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HomeMy WebLinkAbout27362County of Fresno INTERNAL SERVICES DEPARTMENT ROBERT BASH, DIRECTOR -CIO Facility Services Fleet Services Graphics Information Technology Purchasing Security Telecommunications PROCUREMENT AGREEMENT Agreement Number P-14-445-L September 2, 2014 Elitecare Medical Staffing, LLC 761 E. Locust Avenue, Ste. 103 Fresno, CA 93720 The County of Fresno (County) hereby contracts with Elitecare Medical Staffing, LLC (Contractor) to provide temporary medical staffing at the Department of Behavioral Health's CCAIR Unit in accordance with the text of this agreement and Attachment "A", by this reference made a part hereof. TERM: This Agreement shall become effective immediately and shall remain in effect through March 31, 2015. CONTRACTOR'S SERVICES: Contractor shall perform the services as described in Attachment "A" attached, at the rates set forth in Attachment "A". SERVICES: Services will be placed on an as-needed basis by the Department of Behavioral Health under this contract. PRICES: Prices shall be firm for the contract period. MAXIMUM: In no event shall services performed and/or fees paid under this Agreement be in excess of ninety thousand dollars ($90,000.00). ADDITIONAL ITEMS: The County reserves the right to negotiate additional items to this Agreement as deemed necessary. Such additions shall be made in writing and signed by both parties. DELIVERY: The F.O.B. Point shall be the destination within the County of Fresno. All orders shall be delivered complete as specified. All orders placed before Agreement expiration shall be honored under the terms and conditions of this Agreement. DEFAULT: In case of default by Contractor, the County may procure the articles/services from another source and may recover the loss occasioned thereby from any unpaid balance due the Contractor or by any other legal means available to the County. The prices paid by County shall be considered the prevailing market price at the time such purchase is made. Inspection of 4525 E. Hamilton Avenue I Fcesno, Califocnia 93702-4599/ (559) 600-7110 1 Fax (559) 600-7126 Pr~OCUREMENT AGREEMENT NUMBER: P-14-445-L Elitecare Medical Staffing, LLC September 2, 2014 Page 2 deliveries or offers for delivery, which do not meet specifications, will be at the expense of Contractor. INVOICING: An itemized invoice in duplicate shall be mailed to the Department of Behavioral Health Business Office, P.O. Box 45003, Fresno, CA 93718-5003 or Email: DBH- Invoices@co.fresno.ca.us in accordance with invoicing instructions included in each order referencing this Agreement. The Agreement number must appear on all shipping documents and invoices. Invoice terms shall be Net 45 Days. INVOICE TERMS: Net forty five (45) days from the later of (1) Receipt of invoice or (2) Date of project completion. TERMINATION: The County reserves the right to terminate this Agreement upon thirty (30) days written notice to the Contractor. In the event of such termination, the Contractor shall be paid for satisfactory services or supplies provided to the date of termination. LAWS AND REGULATIONS: The Contractor shall comply with all laws, rules and regulations whether they be Federal, State or municipal, which may be applicable to Contractor's business, equipment and personnel engaged in service covered by this Agreement. AUDITS AND RETENTION: Terms and conditions set forth in the agreement associated with the purchased goods are incorporated herein by reference. In addition, the Contractor shall maintain in good and legible condition all books, documents, papers, data files and other records related to its performance under this contract. Such records shall be complete and available to Fresno County, the State of California, the federal government or their duly authorized representatives for the purpose of audit, examination, or copying during the term of the contract and for a period of at least three years following the County's final payment under the contract or until conclusion of any pending matter (e.g., litigation or audit), whichever is later. Such records must be retained in the manner described above until all pending matters are closed. LIABILITY: The Contractor agrees to: Pay all claims for damage to property in any manner arising from Contractor's operations under this Agreement. Indemnify, save and hold harmless, and at County's request defend the County, its officers, agents and employees from any and all claims for damage or other liability, including costs, expenses, causes of action, claims or judgments resulting out of or in any way connected with Contractor's performance or failure to perform by Contractor, its agents, officers or employees under this Agreement. HEALTH INSURANCE PORTABILITY AND ACCOUNTABILITY ACT: A. The parties to this Agreement shall be in strict conformance with all applicable Federal and State of California laws and regulations, including but not limited to Sections 5328, 10850, and 14100.2 et seq. of the Welfare and Institutions Code, Sections 2.1 and 431.300 et seq. of Title 42, Code of Federal Regulations (CFR), Section 56 et seq. of the G:\PUBLIC\CONTAAGS & EXTRAGS\L\P-14-445-L ELITECARE MEDICAL AGREEMENT.[X)( PROCUREMENT AGREEMENT NUMBER: P-14-445-L Elitecare Medical Staffing, LLC September 2, 2014 Page 3 California Civil Code, Sections 11977 and 11812 of Title 22 of the California Code of Regulations, and the Health Insurance Portability and Accountability Act (HIPAA), including but not limited to Section 1320 D et seq. of Title 42, United States Code (USC) and its implementing regulations, including, but not limited to Title 45, CFR, Sections 142, 160, 162, and 164, The Health Information Technology for Economic and Clinical Health Act (HITECH) regarding the confidentiality and security of patient information, and the Genetic Information Nondiscrimination Act (GINA) of 2008 regarding the confidentiality of genetic information. Except as otherwise provided in this Agreement, CONTRACTOR, as a Business Associate of COUNTY, may use or disclose Protected Health Information (PHI) to perform functions, activities or services for or on behalf of COUNTY, as specified in this Agreement, provided