AGRMT RE STRATEGIC NATL STOCKPILE ASSETS WITH EXPRESS SCRIPTS.PDF

MARICOPA COUNTY THROUGH ITS DEPARTMENT OF PUBLIC HEALTH OFFICE OF
PREPAREDNESS AND RESPONSE
4041 N. Central Ave., Suite 600 Phoenix, AZ 85012
AGREEMENT TO PROVIDE STRATEGIC NATIONAL STOCKPILE ASSETS
This Agreement is entered into by and between Maricopa County (County), through the Marieopa County
Department of Public Health (MCDPH) and Express Scripts for the purpose of distributing medications, other
medical materials and information to Express Scripts for dispensing to Express Scripts employees and their
families (the "Authorized Recipients") in the event of a public health emergency. MCDPH or Express Scripts
may individually be referred to in this Agreement as a "Party" or the entities collectively as the "Parties."
RECITALS
WHEREAS, pursuant to A.R.S. §36-787, when there is a state of emergency or state of war emergency in
which there is an occurrence or imminent threat of an illness or health condition that threatens the public health,
the Arizona Department of Health Services ("ADHS") has the responsibility for planning and executing public
health emergency assessment, mitigation, preparedness response and recovery for the state, and coordinating
public health emergency response among state, local and tribal authorities; and in furtherance of its responsibility
ADFIS has entered into an agreement with Maricopa County through MCDPH to develop and enhance the state's
emergency response capabilities; and
WHEREAS, pursuant to A.R.S. §26-308, Maricopa County and each incorporated city and town has the
responsibility for establishing and providing for emergency management within its jurisdiction in accordance with
state emergency plans and programs; and
WHEREAS, by resolution adopted by the Maricopa County Board of Supervisors, the Maricopa County
Department of Emergency Management defines authorities and duties regarding emergency plans and programs
related to emergency services, and the Maricopa County Department of Emergency Management has
acknowledged the MCDPH as the Lead County Agency for the Health and Medical Emergency Support Function,
and the Strategic National Stockpile ("SNS") Points of Dispensing ("POD") are integral to a Public Health
Emergency Response; and
WHEREAS, the MCDPH has created the Office of Preparedness and Response ("OPR") to coordinate
and prepare a Health and Medical plan to support the Maricopa County Emergency Operations Plan, and to
respond to a Public Health Emergency in which there is an occurrence or imminent threat of an illness or health
condition caused by a natural event, bioterrorism, an epidemic or pandemic disease or a highly fatal infectious
agent or biological toxin that poses a substantial risk to public health; and
WHEREAS, OPR has been asked by Express Scripts to provide Express Scripts with SNS assets at its
location 3001 Priest Drive. Tempe, AZ, or a location disclosed by MCDPH through OPR, as may be necessary to
respond to a public health emergency; and
WHEREAS, MCDPH and OPR wish to cooperate with Express Scripts by providing Express Scripts with
SNS assets for distribution to the Authorized Recipients in the event of such a public health emergency;
NOW, THEREFORE, the Parties agree as follows:
1. Delivery of SNS assets
1.1 In the event of a public health emergency, MCDPH through OPR will either deliver to, or provide a
designated location for Express Scripts to pick-up medications, vaccinations, dispensing
information or such other SNS materials as available and may be necessary to respond to a public
health emergency, under the conditions specified in this Agreement. Express Scripts understands
that such SNS assets cannot be provided by MCDPH until said assets are released by the Arizona
cwildeMaiiifigrbf Health Services and the Division of Strategic National Stockpile Program to OPR.
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Express Scripts' responsibilities under this Agreement are to take custody of the assets for the
purpose of dispensing to the Authorized Recipients, and to cooperate with MCDPH to ensure the
accessibility of the Express Scripts delivery site at 3001 Priest Drive, Tempe. AZ, as a delivery
point or by coordinating secure transportation to pick-up the SNS materials at a designated location
disclosed by MCDPH through OPR.
