HomeMy WebLinkAboutPSA Amendment Family Healthcare (2)AMENDMENT TO
PROFESSIONAL SERVICES AGREEMENT
This Amendment to the Professional Services Agreement previously entered between the
parties for the period anticipated to end December 31, 2018 is made by and between
Kittitas County (hereinafter "the County'') and Family Healthcare of Ellensburg (hereinafter
"Contractor'').The County and Contractor agree as follows:
That the Professional Services Agreement previously entered between the parties for
the period anticipated to end December 31, 2018 and subsequently terminated effective
October 31, 2018 upon proper notice by the Contractor is amended pursuant to Section
12 (Modifications) of that Agreement. The purpose of this Amendment is to allow for the
extension of that Agreement for the below described period. All terms, conditions,
attachments, documents and exhibits as described in the original Agreement are
incorporated herein by this reference as fully as if set forth herein, with the sole exception
being that the monthly rate for the months of November and December 2018 shall be
$5000.00 per month. It is understood by the parties that this Amendment will be addressed
at a meeting of the Board of County Commissioners subsequent to the effective date.
The term of this Agreement shall commence effective November 1, 2018 and continue
until December 31, 2018, with appointments continuing without interruption as previously
agreed. The term of this Agreement may be further extended for additional periods upon
mutual agreement of the parties in writing.
This Amendment is entered into under the Authority of Kittitas County Board of County
Commissioners.
Amendment to Professional Services Agreement with FHCoE
Page 1
.,.,
IN WITNESS WHEREOF, the parties have executed this Agreement this e;;J--day of
(#V , 2018.
CONTRACTOR
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APPROVED:
BOARD OF COUNTY COMMISSIONERS
KITTITAS COUNTY, WASHINGTON
<if£)
Commissioner
:,.·.. ..· ~ ~ -~~-w~ll ,W,.J '1r Do ug las
. Mi tchell, ~ • QjJil rk of the Board-Julie Kjorsvik .
01:>ep uty Clerk of the Board-Mandy Buchholz
Contractor Address:
F~mlly Healthcare of Ellensburg
107 E. Mountain View Ave.
Ellensburg WA 98926
Project Contact: Brent Meador
(509) 962-6348
County's Address:
205 West 5th Ave
Ellensburg, WA 98926
Sheriffs Office Address:
307 W. Umptanum Rd.
Ellensburg, WA 98926
Project Contact: Steve Panattonl
Kittitas County Sheriff's Office
509-933-8218
Amendment to Professional Services Agreement with FHCoE RECElVED Page 2 .
Kl fTITAS COUNTY SHERli'-'F
ACCOUNTING
PROFESSIONAL SERVICES AGRE EMENT
This Agreement is made by a nd be tween Kitt itas County (herei nafter "the Coun ty")
and Famil y Hea lth care of Ellensb urg (herei nafter "Co ntra ctor"). Th e Co unty and Contrac tb r
agree a s fo llows :
General Conditions; Exhibit A (Scope of Work); Exhibit B (Compensation);
Exhibit C (Proof of Insurance).
copies of which are attached hereto and incorporated herein by this reference as fully as if
set forth herein .
The term of this Agreement shall commence on January 1, 2018 and continue until
December 31, 2018. Any party may terminate this Agreement by giving ninety (90) days '
notice in writing either personally delivered or mailed postage-prepaid by certified mail,
return receipt requested, to the party's last known address for the purposes of giving notice
under this paragraph.
Contractor acknowledges and by signing this Agreement agrees that the
Indem nification provisio ns set forth in Para·graphs 7 (In de pendent Co nt ra ctor), 9 (Taxes),
15 (Defense and In dem nity Agre ement), 2 1 (Patent/C opyright Infri ngement) and 24
(Co nfidentiality ), are tota lly and fu lly pa rt of this Agreement and have been mutually
negotiated by the parties.
Professional Services Agreement
Page 1
of
IN WITNESS WHEREOF, the parties have executed this Agreement this (//1', day
::1lltUJJh . 2011.
FAMILY HEALTHCARE
OF ELLENSBURG
.Sig~atur
'(Date II ;J:)-
{)J\J(htJ If A;Jtj "J)
Print Na~e of Signatory I
Contractor Address:
Family Health Care of Ellensburg
107 E. Mountain View Ave
Ellensburg, WA 98926
Project Contact:
Brent Meador, Business Manager
Profess ional Services Agreement
Page2
APPROVED :
BOARD OF COUNTY COMMISSIONERS
KITTITAS COUNTY, WASHINGTON
ABSENT
Chairman
c:::.~.
Gene Da_na, Kittitas Co unty Sheriff
County's Address:
Kittitas County
205 West 5th Avenue , Suite 108
Ellensburg , WA 98926
Project Contact:
Paula Hoctor, Jail Commander
GENERAL CONDITIONS
1. Sco pe of Contractor's Servi ces :
Contractor agrees to provide to the County services and any materials set forth in the
project narrative identified in Exhibit "A" during the Agreement period. No material, labor,
or facilities will be furnished by the County, unless otherwise provided for in the
Agreement.
2. Performance of Work:
Contractor shall perform work in accordance with, and shall comply with , all of the
provisions of this Agreement. All work shall comply with applicable codes and ordinances.
3. Schedule of Perfo rmance:
Unless directed otherwise by the County, Contractor shall perform the work in accordance
with any schedules made a part of this Agreement.
4 . Definitions:
4.1 "Additional lnsured 's" means the County, its successors and assigns, and
the respective directors, officers, employees, agents and representatives of
the County and its successors and assigns.
4.2 "Support" means the following: Contractor's directors, officers, employees,
agents and representatives; and sub-Contractors of any tier; the respective
directors, officers, employees, agents and representatives of these sub-
Contractors of any tier; and any other person or entity acting under the
direction or control of, or on behalf of, Contractor or any Contractor's sub-
Contractors of any tier in connection with or incident to the performance of
the Work or this Agreement.
4.3 The "Work" means all of the duties listed in Exhibit A and the performance of
all other obligations, under this Agreement by Contractor or its Support.
5. Accoun ting and Paym ent for Co nt racto r Services:
Payment to the Contractor for services rendered under this Agreement shall be as set
forth in Exhibit "B". Where Exhibit "B" requires payments by the County, payment shall be
based upon billings, supported unless otherwise provided in Exhibit "B", by documentation
of units of work actually performed and amounts earned, including where appropriate , the
actual number of days worked each month, total number of hours for the month, and the
total dollar payment requested. Unless specifically stated in Exhibit "B" or approved in
writing in advance by the Kittitas County Board of Commissioners, the County will not
reimburse the Contractor for any costs or expenses incurred by the Contractor in
performance of this Agreement.
Where required, the County shall, upon receipt of appropriate documentation, compensate
the Contractor, no more often than monthly, through the County voucher system, for the
Contractor's service pursuant to the fee schedule set forth in Exhibit "B".
Professional Services Agreement
Page 3
6. Assignment and S ubcontracting :
No portion of this Agreement may be assigned or subcontracted to any other individual,
firm or entity without the express and prior written approval of the County.
7. Independent Co ntractor:
The Contractor's services shall be furnished by the Contractor as an independent
Contractor and nothing herein contained shall be construed to create a relationship of
employer-employee or master-servant, but all payments made hereunder and all services
performed shall be made and performed pursuant to this Agreement by the Contractor as
an independent Contractor.
The Contractor acknowledges that the entire compensation for this Agreement is specified
in Exhibit "B" and the Contractor is not entitled to any County benefits including, but not
limited to: vacation pay, holiday pay, sick leave pay, medical, dental, or other insurance
benefits, or any other rights or privileges afforded to Kittitas County employees .
