HomeMy WebLinkAboutSoutheast Washington Aging and Long Term CareALTCCOG 2020-41
PERFORMANCE AGREEMENT NO. 2020 COY (ADCRESPITE)
ADMINISTRATION OF AGREEMENT
THIS AGREEMENT is entered into by and between Southeast Washington Aging and Long Term
Care Council of Governments hereinafter denominated "SE WA ALTC COG", whose address is P.O. Box 8349,
Yakima, Washington 98908, and The City of Yakima, Day Break Adult Day Care, whose address is 101 N.
65th Avenue, Yakima, Washington 98908, hereinafter denominated the "Contractor", whose duly authorized
representatives are named in documents on file at the Southeast Washington Aging and Long Term Care Council
of Governments Administrative office.
The parties agree that this contract agreement becomes effective at the time of execution by the Southeast
Washington Aging and Long Term Care Council of Governments Director and/or Governing Board.
THE PURPOSE of this Agreement is to provide for the delivery of Adult Day Care and Respite services in
accordance with the terms and conditions set forth in the provisions as listed below.
The Parties also agree to the terms in the contained Basic Agreement, identified herein as Attachment A. The
purpose of this document is to establish a Basic Agreement containing General Terms that shall be incorporated
by reference into any Contract executed between SE WA ALTC COG and the Contractor.
Total Funding Allocation
Adult Day Services
$5,400
Respite
$13,500
Total
$18,900
Period of Ag ment: January 1 2020 to December 31, 2020
CON CTOR AUTHORIZED SIGNATURES
Alex Me erhoff, I rim City M nager
City of Yakima
( (DC Let
Date: 42
CITY CONTRACT NO: "I 90
RESOLUTION NO:
Approved As To Legal Form:
Daniel Clark, W : A #359
Yakima County Senior Deputy Prosecuting Attorney
And Civil Legal Counsel for SE WA ALTC COG
Lori 3.(i1'3)rown irecti3f7Cor
SE Washington ging and Long Term Care
Council of Governments
Ott
Date:
ALTCCOG 2020-41
II.
STANDARD TERMS AND PAYMENT PROVISIONS
CITY OF YAKIMA
MULTIPLE SERVICE PROVIDER
SPECIFIC PROVISIONS
SERVICE SPECIFICATIONS
The Contractor agrees that services provided within the terms of this Agreement shall meet the following
specifications:
A. Efforts will be made to assure access of service to the target population, to include at least the
following:
1. Accessible office or site location;
2. Home visits or home delivery of services (if applicable);
3. Multicultural, bilingual persons to assist multicultural, bilingual clients in receiving services;
4. Publicity of program through public service announcements, brochures, etc;
5. Meeting with other service providers/agencies to explain services the Contractor provides
and how referral can be made;
6. Ability to serve individuals with disabilities.
Services shall be delivered in accordance with the information submitted in Request for Proposal.
B.
PATER E� .., L I S AND DIT TES
The Contractor agrees that:
A. Levels of service to be provided shall be as described in the Statements of Work for Adult Day
Services and Respite services attached to this Agreement. Failure to meet the service levels as
defined in the Program Attachments may result in a renegotiation of the service levels provided under
the terms of this Agreement.
B. SE WA ALTC COG may unilaterally reduce the Agreement budget within thirty (30) days of the close
of the quarter by the amount of the projected quarterly expenditures left unspent at the end of that
quarter. SE WA ALTC COG shall submit to the Contractor notification of intent to recapture unspent
funds and a modification to the budget reflecting the adjusted changes in the Agreement.
III. AD NI * y TIVE AGREEME
A. ACCESS BY DSHS: The Contractor shall provide access at all reasonable times for DSHS to monitor
and/or evaluate the provision of services under this Agreement in recognition of the responsibility of
DSHS of the effective statewide operation of this program. Nothing herein contained shall be
interpreted to imply a privy to a contract between DSHS and the Contractor or to diminish in any
manner the responsibility and authority of the Contractor in administering this Agreement.
B. ACCESS BY SE WA ALTC COG:: The Contractor shall provide access at all reasonable times for SE WA
ALTC COG to monitor and/or evaluate the provisions of services under this Agreement. SE WA ALTC
COG may, with prior permission from the participant and knowledge of the Contractor, interview a
certain percentage of participants to ascertain their experiences with the program.
C. Records and Reports: The Contractor agrees to:
1. Maintain program records and reports, including statistical information, and to make such
records available for inspection by the SE WA ALTC COG in order for the SE WA ALTC COG
to be assured that contracted activities remain consistent with the terms of this Agreement
and the currently approved SE WA ALTC COG Area Plan which shall be kept on file at the SE
WA ALTC COG office.
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The Contractor further agrees to provide such information as requested by the SE WA ALTC
COG withn the time limitatioris established by the SE WA ALTC COG.
2. Submit the monthly report showing service level provided by the tenth day of each month
following the month during which the services were provided;
3. End of year invoices will be accepted until February 28th following the contract period
unless otherwise noted in the contract. Any invoices received after February 28th will not
be processed for payment.
4. Submit the Quarterly financial report upon request to SE WA ALTC COG by the end of the
month following the end of each quarter;
S. Complete and submit such additional reports as are required by SE WA ALTC COG within the
specified time frames, providing the Contractor is given a written request for the reports
thirty (30) days prior to the due date.
D. representative attenthe SE WA ALTC
COG contractorsmeeting and the Long Term Care Planning Committee meetings.
E The Contractor agrees that
1.
The program shall be publicized on a regular basis, with all publicity and printed material
identifying the SE WA ATLC COG as a funding agency;
2. All material distributed with regards to publicizing the program contain a statement assuring
non-discrimination. Following is the wording suggested:
The City of Yakima does not discriminate in providing services on the grounds of race,
creed, color, religion, national origin, gender, age, marital status, or the presence of any
sensory, mental, or physical disability.
3. Materials publicizing the program must be printed in other appropriate languages in counties
that have a specific minority 60+ population of three (3%) percent or more of the general
60+ population.
F. ADDITIONAL REMVNERATION PROHIBMD: Neither the Contractor nor any of its officers,
employees, agents or representatives, shall solicit, impose any fees, or accept any remuneration
whatsoever from clients, friends, relatives, or representatives of any clients for services performed
for that client under this Agreement other than the client matching monies or donations (see Section
In the event that this provision is violated, SE WA ALTC COG shall have the right to assert a claim
against the Contractor on its own behalf and/or on behalf of the client.
G. .MAINTENANCE OF FUNDING SOURCES: The Contractor agrees that:
1. SE WA AOC COG funds are not used to replace funds from any other existing program
funding;
2. It will continue or initiate efforts to obtain support from private sources and other public
organizations for this service;
3. It will utilize new funding sources for this service if they become available through SE WA
ALTC COG and it will make any changes necessary to meet the requirements of the new
funding sources.
H. FEES AND : The Contractor agrees that
1. It will assure that older persons have the opportunity to contribute to all or part of the cost
of the service, but service will not be denied if participant cannot or does not wish to
contribute;
2. It shall utilize client donations to meet project expenses before using State or Federal funds;
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3. It shall provide that the methods of receiving fees, donations and contributions from
individuals shall be handled in such a manner so as not to publicly differentiate among
individuals;
4. All project income derived from the provision of services described herein or incorporated by
reference herein or derived or generated through program fund-raising activities or profits
earned from fixed rate service shall stay with the project and shall be used to provide
increased levels or improved quality of service to the target population.
The state requires that rates charged to others cannot be Tess than the program charges the
state for the same services (usual and customary fee). The unit rate charged to SE WA ALTC
COG must equal or exceed the rate billed the state for the same service or the state must
be charged the lower rate.
MONITORING/ASSESSMENT PROCEDURES;: The Contractor agrees to:
1. Monitor both its fiscal and program status monthly and assess its performance on program
objectives and activities covered under this Agreement on an ongoing basis.
2. Monitor and assess on an ongoing basis the performance of any subcontracting agencies, and
insure that funds made available are expended only in accordance with the specific provisions
of this Agreement.
3. Recognize that SE WA ALTC COG will monitor and assess the activities and progress of all
programs covered under this Agreement on an ongoing basis. Said monitoring and
assessment will be accomplished through, but not limited to, review of program and financial
reports, on-site visits (service delivery and administrative sites), conference with program
administrators and staff, and visits by members of the SE WA ALTC COG staff and SE WA ALTC
COG. Monitoring may include assessing performance based on information submitted in the
Request for Proposal (RFP). Prior notice of all such visits will be provided.
4. Authorize and/or participate in any program or fiscal evaluations or studies conducted by SE
WA ALTC COG or DSHS. Prior notice will be provided as well as final reports of evaluations
or studies.
5. Conduct a self-evaluation of the program annually. The self-evaluation shall include a survey
of at least 10% of clients utilizing the service. The Contractor shall take steps to correct
deficiencies found during the internal monitoring. Monitoring reports shall be made available
to SE WA ALTC COG upon request.
PAYMENT PROVISIONS
CONSIDERATION
Payment shall be based on claims for reimbursement as reported on the SE WA ALTC COG invoice and support
documentation and shall be contingent upon the receipt of all required financial and program reports by the
respectively assigned due dates.
SE WA ALTC COG shall not be held responsible for any financial loss suffered by the Contractor as a result of
performance of services as outlined in this Agreement in the mutually agreed budget, service delivery
standards, units of service and payment standards.
II GENERAL PAYMENTS CONONS
The Contractor agrees to the following standards in satisfactorily performing the terms and conditions of this
Agreement:
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A. No payment shall be made for any contracted activity rendered by the Contractor which is not
identified within the terms and conditions of this Agreement and set forth within a category of the
budget.
B. Contractor shall submit to SE WA ALTC COG a written request for approval of budget revision when:
1. The revision would change the scope or objectives of any contracted activity category or;
2. Additional revenue is received for contracted activities within the terms of this Agreement.
C. Payments shall be based on SE WA ALTC COG's receipt of all fiscal and programmatic reports required
by this Agreement to substantiate claims for reimbursement. SE WA ALTC COG expressly reserves
the right to withhold payment in whole or in part when:
1. The Contractor fails to submit all required documentation, or
2. In SE WA ALTC COG's judgment, additional information is required to substantiate the basis
upon which claims for reimbursement are made, provided the request for such additional
information is consistent with the requirements of this Agreement; or
3. Claims for reimbursement are inconsistent with the terms and conditions of this Agreement.
D. Program Income: Gross income received by the contractor and/or subcontractors directly generated
by federal funds or a federal grant supported activity or earned as the result of the grant and/or
federal contract.
1. Program income may include, but is not limited to, income from: fees for services performed,
proceeds from the sale, lease or rent of assets which were acquired using federal funds,
contributions/donations from clients, honorariums, consultant fees, training fees, and the
like, earned by staff when time spent earning such honorarium or fee was charged to federal
funds, and revenue generated from sale of fabricated items.
2. Use program income in accordance with the Department of Health and Human Services
Administration of Grants, 45CFR, Part 74. Costs borne by the program income must be used
to satisfy cost sharing requirements.
SE WA ALTC COG agrees to promptly notify the Contractor of any proposed reduction in funding by State,
Federal, or other officials. The Contractor agrees that upon receipt of such notice it shall take appropriate
and reasonable action to reduce its spending in the affected funding area so that expenditures do not exceed
the funding level which would result if said proposed reduction became effective.
III BILLING PROCEDURES
A. Contractor shall submit written claims for reimbursement of contracted activities provided on the appropriate
forms. All payments will be based on contracted activities provided unless otherwise approved in writing by
SE WA ALTC COG.
B. SE WA ALTC COG agrees to make payment for contracted activities provided as approved by SE WA ALTC
COG with warrants within thirty (30) working days. This is contingent upon the availability of funds and
receipt of the Contractor's claims for reimbursement by SE WA ALTC COG by the tenth day of each month
following the month during which the services were provided.
No payment shall be made in the month services are rendered unless otherwise approved by SE WA ALTC
COG.
C. End of year invoices will be accepted until February 28th following the contract period unless
otherwise noted in the contract. Any invoices received after February 28th will not be
processed for payment.
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APPLUCA;
ExhibitA
STATEMENT OF WORK
2020 ADULT DAY CARE
CITY OF YAKIMA
A !P t ..,,_ l �i ON.
The Contractor agrees that services contemplated or delivered within the terms of this Agreement and funds
administered in the delivery of the specified services shall be provided in accordance with all applicable
Federal, State, and local laws and regulations,
A. CFR Title 45, Subtitle A, Part 74, (Administration of Grants)
B. Older Americans Act (Pl. 109-365)
C. WAC 388-106-1100 through 1120 (Senior Citizens Service Act)
D. WAC 388-71-0701 through 0776 (Adult Day Services)
An adult day services program is a community-based program designed to meet the needs of adults with
impairments through individual plans of care. This type of structured, comprehensive, nonresidential
program provides a variety of health, social, and related support services in a protective setting. By
supporting families and caregivers, an adult day services program enables the person to live in the
community. An adult day services program assesses the needs of the persons served and offers services to
meet those needs. The persons served attend on a planned basis. Nothing in this generic description of
adult day services may be construed to modify the specific services or eligibility requirements referenced in
the definition of adult day care and adult day health.
Adult Day Care (Ar ;; is a supervised daytime program providing core services as defined under WAC 388-
71-0704. Core services are appropriate for adults with medical or disabling conditions that do not require
the intervention of services of a registered nurse or licensed rehabilitative therapist acting under the under
the supervision of the client's physician.
