BASE CHNA_2021_BANNERHEALTH V3 FINAL 12.21.20 .PDF

CONTRACT FOR SERVICES
MARICOPA COUNTY by and through the
DEPARTMENT OF PUBLIC HEALTH
1. Contract No: C-_______________ 2. Contract Type: Service
3. Contract Amount: $ 122,000 4. Purpose: Completion of a Community Health Needs
(Maximum Reimbursable Amount) Assessment
5. Start Date: January 1, 2021 6. Expiration Date: December 31, 2022
This Contract is entered into by and between Banner Health referred to hereinafter as “Hospital,” and Maricopa
County, by and through the Department of Public Health, referred to hereinafter as the “County.” The Hospital
and the County are collectively referred to as the “Parties” and individually as a “Party.” The Parties, for and in
consideration of the covenants and conditions set forth herein, shall provide and perform the services as set
forth below. All rights and obligations of the Parties shall be governed by the terms of this Contract, including its
Exhibits, Attachments, Appendices, and any Subcontracts or Amendments as set forth herein and in:
Section I - General Provisions Section III - Work Statement
Section II - Special Provisions Section IV - Compensation
This Contract contains all the terms and conditions agreed to by the Parties. No other understanding,
oral or otherwise, regarding the subject matter of this Contract shall be deemed to exist or to bind the
Parties. Nothing in this Contract shall be construed as consent to any lawsuit or waiver of any defense
in any lawsuit brought against the State of Arizona, the County, or the Hospital, in any State or Federal
Court.
Legal notice under this Contract shall be given by personal delivery or by registered or certified mail, postage
prepaid and return receipt requested, to the addresses set forth below. If the legal notice is personally delivered,
it is deemed given and effective upon receipt by the Party to whom it is addressed. If the legal notice is mailed,
it is deemed given and effective three (3) days after it is mailed by registered or certified mail.
Notice to Hospital: Banner Health
Phone 602-747-4082 _______ Address: 2901 N. Central Ave, Suite 160 Phoenix AZ 85012
Notice to Department: MCDPH Grants/Contracts Unit Phone: (602) 372-0675
Address: 4041 N. Central Ave., Suite 1400, Phoenix, AZ 85012
IN WITNESS WHEREOF, the Parties enter into this Contract:
FOR AND ON BEHALF OF
HOSPITAL : BANNER HEALTH MARICOPA COUNTY
BY: BY:
Signature Clint Hickman, Chairman
Board of Supervisors
Dan Weinman, System Vice President ATTEST
Date Clerk of the Board
Date
APPROVED AS TO FORM: APPROVED AS TO FORM:
Signature Attorney for Maricopa County
Date Date

SECTION I GENERAL PROVISIONS
1. EFFECT
To the extent the Work Statement is in conflict with the General or Special Provisions, the
Work Statement shall control.
2. DEFINITIONS
As used throughout this Contract, the following terms shall have the following meanings:
A. Contract means this document and all exhibits, attachments, appendices, and
amendments to this Contract.
B. County means Maricopa County, Arizona.
C. Department means the Maricopa County Department of Public Health (MCDPH).
D. Director means the Director of the Department.
E. Funding Source means any Federal, State, or Private Agency funding source that
may impose conditions on the funding that will be passed on to the County.
F. Hospital means any individual hospital, hospital system, Federally Qualified
Healthcare Center (FQHC), or FQHC look-alike.
3. GENERAL REQUIREMENTS
A. The terms of this Contract shall be construed in accordance with Arizona law. Any
lawsuit arising out of this Contract shall be brought in the appropriate court in
Maricopa County, Arizona.
B. The County shall, without limitation, obtain and maintain all licenses, permits, and
authority necessary to do business, render services, and perform work under this
Contract, and shall comply with all laws regarding Unemployment Insurance,
Disability Insurance, and Workers’ Compensation.
C. The County is an independent Contractor in the performance of work and the
provision of services under this Contract and is not to be considered an officer,
employee, or agent of the Hospital.
4. AMENDMENTS
All Amendments to this Contract shall be in writing and signed by the Parties.