Contractor will defend, indemnify and hold harmless the County, its Additional lnsured's,
officers , agents or employees from any loss or expense, including but not limited to
settlements, judgments, setoffs, attorneys' fees or costs incurred by reason of claims or
demands because of breach of the provisions of this paragraph.
8. No G uarantee of Emp loyment:
The performance of all or part of this Agreement by the Contractor shall not operate to
vest any employment rights whatsoever and shall not be deemed to guarantee any
employment of the Contractor or any employee of the Contractor or any sub-Contractor or
any employee of any sub-Contractor by the County at the present time or in the future.
9. Taxes:
The Contractor understands and acknowledges that the County will not withhold Federal
or State income taxes . Where required by State or Federal law, the Contractor authorizes
the County to make withholding for any taxes other than income taxes (i.e. Medicare). All
compensation received by the Contractor will be reported to the Internal Revenue Service
at the end of the calendar year in accordance with the applicable IRS regulations. It is the
responsibility of the Contractor to make the necessary estimated tax payments throughout
the year, if any, and the Contractor is solely liable for any tax obligation arising from the
Contractor's performance of this Agreement. The Contractor hereby agrees to indemnify
the County against any demand to pay taxes arising from the Contractor's failure to pay
taxes on compensation earned pursuant to this Agreement.
The County will pay sales and use taxes imposed on goods or services acquired
hereunder as required by law. The Contractor must pay all other taxes including, but not
limited to: Business and Occupation Tax, taxes based on the Contractor's gross or net
Professional Services Agreement
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income, or personal property to which the County does not hold title. The County is
exempt from Federal Excise Tax.
10. Regulations and Re quirement:
This Agreement shall be subject to all laws, rules and regulations of the United States of
America, and State of Washington, and political subdivisions of the State of Washington,
and to any other provisions set forth herein or in the attached exhibits.
11 . Rig ht to Revi ew:
This contract is subject to review by any Federal or State auditor. The County or its
designee shall have the right to review and monitor the financial and service components
of this program by whatever means are deemed expedient by the County. Such review
may occur with or without notice, and may include, but is not limited to, on-site inspection
by County agents or employees, inspection of all records or other materials which the
County deems pertinent to the Agreement and its performance, and any and all
communications with or evaluation by service recipients under this Agreement. The
Contractor shall preserve and maintain all financial records and records relating to the
performance of work under this Agreement for 6 years after contract termination, and shall
make them available for such review, within Kittitas County, State of Washington, upon
request.
12 . Modifications:
12 .1 Either party may request changes in the Agreement. Any and all agreed
modifications shall be in writing, signed by each of the parties.
12.2 The County may, at any time, by written notice thereof to Contractor
("Change Notice") makes changes in the Work within the general scope of
this Agreement , including , but not limited to : (a) changes in, revisions to,
substitutions for, additions to or deletions of any Work; (b) changes in
schedule; and (c) acceleration, deceleration or suspension of performance
of any Work .
12.3 If any change in the Work causes an increase or decrease on Contractor's
cost of, or the time required for, performance of the Work , an equitable
adjustment in the compensation to Contractor and in the schedule for the
performance of the Work shall be made to reflect such an increase or
decrease.
12.4 Notwithstanding any dispute or delay in arriving at a mutually acceptable
equitable adjustment, Contractor shall proceed in accordance with all
Change Notices. Contractor must, within thirty (30) days after receipt of any
Change Notice that does not set forth any acceptable adjustment, submit to
the County a written statement setting forth any adjustment claimed.
Professional Services Agreement
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12.5 If any change results in a decrease in the Work performed, Contractor shall
be entitled to compensation associated with changing the Work, such as
revising design already completed, revising calculations already performed,
and revising documents.
13. Termination for Default:
If the Contractor defaults by failing to perform any of the obligations of the Agreement or
becomes insolvent or is declared bankrupt or commits any act of bankruptcy or insolvency
or makes an assignment for the benefit of creditors, the County may, by depositing written
notice to the Contractor in the U.S. mail, postage prepaid, terminate the Agreement, and at
the County's option, obtain performance of the work elsewhere. If the Agreement is
terminated for default, the Contractor shall not be entitled to receive any further payments
under the Agreement until all work called for has been fully performed. Any extra cost or
damage to the County resulting from such default(s) shall be deducted from any money
due or coming due to the Contractor. The Contractor shall bear any extra expenses
incurred by the County in completing the work, and all damage sustained, or which may be
sustained by the County by reason of such default.
If a notice of termination for default has been issued and it is later determined for any
reason that the Contractor was not in default, the rights and obligations of the parties shall
be the same as if the notice of termination had been issued pursuant to the Termination for
Public Convenience paragraph hereof.
14. Termination for Public Convenience:
The County may terminate the Agreement in whole or in part whenever the County
determines, in its sole discretion that such termination is in the best interests of the
County. Whenever the Agreement is terminated in accordance with this paragraph, the
Contractor shall be entitled to payment for actual work performed at unit contract prices for
completed items of work. In the event of such termination, an equitable adjustment shall
be made in the compensation payable to Contractor.
An equitable adjustment in the contract price for partially completed items of work will be
made, but such adjustment shall not include provision for loss of anticipated profit on
deleted or uncompleted work. Termination of this Agreement by the County at any time
during the term, whether for default or convenience, shall not constitute a breach of
contract by the County.
15. Defense & Indemnity Agree ment:
The Contractor agrees to and shall defend, indemnify and hold harmless the County, its
Additional lnsured's, appointed and elective officers, agents and employees, from and
against all loss or expense, including but not limited to judgments, settlements, attorney's
fees and costs by reason of any and all claims and demands upon the County, its
Additional lnsured's, its elected or appointed officials, agents, or employees for damages
because of personal or bodily injury, including death at any time resulting therefrom,
Professional Services Agreement
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sustained by any person or persons and on account of damage to property including loss
of use thereof, whether such injury to persons or damage to property is due to the
negligence of the Contractor, its sub-Contractors, its elected officers , employees or their
agents, except only such injury or damage as shall have been occasioned by the sole
negligence of the County , its Additional lnsured's , appointed or elected officials, agents, or
employees. It is further provided that no liability shall attach to the County by reason of
entering into this contract, except as expressly provided here in.
16. Industrial In sura nce Waiver:
With respect to the perfomiance of this Agreement and as to claims against the County, its
Additional lnsured 's, officers, agents and employees, the Contractor expressly waives its
immunity under Title 51 of the Revised Code of Washington , the Industrial Insurance Act ,
for injuries to its employees and agrees that the obligations to indemnify, defend and hold
harmless provided in this agreement extend to any claim brought by or on behalf of any
employee of the Contractor. This waiver is mutually negotiated by the parties to this
Agreement.
17. Venue and Choice of Law:
In the event that any litigation should arise concerning the construction or interpretation of
any of the terms of this Agreement, the venue of such action of litigation shall be in the
Superior Court of the State of Washington in and for the County of Kittitas . This
Agreement shall be governed by the law of the State of Washington.
18. W ithholdi ng Paymen t:
In the event the Contractor has failed to perform any obligation to be performed by the
Contractor under this Agreement within the time set forth in this Agreement, then the
County may, upon written notice , withhold all monies due and payable to Contractor,
without penalty, until such failure to perfom, is cured or otherwise adjudicated.