The ADC center must offer and provide on-site the following core services as listed in WAC 388-106-0800.
A. Personal Care Services as defined in WAC 388- ' , or its successor;
B. Social services on a consultation basis;
C. Routine health monitoring with consultation from a registered nurse that a consulting nurse acting
within the scope of practice can provide with or without a physician's order;
D. General therapeutic activities that an unlicensed person can provide or that a licensed person can
provide with or without a physician's order. These services are planned and provided as an integral
part of the client's plan of care and are based on the client's abilities, interests and goals;
E. General health education that an unlicensed person can provide or that a licensed person can provide
with or without a physician's order;
F. A nutritional meal and snacks provided each four-hour period at regular times comparable to normal
meal times, including modified diet if needed and within the scope of the program, as provided under
WAC 388-71-0770;
G. Supervision and/or protection for clients who require supervision or protection for their safety;
H. Assistance with arranging transportation to and from the program;
I. First aid and provisions for obtaining or providing care in an emergency.
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The Contractor agrees that:
A. The Adult Day Services program Target population is individuals as referenced in the Adult Day Health
Program Standards.
B. There will be written assessment procedures utilized by the Contractor to determine if clients meet
the program target population criteria.
C. To the degree feasible, Contractor shall ensure that preference is given to those individuals aged 60
and over who meet the vulnerability criteria listed below with further preference given to low-income,
limited English proficiency and minority individuals and to those with the greatest economic and social
need.
A person is considered vulnerable if s/he:
1. Is unable to perform one or more of the activities of daily living below without assistance
due to physical, cognitive, emotional, psychological or social impairment:
a. Eating
b. Toileting
c. Personal hygiene & grooming
d. Bathing
e. Cooking
f. Dressing or undressing
g. Housework
h. Walking
i. Managing medical treatments (prescris - ayercises, change of dressing, in*
etc.)
j. Manage medications (what to take, when to take it, how to store it y, etc)
k. Telephoning
I. Transfer (getting in and out of fw khak)
m. Transportation
n. Managing money (budgeting, check writing, etc.)
o. Preparing Meals
2. Has behavioral or mental health problems that could result in premature institutionalization,
is unable to perform activities on daily activities listed above, or is unable to provide for
her/her own health and safety primarily due to cognitive, behavioral, psychological, or
emotional conditions which inhibit decisions making and threaten the ability to remain
independent.
3. Lacks an informal support system: The person has no family, friends, neighbors or others
who are willing and able to perform the services needed or whose informal support system
needs to be temporarily or permanently supplemented.
IV SERVICE SPECIFICATIONS
A. ibi I Dete rtfnati
II!"
The purpose of eligibility determination is to assess whether an applicant meets the financial and
program eligibility criteria for adult day care.
Financial Eligibility: Income below 40 percent of the state median income for free services; sliding -
fee scale applies if income is between 40 percent and 100 percent of state median income.
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Program Elioi ility: The applicant must be 60 years of age or older, both willing and able to participate
in the adult day care program on a regular scheduled basis and both willing and able to use adult
day care services to achieve treatment goals.
1. Adult day center staff are responsible for determining the financial and program eligibility of
an applicant for ADC services using the Senior Citizens Services Application.
2. Eligibility must be determined:
a. prior to the provision of adult day services and within thirty (30) days after the
applicant has requested service. Eligible applicants may be provided services as of
the date of application.
b. each January when the client's gross monthly income at the time of eligibility
determination is derived exclusively from pensions, Social Security benefits (SSA),
Supplemental Security Income (SSI), or a combination thereof.
A Participant Intake Form (PIF) or other client tracking information shall be completed on
each client served and submitted with the monthly Service Level Report as required to SE
WA ALTC COG. Additionally a PIF must be completed each January for participants
continuing into the New Year.
B. Reduction[%rminat n of SefyioeS
The Discharge Plan Form must be completed when a client becomes ineligible for adult day health
services or when services are reduced or terminated for any reason.
1. Adult day center staff are responsible for determining whether services provided to a client
should be reduced or terminated.
2. Reasons for reduction of services:
a. Client requests a reduction;
b. In the professional judgment of adult day center staff, the client no longer requires
the number of service days now being provided or is not both willing and able to
effectively utilize the number of service days now being provided to achieve
treatment goals. Whenever possible, service reductions should be accomplished
through mutual negotiation with the client and the client's family and/or others in
his/her informal support system and the client's physician;
c. Funding cutbacks require reduction.
3. Reasons for termination of services:
a. Client requests termination;
b. In the professional judgment of ADC center staff, the client no longer requires ADC
services, ADC services no longer meet the client's needs, or the client is not both
willing and able to effectively utilize the adult day health program to achieve
treatment goals. Whenever possible, service termination should be accomplished
through mutual negotiation with the client and with the involvement of client's family
and/or others in his/her informal support system and the client's physician;
c. Funding cutbacks require termination.
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C. The adult day center must be located in geographic areas, which contain major concentrations or
high proportions of target group older persons.
D. Transportation to and from the center must be available.
E. The adult day center must operate at least three (3) days a week and designate at least four (4)
consecutive hours a day when it provides a structured program.
F. The adult day center must meet the minimum staffing requirements.
G. The adult day center should have a written plan for evaluating whether the program is meeting the
day health standards and the needs of the participants.
H. Participants shall be referred to other services as needed.
1. Services shall be provided throughout those areas of Yakima County that are not a part of the Yakama
Nation. Persons, who live within the boundaries of the Yakama Nation, will be the responsibility of the
Yakama Nation Area Agency on Aging.
V. UNITS OF SERVICE
A. Definition: A unit of Adult Day Care services shall consist of one (1) hour of Adult Day Care
service, not including transportation time.
B. Anticipated Service Level by Contract: 380
VI PAYMENT CONSIDERATION
As consideration for services, as described in the Specific Provisions of this Agreement and in accordance with
the Budget Provisions of this Agreement, the SE WA ALTC COG agrees to pay the Contractor for client Adult
Day Care Core services a sum not to exceed $5,400 as submitted on the 2020 Contract Budget Summary.
The contracted amount shall be available during the period January 1, 2020 through December 31, 2020.
Payment to the Contractor for this Agreement shall be based on $14.20 per hour, less client match as
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11
Exhibit B
STATEMENT OF WORK
2020 RESPITE
CITY OF YAKIMA
CABLE LAWS AND REGULA
The Contractor agrees that services contemplated or delivered within the terms of this Agreement and funds
administered in the delivery of the specified services shall be provided in accordance with all applicable
Federal, State, and local laws and regulations, in particular the following:
A. WAC 388-106-1200 through 1230 (Respite Services)
B. WAC 388-71-0701 through 0774 (Adult Day Services)
C. Title III E of the Older American's Act (P. L. 109-365) Section 371-374 (National Family Caregiver
Support Program)
D. RCW 74.41.010 — 74.41.090 (State Family Caregiver Support Program)
*Is
3E
3
The purpose of Traditional Re oi e care is to provide relief for families or other caregivers of disabled adults.
Both in-home and out -of -home Traditional Respite care is available and is provided on an hourly and daily
basis, including 24-hour care for several consecutive days. Respite care workers provide supervision,
companionship and personal care services usually provided by the primary caregiver of the disabled adult.
Services appropriate to the needs of individuals with dementia are also provided. Medically related services,
i.e. administration of medication or injections; are provided by a licensed health practitioner.
The purpose of hoi Term esoite care is to provide the in-home care necessary to enable unpaid caregivers
who do not qualify for Traditional Respite to attend family caregiver educational classes and seminars.
III TARGET POPULATION
State Respite — To be eligible to receive respite care, a caregiver shall meet the target population criteria
for respite services as referenced in the Respite Program Standards under Eligibility Requirements for
Caregivers.
State Family Caregiver Support Program (SFCSP) —To be eligible to receive caregiver support, an unpaid
caregiver may be any age, but must have primary responsibility for the care of an adult 18 years of age and
older with a functional disability.
National Family Caregiver Support Program (NFCSP) — To be eligible to receive caregiver support, an
unpaid caregiver may be any age, but must be providing care to a recipient age 60 and above. Priorities shall
be given to unpaid older individuals with the greatest social and economic needs.
A sliding fee scale is used for Respite care and the Family Caregiver Support programs.
IV EINANaALMRTICIRATION
DSHS requires eligible participants to pay part of the cost of the respite care services received. A SE WA
ALTC COG case manager shall administer a sliding -fee schedule (the same as the Senior Citizens Services Act
(SCSA) fee schedule), which shall be updated annually, to determine the participant's share of the cost of
respite care services.
A. In determining the amount the participant shall pay, the following shall apply:
1. There shall be no charge to the participant if his or her income is at or below 40 percent of
the State Median Income.
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2. If the participant's income is between 40 and 99 percent of the State Median Income, he or
she will be charged a percentage of the cost of respite care. This amount shall be calculated
using the sliding fee schedule.
3. If the participant's income is 100 percent or more of the State Median Income, he or she will
pay the full cost of the service.
4. The cost of respite care shall be determined by the number of hours or days of respite care
service authorized and used, and the rate of the service, as negotiated between the respite
care program and Contractor.
5. The caregiver shall not be means -tested nor be required to pay for the care received. If a
caregiver does not meet all of the eligibility requirements but requests respite care, the full
cost of respite care services shall be charged.
V P OGRAM ADMINISTRATION
A. For Traditional Respite, an in-home assessment shall be conducted by SE WA ALTC COG case
manager in the participant's home using the Tailored Caregiver Assessment and Referral (TCARE)
tool. The same assessment and scheduling procedures shall apply to all respite care participants and
caregivers regardless of share in the cost of respite care.
Upon completion of the assessment, a Respite Information Form for Providers shall be generated by
the TCARE tool and sent to the Contractor. It shall include information on the care receiver's Activities
of Daily Living and Instrumental Activities of Daily Living as well as the care receiver's memory and
decision—making status and health-related issues. Contact information for both the care receiver and
caregiver will be included. It shall be the responsibility of the Contractor to discuss with the caregiver
the details of the plan of care.
B. Short Term Respite shall be authorized by an SE WA ALTC COG case manager for family caregivers
who have not undergone a full TCARE assessment or who do not qualify for Traditional Respite
services, enabling them to attend caregiver educational offerings. Because TCARE assessments have
not been completed for these caregivers, the TCARE Information for Respite Care Service Providers
form cannot be generated. The Contractor shall meet with these family caregivers to obtain the
information about the care receiver necessary to develop Respite care instructions for agency care
providers.
C. All authorizations for service shall be made through the SE WA ALTC COG case manager. SE WA
ALTC COG case managers shall encourage caregivers to schedule episodes of respite care in advance.
If respite care episodes cannot be provided when requested, a waiting list shall be used.
D. t mum Hours
The SE WA ALTC COG case manager shall determine the dollars available during any one month and
authorize hours to the Contractor accordingly. The Contractor shall not deliver more service hours
than authorized by the SE WA ALTC COG case manager.
VI ERVI AREA
Services shall be provided throughout those areas of Yakima County that are not a part of the Yakama Nation.
Persons, who live within the boundaries of the Yakama Nation, will be the responsibility of the Yakama Nation
Area Agency on Aging.
VII Uig OF SERVICE
A. Definition: A unit Respite service shall consist of one (1) hour of service.
B. Anticipated Service Level by Contract: 844
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C. Payment Provisions
The respite care program shall ensure:
1. That a record of all units of service used by a caregiver, as reported by the Contractor, is
maintained.
2. That funds received from participants shall be reported to SE WA ALTC COG by the agencies
collecting them. SE WA ALTC COG shall report funds collected from participants to DSHS as
part of monthly invoicing. These funds shall only be used within the respite care program.
3. The Contractor shall not be paid for more service hours than authorized by the SE WA ALTC
COG case manager.
4. Funds from participants and caregivers not meeting all of the eligibility criteria shall be
accounted for at the Contractor level.
VIII STAFFING STANDARDS
A. Service Delivery
1. There shall be written procedures for recruiting, screening, training, supervising, and
monitoring in-home and out -of -home respite care workers.
2. It is the responsibility of the Contractor to provide training to workers. SE WA ALTC COG will
monitor to insure training standards are met.
3. Sufficient staff shall be available to ensure that all authorized requests for service can be met
in a timely manner.
IX. PAYMENT CONSIDERATION
As consideration for services, as described in the Specific Provisions of this Agreement and in accordance with
the Budget Provisions of this Agreement, SE WA ALTC COG agrees to pay the Contractor a sum not to exceed
$13,500 from available funds as submitted on the 2020 Contract Budget Summary. This total sum shall be
available during the period January 1, 2020 through December 31, 2020. These funds shall be used to provide
Respite Care services. Payment to the Contractor for this Agreement shall be based on $16.00 per hour less
client match as computed on the Senior Citizen Services sliding fee schedule.
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ATTACHMENT A
Rasic Agreement
THIS BASIC AGREEMENT is entered into by and between Southeast Washington Aging and Long Term Care
Council of Governments hereinafter called "SoutheastWashington Aging and Long Term Care, or SE WA ALTC
COG" and City of Yakima, hereinafter called "the Contractor".
| PURPOSE
The purpose of this document is to establish a Basic Agreement containing General Terms that shall be
incorporated by reference into any Contract executed between Southeast Washington Aging and Long
Term Care and the Contractor.
