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HomeMy WebLinkAboutItem N6 N6 BOARD OF COUNTY COMMISSIONERS COUNTY of MONROE Mayor James K.Scholl,District 3 The Florida Keys Mayor Pro Tern Michelle Lincoln,District 2 Craig Cates,District 1 David Rice,District 4 Holly Merrill Raschein,District 5 Board of County Commissioners Meeting September 10, 2025 Agenda Item Number: N6 2023-4434 BULK ITEM: Yes DEPARTMENT: Social Services TIME APPROXIMATE: STAFF CONTACT: Cathy Crane N/A AGENDA ITEM WORDING: Ratification of Amendment#001 to Alzheimer's Disease Initiative (ADI) Contract Number KZ 2597 between the Alliance for Aging, Inc. ("Alliance"), and Monroe County for the contract year 2025-2026, starting on 07/01/2025 and ending on 06/30/2026 to remove a scrivener's error. ITEM BACKGROUND: Alliance is designated by the Florida Department of Elder Affairs as the Area Agency on Aging for Planning and Service Area 11, which includes Monroe County. This agreement with Alliance sets forth all the requirements and conditions imposed upon the County as a recipient of ADI state funds. The agreement is a cost reimbursement grant. This agreement enables Monroe County's In-Home Services Program to continue providing personal services (In-Home respite, Facility-based respite, and Case Management) to Monroe County's eligible population under the Alzheimer's Disease Initiative Program. Consistent with the agreement, the County will provide Alliance information, including but not limited to units of deliverable, including reports, findings, and drafts, as accepted by the Alliance prior to issuing payment. Funding is generally available for Access and Coordination of Service based on a predetermined average Per Member Per Month(PMPM)rate of$1,436.00 for Access and Coordination of Services and for all services under the contract. PREVIOUS RELEVANT BOCC ACTION: BOCC approved Contract KZ-2597 on 07/16/25 (Effective Period July 1,2025 -June 30, 2026). INSURANCE REQUIRED: Yes CONTRACT/AGREEMENT CHANGES: Deletion of Attachment I, Section W.A.1, "Matching,Level of Effort and Earmarking Requirement" in its entirety. Deletion of the last sentence in Attachment I, Section IV.A.2, "Cost Sharing and Co-payments". Attachment I, Section IV.A.2., "Cost Sharing and Co-payments is now changed to read: "The Provider in conjunction with the Alliance shall establish an annual co-payment goal(amount to be collected from clients). Using the method 6760 prescribed in Appendix B of the current Department of Elder Affairs Program and Services Handbook, the provider shall project the annual co-payments to be collected from each active client in all income ranges prior to the start of each fiscal year. The provider is required to meet the established goal." STAFF RECOMMENDATION: Approval. DOCUMENTATION: BACKUP 06—Alliance for Aging, Inc. (signed).pdf 2025-2026 ADI MOSS K Z2597 Amend 001—Executed FINANCIAL IMPACT: N/A 6761 R-� GV coURJB V 00Kevin Madok, CPA ' �►�� Clerk of the Circuit CourtComptroller& — Monroe County, Florida da OryROE cooNSy DATE: August 1, 2025 TO: Cathy Crane, Director Community Services ATTN: Lourdes Francis, Sr. Administrator Social Services Kim Wilkes Wean, Sr. Administrator Social Services FROM: Liz Yongue, Deputy Clerk SUBJECT: July 16, 2025 BOCC Meeting The following item has been executed and added to the record: 06 Alzheimer's Disease Initiative (ADI) Contract Number KZ 2597 between the Alliance for Aging, Inc. ("Alliance"), and Monroe County for the contract year 2025-2026, starting on 07/01/2025 and ending on 06/30/2026, with a maximum allocation of$86,160.00; Funding is through State of Florida annually appropriated funds, with a required County match of ten (10)percent of the cost for all ADI services provided by Monroe County; authorizing the Mayor or County Administrator, each independently authorized, to execute all documents required by Alliance in furtherance of this ADI Contract Number KZ 2597. Should you have any questions please feel free to contact me at(305) 292-3550. cc: County Attorney Finance File KEY WEST MARATHON PLANTATION KEY 500 Whitehead Street 3117 Overseas Highway 88770 Overseas Highway Key West, Florida 33040 Marathon, Florida 33050 Plantation Key, Florida 33070 6762 Ca,n41 `Jurn�,:f,i_I 21' 2 .`417 ALZHEIMER'S DISEASE INITIATIVE CONTRACT 2025-2026 Fiscal Year THIS CONTRACT is entered into between the Alliance for Aging Inc., hereinafter referred to as the "Alliance" and Monroe County Board of County Commissioners, Social Services/In-Home Services, hereinafter referred to as the 'Provider," and collectively referred to as the"parties." Attachments 1,II,III,VI,VII,VIII,IX,X,A,B,C,D,and F are incorporated herein and made a part of this Contract. WHEREAS,the Alliance has been designated as the Area Agency on Aging for Planning and Service Area I I 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 fund Alzheimer Disease Initiative Providers in Miami-Dade and Monroe 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 agree as follows: 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. 2. Incorporation of Documents within the Contract The contract will incorporate attachments, proposal(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 and shall be governed in accordance with the applicable laws,statutes, and other conditions set for in this Contract. 3. Term of Contract 3.1 Effective Date: This contract shall begin at twelve (12:00)A.M., Eastern Standard Time on July 1, 2025 or on the date the contract has been signed by both parties,whichever is later. The contract will end on June 30,2026,or such earlier date as the contract is terminated pursuant to Section 51 herein, except that the parties shall continue to perform those limited contract close- out activities set forth in this contract. 3.2. Delivery of services shall end at 11:59 P.M., Eastern Standard Time on June 30,2026,or such earlier time as the contract is terminated pursuant to paragraph 10 herein. Under no circumstances will the Alliance reimburse the provider for services provided after June 30,2026,or any earlier termination date.Only limited contract close-out activities are to be performed after June 30,2026 consisting of reporting,invoicing and payment as stipulated in ATTACHMENT VIII. 4. Contract Amount The Alliance agrees to pay for contracted services according to the terms and conditions of this contract in an amount not to exceed$86,160.00 subject to the availability of funds. Any costs or services paid for under any other contract or from any other source are not eligible for payment under this contract. 4.1 Obligation to Pay The Alliance's performance and obligation to pay under this contract is contingent upon an annual appropriation by the Legislature to the Department and funding received by the Alliance under its contract with the Department. 5. Renewals The contract may be renewed upon successful award of an ADI contract subsequent to the 2025 ADI procurement that will award annual contact for a 3-year cycle. Such renewals shall be subject to funding, stipulations, and funding in the procurement documents. Page 1 of 58 6763 In the event that contracts cannot be executed prior to the July 1 st start date, the Alliance may, at its discretion, extend this Agreement upon written notice for up to 120 days to ensure continuity of service. Services provided under this extension will be paid for out of the succeeding agreement amount. 6. Compliance with Federal Law 6.1. The Provider shall not employ an unauthorized alien. The Alliance shall consider the employment of unauthorized aliens a violation of the Immigration and Nationality Act(8 U.S.C. 1324 a) and the Immigration Reform and Control Act of 1986(8 U.S.C. 1101). Such violation shall be cause for unilateral cancellation of this contract by the Alliance. 6.2. If the Provider is a non-profit provider and is subject to Internal Revenue Service(IRS)tax exempt organization reporting requirements(filing 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. 6.3. The Provider shall comply with Title 2 CFR Part 175 regarding Trafficking in Persons. 6.4. Unless exempt under 2 CFR Part 170.1 10(b), the Provider shall comply with the reporting requirements of the Transparency Act as expressed in 2 CFR 170. 6.5. To comply with Presidential Executive Order 12989 and State of Florida Executive Order Number 11-116, Provider agrees to utilize the U.S. Department of Homeland Security's E-verify system to verify the employment of all new employees hired by Provider during the contract term. Provider shall include in related subcontracts a requirement that subcontractors and/or vendors performing work or providing services pursuant to the state contract utilize the E- verify system to verify employment of all new employees hired by the subcontractor and/or vendor during the contract term. Providers meeting the terms and conditions of the E-Verify System are deemed to be in compliance with this provision. 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 Section 215.97,F.S and requirements of s.287.058,F.S.as amended. 7.2.1 The Provider shall perform all tasks contained in Attachment 1. 7.2.2 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. 215.971(1) and(2), Fla. Stat.. Expenditures must be in compliance with laws, rules, regulations, including, but not limited to the Florida Reference Guide for State Expenditures issued by the Florida Department of Financial Services("DFS"). 7.2.3 The Provider shall comply with the criteria and final date by which such criteria must be met for completion of this contract as specified in Attachment 1, Section 111.Method of Payment, 7.2.4 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. 7.2.5 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. 7.2.6 The Provider shall allow public access to all documents, papers, letters, or other public records as defined in s. 119.01 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 bylaw. The Provider's refusal to comply with this provision will constitute an immediate breach of contract for which the Alliance may unilaterally terminate the contract. 7.3 If clients are to be transported under this contract, the Provider shall comply with the provisions of Chapter 427,F.S., and Rule 41-2,F.A. C. 7.4 Subcontractors who are on the Discriminatory Vendor List may not transact business with any public entity,in accordance with the provision of s.287.134,F.S. 7.5 The Provider shall comply with the provisions of s. 11.062, F.S., and s. 216.347, F.S., which prohibit the expenditure of contract funds for the purpose of lobbying the legislature,judicial branch or a state agency. Page 2 of 58 6764 7.6 The Alliance and/or Department may terminate the Contract if the Provider is found to have submitted a false certification as provided under 287.135(5),F.S.,has been placed on the Scrutinized Companies with Activities in Iran Petroleum Sector List,the Scrutinized Companies with activities in Sudan List,or the scrutinized companies that Boycott Israel list, or if the Provider has been engaged in business operations in Cuba or Syria or is engaged in a boycott of Israel. 8. Background Screening 8.1 The Provider shall ensure that the requirements of s. 430.0402 and Chapter 435, F.S., as amended, are met regarding background screening for all persons who meet the definition of a direct service provider and who are not exempt from the Department's Level 2 background screening pursuant to s. 430.0402(2)-(3), F.S. The Provider must also comply with any applicable rules promulgated by the Department and the Agency for Health Care Administration regarding implementation of s. 430.0402 and Chapter 435, F.S. To demonstrate compliance with this provision, Provider shall submit to the Department, the Background Screening Affidavit of Compliance (Screening Form) upon thirty (30) days of execution of this contract. Should the Alliance have a completed Screening Form on file for the Provider,a new Screening Form will be required every twelve(12)months. 8.2 Further information concerning the procedures for background screening is found at htto:Heideraff,tirs.state.fl.us/doea/backfzroundscreeninP-.DliD 9. Grievance and Complaint Procedures 9.1 Grievance Procedure The Provider shall comply with and ensure sub-Contractor 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 Provider shall develop and implement complaint procedures and ensure that sub-Contractors develop and implement complaint procedures to process and resolve client dissatisfaction with services. Complaint procedures shall address the quality and timeliness of services,Provider and direct service worker complaints,or any other advice related to complaints other than termination, suspension or reduction in services that require the grievance process as described in Appendix D, Department of Elder Affairs Programs and Services Handbook. The complaint procedures shall include notification to all clients of the complaint procedure and include tracking the date, nature of the complaint and the determination of the complaint on a complaint log. 10. Public Records and Retention: 10.1 If,under this contract the Provider is providing services and is acting on behalf of the Alliance and the Department as provided under s. 119.011(2).Florida Statutes,the Provider,subject to the terms of s.287.058(1)(c),Florida Statutes,and any other applicable legal and equitable remedies,agrees to all provisions of Chapter 119,Fla. Stat.,and any other applicable law,and shall: 10.1.1 Keep and maintain public records that ordinarily and necessarily would be required by the public agency in order to perform the services. 10.1.2 Upon request from the Alliance or the Department, the Provider will provide a copy of the request for records or allow the records to be inspected or copies within areasonable time at a cost that does not exceed the cost provided in Chapter 119,Florida Statutes,or as otherwise provided by law. 10.1.3 Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law. 10.1.4 Upon completion of this contract, the Provider will transfer, at no cost to the Alliance, all public records in possession of the Provider or will keep and maintain public records required by the Alliance or the Department.If the Provider transfers all public records to the Alliance upon completion of the contract,Provider shall destroy any duplicate public records that are exempt,or confidential and exempt,from public records disclosure requirements. If the Provider keeps and maintains public records upon completion of the contract, the Provider shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the Alliance in a format that is compatible with the information technology systems of the Alliance. Page 3 of 58 6765 Ca,n41 ril"J" `Jurn�,:f,i_I 21' 2 .`417 10.2 The Alliance may unilaterally cancel this contract notwithstanding any other provisions of this Contract, for refusal by the Provider to comply with Section 9 of this Contract by not allowing public access to all documents,papers, letters,or other material made or received by the Provider in conjunction with the contract, unless the records are exempt, or confidential and exempt,from Section 24(a)of Article I of the State Constitution and Section 119.07(1),F.S. IF THE PROVIDER HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE PROVIDER'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT,CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT: Public Records Coordinator Florida Department of Elder Affairs 4040 Esplanade Way Tallahassee,Florida 32309 850-414-2342 does ublicrecordsLa)elderaffairs.org 10.3 Upon termination of this contract, whether for convenience or for cause as detailed in this contract, the Provider and subcontractors shall, at no cost to the Alliance, transfer all public records in their possession to the Alliance and destroy any duplicate public records that are exempt, or confidential and exempt, from public records disclosure requirements. All records stored electronically shall be provided to the Alliance in a format that is compatible with the information technology systems of the Alliance. 11. Audits,Inspections,Investigations: 11.1 The Provider shall establish and maintain books, records, and documents(including electronic storage media)sufficient to reflect all assets, obligations, unobligated balances, income, interest, and expenditures of funds provided by the Alliance under this contract.Provider(s)shall adequately safeguard all such assets and assure they are used solely for the purposes authorized under any contract or agreement which incorporates this Contract. Whenever appropriate,financial information should be related to performance and unit cost data. 11.2 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. 113 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. 11.4 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. 11.5 At all reasonable times for as long as records are maintained,persons duly authorized by the Alliance and the Department, pursuant to 45 CFR part 75, 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. 11.6 The Provider shall provide a financial and compliance audit to the Alliance by a third-party independent audit firm as specified in this contract and in ATTACHMENT III and ensure that all related third-party transactions are disclosed to the auditor. 11.7 The Provider agrees to comply with the Department's Inspector General in any investigation, audit, inspection,review, or hearing performed pursuant to s.20.055,F.S.. By execution of this Contract the Provider understands and will comply with this subsection.Provider further agrees that it shall include in related subcontracts a requirement that subcontractors performing work or providing services pursuant to this contract agree to cooperate with the Inspector General in any investigation,audit, inspection,review, or hearing pursuant to s. 20.055(5),F.S. 12. Nondiscrimination-Civil Rights Compliance 12.1 The Provider shall execute assurances in ATTACHMENT ii that it will not discriminate against any person in the provision of services or benefits under this contract or in employment because of age, race, religion, color, disability, Page 4 of 58 6766 ��; II r)l1.rl'I�ri /_ .