19. Future Non-All ocatio n of Funds:
If sufficient funds are not appropriated or allocated for payment under this Agreement for
any future fiscal period, the County will not be obligated to make payments for services or
amounts incurred after the end of the current fiscal period . No penalty or expense shall
accrue to the County in the event this provision applies .
20. Contracto r Commitments, W arranties and Representations :
The Contractor represents and warrants to the County as follows:
20.1 The Contractor is duly incorporated , validly existing and in good standing
under the laws of the State of Washington, and has all requisite corporate
power and authority to enter into and to perform its obligations under this
Agreement.
20.2 The Contractor has the authority to execute this Agreement, to make the
representations and warranties set forth in it and to perform the
Professional Services Agreement
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obligations of the Contractor under this Agreement in accordance with its
terms.
20.3 This Agreement has been validly executed by an authorized
representative of the Contractor and constitutes a valid and legally
binding and enforceable obligation of Contractor.
20.4 The Contractor has or will obtain prior to the commencement date such
licenses, permits and other authorizations from federal, state and other
governmental authorities, as are necessary for the performance of its
obligations under this Agreement.
20.5 The Contractor is not in violation of any applicable law, ordinance or
regulation the consequence of which will or may materially affect
Contractor's ability to perform its obligations under this Agreement. The
Contractor is not subject to any order or judgment of any court, tribunal or
governmental agency which materially and adversely affects its
operations or assets in the State of Washington, or its ability to perform
its obligations under this Agreement.
20.6 None of the representations or warranties in this Agreement, and none of
the documents, statements, certificates or schedules furnished or to be
furnished by Contractor pursuant hereto or in connection with the
performance of the obligations contemplated under this Agreement,
contains or will contain any untrue statement of a material fact or omits or
will omit to state a material fact necessary to make the statements of fact
contained therein not misleading.
21. Patent/Copyright Infringement:
Contractor will defend and indemnify the County from any claimed action, cause or
demand brought against the County; to the extent such action is based on the claim that
information supplied by the Contractor infringes any patent or copyright. The Contractor
will pay those costs and damages attributable to any such claims that are finally awarded
against the County in any action. Such defense and payments are conditioned upon the
following:
21.1
21.2
22 . Disputes:
Contractor shall be notified promptly in writing by County of any notice of
such claim.
Contractor shall have the right, hereunder, at its option and expense, to
obtain for the County the right to continue using the information, in the event
such claim of infringement is made, provided no reduction in performance or
loss results to the County.
22.1 General
Differences between the Contractor and the County, arising under and by
virtue of the Agreement Documents shall be brought to the attention of the
County at the earliest possible time in order that such matters may be settled
or other appropriate action promptly taken. Except for such objections as are
Professional Services Agreement
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made of record in the manner hereinafter specified and within the time limits
stated, the records, orders, instructions, and decisions of the Kittitas County
Commissioners shall be final and conclusive.
22.2 Notice of Potential Claims
The Contractor shall not be entitled to additional compensation which
otherwise may be payable, or to extension of time for (1) any act or failure to
act by the County, or (2) the happening of any event or occurrence, unless
the Contractor has given the County a written Notice of Potential Claim
within ten (10) days of the commencement of the act, failure, or event giving
rise to the claim, and before final payment by the County. The written Notice
of Potential Claim shall set forth the reasons for which the Contractor
believes additional compensation or extension of time is due, the nature of
the cost involved, and insofar as possible, the amount of the potential claim .
Contractor shall keep full and complete daily records of the work performed,
labor and material used, and all costs and additional time claimed to be
additional.
22.3. Detailed Claim
The Contractor shall not be entitled to claim any such additional
compensation, or extension of time, unless within thirty (30) days of the
completion of the portion of the work from which the claim arose, and before
final payment by the County, the Contractor has given the County a detailed
written statement of each element of cost or other compensation requested
and of all elements of additional time required , and copies of any supporting
documents evidencing the amount or extension of time claimed to be due.
23. Ow ners hip df Ite ms P ro d uced :
All writings, programs, data, public records or other materials prepared by the Contractor
and/or its consultants or sub-Contractors, in connection with performance of this
Agreement shall be the sole and absolute property of the County.
24. Confi dentiality:
The Contractor, its employees, sub-Contractors, and their employees shall maintain the
confidentiality of all information provided by the County or acquired by the Contractor in
performance of this Agreement, except upon the prior written consent of the Kittitas
County Prosecuting Attorney or an order entered by a court after having acquired
jurisdiction over the County. Contractor shall immediately give to the County notice of any
judicial proceedings seeking disclosure of such information. Contractor shall indemnify
and hold harmless the County, its Additional lnsured's, officials, agents or employees from
all loss or expense, including, but not limited to settlements, judgments, setoffs, attorneys'
fees and costs resulting from Contractor's breach of this provision.
Professional Services Agreement
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25. Notice:
Except as set forth elsewhere in the Agreement, for all purposes under this Agreement,
except service of process, notice shall be given by the Contractor to the department head
of the department for whom services are rendered, and to the Kittitas County
Commissioners, 205 W 5th Ave, Suite 108, Ellensburg, WA 98926. Notice to the
Contractor for all purposes under this Agreement shall be given to the address reflected on
the signature page. Notice may be given by delivery or by depositing in the U.S. Mail, first
class, postage prepaid .
26. Severability :
If any term or condition of this Agreement or the application thereof to any person(s) or
circumstances is held invalid, such invalidity shall not affect other terms, conditions or
applications which can be given effect without the invalid term, condition or application. To
this end, the terms and conditions of this Agreement are declared severable .
27. Miscellaneous:
27.1 The County's failure or delay to insist upon strict performance of any of the
provisions of this Agreement or to exercise any rights or remedies under this
Agreement shall not be construed as a waiver or relinquishment to any
extent of its right to assert or rely upon any such provisions, rights or
remedies in that or any other instance; rather the same shall be and remain
in full force and effect.
27 .2 This Agreement embodies the entire Agreement between the County and
Contractor, and supersedes any and all prior agreements, regarding the
Work. No change, amendment or modification of any provisions of this
Agreement shall be valid unless set forth in a written instrument signed by
the party to be bound thereby.
27.3 The rights and remedies of the County set forth in any provision of this
Agreement are in addition to and do not in any way limit any other rights of
remedies afforded to the County by any other provisions of this Agreement,
by any of Contractor's Support or by law.
27.4 The headings of sections and paragraphs of this Agreement are for
convenience of reference only and are not intended to restrict, affect or be
of any weight in the interpretation or construction of the provisions of such
sections or paragraphs.
28 . Waiver:
Waiver of any breach or condition of this Agreement shall not be deemed a waiver of any
prior or subsequent breach. No terms or conditions of this Agreement shall be held to be
waived, modified or deleted except by an instrument, in writing, signed by the parties
hereto.
Professional Sef'\lices Agreement
Page 10
29. Survival:
The provisions of paragraphs 7, 9, 11, 13, 14, 15, 16, 17, 18, 19, 20, 21, 22, 23, 24, 28,
30, and 31, 32 shall survive, notwithstanding the termination or invalidity of this Agreement
for any reason.
30. Nondiscrimination:
30.1 The County is an equal opportunity employer.
30.2 Nondiscrimination in Employmen t
In the performance of this Agreement, the Contractor will not
discriminate against any employee or applicant for employment on the
grounds of race, creed, color, national origin, sex, sexual orientation,
marital status, age or the presence of any sensory, mental or
physical handicap; provided that the prohibition against discrimination
in employment because of handicap shall not apply if the particular
disability prevents the proper performance of the particular worker
involved. The Contractor shall ensure that applicants are employed,
and that employees are treated during employment without
discrimination because of their race, creed, color, national origin, sex,
sexual orientation, marital status, age or the presence of any sensory,
mental or physical handicap. Such action shall include, but not be
limited to: employment, upgrading, demotion or transfers, recruitment or
recruitment advertising, layoff or termination, rates of pay or other
forms of compensation, and programs for training including
apprenticeships. The Contractor shall take such action with respect to
this Agreement as may be required to ensure full compliance with
local, state and federal laws prohibiting discrimination in employment.