U AUTHORITY OF THE DIRECTOR OF SOUTHEAST WASHINGTON AGING AND LONG TERM CARE
Southeast Washington Aging & Long Term Care hereby appoints and the Contractor hereby accepts the
Director of Southeast Washington Aging and Long Term Care or a designee, as the Southeast Washington
Aging and Long Term Care's representative for the purpose of administering the provisions of this Basic
Agreement and subsequent Contracts, including Southeast Washington Aging and Long Term Care's right
to inspect facilities and records, to receive and act on reports and documents, to request and receive
additional information from the Contractor, to approve budget revisions and payment changes, to approve
fee schedules for services, to assess the general performance of the Contractor, to determine if contracted
services are being delivered in accordance with Fedara|. State, and local laws and regulations, to approve
subcontracts, and to suspend this Basic Agreement or any Contract. All actions taken by the Director shall
be subject to approval by the Southeast Washington Aging and Long Term Care. Southeast Washington
Aging and Long Term Care reserves the right to terminate this Basic Agreement or any Contract and to
commence civil action for its enforcement.
U| EXTENT OF AGREEMENT
The Basic Agreement and Contract(s) contain all the terms agreed upon by the parties. No other
understandings, written or oral, regarding the subject matter of this Basic Agreement or any Contract shall
bind the parties.
IV PERIOD OF AGREEMENT
The terms of this Basic Agreement shall commence upon the date of execution and shall remain in full
force and effect until specifically modified or terminated by mutual assent of the parties regardless of the
modification or termination in whole or in part of any Contract. This Basic Agreement supersedes any prior
Basic Agreement executed between Southeast Washington Aging and Long Term Care and the Contractor.
V COMPLIANCE WITH LAWS
The Contractor, in performance of this Basic Agreement and any Contract, shall comply with all applicable
Federal, State, and Iocal laws and regulations including HIPAA.
VI ORDER OF PRECEDENCE
Unless otherwise provided in a Contract, any inconsistency in the Basic Agreement or a Contract shall be
resolved by giving precedence in the foliowing order:
A. Applicable Federal and State laws and Regulations;
B. The terms and conditions of a Contract;
C. The terms and conditions of the Basic Agreement;
D. Any other provisions incorporated in writing into the Basic Agreement or Contract.
E. The terms contained in the Statement of Work.
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AcT000mzozo-4|
V1| RELATIONSHIP OF THE PARTIES
The parties agree that the Contractor is an independent contractor and not an agent or employee of
Southeast Washington Aging and Long Term Care. Agents, employees, or representatives of the
Contractor shall neither claim to be nor present themselves as employees, agents, or representatives of
Southeast Washington Aging and Long Term Care for any purpose. Employees of the Contractor are not
entitled to any benefits Southeast Washington Aging and Long Term Care provides for its employees.
VIII DEFINITIONS
Terms used throughout this Basic Agreement shall have meanings as defined in the Washington
Administrative Code (WAC). Additionally, the foliowing words shall have the meanings as indicated:
Aging and Long Term Care — Southeast Washington Aging and Long Term Care.
Basic Agreement - This Agreement, which identifies the Contractor and the general terms that apply when
and if Southeast Washington Aging and Long Term Care and the Contractor execute a Contract. The
terms of the Basic Agreement are applicable to a Contract.
Business Associate means the ^[ontractor^ and generally has the same meaning as the term "Business
Associate" as defined in 45 CFR 160.103 which means a Business Associate who performs or assists in the
performance of an activity for or on behalf of the Covered Entity that involves the use or disclosure of
protected health information (PHI). Any reference to Business Associate Under this Agreement includes
Business Associate's employees, agents, officers, subcontractors, third party contractors, volunteers, or
directors.
Business Associate Agreement means the HIPAA Compliance section of the Agreement and includes the
Business Associate provisions required by the U.S. Department of Health and Human Services, Office for
Civil Rights.
Breach means the acquisition, access, use, or disclosure of Protected Health Information in a manner not
permitted under the HIPAA Privacy Rule which compromises the security or privacy of the Protected Health
Information, with the exclusions and exceptions Iisted in 45 CFR 164.402.
Client - An individual applying for or receiving goods, services or benefits under a Contract. The terms
Consumer, Customer, and Participant are synonymous.
Contract A document consisting of terms specific to contracted services, including Specific Provisions,
Payment Provisions, and a Budget.
Contracted Services - Those services to be provided by the Contractor under the terms of a Contract.
Contractor The individual or entity entering into this Basic Agreement with Southeast Washington Aging
and Long Term Care. If a Contract is subsequently executed, the Contractor will deliver contracted services.
Contractor includes authorized representatives and subcontractors retained to deliver contracted services.
The term Business Associate is synonymous.
Director - The Director of the Southeast Washington Aging and Long Term Care or designee.
HIPAA — Health Insurance Portability and Accountability Act of 1996, 45 CFR 160. 164, privacy and security
standards for Private Health nformation.
PHI — Private Health Information means individually identifiable information relating to the past, present
or future physical or mental health or condition of an individual, provision of health care to an individual,
or the past, present or future payment for health care provided to an individual.
Subcontract An agreement between the Contractor and a subcontractor, or between a subcontractor
and another subcontractor, for the delivery of contracted services. The term subcontract does not include
the purchase of supplies or support services that do not directly affect the client's health or welfare. The
term subcontract means subcontract in any tier.
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Subcontractor - An individual or other entity delivering contracted services under a separate agreement
with the Contractar or another subcontractor. The individual or entitis bound by the same HIPAA
restrictions and conditions as SE WA ALTC COG and Contractor. The term "subcontractor" means
subcontractor in any tier.
IX MALNTENANCE OF RECORDS& SAFEGUARDING OF INFORMATION
Maintenance of Records. During the term of the Agreement and for six (6) years foliowing termination or
expiration of tbis Agreement, both parties shall maintain records sufficient to:
A. Document performance of all acts required by law, regulation, or this Agreement.
B. Demonstrate accounting procedures, practices and records that sufficiently and properly document
the Contractor's invoices to SE WA ALTC COG and all expenditures made by the Contractor to
perform as required by this Agreement
C. For the same period, the Contractor shall maintain records sufficientto substantiate the Contractor's
statement of its organization's structure, tax status, capabilities and performance.
Public Information. All notices, informational brochures, press releases, research reports, and similar public
notices prepared and released by the Contractor for the services described in this Agreement shall include
a statement indicating the funding source as awarded under this Agreement with the SE WA ALTC COG.
Failure to comply with the requirements of this section may result in the termination or suspensian of this
Agreement and/or noneimbursernentforthecostsofxaidbrochu/es'advertisingetc.
Information Requirements. The Contractor shall provide to SE WA ALTC COG the foliowing documents, as
applicable
A. The Contractor's Liability Insurance;
B. Signature Authorization Forms;
C. Roster of Board of Directors, Board of Trustees, and/or Advisory Board members (if applicable).
D. Licenses and certifications;
E. Annual Operating Budget; (if applicable).
F. Staffing plan;
G. Personnel policies and procedures;
H. Job description;
I. By-laws, (if app!icable), and
J. Articles of incorporation (if applicable).
All documents listed above must be submitted annually and/or as changes occur throughout the term of
this Agreement, with any changes made from previous documents on file with SE WA ALTC COG indicated
with an asterisk, along with the date changes were formally adopted. All of the above documents are
subject to review and approval by SE WA ALTC COG. Should such changes affect the scope of this
Agreement, SE WA ALTC COG reserves the right to amend or terminate this Agreement.
[onhdentiaKPH||nformatimn. The use ar disclosure by the Contractor of confidential information and PHI
concerning a client is prohibited without the written consent/authorization of the client, their designee, or
responsible parent or guardian if the client is incompetent or a minor, or as otherwise provided by law,
except:
A. The Director or the Contractor may disclose information to each other, the State of Washington, or
the Federal government for purposes directly connected with the administration of this Basic
Agreement or any Contract. Such information includes determining e|igibi|ity, delivering services,
and participating in an audit.
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B. The Director or the Contractor may disclose information to appropriate Federal agencies and the
State of Washington for research, monitoring, statistical, and evaluation purposes.
C. The Director and the Contractor may disclose PHI to each other for data aggregation services,
treatment, payment or health care operations.
O. The contractor agrees to develop and use appropriate procedural, physical, and electronic
safeguards to prevent misuse of PHI. The contractor must limit any use or disclosure to the
minimum amount necessary to accomplish the intended purpose.
X TREATMENT OF ASSETS
Real and personal property shall not be purchased under this Basic Agreement or any Contract without
prior written approval from the Director. An inventory of such property shall be completed annually and
submitted to the Director
A. Definitions:
1. Nonexpendable Personal Property means tangible personal property having a useful life of
more than one year and an acquisition cost of$5.U0O.O0 or more per unit, unless defined
otherwise by Contract.
2. Personal Property means property of any kind except real property.
3. Acquisition Cost means the amount expended for property, excluding interest and the book
vatue (acquisition cost less depreciation) of any trade-in.
4. Useful Life of property means that useful service life as based on the U. S. Department of
Treasury, Internal Revenue Service, policies on depreciation for tax purposes, unless the
Contractor can document to the written satisfaction of the Director some different period.
B. Title to all property furnished by Southeast Washington Aging and Long Term Care with County,
State, or Federal funds shall remain with Southeast Washington Aging and Long Term Care, the
State of Washington, or the Federal Government as their respective interests may appear.
C. Title to all nonexpendable personal property purchased by the Contractor, the cost of which the
Contractor is entitled to be reimbursed as a direct item of cost under a Contract, shall pass to and
vest in Southeast Washington Aging and Long Term Care or State of Washington, or Federal
Government as their respective interests may appear, upon delivery of such property.
O. Nonexpendable personal property purchased by the Contractor under the terms of any Contract in
which title is vested in Southeast Washington Aging and Long Term Care, State, or Federal
Government shall not be rented, loaned, or otherwise passed to any person, partnership,
corporation, association or organization without the prior written approval of the Southeast
Washington Aging and Long Term Care, State, or Feder& Government.
E. Nonexpendable personal property furnished to or purchased by the Contractor, which is vested in
Southeast Washington Aging and Long Term Care, State, or Federal Government, shall be used only
for the delivery of contracted services.
F. As a condition precedent to reimbursement for the purchase of nonexpendable personal property,
title to which shall vest in Southeast Washington Aging and Long Term Care, State, or Federal
Government, the Contractor agrees to execute such security agreements and other documents as
shall be necessary for Southeast Washington Aging and Long Term Care, State, or Federal
Government to protect their respective interests in such property in accordance with the Uniform
Commercial Code -Secured Transactions as codified in Article 9, Title 62A, RCW.
G. The Contractor shall be responsible:
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1. For loss or damage to property of Southeast Washington Aging and Long Term Care, State,
or Federal Government that results from negligence, willful misconduct, or lack of good faith
on the part of the Contractor;
2. To maintain and administer property in accordance with sound management practices; and
3. To ensure that the property shall be returned to Southeast Washington Aging and Long Term
Care, State, or Federal Government in condition as good as when acquired, reasonable wear
and tear expected.
H. Upon the loss or destruction of or damage to Southeast Washington Aging and Long Term Care,
State, or Federal Government property, the Contractor shall notify the Director thereof and shall
take all reasonable steps to protect that property from further damage.
I. The Contractor shall surrender to the Director all property of Southeast Washington Aging and Long
Term Care, State, or Federal Government within 30 days after settlement upon rescission,
termination, or completion of this Basic Agreement or the Contract(s) for which the property was
purchased, unless otherwise mutually agreed between the Contractor and the Director.
J. The Director may, at his or her discretion, abandon in place property in which title is vested in
Southeast Washington Aging and Long Term Care, State, or Federal Government under the terms
of this Basic Agreement insofar as permitted by law, rule, or regulation, and thereupon all rights and
obligations of Southeast Washington Aging and Long Term Care, State, or Federal Government
regarding such abandoned property shall cease.
XI LICENSING AND PROGRAM STANDARDS
The Contractor shall comply with all applicable Federal, State, and local laws and regulations for licensing,
certification and operation of facilities and programs, and accreditation and licensing of individuals, and
other standards or criteria as described in this Basic Agreement or any Contract to assure quality of
services.
XII STANDARDS FOR FISCAL ACCOUNTABILITY
A. The Contractor's fiscal management system shall:
1. Provide accurate, current, and complete disclosure of the financial status of each Contract;
2. Identify the source and application of all funds received for contracted services, distinguish
costs of contracted services delivered under the terms of the Contract from all other costs
and provide for accounting separation of all funds received; and
3. Report all revenue and expenditures to the Director in a manner consistent with generally
accepted accounting principles.
B. The Contractor agrees to maintain written accounting procedures.
C. The Contractor agrees to:
1. Maintain records and documents that accurately reflect all direct and indirect costs related to
the delivery of contracted services; and
2. Retain all fiscal and program records and other material relevant to a Contract according to
the federal or state program guidelines. Fiscal records must be retained until all audits are
resolved.
XIII INSPECTION
A. The Contractor shall give access to its facilities and records to any authorized officer, employee or
agent of Southeast Washington Aging and Long Term Care, the State of Washington or the Federal
Government at all reasonable times. Authorized persons shall have the right to examine the
Contractor's performance, financial records, and HIPAA documentation and perform other activities
to determine the Contractor's compliance with the terms of this Basic Agreement, any Contract, and
HIPAA.
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The Director shall give the Contractor reasonable notice of monitoring, auditing, observation and
other visits by its officers and employees to the Contractor's place of business.