�i �1/ national origin,marital status or sex in compliance with state and federal law and regulations. The Provider further assures that all Providers, sub-Contractors, sub-grantees, 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. 12.2 During the terns of this contract, the Provider shall complete and retain on file a timely, complete and accurate Civil Rights Compliance Checklist, attached to this contract. 12.3 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. 12.4 These assurances are a condition of continued receipt of or benefit from 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 sub-Contractors, 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,regulations,guidelines,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 administrative relief, including but not limited to, termination of and denial of further assistance. 13. Monitoring by the Alliance for Aging 13.1 The Provider shall permit persons duly authorized by 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 assure the Alliance of the satisfactory performance of the terms and conditions of this contract. Following such review, the Alliance will provide a written report of its findings to the Provider, and where appropriate, the Provider shall develop a Corrective Action Plan (CAP). The Provider hereby agrees to correct all deficiencies identified in the CAP in a timely manner as determined by the Contract Manager.Failure to comply with the CAP shall subject Provider to enforcement actions as described in this Contract. 13.2 The Alliance will perform administrative, fiscal, and programmatic monitoring of the provider to ensure contractual compliance,fiscal accountability,programmatic performance,and compliance with applicable state and federal laws and regulations.The Provider will supply progress reports,including data reporting requirements as specified by the Alliance or the Department to be used for monitoring progress or performance of the contractual services. Examples of review criteria are surplus/deficit reports, independent financial audit, compliance audit (if required by Attachment nil of this contract), internal controls, reimbursement requests, subcontractor monitoring, targeting, program eligibility, outcome measures, service provision to clients,data integrity,client satisfaction,and client file reviews. 13.3 Service Cost Reports (SCR)—The Provider shall submit a SCR to the Alliance annually,but no later than ninety (90) calendar days after the Provider Fiscal Year ends. The SCR shall reflect the actual costs of providing each service by program for the preceding contract year. Costs associated with services provided under this contract shall only include allowable direct and indirect costs as defined by applicable state law. If the Provider desires to renegotiate its reimbursement rates, the Provider shall mare a request in writing to the Alliance, with the inclusion of a Unit Cost Methodology,in accordance with the Alliance's approved Reimbursement Rate Review Policy,which is incorporated by reference. 14. Provision of Services The Provider shall provide services in the manner described in ATTACHMENT I of this contract and in the Service Provider Application(SPA). In the event of a conflict between the Service Provider Application and this contract,the contract language prevails. 15. Coordinated Monitoring with Other Agencies If the Provider receives direct or pass through funding from one or more other State of Florida human service agencies, in addition to the Department of Elder Affairs funding passed through the Alliance, it is expected that the provider cooperates with all monitors, inspectors,and/or investigators should a state agency joint inquiry or investigation begin. 16. Indemnification The Provider shall indemnify,save,defend,and hold harmless the Department,the Alliance and its officers,agents,and employees from any Page 5 of 58 6767 ��; II r)l1.rl'I�ri /_ .�i �1/ and all claims,demands, actions,causes of action of whatever nature or character,arising out of or by reason of the execution this Contract, or performance of the services provided for herein.It is understood and agreed that the Provider is not required to indemnify the Department or the Alliance for claims,demands,actions,or causes of action arising solely out of the Department's or Alliance's negligence. 17. Insurance and Bondin6 17.1 Provider must provide continuous adequate liability insurance and worker's compensation insurance coverage,during the existence of this contract,and during any renewal(s)or extension(s)of it. 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 when any changes occur.The Provider accepts full responsibility for identifying and determining the type(s) and extent of liability insurance necessary to provide reasonable financial protections for the Provider and the clients to be served under this contract. Upon execution of this Contract,the Provider shall furnish the Alliance written verification supporting both the determination and existence of such insurance coverage. The limits of coverage under each policy maintained by the Provider do not limit the Provider's liability and obligations under this contract. The Provider shall ensure that the Alliance has the most current written verification of insurance coverage throughout the term of this contract. Such coverage may be provided by a self-insurance program established and operating under the laws of the State of Florida. The Department and the Alliance reserve the right to require additional insurance as specified by this contract. 17.2 Throughout the term of this contract, the Provider must maintain an insurance bond from a responsible commercial insurance company covering all officers, directors, employees, and agents of the 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. 18. 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. 19. Health Insurance Portability and Accountability Act 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). 20. Incident Reyortiniz 20.1 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. 20.2 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, subcontractors and its employees. 21. Bankruptcy Notification During the term of this contract,the Provider shall immediately notify the Alliance if the Provider,its assignees,sub-Contractors 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.g.,Northern District of Florida,Tallahassee Division);and,(4)the name,address,and telephone number of the bankruptcy attorney. 22. Sponsorship and Publicity 22.1 As required by s. 286.25,Fla. Stat., if the Provider is a non-governmental organization which sponsors a program financed wholly or in part by state funds, including any funds obtained through this contract, it shall, in publicizing, advertising, or describing the sponsorship of the program,state: "Sponsored by Monroe County Board of County Commissioners, Social Services/In-Home Services,The Alliance for Aging,Inc.,and the State of Florida,Department of Elder Affairs."If the sponsorship reference is in written material,the words`'Alliance for Aging,Inc."and"State of Florida,Department of Elder Affairs"shall appear in at least the same size Page 6 of 58 6768 letters or type as the name of the organization. 22.2 The Provider shall not use the words"Alliance for Aging,Inc."or"The State of Florida, Department of Elder Affairs" to indicate sponsorship of a program otherwise financed,unless specific authorization has been obtained by the Alliance prior to use. 23. Assignments 23.1 The Provider shall not assign the rights and responsibilities under any contract without the prior written approval of the Alliance.Any sublicense,assignment,or transfer otherwise occurring without prior written approval of the Alliance will constitute a material breach of the contract or agreement. 23.2 This contract shall remain binding upon the successors in interest of the Provider and the Alliance. 24. Subcontracts: 24.1 The Provider is responsible for all work performed and for all commodities produced pursuant to this contract,whether actually furnished by the Provider or its subcontractors. Any subcontracts shall be evidenced by a written document and subject to any conditions of approval the Alliance deems necessary.The Provider further agrees that the Alliance will not be liable to the subcontractor in any way or for any reason.The Provider,at its expense,shall defend the Alliance against any such claims. 24.2 The Provider shall promptly pay any subcontractors upon receipt of payment from the Alliance or other state agency. Failure to make payments to any subcontractor in accordance with s. 287.0585, Fla. Stat.,unless otherwise stated in this contract between the Provider and subcontractor,will result in a penalty as provided by statute. 24.3 The Provider shall programmatically monitor, at least once per year, each of its subcontractors, Subrecipients, Vendors, and/or Consultants. The Provider shall perform programmatic monitoring to ensure contractual compliance, and programmatic performance and compliance with applicable state and federal laws and regulations. The Provider shall monitor to ensure that time schedules are met;the budget and scope of work are accomplished within the specified time periods, and other performance goals. The Provider shall also perform fiscal and administrative monitoring for all subcontractors to ensure fiscal accountability. 24.4 The Provider 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, and the Alliance's procurement policy. 24.5 The Provider shall dedicate the staff necessary to meet the obligations of this contract and ensure that subcontractors dedicate adequate staff, accordingly. The provider shall ensure that the staff responsible for performing any duties or functions within this contract has the qualifications as specified in the Department's Programs and Services Handbook. 25. Service Cost Reports(SCR): The Provider shall submit a SCR to the Alliance annually,but no later than ninety(90) calendar days after the Provider Fiscal Year ends. The SCR shall reflect the costs of providing each service by program for the preceding contract year. Costs associated with services provided under this contract shall only include allowable direct and indirect costs as defined by applicable state law. If the Provider desires to renegotiate its reimbursement rates, the Provider shall make a request in writing to the Alliance, with the inclusion of a Unit Cost Methodology,in accordance with the Alliance's approved Reimbursement Rate Review Policy, which is incorporated by reference. 26. Funding Obligations: 26.1 The Alliance for Aging,Inc.acknowledges its obligation to pay the Provider for the performance of the Provider's duties and responsibilities set forth in this Contract. 26.2 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 of this contract, including but not limited to terms governing the Provider's promised performance and unit rates and/or reimbursement capitations specified. 26.3 The Alliance shall not be liable to the Provider for any expenditures which are not allowable costs as defined in 2 CFR Part 200 and 45 CFR Part 92,as amended,or which expenditures have not been made in accordance with all applicable state and federal rules. Page 7 of 58 6769 ��; II r)l1.rl'I�ri /_ .�i �1/ 26.4 The Alliance shall not be liable to the Provider for expenditures made in violation of regulations promulgated under the Older Americans Act,Department rules,Florida Statutes,or this contract. 27. Independent Capacity of Provider It is the intent and understanding of the Parties that the Provider, or any of its Subcontractors, are independent Provider's and are not employees of the Alliance and shall not hold themselves out as employees or agents of the Alliance without specific authorization from the Alliance. It is the further intent and understanding of the Parties that the Alliance does not control the employment practices of the Provider and will 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 are the sole responsibility of the Provider. 28. Payment 28.1 Payments shall be made to the Provider as services are rendered and invoiced by the Provider. The Alliance 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 fiscal department for budgetary approval and processing per ATTACHMENT VIII. 28.2 The Provider shall maintain documentation to support payment requests which shall be available to the Department of Financial Services, 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: sections 216.181(16)(a)&(b),215.422,Fla.Star.,;and the Invoice Requirements of the Reference Guide for State Expenditures from the Department of Financial Services at: ht(Ds://www.myfloridacfo.com/division/aahnnannials/docunnents/ReferenceGuideforStateExpendit ires. df The Provider shall maintain detailed documentation to support each item on the itemized invoice or payment request for cost reimbursed expenses,fixed rate or deliverables,for this contract,including paid sub-contractor 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 Contract section 6, in the Reference Guide for State Expenditures, and any other laws or regulations,as applicable. 28.3 The Provider and subcontractors shall provide units of deliverables, including reports,findings,and drafts as specified in this contract to be received and accepted by the Alliance prior to payment. 29. Return of Funds The Provider 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 Provider by the Alliance.In the event that the Provider or its independent auditor discovers that an overpayment has been made,the Provider 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 Provider in writing of such findings. Should repayment not be made forthwith,the Provider 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 Provider discovery. 30. Data Integrity and Safe2uardin:f 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 sub-Contractors maintain written procedures for computer system backup and recovery. The Provider shall,prior to execution of this agreement, complete the Certification Regarding Data Integrity Compliance for Agreements, Grants, Loans, and Cooperative Agreements prior to the execution of this contract. as part of ATTACHMENT 11. Page 8 of 58 6770 31. Social Media and Personal Cell Phone use: 31.1 Inappropriate use of social media and personal cell phones may pose risks to DOEA's confidential and proprietary information and may jeopardize compliance with legal obligations. By signing this contract, Provider agrees to the following social media and personal cell phone use requirements. 31.2 Social Media Defined. The term Social Media and/or personal cellular communication includes, but is not limited to, social networking websites, blogs, podcasts, discussion forums, RSS feeds, video sharing, SMS (including Direct Messages(DMs), iMessages, text messages, etc.); social networks like Instagram, TikTok, Snapchat, Google Hangouts, WhatsApp, Signal, Facebook, Pinterest, and Twitter; and content sharing networks such as Flickr and YouTube. This includes the transmission of social media through any cellular or online transmission via any electronic, internet, inteanet, or other wireless communication. 31.3 Application to any direct or incidental DOEA or other state business. This contract applies to any DOEA or other state business conducted on any of the Provider's, Subcontractor's,or their employees' social media accounts or through personal cellular communication. 31.4 Application to DOEA and Providers Equipment. This contract applies regardless of whether the social media is accessed using DOEA's IT facilities and equipment or equipment belonging to Provider, Subcontractor,or their respective employees. Equipment includes, but is not limited to, personal computers, cellular phones, personal digital assistants, smart watches, or smart tablets. 31.5 Florida Government in the Sunshine, Florida Public Records Law, and HIPAA. Provider acknowledges that any DOEA or other state business conducted by social media or through personal cellular communication is subject to Florida's Government in the Sunshine Law,Florida's Public Records Law(Chapter 119,Florida Statutes),and the Health Insurance Portability and Accountability Act(HIPAA).Compliance with these laws and other applicable laws are further detailed in the contract. 31.6 Prohibited or Restricted Postings. Any social media posts which include photos, videos, or names of clients,volunteers, staff, or other affiliates of DOER may only be posted when authorized by law and when any required HIPAA authorizations and any other consents or authorizations required pursuant to federal,or state law are on file with the Provider's records. 31.7 Assist DOEA with Communications. Contactors may be asked periodically to assist in distributing certain DOEA communications through their social media outlets. Any such requests should be posted in adherence to the social media requirements herein and the other provisions of this contract. 32. Conflict of Interest The Provider shall establish safeguards to prohibit employees,board members,management and subcontractors from using their positions for a purpose that constitutes or presents the appearance of personal or organizational conflict of interest or personal gain. No employee, officer, or agent of the Provider or subcontractor shall 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 involved.Such a conflict would arise when: (a) the employee, officer, or agent; (b) any member of his/her immediate family; (c)his or her partner; or(d) an organization which employs, or is about to employ, any of the above, has a financial 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 Providers, potential Providers,or parties to subcontracts. Pursuant to Chapter 4,Section 2 of the Department of Elder Affairs Program and Services Handbook,no Provider may employ, in any capacity, any member of its governing board or any family member of a person on the board. The Providers' board members and management 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 an incumbent,within thirty(30)calendar days of the commencement of this contract. The Providers' employees and subcontractors must make the same disclosures described above to the Providers' Board of Directors.Compliance with this provision will be monitored. Page 9 of 58 6771 a,n(I, fit r) 33. Public Entity 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 Provider,supplier,sub-Contractor,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. 