30.3 Nondiscrimination in Services
The Contractor will not discriminate against any recipient of any services
or benefits provided for in this Agreement on the grounds of race,
creed, color, national origin, sex, sexual orientation, marital status, age or
the presence of any sensory, mental or physical handicap.
30.4 If any assignment and/or subcontracting has been authorized by the
County, said assignment or subcontract shall include appropriate
safeguards against discrimination. The Contractor shall take such
action as may be required to ensure full compliance with the
provisions in the immediately preceding paragraphs herein.
Professional Services Agreement
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31. Pre vaill ng W age :
Contractor shall pay the prevailing rate of wages to all workers, laborers, or mechanics
employed in the performance of any part of the Work in accordance with RCW 39.12
and the rules and regulations of the Department of Labor and Industries . The schedule
of prevailing wages rates for the locality or localities of the Work is determined by the
Industrial Statistician of the Department of Labor and Industries. It is the Contractor's
responsibility to verify the applicable prevailing wage rate . It is understood that the
Contractor is responsible for obtaining and completing all required government forms
and submitting same to the proper authorities.
Disputes regarding prevailing wage rates shall be referred for arbitration to the Director
of the Department of Labor and Industries . The arbitration decision shall be final and
conclusive and binding on all parties involved in the dispute as provided for by RCW
39.12.060.
32 . Debarment Certification:
The Contractor certifies that it:
32.1 Is not presently debarred, suspended, proposed for debarment, declared
ineligible or voluntarily excluded from covered transactions by any Federal
department or agency.
32.2 Has not within a three-year period preceding the execution of this contract
with Kittitas County, been convicted of or had a civil judgment rendered
against them for commission of fraud or a criminal offense in connection
with obtaining, attempting to obtain , or performing a public or private
agreement or transaction, violation of Federal or State antitrust statutes or
commission of embezzlement, theft , forgery, bribery, falsification or
destruction of records, making false statements, tax evasion, receiving
stolen property, making false claims, or obstruction of justice.
32.3 Is not presently indicted for or otherwise criminally or civilly charged by a
governmental entity (Federal, State, or local) with commission of any of
the offenses enumerated in paragraph 32.2 of this section .
32.4 Has not within a three-year period preceding the preceding the execution
of this contract with Kittitas County had one or more public transactions
(Federal, State, or local) terminated for cause of default.
Professional Services Agreement
Page 12
EXHIBIT "A"
SCOPE OF WORK
In addition to providing all material and labor, the Contractor shall perform the following :
-Provide on-site medical care to the inmate population within the Kittitas County
Correctional Center (KCCC) that appropriately approximates the care offered to
citizens in the local community three days per week, up to two hours per day.
-Provide fully qualified professional healthcare employee staff to deliver health care
services under this contract.
-Provide on-call service from the Contractor's Medical Director, Physician, or a
Physician's Assistant/ Nurse Practitioner to the facility on a 24 hours per day, seven
days per week, 365 days per year basis .
-Set-up meetings between the Contractor and the County to discuss all inmates with
ongoing serious healthcare issues. Cases of significance will be given special
attention in the transition to avoid interruptions in appropriate care.
-Develop a written , individualized treatment plan for inmates requiring close medical
care or supervision (e.g. those inmates with chronic or convalescent care, suicidal
tendencies or a history of seizures, etc.) The treatment plan will include directions to
health care and other personnel in care and supervision of the patient, as well as
any required pharmacological support.
-Perform an inventory , with the County staff, of all existing equipment and supplies
immediately upon takeover of contract responsibilities.
-Review current and prior medical problems; screen for mental illness, dental issues,
sexually transmitted disease, tuberculosis, drug and alcohol use and many other
conditions found in the general public as well as those more prevalent in correctional
healthcare.
-Adhere to strict Nursing and Care protocols that have developed over decades of
working in correctional facilities and together with correctional facility administrators .
-Obtain, at Contractor's own expense, all licenses and/or certifications necessary to
render medical and health services within the County. Contractor will ensure that all
of its employees rendering services possess all licenses and/or certifications
necessary to render medical services within the County.
Professional Services Agreement
Page 13
. Review initial medical and mental health screenings conducted in the Booking/Intake
area by health trained KCCC staff, including Mental Health Questionnaire (including
suicidal assessment) and the Health History Screening. Appropriate action will be
taken to verify prescription medications, consult with the inmate's private healthcare
provider and address immediate problems of newly admitted inmates to the KCCC.
Contractor staff will be available on a 24/7 on : call basis for review of screenings in
the event that an inmate presents with a med ical problem , to determine if the inmate
should be accepted into KCCC or referred to another appropriate health care service
provider.
The receiving screening will include inquiries into, but is not limited to :
• Medical history of current and prior illness and health problems including
mental health, dental, communicable and chronic diseases;
• Drug/alcohol use; including types, methods , amounts, frequency, date/time of
last use , and history of problems related to stoppage ;
• Current medications;
• Body deformities including scars, marks and tattoos, and assessment of the
ability to perform activities of daily living and status of ambulation:
• Condition of skin including trauma markings, bruises, lesions, jaundice, rashes,
infestations, discharge, needle marks or other indications of drug abuse;
• Behavior, including state of consciousness, mental status, appearance,
conduct, tremors , and sweating,
• History of suicidal ideation, tendency or attempts;
Based on the information gathered , Contractor will make recommendations that
include, but are not limited to:
• Referral to an emergency health care facility;
• Placement in the general inmate population and referral to the normally
scheduled health care services at the KCCC facility
• Placement in the general inmate population;
• Placement in isolation
• Placement in observation area (awaiting psychiatric evaluation)
-Perform a PPD on each inmate when medically appropriate, unless medically
contraindicated . The TB test will be read by an appropriately trained QHCP and
recorded in the inmate's medical record. Any inmate with positive skin-test reactions
or with a history of positive reactions or who is symptomatic will be given a chest x-
ray within 96-hours of skin test reading or identification of history or of symptoms.
-Perform TB testing for each staff member working in the Corrections Facility once a
year.
Professional Services Agreement
Page 14
-Complete health appraisal physical examinations of all newly arriving inmates within
14 calendar days of arrival at KCCC. Health appraisal physical examinations will
include but are not limited to:
• Review of the Screening/intake forms by medical and mental health staff;
• Recording of vital signs, height, weight, etc.;
• Complete medical history and physical examination;
• Mental Health screening;
• Dental screening;
• Vision and Hearing screening;
• Blood sampling for screening and urine sampling as needed;
• Initiation of therapeutic measures when appropriate;
• Other tests and examinations as indicated;
• Proper signatures, co-signatures, dates and times.
Health appraisal physical examinations of female inmates will include the following
additional assessments:
• Inquiry about menstrual cycle and menstrual bleeding including abnormalities,
current use of contraceptives, presence of an IUD, breast masses and nipple
discharge, and possible pregnancy.
Any abnormal results of the health appraisal examination will be reviewed by the
physician for appropriate disposition.
-Perform an annual examination for all inmates remaining at the KCCC for over a one
(1) year period. This examination will occur as close as possible to the 365th day of
detention.