B. The Director may require the Contractor to make reasonable changes in the contracted services and
HIPAA practices, as completed or to be completed, if the contracted services fail to conform to the
standards and specifications set forth in the Contract
C. The Contractor shall notify the Director immediately of inspections, audits, accneditatiuns, or
program reviews related to the delivery of contracted services. The Contractor agrees to provide
the Director copies of written reports of inspections, audits, accreditations or program reviews within
72 hours.
XIV HOLD HARMLESS
A. Indemnification, Defense, and HoId Harmless: To the fullestextent permitted by Iaw inctuding RCW
4.24.115, the Contractor shall indemnify, defend, and save harmless Southeast Washington Aging
and Long Term Care and its officers, employees, agents, and volunteers from all claims, suits, or
actions brought for injuries to, or death of, any persons, or damages arising from or relating to the
Contractor's performance of this Agreement or in consequence of any negligence or breach of
contract related to the Contractor's performance of this Agreement caused in whole or in part by
any act or omission by the Contractor or the agents or employees of the Contractor related to
performance ofthis Agreement.
8. Contractor's Waiver of Employer's Immunity under Title 51 RCW: Contractor intends that its
obligations to indemnify, defend, and hold harmless set forth above in section 15 shall operate with
full effect regardless of any provision to the contrary in Title 51 RCW, Washington's Industrial
Insurance Act. Accordingly, the Contractor specifically assumes all potential liability for actions
brought by employees of the Contractor against Southeast Washington Aging and Long Term Care
and its officers, employees, agents, and volunteers, and, solely for the purpose of enforcing the
Contractor's obligations to indemnify, defend, and hold harmless set forth above in section 15, the
Contractor specifically waives any immunity granted under the state industrial insurance law, Title
51 RCW. The parties have mutually negotiated this waiver.
C. The Contractor shall similarly require that any subcontractor it retains in connection with its
performance of this Agreement shall comply with the terms of this paragraph, waive any immunity
granted under Title 51 RCW, and assume all liability for actions brought by employees of the
subcontractor.
XV AUDIT REQUIREMENT
A. Definitions
Single Audit means an audit that will encompass the entirety of the financial operations of the
Contractor and shall determine and report whether:
1. The financial statements of the Contractor present fairly its financial position and the results
of its financial operations in accordance with generally accepted accounting principles, and
whether the Contractor has complied with laws and regulations that may have a material
effect upon the financial statements;
2. The Contractor has internal control systems to provide reasonable assurance that it is
managing Federal financial assistance programs in compliance with applicable laws and
regulations; and
3. The Contractor has complied with laws and regulations that may have a material effect upon
each major Federal assistance program. In testing compliance for this section the auditor must
select and test a representative number of transactions from each major Federal assistance
program.
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Program -Specific Audit means an audit of one Federal program in accordance with Federal laws,
regulations, or audt guides relative to that particular program.
When a Contractor expends Federal Financial Assistance under only one Federal program and the
Federal program's laws, regulations, or grant agreements do not require a financial statement audit
of the Contractor, the Contractor may elect to have a program -specific audit.
Subrecipient means any person or government department agency, or establishment that receives
federal financial assistance to carry out or administer a program but not an individual who is a
beneficiary of such a program. Distinguishing characteristics of a Subrecipient include such items
as responsibility to meet compliance requirements, performance measured against meeting the
objectives of a program, responsibility for programmatic decision making, and determining
eligibility for assistance.
Vendor means an entity responsible for providing goods or services that are required for the
conduct of a Federal program. Distinguishing characteristics of a vendor include such items as
providing the goods or services within normal business operations, operating for a profit, providing
similar goods or services to many different purchasers, operating in a competitive environment, and
not having responsibility for adherence to program compliance requirements.
Federal Financial Assistance means assistance provided by a Federal agency in the form of grants,
contracts, cooperative agreements, loans, loan guarantees, property, interest subsidies, insurance,
food commadities, direct appropriations, and other assistance.
It does not include direct Federal cash assistance to individuals. It includes awards received directly
from Federal agencies or indirectly through other units of state and local governments.
B. The Contractor, if a Subrecipient of Federal Financial Assistance and expends (from all sources)
$75[\0O0ormovemyemrinFednro|Financia|Axuistanoe,sho||purchaseonnuo||yasin0|eurprogram
spedficauditconductedforthmtyearbvagovernmentauditurorpub|icaccountantvvhomeetsthe
standards for independence specified in the Government Auditing Standards. The Contractor
agrees to:
1. Adhere to the Office of Management and Budget (OMB) Circular A-133 and other relevant
Federal and State Requirements;
2. Provide access to independent auditors to its financial records; and
3. Maintain accounting records that will enable identification of all federal funds received and
expended by the OMB Catalog of Federal Domestic Assistance number.
C. The Contractor, if a Subrecipient of Federal Financial Assistance and expends (from all sources) less
than $750,000 per year in Federal awards is exempt from Federal audit requirements for that year,
but records must be available for review or audit by appropriate officials of the Federal Agency,
pass-through entity and the General Accounting Office (GAO).
D. The Contractor, if a vendor, is exempt from Federal audit requirements but records must be available
for review by appropriate officials of the Federal agency, pass-through entity, and the General
Accounting Office. The Contractor agrees to:
1. Ensure that transactions are in compliance with laws, regulations, and the provisions of the
Contract or grant agreements;
2. Maintain accounting records that will enable identification of all federal funds received and
expended; and
3. Provide access to its financial records by appropriate officials of Southeast Washington Aging
and Long Term Care, State, Federal Government or their authorized representative to
determine program compliance.
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E. The Contractor shall ensure that the audit report, with management letter, is submitted to the
Director within nine months after the end of the audit period but no later than 30'daya after its
receipt.
XVI INSURANCE AND BONDING
A. Southeast Washington Aging and Long Term Care certifies that it is nsured as a member of Enduris,
and can pay for Iosses for which it is found Iiable.
B. The Contractor shaU, maintain occurrence based comprehensive general liability insurance and
automobile Iiability insurance with minimum limits of$1.U0lUOO per occurrence and $2,080.000
aggregate, as well as Workers Compensation Contingent Employers Liability with minimum limits of
$1,000,000 each accident or disease for each employee. Such insurance shall providethat Southeast
Washington Aging and Long Term Care, its officers, employees, agents and volunteers are Primary
Additional nsureds under such insurance.
The coverage provided under such insurance for such Primary Additional Insured's shall be primary
and not contributory to any other coverage that may be available to such Primary Additional
Insured's. Prior to commencement of any work under this Agreement, the Contractor shall, provide
proof of such insurance including all Certificates of Insurance and endorsements pertaining to such
insurance, and if requested, any policy pertaining to insurance required under this Agreement.
C. The Contractor agrees to meintain, without interruption during the term nf a Contract, a Fidelity
Bond in a minimum amount of $50,000, unless specified otherwise in the contract, which covers all
individuals responsible for the administration of funds provided within the terms of a Contract.
Certification of bonding shall be submitted to the Director within thirty days after execution of a
Contract.
D. The Contractor shall notify the Director immediately if either insurance or bonding coverage is
terminated during the term of a Contract or is reduced below contractual requirements.
XVII NONDISCRIMINATION
A. The Contractor shall develop or adopt a nondiscrimination plan consistent with the Washington
State Law Against Discrimination (RCW 49.60).
B. The Contractor agrees that it shall not discriminate against any person on the grounds of race, creed,
color, religion, national origin, sex, sexual orientation, age, marital status, political affihiation or belief,
or the presence of any sensory, mental or physical handicap in violation of the Washington State
Law Against Discrimination (RCW Chapter 49.60) or the Americans with Disabilities Act (42 USC 12101
et seq). In the event the Contractor violates this provision, SE WA ALTC COG may terminate this
Agreement immediately and bar the Contractor from performing any services for SE WA ALTC COG
in the future. The Contractor shall not:
1. Deny an individual contracted services or benefits;
2. Provide contracted services or benefits to an individual that are different, or are provided in
a different manner, from those provided to others;
3. Subject an individual to segregation or separate treatment in any manner related to the
receipt of contracted services or benefits; or
4. Deny an individual an opportunity to participate in any program or afford an opportunity to
do so that is different from that afforded others.
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C. The Contractor shall not use criteria or methods of administration that have the effect of subjecting
individuals to discrimination because of race, creed, color, religion, national origin, sex, sexual
orientation, age, marital status, political affiliation or belief, or the presence of any sensory, mental
or physical handicap or have the effect of defeating or substantially impairing the delivery of
contracted services to the class of individuals mentioned above through the selection of:
1. The types of contracted services or other benefits to be provided;
2. The class of individuals to whom, or the situation in which, such contracted services or other
benefits shall be provided; or
3. The class of individuals to be afforded an opportunity to receive contracted services or other
benefits;
In accordance of the Washington State Law Against Discrimination (RCW [hapter49.60 or
the Americans with Disabilities Act (42 USC 12101 et seq). In the event the Contractor violates
this provision, Southeast Washington Aging and Long Term Care may terminate this
Agreement immediately and bar the Contractor from performing any services for SE WA ALTC
COG in the future.
D. The Contractor shall comply with all Federl and State nondiscrimination rules, including:
1. The Americans with Disabilities Act (ADA) of 1990, which prohibits discrimination against
qualified individuals with disabilities and requires reasonable accommodations to the known
physical or mental limitations ofan otherwise qualified individual.
2. Title VI of the Civil Rights Act of 1964 as amended.
3. Section 504 of the Rehabilitation Act 1973 as amended.
4. The Age Discrimination Acof 1975 as amended.
5. The Washington State Law Against Discrimination, RCW 49.60.
E. The Contractor shall have a written procedure for resolving complaints that allege a violation of
Federal laws against discrimination. A copy shall be made available to clients and applicants for
contracted services. Such procedures should include time frames for Contractor response or action.
Persons wishing to file a complaint shall be advised in writing of their right to file their complaint
within 180 days of the alleged act of discrimination directly with the Washington State Human Rights
Commission, the U.S. Equal Employment Opportunity Commission, the U.S. Department of Health
and Human Services Office for Civil Rights, or the U.S. Department of Labor Office of Contract
Compliance.
F. Equal Employment Opportunity: The Contract agrees that they will comply with all equal
employment opportunity requirements as applicable with State and Federal laws.
G. The Contractor shall require subcontractors to fully comply with the provisions of this section,
including sanctions for noncompliance.
XVIII INCIDENT REPORTING
The Contractor agrees to report any extraordinary incident to the Director, in writing, within three working
days of the occurrence of an incident. A reportable incident is one that occurs or arises under this Basic
Agreement or any Contract, and that involves:
A. A death or injury, requiring inpatient hospital care, of a client or person under the care, supervision,
or control of the Contractor at the time of the incident;
B. An act of violence or serious crime in which the victim or the perpetrator is a client or person
employed by or under the care, supervision, or control of the Contractor at the time of the incident;
C. An incident of such public concern that the Director or the Southeast Washington Aging and Long
Term Care Council of Government Governing Board may have a need to know; or
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D. A loss of funding so great as to jeopardize the Contractors abilfty to fulfill the terms of this Basic
Agreement or any Contract.
E. Any unauthorized uses/disclosures of which it becomes aware, and shall take all reasonable steps
to mitigate the potentialiy harmful effects of such breach.
XIX ASSIGNMENT AND SUBCONTRACTING
The Contractor shall not assign or subcontract any portion of contracted services unless the written
subcontract has been reviewed and approved by the Director prior to the start of the subcontract.
All contracted services that are not delivered directly by the Contractor must be delivered according to
the terms ofthis Basic Agreement and the Contract.
XX SEVERABILITY
If any provision of this Basic Agreement shall be held invalid, the invalidity shall not affect the other
provisions of the Agreement. To that end, the provisions of this Basic Agreement are severable.
XXI MODIFICATION
No modification or waiver of any clause or condition of this Basic Agreement is binding upon either party
unless such modification or waiver is in writing and executed by both parties.
XXII SUSPENSION, TERMINATION AND CLOSEOUT
If the Contractor fails to comply with the terms of this Basic Agreement, any Contract or HIPAA, the Director
may pursue such remedies as are legally available including the suspension or termination of this Basic
Agreement or the Contract in whole or in part in the manner specified herein.
A. Suspension - If the Contractor fails to comply or is unable to substantiate full compliance with the
terms of this Basic Agreement or any Contract, the Director may suspend this Basic Agreement or
the Contract in whole or in part pending corrective action or investigation, effective no less than
seven days following written notification to the Contractor. The suspension shall remain in force
until the Contractor complies to the satisfaction of the Director and is able to substantiate its full
compliance with the terms of this Basic Agreement and the Contract. No obligation incurred by
the Contractor during the period of suspension shall be allowable under this Basic Agreement
except:
1. Reasonable, proper, and otherwise allowable costs that the Contractor could not avoid
during the period of suspension; and
2. Discretionary costs that the Contractor incurred during the period of suspension if the
Contractor is able to substantiate complete compliance with the terms of this Basic
Agreement and the Contract
B. Termination for Cause The Director may, by written notice, terminate this Basic Agreement or
any Contract in whole or in part for substantial breach by the Contractor of duties under this Basic
Agreement, any Contract or HIPAA. In such an event, the Contractor shall be Iiable for reasonable
damages, including the reasonable cost of procuring similar services actually procured by the
Director to fully execute the Contractor's duties under this Basic Agreement and the Contract(s).
C. Termination for Other Grounds This Basic Agreement or any Contract may be terminated in
whole or in part by:
1. Either party, upon thirty days advance written request, in which case the two parties shall
devise by mutual agreement the conditions of termination including the effective date and
in case Cftermination in part, the portion to be terminated.