1.2 MCDPH will provide Express Scripts with notice as soon as possible when an event triggers the
activities under this Agreement. The Express Scripts contact for MCDPH is:
Name, Title: Amanda Lofgren Lazewski (BR contact); Lisa Girten (on-site POD
manager); Jason Jankowski (on-site POD manager)
Address: 3001 Priest Drive, Tempe, AZ
Office Phone: 314-475-6478; 480-417-5035x254507; 480-281-8708 x438708
Cell Phone: N/A; 480-825-3902; 813-944-7479
Fax: N/A
Email: businesscontinuity-dr@express-scripts.com: lmgirten@express-scripts.coml;
jmj ankowsk t,express-scripts.com
The MCDPH contact will promptly advise the Express Scripts of MCDPH's intent to deliver SNS
assets or inform Express Scripts of the available time and location to pick-up the SNS assets at the
designated site.
If MCDPH delivers assets to Express Scripts, the Express Scripts contact will be responsible for
coordinating MCDPH's access to the delivery site, for offloading the SNS assets, and for security
and appropriate storage of the SNS assets once delivered. MCDPH may also contact the delivery
site directly if need be.
If Express Scripts picks-up the SNS assets at a designated site, the Express Scripts contact will be
responsible for coordinating the pick-up of SNS assets, for loading/offloading the SNS assets, and
for security, and appropropriate storage of the SNS assets once received.
The Parties agree to exchange whatever information is necessary to facilitate planning and
coordination in preparation for delivery or pick-up of SNS assets for Express Scripts.
1.3 MCDPH will deliver sufficient SNS assets to Express Scripts or Express Scripts will pick-up
sufficient SNS assets to serve an estimated targeted population of 4800 (employees 4- their families
estimated using the standard family multiplier of 3) Authorized Recipients provided appropriate
and secure storage facilities for materials or antibiotics are available. Depending upon the supply,
MCDPH may provide more medical countermeasures, if requested and needed. If SNS assets
received by MCDPH are limited and MCDPH is unable to supply the entire amount required for
Express Scripts, MCDPH will determine an allocation for Express Scripts based on an analysis of
the current situation. Personnel, supplies, and equipment needed to dispense to the service
population, such as copy machines and paper, furniture such as tables and chairs, and other items,
will be supplied by Express Scripts.
1.4 Express Scripts agrees to dispense SNS assets using Express Scripts personnel or volunteers who
have the appropriate licensure, training, and/or certification to dispense SNS assets, to dispense
SNS assets only to the Authorized Recipients as specified under OPR guidelines, to distribute
product information sheets provided by OPR, to return to OPR any excess SNS assets inventory, to
provide OPR approved documentation of all dispensing, and to reconcile SNS assets received with
those dispensed and those returned to OPR. Express Scripts agrees not to charge for SNS assets or
for any of the services provided as part of the administration or dispensing of SNS assets unless
agreed upon separately in writing.
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1.5 As a condition of this Agreement and prior to the distribution of any SNS assets to Express Scripts,
Express Scripts agrees to arrange sufficient time for the personnel who would be involved in SNS
asset distribution Express Scripts to participate in an OPR-provided training on the procedures for
dispensing of SNS assets. The minimum number of people to attend the training for Express
Scripts will be mutually agreed upon.
1.6 During transfer of custody of SNS assets to Express Scripts at 3001 Priest Drive, Tempe, AZ,
Express Scripts will be responsible for offloading and moving the assets to the storage area Express
Scripts plans to utilize, and for sufficient security to maintain order and safeguard persons against
bodily injury. The Maricopa County Sheriffs Office is the lead agency for security during
transport and delivery of assets to the Express Scripts delivery site.
If Express Scripts picks-up SNS assets at a designated site disclosed by MCDPH through OPR,
during the custody of SNS assets, Express Scripts will be responsible for loading/offloading SNS
assets, providing security during transport, and moving the assets to the storage area Express
Scripts plans to utilize, and for sufficient security to maintain order and safeguard persons against
bodily injury.
1.7 Express Scripts agrees to utilize dispensing information, including prophylaxis or treatment
dispensing algorithms, guidelines, and patient information forms, provided by OPR and to provide
OPR with a completed patient information form within 48 hours for each person to whom SNS
assets were dispensed. Express Scripts agrees to have trained employees (Section 1.5) oversee the
dispensing of SNS assets to the Authorized Recipients.
2. Indemnification. To the fullest extent permitted by law, County shall defend, indemnify, and hold harmless
Express Scripts, its agents, officers, officials, and employees from and against all claims, damages, losses, and
expenses (including but not limited to attorney's fees and court costs) arising from the acts, errors, mistakes,
omissions, work or service of County, its agents, employees, or volunteers or any tier of its contractors in the
performance of this Agreement. The amount and type of insurance coverage requirements of the Agreement
will in no way be construed as limiting the scope of indemnification in this Paragraph. The terms of this
section survive the termination, expiration, non-renewal, or rescission of this Agreement.