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. 34. Purchasin6: 34.1 The Provider shall procure products and/or services required to perform this contract in accordance with section 413.036,F.S. 34.1.1 IT IS EXPRESSLY UNDERSTOOD AND AGREED THAT ANY ARTICLES THAT ARE THE SUBJECT OF, OR REQUIRED TO CARRY OUT, THIS CONTRACT SHALL BE PURCHASED FROM A NONPROFIT AGENCY FOR THE BLIND OR FOR THE SEVERELY HANDICAPPED THAT IS QUALIFIED PURSUANT TO CHAPTER 413, FLORIDA STATUTES, iN THE SAME MANNER AND UNDER THE SAME PROCEDURES SET FORTH IN SECTION 413.036(1) AND (2), FLORIDA STATUTES; AND FOR PURPOSES OF THiS CONTRACT THE PERSON, FiRM, OR OTHER BUSINESS ENTITY CARRYING OUT THE PROVISIONS OF THIS CONTRACT SHALL BE DEEMED TO BE SUBSTITUTED FOR THE STATE AGENCY INSOFAR AS DEALINGS WiTH SUCH QUALIFIED NONPROFIT AGENCY ARE CONCERNED. 34.1.2 Pursuant to sections 413.036(1) and(4), F.S., the Provider shall not be required to procure a product or service from RESPECT if. (a)the product or service is not available within a reasonable delivery time, (b)the Provider is required by law to procure the product or service from any agency of the state, or(c)the Provider determines that the performance specifications,price,or quality of the product or service is not comparable to the Provider's requirements. 34.1.3 This act shall have precedence over any law requiring state agency procurement of products or services from any other nonprofit corporation unless such precedence is waived by the alliance or the Department in accordance with its rules. 34.1.4 Additional information about the designated nonprofit agency and the products it offers is available at http://www.respectofflorida.org. 34.2 The Provider shall procure any recycled products or materials which are the subject of,or are required to carry out,this contract when the Department of Management Services determines that those products are available, in accordance with the provisions of section 403.7065,F.S. 34.3 The Provider shall procure products and/or services required to perform this contract in accordance with section 946.515,F.S. 34.3.1 iT iS EXPRESSLY UNDERSTOOD AND AGREED THAT ANY ARTICLES WHiCH ARE THE SUBJECT OF, OR REQUIRED TO CARRY OUT, THiS CONTRACT SHALL BE PURCHASED FROM THE CORPORATION IDENTIFIED UNDER CHAPTER 946,F.S.,iN THE SAME MANNER AND UNDER THE SAME PROCEDURES SET FORTH IN SECTION 946.515(2) AND (4), F.S.; AND FOR PURPOSES OF THIS CONTRACT THE PERSON, FIRM, OR OTHER BUSIINESS ENTITY CARRYING OUT THE PROVISIONS OF THIS CONTRACT SHALL BE DEEMED TO BE SUBSTITUTED FOR THIS AGENCY INSOFAR AS DEALINGS WITH SUCH CORPORATION ARE CONCERNED. 34.3.2 The corporation identified is Prison Rehabilitative Industries and Diversified Enterprises, Inc. (PRIDE). Additional information about PRIDE and the commodities or contractual services it offers is available at https://pride-enterprises.org. 34.4 The Provider shall provide a Certified Minority Business Subcontractor Expenditure(CMBE)Report summarizing the participation of certified suppliers for the current reporting period and project to date.The CMBE Report shall include Page 10 of 58 6772 ��; II r)l1.rl'I�ri /"' .�i �1/ the names,addresses, and dollar amount of each certified participant,and a copy must be forwarded to the Department, Division of Financial Administration, and must accompany each invoice submitted to the Department. The Office of Supplier Diversity(850-487-0915)will assist in furnishing names of qualified minorities. The Department's Minority Coordinator (850-414-2153) will assist with questions and answers. The CMBE Report is attached to this contract (Attachment F) 35. Patents,Copyrights,Royalties 35.1 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. Any and all patent rights or copyrights accruing under this contract are hereby reserved to the State of Florida in accordance with Chapter 286,F.S.Pursuant to s.287.0571 (5)(k),as amended,the only exceptions to this provision shall be those that are clearly expressed and reasonably valued in this contract. 35.2 If the primary purpose of this contract is the creation of intellectual property, the State of Florida shall retain an unencumbered right to use such property,notwithstanding any agreement made pursuant to this section. 35.3 If this contract is awarded solely federal funding,the terms and conditions are governed by 2 CFR Part 200.315. 36. Emergency Preparedness and Continuity of Operations The Provider shall, within thirty(30)calendar days of the execution of this contract, submit to the Alliance Contract Manager verification of an emergency preparedness plan. In the event of an emergency, the Provider shall notify the Alliance of emergency provisions. In the event a situation results in a cessation of services by a sub-Contractor, the Provider shall retain responsibility for performance under this contract and must follow procedures to ensure continuity of operations without interruption. 37. PUR 1000 Form: The PUR 1000 Form is hereby incorporated by reference and available at: https://www.dms.myflorida.com/content/download/2933/11777/PUR 1000®General Contract Conditions.pdf In the event of any conflict between the PUR 1000 Form and any terms or conditions of any contract or agreement terms or conditions the contract shall take precedence over the PUR 1000 Form. However, if the conflicting terms or conditions in the PUR 1000 Form are required by any section of the Florida Statutes, the terms or conditions contained in the PUR 1000 Form shall take precedence. 38. 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. 39. 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. 40. No Waiver of Sovereign Immunity Nothing contained in this agreement is intended to serve as a waiver of sovereign immunity by any entity to which sovereign immunity may be applicable. 41. Venue If any dispute arises out of this contract,the venue of such legal recourse will be Miami-Dade County,Florida. 42. 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. Page 11 of 58 6773 43. Force Maieure The Parties will not be liable for any delays or failures in performance due to circumstances beyond their control,provided the parry experiencing the force majeure condition provides immediate written notification to the other party and takes all reasonable efforts to cure the condition. 44. 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. 45. 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. 46. 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. 47. 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. 48. 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,policies of the Department, and the terms of this Contract. The Parties agree that failure of the Provider to abide by these laws,rules,regulations,policies, and terms of this Contract shall be deemed an event of default of the Provider and subject the Provider to disciplinary action including corrective action, unannounced special monitoring, temporary assumption of the operation of one or more contractual services, placement of the Provider on probationary status, imposing a moratorium on Provider action, imposing financial penalties for nonperformance or noncompliance, or other administrative action to immediate,unilateral cancellation at the discretion of the Alliance. If the Alliance finds that the Provider fails to abide by all applicable current federal and state statutes,laws,rules and regulations, as well as conditions of this Contract,the Alliance shall provide the Provider a Notice of Violation which shall include a concise statement of the specific violations of the Provider and the facts relied upon to establish the violation. Upon receipt of the Notice of Violation,the Provider shall have twenty-one(21)days to respond to the Notice of Violation. The Provider's response must include a statement of any disputed issues of material fact and a concise statement of the specific facts the Provider contends warrant reversal or deviation from the Alliance's proposed action, including an explanation of how the alleged facts relate to the specific rules, statutes,or contractual terni. Failure of the Provider to respond to the Notice of Violation within twenty-one(21)days shall be deemed a waiver of the rights outlined above and the Alliance will proceed against the Provider by default. The Alliance,upon receiving a timely filed response to a Notice of Violation,will forward the response and all accompanying documentation to the Contract Manager to review and consider. The Contract Manager shall,within 30 days after the receipt of the Provider's response,file an order which lays out the final determination of disciplinary action by the Alliance. 49. Final invoice The Provider shall submit the final invoice for payment to the Alliance as specified in this contact.Tf the Provider fails to submit final request for payment as specified in this contract, then all rights to payment may be forfeited and the Alliance may not honor any requests submitted. Any payment due under the terms of this contract may be withheld until all reports due from the Provider and necessary adjustments thereto have been approved by the Alliance. 50. Modifications Modifications of provisions of this contract shall only be valid when they have been reduced to writing and duly signed by both parties. Page 12 of 58 6774 51. Suspension of Work: The Alliance may in its sole discretion suspend any or all activities under this contract when in the Department of Elder Affairs and/or the Alliance determines that it is in the best interests of State to do so. The Alliance shall provide the Provider written notice outlining the particulars of suspension. Examples of the reason for suspension include, but are not limited to, budgetary constraints, declaration of emergency, or other such circumstances. After receiving a suspension notice, the Provider shall comply with the notice and shall not accept any purchase orders. Within ninety days, or any longer period agreed to by the Provider,the Alliance shall either(1)issue a notice authorizing resumption of work, at which time activity shall resume, or(2) terminate the Contract or purchase order. Suspension of work shall not entitle the Provider to any additional compensation. 52. Termination 52.1 Termination for Convenience.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 U.S. Postal Service with verification of delivery 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 Provider shall not furnish any product after it receives the notice of termination,except as necessary to complete the continued portion of the contract, if any. The Provider shall not be entitled to recover any cancellation charges or lost profits. See notes on email regarding this paragraph. 52.2 Termination for Cause.The Alliance may terminate this Contract if the Provider fails to(I)deliver the product within the time specified in the contract or any extension, (2) maintain adequate progress, thus endangering performance of the contract,(3)honor any term of the,(4)abide by any statutory requirement,regulatory requirement,licensing requirement, or Department policy or(5) in the event funds for payment become unavailable for this 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. The Provider shall continue work on any work not terminated.Except for defaults of subcontractors at any tier,the Provider shall not be liable for any excess costs if the failure to perform the Contract arises from events completely beyond the control, and without the fault or negligence, of the Provider. If the failure to perform is caused by the default of a subcontractor at any tier, and if the cause of the default is completely beyond the control of both the Provider and the subcontractor, and without the fault or negligence of either, the Provider shall not be liable for any excess costs for failure to perform,unless the subcontracted products or services were obtainable from other sources in sufficient time for the Provider to meet the required delivery schedule.If, after termination,it is determined that the Provider was not in default, or that the default was excusable, the rights and obligations of the Parties shall be the same as if the termination had been issued for the convenience of the Alliance. The rights and remedies of the Alliance in this clause are in addition to any other rights and remedies provided by law or under the Contract. 52.3 Upon expiration or termination of this Contract, the Provider and subcontractors shall transfer all public records in its possession to the Alliance and destroy any duplicate public records that are exempt or confidential and exempt from public records, disclosure requirements at no cost to the Alliance. All electronically stored records shall be provided to the Alliance in a format that is compatible with the Alliance's information technology system(s). 53. Successors This contract shall remain binding upon the successors in interest of either the Alliance or the Provider,subject to the assignment provisions above. 54. Electronic Records and Siinature 54.1 The Alliance authorizes, but does not require, the Provider to create and retain electronic records and to use electronic signatures to conduct transactions necessary to carry out the terms of this Contract. A Provider that creates and retains electronic records and uses electronic signatures to conduct transactions shall comply with the requirements contained in the Uniform Electronic Transaction Act,s.668.50,Fla. Stat.All electronic records must be fully auditable;are subject to Florida's Public Records Law, Ch. 119, and Fla. Stat.; must comply with Section 29, Data integrity and Safeguarding Information;must maintain all confidentiality,as applicable; and must be retained and maintained by the Provider to the same extent as non-electronic records are retained and maintained as required by this Contract. 54.2 The Alliance's authorization pursuant to this section does not authorize electronic transactions between the Provider and the Alliance. The Provider is authorized to conduct electronic transactions with the Alliance only upon further written consent by the Alliance. Page 13 of 58 6775 ��; II r)l1.rl'I�ri /_ .�i �1/ 54.3 Upon request by the Alliance,the Provider shall provide the Alliance with non-electronic(paper)copies of records.Non- electronic (paper) copies provided to the Alliance 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. 55. Special Provisions The Provider agrees to the following provisions: 55.1 Investigation of Criminal Allegations: Any report that implies criminal intent on the part of the Provider or any sub-Contractors and referred to a governmental or investigatory agency must be sent to the Alliance. If the Provider has reason to believe that the allegations will be referred to the State Attorney, a law enforcement agency, the United States Attorney's office, or other governmental agency,the Provider shall notify the contract manager. A copy of all documents,reports,notes, or other written material concerning the investigation,whether in the possession of the Provider or Sub-Contractors,must be sent to the AIIiance's contract manager with a summary of the investigation and allegations. 55.2 Volunteers: The Provider shall ensure the use of trained volunteers in providing direct services delivered to older Individuals and individuals with disabilities needing such services.If possible,the Provider shall work in coordination with organizations that have experience in providing training,placement, and stipends for volunteers or participants (such as organizations carrying out federal service programs administered by the Corporation for National and Community Service), in community service settings. 55.3 Enforcement: The Alliance may,without taking any intermediate measures available to it against the Provider, rescind the contract,if the Alliance finds that: 55.3.l An intentional or negligent act of the Provider has materially affected the health,welfare,or safety of clients served pursuant to this contract,or substantially and negatively affected the operation of services covered under this contract; 55.3.2 The Provider lacks financial stability sufficient to meet contractual obligations or that contractual funds have been misappropriated; 55.3.3 The Provider has committed multiple or repeated violations of legal and regulatory standards, regardless of wbether such laws or regulations are enforced by the Alliance,or the Provider has committed or repeated violations of the Alliance or the Department standards; 55.3.4 The Provider has failed to continue the provision or expansion of services after the declaration of a state of emergency;and/or 55.3.5 The Provider has failed to adbere to the terms of this contract. In the alternative, the Alliance may, at its sole discretion, take immediate measures against the Provider, including corrective action, unannounced special monitoring,temporary assumption of the operation of one or more contractual services,placement of the Provider on probationary status, imposing a moratorium on Provider action, imposing financial penalties for nonperformance, or other administrative action. 55.4 In making any determination under this provision the Alliance may rely upon the findings of another state or federal agency, or other regulatory body. Any claims for damages for breach of this contract are exempt from administrative proceedings and shall be brought before the appropriate entity in the venue of Miami-Dade County. 55.5 Use of Service Dollars: The Provider will optimize the use of contract funds by serving the maximum possible number of individuals with the services allowed by this contract. The Provider will spend all funds provided by this contract to provide such services. 