HomeMy WebLinkAboutPSA Compass DirectPRO.EESSI9NAL SERV|CES AGREEM E Nr
This Agreement is made by and between Kittitas County (hereinafter "the County")
and CompassDirect Healthcare (hereinafter "Contracto/'). The County and Contractor
agree as follows:
General conditions; Exhibit A (scope of work); Exhibit B (compensation);
Exhibit C (Proof of lnsurance).
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 1,2021 and continue until
December 31, 2A21. Any party may terminate this Agreement by giving thirty (30) 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
lndemnification provisions set forth in Paragraphs 7 (lndependent Contractor), 9 (Taxes),
15 (Defense and lndemnity Agreementl, 21 (Patent/Copyright lnfringement) and 24
(Confidentiality), are totally and fully part of this Agreement and have been mutually
negotiated by the parties.
Professional Services Agreement (Form rev. 051241201A)
Page 1 of 21
IN WITNESS WHEREOF, thc
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COMPASSDIRECT HEAL
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Print meofS
Contractor Address:
Com passDirect Healthcare
1OT E Mountain View Ave.
Ellensburg, WA 98926
Contractor Contact:
Tami lzzi, Clinic Manager
Professional Services Agreement (Form rev. 0512412418)
Page2 of 21
parties have executed this Agreement this:ffiay
COUNTY OF KITTIT
BOARD U co RS
(
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ioner
COUNTY OF KITTITAS
SHERIFF'S OFFICE
/1A- 2*a+r-.-\-
AS TO FORM
Douglas R. M
Deputy ng Attorney
Gounty's Address:
Kittitas County
205 West 5th Avenue, Suite 108
Ellensburg, WA 98962
Project Contact:
Steve Panattoni, Superintendent
509-962-7527
GENERAL CONDITIONS
1 . $co.pe of Contracto_f S"_gervices:
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. Perfgrmance of Work:
Contractor shall perform work in accordance with, and shall comply with, all of the
provisions of this Agreement. Allwork shall comply with applicable codes and ordinances.
3. S_cjedule of Performanee:
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 lnsureds" 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. Asqqunlins, gtd-eaynell for contractpr $.eryices:
Payment to the Contractor for services rendered under this Agreement shall be as set
forth in Exhibit "B", Where Exhibit "8" requires payments by the County, payment shall be
based upon billings, supported unless othenryise provided in Exhibit "8", 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 Coniractor in
performance of this Agreement.
Professional Services Agreement (Form rev. 0gl24l20iB)
Page 3 of 21
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".
6. Assignm,ent",,gnd $ubqqntra"gling:
No portion of this Agreement may be assigned or subcontracted to any other individual,
firm orentitywithoutthe express and priorwritten approvalof the County.
7. f ndependen! Coqlragtff:
The Contracto/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 Fxhihit "8" 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 lnsureds,
officers, agents or employees from any loss or expense, including but not limited to
settlements, judgments, setoffs, attomeys' fees or costs incurred by reason of claims or
demands because of breach of the provisions of this paragraph.
8. No Gqaf-antee gl"Emnlovment:
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 lntemal Revenue Service
at the end of the calendar year in accordance with the applicable IRS regulations. lt 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
Contracto/s performance of this Agreement. The Contractor hereby agrees to indemnifo
the County against any demand to pay taxes arising from the Contractor's failure to pay
taxes on compensation earned pursuant to this Agreement.
Professional Services Agreement (Form rev, 091241201e)
Page 4 ot 21
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
income, or personal property to which the County does not hold title. The County is
exempt from Federal Excise Tax.
1 0. FegqlAtignp.And Requir:ement:
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. Ejshlla.Review:
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 lf any change in the Work causes an increase or decrease on Contracto/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 rnade 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
Professional Services Agreement (Form rev. Ogl24t201})
Page 5 of 21
Change Notice that does not set forth any acceptable adjustment, submit to
the County a written statement setting forth any adjustment claimed.