5. ADEQUACY OF RECORDS
If the County's books, records, and other documents relevant to this Contract are not
sufficient to support and document that allowable services were provided to eligible
persons, the County shall reimburse the Hospital for the services not sufficiently supported
and documented.
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SECTION I GENERAL PROVISIONS
6. RETENTION OF RECORDS
A. This provision applies to all financial and programmatic records, supporting
documents, statistical records, and other records of the County, which are
reasonably considered as relevant to this Contract.
B. The County shall retain all financial books, records, and other documents relevant
to this Contract for six (6) years after final payment or until after the resolution of
any audit questions, which could take more than five (5) years, whichever is longer.
The County, Federal, or State auditors, and any other persons duly authorized by
the County, shall have full access to, and the right to examine, copy, and make
use of any and all such materials.
7. ASSIGNMENT / SUBCONTRACTING
No rights, liability, obligations, or duties under this Contract may be assigned, delegated,
or subcontracted by the County or the Hospital without the prior written approval of the
other Party.
8. AUDIT DISALLOWANCES
A. The County shall, upon written demand therefore, reimburse the Hospital for any
payments made under this Contract that are disallowed by a Federal, State, or
Maricopa County audit in the amount of the disallowance, as well as all expenses,
court costs, and attorney fees the Hospital incurs in connection with any legal
action relating to such disallowance.
B. If, at any time, the Hospital determines that a cost for which payment has been
made is a disallowed cost, the Hospital shall notify the County in writing of the
disallowance and the required course of action, which may be, at the option of the
Hospital, either to adjust any future claim submitted by the County by the amount
of the disallowance or to require repayment of the disallowed amount by the
County.
9. DEFAULT
The Hospital or County may suspend, modify, or terminate this Contract immediately upon
written notice to the County in the event of a non-performance of stated objectives or other
material breach of contractual obligations.
10. TERMINATION
A. The County or the Hospital may terminate this Contract at any time with at least
thirty (30) days prior written notice to the other Party. Such notice shall be given
by personal delivery or by Registered or Certified Mail, postage prepaid and return
receipt requested.
B. This Contract may be terminated by mutual written agreement of the Parties
specifying the termination date therein.
C. If not terminated by one of the methods stated above, this Contract shall terminate
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SECTION I GENERAL PROVISIONS
on the expiration date of this Contract as stated on the Cover Page.
11. TERMINATION FOR BREACH
If either Party defaults under this Contract and the default continues for more than ten (10)
days after the effective date of the other Party’s written notice stating the specific nature
of the default, then the noticing Party may treat the default as a breach of this Contract.
Upon a breach, the aggrieved Party may exercise any remedy available under the law,
including the termination of this Contract.
12. SEVERABILITY
Any provision of this Contract that is determined by a court of competent jurisdiction to be
invalid, void, or illegal shall not affect, impair, or invalidate any other provision hereof, and
the remaining provisions shall remain in full force and effect.
13. STRICT COMPLIANCE
Acceptance by the Hospital of performance not in strict compliance with the terms of this
Contract shall not be construed as a waiver of the requirement of strict compliance for all
future performance obligations. All changes in performance obligations under this
Contract shall be in writing.
14. NON-LIABILITY
The Hospital and its officers and employees shall not be liable for any act or omission by
the County or any subcontractor, employee, officer, agent, or representative of the County
or subcontractors that occurs during the performance of this Contract, nor shall they be
liable for any purchases, debts, or agreements made by the County in anticipation of
funding hereunder.
15. COVENANT AGAINST CONTINGENT FEES
The County warrants that no person or selling agency has been employed or retained to
solicit or secure this Contract upon an agreement or understanding for a commission,
percentage, brokerage, or contingent fee. For breach or violation of this warranty, the
Hospital may terminate this Contract without liability.
16. SAFEGUARDING CLIENT INFORMATION
The use or disclosure by any Party of any information concerning an eligible person served
under this Contract is directly limited to the performance of this Contract.
17. RIGHTS IN DATA
The Parties shall have the use of data and reports resulting from this Contract without cost
or other restriction, except as may otherwise be provided herein or by law or applicable
regulation. Each Party shall supply to the other Party, upon request, any available
information known to the supplying Party that is relevant to this Contract and to the
performance hereunder.