55.6 Surplus/Deficit Report: The Provider will submit a consolidated surplus/deficit report in a format provided by the Alliance to the Alliance's Contract Manager in conjunction with the required monthly billing submission.This report is for this contract between the Provider and the Alliance.The report will include the following: 55.6.1 The Provider's detailed plan on how the surplus or deficit spending exceeding the 1%threshold will be resolved; 55.6.2 Number of clients currently on the APCL.that receive a priority ranking score of four(4)or five(5); Page 14 of 58 6776 55.6.3 Number of clients currently on the APCL designated as Imminent Risk. 55.6.4 Number of clients served and Aging and Disability Resource Center("ADRC')client contacts, In accordance with its surplus/deficit management policies,in order to maximize available funding and minimize the time that potential clients must wait for services,the Alliance in its sole discretion can reduce fiinding awards if the Provider is not spending according to monthly plans and is projected to incur a surplus at the end of the year. 55.7 Training: The Provider will attend all required trainings and meetings schedule by the Alliance. 56. Contract Manager The Alliance may substitute any Alliance employee to serve as the Contract Manager. 57. Official Payee and Representatives: The name,address,and telephone number of the representative for the Alliance for this contract is: Max B.Rothman,JD,LL.M.President and CEO 760 NW 107th 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 Provider name, as shown on page 1 of this contract, and Monroe County Board of County Commissioners, a. mailing address of the official payee to whom the payment shall Social Services/In-Home Services be made is: 1100 Simonton Street,1-190 Key West, FL 33040 The name of the contact person and street address where Cathy Crane,Director of Community Services b. financial and administrative records are maintained is: Monroe County Board of County Commissioners, Social Services/In-Home Services 1100 Simonton Street,1-190 Key West FL 33040 Cathy Crane,Director of Community Services C. The name,address, and telephone number of the representative Monroe County Board of County Commissioners, of the Provider responsible for administration of the program under this contract is: Social Services/In-Home Services 1100 Simonton Street, 1-190 Key West FL 33040 Vice President for Finance d The section and location within the AAA where Requests for Alliance for Aging,Inc. Payment and Receipt and Expenditure forms are to be mailed is: 760 NW 107th Avenue,Suite 214 Miami,Florida 33 1 72-3 155 Contract Monitor e The name, address, and telephone number of the Contract Alliance for Aging,Inc. Manager for the AAA for this contract is: 760 NW 107th Avenue,Suite 214 Miami,Florida 33172-3155 In the event different representatives are designated by either party after execution of this contract, notice of the name and address of the new representative will be rendered in writing to the other party and said notification attached to originals of this contract. Page 15 of 58 6777 Contract Ntimber K2 2597 S& All Terms and Conditions Included This contract and its Attachments and any exhibits referenced:in said attachments,together with any documents incorporated by reference, contain all the terms 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 contract,to be executed by their undersigned officials as duly authorized. Monroe County . Board of County Provider: Commissioners,Social Services/In-Home Alliance for Aging,Inc:' Services. MaxB.Rothman SIGNED BY: - "�•`�' �I SIGNED BY: Max B.Rothman(Jul 24,2025 12:11:16 EDT) _ NAME: James K.Scholl NAME: MAX B.ROTHMAN JD LL.M TITLE: Mayor TITLE: PRESIDENT AND CEO DATE: 1 { DATE: 07/24/2025 ,t cst 'zKeadok,Clerk " l,,„r �F I r ✓t IAYL t t'l 11pp►nvettas to legal form&sufficiency: Eve M.Lewis pm x zs.or.ai e t:s krga `' Q Eve M.Lewis,Assistant County Attorney Page 16 of 58 6778 INDEX TO ATTACHMENTS Attachment I SERVICE PROVISIONS ALZHEIMER'S DISEASE INITIATIVE Attachment H CERTIFICATIONS AND ASSURANCES Attachment HI FINANCIAL AND COMPLIANCE AUDIT Attachment VI ASSURANCES NON CONSTRUCTION PROGRAMS Attachment VII BUDGET SUMMARY Attachment VIH INVOICE REPORT SCHEDULE Attachment IX REQUEST FOR PAYMENT FORM Attachment X RECEIPT AND EXPENDITURE REPORT Attachment A DOEA HANDBOOK Attachment B CIVIL RIGHTS COMPLIANCE CHECKLIST Attachment C BUSINESS ASSOCIATES AGREEMENT Attachment D BACKGROUND SCREENING AFFADAVIT OF COMPLIANCE Attachment F CERTIFIED MONORITY BUSINESS SUBCONTRACTOR EXPENDITURE (CMBE) Page 17 of 58 6779 Ca,n4I ril"J" `Jurn�,:f,i_I 21' 2 .`417 ATTACHMENT I ALZHEIMER'S DISEASE INITIATIVE PROGRAM SECTION I.SERVICES TO BE PROVIDED A. DEFINITIONS OF TERMS AND ACRONYMS 1. ACRONYMS Alzheimer's Disease(AD) Alzheimer's Disease initiative(ADI) Activities of Daily Living(ADL) Area Agency on Aging(AAA) Assessed Priority Consumer List(APCL) Adult Protective Services(APS) Client Information and Registration Tracking System(eCIRTS) Community Care for Disabled Adults(CCDA) Corrective Action Plan(CAP) Dementia Care&Cure Initiative(DCCI) Department of Elder Affairs—(DOEA)or Department Department of Elder Affairs Program and Services Handbook(DOEA HANDBOOK) Home Care For Disabled Adults(HCDA) Instrumental Activities of Daily Living(IADL) Memory Disorder Clinic(MDC) Planning and Service Area(PSA) 2. PROGRAM SPECIFIC TERMS Department of Elder Affairs Handbook: An official document of DOER. TH DOEA Handbook includes program policies, procedures, and standards applicable to agencies which are recipients/providers of DOEA funded programs. An annual update is provided through a Notice of Instruction(NOI). Functional Assessment: A comprehensive, systematic, and multidimensional review of a person's ability to remain independent and in the least restrictive living arrangement. DOEA Form 701B is used by case managers to conduct the functional assessment. Memory Disorder Clinic: Research oriented programs created pursuant to Sections 430.502(1) and(2), F.S., to provide diagnostic and referral services,conduct basic and service-related multidisciplinary research,and develop training materials and educational opportunities for lay and professional caregivers of individuals with AD. Proviso: Language used in a general appropriations bill to qualify or restrict the way in which a specific appropriation is to be expended. Program Highlights: Success stories, quotes, testimonials, or human-interest vignettes that are used in the Department's Summary of Programs and Services (SOPS)to include information that helps tell the story of how programs and services help elders, families,and caregivers. Specialized Day Care: Licensed Specialized Alzheimer's Services Adult Day Care Centers, licensed in accordance with Section 429.918, F.S., that are considered models because they provide specialized Alzheimer's services for AD clients. FloridaHealthFinder.gov provides an up-to-date listing of all Specialized Alzheimer's Services Adult Day Care Centers. Specialized Alzheimer's Services: Specialized Alzheimer's services,offered in day care centers include,but are not limited to,those listed below: a. Providing education and training on the specialized needs of persons with Alzheimer's disease or related memory disorders and caregivers. b. Providing specialized activities that promote,maintain,or enhance the ADI client's physical,cognitive,social,spiritual, or emotional health. c. Providing therapeutic,behavioral,health, safety, and security interventions; clinical care,and support services for the ADI client and caregiver. Page 18 of 58 6780 Ca,n41 ril"J" `Jurn�,:f,i_I 21' 2 .`417 B. GENERAL DESCRIPTION 1. General Statement The purpose of the ADI is to address the special needs of individuals with AD,their families,and caregivers. 2. Alzheimer's Disease Initiative Mission Statement The ADI program assists persons afflicted with AD and other forms of dementia to live as independently as possible with support to family members and caregivers. J. Authority The relevant authority governing ADI program are: a. Rule 58D-1,Florida Administrative Code b. Sections 430.501 through 430.504,F.S. c. The Catalog of State Financial Assistance(CSFA)Numbers are 65004 and 65002 4. Scope of Services The Provider is responsible for the programmatic,fiscal and operational management of ADI.The services shall be provided in a manner consistent with and described in the Providers Service Provider Application(SPA)as submitted with the 2019 RFP, and any revisions thereto approved by the AAA, and the current DOEA Programs and Services Handbook and all subsequent amendments and revisions to the Handbook,which are hereby incorporated by reference.in the event of conflict between the SPA and the Handbook, the Handbook prevails. The Provider is responsible for adherence to the4 Area Plan and any amendments to the Area Plan C Clients to be Served 1. General Eligibility The ADI Program addresses the special needs of individuals with AD or other related disorders and their caregivers. 2. Client Eligibility Clients eligible to receive services under this contract must: a. Be 18 years of age or older and have a diagnosis of AD or a related disorder,or be suspected of having AD or a related disorder;or b. if enrolled in Specialized Alzheimer's Services Adult Day Care, be a participant who has a documented diagnosis of Alzheimer's disease or a dementia-related disorder(ADRD) from a licensed physician, licensed physician assistant, or a licensed advanced registered nurse practitioner: and c. Not be enrolled in any Medicaid capitated long-term care program. 3. Targeted Groups Priority for services provided under this contract shall be given to those eligible persons assessed to be at risk of placement in an institution. SECTION 111. MANNER OF SERVICE PROVISION A. Service Tasks To achieve the goals of the ADI program,the Provider shall perform, or ensure that its subcontractors perform,the following tasks: 1. Client Eligibility Determination The Provider shall ensure that applicant data is evaluated to determine eligibility. Eligibility to become a client is based on meeting the requirements described in Section I.C.2. 2. Assessment and Prioritization of Service Delivery for New Clients The Provider shall ensure the following criteria are used to prioritize new clients in the sequence below for service delivery. It is not the intent of the Department to remove existing clients from services to serve new clients being assessed and prioritized for service delivery. Page 19 of 58 6781 Ca,n41 ril"J" `Jurn�,:f,i_I 21' 2 .`417 a. Imminent Risk individuals: Individuals in the community whose mental or physical health condition has deteriorated to the degree that self-care is not possible,there is no capable caregiver,and nursing home placement is likely within a month or very likely within three(3)months. b. Service priority for individuals not included above, regardless of referral source, will be determined through the Department's functional assessment administered to each applicant, to the extent funding is available. The Provider shall ensure that priority is given to applicants at the higher levels of frailty and risk of nursing home placement. c. The Alliance ADRC will follow its Referral Protocols included here by reference. 3. Task Limits The Provider shall not perform any tasks related to the project other than those described in this contract without the express written consent of the Department. B. Staffing Requirements l. Staffing Levels The Provider shall assign its own administrative and support staff as necessary to meet the obligations of this contract and shall ensure that subcontractors dedicate adequate staff accordingly. 2. Professional Qualifications The Provider shall ensure that the staff responsible for performing any duties or functions within this contract have the qualifications as specified in the current DOEA Handbook. 3. Service Times The Provider shall ensure the availability of the services listed in this contract at times appropriate to meet client service needs including, at a minimum, during normal business hours, or as otherwise specified in proviso or the Subcontractor's approved service provider application.Normal business hours are defined as Monday through Friday,8:00 a.m.to 5:00 p.m. local time. 4. Use of Subcontractors If this contract involves the use of a subcontractor or third party,then the Provider shall not delay the implementation of its agreement with the Subcontractor. If any circumstance occurs that may result in a delay for a period of sixty(60)days or more of the initiation of the subcontract or the performance of the Subcontractor, the Provider shall notify the Alliance's Contract Manager of such delay. The Provider shall not permit a Subcontractor to perform services related to this contract without having a binding Subcontractor agreement executed. The Department will not be responsible or liable for any obligations or claims resulting from such action. a. Copies of Subcontracts The Provider shall submit a copy of all subcontracts to the Alliance Contract Manager within thirty (30) days of the subcontract being executed. b. Monitoring the Performance of Subcontractors The Provider shall monitor, at least once per fiscal year, each of its subcontractors, subrecipients, vendors, and/or consultants paid from funds provided under this contract. The Provider shall perform fiscal, administrative, and programmatic monitoring to ensure contractual compliance, fiscal accountability, programmatic performance, and compliance with applicable state and federal laws and regulations. The Provider shall monitor to ensure that the budget is met,the scope of work is accomplished within the specified time periods, and other performance goals stated in this contract are achieved. c. Copies of Subcontractor Monitoring Reports The Provider shall forward a copy of all subcontractor Monitoring Reports to the Alliance Contract Manager within thirty(30)days of the report being issued to the Subcontractors, Subrecipients,Vendors, and/or Consultants. C. Deliverables The following section provides the specific quantifiable units of deliverables and source documentation required to evidence the completion of the tasks specified in this contract. Page 20 of 58 6782 Ca,n41 ril"J" `Jurn�,:f,i_I 21' 2 .`417 1. Delivery of Services to Eligible Clients The Provider shall ensure the provision of a continuum of services addressing the diverse needs of individuals with AD and their caregivers. The Provider shall ensure performance and reporting of the following services in accordance with the current DOEA Handbook,which is incorporated by reference, and Section II.A.of this contract.Documentation of service delivery must include a report consisting of the following: number of clients served, number of service units provided by service, and rate per service unit with calculations that equal the total invoice amount. The continuum of services provided under this contract include those identified by the following service categories: Respite and Other Services (1) Caregiver Training/Support. (2) Case Aide. (3) Case Management. (4) Counseling(Gerontological). (5) Counseling(Mental Health/Screening). (6)Education/Training. (7)Home Delivered Meals. (8)Housing Improvement. (9)Material Aid. (10)Respite (Facility-Based). (11)Respite(In-Home). (12)Respite(In-Facility,Specialized Alzheimer's services) (13) Specialized Medical Equipment,Services,and Supplies;and (14) Transportation. 2. Services and Units of Service The Provider shall ensure that the provision of services described in this contract is in accordance with the current DOEA Handbook and the service tasks described in Section II.A. The Budget Summary (Attachment VII) lists the services that can be performed, the reimbursement unit rate, the method of payment, and the service unit type. Units of service will be paid pursuant to the Budget Summary(Attachment VII). 3. Administrative Responsibilities The Provider shall provide management and oversight of ADI program operations in accordance with the current DOEA Handbook. Management and oversight of ADI program operations include the following: a. Establish contractual agreements with appropriate and capable subcontractor and vendor agreements,when applicable. b. Provide technical assistance to subcontractors and vendors to ensure provision of quality services. c. Monitor and evaluate subcontractors and vendors for appropriate programmatic and fiscal compliance. d. Appropriately submit payments to subcontractors. e. Establish procedures for handling recipient complaints and ensure that subcontractors develop and implement complaint procedures to process and resolve client dissatisfaction with services. Complaint procedures shall address the quality and timeliness of services, provider and direct service worker complaints, or any other advice related to complaints other than termination, suspension or reduction in services that require the grievance process as described in Appendix D,Department of Elder Affairs Programs and Services Handbook.The complaint procedures shall include notification to all clients of the complaint procedure and include tracking the date, nature of complaint, and the determination of each complaint. f. Ensure compliance with Client information and Registration Tracking System(eCIRTS)regulations. g. Monitor outcome measures in accordance with targets set by the Department. h. Conduct client satisfaction surveys to evaluate and improve service delivery. D. REPORTS The Provider shall respond within five (5) business days to the Alliance's request for routine and/or special requests for information and ad hoc reports. The Provider must establish due dates for any subcontractors that permit the Provider to meet the Alliance's reporting requirements. 1. Service Cost Report(SCR): The Provider shall submit a SCR to the Alliance annually no later than ninety(90) calendar days after the Provider Fiscal Year end. The SCR shall reflect actual costs of providing each service by program for the preceding Provider fiscal year. If the Provider desires to renegotiate its reimbursement rates,the Provider shall make a request in writing to the Alliance in accordance with the Alliance's approved Reimbursement Rate Review Policy,which is incorporated by reference. Page 21 of 58 6783 Ca,n41 ril"J" `Jurn�,:f,i_I 21' 2 .