2. The Director, immediately upon written notice, if funding is withdrawn or reduced to the
extent that the continuation is not in the best interest of Southeast Washington Aging and
Long Term Care.
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D. Termination Procedure. The foliowing provisrons apply in the event this Agreement is terminated:
1. The Contractor shall cease to perform any services required by this Agreement as of the
effective date oftermination, and shall comply with all reasonable instructions contained in
the notice of termination which are related to the transfer of clients, distribution of property,
and termination of services.
2. The Contractor shall promptly deliver to SE WA ALTC COG, all SE WA ALTC COG assets
(personal property) in the Contractor's possession, including any material created under
this Agreement.
Upon failure to return SE WA ALTC COG property within ten (10) business days of the
Agreement termination, the contractor shall be charged with all reasonable costs of
recovery, including transportation.
The Contractor shall take all commercially reasonable steps to protect and preserve any
property of SE WA ALTC COG that is in the possession of the Contractor pending return to
SE WA ALTC COG.
3. SE WA ALTC COG shall be liable for and shall pay for only those services authorized and
provided through the effective date oftermination. SE WA ALTC COG may pay an amount
mutually agreed by the parties for partially completed work and services, if work products
are useful to or useable by SE WA ALTC COG.
4. If SE WA ALTC COG terminates this Agreement for default, SE WA ALTC COG may withhold
a sum from the final payment to the Contractor that SE WA ALTC COG determines
necessary to protect/SE WA ALTC COG against loss or additional liability. SE WA ALTC COG
shall be entitled to all remedies available at law, in equity, or under this Agreement.
If it is later determined the Contractor was not in default, or if the Contractor terminated
this Agreement for default, the Contractor shall be entitled to all remedies available at law,
in equity, or under this Agreement.
E. Closeout Upon expiration or termination of a Contract, in whole or in part, the following
provisions shall apply:
1. Southeast Washington Aging and Long Term Care shall pay to the Contractor all allowable
reimbursable costs not covered by previous payment upon submittal of a final invoice,
subject only to the right reserved to the parties in the event of a dispute as provided in
subparagraph 3fl below.
Z. The Contractor shall pay to Southeast Washington Aging and Long Term Care moneys
received from Southeast Washington Aging and Long Term Care in excess of allowable
costs, subject only to the right reserved to the parties in the event of a dispute as provided
in subparagraph 3 below.
3. In the event the Director and the Contractor are unable to agree upon amounts due as
provided in subparagraphs "V' or "2" above, either party shall have the right to withhold the
disputed amount from final payment pending a final audit, and then pay such amounts as
the audit determines are payable.
4. The Contractor shall submit all required financial and performance reports and claims for
payment within thirty days after the end of the contract unless a different period is set by
Southeast Washington Aging and Long Term Care.
5. At the option of the Director, the contractor shall return or destroy all PHI created or received
from or on behalf of Southeast Washington Aging and Long Term Care and provide
appropriate documentation evidencing procedure. The contractor agrees that it will not
retain any copies of PHI except as required by Iaw.
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If return or destruction of ali PHI, and ali copies of PHI, is not feasible, contractor agrees to
extend the protections of this Contracto such information for as long as it is maintained.
F. Notices shall be delivered by U.S. mail to the address stated in the first paragraph of this
Agreement or such other address provided by the Contractor in writing to the Director.
XXIII INDIVIDUAL RIGHTS AND HIPAA
The contractor shall make all PHI and related information in its possession available:
A. To the individual or his/her personal representative or to Southeast Washington Aging and Long
Term Care, for inspection and copying.
B. To the individual or his/her personal representative or to SE WA ALTC COG to fulfill any obligation
to account for disciosures of PH1.
C. To Southeast Washington Aging and Long Term Care to fuifiii any obligation to amend PHI and
related information and shall incorporate any amendments or related statements into the
information the contractor holds and notify any subcontractors or agents of amendments.
D. nThis section of the Agreement is considered the Business Associate
Agreement as required by HIPAA.
1. Compliance
Business Associate shall perform all Contract duties, activities and tasks in compliance with
HIPAA, the HIPAA Rules, and all attendant regulations as promulgated by the U.S.
Department of Heaith and Human Services, Office of Civii Rights.
2. IJse and Disciosure of PHI
Business Associate is limited to the following permitted and required uses or disclosures of
PHI:
a) Duty to Protect PHI. Business Associate shall protect PHI from, and shall use
appropriate saYeguanjs, and comply with Subpart C of 45 CFR Part 164 (Security
Standards for the Protection of Electronic Protected Health Information) with respect
to EPHI, to prevent the unauthorized Use or disclosure of PHI other than as provided
for in this Contractor as required by iaw, for as long as the PHI is within its possession
and control, even after the termination or expiration of this Contract.
b) Minimum Necessary Standard. Business Associate shall apply the HIPAA Minimum
Necessary standard to any Use or disclosure of PHI necessary to achieve the purposes
of this Contract. See 45 CFR 164.514 (d)(2) through (d)(5).
c) Disclosure as Part of the Provision of Services. Business Associate shall only Use or
disclose PHI as necessary to perform the services specified in this Contract or as
required by law, and shall not Use or disclose such PHI in any manner that would
violate Subpart E of 45 CFR Part 164 (Privacy of Individually Identifiable Health
Information) if done by Covered Entity, except for the specific uses and disclosures
set forth below.
d) Use for Proper Management and Administration. 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.
e) Disclosure for Proper Management and Administration. Business Associate may
disclose PHI for the proper management and administration of Business Associate or
to carry out the legal responsibilities of the Business Associate, provided the
disclosures are required by Iaw, or Business Associate obtains reasonable assurances
from the person to whom the information is disclosed that the information will remain
confidential and used or further disclosed only as required by law or for the purposes
for which it was disclosed to the person, and the person notifies the Business
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Associate of any instances of which it is aware in which the confidentiality of the
information has been Breached.
f) Impermissible Use or Disclosure of PHI. Business Associate shall report to SE WA ALTC
COG in writing all uses or disclosures of PHI not provided for by this Contract within
one (1) business day of becoming aware of the unauthorized use or disclosure of PHI,
including Breaches of unsecured PHI as required at 45 CFR 164.410 (Notification by a
Business Associate), as well as any Security Incident of which it becomes aware.
Upon request by SE WA ALTC COG, Business Associate shall mitigate, to the extent
practicable, any harmful effect resulting from the impermissible Use or disclosure.
Failure to Cure. If SE WA ALTC COG learns of a pattern or practice of the Business
Associate that constitutes a violation of the Business Associate's obligations under
the terms of this Contract and reasonable steps by SE WA ALTC COG do not end the
violation, SE WA ALTC [OG shall terminate this Contract if feasible. In addition, If
Business Associate learns of a pattern or practice of its Subcontractors that
constitutes a violation of the Business Associate's obligations under the terms of their
contract and reasonable steps by the Business Associate do not end the violation,
Business Associate shall terminate the Subcontract, iffeasible.
h) Termination for Cause. Business Associate authorizes immediate termination of this
Contract by SE WA ALTC COG, if SE WA ALTC COG determines that Business
Associate has violated a material term of this Business Associate Agreement. SE WA
ALTC COG may, at its sole option, offer Business Associate an opportunity to cure a
violation of this Business Associate Agreement before exercising a termination for
cause.
g)
i) Consent to Audit. Business Associate shaH give reasonable accessto PHI, its internal
practices, records, books, documents, electronic data and/or all other business
information received from, or c
or received by Business Associate on behalf of
SE WA ALTC COG, to SE WA ALTC COG for use in determining compliance with
HIPAA privacy requirements.
Obligations of Business Associate upon Expiration or Termination. Upon expiration
or termination of this Contract for any reason, with respect to PHI received from SE
WA ALTC COG, or created, maintained, or received by Business Associate, or any
Subcontractors, on behaf of SE WA ALTC COG, Business Associate shall:
(i) Retain only that PHI which is necessary for Business Associate to continue its
proper management and administration or to carry out its legal responsibilities;
(ii) Return to SE WA ALTC COG or destroy the remaining PHI that the Business
Associate or any Subcontractors still maintain in any form;
(iii) Continue to use appropriate safeguards and comply with Subpart C of 45 CFR
Part 164 (Security Standards for the Protection of Electronic Protected Health
Information) with respectto Electronic Protected Health Information toprevent
Use or disclosure of the PHI, other than as provided for in this Section, for as
long as Business Associate or any Subcontractors retain the PHI;
(iv) Not Use or disclose the PHI retained by Business Associate or any
Subcontractors other than for the purposes for which such PHI was retained
and subject to the same conditions set out in the "Use and Disclosure nfPH|^
section of this Contract which applied prior to termination; and
j)
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(v) Return to SE WA ALTC COG or destroy the PHI retinedbyBusinessAsuociote
or any Subcontractors, when it is no longer needed by Business Associate for
its proper management and administration or to carry out its legal
responsibilities.
k) Survival. The obligations of the BusinesAssociate under this section shall survive the
termination or expiration of this Contract.
3. Individual Rights
a) Accounting of Disclosures.
(i) Business Associate shall document all disclosures, except those disclosures that
are exempt under 45 CFR 164.528' of PHI and information related to such
disclosures.
(ii) Within ten (10) business days of a request from SE WA ALTC [OG' Business
Associate shall make available to SE WA ALTC COG the information in Business
Associate's possession that is necessary for SE WA ALTC COG to respond in a
timely manner to a request for an accounting of disclosures of PHI by the
Business Associate. See 45CFR 164.6U4(e)(2)(ii)(G)and 1G4.528(b)(1).
(iii) At the request of SE WA ALTC COG or in response to a request made directly
to the Business Associate by an Individual, Business Associate shall respond, in
a timely manner and in accordance with |||PAA and the |1|PAA Rules, to
requests by Individuals for an accountirlg of disclosures of PHI.
(iv) Business Associate record keeping procedures shall be sufficient to respond to
a request for an accounting under this section for the six (6) years prior to the
date on which the accounting was requested.
b) Access
(i) Business Associate shall make available PHI that it holds that is part of a
Designated Record Set when requested by SE WA ALTC COG or the Individual
as necessary to satisfy SE WA ALTC COG's obligations under 45 CFR 164.524
(Access of Individuals to Protected Health Information).
(ii) When the request is made by the ndividual to the Business Associate or if SE
WA ALTC COG asks the Business Associate to respond to a request, the
Business Associate shall comply with requirements in 45 CFR 164.524 (Access
of Individuals to Protected Health Information) on form, time and manner of
access. When the request is made by SE WA ALTC COG, the Business Associate
shall provide the records to DSHS within ten (10) business days.
c) Amendment.
(i) If SE WA ALTC COG amends, in whole or in part, a record or PHI contained in
an Individual's Designated Record Set and SE WA ALTC COG has previously
provided the PHI or record that is the subject of the amendment to Business
Associate, then SE WA ALTC COG will inform Business Associate of the
amendment pursuant to 45 CFR 164.526(d(]) (Amendment of Protected
Health Information).
(ii) Business Associate shall make any amendments to PHI in a Designated Record
Set as directed by SE WA ALTC COG or as necessary to satisfy SE WA ALTC
COG's obligations under 45 CFR 164.526 (Amendment of Protected Health
Information).
4. Subcontracts and Other Third Party Agreements
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In accordance with 45 CFR 164.502(e)(1)(ii), 164.504(e)(1)(i), and 164.3080o(2). Business
Associate shall ensure that any agents Subcontractors, independent contractors or other
third parties that create, receive, muintain, or transmit PHI on Business Associate's behalf,
enter into a written contract that contains the same terms, restrictions, requirements, and
conditions as the HIPAA compliance provisions in this Contract with respect to such PHI.
The same provisions must also be included in any contracts by a Business Associate's
Subcontractor with its own business associates as required by 45 CFR 164.]14(a)(2)(b) and
164.504(e)(5) .
5. Obligations
To the extent the Business Associate is to carry out one or more of SE WA ALTC COG's
obligation(s) under Subpart E of 45 CFR Part 164 (Privacy of Individually Identifiable Health
Information), Business Associate shall comply with all requirements that would apply to SE
WA ALTC COG in the performance of such obligation(s).
6. Liability
Within ten (10) business days, Business Associate must notify SE WA ALTC COG of any
complaint, enforcement or compliance action initiated by the Office for Civil Rights based
on an allegation of violation of the HIPAA Rules and must inform DSHS of the outcome of
that action. Business Associate bears all responsibility for any penalties, fines or sanctions
imposed against the Business Associate for violations of the HIPAA Rules and for any
imposed against its Subcontractors or agents for which it is found liable.