12.5 lf 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. Jerminatign for Default:
lf 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. lf 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.
lf 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.
t4. Termin?liqn fo!: Public Qswenjenqe:
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. ln 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.
1 5, 0efensq-*.lndemni$ AgreemgC.t:
The Contractor agrees to and shall defend, indemnify and hold harmless the County, its
Additional lnsureds, appointed and elective officers, agents and employees, from and
against all loss or expense, including but not limited to judgments, settlements, attorney's
Professional Services Agreement (Form rev. 0912412018)
Page 6 of 21
fees and costs by reason of any and all claims and demands upon the County, its
Additional lnsureds, its elected or appointed officials, agents, or employees for damages
because of personal or bodily injury, including death at any time resulting therefrom,
sustained by any person or persons and on account of damage to property including lossof 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 lnsureds, appointed or elected officials, agents, or
employees. lt is further provided that no liability shall attach to the County by reason of
entering into this contract, except as expressly provided herein,
16. lndustdal lnsurareA Vvatveli:
With respect to the performance of this Agreement and as to claims against the County, its
Additional lnsureds, officers, agents and employees, the Contractor expressly waives its
immunity under Title 51 of the Revised Code of Washington, the lndustrial lnsurance 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. Vsnueard -Choice of.[gw:
ln 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. Wthholding P€yqent:
ln 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 tne
County may, upon written notice, withhold all monies due and payable to Contractor,
without penalty, until such failure to perform is cured or othenrise adjudicated.
19. Future Nonl}lloqA.tign of Funds;
lf 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.
2 0. contmctptpomm itmente._ wa rra ntie$ gnd Re p rese ntatio n s :
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.
Professional Services Agreement (Form rev. Ogl?4l2}lg)
PageT of21
20.2
20.3
20.4
20.5
20.6
The Contractor has the authority to execute this Agreement, to make the
representations and warranties set forth in it and to perform the
obligations of the Contractor under this Agreement in accordance with its
terms.
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.
The Contractor has or will obtain prior to the commencement date such
licenses, permits and other authorizations from federal, state and olher
governmental authorities, as are necessary for the performance of its
obligations under this Agreement.
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.
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.
2 1 . Ra-tenl/c.qpwight lnfrinoeuentr
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 aftributable 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 Contractor shall be notified promptly in writing by County of any notice of
such claim.
21.2 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. Dispute_g:
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
Professional Services Agreement (Form rev. 0912412018)
Page9 ot 21
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
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 finaland conclusive.
22.2 Notice of P.gtenti?lClaims
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 (21the 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 Noticeof 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..9laim
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. Ownenhio of ltems Pro.d"Uged:
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. CqFfidentiality:
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 inperformance 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 anyjudicial proceedings seeking disclosure of such information. Contractor snall indemniflr
and hold harmless the County, its Additional lnsureds, officials, agents or employees from
all loss or expense, including, but not limited to settlements, judgments, setoffs,
-attorneys'
fees and costs resulting from contractods breach of this provision.
Professional Services Agreement (Form rev. OglZ4l2OlB)
Page 9 of21
To the extent that any information obtained by the Contractor is required to be shared with
or provided to others by the terms of the Statement of the Work, this provision is not
breached by such acts.
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 scrviccs are rendered, and to the Kittitas County
Commissioners, 205 W 5b' 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. $everabilitv:
lf 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. Miscellaneouq:
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 fullforce 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 Contracto/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. Wpivpt:
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
Professional Services Agreement (Form rev, A912412018)
Page 10 of 21
waived, modified or deleted except by an instrument, in writing, signed by the parties
hereto
29. Survival:
Theprovisionsof paragraphsT,g, 11,13,i4, 15, 16, 17,1g, 19,20,21,22,2J,24,2g,
30, 31, and 32 shall survive, notwithstanding the termination or invalidity of this Agreement
for any reason.