`417 2. (eCIRTS)Reports: The Provider shall ensure timely input of ADI specific data into eCIRTS. To ensure eCIRTS data accuracy,the Provider shall adhere to the Alliance's eCIRTS Data Integrity Policy and use eCIRTS-generated reports which include the following: a. Client Reports; b. Monitoring Reports; c. Service Reports; d. Miscellaneous Reports; e. Fiscal Reports;and f. Outcome Measures Reports. 3. Surplus/Deficit Report: The Provider will submit a consolidated surplus/deficit report in a format provided by the Alliance to the Alliance's Contract Manager in conjunction with the required monthly billing submission. The report will include the following: a. Actual contracted funding utilized each month and YTD b. Number of active clients compared to the average number of clients funded in the contract c. Monthly and YTD number of unduplicated clients served d. Detailed plan on how any projected surplus (or deficit) spending exceeding the Surplus allowance threshold in the Alliance Policies, incorporated here by referernce,I will be resolved. In accordance with Alliance surplus/deficit management policies, in order to maximize available funding and minimize the time that potential clients mustwait for services,the Alliance in its sole discretion can reduce funding awards if the Provider is not within the Alliance policy surplus allowance. 4. Co-Pay Collections Report The Provider shall submit a consolidated annual co-payment collections report to the Alliance Contract Manager by July 31,2025,using Attachment 5,located in Appendix B of the Programs and Services Handbook. 5. Program Highlights The Provider shall submit Program Highlights referencing specific events that occurred in the previous fiscal year by September 15th of the current contract year. The Provider shall provide a new success story,quote,testimonial,or human- interest vignette. The highlights shall be written for a general audience, with no acronyms or technical terms. For all agencies or organizations that are referenced in the highlight,the Provider shall provide a brief description of their mission or role. The active tense shall be consistently used in the highlight narrative, in order to identify the specific individual or entity that performed the activity described in the highlight. The Provider shall review and edit Program Highlights for clarity,readability,relevance,specificity,human interest, and grammar, prior to submitting them to the Alliance. E. RECORDS AND DOCUMENTATION The Provider will ensure the collection and maintenance of client and service information on a monthly basis from the Client Information and Registration Tracking System (eCIRTS). Maintenance includes valid exports and backups of all data and systems according to Alliance and Department standards. 1. Requests for Payment The Provider shall maintain documentation to support Requests for Payment that shall be available to the Alliance, the Department,or other authorized agencies and individuals such as the Florida Department of Financial Services(DFS),upon request. 2. eCIRTS Data and Maintenance: The Provider shall ensure, on a monthly basis, collection and maintenance of client and service information in eCIRTS or any such system designated by the Alliance.Maintenance includes accurate and current data,and valid exports and backups of all data and systems according to the Alliance and Department standards. 3. Data Integrity and Sack up Procedures: The Provider shall anticipate and prepare for the loss of information processing capabilities. The routine backing up of all data and software is required to recover from losses or outages of the computer system. Data and software essential to the continued operation of Provider functions must be backed up. The security controls over the backup resources shall be as Page 22 of 58 6784 Ca,n41 ril"J" `Jurn�,:f,i_I 21' 2 .`417 stringent as the protection required of the primary resources.It is recommended that a copy of the backed up data be stored in a secure,offsite location. 4. Policies and Procedures for Records and Documentation: The Provider shall maintain written policies and procedures for computer system backup and recovery and shall have the same requirement of its Subcontractors. These policies and procedures shall be made available to the Alliance upon request. F. PERFORMANCE SPECIFICATIONS 1. Outcomes a. Ensure the provision of the services described in this contract are in accordance with the current DOEA Handbook and Section ii.0 of this contract; b. The Provider shall timely submit to the Alliance all reports described in Section.ILD of this contract; c. The Provider shall maintain all information described in Section II.E.of this contract; d. The Provider shall ensure the prioritization and service provision of clients in accordance with Section II.A2 of this contract; e. The Provider shall timely and accurately submit to the Alliance Attachments IX, X and supporting documentation in accordance with Attachment VIII of this contract. 2. Criteria The performance of the Provider in providing the services described in this contract shall be measured by the current SPA strategies for the following criteria: a. Percent of APS referrals who are in need of immediate services to prevent further harm who are served within 72 hours; b. Percent of elders assessed with high or moderate risk environments who improved their environment score; c. Percent of new service recipients with high-risk nutrition scores whose nutritional status improved; d. Percent of new service recipients whose ADL assessment score has been maintained or improved; e. Percent of new service recipients whose IADL assessment score has been maintained or improved; f. Percent of family and family-assisted caregivers who self-report they are likely to provide care; g. Percent of caregivers whose ability to provide care is maintained or improved after one year of service intervention(as determined by the caregiver and the assessor); h. Percent of most frail elders who remain at home or in the community instead of going into a nursing home; i. Percentage of active clients eating two or more meals per day; j. After service intervention, the percentage of caregivers who self-report being very confident about their ability to continue to provide care. 3. The Provider's performance of the measures in Section ii.F.2. above will be reviewed and documented in the Alliance's Annual Programmatic Monitoring Report. 4. Monitoring and Evaluation The Alliance will review and evaluate the performance of the Provider under the terms of this contract.Monitoring shall be conducted through direct contact with the Provider through telephone, in writing, and/or on-site visit(s). The Alliance's determination of acceptable performance shall be conclusive. The Provider agrees to cooperate with the Alliance in monitoring the progress of completion of the service tasks and deliverables. The Alliance may use, but is not limited to, one or more of the following methods for monitoring: a. Desk reviews and analytical reviews; b. Scheduled,unscheduled,and follow-up on-site visits; c. Client visits; d. Review of independent auditor's reports; e. Review of third-party documents and/or evaluation; f. Review of progress reports; g. Review of customer satisfaction surveys; h. Agreed-upon procedures review by an external auditor or consultant; i. Limited-scope reviews;and j. Other procedures as deemed necessary. Page 23 of 58 6785 Ca,n41 ril"J" `Jurn�,:f,i_I 21' 2 .`417 G. Provider Responsibilities: 1. Provider Accountability All service tasks and deliverables pursuant to this contract are solely and exclusively the responsibility of the Provider and are tasks and deliverables for which,by execution of this contract,the Provider agrees to be held accountable. 2. Coordination with Other Providers and/or Entities Notwithstanding those services for which the Provider is held accountable involve coordination with other entities in performing the requirements of this contract, the failure of other entities does not alleviate the Provider from any accountability for tasks or services that the Provider is obligated to perform pursuant to this contract. 3. Usage of Funds Allocated: The Provider understands that its contracted funding for Access and Coordination of Service is based on a predetermined average Per Member Per Month(PMPM)rate of$1,436.00 for Access and Coordination of Services and for all services contracted to be provided under this contract. The Provider shall manage its caseload to ensure that the available funding under this Contract is maximized to serve as many clients as possible taking into consideration the average PMPM rate as stated in the above paragraph.The Provider understands and agrees that the Alliance will review a monthly Surplus Deficit Report for each ADI provider and a consolidated PSA-wide Surplus Deficit Report. Should funding be in a surplus situation,the Alliance may de-obligate funding from the Provider as per the Alliance policy incorporated here by reference. Further, should the actual costs incurred by the Provider at the end of each quarter of the contract period exceed the agreed- upon average PMPM rate,the Provider shall enter into a Corrective Action Plan and the Alliance will require a payback of 50%of the cost that exceeds the agreed upon average PMPM at the end of the first quarter of the contract period, 75%at the end of the second quarter of the contract period, and 100%at the end of the third and fourth quarters of the contract period. H. Alliance for Aging Responsibilities I. Alliance Obligations: The Alliance may provide technical support and assistance to the Provider within the resources of the Alliance to assist the provider in meeting the required tasks in the above Section ii. 2. Alliance Determinations: The Alliance reserves the exclusive right to make certain determinations in the tasks and approaches. The absence of the Alliance setting forth a specific reservation of rights does not mean that all other areas of the contract are subject to mutual agreement. 3. The Alliance ADRC will release referrals from the waitlist in accordance with its Referral Protocols included here by reference. SECTION III. METHOD OF PAYMENT A. Payment Methods Used The method of payment for this contract is a combination of fixed fee/unit rate, cost reimbursement, and advance payments, subject to the availability of funds and Provider performance. The Alliance will pay the Provider upon satisfactory completion of the Tasks/Deliverables, as specified in Section ii., Manner of Service Provision, and in accordance with other terms and conditions of this contract. 1. Fixed Fee/Unit Rate Payments for Fixed Fee/Unit Rate shall not exceed amounts established in Attachment VII,per unit of service. 2. Cost Reimbursement Payment may be authorized only for allowable expenditures which are in accordance with the services specified in Attachment Vii. All Cost Reimbursement Requests for Payment must include the Receipt and Expenditure Report, beginning with the first month of this contract. Page 24 of 58 6786 Ca,n41 ril"J" N,urn�,:f,i_I 21' 2 .`417 3. Advance Payments: Non-profit Providers may request a monthly advance for service costs for each of the first two months of the contract period, based on anticipated cash needs. For the first month's advance request, the Provider shall provide to the Alliance documentation justifying the need for an advance and describing how the funds will be distributed. If the Provider is requesting two (2) months of advances, documentation must be provided reflecting the cash needs of the Provider within the initial two (2) months and should be supported through a cash-flow analysis or other information appropriate to demonstrate the Provider's financial need for the second month of advances.The Provider must also describe how the funds will be distributed for the first and second month.If sufficient budget is available,and the Department's Contract Manager, in his or her sole discretion,has determined that there is justified need for an advance, the Department will issue approved advance payments after July 1 st of the contract year. All advance payments made to the Provider shall be reimbursed to the Alliance as follows:At least one tenth of the advance payment received shall be reported as an advance recoupment on each Request for Payment(Attachment IX),starting with the invoice submission of the third month activities and billing,in accordance with the Invoice Report Schedule(Attachment VIII). B. Method of Invoice Payment Payment shall be made upon the Provider's presentation of an invoice subsequent to the acceptance and approval by the Alliance of the deliverables shown on the invoice and payment has been received from DOEA. The form and substance of each invoice submitted by the Provider shall be as follows: 1. Request payment on a monthly basis for the units of services established in this contract,provided in conformance with the requirements as described in the DOEA Programs and Services Handbook, and at the rates established in Attachment VII of the contract. Documentation of service delivery must include a report consisting of the following: number of clients served,number of service units provided by service, and rate per service unit with calculations that equal the total invoice amount.Any change to the total contract amount requires a formal amendment. 2. The Provider shall consolidate all subcontractors'Requests for Payment and Expenditure Reports that support Requests for Payment and shall submit to the Alliance using forms Request for Payment (Attachment IX), Receipt and Expenditure Reports(Attachment X)for Case Management and Special Subsidy Services. 3. All Requests for Payment shall be based on the submission of monthly Expenditure Reports beginning with the first month of the contract. The schedule for submission of advance requests and invoices is invoice Schedule, Attachment Vill; 4. In the event that services were not billed during the regular billing cycle,the Provider may request payment for services no later than 90 days after the month in which the expense was incurred,except that requests cannot be made after the contract closeout date. Request for payment of services rendered 90 days after the month in which the expense was incurred will require approval of the contract manager prior to the billing of such incurred expenses. Late service billing requests will not be paid unless justification is submitted and approved by the contract manager; 5. The Provider shall maintain documentation to support payment requests which shall be available to the Alliance, the Department, and the Department of Financial Services, or other authorized state and federal personnel upon request;and 6. All payments under the terms of this contract are contingent upon an annual appropriation by the Legislature, and subject to the availability of funds. C. Payment Withholding Any payment due by the Department under the terms of this contract may be withheld pending the receipt and approval by the Department of all financial and programmatic reports due from the Contractor and any adjustments thereto, including any disallowances. D. Final Invoice Instructions The Provider shall submit the final Request for Payment to the Alliance no later than 30 days after the contract period ends and as referenced in Attachment Vill.If the contract is terminated prior to the end date of the contract,then the Provider must submit the final request for payment to the Alliance no more than 30 days after the contract is terminated. If the provider fails to do so, all right to payment is forfeited, and the Alliance will not honor any requests submitted after the aforesaid time period. E. eCIRTS Data Entries for Subcontractors The Provider must require Subcontractors to enter all required data for clients and services in the eCIRTS database per the DOEA Programs and Services Handbook and the eCIRTS User Manual-Aging Provider Network users(located in Documents Page 25 of 58 6787 on the eCIRTS Enterprise Application Services). Subcontractors must enter this data into the eCIRTS prior to submitting their requests for payment and expenditure reports to the Provider. The Provider shall establish deadlines for completing eCIRTS data entry and to assure compliance with due dates for the requests for payment and expenditure reports that Provider must submit to the Alliance. F. Providers'Monthly eCIRTS Reports The Provider must run monthly eCIRTS reports and verify client and service data in the eCIRTS is accurate. This report must be submitted to the Alliance with the monthly request for payment and expenditure report and must be reviewed by the Alliance before the Provider's request for payment and expenditure reports can be approved by the Alliance. G. Consequences of Non-Compliance: Should it be determined that the Provider is found to not be incompliance with any deliverables, aspects or requirements of this contract,the Alliance may employ any or all of the following consequences: 1. Require a Corrective Action Plan(CAP) a. If at any time the Provider is notified by the Alliance's Contract Manager that it has failed to correctly, completely, and/or adequately perform contract deliverables identified in Section ILC and IILD, or any other contractual requirements of this contract,the Provider will have ten(10)business days to submit a CAP to the Alliance's Contract Manager that addresses the deficiencies and states how the deficiencies will be remedied within the time approved by the Alliance's Contract Manager. The Alliance may assess a Financial Consequence for Non-Compliance on the Contractor as referenced in Section III.G.2. of this contract for each deficiency identified in the CAP which is not corrected pursuant to the CAP. The Alliance may also assess a financial consequence for failure to timely submit a CAP. b. If the Provider fails to correct an identified deficiency within the approved time specified in the CAP, the Alliance may deduct a financial consequence established in Section III.G.2. of this contract from the payment for the invoice of the following month. c. If the Provider fails to timely submit a CAP,the Alliance shall deduct the amount established in Section III.G.2 of this contract. The deduction will be made from the payment for the invoice of the following m (s).onth d. Failure to submit a CAP may result in contract termination. 