that such use or disclosure shall not violate the Health Insurance Portability and Accountability Act (HIPAA), USC 1320d et seq. The uses and disclosures of PHI may not be more expansive than those applicable to COUNTY, as the "Covered Entity" under the HIPAA Privacy Rule (45 CFR 164.500 et seq.), except as authorized for management, administrative or legal responsibilities of the Business Associate. B. CONTRACTOR, including its subcontractors and employees, shall protect, from unauthorized access, use, or disclosure of names and other identifying information, including genetic information, concerning persons receiving services pursuant to this Agreement, except where permitted in order to carry out data aggregation purposes for health care operations [45 CFR Sections 164.504 (e)(2)(i), 164.504 (3)(2)(ii)(A), and 164.504 (e)(4)(i)] This pertains to any and all persons receiving services pursuant to a COUNTY funded program. This requirement applies to electronic PHI. CONTRACTOR shall not use such identifying information or genetic information for any purpose other than carrying out CONTRACTOR's obligations under this Agreement. C. CONTRACTOR, including its subcontractors and employees, shall not disclose any such identifying information or genetic information to any person or entity, except as otherwise specifically permitted by this Agreement, authorized by Subpart E of 45 CFR Part 164 or other law, required by the Secretary, or authorized by the client/patient in writing. In G:\PUBLIC\CONTRACTS & EXTRACTS\L\P-14-445-L ELITECARE MEDICAL AGREEMENT.OOC PF<OCUREMENT AGREEMENT NUMBER: P-14-445-L Elitecare Medical Staffing, LLC Page 4 September 2, 2014 using or disclosing PHI that is permitted by this Agreement or authorized by law, CONTRACTOR shall make reasonable efforts to limit PHI to the minimum necessary to accomplish intended purpose of use, disclosure or request. D. For purposes of the above sections, identifying information shall include, but not be limited to name, identifying number, symbol, or other identifying particular assigned to the individual, such as finger or voice print, or photograph. E. For purposes of the above sections, genetic information shall include genetic tests of family members of an individual or individual, manifestation of disease or disorder of family members of an individual, or any request for or receipt of, genetic services by individual or family members. Family member means a dependent or any person who is first, second, third, or fourth degree relative. F. CONTRACTOR shall provide access, at the request of COUNTY, and in the time and manner designated by COUNTY, to PHI in a designated record set (as defined in 45 CFR Section 164.501 ), to an individual or to COUNTY in order to meet the requirements of 45 CFR Section 164.524 regarding access by individuals to their PHI. With respect to individual requests, access shall be provided within thirty (30) days from request. Access may be extended if CONTRACTOR cannot provide access and provides individual with the reasons for the delay and the date when access may be granted. PHI shall be provided in the form and format requested by the individual or COUNTY. CONTRACTOR shall make any amendment(s) to PHI in a designated record set at the request of COUNTY or individual, and in the time and manner designated by COUNTY in accordance with 45 CFR Section 164.526. CONTRACTOR shall provide to COUNTY or to an individual, in a time and manner designated by COUNTY, information collected in accordance with 45 CFR Section 164.528, to permit COUNTY to respond to a request by the individual for an accounting of disclosures of PHI in accordance with 45 CFR Section 164.528. G. CONTRACTOR shall report to COUNTY, in writing, any knowledge or reasonable belief that there has been unauthorized access, viewing, use, disclosure, security G:\PUBLIC\CONTRACTS & EXTRACTS\L\P-14-445-L ELITECARE MEDICAL AGREEMENT.OOC PROCUREMENT AGREEMENT NUMBER: P-14-445-L Elitecare Medical Staffing, LLC September 2, 2014 Page 5 incident, or breach of unsecured PHI not permitted by this Agreement of which it becomes aware, immediately and without reasonable delay and in no case later than two (2) business days of discovery. Immediate notification shall be made to COUNTY's Information Security Officer and Privacy Officer and COUNTY's DPH HIPAA Representative, within two (2) business days of discovery. The notification shall include, to the extent possible, the identification of each individual whose unsecured PHI has been, or is reasonably believed to have been, accessed, acquired, used, disclosed, or breached. CONTRACTOR shall take prompt corrective action to cure any deficiencies and any action pertaining to such unauthorized disclosure required by applicable Federal and State Laws and regulations. CONTRACTOR shall investigate such breach and is responsible for all notifications required by law and regulation or deemed necessary by COUNTY and shall provide a written report of the investigation and reporting required to COUNTY's Information Security Officer and Privacy Officer and COUNTY's DPH HIPAA Representative. This written investigation and description of any reporting necessary shall be postmarked within the thirty (30) working days of the discovery of the breach to the addresses below: County of Fresno Dept. of Public Health HIPAA Representative (559) 600-6439 P.O. Box 11867 Fresno, CA 93775 County of Fresno Dept. of Public Health Privacy Officer (559) 600-6405 P.O. Box 11867 Fresno, CA 93775 County of Fresno Information Technology Services Information Security Officer (559) 600-5800 2048 N. Fine Street Fresno, CA 93727 H. CONTRACTOR shall make its internal practices, books, and records relating to the use and disclosure of PHI received from COUNTY, or created or received by the CONTRACTOR on behalf of COUNTY, in compliance with HIPAA's Privacy Rule, including, but not limited to the requirements set forth in Title 45, CFR, Sections 160 and 164. CONTRACTOR shall make its internal practices, books, and records relating to the use and disclosure of PHI received from COUNTY, or created or received by the CONTRACTOR on behalf of COUNTY, available to the United States Department of Health and