39. Nqndiscrimination
30.1 The County is an equal opportunity employer.
34.2 Nendjscrimination",in Emoloyment
ln 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 emptoyed, 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 rimited 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 Nqndiscrimination inservices
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, nationalorigin, sex, sexualorientation, marital status, age or
the presence of any sensory, mental or physical handicap.
30.4 lf 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 (Form rev. Ogl24lZOlB)
Page11 of21
31. Preysllins_!ryase:
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 lndustries. The schedule
of prevailing wages rates for the locality or localities of the Work is determined by the
lndustrial Statistician of the Department of Labor and Industries. lt is the Contractor's
responsibility to verity the applicable prevailing wage rate. lt is understood that the
Contractor is responsiblc 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 lndustries, 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 Certifip"?ti?n :
The Contractor certifies that it:
32.1 ls 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 ls 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 ol 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 (Form rev. 0912412018)
Page 12 of 21
EXHIBIT ''A'
SCOPE OF WORK
ln 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 Jail(KCJ) that appropriately approximates the care offered to citizens in the local
community up to five (5) days per week, and up to two (2) hours per day (excluding 6major holidays: New Year's Day, Memoriar Day, lndependence Day, Labor Dly,
Thanksgiving Day, and Christmas Day).
Provide fully qualified professional healthcare staff to deliver healthcare services under
this contract.
Provide on-call service from a Qualified Healthcare Professional (QHCp) - i.e. 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 Contractorand the Kittitas County Jailto 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.9. those inmates with chronic or convalescent care, suicidal tendencies
or a history of seizures, etc.) The treatment plan will include directions to healthcare and
other personnel in care and supervision of the patient, as well as any required
pha rmacolog ica I support.
Perform an inventory, with the KCJ staff, of all existing equipment and supplies
i m med iately upo n 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.
Strictly adhere to Nursing and Care protocols appropriate to correctionalfacilities and
inmate populations.
Obtain, at Contractor's own expense, all licenses and/or certifications necessary to
render medical and health services within the Kittitas County Jail. Contractor will eniure
that all its employees rendering services possess all licenses and/or certifications
necessary to render medical services within the jail.
Professional Services Agreement (Form rev. 0gl24l?O1B)
Page 13 of21
lntake screening daily and official medical intake on appropriate inmates after 72 hours,
perform TB testing and urine drug tox screening (KCJ to provide urine cups) in
accordance with intake protocol. Hep A or other laboratory testing can be facilitated as
needed.
Review initial medical and mental health screenings conducted in the Booking/lntake
area by health trained KCJ 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 KCJ.
Contractor staff will be available on a 24ft on call basis for review of screenings in the
event that an inmate presents with a medical problem, to determine if the inmate
should be accepted into KCJ or referred to another appropriate healthcare service
provider.
The initial screening will include, but is not limited to:
. Medical history of current and prior illness and health problems including
mental health, dental, communicable and chronic diseases;
. Druglalcohol 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;
r Condition of skin including trauma markings, bruises, lesions, jaundice,
rashes, infestations, discharge, needle marks or other indications of drug
abuse;r Behavior, including state of consciousness, m e n t a I status, appearance,
conduct, tremors, and sweating,
r History of suicidal ideation, tendency or attempts;
Based on the information gathered, Contractor will make recommendations that may
include, but are not limited to:
r Referral to an emergency healthcare facility;
r Placement in the general inmate population and referral to the normally
scheduled healthcare services at the jail facility;
r Placement in the general inmate population;
r Placement in isolation;
r Placement in observation area (awaiting psychiatric evaluation);
Professional Services Agreement (Form rev. 0912412018)
Page 14 ol21
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 ofsymptoms.
Perform TB testing for each statf member working in the Kittitas County Jail once a
year.
Complete health appraisal physical examinations of all newly arriving inmates within
14 calendar days of arrival at KCJ. Health appraisal physical examinations will
include but are not limited to:
. Review of the screening/intake forms by medical and mental health staff;r Recording of vital signs, height, weight, etc.;. Complete medical history and physical examination;o Mental Health screening;r Dental screening;r Vision and Hearing screening;r Blood sampling for screening and urine sampling as needed;. lnitiation of therapeutic measures when appropriate;. Other tests and examinations as indicated;r Proper signatures, co-signatures, dates and times.