7. Breach Notification
a) In the event of a Breach of unsecured PHI or disclosure that compromises the privacy
or security of PHI obtained from SE WA ALTC COG or involving SE WA ALTC COG
clients, Business Associate will take all measures required by state or federal law.
b) Business Associate will notify SE WA ALTC COG within one (1) business day by
telephone and in writing of any acquisition, access, Use or disclosure of PHI not
allowed by the provisions of this Contract or not authorized by HIPAA Rules or
required by law of which it becomes aware which potentially compromises the
security or privacy ofthe Protected Health Information as defined in 45 CFR 164.402
(Definitions).
c) Business Associate will notify the SE WA ALTC COG Contact shown on the cover page
of this Contract within one (1) business day by telephone or e-mail of any potential
Breach of security or privacy of PHI by the Business Associate or its Subcontractors
or agents. Business Associate will follow telephone or e-mail notification with a faxed
or other written explanation of the Breach, to include the following: date and time of
the Breach, date Breach was discovered, location and nature of the PHI, type of
8reoch, origination and destination of PHI, Business Associate unit and personnel
associatecl with the Breach, detailed description of the Breach, anticipated mitigation
steps, and the name, address, telephone number, fax number, and e-mail of the
individual who is responsible as the primary point of contact. Business Associate will
address communications to the SE WA ALTC COG Contact. Business Associate will
coordinate and cooperate with SE WA ALTC COG to provide a copy of its
investigation and other information requested by SE WA ALTC COG, including
advance copies of any notifications required for SE WA ALTC COG review before
disseminating arid verification of the dates notifications were sent.
d) If SE WA ALTC COG determines that Business Associate or its Subcontractor(s) or
agent(s) is responsible for a Breach of unsecured PHI:
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i requiring notification of Individuals under 45 CFR § 164.404 (Notification to
|ndividuals),Business Associate bears the responsibility and costs for notifying
the affected Individuals and receiving and responding to those Individuals'
questions or requests for additional information;
ii. requiring notification of the media under 45 CFR § 164.406 (Notification to the
media), Business Associate bears the responsibility and costs for notifying the
media and receiving and responding to media questions or requests for
additional information;
iii. requiring notification of the U.S. Department of Health and Human Services
Secretary under 45 CFR § 164.408 (Notification to the Secretary), Business
Associate bears the responsibility and costs for notifying the Secretary and
receiving and responding to the Secretary's questions or requests for
additional information; and
iv. SE WA ALTC COG will take appropriate remedial measures up to termination
of this Contract
8. Miscellaneous Provisions
a) Regulatory References. A reference in this Contract to a section in the HIPAA Rules
rnearis the section as in effect or amended.
b) Interpretation. Any ambiguity in this Contract shall be interpreted to permit
compliance with the HIPAA Rules.
XXIV GRIEVANCE PROCEDURES
The Contractor shall have a written procedure for resolving grievances. A copy shall be made available to
clients and applicants for contracted services. Such procedures should include time frames for filing a
grievance and provide opportunities for informal and formal resolution.
For grievances arising from the delivery of contracted services, the grievance procedures must include the
right of the grievant to appeal to the Director. Applicants and clients shalt be advised of the grievance
procedures and their right to due process if they feel they have been wrongfully denied or terminated
from services.
XXV DEBARMENT AND EXCLUSION
A. The Contractor, by signature to this Agreement, certifies that the Contractor is not presently
debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from
participating in this Agreement by any Federal department of agency.
B. The Contractor shall provide immediate written notice to the Director if at any time the Contractor
learns that its certification was erroneous when submitted or has become erroneous by reason of
changed circumstances.
C. The Contractor shall not knowingly assign or subcontract any portion of contracted services to a
person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation.
XXVI CONFLICT OF INTEREST
The Director may, by written notice to the Contractor, terminate this Basic Agreement in whole or in part
if it is found after due notice and hearing that any of the following laws have been violated in obtaining or
amending this Basic Agreement or any Contract or in making determinations with respect to this Basic
Agreement or any Contract:
A. RCW 42.20, Misconduct of Public Officers;
8. RCW 42.23, Code of Ethics for Municipal Officers -Contract Interests.
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C. RCW 42.52, Ethics in Public Service
Southeast Washington Aging and Long Term Care shall not be liable for payment for services rendered
under any Contract to the extent this Basic Agreement or the Contract was entered into in violation of this
clause.
X%V/| COVENANT AGAINST CONTINGENT FEES
The Contractor shall assure that no person or agency has been employed or retained on a contingent fee
for the purpose of seeking or obtaining a Contract.
This does not apply to legitimate employees or an established commercial or selling agency maintained
by the Contractor for the purpose of securing business. In the event of breach of this clause by the
Contractor, the Director may:
A. Annul this Basic Agreement or the Contract in whole or in part without any liability; or
B. Deduct, or similarly recover from the consideration of the Contract, the amount of the contingent
fee.
XXVIII LOBBYING
A. Federal requirements (J.Sl�Title 31,Og1352):
1. No Federal appropriated funds may be paid, by or on behalf of the Contractor, to any
person for influencing or attempting to influence an officer or employee of any agency, a
Member of Congress, an officer or employee of Congress or an employee of a Member of
Congress in connection with the making of any Federal grant, the entering into of any
cooperative agreement and the extension, continuation, nenewa|, amendment, or
modification of any Federal grant or cooperative agreement. If nonFederal funds are used,
the Contractor shall complete and submit Standard Form -LLL, "Disclosure Form to Report
Lobbying," in accordance with its instructions.
2. The Contractor, if a recipient of a grant or cooperative agreement over $100,000, shall and
does certify that it did and will comply with these Federal requirements. The Certification
will be signed and submitted to the Director before the execution of this Basic Agreement.
B. State requirements (RCW 42.17.020 (27); RCW 42.17.190; RCW ]4.05):
No public funds may be used directly or indirectly to attempt to influence the passage or defeat of
any legislation by the legislature of the State of Washington, or the adoption or rejection of any rule,
standard, rate, or other legislative enactment of any State agency under the State Administrative
Procedure Act. Provided, this does not prevent the Contractor from communicating with a member
of the legislature on the request of that member or requesting legislative action or appropriations
through appropriate channels.
C. Contractor agrees that it will not and has not used Federal appropriated funds to pay any person or
organization for influencing or attempting to influence an officer or any person or employee of any
agency, a member of Congress, officer or employee of Congress, or an employee of a member of
Congress in connection with obtaining any Federal contract, grant or any otber award covered by
31 U.S.[. Section 1352. Contractor shall agree to provide a certificate to SE WA ALTC COG with
verification of the above.
XXIX PROHIBITION OF POLITICAL ACTIVITIES
No funds, material, property or contracted services provided under the terms of this Basic Agreement or
any Contract shall be used for partisan political activity or to further the election or defeat of any candidate
for public office.
XXX DISPUTES
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Any dispute arising under this Basic Agreement or any Contract, including a disputed complaint or
grievance resolution, shall, unless otherwise provided in this Basic Agreement or the Contract, be
submitted in writing to the Director for settlement under Southeast Washington Aging and Long Term
Cares Dispute Resolution Procedures.
XXXI DRUG-FREE WORKPLACE
A. The Contractor shall and does certi', by signature of this Agreement that it provides a drug-free
workplace in compliance with the DrugFrceVVorkp|aceAct(Pub|icLavv1UU'69OTit|eV'3ubtit|oD).
B. The Contractor shall publish a statement notifying employees of prohibitions against use,
manufacture, distribution or possession of controlled substances in the workplace and specific
actions that will be taken in the event of non-compliance. Employees shall be notified that, as a
condition of employment, they must abide by the terms of the statement and notify the employer
in writing of any conviction for a criminal drug statute occurring in the workplace within five calendar
days after such conviction. This statement shall at a minimum be distributed to all employees
engaged in the delivery of contracted services.
C. The Contractor shall establish an on-going drug-free awareness program to inform employees
about:
1. The dangers of drug abuse in the workplace;
2. The contractor's policy of maintaining a drug-free workplace;
3. The availability of drug counseling, rehabilitation, and employee assistance programs; and
4. The penalties that may be imposed upon employees for drug abuse violations occurring in
the workplace.
XXXII REIMBURSEMENT LIMITS
The sum of payments to the Contractor for a contracted service shall not exceed the contracted unit rate
or the contracted amount whichever is greater.
In the event payments to the Contractor exceed this limit, the overpayment shall be returned to Southeast
Washington Aging and Long Term Care or deducted from the next Claim for Payment submitted by the
Contractor.
XXXIII VENUE
This Basic Agreement and all Contracts shall be governed by the laws of the State of Washington.
Any action, suit, or judicial proceeding for the enforcement of this Basic Agreement or any Contract shall
be brought in the Superior Court for the State of Washington in Yakima County, Washington.
XXXIV CONDITION PRECEDENT
This Basic Agreement shall not be binding upon the Contractor until signature on behalf cf SE WA ALTC
COG and the Contractor is authorized by the Governing Board of Southeast Washington Aging and Long
Term Care Council of Governments.
%X0 GENERAL FEDERAL REQUIREMENTS
In addition to the above, the Contractor agreeto the foliowing terms if applicable:
A. Clean Air Act (42 U.S.[. 7401-7671q and the Federal Water Pollution Contract Act (33 U.S.C. 1251-
1387) as amended. Contractor agrees that if the Contract and subaward is in excess of the amount
of $100.000 or more consideration that the contractor shall agree to comply with all applicable
standards, orders or regulations issued pursuant to the Clean Water Act (42 U.S.C. 7401 set seq.)
and the Federal Water Pollution Control Act, as amended (33 U.S.C. 1251 et. seq.). Violations shall
be reported to the Federal awarding agency and the Regional Office of the Environmental
Protection Agency, also known as the "EPA".
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B. Right to Intervention: The Contractor agrees that if this contract is for the performance of
experimental, developmental, or research work shall provide for the rights of the Federal
Government and SE WA ALTC COG in any resulting invention in accordance with 37 CFR part 401,
"Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under
Government Grants, Contracts and Cooperative Agreements," and any implementing
regulations
issued by the awarding agency.
C. Contract Work Hours & Safety Standard Act (40 U.S.C. 327-333): The Contractor agrees that if the
consideration for the contract exceeds $100'000 for contracts that involve the employment of
mechanics or laborers shall include a provision for compliance with 40 U.S.C. 3702 and 3704, as
supplemented by Department of Labor regulation (29 CFR part 5).
Under 40 U.S.C. 3702 of the Act, each contractor must be required to compute the wages of every
mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the
standard work week is permissible provided that the worker is compensated at a rate of not less
than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the
work week. The requirements of 40 U.S.C. 3704 are applicable to construction work and provide
that no laborer or mechanic must be required to work in surroundings or under working
conditions which are unsanitary, hazardous or dangerous. These requirements do not apply to
the purchasers of supplies or materials or articles ordinarily available on the open market, or
contracts for transportation or transmission of intelligence.
D. Remedies: The Contractor agrees that if applicable for the small purchase threshold fixed at
41.U.S.[. 403(11). which is currently $150'000 but subject to potential change), that Contractor will
comply with the provisions of this State. The parties agree that in the event of non-compliance
that SE WA ALTC COG may take appropriate administrative, contractual, or administrative
remedies for such violation, including and up to termination of the contract.
E. Davis -Bacon Act, asamended (48U.S.[. 3141-3148): When required by Federal program legislation
the Contractor agrees that it shall comply with all provisions of the Davis -Bacon Act as
supplemented by Department of Labor regulations (29 CFR Part 5, "Labor Standards Provisions
Applicable to Contracts Covering Federally Financed and Assisted Construction"). The contractor
also agrees to comply with the Copeland "Anti -Kickback" Act (40 U.S.C. 3145)' as supplemented
by the Department of Labor regulations (29 CFR Part 3).
F. Background Checks. The Contractor shall ensure that hiring practices for stall who will have
unsupervised access to clients are in accordance with RCW 43.20A.710. A Washington State Patrol
criminal history background check is required every two years for all service providers who will
have unsupervised contact with vulnerable adults. This applies to individual contractors, as well
as employees and/or volunteers of a contracting entity. SE WA ALTC COG will complete required
background checks on their own employees, volunteers, and subcontractors. Background checks
must be conducted through Washington State Patrol's Washington Access to Criminal History
(WATCH) system, DSHS's Background Check Central Unit (BCCU), or a company accredited by a
national association of background screeners. Those who have disqualifying crimes or negative
actions per RCW 43.20A.710 cannot have unsupervised access to vulnerable adults served through
this contract.
G. Client Abuse. The Contractor shall report all instances of suspected client abuse to DSHS, in
accordance with RCW 74.34.
H. Data Security. The Contractor shall perform the services as set forth in accordance with
Appendix 1, Data Security Requirements.
I. Emergency Plan: The Contractor shall have a plan for serving currently authorized clients during
periods when normal services may be disrupted. This may include earthquakes, floods,
snowstorms, pandemic flu, etc.
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The Contractor's plan should include the maintenance of lists, including the identification of those
ctients who are at mostrisk, as weU as ernergency provisions for service delivery.
J. Whistleblowing: The Contractor shall comply with all State and/or Federal applicable laws
pertaining to employee whistleblowing rights and protections afforded under applicable law.
K. Compliance with State & Federal Law. The Contractor hereby agrees to comply with all applicable
State and Federal law and requirements during performance of this agreement. Failure to do so
may result in suspension, nonpayment and/or immediate termination of this agreement.
XXXVI ORIGINALS AND BEST EVIDENCE
This agreement may be executed in any number of counterparts, each of which so executed shall
be deemed an original and constitute one and the same agreement. PDF. Facsimile, and/or
electronic communication (email) copies with signatures shall be given the same legal effect as an
original. The parties further agree for purposes of Washington State Evidence rules, ER 901' ER
1001(c), ER 1002, ER 1003, and ER 1004, that a signed copy of this agreement delivered by facsimile,
e-mail or other means of electronic communication shall be deemed to have the same legal force
and effect as delivery of an original copy signature of this agreernent.