2. Financial Consequences a. Failure to submit a CAP timely may result in a financial penalty up to the lower of$25,000 or 5% of the Provider Contract amount and may be calculated on the totality of all Alliance funded contracts,depending on the area of non- compliance. b. Failure to correct an identified deficiency may result in a financial penalty up to the lower of$25,000 or 5% of the Provider Contract amount and may be calculated on the totality of all Alliance funded contracts related to the deficiency,depending on the area of non-compliance. c. Failure to comply with established assessment and prioritization criteria as per Section ILA and as evidenced by eCIRTS reports may result in a financial penalty of the lower of$25,000 or 5%and may be calculated on the totality of all related Alliance funded contracts, depending on the area of compliance. A second offense may result in a financial consequence of the lower of$50,000 or 10%and may be calculated on the totality of related alliance funded contracts. d. Failure to provide services in accordance with the current DOEA Handbook, the service tasks described in Section Ii.A., and the Budget summary (Attachment XiI), and/or failure to submit required documentation may result in a result in a financial penalty of the lower of$25,000 or 5%and may be calculated on the totality of all related Alliance funded contracts,depending on the area of compliance.A second offense may result in a financial consequence of the lower of$50,000 or 10%and may be calculated on the totality of related Alliance funded contracts. e. Failure to perform management and oversight of the Program operations may result in a financial consequence of the lower of$50,000 or 10%and may be calculated on the totality of related Alliance funded contracts. Failure to correct any concerns subsequent to a financial penalty may result in contact termination Page 26 of 58 6788 Ca,n41 ril"J" `Jurn�,:f,i_I 21' 2 .`417 IV.SPECIAL PROVISIONS A. Provider's Financial Obligations 1. Matching,Level of Effort,and Earmarking Requirement: The Provider must provide a match of at least 10 percent of the cost for all ADI services. The match will be made in the form of cash and/or in-kind resources.At the end of the contract period,all ADI funds expended must be properly matched. State funds cannot be used to match another state-funded program. 2. Cost Sharing and Co-payments: The Provider in conjunction with the Alliance shall establish an annual co-payment goal (amount to be collected from clients). Using the method prescribed in Appendix B of the current Department of Elder Affairs Program and Services Handbook, the provider shall project the annual co-payments to be collected from each active client in all income ranges prior to the start of each Fiscal year. The provider is required to meet the established goal. Co-payments collected in the ADI program can be used as part of the local match. 3. Management and Use of Service Dollars and Continuity of Service: a. The Provider is expected to spend all funds provided by the Alliance for the purpose specified in this contract. The Provider must manage the service dollars in such a manner so as to avoid having a surplus of funds at the end of the contract period. If the Alliance determines that the Provider is not maximizing available funding, the Alliance, in accordance with its Fiscal policies, may transfer funds to other Providers and/or adjust subsequent funding allocations accordingly. b. The Provider shall ensure that contract services will be provided until the end of the contract period. In order to enable the Provider to better manage the services under this contract and to maximize the use of available resources, the Alliance has established a spending authority as identified in Budget Summary, Attachment VII. The Provider is responsible for managing the spending authority so that a continuity of service can be maintained for the maximum number of consumers. The Provider agrees to assume responsibility for any contractual deficit that may be incurred or overage of the established average PMPM as per Attachment 1, Section II.G.3. 4. Budget Summary: The Alliance has established a spending authority based on services and rates detailed in the SPA and the Budget Summary, Attachment Vii and any revisions thereto approved by the Alliance. Any changes in the total amounts of the funds identified on the Budget Summary require a contract amendment. B. Remedies for Nonconforming Services 1. The Provider shall ensure that all goods and/or services provided under this contract are delivered timely, completely and commensurate with required standards of quality. Such goods and/or services will only be delivered to eligible program participants. 2. If the Provider fails to meet the prescribed quality standards for services, such services will not be reimbursed under this contract. In addition, any nonconforming goods (including home delivered meals) and/or services not meeting such standards will not be reimbursed under this contract. The Provider's signature on the request for payment form certifies maintenance of supporting documentation and acknowledgement that the Provider shall solely bear the costs associated with preparing or providing nonconforming goods and/or services. The Alliance requires immediate notice of any significant and/or systemic infractions that compromise the quality, security or continuity of services to clients. 3. The Alliance will pass through to the provider any financial consequences imposed by the Department on the Alliance should the provider be at fault and/or cause for the imposed financial consequence. Any passthrough financial consequences will be withheld by reduction of payment and will levy against the provider for the following: a. Delivery of services to eligible clients as referenced in Attachment I, Section II of this contract—Failure to comply with established assessment and prioritization criteria as evidenced by eCRITS reports. b. Services and units of services as referenced in Attachment 1,Section ii of this contract—Failure to provider services in accordance with the current DEOA Handbook c. Administrative duties as referenced in Attachment 1, Section ii of this contract—Failure to perform management and oversight of the program operations. Page 27 of 58 6789 Ca,n41 ril"J" `Jurn�,:f,i_I 21' 2 .`417 C. Investigation of Criminal Allegations Any report that implies criminal intent on the part of the Provider or any Subcontractors and referred to a governmental or investigatory agency must be sent to the Alliance which will in turn forward the information to the Department. If the Alliance has reason to believe that the allegations will be referred to the State Attorney, a law enforcement agency, the United States Attorney's office,or other governmental agency,the Alliance shall notify the Inspector General at the Department immediately. A copy of all documents, reports, notes or other written material concerning the investigation,whether in the possession of the Provider or Subcontractors, must be sent to the Alliance which will in turn send the material to the Department's Inspector General with a summary of the investigation and allegations. D. Volunteers The Provider shall ensure the use of trained volunteers in providing direct services delivered to older individuals and individuals with disabilities needing such services. If possible, the Provider shall work in coordination with organizations that have experience in providing training, placement, and stipends for volunteers or participants (such as organizations carrying out federal service programs administered by the Corporation for National and Community Service),in community service settings. E. Use of Service Dollars and Management of Assessed Priority Consumer List The Provider is expected to spend all federal, state, and other funds provided by the Alliance for the purpose specified in the contract. The Provider must manage the service dollars in such a manner so as to avoid having a surplus of fiends at the end of the contract period, for each program managed by the Provider. The Provider understands and agrees to the reallocation of funding as described in Attachment I, Section W.A.3.a of this contract. Page 28 of 58 6790 Ca,n41 ril"J" `Jurn�,:f,i_I 21' 2 .`417 ATTACHMENT H CERTIFICATIONS AND ASSURANCES The Alliance will not award this contract unless Provider completes the CERTIFICATIONS AND ASSURANCES contained in this Attachment. In performance of this contract,Provider provides the following certifications and assurances: A. Debarment and Suspension Certification(29 CFR Part 95 and 2 CFR Part 200) B. Certification Regarding Lobbyin6(29 CFR Part 93 and 45 CFR Part 93) C. Nondiscrimination&Equal Opportunity Assurance(29 CFR Part 37 and 45 CFR Part 80) D. Certification Regarding Public Entity Crimes,section 287.133,F.S. E. Association of Community Organizations for Reform Now(ACORN)Funding Restrictions Assurance(Pub. L. 111-117) F. Certification Regarding Scrutinized Companies Lists,section 287.135,F.S. G. Certification Regarding Data Integrity Compliance for Agreements. Grants,Loans And Cooperative Agreements H. Verification of Employment Status Certification I. Records and Documentation J. Certification Regarding Inspection of Public Records A. CERTIFICATION REGARDING DEBARMENT,SUSPENSION,AND OTHER RESPONSIBILITY MATTERS- PRIMARY COVERED TRANSACTION. The undersigned Provider certifies to the best of its knowledge and belief,that it and its principals: 1. Are not presently debarred,suspended, proposed for debarment, declared ineligible,or voluntarily excluded from covered transactions by a Federal department or agency; 2. Have not within a three-year period preceding this Contract been convicted or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, State, or local)transaction or contract under a public transaction;violation of Federal or State antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property; 3. Are not presently indicted or otherwise criminally or civilly charged by a government entity(Federal, State or local)with commission of any of the offenses enumerated in paragraph A.2.of this certification;and/or 4. Have not within a three-year period preceding this application/proposal had one or more public transactions(Federal, State, or local)terminated for cause of default. B. CERTIFICATION REGARDING LOBBYING-Certification for Contracts,Grants,Loans,and Cooperative Agreements. The undersigned Provider certifies,to the best of its knowledge and belief,that: 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 Congress,or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making 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. Page 29 of 58 6791 Ca,n41 ril"J" N,urn�,:f,i_I 21' 2 .`417 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 employees of Congress, or employee of a Member of Congress in connection with a Federal contract,grant, loan,or cooperative agreement,the undersigned shall also complete and submit Standard Form -LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. The undersigned shall require that language of this certification be included in the documents for all subcontracts at all tiers (including subcontracts, sub-grants and contracts under grants, loans and cooperative agreements)and that all sub-recipients and Providers shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this Contract was made or entered into. Submission of this certification is a prerequisite for making or entering into this Contract imposed by 31 U.S.C. 1352. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. C. NON-DISCRIMINATION&EQUAL OPPORTUNITY ASSURANCE(29 CFR PART 37 AND 45 CFR PART 80). As a condition of the Contract,Provider assures that it will comply fully with the nondiscrimination and equal opportunity provisions of the following laws: 1. Section 188 of the Workforce Investment Act of 1998 (WIA),(Pub.L. 105-220),which prohibits discrimination against all individuals in the United States on the basis of race, color,religion, sex national origin, age, disability,political affiliation, or belief, and against beneficiaries on the basis of either citizenship/status as a lawfully admitted immigrant authorized to work in the United States or participation in any WIA Title I-financially assisted program or activity; 2. Title VI of the Civil Rights Act of 1964(Pub. L. 88-352), as amended, and all requirements imposed by or pursuant to the Regulation of the Department of Health and Human Services(45 CFR Part 80),to the end that, in accordance with Title VI of that Act and the Regulation, no person in the United States shall, on the ground of race, color, or national origin, be excluded from participation in, be denied the benefits of,or be otherwise subjected to discrimination under any program or activity for which the Applicant receives Federal financial assistance from the Alliance. 3. Section 504 of the Rehabilitation Act of 1973 (Pub. L. 93-1 12)as amended,and all requirements imposed by or pursuant to the Regulation of the Department of Health and Human Services(45 CFR Part 84),to the end that, in accordance with Section 504 of that Act, and the Regulation, no otherwise qualified handicapped individual in the United States shall, solely by reason of his handicap,be excluded from participation in,be denied the benefits of, or be subjected to discrimination under any program or activity for which the Applicant receives Federal financial assistance from the Alliance. 4. The Age Discrimination Act of 1975 (Pub. L. 94-135), as amended, and all requirements imposed by or pursuant to the Regulation of the Department of Health and Human Services(45 CFR Part 91),to the end that, in accordance with the Act and the Regulation,no person in the United States shall, on the basis of age, be denied the benefits of, be excluded from participation in, or be subjected to discrimination under any program or activity for which the Applicant receives Federal financial assistance from the Alliance. 5. Title IX of the Educational Amendments of 1972 (Pub. L. 92-318), as amended, and all requirements imposed by or pursuant to the Regulation of the Department of Health and Human Services (45 CFR Part 86), to the end that, in accordance with Title IX and the Regulation, no person in the United States shall,on the basis of sex,be excluded from participation in,be denied the benefits of, or be otherwise subjected to discrimination under any education program or activity for which the Applicant receives Federal financial assistance from the Alliance. 6. The American with Disabilities Act of 1990 (Pub. L. 101-336), prohibits discrimination in all employment practices, including,job application procedures,hiring,firing, advancement, compensation,training, and other terms,conditions, and privileges of employment. It applies to recruitment, advertising, tenure, layoff, leave, fringe benefits, and all other employment-related activities, and; Provider also assures that it will comply with 29 CFR Part 37 and all other regulations implementing the laws listed above.This assurance applies to Provider's operation of the WIA Title I-financially assisted program or activity, and to all agreements Provider makes to carry out the WIA Title I-financially assisted program or activity. Provider understands that the Alliance, Department, and the United States have the right to seek judicial enforcement of the assurance. D. CERTIFICATION REGARDING PUBLIC ENTITY CRIMES,SECTION 287.133,F.S. Page 30 of 58 6792 Ca,n41 ril"J" N,urn�,:f,i_I 21' 2 .`417 Provider hereby certifies that neither it,nor any person or affiliate of Provider,has been convicted of a Public Entity Crime as defined in section 287.133,F.S., nor placed on the convicted vendor list. Provider understands and agrees that it is required to inform DOEA immediately upon any change of circumstances regarding this status. E. ASSOCIATION OF COMMUNITY ORGANIZATIONS FOR REFORM NOW(ACORN) FUNDING RESTRICTIONS ASSURANCE(Pub.L. 111-117). As a condition of the Contract,Provider assures that it will comply fully with the federal funding restrictions pertaining to ACORN and its subsidiaries per the Consolidated Appropriations Act,2010,Division E, Section 511 (Pub.L. 111-117). The Continuing Appropriations Act,2011,Sections 101 and 103(Pub.L. 111-242),provides that appropriations made under Pub. L. I I 1-117 are available under the conditions provided by Pub.L. I I 1-117. The undersigned shall require that language of this assurance be included in the documents for all subcontracts at all tiers (including subcontracts,sub-grants and contracts under grants,loans and cooperative agreements)and that all sub recipients and Providers shall provide this assurance accordingly. F. SCRUTINIZED COMPANIES LISTS CERTIFICATION,SECTION 287.135,F.S. In accordance with section 287.135,F.S.,Provider hereby certifies that it is not participating in a boycott of Israel. If this Contract is in the amount of S I million or more, in accordance with the requirements of section 287.135,F.S., Provider hereby certifies that it is not listed on either the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List and that it does not have business operations in Cuba or Syria. Provider understands that pursuant to section 287.135,F.S.,the submission of a false certification may result in the Alliance and/or Department terminating this contract and the submission of a false certification may subject the Provider to civil penalties,attorney's fees, and/or costs, including costs for investigations that led to the funding of false certification. If Provider is unable to certify to any of the statements in this certification,Provider shall attach an explanation to this Contract. G. CERTIFICATION REGARDING DATA INTEGRITY COMPLIANCE FOR AGREEMENTS,GRANTS,LOANS AND COOPERATIVE AGREEMENTS I. The Provider and any Subcontractors of services under this contract have financial management systems capable of providing certain information,including: (I)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, Subcontractors, 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, Providers 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. 4. 