within the 72 hour period mandated by statute. A comprehensive assessment will be done within 72 hours of the referral. Services required under the care plan will remain in place for a maximum of 31 days, unless an extension has been granted. 4. The Lead Agency will enter ACTV enrollment under their provider number in CIRTS. In addition, service codes will be entered by service date for all services provided. If a service(s) is not provided as required under the care plan, an NDP code will need to be entered in CIRTS and the case notes under the client file should document the reason for non-delivery of such service(s). IV. Aging Out Consumers: A. All "Aging Out" consumers will be referred by DCF to the ADRC for enrollment into the corresponding aged program managed by the Alliance. B. Consumers active in the CCDA and HCDA programs that are turning 60 and are eligible for CC ' E and/or HCE will be opened in the corresponding aged program managed by the Alliance if funding is available. If funding is available, these consumers will be made active. If funding is not available, they will be waitlisted for these programs but will be given priority for activation once funding is available. C. Consumers active in the ADA Medicaid Waiver, upon turning age 60, will continue to be eligible for and receive ADA Medicaid Waiver services. Note: These ADRC policies and procedures are subject to change. Any modifications will be done through a contract amendment. 11 Contract Number KH 1372 Page 12 ATTACHMENT IV CERTIFICATION REGARDING LOBBYING CERTIFICATION FOR CONTRACTS, GRANTS, LOANS AND AGREEMENTS The undersigned certifies, to the best of his or her knowledge and belief, that: (l )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 & Or all sub - awards at all tiers (including subcontracts, sub- grants, and contracts under grants, loans and cooperative agreements) and that all subproviders 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 $10,000.00 and not more than $100,000.00 for each such failure. Signature Dfite A EAL} LLIN, CLERK Name of Authorize Individual ' Application or Agreement Number ame and Address of Orghnizatio 12 �2 1 .3.13 Contract Number KH 1372 Page 13 ATTAR EMENT V FINANCIAL AND CONIIIJANCEAUDIT TUMITT ZTf IMF= and/or monitoring by the Alliance of Elder Affairs, as described in this section. 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 hn-dted to, on-site visits by the Alliance 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 Alliance for �gmg. hi the event the Alliance for Aging determines that a limited scope audit of the provider is appropriate, the provider agrees to comply with any additional instructions provided by the Alliance to the provider regarding such audit. The provider further level of government. UM TV9 I W."I It a a 2:101 a MA 4t 1 0 :I ii 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. the event that the provider expends $500,000.00 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 1 to this agreement indicates Federal resources awarded through the Alliance of Elder Affairs 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 Alliance of Elder Affairs. The determination of amounts of Federal awards e)�pended 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 OMB Circular A-133, as revised, will meet the requirements of this part In connection with the audit requirements addressed in Part L 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 $500,000.00 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 $500,000.00 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.) Contract Number KH 1372 Page 14 expenditures by agreement number for each agreement with the Alliance of Elder Affairs in effect during the audit period. Financial reporting packages required under this part must be submitted wifi-iin the earlier of 30 days a after receipt of the audit report or 9 months after the end of the provider's fiscal year end. As an Alliance requirement the Statement of Functional Expenses need to be part of the Financial and Compliance Audit Report. This part is applicable if the provider is a nonstate entity as defined by Section 215.97(2), Florida Statutes. In the event that the provider expends a total amount of state financial assistance equal to or in excess of $500,000.00 in any fiscal year of such provider (for fiscal years 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 215.97, Florida Statutes; applicable rules of the Alliance of Financial Services; and 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 through the Alliance of Elder Affairs 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 Alliance of Elder Affairs, 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 In 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 $500,000.00 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 $500,000.00 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 Alliance of Elder Affairs 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 was met for each applicable agreement. All questioned costs and liabilities due to the Alliance of Elder Affairs shall be fully disclosed in the audit report with reference to the Alliance of Elder Affairs agreement involved. If not otherwise disclosed as required by Rule 691-5.003, Fla. Admin. Code, the