,_ Perform a physical examination on each inmate working in the kitchen before he/she
can begin work for food service or in an inmate trustee position.
-Provide procedural guidance, initial direction and periodic inspection and evaluation
of the administration of medication activities performed by non-medical personnel
within KCCC.
Provide designated members of the County staff with training for administering
medications, including recognition of response to drug reactions and unanticipated
side effects. Contractor will be on premises at the County on a periodic schedule,
and will be available by telephone if circumstances require such response.
-Conduct Sick Call clinic on a regular basis for inmates desiring or needing medical
attention. Clinic will be conducted as directed by the doctor that is hired and in
accordance with State of Washington standards.
Professional Services Agreement
Page 15
• All inmates requesting care will receive a response on the next scheduled
QHCP visit.
• Physician or Mid-level provider (PA/NP) sick call will be conducted weekly on a
regularly scheduled basis.
-Respond immediately to health care emergencies that occur in the KCCC when
requested by KCCC staff. A Physician/PA/NP will be on-call to the KCCC on a
twenty-four (24) hour, seven (7) day a week basis to aid in the determination of
whether or not an inmate requires evacuation to the nearest hospital facility.
-Coordinate with a local hospital for routine outpatient/inpatient services to meet the
health care requirements of inmates at the KCCC that cannot be provided within the
facility, but will not be financially responsible for the cost of such care. Contractor will
work closely with the County staff to keep off-premises inmate healthcare visits at as
low a level as possible. In every case possible Contractor will utilize telephone
consultations, in house evaluations and other available methods to identify and
address health issues before they become critical. In critical care situations, the
Contractor, when on-site, will triage the patient whenever possible before activating
emergency medical transport. In the event that an inmate must be hospitalized,
Contractor will follow the course of the admitted inmate, communicate with the
attending physician and nurses and repatriate the inmate to the County as soon as
practical.
-Make referral arrangements with other medical specialists for treatment of those
inmates with medical problems that extend beyond the scope of services provided
onsite, including special laboratory tests, x-rays and other ancillary services.
-Develop and implement a program for the care of chronic-care inmates. The chronic
care provided will entail the development of an individual treatment plan by the
responsible physician specifying instructions on diet, medication, and diagnostic
testing. Chronic care inmates will be provided a review by a physician minimally
every three (3) months and at greater frequency when medically indicated.
-Review all medical records of inmates prior to their scheduled release from the
County for expiration of sentence and, if necessary, will refer to the appropriate
community medical facility at no cost to the County. A medical record review will also
be conducted for inmates who are released for reasons other than expiration of
sentence. Records reviewed in all instances described above will be stamped with
the following information:
• Date
• Referral Made and To Whom
• Signature of Reviewer
Professional Services Agreement
Page 16
All records will be reviewed no later than 96 hours after date/time released .-
-Develop a procedure for obtaining and sending pertinent medical information to and
from emergency facilities and outside specialty consultants and for inmates that are
transferred to other detention facilities. These procedures will comply with all
applicable Federal and State privacy laws with respect to sending and receipt of
medical information.
-Ensure that accurate, comprehensive, legible up-to-date medical information is
maintained on each inmate under its care. All medical records will be considered
confidential. Procedures will be instituted for the receipt and filing of all reports and
documentation from outside consultations , emergency room visits, and inpatient
hospitalizations. The Contractor will maintain current medical records on all County
inmates and necessary medical records will accompany the inmates to all medical
consultation, appointments and sick calls . Copies of medical records or a summary
of medical records will be forwarded with the inmate when transferred to another
facility. Contractor will release medical records only as required by County
procedures and all applicable Federal, State and Local law(s).
-Comply with the County health services policies, procedures and medical protocols
approved by the Jail Commander. As required, Contractor will facilitate the
development and implementation of new and revised policies, procedures and,
medical protocols. As requested, Contractor will also assist in the development of
new policies and refinement of current policies.
-Coordinate with Jail Commander or assignee to discuss healthcare services on a
monthly basis.
-Submit statistical reports to the County by the 15th of each month. This report will
include month and year-to-date figures for the following areas: intake screenings,
physicals, emergency room visits, hospitalizations, inmates released prior to
physical, HIV, PPO, RFR, VORL tests administered and positive status of same.
-Establish a formulary for the pharmaceuticals used to treat the most common
conditions.
-Provide the County with Contractor's standard Medical Policies and Procedures
Manual. Any needed changes to this manual will be incorporated at the start of this
Agreement. The Medical Policies and Procedures Manual will be reviewed
periodically in conjunction with the Jail Commander and any needed changes
incorporated into the manual.
Professional Services Agreement
Page 17
-You will not provide acute & chronic psychiatric care including medication
management unless the psychiatric medication is used for a non-psychiatric medical
reason.
Professional Services Agreement
Page 18
EXHIBIT "B"
COMPENSATION
As full compensation for satisfactory performance of the work described in Exhibit "A",
including but not limited to onsite medical care 3 days per week up to two hours per day
and on-call medical service on a 24 hours per day, seven days per week, 365 days per
year basis, the County shall pay Contractor compensation not to exceed $46,870.00
annually or $3,905.41 per month.
Any onsite medical care requested by County in addition to the three days per week up to
two hours per day routine onsite visits shall be billed by the Contractor at a rate of $250 .00
per visit.
The above described compensation does not include the following costs, to be determined
by agreement of the County and Contractor:
• X-ray services not to exceed Medicaid rates .
• Laboratory Work. If labs are drawn by Contractor and are not acute in nature, fees
will be assessed by using clinic's reference Laboratory, Pathology Associates
Medical Laboratory's (PAML) current patient fee schedule not to exceed Medicaid
rates.
• Other supplies not provided by the County will be provided at cost plus 15%.
• Visits made at Contractor's facilities.
Professional Services Agreement
Page 19
EXHIBIT "C"
PROOF OF INSURANCE
The Contractor shall secure and maintain in effect at all times during performance of
the Work such insurance as will protect Contractor, its Support and the Additional
lnsured's from all claims, losses, harm, costs, liabilities, damages and expenses arising
out of personal injury (including death) or property damage that may result from
performance of the work or this Agreement, whether such performance is by
Contractor or any of its Support.
All insurance shall be issued by companies admitted to do business in the State of
Washington and have a rating of A-, Class VII or better in the most recently published
edition of Best's Reports unless otherwise approved by the County . If an insurer is not
admitted, all insurance policies and procedures for issuing the insurance policies must
comply with Chapter 48.15 RCW and 284-15 WAC.
The Contractor shall provide proof of insurance for:
1) Medica l Ma lprac tice Insura nce .
• Medical Malpractice shall be not less than $1 ,000,000 per
occurrence.
• Certificate Holder -Kittitas County
• The Certificate must name the County as additional insured as
defined in the Agreement.
• Thirty (30) days written notice to the County of cancellation of the
insurance policy.
Contractor shall furnish the County a Certificate of Insurance with Endorsement as
evidence that policies providing insurance required by this Agreement are in full force
and effect. Contractor hereby waives all rights of recourse, including any right to which
another may be subrogated, against Kittitas County for personal injury, including death ,
and property damage. Contractor's insurance policies required above shall be primary
insurance and shall be non-contributing with any other insurance maintained by Kittitas
County.
The Contractor shall assume full responsibility for all loss or damage from any cause
whatsoever to any tools, Contractor's employee-owned tools, machinery, equipment, or
motor vehicles owned or rented by the Contractor, or the Contractor's agents,
employees or contractors.
Professional Services Agreement
Page 20
The Contractor shall have sole responsibility for ensuring the insurance coverage and
limits required are obtained by subcontractors.