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SECTION I GENERAL PROVISIONS
18. NON-DISCRIMINATION
The County, in connection with any service or other activity under this Contract, shall not
in any way discriminate against any person on the grounds of race, color, religion, sex,
national origin, age, or disability. The County shall include a clause to this effect in all
Subcontracts inuring to the benefit of the County or the Hospital.
19. EQUAL EMPLOYMENT OPPORTUNITY
The County shall not discriminate against any employee or applicant for employment
because of race, age, disability, color, religion, sex, or national origin. The County shall
take affirmative action to insure that applicants are employed and that employees are
treated during employment without regard to their race, age, disability, color, religion, sex,
or national origin. Such action shall include, but is not limited to, the following:
employment, upgrading, demotion or transfer, recruitment or recruitment advertising, lay-
off or termination, rates of pay or other forms of compensation, and selection for training,
including apprenticeship. The County shall, to the extent such provisions apply, comply
with Titles VI and VII of the Civil Rights Act of 1964, as amended (42 U.S.C. §§ 2000a, et
seq.); the Rehabilitation Act of 1973, as amended (29 U.S.C. §§ 701, et seq.); the Age
Discrimination in Employment Act of 1967, as amended (29 U.S.C. §§ 621, et seq.); the
Immigration Reform and Control Act of 1986 (Pub. L. No. 99-603) (“IRCA”); and Arizona
Executive Order 2009-09, which mandates that all persons shall have equal access to
employment opportunities. The County shall also comply with all applicable provisions of
the Americans with Disabilities Act of 1990 (42 U.S.C. §§ 12101, et seq.).
20. RIGHT OF PARTIAL CANCELLATION
If more than one activity is funded by this Contract, the Hospital reserves the right to
terminate this Contract or any part thereof based on the County's failure to
perform any part of this Contract without impairing, invalidating, or canceling the remaining
Work Statement obligations.
21. RIGHT TO EXTEND CONTRACT
Subject to the availability of funds and acceptable County performance, based upon
mutual agreement by the Hospital and the County, the Contract may be extended for one
(1) additional two-year period, not to exceed a total extended term of four (4) years, except
that the cost will be subject to renegotiation. Any extension of this Contract shall be in
writing mutually acceptable to the County and the Hospital and signed by both Parties.
22. CERTIFICATION REGARDING DEBARMENT AND SUSPENSION
A. The undersigned (an authorized official signing for the County) certifies to the best
of his or her knowledge and belief, that the County, defined as the primary
participant in accordance with 45 CFR Part 76, and its principals:
1) are not presently debarred, suspended, proposed for debarment, declared
ineligible, or voluntarily excluded from covered transactions by any Federal
Department or agency;
2) have not, within the 3-year period preceding this Contract, been convicted
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SECTION I GENERAL PROVISIONS
of or had a civil judgment rendered against them for the commission of
fraud or a criminal offense in connection with obtaining, attempting to
obtain, or performing a public (Federal, State, or local) transaction or
contract under a public transaction; or violated any Federal or State
antitrust statutes; or committed embezzlement, theft, forgery, bribery,
falsification or destruction of records, making false statements, or receiving
stolen property;
3) are not presently indicted or otherwise criminally or civilly charged by a
government entity (Federal, State, or local) with the commission of any of
the offenses enumerated in paragraph (2) of this certification; and
4) have not, within the 3-year period preceding this Contract, had one or more
public transactions (Federal, State, or local) terminated for cause or default.
B. If the County is not able to provide this certification, an explanation as to why shall
be attached to this Contract.
C. The County shall include, without modification, this clause in all lower tier covered
transactions (i.e. transactions with subcontractors) and in all solicitations for lower
tier covered transactions related to this Contract.