Health appraisal physical examinations of female inmates will include the following
additional assessments:
. lnquiry about menstrual cycle and menstrual bleeding including
abnormalities, current use of contraceptives, presence of an lUD, 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 Kittitas County Jail
for over a one-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
Professional Services Agreement (Form rev. 0912412019)
Page 15 of21
within KCJ.
Provide designated members of the KCJ staff with training for administering
medications, including recognition of response to drug reactions and unanticipated
side effects. Contractor will be on premises at the KCJ on a periodic schedule and
will be available by telephone if circumstances require such response.
Conduct Sick Call Clinic on a rcgular 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.
All inmates requesting care will receive a response on the next scheduled QHCP visit.
Physician or Mid-level provider (PA/NP) sick callwill be conducted weekly on a regularly
scheduled basis.
Respond immediately to healthcare emergencies that occur in the KCJ when requested
by KCJ staff. A Physician/PA/NP will be on-call to the KCJ on a twenty-four (24) hour,
seven (7) day a week basis to aid in the determination of whether or not an inmate
requires transfer to the nearest hospital facility.
Coordinate with a local hospital for routine outpatienVinpatient services to meet the
healthcare requirements of inmates at the KCJ 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 KCJ staff to keep off-premises inmate healthcare visits at as low a level
as possible. ln 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. ln 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 return the
inmate to the KCJ 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)
monlhs and at greater frequency when medically indicated,
Professional Services Agreement (Form rev. 0912412A18)
Page 16 of 21
Review all medical records of inmates prior to their scheduled release from KCJ 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; By and To Whom; Signature of Reviewer.
All records will be reviewed no later than g6 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 upto-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 ail xCJ
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 tacitity.
Contractor will release medical records only as required by KCJ procedures and att
applicable Federal, State and Locallaw(s).
Comply with the KCJ health services policies, procedures, and medical protocols
approved by the Jail Superintendent. 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 and refinement
of current policies.
Meet with Jail Superintendent or his designee to discuss healthcare on a monthly basis.
Submit statistical reports to KCJ 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, HlV, PPO,
RFR, VORL tests administered and positive status of same.
Professional Services Agreement (Form rev. 0gl24lZO1S)
Page17 of21
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
cooperation with the Jail Superintendent, and any needed changes incorporated into the
manual.
Contractor 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 (Form rev. 0912412018)
Page 18 of21
EXHIBIT'B''
COMPENSATION
As full compensation for satisfactory performance of the work described in Exhibit "A,',
including but not limited to onsite medical care up to five (5) days per week, up to two (2)
hours per day (excluding the 6 major holidays stated in Exhibit "A") and on-call medicai
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 $100,000.00 annually or $g,333.3a per
month.
Any onsite medical care requested by KCJ in addition to the two (2) hours per day of
routine onsite visits shall be billed by the Contractor at a rate of $2S0.0O 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.r lf labs are drawn by Contractor and are not acute in nature, fees will be assessedby using Contractor's reference Laboratory (LabCorp) current patient fee
schedule not to exceed Medicaid rates.r Other supplies not provided by the County will be provided at cost plus 15%.r Visits made at Contractor's facilities.
lnvoices from Contractor for services rendered under this Agreement shall be sent to the
following:
By Mail:Kittitas County Sheriffs Office
Attn: Accounts Payable
307 W. Umptanum Rd.
Ellensburg, WA 98926
Or e-mail:_shfisca l@co. kittitas.wa. us
Professional Services Agreement (Form rev. Ogl2At2O1'B)
Page 19 of21
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 lnsureds
from all claims, losses, harm, costs, liabilities, damages and expenses arising out of
personal injury (including dcath) 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 Vll or better in the most recently published
edition of Best's Reports unless otherwise approved by the County. lf an insurer is not
admitted, all insurance policies and procedures for issuing the insurance policies must
complywith Chapter48.15 RCW and284-15 WAC.