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. Page 31 of 58 6793 Clow&act Nurriber 112 2597 5. The Provider and any Subcontractors 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, H. VERIFICATION OF EMPLOYMENT STATUS CERTIFICATION As a condition of contracting with the Alliance,Provider 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 Provider during the contract to to perform employment duties pursuant to this contract and 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 entire contract term. I. RECORDS AND DOCUMENTATION The Provider shall make available to the Alliance and the Department staff and/or any party designated by the Alliance and the Department any and all contract related records and documentation.The Provider shall ensure the collection and maintenance of all program related information and documentation on any such system designated by the Alliance and the Department Maintenance includes accurate and current data,and valid exports and backups of all data and systems according to Department standards. J. CERTIFICATION REGARDING INSPECTION OF PUBLIC RECORDS 1. In addition to the requirements of section 9 of this contract,and 119.0701(3)and(4)R S.,and any other applicable law,if a civil action is commenced as contemplated by Section 119.0701(4),F.S.,and the Alliance and/or Department if Elder Affairs is named in the civil action, Provider agrees to indemnify and hold harmless the Alliance and/or Department for any costs incurred by the Alliance and/or Department, and any attorneys' fees assessed or awarded against the Alliance and/or Department from a Public Records Request made pursuant to Chapter 119, F.S., concerning this contract or services performed thereunder. 2. Section 119.01(3),F.S., states if public funds are expended by an agency in payment of dues or membership contributions for any person, corporation, foundation, trust, association, group, or other organization, all the financial, business, and membership records of such an entity which pertain to the public agency (Florida Department of Elder Affairs) are public records.Section 119.07,F.S,states that every person who has custody of such a public record shall permit the record to be inspected and copied by any person desiring to do so,under reasonable circumstances. The Provider shall require that the language of this certification be included in all sub agreements,subgrants,and other agreements and that all Subcontractors 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 OMB Circulars A- 102 and 2 CFR Part 200(formerly OMB Circular A-I I 0)° By signing Debt,Provider certifies the representations outlined in partg.A,tbftough.4 above are true and correct. A', i -A: eve Madok, Clerk . ...................................... (Si%�g�ne and Title of A N.t tl�-1 e PUI e y,o)r James . choll, Mayor MONROE'COUN'fY 1 OCC/SOCIA-1 SLR.. ..VICES...... 10/1N 1ME SERVICES . ......... .......... Provider to n Is eputy Clerk log I 100 SIMONTON STREET,SUITE 1-190 (—&—reet'Xa d r'—ess) "—" KEY WEST,FLORIDA 33040 iS-ia'-i e..........Z-i'p'—c'-o""d""e") — . . ............... .................. ... A�prsaved as to legal fi,irrrt&$ufficicrscy: Evc M.Leww Assi,stanq.0mrity Anomey 1)ate� 71lL25_ Page 32 of 58 6794 Ca,n41 ril"J" `Jurn�,:f,i_I 21' 2 .`417 ATTACHMENT III FINANCIAL AND COMPLIANCE AUDIT The administration of resources awarded by the Alliance for Aging, Inc. to the Provider may be subject to audits and/or monitoring by the Alliance or the Florida Department of Elder Affairs, 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 Elder Affairs and 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 or the Department of Elder Affairs. In the event 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 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$1,000,000 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 1 to this agreement indicates federal resources awarded through the Department of Elder Affairs and the Alliance 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 or the Department of Elder Affairs. 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 OMB 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 $1,000,000 in federal awards in its fiscal year, a single or program-specific 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 $1,000,000 in federal awards in its fiscal year and elects to have a single or program-specific 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 organization's fiscal year. Compliance findings related to agreements with 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 the Alliance for Aging,Inc. shall be fully disclosed in the audit report with reference to the Alliance for Aging,Inc.agreement involved. if not otherwise disclosed as required by Section 310(b)(2)of OMB Circular A-133,as revised,the schedule of expenditures of federal awards shall identify expenditures by agreement number for each agreement with the Alliance for Aging,Inc. in effect during the audit period. Financial reporting packages required under this part must be submitted within the earlier of 30 days after receipt of the audit report or 9 months after the end of the Provider's fiscal year end. Page 33 of 58 6795 Ca,n41 `Jurn�,:f,i_I 21' 2 .`417 PART II: STATE FUNDED This part is applicable if the Provider is a non-state 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$1,00,000 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 Department 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 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 Alliance for Aging,Inc.,other state agencies,and other non-state entities. State financial assistance does not include federal direct or pass-through awards and resources received by a non-state 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$1,000,000 in state financial assistance in its fiscal year(for fiscal years ending September 30,2004 or thereafter),a single or project-specific 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 $1,000,000 in state financial assistance in its fiscal year and elects to have a single or project-specific audit conducted in accordance with the provisions of Section 215.97,Florida Statutes,the cost of the audit must be paid from the non-state 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 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 was met for each applicable agreement. All questioned costs and liabilities due to the Alliance for Aging,Inc. shall be fully disclosed in the audit report with reference to 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 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 Alliance and the Department of Elder Affairs retain 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 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 directiv to each of the following: The Alliance for Aging,Inc.at each of the following addresses: Alliance for Aging,Inc. Attn: Fiscal Monitor 760 NW 107"Ave.Suite 214 Miami,FL.33172-3155 The Federal Audit Clearinghouse designated in OMB Circular A-133,as revised(the number of copies required by Sections.320(d) (1)and(2),OMB Circular A-133,as revised,should be submitted to the Federal Audit Clearinghouse),at the following address: Federal Audit Clearinghouse Bureau of the Census 1201 East 10"'Street Jeffersonville,IN 47132 Page 34 of 58 6796 Ca,n41 ril"J" `Jurn�,:f,i_I 21' 2 .`417 Other federal agencies and pass-through entities in accordance with Sections.320(e)and(t),OMB Circular A-133,as revised. Pursuant to Sections .320(f),OMB 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 Monitor 760 NW 107"Ave.Suite 214 Miami,FL.33172-31550 Additionally, copies of financial reporting packages required by Part 11 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 Monitor 760 NW 107"Ave.Suite 214 Miami,FL.33172-3155 The Auditor General's Office at the following address: State of Florida Auditor General Claude Pepper Building,Room 574 111 West Madison Street Tallahassee,Florida 32399-1450 Any reports, management letter, or other information required to be submitted to the Alliance for Aging, Inc. 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 Alliance for Aging, Inc. 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 TV:RECORD RETENTION The Provider shall retain sufficient records demonstrating its compliance with the terms of this agreement for a period of six years 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 available to the Alliance for Aging,Inc., or its designee,the Department or its designee,CFO,or Auditor General upon request for a period of six years from the date the audit report is issued,unless extended in writing by the Alliance for Aging,Inc. Page 35 of 58 6797 Ca,n41 ril"J" `Jurn�,:f,i_I 21' 2 .`417 ATTACHMENT III EXHIBIT I FINANCIAL, AND COMPLIANCE AUDIT ATTACHMENT PART 1: AUDIT RELATIONSHIP DETERMINATION Providers who receive state or federal resources may or may not be subject to the audit requirements of 2 CFR Part 200,and/or s.215.97,Fla. Stat. Pr o v id er s who are determined to be recipients or sub-recipients 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 I is met or as allowed in 2 CFR.200.425.c. Pr ov id er s who have been determined to be vendors are not subject to the requirements of 2 CFR Part §200.38, and/or Section 215.97, Fla. Stat. Regardless of whether the audit requirements are met, Pr ov id er s 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 2 CFR Part §200 and/or Rule 691-5.006, FAC, Provider has been determined to be: Vendor not subject to 2 CFR Part §200.38 and/or s.215.97,F.S. X Recipient/subrecipient subject to 2 CFR Part §200.86 and §200.93 and/or s.215.97, F.S. OR subject to 2CFR §200.425.c. Exempt organization not subject to 2 CFR Part§200 and/or s. 215.97,F.S. For Federal awards, for-profit organizations are exempt;for state financial assistance projects,public universities,community colleges,district school boards,branches of state (Florida) government, and charter schools are exempt. Exempt organizations must comply with all compliance requirements set forth within the contract or award document. NOTE:If a Pro v id er 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 s.215.97(7),F.S.,and Rule 69I-5.006,FAC [state financial assistance] and 2 CFR Part §200.330 [federal awards]. PART II: FISCAL COMPLIANCE REQUIREMENTS FEDERAL AWARDS OR STATE MATCHING FUNDS ON FEDERAL AWARDS.Pro vid er s who receive Federal awards, state maintenance of effort funds, 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 §200.416-§200.417—Special Considerations for States,Local Governments and Indian Tribes 2 CFR Part§200.201- Administrative Requirements** 2 CFR Part§200 Subpart F 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 §200.400-.41 1-Cost Principles* 2 CFR Part §200.100-Administrative Requirements 2 CFR Part §200 Subpart F 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 §200.418- §200.419 Special Considerations for Institutions of Higher Education* 2 CFR Part§200.100-Administrative Requirements 2 CFR Part §200 Subpart F-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 inthe 2 CFR Part §200.400(5)(c). Page 36 of 58 6798 "For funding passed through U.S. Health and Human Services,45 CFR Part 92; for funding passed through U.S. Department of Education, 34 CFR 80. STATE FINANCIAL ASSISTANCE. Pro vid er s who receive state financial assistance and who are determined to be a recipient/subrecipient must comply with the following fiscal laws, rules and regulations: Section 215.97,Fla. Stat. Chapter 69I-5,Fla.Admin. Code State Projects Compliance Supplement Reference Guide for State Expenditures Other fiscal requirements set forth in program laws,rules and regulations. THE REMAINDER OF THIS PAGE LEFT INTENTIONALLY BLANK Page 37 of 58 6799 Ca,n41 ril"J" `Jurn�,:f,i_I 21' 2 .`417 ATTACHMENT III EXHIBIT 2 FINANCIAL, AND COMPLIANCE AUDIT ATTACHMENT FUNDING SUMMARY Note:Title 2 CFR&2 CFR Part 200,As Revised,and s. 215.97(5),Florida Statutes,Require That Information About Federal Programs and State Projects Be Provided to the Recipient and Are Stated in the Financial and Compliance Audit Attachment and Exhibit 1. Financial and Compliance Audit Attachment, Exhibit 2-Funding Summary Provides Information Regarding the Funding Sources Applicable to This Contract, Contained Herein,Is A Prediction of Funding Sources and Related Amounts Based on the Contract Budget. 1. FEDERAL RESOURCES AWARDED TO THE SUBRECIPIENT PURSUANT TO THIS CONTRACT CONSIST OF THE FOLLOWING: FEDERAL AWARD GRANT AWARD(FAIN#): N/A DATE: DUNS NUMBER:073876757 PROGRAM TITLE FUNDING SOURCE CFDA AMOUNT TOTAL FEDERAL AWARD COMPLIANCE REQUIREMENTS APPLICABLE TO THE FEDERAL RESOURCES AWARDED PURSUANT TO THIS CONTRACT ARE AS FOLLOWS: FEDERAL FUNDS: 2 CFR Part 200-Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards. OMB Circular A-133,As amended-Audits of States,Local Governments, and Non-Profit Organizations. 2. STATE RESOURCES AWARDED TO THE RECIPIENT PURSUANT TO THIS CONTRACT CONSIST OF THE FOLLOWING: MATCHING RESOURCES FOR FEDERAL PROGRAMS PROGRAM TITLE FUNDING SOURCE CFDA AMOUNT TOTAL STATE AWARD STATE FINANCIAL ASSISTANCE SUBJECT TO sec.215.97 F.S. PROGRAM TITLE FUNDING SOURCE CFDA AMOUNT Alzheimer's Disease initiative General Revenue 65.010 $86 160.00 TOTAL AWARD S86160.00 COMPLIANCE REQUIREMENTS APPLICABLE TO STATE RESOURCES AWARDED PURSUANT TO THIS CONTRACT ARE AS FOLLOWS: STATE FINANCIAL ASSISTANCE: Section 215.97,F.S., Chapter 69I-5,FLAdminCode, State Projects Compliance supplement Reference Guide for State Expenditures Other fiscal requirements set forth in program laws,rules and regulations. Page 38 of 58 6800 Ca,n41 ril"J" `Jurn�,:f,i_I 21' 2 .`417 ATTACHMENT VI ASSURANCES—NON-CONSTRUCTION PROGRAMS Public reporting burden for this collection of information is estimated to average 45 minutes per response,including time for reviewing 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, including suggestions 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 TO THE OFFICE OF MANAGEMENT AND 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. 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 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. 5. Will comply with the Intergovernmental Personnel Act of 1970 (42 U.S.C. 14728-4763)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 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 discrimination on the basis of sex; (c)Section 504 of the Rehabilitation Act of 1973, as amended(29 U.S.C. 1794),which prohibits discrimination on the basis of handicaps; (d) the Age Discrimination Act of 1975, as amended (42 U.S.C. 1 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 Vill of the Civil Rights Act of 1968 (42 U.S.C. 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 0)the requirements of any other nondiscrimination statute(s)which 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 property acquired for project purposes regardless of federal participation in purchases. 8. Will comply,as applicable,with the provisions of the Hatch Act(5 U.S.C. 1501.1508 and 7324-7328),which limit the political activities of employees whose principal employment activities are funded in whole or in part with federal funds. 9. Will comply, as applicable, with the provisions of the Davis-Bacon Act(40 U.S.C. 1276a to 276a-7), the Copeland Act(40 U.S.C. 276c and 18 U.S.C. 1 874)and the Contract Work Hours and Safety Standards Act(40 U.S.C. 327-333), regarding labor standards for federally assisted construction sub-agreements. 10. Will comply, if applicable,with flood insurance purchase requirements of Section 102(a)of the Flood Disaster Protection Act of Page 39 of 58 6801 5 1973(P,L.93-234)which requires recipients in a special flood hazard area to participate in the program and to purchase flood insurance if the total cost of insurable construction and acquisition is S 10,000 or more. 11. Will comply with environmental standards which may be prescribed pursuant to the following: (a)institution of environmental 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 1173 8;(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.0° J U 1451 et seq.);(f)conformity of federal actions to State(Clear Air)Implementation Plans under Section 176(c)of the Clear Air Act of 1955,as amended(42 US.C. 1 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 it and Scenic Rivers Act of 1968(16 US.C. 1721 dt 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. 1470),EO 11593(identification and protection of historic properties),and the Archaeological and Historic Preservation Act of 1974(16 U.S.C. 1, 69a-I 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.89-5 ,as amended,7 U.&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.[1 14801 et seq.),which prohibits the use of lead- based paint in construction or rehabilitation of residence structures. IT 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 Mayor James K. Scholl APPLICANT ORGANMATION DATE SUBNUTTED Monroe County Board of County Commissioners,Social Services/In-Home Services Apptoved Ai to It'glif fiorm&,A�ffrkncy� Atib",evin Madok, Clerk Assismat County Attownvy Datv;____ZL1J25...... S 6eputy Clerk Page 40 of 58 6802 ATTACHMENT VH ALZHEIMER'S DISEASE INITIATIVE PROGRAM BUDGET SUMMARY 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: Maximum Service Unit Units of Maximum Service to be Provided Rate Service Dollars Case Management $ 60.73 39 $ 2,368.47 Case Aide $ 15.00 2 $ 30.00 Homemaker $ 42.22 2 $ 84.44 Personal Care $ 50.00 '" 2 $ 100.00 Respite Facility $ 16.67 4321 $ 72,027.10 Respite In-Home $ 50.00 221 $ 11,050.00 Specialized Medical Equipment Cost Reimb. $ 500.00 Total $ 86160.00 Page 41 of 58 6803 Ca,n4I ril"J" `Jurn�,:f,i_I 21' 2 .