23. E-VERIFICATION OF EMPLOYEES
The County warrants that it is in compliance with A.R.S. § 41-4401 and further
acknowledges:
A. That the County and its subcontractors, if any, warrant their compliance with all
federal immigration laws and regulations that relate to their employees and their
compliance with A.R.S. § 23-214, subsection A: after December 31, 2007, every
employer, after hiring an employee, shall verify the employment eligibility of the
employee through the e-verify program and shall keep a record of the verification
for the duration of the employee's employment or at least three years, whichever
is longer;
B. That a breach of a warranty under subsection A above shall be deemed a material
breach of this Contract that entitles the Hospital to, among other things, terminate
this Contract without liability;
C. That the Hospital retains the right to inspect the papers of the County and any
subcontractor employee who works on this Contract to ensure that the County and
all subcontractors are complying with the warranty provided under subsection A
above, and that the County shall make all papers and employment records of said
employee(s) available during normal working hours in order to facilitate such an
inspection.
D. That nothing herein shall make the County or any subcontractor an agent or
employee of the Hospital.
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SECTION I GENERAL PROVISIONS
24. MEDIATION/ARBITRATION
In the event that any dispute arises out of this Contract or involves a recipient of services
under the terms of this Contract, the Parties shall meet and confer in an effort to resolve
the dispute. In the event that such informal efforts to resolve the dispute are unsuccessful
in 90 days, the Parties shall resolve the dispute by arbitration pursuant to A.R.S. § 12-
3001, et seq.
25. CHANGES
A. The Director may, at any time, by written order, make changes within the scope
of this Contract in any one or more of the following areas:
1). Work Statement activities reflecting changes in the scope of services,
Funding Source, or County regulations, policies, or requirements.
2). Administrative requirements, such as changes in reporting periods,
frequency of reports, or report formats required by funding source, or
County regulations, policies, or requirements.
3). Contractor reimbursement schedules and program budgets
B. The Director shall not increase or decrease the maximum reimbursable amount
to be paid the Contractor without an official amendment to this Contract.
Additionally, the Director shall not direct substantive changes in services to be
rendered by the Contractor.
C. Any dispute or disagreement caused by such written order shall constitute a
"Dispute" within the meaning of the Disputes Clause of the Special Provisions of
this Contract and shall be administered accordingly.
26. SPECIAL REQUIREMENTS
A. The County shall use written subcontracts or consultant agreements that conform
to Federal and State laws and regulations, and to the requirements of this Contract
appropriate to the service or activity covered by the subcontract. These provisions
apply with equal force to the subcontract as if the subcontractor were the County
referenced herein. The County is responsible for performing under this Contract
whether or not Subcontractors are used. The County shall submit a copy of each
Subcontract to the Hospital within fifteen (15) days of its effective date.
B. The County shall include in any subcontracts a provision to the effect that the
subcontractor agrees that the Hospital shall have access to the subcontractor’s
facilities and the right to examine any books, documents, and records of the
subcontractor, involving transactions related to the subcontract and that such
books, documents, and records shall not be disposed of except as provided herein.
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SECTION I GENERAL PROVISIONS
27. INDEMNITY:
The parties agree that both are Self-Insured government entities.
Each party (as "Indemnitor"), to the fullest extent permitted by law, agrees to indemnify,
defend, and hold harmless the other party (as "Indemnitee") from and against any and all
claims, losses, liability, costs, or expenses (including reasonable attorney's fees)
(hereinafter collectively referred to as "claims") arising out of the negligent performance of
this agreement, but only to the extent that such claims which result in vicarious/derivative
liability to the Indemnitee are caused by the act, omission, negligence, misconduct, or
other fault of the Indemnitor, its officers, officials, agents, employees, or volunteers.
28. STATUTORY RIGHT OF CANCELLATION FOR CONFLICT OF INTEREST
Notice is given that pursuant to A.R.S. § 38-511, the County may cancel this Contract
without penalty or further obligation within three years after execution of this Contract, if
any person significantly involved in initiating, negotiating, securing, drafting, or creating
this Contract on behalf of the County is at any time while this Contract or any extension of
this Contract is in effect, an employee or agent of any other Party to this Contract in any
capacity or consultant to any other Party of this Contract with respect to the subject matter
of this Contract. Additionally, pursuant to A.R.S. § 38-511, the County may recoup any
fee or commission paid or due to any person significantly involved in initiating, negotiating,
securing, drafting, or creating this Contract on behalf of the County from any other Party
to this Contract arising as the result of this Contract.