Human Services (Secretary) upon demand. G:\PUBLIC\CONTRACTS & EXrRACTS\L\P-14-445-L ELITECARE MEDICAL AGREEMENT.OOC PROCUREMENT AGREEMENT NUMBER: P-14-445-L Elitecare Medical Staffing, LLC September 2, 2014 Page 6 CONTRACTOR shall cooperate with the compliance and investigation reviews conducted by the Secretary. PHI access to the Secretary must be provided during the CONTRACTOR's normal business hours, however, upon exigent circumstances access at any time must be granted. Upon the Secretary's compliance or investigation review, if PHI is unavailable to CONTRACTOR and in possession of a Subcontractor, it must certify efforts to obtain the information to the Secretary. I. Safeguards CONTRACTOR shall implement administrative, physical, and technical safeguards as required by the HIPAA Security Rule, Subpart C of 45 CFR 164, that reasonably and appropriately protect the confidentiality, integrity, and availability of PHI, including electronic PHI, that it creates, receives, maintains or transmits on behalf of COUNTY and to prevent unauthorized access, viewing, use, disclosure, or breach of PHI other than as provided for by this Agreement. CONTRACTOR shall conduct an accurate and thorough assessment of the potential risks and vulnerabilities to the confidential, integrity and availability of electronic PHI. CONTRACTOR shall develop and maintain a written information privacy and security program that includes administrative, technical and physical safeguards appropriate to the size and complexity of CONTRACTOR's operations and the nature and scope of its activities. Upon COUNTY's request, CONTRACTOR shall provide COUNTY with information concerning such safeguards. CONTRACTOR shall implement strong access controls and other security safeguards and precautions in order to restrict logical and physical access to confidential, personal (e.g., PHI) or sensitive data to authorized users only. Said safeguards and precautions shall include the following administrative and technical password controls for all systems used to process or store confidential, personal, or sensitive data: 1. Passwords must not be: a. Shared or written down where they are accessible or recognizable by anyone else; such as taped to computer screens, stored under keyboards, or visible in a work area; G: \PUBLIC\ CONTRACTS & EXTRACTS\L \P-14-445-L ELITECARE MEDICAL AGREEMEI'IT. DOC PROCUREMENT AGREEMENT NUMBER: P-14-445-L Elitecare Medical Staffing, LLC September 2, 2014 b. A dictionary word; or c. Stored in clear text 2. Passwords must be: a. Eight (8) characters or more in length; b. Changed every ninety (90) days; Page 7 c. Changed immediately if revealed or compromised; and d. Composed of characters from at least three (3) of the following four (4) groups from the standard keyboard: 1) Upper case letters (A-Z); 2) Lowercase letters (a-z); 3) Arabic numerals (0 through 9); and 4) Non-alphanumeric characters (punctuation symbols). CONTRACTOR shall implement the following security controls on each workstation or portable computing device (e.g., laptop computer) containing confidential, personal, or sensitive data: 1. Network-based firewall and/or personal firewall; 2. Continuously updated anti-virus software; and 3. Patch management process including installation of all operating system/software vendor security patches. CONTRACTOR shall utilize a commercial encryption solution that has received FIPS 140-2 validation to encrypt all confidential, personal, or sensitive data stored on portable electronic media (including, but not limited to, compact disks and thumb drives) and on portable computing devices (including, but not limited to, laptop and notebook computers). CONTRACTOR shall not transmit confidential, personal, or sensitive data via e-mail or other internet transport protocol unless the data is encrypted by a solution that has been validated by the National Institute of Standards and Technology (NIST) as conforming to G:\PUBLIC\CONTRACTS & E.XTRACTS\L\P-14-445-L ELITECARE MEDICAL AGREEMENT.IXX: PROCUREMENT AGREEMENT NUMBER: P-14-445-L Elitecare Medical Staffing, LLC September 2, 2014 Page 8 the Advanced Encryption Standard (AES) Algorithm. CONTRACTOR must apply appropriate sanctions against its employees who fail to comply with these safeguards. CONTRACTOR must adopt procedures for terminating access to PHI when employment of employee ends. J. Mitigation of Harmful Effects CONTRACTOR shall mitigate, to the extent practicable, any harmful effect that is suspected or known to CONTRACTOR of an unauthorized access, viewing, use, disclosure, or breach of PHI by CONTRACTOR or its subcontractors in violation of the requirements of these provisions. CONTRACTOR must document suspected or known harmful effects and the outcome. K. CONTRACTOR's Subcontractors CONTRACTOR shall ensure that any of its contractors, including subcontractors, if applicable, to whom CONTRACTOR provides PHI received from or created or received by CONTRACTOR on behalf of COUNTY, agree to the same restrictions, safeguards, and conditions that apply to CONTRACTOR with respect to such PHI and to incorporate, when applicable, the relevant provisions of these provisions into each subcontract or sub-award to such agents or subcontractors. L. Employee Training and Discipline CONTRACTOR shall train and use reasonable measures to ensure compliance with the requirements of these provisions by employees who assist in the performance of functions or activities on behalf of COUNTY under this Agreement and use or disclose PHI and discipline such employees who intentionally violate any provisions of these provisions, including termination of employment. M. Termination for Cause Upon COUNTY's knowledge of a material breach of these provisions by CONTRACTOR, COUNTY shall either: 1. Provide an opportunity for CONTRACTOR to cure the breach or end the violation and terminate this Agreement if CONTRACTOR does not cure the breach or end the violation within the time specified by COUNTY; or G:\PUBLIC\CONTAACfS & EXfRACfS\L\P-14-445-L ELITECARE MEDICAL AGREEMENT.OOC PROCUREMENT AGREEMENT NUMBER: P-14-445-L Elitecare Medical Staffing, LLC September 2, 2014 Page 9 2. Immediately terminate this Agreement if CONTRACTOR has breached a material term of these provisions and cure is not possible. 