`417 ATTACHMENT VIH ALZHEIMER'S DISEASE INITIATIVE INVOICE REPORT SCHEDULE Report Number Based On Submit to Alliance on this Date KZ2597-ADVI July Advance* July I KZ2597-ADV2 August Advance* July 1 KZ2597-JUL July Expenditure Report August 8 KZ2597-AUG August Expenditure Report September 8 KZ2597-SEP September Expenditure Report+ I/10 advance reconciliation October 8 KZ2597-OCT October Expenditure Report+1/10 advance reconciliation November 8 KZ2597-NOV November Expenditure Report+ 1 A advance reconciliation December 8 KZ2597-DEC December Expenditure Report+ I/10 advance reconciliation January 8 KZ2597-JAN January Expenditure Report+ 1/10 advance reconciliation February 8 KZ2597-FEB February Expenditure Report+ 1/10 advance reconciliation March 8 KZ2597-MAR March Expenditure Report+ 1/10 advance reconciliation April 8 KZ2597-APR April Expenditure Report+ I/10 advance reconciliation May 8 KZ2597-MAY May Expenditure Report+ 1/10 advance reconciliation June 8 KZ2597-JUN June Expenditure Report+ I A 0 advance reconciliation July 8 KZ2597-FIN Final Expenditure and closeout July 31 Legend: * Advance based on projected cash need. Note 1: All advance payments made to the Provider shall be returned to the Alliance as follows: One-tenth of the advance payment received shall be reported as an advance recoupment on each Request for Payment, starting with report 45. The adjustment shall be recorded in Part C, Line 1 of the report (Attachment IX). Note 2: Submission of expenditure reports may or may not generate a payment request. If final expenditure report reflects funds due back to the Alliance payment is to accompany the report. Page 42 of 58 6804 ATTACHMENT IX REQUEST FOR PAYMENT Form 106 ADI Provider Name,Address,Phone# Type Of Report Contract#: Provider: Advance Address: Contract Period: Telephone: CERTIFICATION:I hereby certify that this request or refund conforms with the terms of the above contract. Prepared By: Date Approved By: Date: BUDGETSUMMARY ADI TOTAL Approved Contract Amount 1 0.001 1 1 1 1 1 0.00 Previous Month YTD Billed 0.00 0.00 Prior Month Ending Contract Balance 1 0.001 0.00 Current Month Amount Billed 0.001 0.00 Less Current Month Adv Payback 0.001 0.00 Contracted Funds Requested for Month 0.001 0.00 CO-PAYMENTS CURRENT MONTH CONTRACTYTD 1.Number of persons assessed Co-payments 2.Number of persons treminated for non-payment - 3.Number of persons waived from termin.for non-payment 4.Number of persons waived from assessment 5.Number of persons exempt from co-pay - 6.Total amount of co-pay assessed $ - 7.Total Amount of Co-pay collected 8.Total amouhnt of co-pay expended $ - PSA#11 ADI Forms,Revised December 2020 Page 43 of 58 6805 Ca,nII ril"J" `Jur1'I�l_I 21' 2 .`417 Attachment X RECEIPTS&UNIT COST REPORT Form 105 All PROVIDER NAME,ADDRESS,PHONE# FUNDING SOURCE THIS REPORT PERIOD: 0 ADI Contract#: 10 0 0 Contract Period 1 0 0 Report Period 10 REPORT# 10 CERTIFICATION. I certifyto the best of myknoAedge and belief that this report is complete and correct and all outlays herein are for purposes set forth in the contract. Further,I certify that the attached monthly and YTD service units/unduplicated clients'report is correct. Prepared by: Date: Approved by: Date: INCOMEIRECEIPTS A. Approved Budget B. Actual Total Billing C. Total Billing D. %of Approved for this report Year to Date Budget Prior Mo.Receipts YTD w State Funds $ $ $ #DIi Program Income $ Cash Match $ SUBTOTAL:Cash Receipts $ - $ - Local In-Kind match $0.00 $ r #DIV/01 TOTAL RECEIPTS $0.00 $ - $ - #DIV/01 Billable Unit Cost Report Unduplicated Clients Served (A) (B) (C) (D) (E) (F) (G) (A) (B) Services Contract Billable Unit Rate Amount Earned Y-T-D Y-T-D Current Month Y-T-D Amount Units This Period Billable Billable Undup Clients Undup Clients Units Cost Served Served Prior YTDunits Priar YTD$ Total Is - I I Is - I I$ - PSA#11 ADI Farms,Revised October 2019 Page 44 of 58 6806 ATTACHMENT A Title: Department of Elder Affairs Programs&Services Handbook http:// .allianceforagin aor / roviders/Xrograin®documents/2012-deea- rofzrams®services- andbook Page 45 of 58 6807 ATTACHMENT B STATE OF FLORIDA DEPARTMENT OF ELDER AFFAIRS PART I: READ THE ATTACHED INSTRUCTIONS FOR ILLUSTRATIVE INFORI\IATION WHICH WILL HELP YOU COMPLETE THIS FORM. 1. Briefly describe the geographic area served by the program/facility and the type of service provided: The entire Florida Keys(Monroe County)is approximately 120 miles long and considered a rural with some urban characteristics. Services to be provided are:Case Management,case aide,homemaking,personal care,facility respite and in home respite. 2. POPULATION OF AREA SERVED. Source of data:US Census Total# %Whitc %Black %Hispanic %Other %Female 80,908 1 89.4 1 T6 1 24.8 19 48 3. STAFF CURRENTLY EMPLOYED. Effective date: Total# %White %Black %I Iispanic %Other %Fcmale %Disabled 32 1 56 1 8 1 36 1 72 4. CLIENTS CURRENTLY ENROLLED OR REGISTERED. Effective date: 6/30/25 Total# %White %Black %Hispanic %Other %Female %Disabled %Over 40 7 1 99 1 I 1 43 0 15 100 100 5. ADVISORY OR GOVERNING BOARD,IF APPLICABLE. Total# %White %Black %Hispanic %Other %Female %Disabled 5 1 100 1 0 1 0 0 .40 0 PART II: USE A SEPARATE SHEET OF PAPER FOR ANY EXPLANATIONS REQUIRING MORE SPACE. 6. Is an Assurance of Compliance on file with DOER? If N/A or NO explain. N/A YES NO ❑ ® ❑ 7. Compare the staff composition to the population. Is staff representative of the population? If N/A or NO explain. N/A YES NO ❑ ® ❑ 8. Compare the client composition to the population. Are race and sex characteristics representative of the population? If N/A or NO explain. N/A YES NO ❑ ® ❑ 9. Are eligibility requirements for services applied to clients and applicants without regard to race, color, national origin sex age religion or disability? If N/A or NO explain. N/A 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 N/A or NO, explain. N/A YES NO ❑ ® ❑ 11. For in-patient services,are room assignments made without regard to race,color,national origin or disability? If N/A or NO explain. N/A YES NO ® ❑ ❑ Page 46 of 58 6808 12. Is the program/facility accessible to non-English speaking clients? If N/A or NO explain. N/A YES NO ❑ ® ❑ 13. Are employees,applicants and participants informed of their protection against discrimination? If YES how? Verbal X❑Written X❑Poster X❑ If N/A or NO explain. ❑ ® ❑ N/A YES NO 14. Give the number and current status of any discrimination complaints regarding services or employment filed against the program/facility. N/A NUMBER ❑ 0 15. Is the program/facility physically accessible to mobility,hearing,and sight-impaired individuals? if N/A or NO explain. N/A YES NO ❑ ® ❑ PART III:THE FOLLOWING QUESTIONS APPLY TO PROGRAMS AND FACILITIES WITH 15 OR MORE EMPLOYEES. 16. Has a self-evaluation been conducted to identify any barriers to serving disabled individuals,and to make any necessary modifications? If NO explain. YES NO ® ❑ 17. Is there an established grievance procedure that incorporates due process in the resolution of complaints? IfNO explain. YES NO ® ❑ 18. Hasa person been designated to coordinate Section 504 compliance activities? if NO explain. YES NO ® ❑ 19. Do recruitment and notification materials advise applicants, employees and participants of nondiscrimination on the basis of disability? If NO explain. YES NO ® ❑ 20. Are auxiliary aids available to assure accessibility of services to hearing and sight-impaired individuals? If NO explain. YES NO ® ❑ Page 47 of 58 6809 PART IV:FOR PROGRAMS OR FACILITIES WITII 50 OR MORE EMPLOYEES AND FEDERAL CONTRACTS OF S50,000.00 OR MORE. 21. Do you have a written affirmative action plan? If NO explain. YES NO © ❑ ALLIANCE USE ONLY Reviewed By In Compliance: YES ❑ NO* ❑ Program Office *Notice of Corrective Action Sent Date Telephone Response Due On-Site ❑ Desk Review ❑ Response Received Revised August 2010,Page 2 of 2 INSTRUCTIONS FOR THE CIVIL RIGHTS COMPLIANCE CHECKLIST l. Describe the geographic service area such as a district,county,city or other locality. If the program/facility serves a specific target population such as adolescents, describe the target population. 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.) I 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). 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). Page 48 of 58 6810 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 origin, 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 80.3 (b). 1 I. For in-patient services, residents must be assigned to rooms, wards, etc., without regard to race, color, national origin or disability. Also, residents must not be asked whether they are willing to share accommodations with persons of a different race,color,national origin, or disability,45 CFR 80.3 (a). 12. The program/facility and all services must be accessible to participants and applicants, including those persons who may not speak English. In geographic areas where a significant population of non-English speaking people live, program accessibility may include the employment of bilingual staff. In other areas, it is sufficient to have a policy or plan for service,such as a current list of names and telephone numbers of bilingual individuals who will assist in the provision of services,45 CFR 80.3 (a). 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 Department of Elder Affairs or the U.S. Department 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: a. With the assistance of a disabled individual/organization, evaluate current practices and policies which do not comply with Section 504. b. Modify policies and practices that do not meet Section 504 requirements. c. Take remedial steps to eliminate any discrimination that has been identified. d. 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 program/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). Page 49 of 58 6811 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). 21. Programs/facilities with 50 or more employees and$50,000.00 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. DOEA Form 101-B,Rcviscd August 2010 THE REMAINDER OF THIS PAGE LEFT INTENTIONALLY BLANK Page 50 of 58 6812 ATTACHMENT C Alliance for Aging,Inc. Business Associate Agreement This Business Associate Agreement is dated , by the Alliance for Aging,Inc. ("Covered Entity") and Monroe County Board of County Commissioners,Social Services/In-Home Services, ("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 Providers 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 164.3 14(a- b)(201 0)(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 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. Page 51 of 58 6813 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(l)(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 L 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. 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. 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 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. 3.0. 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. Page 52 of 58 6814 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 infaralation. 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 party 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 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. Page 53 of 58 6815 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 § 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§164.5020)(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§ 164.520,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. Future Notices and/or modifications to the NPP shall be posted on Covered Entity's website at www.alliance foraging.2M. 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. Page 54 of 58 6816 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. (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. 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). Page 55 of 58 6817 Contract li4iirytier IliQ 2597 14.0 Notices. Atli 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 communicat ions, 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): 'ro Covered Entity: Alliance for Aging, Inc. Attention: Max Rothman 760 NW 107 Avenue Miami,Florida 33172 To Business Associate: Monroe County Board of County Commissioners, Social Services/In-Hame Services 1100 Simonton Street,2-256 Key West,FL 31040 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 agreemenL 16.0 Severability, If any provision in this agreement is unenforceable to any extent, the remainder of this agreernent,, or application of that provision to any persons or circumstances other than those as to which it is held unenforceable,will riot be affected by,that un enforceability and will be enforceable to the fullest extent permitted by,law, 117.0 Successors, Any successor to Business Associate(whether by direct or indirect or by purchase, merger,consolidation, or otherwise)is required to assunre Business Associate's obligations under this agreement and agree to perform them in the same manner and to the ware 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. Covered Entity: Alliance for Aging,Inc. MaxB.Rothman 07/24/2025 By 11 Rl-fllln NIld 14,101" 1 0 1 DI) Date: ---........... (signature) Business issoriate: Monroe Commissioners,Social Services/In-Home Services By Date: n n ture Mayor JarnMK, Ph4 -�J Ap �� ok,Clerk ,i ,,, 'prond as(o kgjid form ku M O'goAy vin Mad ti Eye M Lms ASSWAIM CONJInty AtTor Datc: t Deputy Clerk X� "I Page 56 of 58 6818 �Yntra t NIun,� i° V<1Z, 2nsr� ATTACHMENT D DEPARMEW OF t tt AFFAMS BACKGROUND SCREENING ATTESTATION OF COMPLIANCE .- EMPLOYER AC Q EMPLOITRS are rtqmkvd to attesting t cautphanct with dw pmiziew of chapter 435 aad section 4.".0402 of the Florida Stamm to cmdawt bwlpwmd screenusgs,nicladmg to,, eff amity vAwk Inns a off his volinteery m swvwe who inew the defivition of a dired See if t .tt .w 430. "Fla.Stat. A dured service pnnider is" person t of to a pwpaus to p* to the , a dried wh& dw "s kviV moms,funds,penomal , .penowl iderdification idonnation as defimed in L 81 a masilmly dw xy ot'the Pa "Bar a e . d k far the ,. Val a Provider who is cqwctvd to,of sae Mspmuw.tft nsay e hm of her to, aar wVOK dwoefly,to chimes or ba"act"&to,chext funds, °fir»w kvmg 430-04M(l)(6), . ' " d_ _ ..S IATt[1tP MC)NF.d:E COUNTY BOARD OF C:",OC6NTY COMMISSIONERS, authmumd reptesech6w of_Social Servi es/hi-H oaarre Services Locaw at 11 Sitn�oz�t:ea Street, Sujtc 1-2C➢3ac cst, L 3Ci4U st t state Zip Code of per q� Ma car J mess IC. Scllo11 of Repm%entahvel hereby sweat or affaw that the a ear a m comphance vnth the pffoviskm of dapter 35 and nctkm 430,0402 of the Florida taut . -TIIu sDate Form e.a�r /qk, (Seal) " . Attest.K,�On Madok.,Clark Vm wvnwaemcw,�au� aS .. / +N / a c 57 of 58 �)eput. Clark 6819 ATTACHMENT F CERTIFIED MINORITY BUSINESS SUBCONTRACTOR EXPENDITURES(CMBE FORM) Ch IBE FORD I nIUST ACCORIP_INYLVVOICES SUB I HTTED TO.ILLLINCE PROVIDER: CONTRACT NUMBER: REPORTING PERIOD-FROM: TO: *(DATE RANGE OF RENDERED SERVICES,MUST MATCH INVOICE SUBMITTED) RFP(lRT Ai,L EXPENDiTTiRES MADF.T(1 C'FRTiFiED MiN(1RiTV RTTSiNFCS CTTRC(INTRACT(lRS CONTACT DOEA CMBE COORDINATOR FOR AN}"QUESTIONS,AT H50-414-2153. SUBCONTRACTOR NAME SUBCONTRACTOR'S CMBE EXPENDITURES FEED if unsure if subcontractor is a certified minority supplier,click on the hyperlink below.Enter the name of the supplier,click`'search".Only Certified Minority Business Entities will be displaved. https:Hosd.dms.mvilorida.com/direcLories DOEA USE ONLY--REPORTING ENTITY(DIVISION,OFFICE,ETC) SEND COMPLETED FORMS ViA INTEROFFICE MAiL TO: JUSTiN TAYLOR CMBE COORDINATOR, CONTRACT ADMINISTRATION&PURCHASING, TALLAHASSEE,FLORIDA 32399-7000. INSTR UCTIONS (A) Enter the Provider name as it appears on your Alliance contract. (B) Enter the Alliance contract number. (C) Enter the service period matching the current invoice's service period. (D) Enter all certified minority business expenditures for the time period covered by the invoice: I. Enter certified minority business name. 2 Enter the certified minority business FEiD number. 3. Enter the certified minority business CMBE number. 4. Enter the amount expended with the certified minority business for the time period coveredby the invoice. (E) CMBE be form must accompany invoice submitted to the Alliance for processing. Page 58 of 58 6820 Amendment 001 CONTRACT KZ2597 Page 1 This Amendment entered into between the Alliance for Aging, Inc. (Alliance) and Monroe County Board of County Commissioners, Social Services/In-Home Services (Provider), collectively referred to as the"Parties"hereby amends contract KZ-2597. The purpose of this amendment is to remove Attachment I, Section IV.A.1; "Matching, Level of Effort,and Earmarking Requirement"and to amend Attachment 1, Section IV.A.2. WHEREAS, Section ILA of the Contract provides that any modification to the Contract shall be executed by the parties thereto; and WHEREAS, the Parties wish to amend the Contract as set forth herein. NOW THEREFORE,the Parties hereby amend the Contract as follows: 1. Attachment 1, Section IV.A.1, "Matching, Level of Effort, and Earmarking Requirement" is hereby deleted in its entirety. 2. The last sentence in Attachment I, Section I V.A.2, "Cost Sharing and Co-payments" is hereby deleted. Attachment 1, Section IV.A.2, "Cost Sharing and Co-payments" is now changed to read: "The Provider in conjunction with the Alliance shall establish an annual co-paymcnt goal (amount to be collected from clients). Using the method prescribed in Appendix B of the current Department of Elder Affairs Program and Services Handbook, the provider shall project the annual co-payments to be collected from each active client in all income ranges or to the start of each fiscal year. The provider is required to meet the established goal." This Amendment does not amend any other to or provision of the Contract or previous amendments tote Contract (except foray to or provision of the Contract that is inconsistent with the express amendments set forth in this Amendment), is all continue to be in full force and effect. This Amendment may be executed in one or more counterparts, any one of is need not contain the signature of more than one Party, but all such counterparts taken together will constitute one and the same instrument. IN WITNESS WHEREOF, by signature below the parties have duly executed and delivered this Amendment. MONROECOUNTY i6 '67;E6 TY COMMISSIONE)m �6E ALLIAN E�.F AGING IINC .................................................................................... U ARN........,............ aived. ......................ilt. e rat.1 Area. ------- ------- 11g11,11y signed by Cathy Crane Name: Cathy CraneD..., 1 IX,20-04W Name: Max B.Rothman Title: Director of Community Services Title: Pres.&CEO Date: 8.19.2025 Date: 08/20/2025 MONROE COtJNTY ATTORNEY ------- --TO FORM PV-rrVVVr-L0 A* JENISI-L HLIN ASSWANT C J ATTORNEY v� DATE- 6821