NOTE: No contract shall form until and unless a copy of the Certificate of Insurance
with Endorsement, properly completed and in the amount required, is attached hereto.
Professional Services Agreement
Page 21
•• ".i
~ •'l Physicians
Insurance
~ IAL/TUAJ. COMPANY
PHYSICIAN & SURGEON PROFESSIONAL LIABILITY POLICY
DECLARATIONS PAGE
Policy Number. 241 181000
Named Insured/Malling Address
John R Walters, MD
Family Health Care of Ellensburg
107 E Mountain View Ave Ste 1
Ellensburg, WA 98926
POLICY PERIOD: January 1, 2018 to January 1, 2019 at 12:01 a.m . Pacific Standard Time
The limit of the Company's liability shall be as stated subject to all provisions of the policy .
COVERAGES
A. Medical Professional Liability
B. Reserved
C. Reserved
D. Disciplinary Proceeding Defense
Reimbursement
LIMITS OF
UA BI LITY
$1,000 ,000 Each Medical Incident
$5,000,000 Aggregate
Retroactive Date: September 1, 2007
LIMITS OF
INSURANCE
$50,000 Per Investigation
$50,000 Aggregate
1301 Second Avenue, Suite 2700
PO Bo,91220
Se•ttl", WA 98111
(206) 343-7300
{800) 962-1399
F (206) 343-7100
PREMIUM
$10,373
Included
2018 Total Premium $10,373
This policy is issued for the period stated above and may be renewed at the option of the Company. The terms and
conditions of the policy shall rema in unchanged for succeeding policy years unless endorsed by the Company or a new
policy is issued at the time of renewal.
To the extent permitted by law and subject to the approval of the Washington State Insurance Commissioner, the Company
has a right lo increase its surplus by issuing a capital call on its members.
DEC-PISTD .010110 11/16/17 Rate Code: WA Class: 12 241181
I ••• • •
~-~ Physicians
Insurance
/. MUTUAL COM~~N'f
CONFIRMATION OF INSURANCE COVERAGE
PROFESSIONAL LIABILITY INSURANCE POLICY
CLAIMS-MADE
1301 Second Avenue , Suite 2700
PO Bo, 91220
s~attla, WA 98111
1206) 343-7300
IBOO) 962-1399
F 1206) 343-7100
Named Insured;
Paramedical Employee:
Elkhorn Valley Corp dba Family Health Care
of Ellensburo
Aaron David Long, ARNP
Policy Number: 002258000
Reference Number: 376778
Mailing Address: 107 E Mountain Vw Ave Ste 1
Ellensburg, WA 98926
POLICY PERIOD: January 1, 2018 to January 1, 2019
at 12:01 a.m . local time at the address shown above
RETROACTIVE DATE : September 1, 2012
This document will confirm that Physicians Insurance A Mutual Company (the
Company) provides professional liability insurance to Aaron David Long, ARNP,
subject to the Company's minimum liability limits of $1 ,000,000 each medical
incident and $5,000,000 aggregate.
The certificate of Insurance is issued as a matter of information only and confers
no rights upon the certificate holder. This confirmation does not amend, extend or
otherwise alter the terms, conditions or limits of the insurance afforded by the
policy. If the Policy, or coverage for any person, is canceled for any reason or if
the terms of the policy are changed, we will notify the Named Insured only.
This confirmation was issued on November 16, 2017.
To our Insureds: This confirmation of coverage is provided for your use for hospital privilege requirements,
HMOs, PPOs, etc. You are authorized to photocopy and distribute as needed without further permission
from or notification to the Company.
376778
COI-Pl.080712
72 376778 002258
Physicians
Insurance
1301 Saeond Avenue, Suite 2700
PO 80•91220
Seattle. WA. 98111
(206) 343-7300
1800) 962-1399
F (206) 343-7100
A. MUTUAL. CC>Mfl-"NY
Named Insured:
CONFIRMATION OF INSURANCE COVERAGE
PROFESSIONAL LIABILITY INSURANCE POLICY
CLAIMS-MADE
Elkhorn Valley Corp dba Family Health Care
of Ellensburi:i
Policy Number: 002258000
Paramedical Employee: Ryan Beachy, PA-C Reference Number: 240453
Mailing Address: 107 E Mountain Vw Ave Ste 1
Ellensburg, WA 98926
POLICY PERIOD: January 1, 2018 to January 1, 2019
at 12:01 a.m. local time at the address shown above
RETROACTIVE DATE: February 4, 2009
This document will confirm that Physicians Insurance A Mutual Company (the
Company) provides professional liability insurance to Ryan Beachy, PA-C,
subject to the Company's minimum liability limits of $1,000,000 each medical
incident and $5,000,000 aggregate.
The certificate of insurance is issued as a matter of information only and confers
no rights upon the certificate holder. This confirmation does not amend, extend or
otherwise alter the terms, conditions or limits of the insurance afforded by the
policy. If the Policy, or coverage for any person, is canceled for any reason or if
the terms of the policy are changed, we will notify the Named Insured only.
This confirmation was issued on November 16, 2017.
To our Insureds: This confirmation of coverage is provided for your use for hospital privilege requirements,
HMOs, PPOs, etc. You are authorized to photocopy and distribute as needed without further permission
from or notification to the Company .
240453
COI-Pl.080712
73 240453 002258
BUSINESS ASSOCIATE ADDENDUM
This Addendum is incorporated into the contract to which this document is attached between
Kittitas County Washington on behalf of the Kittitas County Corrections Center, a division of the
Sheriffs Office ("Covered Entity") and Family Healthcare of Ellensburg ("Business Associate").
The singular shall include the plural and the plural the singular as required by the context.
The Business Associate acknowledges and agrees that Protected Health Information (PHI) in any
fonnat, including electronic PHI ( ePHI), can be used, shared, created, retained or transferred
only within the parameters of this document and the Department of Health and Human Services
Privacy Regulations, Code of Federal Regulations, ("CFR"), Title 45, Sections 160 and 164, or
as required by law.
CFR Title 45, Sections 160 and 164 and any applicable Washington statutory law (''RCW") or
Administrative Code ("WAC") provision (Federal and State statutory or regulatory standards
applicable to this addendum are collectively referred to as "law") are by way of reference, an
integral part of this Addendum as if incorporated in full. Business Associate is charged with the
knowledge of and agrees to abide by the terms and conditions oflaw. To the extent that any
applicable provision of RCW or WAC provides for or mandates any standard differing from
those of Federal law, the standard more restrictive of disclosure shall control subject to federal
preemption; this applies throughout this Addendum without regard to any further explicit
reference to RCW or WAC provisions.
This Addendum is effective upon signing of this attachment or the contract to which it is
attached, whichever is prior in time.
I. PURPOSE
The Covered Entity needs to make available and/or disclose to the Business Associate certain
PHI for management, administration, and legal responsibilities during the normal course of
business between the parties as referenced in the contract or other agreement to which this
document is attached and incorporated by reference. This document is intended to define and
incorporate but not limit the obligations of the Business Associate with regard to its use and
protection of that PHI.
II. RESPONSIBILITIES OF BUSINESS ASSOCIATE
The Business Associate hereby agrees to do the following:
A. Use and Disclosure: Use and/or disclose PHI only as permitted or required by this
Addendum, Health Insurance Portability and Accountability Act (HIP AA), and the
Health Information Technology for Economic and Clinical Health Act (Division A, Title
XIII of the American Recovery and Reinvestment Act of 2009, Pub. Law 111-5, 2009
HR 1) ("HITECH"). The Business Associate shall use and disclose PHI only if such use
or disclosure, respectively, is in compliance with each applicable requirement of 45 CFR
§ l 64.504(e) or other law. The Business Associate is directly responsible for full
compliance with the privacy provisions of law that apply to the Business Associate to the
same extent as the Covered Entity.