3. If neither cure nor termination is feasible, the COUNTY's Privacy Officer shall report the violation to the Secretary of the U.S. Department of Health and Human Services. N. Judicial or Administrative Proceedings COUNTY may terminate this Agreement in accordance with the terms and conditions of this Agreement as written hereinabove, if: (1) CONTRACTOR is found guilty in a criminal proceeding for a violation of the HIPAA Privacy or Security Laws or the HITECH Act; or (2) a finding or stipulation that the CONTRACTOR has violated a privacy or security standard or requirement of the HITECH Act, HIPAA or other security or privacy laws in an administrative or civil proceeding in which the CONTRACTOR is a party. 0. Effect of Termination Upon termination or expiration of this Agreement for any reason, CONTRACTOR shall return or destroy all PHI received from COUNTY (or created or received by CONTRACTOR on behalf of COUNTY) that CONTRACTOR still maintains in any form, and shall retain no copies of such PHI. If return or destruction of PHI is not feasible, it shall continue to extend the protections of these provisions to such information, and limit further use of such PHI to those purposes that make the return or destruction of such PHI infeasible. This provision shall apply to PHI that is in the possession of subcontractors or agents, if applicable, of CONTRACTOR. If CONTRACTOR destroys the PHI data, a certification of date and time of destruction shall be provided to the COUNTY by CONTRACTOR. P. Disclaimer COUNTY makes no warranty or representation that compliance by CONTRACTOR with these provisions, the HITECH Act, HIPAA or the HIPAA regulations will be adequate or satisfactory for CONTRACTOR's own purposes or that any information in CONTRACTOR's possession or control, or transmitted or received by CONTRACTOR, is or will be secure from unauthorized access, viewing, use, disclosure, or breach. CONTRACTOR is G:\PUBLIC\CONTRACfS & EXrRACfS\L\P-14-445-L ELITECARE MEDICAL AGREEMENT.OOC PROCUREMENT AGREEMENT NUMBER: P-14-445-L Elitecare Medical Staffing, LLC September 2, 2014 Page 10 solely responsible for all decisions made by CONTRACTOR regarding the safeguarding of PHI. Q. Amendment The parties acknowledge that Federal and State laws relating to electronic data security and privacy are rapidly evolving and that amendment of these provisions may be required to provide for procedures to ensure compliance with such developments. The parties specifically agree to take such action as is necessary to amend this agreement in order to implement the standards and requirements of HIPAA, the HIPAA regulations, the HITECH Act and other applicable laws relating to the security or privacy of PHI. COUNTY may terminate this Agreement upon thirty (30) days written notice in the event that CONTRACTOR does not enter into an amendment providing assurances regarding the safeguarding of PHI that COUNTY in its sole discretion, deems sufficient to satisfy the standards and requirements of HIPAA, the HIPAA regulations and the HITECH Act. R. No Third-Party Beneficiaries Nothing express or implied in the terms and conditions of these provisions is intended to confer, nor shall anything herein confer, upon any person other than COUNTY or CONTRACTOR and their respective successors or assignees, any rights, remedies, obligations or liabilities whatsoever. S. Interpretation The terms and conditions in these provisions shall be interpreted as broadly as necessary to implement and comply with HIPAA, the HIPAA regulations and applicable State laws. The parties agree that any ambiguity in the terms and conditions of these provisions shall be resolved in favor of a meaning that complies and is consistent with HIPAA and the HIPAA regulations. T. Regulatory References A reference in the terms and conditions of these provisions to a section in the HIPAA regulations means the section as in effect or as amended. U. Survival The respective rights and obligations of CONTRACTOR as stated in this Section G: \PUBLIC\CONTRAITS & EXTRAITS\L \P-14-445-L ELITECARE MEDICAL AGREEMENT. CX:X:: PROCUREMENT AGREEMENT NUMBER: P-14-445-L Elitecare Medical Staffing, LLC September 2, 2014 shall survive the termination or expiration of this Agreement. V. No Waiver of Obligations Page 11 No change, waiver or discharge of any liability or obligation hereunder on any one or more occasions shall be deemed a waiver of performance of any continuing or other obligation, or shall prohibit enforcement of any obligation on any other occasion. INSURANCE: Without limiting the COUNTY's right to obtain indemnification from CONTRACTOR or any third parties, CONTRACTOR, at its sole expense, shall maintain in full force and effect, the following insurance policies or a program of self-insurance, including but not limited to, an insurance pooling arrangement or Joint Powers Agreement (JPA) throughout the term of the Agreement: A. Commercial General Liability Commercial General Liability Insurance with limits of not less than One Million Dollars ($1 ,000,000.00) per occurrence and an annual aggregate of Two Million Dollars ($2,000,000.00). This policy shall be issued on a per occurrence basis. County may require specific coverage including completed operations, product liability, contractual liability, Explosion-Collapse-Underground, fire legal liability or any other liability insurance deemed necessary because of the nature of the contract. B. Automobile Liability Comprehensive Automobile Liability Insurance with limits for bodily injury of not less than Two Hundred Fifty Thousand Dollars ($250,000.00) per person, Five Hundred Thousand Dollars ($500,000.00) per accident and for property damages of not less than Fifty Thousand Dollars ($50,000.00), or such coverage with a combined single limit of Five Hundred Thousand Dollars ($500,000.00). Coverage should include owned and non-owned vehicles used in connection with this Agreement. C. Professional Liability If Contractor employs licensed professional staff, (e.g., Ph.D., R.N., L.C.S.W., M.F.C.C.) in providing services, Professional Liability Insurance with limits of not less than One Million Dollars ($1 ,000,000.00) per occurrence, Three Million Dollars ($3,000,000.00) annual aggregate. D. Worker's Compensation A policy of Worker's Compensation insurance as may be required by the California Labor Code. Contractor shall obtain endorsements to the Commercial General Liability insurance naming the County of Fresno, its officers, agents, and employees, individually and collectively, as additional insured, but only insofar as the operations under this Agreement are concerned. Such G:\PUBLIC\CONTRACTS & EXTRACTS\L\P-14-445-L ELITECARE MEDICAL AGREEMENT.DOC PROCUREMENT AGREEMENT NUMBER: P-14-445-L Elitecare Medical Staffing, LLC September 2, 2014 Page 12 coverage for additional insured shall apply as primary insurance and any other insurance, or self-insurance, maintained by County, its officers, agents and employees shall be excess only and not contributing with insurance provided under Contractor's policies herein. This insurance shall not be cancelled or changed without a minimum of thirty (30) days advance written notice given to County. Within Thirty (30) days from the date Contractor signs and executes this Agreement, Contractor shall provide certificates of insurance and endorsement as stated above for all of the foregoing policies, as required herein, to the County of Fresno, Department of Behavioral Health, P.O. Box 45003,Fresno, CA 93718-5003 stating that such insurance coverage have been obtained and are in full force; that the County of Fresno, its officers, agents and employees will not be responsible for any premiums on the policies; that such Commercial General Liability insurance names the County of Fresno, its officers, agents and employees, individually and collectively, as additional insured, but only insofar as the operations under this Agreement are concerned; that such coverage for additional insured shall apply as primary insurance and any other insurance, or self-insurance, maintained by County, its officers, agents and employees, shall be excess only and not contributing with insurance provided under Contractor's policies herein; and that this insurance shall not be cancelled or changed without a minimum of thirty (30) days advance, written notice given to County. In the event Contractor fails to keep in effect at all times insurance coverage as herein provided, the County may, in addition to other remedies it may have, suspend or terminate this Agreement upon the occurrence of such event. All policies shall be with admitted insurers licensed to do business in the State of California. Insurance purchased shall be purchased from companies possessing a current A.M. Best, Inc. rating of A FSC VII or better. COMING ON COUNTY PROPERTY TO DO WORK Contractor agrees to provide maintain and furnish proof of Comprehensive General Liability Insurance with limits of not less than $500,000 per occurrence. INDEPENDENT CONTRACTOR: In performance of the work, duties and obligations assumed by Contractor under this Agreement, it is mutually understood and agreed that Contractor, including any and all of Contractor's officers, agents, and employees will at all times be acting and performing as an independent contractor, and shall act in an independent capacity and not as an officer, agent, servant, employee, joint venturer, partner, or associate of the County. Furthermore, County shall have no right to control or supervise or direct the manner or method by which Contractor shall perform its work and function. However, County shall retain the right to administer this Agreement so as to verify that Contractor is performing its obligations in accordance with the terms and conditions thereof. Contractor and County shall comply with all applicable provisions of law and the rules and regulations, if any, of governmental authorities having jurisdiction over matters the subject thereof. Because of its status as an independent contractor, Contractor shall have absolutely no right to employment rights and benefits available to County employees. Contractor shall be solely liable and responsible for providing to, or on behalf of, its employees all legally-required employee benefits. In addition, Contractor shall be solely responsible and save County harmless from all matters relating to payment of Contractor's employees, including compliance with Social Security, withholding, and all other regulations governing such matters. It is acknowledged that G: \PUBLIC\ CONTRACTS & EXTAACTS\L \P-14-445-L ELITECARE MEDICAL AGREEMENT. DOC PROCUREMENT AGREEMENT NUMBER: P-14-445-L Elitecare Medical Staffing, LLC September 2, 2014 Page 13 during the term of this Agreement, Contractor may be providing services to others unrelated to the County or to this Agreement. NON-ASSIGNMENT: Neither party shall assign, transfer or sub-contract this Agreement nor their rights or duties under this Agreement without the written consent of the other party. AMENDMENTS: This Agreement constitutes the entire Agreement between the Contractor and the County with respect to the subject matter hereof and supersedes all previous negotiations, proposals, commitments, writings, advertisements, publications, Request for Proposals, Bids and understandings of any nature whatsoever unless expressly included in this Agreement. This Agreement supersedes any and all terms set forth in Contractor's invoice. This Agreement may be amended only by written addendum signed by both parties. INCONSISTENCIES: In the event of any inconsistency in interpreting the documents which constitute this Agreement, the inconsistency shall be resolved by giving precedence in the following order of priority: (1) the text of this Agreement (excluding Attachment "A") and (2) Attachment "A". GOVERNING LAWS: This Agreement shall be construed, interpreted and enforced under the laws of the State of California. Venue for any action shall only be in County of Fresno. Please acknowledge your acceptance by returning all pages of the signed original of this Agreement to my office, retaining a copy for your files. Please refer any inquiries in this matter to Carolyn Flores, Senior Buyer, at (559) 600-7112 or cflores@co.fresno.ca.us. FOR THE COUNTY OF FRESNO $tnteuf-~....._4.-.