GCBH ASO LLC OPERATING AGREEMENT 4th FINAL REDLINE 091818

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ASO OPERATING AGREEMENT Page 10 of 33 but, the general liability and malpractice insurance coverage shall be not less than $5 million dollars in the aggregate; provided, however, the ASO shall not be liable to the County Authorities, if such coverage should prove inadequate. The ASO shall name each member county as an additional insured and this coverage shall be the primary coverage in order to shield the governmental interests of the County Authorities. The ASO shall assure the coverage applies to claims after termination of the Agreement that relate to services provided under this Operating Agreement and any other agreements of the ASO in accordance with the applicable laws of the County Authorities. The ASO shall be solely responsible for any deductible amounts required under such policies; however, said costs are normal business expenses to be paid out of available ASO funds without any offset to the funds provided to the County Authority(ies). Evidence of such insurance shall be promptly provided to the County Authority(ies) upon its written request. The ASO shall not permit such policy(ies) to lapse without first providing the County Authority(ies) at least thirty (30) calendar days written notice of its intention to allow the policy(ies) to lapse; 5.3.9 Enter into management agreements, service agreements, provider agreements, consultants and professional agreement, maintenance or other service agreements, short-term or long-term rental agreements, together with any other agreements; 5.3.10 As provided for in RCW 71.24.350, as amended, provide for and establish a separately funded mental health ombuds' office that is: (i) Independent of the ASO; and (ii) That maximizes the use of consumer advocates. 5.3.11 Establish risk reserve funds as prudent and as required by its contracts. The GCBH, LLC Administrator shall provide notice to the County Authorities of any need for Capital Contributions to the ASO. Upon unanimous vote of the Executive Committee, each County Authority shall make Capital Contributions to the ASO as requested by the GCBH Administrator and directed by the Executive Committee; provided, that such Capital Contributions shall be in proportion to the County Authority's share of Units. In addition, the GCBH Administrator shall establish additional risk reserves. 5.3.12 Execute instruments and documents, including without limitation, negotiable instruments, documents providing for the acquisition or disposition of the ASO's property, assignments, bills of sale, leases, management agreements, agreements and any other instruments, agreements or documents necessary, in the opinion of the Executive Committee, to the business, and the services, of the ASO; 5.3.13 Employ accountants, legal counsel, independent contractors, managing agents, service providers, management companies or other experts to perform services for the ASO and to compensate them from ASO funds; 5.3.14 Enter into any and all other agreements for any purpose, in such form as the Executive Committee may approve; 5.3.15 Undertake any and all actions and activities authorized by chapter