schedule of expenditures of state financial assistance shall identify expenditures by agreement number for each agreement with the Alliance of Elder Affairs 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 Alliance of Elder 14 Copies of reporting packages for audits conducted in accordance with OMB Circular A-133, as revised, and required by PART I of this agreement shall be submitted, when required by Section .320 (d), OMB Circular A -133, as revised, by or on behalf of the provider directly to each of the following: The Alliance for Aging, Inc. at the following address; Alliance for Aging, Inc. Attn: Carlos Lah tte 760 NW 107 Ave. Suite 214 Miami, FL 33172 -3155 01-11 15 Providers who receive state or federal resources may or may not be subject to the audit requirements of OMB Circular A -133, as revised, and /or Section 215.97, Fla. Stat. Providers who are determined to be recipients or subrecipients of federal awards and /or state financial assistance may be subject to the audit requirements if the audit threshold requirements set forth in Part I and/or Part II of Exhibit 1 are met. Providers who have 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 whether the audit requirements are met, providers who have been determined to be recipients or subrecipients of Federal awards and/or state financial assistance, must comply with applicable programmatic and fiscal compliance requirements. In accordance with Sec. 210 of OMB Circular A -133 and /or Rule 691 - 5.006, FAC, provider has been determined to be: Vendor or exempt entity and not subject to OMB Circular A -133 and /or Section 215.97, F.S. X 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 Alliance 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 MUST FOLLOW: 2 CFR Part 225 Cost Principles for State, Local and Indian. Tribal Governments (Formerly OMB Circular A -$7) 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 s • • • • • • M. "Some Federal programs may be exempted from compliance with the Cost Principles Circulars as noted m the OMB Circular A -133 Compliance Supplement, Appendix 1. STATE FINANCIAL ASSISTANCE. Providers who receive' state''' financial assistance and who are determined to be a recipient /subreeipient, must comply with the following fiscal laws, rides and regulations: Section 215.97, Fla. Stat. Chapter 691 -5, Fla. Admire. Code State Projects Compliance Supplement Reference Guide for State Expenditures Other fiscal requirements set forth in program laws, rules and regulations (1-1) 17 Contract Number KH 1372 Page Im ATTACHMENT V 6 CERTIFICATION REGARDING DATA INTEGRITY 11 COMPLIANCE FOR AGREEMENTS, GRANTS, LOANS AN COOPERATIVE AGREEMENTS i The undersigned, an authorized representative of the provider named in the contract or agreement to which this form is an attachment, hereby certifies that: (I)The provider and any sub-providers 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 each 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 provider, sub-provider(s), or any outside entity on which the provider 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, provider(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 provider (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 provider 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 provider and any sub-provider(s) 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 provider shall require that the language of this certification be included in all subagreements, subgrants, and other agreements and that all sub-providers shall certify compliance accordingly. EK� It .3 , ' -- contract — Number K Page 19 ATTACHMENT VII 1 �t (Certification signature should be same as Contract signature.) �ff // R PEDRO �IM P Instructions for Certification , 54� UNTY AFO 1 EY Daate-- I.The terms "covered transaction," "debarred," "suspended," " ineligible," "lower tier covered transaction," "person," "primary covered transaction," and " vo l untarily 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 provider knowingly rendered an erroneous certification, in addition to other remedies available to the federal government, the Alliance may pursue available remedies, including suspension and/or debarment. 3.The provider will provide immediate written notice to the Contract Manager if at any time the provider learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. The provider 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 provider 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 provider 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 provider knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction, in addition to other remedies available to the federal government, the Alliance may pursue available remedies, including suspension, and/or debarment. ?.The provider may rely upon a certification of a prospective participant hi a lower tier covered transaction that it is not debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. 01 (Revised June 2WS) Contract Number KH 1372 • � ASSURANCES—N ON-CONSTRUCTION PRO GRAMS i' 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. 1.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 fora 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 compply 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 OP 's Standards for a Merit System of Personnel Administration (5 C.F.R. 900, Subpart F). 