~ Purchasing Manager 4525 East Hamilton Avenue Fresno, CA 93702-4599 Date: 9 /d--(J-DtL{ GEC:CF G: \PUBLIC\ CONTRACTS & EXTRACTS\L \P-14-445-L ELITECARE MEDICAL AGREEMENT. OOC: PROCUREMENT AGREEMENT NUMBER: P-14-445-L Elitecare Medical Staffing, LLC September 2, 2014 CONTRACTOR TO COMPLETE: Company: Elitecare Medical Staffing, LLC Type of Entity: D Individual D Sole Proprietorship 0 Corporation n Signedby: ~(----/~ Steven J. Poggi, President Print Name and Title Signed by: Print Name and Title li1il Limited Liability Company D Limited Liability Partnership D General Partnership 09/03/14 Date Date Page 14 761 E. Locust Ave. Ste. 103 Fresno CA 93720 Address City State Zip ( 559) 438-7700 (559) 446-2170 spoggi@elitecare.net TELEPHONE NUMBER FAX NUMBER E-MAIL ADDRESS ACCOUNTING USE ONLY ORG No.: 5630 Account No.: 7295 Requisition No.: 5631501505 (08/14) G:\PUBLIC\CONTRACTS & EXTRACTS\L \P-14-445-L ELITECARE MEDICAL AGREEMENT .OOC PROCUREMENT AGREEMENT NUMBER: P-14-445-L Elitecare Medical Staffing, LLC September 2, 2014 ATTACHMENT '~" Attachment Page 1 of 9 SERVICES AND COMPENSATION Provide temporary medical staffing to the County of Fresno, Department of Behavioral Health's Children's Crisis Assessment Intervention Resolution Center (CCAIR) in accordance with the attached. Compensation: The hourly rate of pay is not to exceed the following: POSITION Community Mental Health Specialist Licensed Mental Health Clinician Licensed Vocation Nurse Mental Health Worker RATES $40.00 $75.00 $44.00 $26.00 G:\PUBLIC\CONTRAGS & EXTR.I\GS\L\P-14-445-L ELITECARE MEDICAL AGREEMENT.OOC MENTAL HEALTH WORKER DEFINITION: Under immediate supervision, monitors and directs the activities of mental health clients; and performs related work as required. DISTINGUISHING CHARACTERISTICS: The Department of Behavioral Health, headed by the Director of Behavioral Health, is responsible for administering a comprehensive multidisciplinary system of Mental Health and Substance Use Disorder Services. The Mental Health Worker classification series monitors, directs and controls activities of mentally ill or emotionally disturbed children and adults. Responsibilities may include assuring that clients do not endanger themselves or others, transporting clients to various activities, and assisting clients engaged in recreational or rehabilitative skill programs. Mental Health Worker I is the entry level classification in the Mental Health Worker classification series. Assignments at this level are subject to close supervision and review while in progress and upon completion. Mental Health Worker I differs from the Mental Health Worker II in that assignments at the II level are performed by incumbents who are sufficiently trained and experienced to complete assignments with minimum supervision and review. SAMPLES OF DUTIES: The information listed below is meant to serve as samples of job duties and responsibilities for positions in this classification. This list is neither inclusive nor exclusive but indicative of several types of duties performed. Consequently, this information does not reflect Essential Functions for any given position in this classification. 1. Under direction of clinical staff monitors, directs and controls activities of mentally ill or emotionally disturbed children and adults involved in various treatment programs. 2. Observes and documents client behavior; including staff interventions. 3. Provides short term crisis intervention to clients. 4. Ensures client safety through various assignments, including, but not limited to, room monitoring and general observation in one-on-one or large group settings. 5. Assists clients with various skills needed for program activities. 6. Assists with meal and snack distribution. 7. Assists clients with personal grooming and hygiene as needed. 8. Helps provide a therapeutic climate for clients by listening and interacting with them. MENTAL HEALTH WORKER I (Cont'd) SAMPLES OF DUTIES: (Cont'd) 9. May transport clients to various appointments or activities. 10. May translate as needed. Translating may be in oral or written form. 11. May assist with tele-psychiatrists and tele-psychiatry clients. KNOWLEDGE, SKILLS AND ABILITIES: Knowledge of: • Basic office procedures and practices to include computer usage; • Principles and practices of effective customer service; • Modern office equipment; • Correct grammar, spelling and punctuation; • Basic record keeping practices; • Alphabetical and numerical filing methods. Skills/Abilities to: • Learn and apply basic client care practices; • Observe and document client behavior, reactions and progress; • Learn and apply basic short term crisis intervention techniques; • Assist clients with various skills required for program activities; • Work effectively in stressful, emotional and confrontational situations; • Learn goals and objectives of mental health programs; • Understand and follow oral and written instructions; • Communicate effectively orally and in writing with people of various educational, socio-economic and cultural backgrounds; • Establish and maintain effective interpersonal relationships at all organizational levels and with the public; • Operate a computer in the completion of assignments; • Demonstrate maturity, integrity and good judgment. MINIMUM QUALIFICATIONS: Experience: Education: License: One (1) year of full-time, paid work experience which involved interaction with the public. OR Completion of fifteen (15) semester units from an accredited college or university within the United States' accredited college or university system in Counseling, Psychology, Social Work, Sociology or a c!osely related behavioral/social science field. Possession of a valid driver's license may be required. COMMUNITY MENTAL HEALTH SPECIALIST DEFINITION: Under general supervision, provides supportive services to mentally ill or emotionally disturbed adult inmates and juvenile wards; and performs related work as required. DISTINGUISHING CHARACTERISTICS: The Community Mental Health Specialist provides supportive social services to mentally ill or emotionally disturbed adults and juvenile wards. Supportive social services involve assisting inmates/wards in adjusting to and maintaining themselves in a day-to-day living situation within an incarcerated environment. Incumbents of this classification must possess: ability to establish and maintain effective interpersonal relationships at all organizational levels, and with the inmates/wards; effective oral and written communication skills; knowledge of basic patienUinmate care practices; complete assignments with minimal supervision, and exercise greater independent judgment in the performance of assignments; and display maturity, integrity, and good judgment. TYPICAL TASKS: The information listed below is meant to serve as samples of the job duties and responsibilities for positions in this classification. This list is neither inclusive nor exclusive, but indicative of several types of duties performed. 