The Contractor shall provide proof of insurance for:
tx Commercial Gene IA bit ifv ln sUrance
Coverage limits not less than:r $5,000,000 per occurrence
" $1,000,000 per occurrence liquor liability. $1,000,000 products & completed operations aggregate. $1,000,000 personal and advertising injury, each offense
r Certificate Holder - Kittitas Countyr The Certificate must name the County as additional insured
r Sixty (60) days written notice to the County of cancellation of the insurance
policy
X Commercial Autgngbilg Liabilitv lnsutance (if ANY use of vehicle in performance)
Automobile Liability for owned, non-owned, hired, and leased vehicles (MCS 90
endorsement and a CA 9946 endorsement must be aftached if 'pollutants' are to be
transported). Coverage limits not less than:. $1,000,000 combined single limit* Thirty (30) days written notice to the County of cancellation of the insurance
PolicY.
Professional Services Agreement (Form rev. 0912412018)
Page20 of 21
L
Additional BeM
X Workers'Compensation in amounts required by law.
Contractor shall furnish the County a Certificate of lnsurance to include the policy
Endorsements/Exclusions as evidence that policies providing insurance required by thii
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 poiicies
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, suppliers
or contractors.
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
lnsurance with Endorsements/Exclusions, property completed and in the amount
required, is attached hereto.
Failure of the Contraclor to fully comply with the above insurance requirements during
the term of the Agreement shall be considered a material breach of contract and cauJe
for immediate termination of the Agreement at the County's discretion. Alternatively, the
County may procure and maintain, at the Contractor's sole expense, insurance to the
extent deemed proper up to the amount of the required coverage(s). The County may
offset the cost of such insurance against payment due to the Contractor under this
Agreement.
Professional Services Agreement (Form rev. 0SlZ4l2O1B)
Page2'l ol21
Kittitas County
Review Form
Grants & Contract Agreement
Today's Date
December 8,2020
Agenda Date
2020December 1
Fund/Department
30 / Sheriff
Contract / Grant Information
Financial Information
B Information
Pass Throu Information
Prosecutor Review
Contract lGrant Com Healthcare
Period Begin Date: llll202l Period End Date: l2l3ll202I
Total Grantl Contract Amount: $ 8 ,333.34 per month, not to exceed $100,000.00 annually
Grant/Contract Numbe r: SH20-027
CompassDirectContract/Grant This betweenIS KittitasSummary Coun andagreement Healthcarety
ASknown Healthcare Ellensoformerly for the 022 toI(F Family on-srte medical atecburg)yeat toprovide
the mmate wrtion thethin tasKitti Jail
Total Amount $100 000.00 State Funds $0 Federal Funds $0
Funds 100%P Funds $0 CFDA# na
In-Kind $
NOIs Who owns na
New Personnel hired? NO Contact HR -na
Future or Kitottitas Contractorimpacts must ofliabilityCounty medicalpresentproof malpractice
oflnsurance leastat I$0 00
Budget Amendment Needed?
New Division Created? NO
Yes! attach budget form No f[ Why not - Already budgeted
Revenue Code NA
Expense Code 001-3009s4tt3
Agency to Pass Throueh NA
Amount to Pass Throueh $o
Sub-Contract Approved Date
Has the Prosecutor reviewed this agreement?YesR No __i cAMAS# sos33
Grant/Contract Review Page 1
Coun De artments Im
Submitted
ted
Auditor Facilities Maintenance
Information Services Human Resource
Prosecutor Treasurer
Sign4ture: Ua. ???te1)Date: /,L- g-.Larz-
Department: Shfrifl
nment of Trackin fnformation
Auditor's Office
Human Resource
Prosecutor's Office zL )"+t 'b
Who Signed the grant application tl
Reviewer Date
Grant/Contract Review Page 2