6.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 discrim on the basis of sex, (c) Section 504 of the Rehabilitation Act of 1973, as amended (29 U.SC.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 U--IC, kil UIC 1,.AJ11lP1Ci}Ci#itiVC cut%A 1 1C Vclu #ill}, i CQtil }Cl t Cli }#„} ,} ;Cl }Q}li t{iLilJit r'lir} 171 ilf U (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) which may apply to the application. • ! • � • 1 e a ♦ sas s s i s . a s � s` r .s• a •r i s !` is `s i. i • • i `s' a r a s` a s • � • • • • a s � i • i • • • � i • e i • i ` s ! i i i • •. a .! r .. i . !� i. .• i . a a ! 12 Will comply with the Wild and Scenic Rivers Act of 1968 components of the national wild and scenic rivers system. (16 U.S.C..1721 et seq.); related to protecting components or potential 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.A70), 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.ill 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. 13.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 'APPLICANTORMNaZATIM DATE SUBMITTED I SSISTANT CO +� L vrai ff ra wtute Jo t3lacic to Hispanic °I© Other o Female % Disabled 1 a ck d O O 0 4 C3 PART IL USE A SEPARATE SHEET OF PAPER FOR ANY EXPLANATIONS REQUIRING MORE SPACE 6. Is an Assurance of Compliance on file with the Alliance? If NA or NO explain NA ES O 7. Compare the staff composition to the population. Is staff representative of the population? If NA or NO, explain. NA ES .O Litt %- 11VL11 LU uLe puvutaxivn. Are race ana sex cnaractenstics representative of the Population? If NA or NO, explain. N' ADNo 11. For in- patient services are room assignments made without regard to race, color, national origin or disability? If NA or KU, explain. ES NO 12. Is the program /facility accessible to non - English speaking clients? If NA or NO, explain. e NA ES o 13. Are employees applicants and parti cipants informed of their protection against discrimmatron� If yes, how? Verbal r Written ca✓Post r'o 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. 2_e jL<D 0 W1 PART III. THE FOLLOWING QUESTIONS APPLY To PROGRAMS AND FACILITIES WITH 15 OR MORE EMPLOYEES YES NO 16. Has a self- evaluation been conducted to identify any barriers to serving disabled individuals, and to make any necessary modifications? If N4, explain. 17. Is there and established grievance procedure that incorporates due process in the resolution of complaints? If NO, explain. YES NO 18. Hasa person been designated to coordinate Section 504 compliance activities? If YES NO NO, explain. 19. Do recruitment and notification materials advise applicants, employees and participants of nondiscrimination on the basis of disability? If N explain. ME PART IV. FOR PROGRAMS OR FACILITIES WITH 30 OR MORE EMPLOYEES AND FEDERAL CONTRACTS OFS50,000OR MORE. 21. Do you have a written affirmative action plan? If NO, explain. DOEA USE ONLY Reviewed By Incompliance: YES ❑ NO* o Program Of fice *Notice of Corrective Action Sent Date Telephone Response Due On-Site n Desk Review n Response Received Page 26 ATTACHMENT DC i• r' the geographic service area such as a district, county, city • other locality. If the Also, define the type of service provided. 2.Enter the percent of the population served by race and sex. The population served includes persons in the geographical 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 full-time staff and their percent by race, sex and disability. Include the effective date of your summary. 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 DOEA recipients and their sub-grantees, 45 CFR 80.4 (a). Us 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 disciin 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 803 (a) and45CFR80.1(b)(2). I O.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 origin, religion, age or disability. Courtesy titles, appointment scheduling and accuracy of 26 C ONTRACT Pag 27 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 • be e ava to a c ♦ • 11 Yor in-patient services, residents must be assigned to rooms, wards, etc., without regard to race, color, nati or or disabi A res be as w t are w to share acc ommodations wipersons o a d i i r national origin o disa 80 • i• and all services must be accessible to participants ! applicants includ th ose persons who may not ! * . g eographic population of f English speaking people live, program accessibility may include the employment of bilingual staff hi other areas, it is sufficient to have a policy or plan for service, such as a current list of names and tel ephone f bi • w ill assist in t provision o services �� t 13.Programs /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 Alliance of Elder Affairs or the U.S. Alliance of HHS The information 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 filed. 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 5034, -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. 41 17.Programs or facilities that employ 15 or more persons must adopt grievance procedures that 27 IS.Programs or facilities that employ 15 or more persons must designate at least one person coordinate efforts to comply with Section 504.45 CFR 84.7 • 20.Programs /facilities that employ 15 or more persons must provide appropriate auxiliary aids to persons with impaired sensory, manual or speaking skills where 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 used to provide equally effective services, (45 CFR 84.52 (d). 