B. A. A. Attachment Page 1 of 6
B. ecuri.ty: Implement administrative, physical, and technical safeguards that reasonably
and appropriately protect the confidentiality, integrity, and availability of the PHI that it
creates, receives, maintains, or transmits on behalf of the Covered Entity as required by
law. The Business Associate is directly responsible for compliance with the security
provisions of HIP AA and HITECH to the same extent as the Covered Entity.
C. Jmpt per Disclo ures: Report all unauthorized or otherwise improper disclosures of PHI,
or security incident, to the Covered Entity within two (2) days of the Business
Associate's knowledge of such event.
D. 1 otice of Breach: Within two (2) business days of the discovery of a breach as defined at
45 CFR § 164.402 notify the Covered Entity of any breach of unsecured PHI. Notification
shall by the most rapid means reasonably possible, such as telephonic notice made
directly to an appropriate person within the covered entity and not including a voice mail
or similar message. Written notification shall follow within that two (2) period by fax and
be confirmed by direct contact with the intended recipient, and include the identification
of each individual whose unsecured PHI has been, or is reasonably believed by the
Business Associate to have been, accessed, acquired, or disclosed during such breach; a
brief description of what happened, including the date of the breach and the date of the
discovery of the breach, if known; a description of the types of unsecured PHI that were
involved in the breach (such as whether full name, social security number, date of birth,
home address, account number, diagnosis, disability code, or other types of information
were involved); any steps individuals should take to protect themselves from potential
harm resulting from the breach; a brief description of what the Business Associate is
doing to investigate the breach, to mitigate harm to individuals, and to protect against any
further breaches; the contact procedures of the Business Associate for individuals to ask
questions or learn additional information, which shall include a toll free number, an e-
mail address, Web site, or postal address; and any other infonnation required to be
provided to the individual by the Covered Entity pursuant to 45 CFR § 164.404, as
amended. A breach shall be treated as discovered in accordance with the tenns of 45 CFR
§ 164.410. The information shall be updated promptly and provided to the Covered Entity
as requested by the Covered Entity.
E. Mitigatim1: Mitigate, to the extent practicable, any harmful effect that is known to
Business Associate of a use or disclosure of PHI by Business Associate in violation of the
requirements of this Addendum or the law.
F. Agents: Ensure that any agent, including all of its employees, representatives, and
subcontractors, to whom it provides PHI received from, or created or received by
Business Associate on behalf of Covered Entity agrees to the same restrictions and
conditions that apply through this Addendum to Business Associate with respect to such
information.
B. A. A. Page 2 of6
G. Right of Acee s:
l. From time to time upon reasonable advance notice, or upon a reasonable
detennination by Covered Entity that Business Associate has potentially or actually
breached this Addendum, make internal practices, books, and records relating to the
use and disclosure of PHI received from, or created or received by Business Associate
on behalf of Covered Entity available to the Covered Entity, or at the request of the
Covered Entity to the Secretary of Department of Health and Human Services, for the
purpose of determining compliance with HIP AA, HITECH, and/or this Addendum.
2. From time to time upon reasonable advance notice, or upon a reasonable
determination by Covered Entity that Business Associate has potentially or actually
breached this Addendum, to permit Covered Entity to respond to a request by an
Individual for an accounting of disclosures of PHI in accordance with 45 CFR
§ 164.528, or to permit Covered Entity to respond to a request by an Individual for
access to PHI in accordance with 45 CFR §164.524.
H. Documentation of Disclosures: Document such disclosures of PHI and information
related to such disclosures as would be required for Covered Entity to respond to a
request by an Individual for an accounting of disclosures of PHI in accordance with 45
CFR § 164.528. Should an individual make a request to Covered Entity for an accounting
of disclosures of his or her PHI pursuant to 45 CFR § 164.528, Business Associate agrees
to promptly provide an accounting, as specified under 42 U.S.C. § l 7935(c) (1) and 45
CFR § 164.528, of disclosures of PHI that have been made by the Business Associate
acting on behalf of the Covered Entity. The accounting shall be provided by the Business
Associate to the Covered Entity or to the individual, as directed by the Covered Entity.
I. Alnendments: Make any amendments to PHI that the Covered Entity directs or agrees to
pursuant to 45 CFR §164.526 at the request of Covered Entity, within five (5) business
days of written request by Covered Entity.
J. Other: To the extent the Business Associate is to carry out one or more of the covered
entities obligations under Subpart E of 45 CFR 164, comply with the requirements of
Subpart E that apply to the covered entity in the performance of such obligations.
Ill. PERMITTED USES AND DISCLOSURES BY BUSINESS ASSOCIATE
A. Except as otherwise limited in this Addendum or by law, Business Associate may use
Protected Health Information for the proper management and administration of the
Business Associate or to carry out the legal responsibilities of the Business Associate.
The Business Associate shall limit its use and disclosure of, and requests for, PHI to the
minimum necessary as determined in accordance with 42 U.S.C. § 17935(b )(1 ),
B. Except as otherwise limited in this Addendum or by law, Business Associate may use
PHI to provide Data Aggregation services to Covered Entity as pennitted by 45 CFR §
164.504.(e )(2)(i)(B).
B . A. A. Page 3 of6
IV. TERM AND TERMINATION
A. Term: This Addendum shall become effective on the Effective Date of the underlying
Personal Services Agreement (January l, 2018) and shall continue in effect until all
obligations of the paliies have been met, unless terminated as provided herein or by
mutual agreement of the parties
B . Termination fo r Cau e : Upon Covered Entity's knowledge of a material breach by
Business Associate, Covered Entity may provide an opportunity for Business Associate
to cure the breach or end the violation and terminate this Addendum if Business
Associate does not cure the breach or end the violation within five (5) business days of
receipt of written notice by the Covered Entity, or immediately terminate this Addendum
if Business Associate has breached a material term of this Addendum and cure is not
possible.
C. O ther Termination: This Addendum may be terminated by Covered Entity without cause
upon thirty (30) days prior written notice to the other party, which notice shall specify the
date of termination.
D. Effect fTermina ti'on : Except as provided in paragraph B. of this Section, upon
termination of this Addendum, for any reason, Business Associate shall return or destroy
all PHI received from Covered Entity, or created or received by Business Associate on
behalf of Covered Entity. This provision shall apply to PHI that is in the possession of
subcontractors or agents of Business Associate. Business Associate shall retain no copies
of the PHI. Destruction must be by means that meet or exceed the standards of law.
In the event that Business Associate determines that returning or destroying the PHI is
not feasible, Business Associate shall extend the protections of this Addendum to such
PHI and limit further disclosures of such PHI to those purposes that make return or
destruction infeasible, for so long as Business Associate maintains such PHI. Business
Associate must provide written notice of the conditions that make return or destruction
not feasible ; if Covered Entity does not concur in that assessment, Business Associate
shall return or destroy the PHI within five (5) business days .
V . MISCELLANEOUS
A. Defense and Indemnification: Business Associate shall defend, indemnify and hold
hannless Covered Entity from and against all claims, liabilities, judgments, fines,
assessments, penalties, awards or other expenses, of any nature whatsoever, including
without limitation attorneys' fees, expert witness fees, and costs of investigation,
litigation, or dispute resolution, relating to or arising out of any breach of this Addendum
by Business Associate, its employees, officers, agents, or sub-contractors. This provision
is supplemental to and to be interpreted and applied in a manner consistent with, any
indemnification provision of the agreement to which this Addendum is attached.