29. LAWS, RULES, AND REGULATIONS
The Hospital and the County understand and agree that this Contract is subject to all
applicable State and Federal laws, rules, and regulations.
A. Neither this Contract, nor any portion thereof, may be assigned to another person
by the Hospital without the written consent of the County’s designated
representative. Any attempt by the Hospital to assign any portion of this Contract
without the written consent of the County shall constitute a breach of this Contract.
B. No assignment shall alter the Hospital’s responsibility to the County to assure that
all of the provisions under this Contract are carried out by its assignee. All terms
and conditions in this Contract shall be included in the Hospital’s assignments.
C. Use of Hospital Name: Except as specifically permitted in this Contract, the County
shall not use the names or trademarks of the Hospital or of any of the Hospital’s
affiliated entities in any advertising, publicity, endorsement, or promotion unless
the Hospital has provided prior written consent for the particular use
contemplated. All requests for approval pursuant to this Section must be
submitted to the Hospital, at least 5 business days prior to the date on which a
response is needed. The terms of this section survive the termination, expiration,
non-renewal, or rescission of this Contract
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SECTION II WORK STATEMENT
1. BACKGROUND
The Patient Protection and Affordable Care Act (ACA) has requirements that nonprofit hospitals
must satisfy to maintain their tax-exempt status under section 501(c) (3) of the Internal Revenue
Code. One such requirement added by the ACA, Section 501(r) of the Code, requires nonprofit
hospitals to conduct a Community Health Needs Assessment (CHNA) and adopt implementation
strategies to address the identified needs for the community at least once every three years. As
part of the CHNA, each hospital is required to collect input from the community from individuals
in the community, including public health experts as well as residents, representatives or leaders
of low-income, minority, and medically underserved populations. Maricopa County Department of
Public Health (MCDPH) and the Maricopa County Synapse coalition, a coalition of non-profit and
federally qualified health care partners, worked collaboratively and will assess the health needs
of residents in Maricopa County.
Goals
MCDPH is committed to ensuring a comprehensive representation of Maricopa County residents.
Our goals align with Healthy People 2020 and Public Health 3.0 which is guided by social
determinants of health and increasing capacity building and community collaboration.
• Attain high-quality, longer lives free of preventable disease, disability, injury, and
premature death*;
• Achieve health equity, eliminate disparities, and improve the health of all groups*;
• Create social and physical environments that promote good health for all*; and
• Promote quality of life, healthy development, and healthy behaviors across all life
stages*.
Data Collection and Assessments Methodology
MCDPH uses the Mobilizing for Action through Planning and Partnerships (MAPP), which is a
community-driven strategic planning process for improving community health. The MAPP
framework helps communities apply strategic thinking to prioritize public health issues and
identify resources to address them. It is intentionally an interactive process that can improve the
efficiency, effectiveness, and ultimately the performance for local public health and healthcare
systems (MAPP, NACCHO.org). For more information visit:
https://www.naccho.org/programs/public-health-infrastructure/performance-
improvement/community-health-assessment/mapp
MCDPH conducts the following assessments in alignment with MAPP: Community Health Needs
Assessment Survey, Community Focus Groups, Key Informant Interviews, and Local Public
Health Assessment. These assessments provide extensive qualitative and quantitative data
collection. They are then incorporated with extensive quantitative data sets such as:
• Analyze data sets (Per Primary Service Area/Maricopa County) and comparisons
o Hospital Discharge Data from ADHS
o Birth/Death from Vital Records
o CDC’s Behavioral Risk Factor Surveillance System
o CDC’s Youth Behavioral Risk Surveillance System
o Arizona Youth Survey
o National Cancer Institute-Cancer Registry
o Healthy People 2020 and other sources that address priority
*Healthy People 2020: https://www.cdc.gov/nchs/healthy_people/hp2020.htm

SECTION II WORK STATEMENT
2. SERVICE GOALS
A. County agrees to:
Collection of community-engaged primary data this includes a combination of qualitative
and quantitative demographic and health data as well as qualitative data that reflects the
experiences and opinions of community stakeholders. The following scope will provide a
description of each data collection and/or product.