2 1.Programs/ facilities with 50 or more employees and $50,000 in federal contracts must develop, implement and maintain a written affirmative action compliance program in accordance with Executive Order 11246. 41 CFR 60 and Title VI of the Civil Rights Act of 1964, as amended. 0 a.*] CONTRACT KH 1372 ATTACHMENT X • Y 0 t Verification of Employment Status Certification As a condition of contracting with the Alliance for Aging, Inc., Monroe County Board of Commissioners, hereby referred to as contractor, certifies the use of the U.S. Department of Homeland Security's E- verify 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. v.. !9 2• t3 Signature D (Same as con ature) C L) A 7 Title Company Name L� 29 CONTRACT KH 1372 Page 30 ATTACHMENT XI Alliance for Aging, Inc. Business Associate Agreement This Business Associate Agreement is dated by the Alliance for Aging, Inc ("Covered Entity") and � , ("Business Associate"), a not -for-profit Florida corporation. 0 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 contractor 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) 30 CONTRACT KH 1372 Page 3 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 compromises the security or privacy of such information. 2.7 Compromises the Security. Posing a significant risk of financial, reptational, 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 1. Part I — Improved Privacy Provisions and Security provisions located at 42 United States Code (U.S.C.) §§ 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. 31 CONTRACT KH 1372 Page 32 2.24 Technical Safeguards. The lechnology and the policy and procedures for its use that protect electronic protected health information and control access to 2.25 Unsecured PHI. Protected health information that is not secured through the use of Go technology or methodology specified 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. 3.1 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 breach; and (b) All information required for the Notice to the Secretary of HHS 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 1 Entity, to an individual in order to meet the requirements under 45 CFR ♦ 164.524; and 32 CONTRACT KH 1372 Page 33 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 t! .. w 164.528. 3.10 Business Associate agrees to provide to Covered Entity or an individual, upon request, information collected to permit Covered Entity to respond to a request by an Individual for an accounting of disclosures of i!. 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 Knowledge Elements Associated with Contracts) (b) ARRA § 13405 (Restrictions on Certain Disclosures and Sales of Health Information); and (c) ARRA § 1 3446 (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. 5.4 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. Except as otherwise ` i in this agreement or • agreement, 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 disclosed • i and used or disclosed M Required By Law or ! the purpose for disclosed i the person, and the person notifies Business Associate of of • •' of • • been breached. 5.3 Business Associate o provide data i i • • to Covered Entity as permitted i 45 ' w • • a : only • ` auth orized by Covered f CONTRACT KH 1372 page 34 5.4 Business Associate may use PHI to report violations of law to appropriate Federal and State authorities, consistent with 45 CFR §164.5020)(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 § 164.526, 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 XI to this Agreement. Future Notices and /or modifications to the NPP shall be posted on Covered Entity's website at www.allianceforaging.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. 7.0 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 would not be permissible under the Privacy Rule if done by Covered Entity. 8.0 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. r (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. 34 CONTRACT KH 1372 Page 35 (b) In the event that Business Associate • Covered Entity determines that returning the PHI or ePHI is infeasible, notification of the conditions that make return • 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. 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 Rothman 760 NW 107 Avenue Miami, Florida 33172 To Business Associate: I wir.N J - 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, 17,0 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 have been required to if that succession had not taken place. This assumption by the successor of the Business Associate's obligations shall be by written agreement satisfactory to Covered Entity. 18.0 Entire Agreement. This agreement constitutes the entire agreement of the parties relating to the subject matter of this agreement and supersedes all other oral or written agreements or policies relating thereto, except that this agreement does not limit the amendment of this agreement in accordance with section 10.0 of this agreement. 35 t - -� CONTRACT KH 1.372 Page 36 Covered :Entity; ISFALI im