B. A. A. Page 4 of6
B. Reimbursement for Costs Incurred Due to Breach: Business Associate shall reimburse
Covered Entity, without limitation, for all costs of investigation, dispute resolution,
notification of individuals, the media, and the government, and expenses incurred in
responding to any audits or other investigation relating to or arising out of a breach of
unsecured PHI by the Business Associate, including mitigation.
C. Regulat ry Re£ ·enc : A reference in this Addendum to a Section in the Department of
Health and Human Services Privacy Regulations, CFR, Title 45, Sections 160 and 164
means the Section as in effect or as amended, and for which compliance is required.
D. Amendment: Changes in the law are automatically incorporated herein \Vithout need for
explicit amendment. The Parties agree this this Addendum may be amended from time to
time if otherwise necessary for Covered Entity to comply with the requirements of the
Department of Health and Human Services Privacy Re,gulations, CFR, Title 45, Sections
160 and 164 and other provisions of law.
E. Noti es: Whenever Covered Entity or Business Associate is required to give notice to the
other party, notice shall be in writing, posted in the US Mail, and deemed delivered after
three (3) business days except as described in IL D., above.
F. Survival: The obligations of the Business Associate shall survive the termination ofthis
Addendum.
G. Interpretation: Any ambiguity in this Addendum shall be resolved in favor of a meaning
that pennits Covered Entity to comply with the Department of Health and Human
Services Privacy Regulations, CFR, Title 45, Sections 160 and 164 and other provisions
oflaw. Any provision of the Underlying Agreement that is directly contradictory to one
or more terms of this Addendum is superseded by the terms of this Addendum to the
extent necessary for the parties' compliance with HIP AA.
B. A. A Page 5 of6
VI.
Mailing Address
L~ 2 ;;-: ;11o(/h &✓;_ lh{J
1;1/ew1bvJ?n . wli-CU9¥-
City, State, Zf p4 4
Authorized Signature
6-ejo\-L. '"D..-io-...
Gene E. Dana
Kittitas County Sheriff
.,;;,/;2.3/ ~, (
Date
Mailing Address
307 W. Umptanum Rd .
Ellensburg WA 98926
BOARD OF COUNTY COMMISSIONERS
KITTITAS COUNTY, WASHINGTON
ABSENT
Chair ~~(2 ...... r ___ _
Vi ~
01TlD11S
B. A. A Page 6 of6
Physicians
Insurance
A MUTUAL COMPANY
PHYSICIAN & SURGEON PROFESSIONAL LIABILITY POLICY
DECLARATIONS PAGE
Policy Number: 241181000
Named lnsured/Maillng Address
John R Walters, MD
Family Health Care of Ellensburg
107 E Mountain View Ave Ste 1
Ellensburg , WA 98926
POLICY PERIOD: January 1, 2018 to January 1, 2019 at 12:01 a.m. Pacific Standard Time
The limit of the Company's liability shall be as stated subject to all provisions of the policy .
COVERAGES
A. Medical Professional Liability
B. Reserved
C. Reserved
D. Disciplinary Proceeding Defense
Rel mbu rsement
LIMITS OF
LIABILITY
$1,000,000 Each Medical Incident
$5,000,000 Aggregate
Retroactive Date: September 1, 2007
LIMITS OF
INSURANCE
$50,000 Per Investigation
$50,000 Aggregate
1301 Second Avenue, Suite 2700
PO Box 91220
Seattle, WA 98111
(206) 343-7300
(800) 962-1399
F (206) 343-7100
PREMIUM
$10,373
Included
2018 Total Premium $10,373
This policy is issued for the period stated above and may be renewed at the option of the Company. The terms and
conditions of the policy shall remain unchanged for succeeding policy years unless endorsed by the Company or a new
policy is issued at the time of renewal.
To the extent permitted by law and subject to the approval of the Washington State Insurance Commissioner, the Company
has a right to increase Its surplus by issuing a capital call on its members.
DEC-PISTD.010110 11/16/17 · Rate Code: WA Class: 12 241181
Physicians
Insurance
1301 Second Avenue, Suite 2700
PO Bo• 91220
Seattle, WA 98111
1206} 343-7300
1800) 962-1399
F 1206) 343-7100 A MUTUAL COMPANY
Named Insured:
CONFIRMATION OF INSURANCE COVERAGE
PROFESSIONAL LIABILITY INSURANCE POLICY
CLAIMS-MADE
Elkhorn Valley Corp dba Family Health Care
of Ellensburq
Policy Number: 002258000
Paramedical Employee: Aaron David Long, ARNP Reference Number: 376778
Mailing Address: 107 E Mountain Vw Ave Ste 1
Ellensburg, WA 98926
POLICY PERIOD: January1,2018 to January1,2019
at 12 :01 a .m . local time at the address shown above
RETROACTIVE DATE: September 1, 2012
This document will confirm that Physicians Insurance A Mutual Company (the
Company) provides professional liability insurance to Aaron David Long, ARNP,
subject to the Company's minimum liability limits of $1,000,000 each medical
incident and $5,000,000 aggregate.
The certificate of insurance is issued as a matter of information only and confers
no rights upon the certificate holder. This confirmation does not amend, extend or
otherwise alter the terms, conditions or limits of the insurance afforded by the
policy. If the Policy, or coverage for any person, is canceled for any reason or if
the terms of the policy are changed, we will notify the Named Insured only.
This confirmation was issued on November 16 , 2017.
To our Insureds: This confirmation of coverage is provided for your use for hospital privilege requirements,
HMOs, PPOs, etc. You are authorized to photocopy and distribute as needed without further permission
from or notification to the Company.
376778
COI-Pl.080712
72 376778 002258
Physicians
Insurance
1301 Second Avenue, Suite 2700
PO Box91220
Seattle, WA 98111
(206) 343-7300
(BOO) 962-1399
F (206) 343-7100
1t,i MUTUAL COMPANV
Named Insured:
CONFIRMATION OF INSURANCE COVERAGE
PROFESSIONAL LIABILITY INSURANCE POLICY
CLAIMS-MADE
Elkhorn Valley Corp dba Family Health Care
of Ellensburq
Policy Number: 002258000
Paramedical Employee: Ryan Beachy, PA-C Reference Number: 240453
Mailing Address: 107 E Mountain Vw Ave Ste 1
Ellensburg, WA 98926
POLICY PERIOD : January 1, 2018 to January 1, 2019
at 12:01 a.m. local time at the address shown above
RETROACTIVE DATE: February 4, 2009
This document will confirm that Physicians Insurance A Mutual Company {the
Company) provides professional liability insurance to Ryan Beachy, PA-C,
subject to the Company's minimum liability limits of $1,000,000 each medical
incident and $5,000,000 aggregate.
The certificate of insurance is issued as a matter of information only and confers
no rights upon the certificate holder. This confirmation does not amend, extend or
otherwise alter the terms, conditions or limits of the insurance afforded by the
policy. If the Policy, or coverage for any person, is canceled for any reason or if
the terms of the policy are changed, we will notify the Named Insured only.
This confirmation was issued on November 16, 2017.
To our Insureds: This confirmation of coverage is provided for your use for hospital privilege requirements,
HMOs, PPOs, etc. You are authorized to photocopy and distribute as needed without further permission
from or notification to the Company.
240453 73 240453 002258
COI-Pl.080712