• Focus Group, Key Informant Interviews & CHA Survey
o Focus Groups
▪ Administration and coordination of group-based conversations of 10-20
participants led by a trained facilitator. These results will be a series of
interviews with groups of individuals identified by hospital partners as
special populations (ex. Refugee’s, Native Americans, parents of
children with special health care needs, etc.) and provides qualitative
and quantitative data that provides insight into their specific health
needs. A minimum of 35 focus groups will be conducted.
o Key Informant/Sector interviews
▪ Administration and coordination of 15-20 one-on-one conversations
between trained facilitators and community stakeholders. Results from
these interviews will provide insight into the essential needs of the
community and how certain issues can be best addressed by
community partners. A minimum of 20 interviews will be conducted.
o Community Health Assessment (Survey)
▪ Administration and coordination of written surveys distributed widely to
the Maricopa County community on paper and/or online. Survey will be
administered throughout Maricopa County and hospital partners will
work closely with MCDPH to promote and administer survey to PSA. A
minimum of 5,000 surveys will be administered.
• Analyze data sets (For each hospital/joint venture facility)
o Comparison analysis of each hospital Primary Service Area (PSA) data with
other PSA data -to show disparities within facilities/PSA.
o Comparison analysis of Maricopa County data and PSA data to find disparities
between county and PSA’s.
o Secondary quantitative data-Demographic and health data compiled by
Maricopa County, Department of State Health Services, and by national
sources-as mentioned in Data Collection and Assessments Methodology
section.
B. Administer and convene meetings of the Community Health Needs Assessment partners
(Synapse) at least quarterly.
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SECTION II WORK STATEMENT
C. Hospital agrees to:
Allow employees of the hospital to participate as necessary in the community health needs
assessment partnership/Synapse coalition and/or workgroups.
Banner Health hospitals and joint ventures include:
Year 1 (2021)
Banner Boswell Medical Center
Banner Del E. Webb Medical Center
Banner Heart Hospital
Banner University Medical Center Phoenix
Banner Gateway Medical Center
Banner Estrella Medical Center
Banner Thunderbird Medical Center
Banner Baywood Medical Center
Banner Behavioral Health Hospital
Banner Desert Medical Center & Cardon Children’s Medical Center
Banner Rehabilitation Hospital – West
Banner Rehabilitation Hospital – Phoenix
Banner Ocotillo Medical Center
Year 2 (2022)
Banner Boswell Medical Center
Banner Del E. Webb Medical Center
Banner Heart Hospital
Banner University Medical Center Phoenix
Banner Gateway Medical Center
Banner Estrella Medical Center
Banner Thunderbird Medical Center
Banner Baywood Medical Center
Banner Behavioral Health Hospital
Banner Desert Medical Center & Cardon Children’s Medical Center
Banner Rehabilitation Hospital – West
Banner Rehabilitation Hospital – Phoenix
Banner Ocotillo Medical Center
Banner Rehabilitation Hospital – East (opening 2022)
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SECTION III COMPENSATION
1. COMPENSATION
A. Subject to the availability of funds, the Hospital shall pay the County for the
services described herein for a sum not to exceed the Contract Amount listed on
the cover page of this Contract in yearly installments of $60,000 for year one and
$62,000 for year two over the two year term of this Contract.
B. The Hospital shall pay the County an amount not to exceed (NTE) $122,000 for
the life of this Contract.
2. METHOD OF PAYMENT
A. Yearly invoice.
B. Yearly invoices shall be submitted to: Banner Health
Hospital info:
Dan Weinman
System Vice President, Strategy & Planning
Banner Health
2901 N. Central Ave., Suite 160
Phoenix, AZ 85012
3. NOTICE
Any notice given under this Contract shall be sent to the attention of the
following:
Maricopa County
Department of Public Health, Hospital: Banner Health
Office of Community Empowerment
4041 N. Central Ave 2901 N. Central Ave
Suite 600 Suite 160
Phoenix, AZ 85012 Phoenix, AZ 85012
Maricopa County
Department of Public Health
Grants and Contracts Unit
4041 N. Central Ave
Suite 1400
Phoenix, AZ 85012
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