1. Interviews adult inmates to assess their problems and needs concerning the necessities of day-to-day. 2. Develops and implements treatment plan to resolve inmate's/ward's problems and needs concerning the necessities of day-to-day living; assesses and evaluates progress made. 3. Provide case management services including linkage, advocacy, and outreach services to inform inmates/wards about community resources upon release. 4. Confers with clinical staff regarding inmate's/ward's progress. 5. Prepares and writes case records, reports, and correspondence and maintains appropriate controls and records. 6. Under direction of a clinician, may assist in carrying out activities described in treatment plan, i.e., daily living skills. 7. If licensed as a Vocational Nurse or Psychiatric Technician, may be required as necessary, to provide services consistent with that license. MINIMUM QUALIFICATIONS: Successful completion of twelve (12) semester units from an accredited college or university from any of the following disciplines: Social Work, Psychology, Rehabilitation Counseling, Education Counseling or Marriage and Family Counseling. One (1) year of full-time, paid experience working with clients in human services setting. A valid California Class "C" Driver's License may be required LJCENSED MENTAL HEALTH CLINICIAN DEFINITION: Under general supervision, provides professional mental health services including behavioral health triage screening, assessments, case management, rehabilitation, individual, and group therapy and counseling sessions; and performs related work as required. DISTINGUISHING CHARACTERISTICS: The Mental Health Clinician classification series is utilized to provide professional mental health services and individual, group, marital, and family therapy and counseling to mentally ill or emotionally disturbed incarcerated adults and juveniles. Depending on license held, incumbents provide professional behavioral health services in accordance with State of California laws and regulations. The Licensed Mental Health Clinician gains continued behavioral health experience and training under general, clinical supervision. This position differs from Senior Licensed Mental Health Clinician in which incumbents are fully trained and routinely provide required clinical supervision for staff seeking licensure. TYPICAL TASKS: The information listed below is meant to serve as samples of job duties and responsibilities for this position. This list is neither inclusive nor exclusive, but indicative of several types of duties performed. 1. Evaluates inmate's/ward's psychosocial dysfunction and formulates a behavioral health wellness and recovery service plan. 2. Conducts individual, group, marital, and family therapy, as applicable, and case management, rehabilitation, and counseling sessions as part of a behavioral health wellness and recovery service plan. 3. Provides crisis intervention services. 4. Speak to community lay and professional groups to promote behavioral health, wellness and recovery and anti-stigma practices. 5. Participates in staff development programs and in staff conferences regarding detainee's case management, wellness and recovery. 6. Counsels and consults with inmates/wards and other professional staff regarding recommendations for wellness and recovery service planning and delivery. 7. Prepares correspondence, records, and reports. 8. May provide behavioral health clinical oversight and direction to unlicensed clinicians, mental health paraprofessional staff, and student undergraduate/graduate placements. KNOWLEDGE, SKILLS & ABILITIES: • Principles, theories, techniques and practices used in clinical social work and/or marriage and family therapy including techniques used for the diagnosis of and behavioral health services for chronically mentally ill and emotionally disturbed inmates; Laws, regulations and ethical standards governing behavioral health treatment and medical records in a detention facility; Behavioral health interviewing techniques and behavioral health treatment methods; Intensive and long term case management services in a wellness and recovery evidence based framework; Cultural competency theory, practice and its application in behavioral health settings with a diverse population; Federal, state, and local laws and regulations governing behavioral mental health services; Identify and evaluate normal and abnormal behavior tendencies, prioritize, rank and group these behaviors leading to an appropriate diagnostic label(s) within the inmate's/client's cultural and linguistic perspective; Communicate effectively in both oral and written forms to other staff and inmates, about wellness and recovery mental health philosophy, terminology and concepts in an understandable, non- threatening manner; Initiate and maintain a variety of progress notes, inmate charts and other required documentation in standard form and language; Utilize various types of electronic and/or manual recording and information systems; Establish and maintain effective work relationships with team members, other behavioral health services staff, clerical staff, and with those contacted in the performance of required duties; Lead and participate in a behavioral health services team meeting; Keep current with new developments, trends of thoughts, and literature in the fields of psychology and mental health services especially evidence based practices and wellness and recovery models and any other areas that the department