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Appendix1
Data Security Requirements
City of Yakima
l Definitions. The words and phrases listed below, as used in this Appendix, shall each have the
following definitions:
a. "AES" means the Advanced Encryption Standard, a specification of Federal Information Processing
Standards Publications for the f electronic data issued by the National Institute of
Standards and Technology (ht¢p;/7nNpubs'nistf
m
b. "Authorized Useo(s)^ means an individual or individuals with a business need to access
DSHS/SE WA ALTC COG Confidential Information, and who has ar have been authorized to
do so.
c. Business Associate Agreement' means an agreement between SE WA ALTC COG and a
contractor who is receiving Data covered under the Privacy and Security Rules of the Health
insurance Portability and Accountability Act of 1996. The agreement establishes permitted
and required uses and disclosures of protected health information (PHI) in accordance with
HIPAA requirements and provides obligations for business associates to safeguard the
information.
d. "Category 4 Data" is data that is confidential and requires special handling due to statutes or
regulations that require especially strict protection of the data and from which especially
serious consequences may arise in the event of any compromise of such data. Data classified
as Category 4 includes but is not limited to data protected by: the Health Insurance Portability
and Accountability Act (HIPAA), Pub. L. 104-191 as amended by the Health Information
Technology for Economic and Clinical Health Act uf2OU9(H|TECH)'45CFR Parts 160and 164;
the Family Educational Rights and Privacy Act (FERPA), 20 U.S.[. @232g; 34 CFR Part 99;
Internal Revenue Service Publication 1075 (https://www.irs.gov/pub/irs-pdf/p1075.pdf);
Substance Abuse and Mental Health Services Administration regulations on Confidentiality of
Alcohol and Drug Abuse Patient Records, 42 CFR Part 2; and/or Criminal Justice Information
Services, 2OCFR Part 20.
e. "Cloud" means data storage on servers hosted by an entity other than the Contractor and on
a network outside the control of the Contractor. Physical storage of data in the cloud typically
spans multiple servers and often multiple locations. Cloud storage can be divided between
consumer grade storage for personal files and enterprise grade for companies and
governmental entities. Examples of consumer grade storage would include iTunes, Dropbox,
Box.com, and many other entities. Enterprise cloud vendors include Microsoft Azure, Amazon
Web Services, and Rackspace.
f. "CLC" means Community Living Connections, Washington State's name for its No -Wrong -
Door access network of Area Agencies on Aging and their state
o'VVrongDonraccessnetworkofAreaAgenciesonAgingandtheirstate regional and ocal partners.
"CLC-GetCare" means a version of RTZ's GetCare product modified to support Washington
State's Community Living Connections. It is used for managing programs funded by the Older
Americans Act, CMS, state general fund, local resources, and federal grants, including
Medicaid Alternative Care (MAC) and Tailored Supports for Older Adults (TSOA).
It supports reporting for the National Aging Program Information System and Medicare
Improvements for Providers Act. It also supports the CLC public website with a consumer
portal and a resource directory.
g.
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h. "Encrypt" means to encode Confidential Information into a format that can only be read by
those possessing a "key"; a password, digital certificate or other mechanism available only to
authorized users. Encryption must use a key length of at least 256 bits for symmetric keys, or
2048 bits for asymmetric keys. When a symmetric key is used, the Advanced Encryption
Standard (AES) must be used if available.
^FedRAMP^ means the Federal Risk and Authorization Management Program (see
wwwjedramp.gov, which is an assessment and authorization process that federal
government agencies have been directed to use to ensure security is in place when accessing
Cloud computing products and services.
"GetCare" is a secure cloud -based platform for client and program management. It is a
product of RTZ Systems.
k. "Hardened Password" means a string of at least eight charactercontaining at least three of
the following four character classes: Uppercase alphabetic, lowercase alphabetic, numeral,
and special characters such as an asterisk, ampersand, or exclamation point.
I. "Mobile Device" means a computing device, typically smaUer than a notebook, which runs a
mobile operating system, such as iOS' Android, or Windows Phone. Mobile Devices include
smart phones, most tablets, and other form factors.
m. "Multi -factor Authentication" means controlling access to computers and other |[ resources
by requiring two or more pieces of evidence that the user is who they claim to be. These
pieces of evidence consist of something the user knows, such as a password or PIN;
something the user has such as a key card, smart card, or physical token; and something the
user is, a biometric identifier such as a fingerprint, facial scan, or retinal scan. "PIN" means a
personal identification number, a series of numbers which act as a password for a device.
Since PINs are typically only four to six characters, PINs are usually used in conjunction with
another factor of authentication, such as a fingerprint.
n. "Portable Device" means any computing device with a small form factor, designed to be
transported from place to place. Portable devices are primarily battery powered devices with
base computing resources in the form of a processor, memory, storage, and network access.
Examples include, but are not limited to, mobile phones, tablets, and laptops. Mobile Device
is a subset of Portable Device.
o. "Portable Media" means any machine readable media that may routinely be stored or moved
independently of computing devices. Examples include magnetic tapes, optical discs (CDs or
DVDs), flash memory (thumb drive) devices, external hard drives, and internal hard drives that
have been removed from a computing device.
p. "Secure Area" means an area to which only authorized representatives of the entity
possessing the Confidential Information have access, and access is controlled through use of
a key, card keycombination lock, or comparable mechanism.
Secure Areas may include buildings, rooms or locked storage containers (such as a filing
cabinet or desk drawer) within a room, as long as access to the Confidential Information is
not available to unauthorized personnel.
In otherwise Secure Areas, such as an office with restricted access, the Data must be secured
in such a way as to prevent access by non -authorized staff such as janitorial or facility security
staff, when authorized Contractor staff are not present to ensure that non -authorized staff
cannot access it.
q.
COY (AoCRESprTE)os Page oofz1
ALTCCOG 2020-41
r. "Trusted Network" means a network operated and maintained by the Contractor, which
includes security controls sufficient to protect DSHS Data on that network. Controls would
include a firewall between any other networks, access control lists on networking devices such
as routers and switches, and other such mechanisms which protect the confidentiality,
integrity, and availability ofthe Data.
s. "Unique User |D^ means a string of characters that identifies a specific user and which, in
conjunction with a password, passphrase or other mechanism, authenticates a user to an
information system.
Z. The Contractor may request permission to accesthe
following:
a. Provider One payment system, or successor payment system, for payment data; and
b. The Community Living Connections (CLC)/GetCare System in order to manage, record, and
report service provision and utilization, demographic, resource directory, and consumer
website information.
3. Access and Disclosure Information.The Contractor shall not disclose the contents of any client records
files, papers and communications except as necessary for the administration of programs to provide
services to clients as required by law.
a. The Contractor shall limit access to client data to staff whose duties specifically require access to
such data in the performance of their assigned duties. Contractor staff shall not access any
individual client data for personal purposes. Clients shall only be permitted to access their own
data
b. The Contractor shall ensure each employee with access to data systems signs the Contractor
Agreement on Nondisclosure of Confidential Information form, provided by SE WA ALTC COG, to
acknowledge the data access requirements prior to SE WA ALTC COG granting access. Access will
be given onlyto data necessaryto the performance ofthis Agreement. The Contractorshall retain
the original Nondisclosure form on file. The Contractor shall have the form available for SE WA
ALTC COG review upon request.
The Contactor must provide an annual written reminder of the Nondisclosure requirements to all
employees with access to data to remind them of the |imitations, use or publishing of data. The
Contractor shall retain documentation of such reminder on file for monitoring purposes.
c. The Contractor shall not use or disclose any information concerning any client for any purpose
not directly connected with the administration of the Contractor's responsibilities under this
Agreement except by prior written consent of the client, his/her attorney, parent or guardian.
d. SE WA ALTC COG and the Contractor may disclose information to each other or to DSHS for
purposes directly connected with the administration of DSHS/SE WA ALTC COG programs. This
indudes, but is not limited to, determining eligibility, providing services, and participation in an
audit.
e. The Contractor shall disclose information for research, statistica|, monitoring and evaluation
purposes conducted by appropriate federal agencies, DSHS and SE WA ALTC COG. SE WA ALTC
COG must authorize in writing the disclosure ofthis information to any other party not identified
in this section.
f. The Contractor shall not link the data with personal data or individually identifiable data from any
other source nor re -disclose the data unless specifically authorized in this Agreement or by the
prior written consent of SE WA ALTC COG.
COY (ADCRESPITE) DS Page aof 11
AcTCcoozou0-4/
g.
The Contractor shall notii SE WA ALTC COG within five business days when a User leaves
employment or otherwise no longer requires system access. Upon notification, the system
Administrator will deactivate the User ID and terminate access to the applicable application(s).
h. The Contractor shall ensure that only registered system Users access and use the systems in this
Agreement, use only their own User ID and password to access the systems and do not allow
employees who are not registered to borrow a User ID or password to access any systems.
i. Access to systems may be continuously tracked and monitored. SE WA ALTC COG and DSHS
reserve the right at any time to conduct audits of systems access and use, and to investigate
possible violations of this Agreement and/or violations of federal and state laws and regulations
governing access to protected health information.
4. Dissemination to Staff, Prior to making information available to new staif and annually thereafter, the
Contractor shall ensure that staff accessing the Personal Information or PHI under this Agreement are
trained in HIPAA use and disclosure of PHI requirements and understand:
a.
Confidentiality of Clien; Data
(1) Client data is confidential and is protected by various state and federal laws. The basis for
this protection is the individual's right to privacy as outlined in the HIPAA Privacy Rule- 45
CFR 1GOto4SCFR 164.
(2) Personal Information means demographic and financial information about a particular
individual that isobtained thrnughonoormoresources (such as name, address, SSN, and
phone numbers). RCW 42.56.210 lists the information that is exempted from public
inspection and copying.
b. Useof Client Data
(1) Client data may be used only for purposes of these contracted services, directly related to
providing services to the client or for the operation of aging and long-term care programs.
(2) Any personal use of client information is strictly prohibited.
(3) Access to data must be limited to those staff whose duties specifically require at_Less lu such
data in the perforniance of their assigned duties.
c. DiSCIOsure of information
(1) Client information may be provided to the client, client's authorized guardiun, or a client -
authorized 3rd party per WAC 388'01.
(2) Client information may be disclosed to other individuals or agencies only for purposes of
administering DSHS/SE WA ALTC COG programs.
(3) Questions related to disclosure are to be directed to the SE WA ALTC COG Contracts
Manager.
(4) Any disclosure of information contrary to this section is unauthorized and is subject to
penalties identified in law
S. Security of Dop,
a. The Contractor shall take reasonable precautions to secure against unauthorized physical and
electronic access to data, which shall be protected in a manner that prevents unauthorized
persons, including the general public, from retrieving data by means of computer, remote
terminal, or other means.
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ALTCCOG 2020-41
The Contractor shall take due care to ensure the Contractor and ts subcontractors protect said
data from unauthorized physical and electronic access. The Contractor is authorized to store data
on portable devices and media. The data will be stored on computers with security systems that
require individual user IDs and hardened passwords. Only persons who have signed the
Contractor Agreement nnNondisclosure ofConfidential information form will beable toaccess
the data that Washington State shares with SE WA ALTC COG and the Contractor under this
Agreement
b. The Contractor shall ensure disks and/or documents generated in printed form from the electronic
file are properly returned, destroyed or shredded when no longer needed so unauthorized
individuals cannot access client information. Data destroyed shall include all copies of any data
sets in possession after the data has been used for the purpose specified herein or within 30 days
of the date of termination, and certify such destruction to SE WA ALTC COG. SE WA ALTC COG
shall be responsible for destroying the returned documents to ensure confidentiality is maintained.
The Data provided by DSHS/SE WA ALTC COG will remain the property of DSHS/SE WA ALTC
COG and will be promptly destroyed when the Contractor and its subcontractors have completed
the work for which the information was required, as fully described herein.
c. The Contractor shall protect information according to state and federal laws including the
following incorporated bvreference:
(1) Privacy Act 1974 5 USC subsection 552a;
(2) Chapter 40.14 RCW Preservation and Destruction of Public Records;
(3) Chapter 74.04 RCW General Provisions — Administration;
(4) Chapter 42.56.210 RCW Certain Personal & Other Records Exempt;
(5) 45 CFR 205.50 provides for safeguarding information for the financial assistance programs
and identifies limitations to disclosure of said information; and
(6) Public Law 99'508 (18 USC section 2510et. Seq. Electronic Communications Privacy Act of
1986) Part A of Title IV of the Social Security Act authorizes disclosure of client information
and provides for safeguards, which restrict the use or disclosure of information concerning
applicants or recipients to purposes directly connected with administration of the program.
6. Acim}rdstrattyeControls, The Contractor must have the foliowing controls in place:
a. A documented security policy governing the secure use of its computer network and systems,
and which defines sanctions that may be applied to Contractor staff for violating that policy.
b. If the Data shared under this agreement is classified as Category 4, the Contractor must be
aware of and compliant with the applicable legal or regulatory requirements for that Category
4 Data.
c. If Confidential Information shared under this agreement is classified as Category 4, the
Contractor must have a documented risk assessment for the system(s) housing the Category
4 Data.
7. In order to ensure that access to the Data is limited to
authorized staff, the Contractor must:
a. Have documented policies and procedures governing access to systems with the shared Data.
b. Restrict access through administrative, physical, and technical controls to authorized staff.
c. Ensure that user accounts are unique and that any given user account logon ID and password
combination is known only to the one employee to whom that account is assigned.
COY (ADCRESPITE) DS Page 5 of 11
ALTCCOG 2020-41
d. For purposes of non -repudiation, it must always be possible to determine which employee
performed a given action on a system housing the Data based solely on the logon ID used to
perform the action.
e. Ensure that only authorized users are capable of accessing the Data.
f. Ensure that an employee's access to the Data is removed immediately:
(1) Upon suspected compromise of the user credentials.
(2) When their employment, or the contract under which the Data is made available to
them, is terminated.