determines are a priority; Mentor, train, motivate and provide direction for unlicensed and paraprofessional staff; Organize and perform assigned behavioral health duties; Learn departmental policies, procedures, and practices; Establish and maintain effective interpersonal relationships at all organizational levels with professional/paraprofessional staff, and with inmates; Think analytically and critically; Display supervisory, negotiation, training and teaching skills, and possess a high degree of initiative, maturity, integrity, and good judgment. MINIMUM QUALIFICATIONS: A Current California license as a Clinical Social Worker or Marriage and Family Therapist issued by the California State Board of Behavioral Science and will only work with the adult detention inmates. A valid California Class "C" Driver's License may be required. LICENSEQ VOCATIONAL NURSE DISTINGUISHING CHARACTERISTICS: Under general supervision of registered nurses and/or licensed physicians the Licensed Vocational Nurse (L VN) provides routine nursing care to adult inmates or juvenile wards. This class is expected to be fully trained and to handle assignments with a greater degree of latitude and judgment. Licensed Vocational Nurses must be able to: identify and be responsive to the health needs of inmates; work effectively in stressful, emotional and confrontational situations; accurately follow oral and written instructions; assess and react rapidly to emergency situations and have a high degree of maturity. In addition, incumbents must possess good judgment and cultural sensitivity towards persons of diverse ethnic, social and economic backgrounds. TYPICAL TASKS: The information listed below is meant to serve as typical tasks and responsibilities for positions in this classification. This list is neither inclusive nor exclusive, but indicative of several types of duties performed. 1. Provides nursing care to inmates/wards within the scope of the Licensed Vocational Nurse Practice Act; prepares inmates/wards and cares for them during treatment; administers medications subcutaneously, intramuscularly, intradermal, subdermal, and/or orally; takes temperature, pulse, respiration and blood pressure of inmates/wards as necessary . 2. Performs veina-puncture, injections of medications including biological immunizations for adult inmates, including the provision of Tuberculin Skin tests, Coccidioidin skin tests and Histoplasmin skin test in the course of a tuberculosis control program. 3. Applies and changes dressings and administers treatments including catheterizations, irrigations, and enemas; collects specimens for laboratory analysis. 4. Assists doctors, registered nurses, and nurse practitioners in the administration of special treatments and examinations; charts treatments and medications and maintains pertinent medical records according to established practice by the Nurse Practice Act, policies and procedures. 5. Assists doctors and registered nurses in the administration of medical records; assists in the data collection and input, preparation and implementation of inmate care plans; participates in inmate education and rehabilitation programs and documents data appropriately. 6. Observes and assesses inmate/ward condition and behavior; documents and reports significant changes to the supervisor and/or makes referrals as necessary; may participate in physical, occupational, and group therapy programs. 7. May be responsible for the faxing of medication orders and reorders to the pharmacy and restocking of supplies and medications, as needed. 8. May perform lead work involving the assigning, reviewing and coordinating the work of lower level staff. 9. May be responsible for answering 24-hour "crisis" phone and provide counseling within scope of expertise or make necessary referrals to other agencies, facilities and/or other individuals. 10. May draw blood upon completion of an approved course. -! L. MINIMUM QUALIFICATIONS: A valid licensed vocational nurse's license issued by the California Board of Vocational Nursing and Psychiatric Technicians One (1) year of full-time paid work experience as a Licensed Vocational Nurse. A valid California Class "C" Driver's License may be required. OVERTIME AND HOLlO A Y Overtime Rate Overtime rate is based on the shift assignment and hourly regular rate of pay assigned (Exhibit B). Shifts may vary based on mutual agreement between the COUNTY and CONTRACTOR. I. Work week-The work week of CONTRACTORS' employees shall begin 12:01 a.m. on Monday and end 12:00 midnight on Sunday. 2. Overtime -CONTRACTORS' employees who are not on an approved alternative work week schedule shall receive time and one-half (1 Yi) for hours worked over eight (8) hours in a day or forty (40) hours in a work week. 3. Approved Alternative Work Week Schedules -CONTRACTORS' employees who have written approval by CONTRACTOR and COUNTY to have an alternative work week schedule (e.g., to work four 10 hour shifts or three 12 hour shifts in a work week), shall receive time and a half (1 Yi) for all hours worked in excess of forty (40) hours per work week. 4. Double time -All CONTRACTORS' employees are entitled to receive two hundred percent (200%) oftheirregularrateofpayforall hours worked overtwelve (12) hours in a day. Holidays Whenever the dates listed below fall within the assigned shift they shall be considered holidays by the CONTRACTORS' employees. CONTRACTORS' employees are eligible for holiday pay only if they work on such holiday. Whenever CONTRACTORS' employees work on a holiday as defined herein, the time so worked shall be paid as overtime, one and one-half ( 1 Yi) times the regular rate of pay (Exhibit B). Holiday start is 12:01 a.m. eve of holiday date, through 12:00 midnight of the holiday -24 (twenty- four) hours. 1. January 1 (New Year's Day) 2. Third Monday in January (Martin Luther King, Jr.'s Birthday) 3. ThirdMondayinFebruary(Washington-Lincoln Day) 4. March 31 (Cesar Chavez' Birthday) 5. Last Monday in May (Memorial Day) 6. July 4 (Independence Day) 7. First Monday in September (Labor Day) 8. November 11 (Veteran's Day) 9. Fourth Thursday in November (Thanksgiving Day) 10. Friday following Thanksgiving 11. December 25 (Christmas)