(3) When they no longer need access to the Data to fulfill the requirements of thecontract.
Have a process to periodically review and verify that only authorized users have access to
systems containing DSHS/SE WA ALTC COG Confidential Information.
h. When accessing the Data from within the Contractors network (the Data stays within the
Contractor's network at all times), enforce password and logon requirements for users within
the Contractor's network, including:
(1) A minimum length of 8 characters, and containing at least three of the following
character classes: uppercase letters, lowercase letters, numerals, and special characters
such as an asterisk, ampersand, or exclamation point.
(2) That a password does not contain a user's name, logon ID, or any form of their full name.
(3) That a password does not consist of a single dictionary word. A password may be formed
as a passphrase which consists of rnultiple dictionary words.
(4) That passwords are significantly different from the previous four passwords. Passwords
that increment by simply adding a number are not considered significantly different.
i. When accessing Confidential Information from an external location (the Data will traverse the
Internet or otherwise travel outside the Contractor's network), mitigate risk and enforce
password and logon requirements for users by employing measures including:
(1) Ensuring mitigations applied to the system dont allow erd-user modification.
(2) Not aliowing the use of dial-up connections.
(3) Using industry standard protocols and solutions for remote access. Examples would
include RADIUS and Citrix.
(4) Encrypting all remote access traffic from the external workstation to Trusted Network
or to a component within the Trusted Network. The traffic must be encrypted at all
times while traversing any network, including the Internet, which is not a Trusted
Network.
g.
j�
(5) Ensuring that the remote access system prompts for re -authentication or performs
automated session termination after no more than 30 minutes of inactivity.
(6) Ensuring use of Multi -factor Authentication to connect from the external end point to
the nternal end point.
Passwords or PIN codes may meet a lesser standard if used in conjunction with another
authentication mechanism, such as a biometric (fingerprint, face recognition, iris scan) or
token (software, hardware, smart card, etc.) in that case:
(1) The PIN or password must be at least letters or numbers when used in conjunction
with at Ieast one other authentication factor
COY (ADCRESPITE) 05 Page 6 of 11
ALTCCOG 2020-41
(2) Must not be comprised of all the same letter or number (11111, 22222, aaaaa, would not
be acceptable)
(3) Must not contain a "run" of three or more consecutive numbers (12398 98743 would
notbeacceptab|e)
k. If the contract specifically allows for the storage of Confidential Information on a Mobile
Device, passcodes used on the device must:
(1) Be a minmum of six alphanumeric characters.
(2) Contain at least three unique character classes (upper case, lower case, letter, number).
(3) Not contain more than a three consecutive character run. Passcodes consisting of
12345. or abcd12 would not be acceptable.
I. Render the device unusable after a maximum of 10 failed logon attempts.
8Protection Qf Data. The Contractor agrees to store Data on one or more of the following media
and protect the Data as described:
a. Hard disk drives. For Data stored on local workstation hard disks, access to the Data will be
restricted to Authorized User(s) by requiring logon to the local workstation using a Unique
User ID and Hardened Password or other authentication mechanisms which provide equal or
greater security, such as biometrics or smart cards.
b. Network server disks. For Data stored on hard disks mounted on network servers and made
available through shared folders, access to the Data will be restricted to Authorized Users
through the use of access control lists which will grant access only after the Authorized User
has authenticated to the network using a Unique User ID and Hardened Password or other
authentication mechanisms which provide equal or greater security, such as biometrics or
smart cards. Data on disks mounted to such servers must be located in an area which is
accessible only to authorized personno|, with access controlled through use of a key, card
key, combination lock, or comparable mechanism.
For DSHS/SE WA ALTC COG Confidential Information stored on these disks, deleting
unneeded Data is sufficient as long as the disks remain in a Secure Area and otherwise meet
the requirements Iisted in the above paragraph. Destruction ofthe Data, as outlined below in
Section 7 Data 0sposition, may be deferred until the disks are retired, rep|acnd, or otherwise
taken out of the Secure Area.
c. Optical discs (CDs or DVDs) in Iocal workstation optical disc drives. Data provided by SEWAALTC
CCG on optical discs which will be used in local workstation optical disc drives and which will
not be transported out of a Secure Area. When not in use for the contracted purpose, such
discs must be Stored in a Secure Area. Workstations which access DSHS/SE WA ALTC COG
Data on optical discs must be located in an area which is accessible only to authorized
personnel, with access controlled through use of a key, card key, combination lock, or
comparable mechanism.
d. Optical discs (CDs or DVDs) in drives orjukeboxes attached to servers. Data provided by SE
WA ALTC COG on optical discs which will be attached to network servers and which will not
be transported out of a Secure Area. Access to Data on these discs will be restricted to
Authorized Users through the use of access control lists which will grant access only after the
Authorized User has authenticated to the network using a Unique User ID and Hardened
Password or other authertication mechanisms which provide equal or greater security, such
as biometrics or smart cards.
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ALTCCOG 2020-41
Data on discs attached to such servers must be located in an area which is accessible only to
authorized personnel, with access controlled through use ofa key,card keycombination lock,
or comparable mechanism.
e. Paper documentsAny paper records must be protected by storing the records in a Secure
Area which is only accessible to authorized personnel. When not in use, such records must
be stored in a Secure Area.
f. Remote Access. Access to and use of the Data over the State Governmental Network (SGN)
or Secure Access Washington (SAW) will be controlled by DSHS staff who will issue
authentication credentials (e.g. a Unique User ID and Hardened Password) to Authorized
Users on Contractor's staif.
Contractor will notify the SE WA ALTC COG Contracts Manager immediately whenever an
Authorized User in possession of such credentials is terminated or otherwise leaves the
employ of the Contractor, and whenever an Authorized User's duties change such that the
Authorized User no Ionger requires access to perform work for this Contract.
Data storage on portable devices or media.
(1) Except where otherwise specified herein, DSHS/SE WA ALTC COG Data shall not be
stored by the Contractor on portable devices or media unless specifically authorized
within the terms and conditions of the Contract. If so authorized, the Data shall be given
the foliowing protections:
(a) Encrypt the Data.
(b) Control access to devices with a Unique User ID and Hardened Password or
stronger authentication method such as a physical token or biometrics.
(c) Manually lock devices whenever they are left unattended and set devices to lock
automatically after a period of inactivity, if this feature is available. Maximum
period of inactivity is 20 minutes.
(d) Apply administrative and physical security controls lo Portable Devices and
Portable Media by:
i. Keeping them in a Secure Area when not in use,
ii. Using check-in/check-out procedures when they are shared, and
iii. Taking frequent inventories.
(2) When being transported outside of a Secure Area, Portable Devices and Portable Media
with DSHS Confidential Information must be under the physical control of Contractor
staff with authorization to access the Data, even if the Data is encrypted.
Data stored for backup purposes.
(1) DSHS/SE WA ALTC COG Confidential Information may be stored on Portable Media as
part of a Contractor's existing, documented backup process for business continuity or
disaster recovery purposes. Such storage is authorized until such time as that media
would be reused during the course of normat backup operations. If backup media is
retired while DSHS/SE WA ALTC COG Confidential Information still exists upon it, such
media will be destroyed at that time in accordance with the disposition requirements
below in Section 7 Data Disposition.
(2) Data may be stored on non-portable media (e.g. Storage Area Network drivesvirtual
media, etc.) as part of a Contractor's existing, documented backup process for business
continuity or disaster recovery purposes.
g.
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ALTCCOG 2020-41
If so, such media will be protected as otherwise described in this exhibit. If this media
is retired while DSHS/SE WA ALTC COG Confidential Information still exists upon it, the
data will be destroyed at that time in accordance with the disposition requirements
below in Section 7 Data Disposition.
h. Cloud storage. DSHS/SE WA ALTC COG Confidential Information requires protections equal
to or greater than those specified elsewhere within this exhibit. Cloud storage of Data is
problematic as neither SE WA ALTC COG nor the Contractor has control of the environment
in which the Data is stored. For this reason:
(1) DSHS Data will not be stored in any consumer grade Cloud solution, unless all of the
foliowing conditions are met:
(a) Contractor has written procedures in place governing use of the Cloud storage
and Contractor attests in writing that all such procedures will be uniformly
followed.
(b) The Data wiH be Encrypted while within the Contractor network.
(c) The Data will remain Encrypted during transmission to the Cloud.
(d) The Data will remain Encrypted at all times while residing within the Cloud storage
solution.
(e) The Contractor will possess a decryption key for the Dataand the decryption key
will be possessed only by the Contractor and/or DSHS/SE WA ALTC COG.
(f) The Data will nntbedown|uededtonon'authorizedsystems' meaning systems
that are not on either the DSHS or Contractor networks.
(g) The Data will not be decrypted until downloaded onto a computer within the
control of an Authorized User and within either the DSHS or Contractor's
network.
(2) Data will not be stored on an Enterprise Cloud storage solution unless either
(a) The Cloud storage provider is treated as any other Sub -Contractor, and agrees in
writing to all of the requirements within this exhibit; or,
(b) The Cloud storage solution used 15 FedRAMP certified.
(3) If the Data includes Protected Health Information covered by the Health Insurance
Portability and Accountability Act (HIPAA), the Cloud provider must sign a Business
Associate Agreement prior to Data being stored in their Cloud solution.
9. System Protection. Topreventcompnomisecfsys emsvvhichcontainDSHS/SEVVAALT[COGDota
orthrough which that Data passes:
a. Systems containing DSHS Data must have all security patches or hotfixes applied within three
months of being made available.
b. The Contractor will have a method of ensuring that the requisite patches and hotfixes have
been applied within the required timeframes.
c. Systems containing DSHS/SE WA ALTC COG Data shall have an Anti-Malware application, if
available, installed.
d. Anti-Malware software shall be kept up to date. The product, its anti-virus engine, and any
malware database the system uses, will be no more than one update behind current.
10. t)ata Segregation.
COY (ADCRESPITE) 05 Page 9 of 11
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a. DSHS/SE WA ALTC COG Data must be segregated or otherwise distinguishable from non-
DSHS/SE WA ALTC COG data. This is to ensure that when no longer needed by the
Contractor, all DSHS/SE WA ALTC COG Data can be identified for return or destruction. It also
aids in determining whether DSHS/SE WA ALTC COG Data has or may have been
compromised in the event of a security breach. As such, one or more of the following methods
will be used for data segregation.
(1) DSHS/SE WA ALTC COG Data will be kept on media (e.g. hard disk, optical disc, tape,
etc.) which will contain no non-DSHS/SE WA ALTC COG Data; and/or
(2) DSHS/SE WA ALTC COG Data will be stored in a logical container on electronic media,
such as a partition or folder dedicated to DSHS/SE WA ALTC COG Data; and/cr
(3) DSHS/SE WA ALTC COG Data will be stored in a database which will contain no non-
DSHS/SE WA ALTC COG data;aid/or
(4) DSHS/SE WA ALTC COG Data will be stored within a database and will be
distinguishable from non- DSHS/SE WA ALTC COG data by the value of a specific field
or fields within database records.
(5) When stored as physical paper documents, DSHS/SE WA ALTC COG Data will be
physically segregated from non-DSHS/SE WA ALTC COG data in a drawer, folder, or
other container
b. When it is not feasible or practical to segregate DSHS/SE WA ALTC COG Data from non-
DSHS/SE WA ALTC - COG data, then both the DSHS/SE WA ALTC COG Data and the non
OSHS/SEVVAALT[[OG data with which it is commingled must be protected as described
in this Exhibit.
COY (ADCRESPITE) DS Page 10 of 11
AclCCOGu0204|
11. Dis, When the contracted work has been completed or when the Data is no Ionger
needed, except as noted above in Section 4.b, Data shall be returned to SE WA ALTC COG or
destroyed. Media on which Data may be stored and associated acceptable methods of
destruction are as follows:
Data Stored On:
Will Be Destroyed By:
Server or workstation hard disks, or
Removable media (e.g. floppies, USB flash
drives, portable hard disks) excluding optical
discs
Using a wipe utility which will overwrite the
Data at least three (3) times using either
( random or single characterdata,or
Degaussing sufficiently to ensure that the
Data cannot be reconstructed, or
Physically destroying the disk.
Paper documents with sensitive
Confidential Information
or Recycling through a contracted firm provided
the contract with the recycler assures that the
confidentiality of Data will be protected.
Paper documents containing Confidential
lnformation requiring special haridling
(e.g. protected hearth inforrnation)
Optical discs (e.g. CDs or DVDs)
Magnetic tape
On-site uhmedding, pulping, or incineration
Incineration, shredding, or completely
defacing the readable surface with a coarse
abrasive
Degaussing, incinerating or crosscut
shredding
12.compromise orpotential mmpmmkse
of DSHS/SE WA ALTC COG shared Data must be reported to the SE WA ALTC COG Contact
Person designated in the Agreement within one (1) business day of discovery. Contractor must
also take actions to mitigate the risk of loss and comply with any notification or other
requirements imposed by law or DSHS/SE WA ALTC COG.
13. .Dshared with Subcontractors,IfDSHS/SE WA ALTC COG Data provided underthisAgreement
is to be shared with a subcontractor, the Agreement with the subcontractor must include all of the
data security provisions within this Agreement and within any amendments, attachments, or
exhibits within this Agreement. If the Contractor canriot protect the Data as articulated within this
Agreement, then the contract with the Subcontractor must be submitted to the SE WA ALTC COG
Contact Person specified for this Agreernent for review and approval.
COY (ADCRESPITE) DS Page 11 of 11