To the fullest extent permitted by law, Express Scripts shall defend, indemnify and hold harmless County, its
agents, officers and employees from and against all claims, damages, losses and expenses (including but not
limited to attorney's fees and court costs) arising from the acts, errors, mistakes, omissions, work or service of
Express Scripts, its agents, employees, or volunteers or any tier of its contractors in the performance of this
Agreement. The amount and type of insurance coverage requirements of the Agreement will in no way be
construed as limiting the scope of the indemnification in this Paragraph. The terms of this section survive the
termination, expiration nonrenewal, or rescission of this Agreement.
3. Insurance. County shall maintain a self-insurance program under the Revised Restated Declaration of Trust
for Maricopa County, Arizona Self-Insured Risk Trust Fund during the term of this Agreement. At the signing
of this Agreement, County shall furnish Express Scripts with certificates of self-insurance evidencing the
coverages and limits listed below at the following address:
Name, Title: Jason Jankowski, Director of Pharmacy Operations
Address: 3001 Priest Drive, Tempe, AZ
Office Phone: 482-281-8708
Cell Phone: 813-944-7479
Fax:
Email: jrnjankowski_„express-seripts.com
County's insurance must be primary, and any insurance or self-insurance maintained by Express Scripts shall
not contribute to it. If any part of this Agreement is contracted, these insurance requirements also apply to all
contractors.
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Insurance coverage required under this Agreement is as set forth below (or the equivalent coverage with
respect to Maricopa County or any other self-insured entity):
Maricopa County:
3.1. Commercial General Liability insurance with a limit of not less than $2,000,000 per occurrence
for bodily injury, property damage, personal injury, products and completed operations, and
blanket contractual coverage, including but not limited to, the liability assumed under the
indemnification provisions of this Agreement;
3.2. Automobile Liability insurance with a combined single limit for bodily injury and property
damage of not less than $2,000,000 each occurrence with respect to County's owned, hired, and
non-owned vehicles;
3.3. Workers' Compensation insurance with limits statutorily required by any Federal or state law and
Employer's Liability insurance of not less than $2,000,000 for each accident, $2,000,000 disease
for each employee, and $2,000,000 disease policy limit; and
3.4 Professional Liability insurance covering acts, errors, mistakes, and omissions arising out of the
work or services performed by County, or any person employed by County, with a limit of not less
than $2,000,000 each claim.
Receiving Agency:
Express Scripts shall maintain during the term of this Agreement insurance policies described below
issued by companies licensed in the State of Arizona with a current AIM Best, Inc. rating of B++ VII or
better. In the alternative, Express Scripts may submit required coverage under a self-insured program. At
the signing of this Agreement, Express Scripts shall furnish County with Certificates of Insurance or Self-
Insurance evidencing the required coverages, conditions and limits required by this Agreement.
3.5. Commercial General Liability insurance with a limit of not less than $2,000,000 per occurrence
for bodily injury, property damage, personal injury, products and completed operations, and
blanket contractual coverage, including but not limited to, the liability assumed under the
indemnification provisions of this Agreement;
3.6. Automobile Liability insurance with a combined single limit for bodily injury and property
damage of not less than $2,000,000 each occurrence with respect to Express Scripts' owned, hired,
and non-owned vehicles;
3.7. Workers' Compensation insurance with limits statutorily required by any Federal or state law and
Employer's Liability insurance of not less than $2,000,000 for each accident, $2,000,000 disease
for each employee, and $2,000,000 disease policy limit; and
3.8. Professional Liability insurance covering acts, errors, mistakes, and omissions arising out of the
work or services performed by Express Scripts, or any person employed by Express Scripts, with a
limit of not less than $2,000,000 each claim.
In the event any insurance policies required by this Agreement are written on a "claims made" basis,
coverage shall extend for two years past expiration of the Agreement and must be evidenced by annual
Certificates of Insurance upon request from County.
4. E-verification of employees:
Express Scripts warrants that it is in compliance with A.R.S. § 41-4401 and further acknowledges:
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4.1 That Express Scripts and its subcontractors, if any, performing work under this Agreement 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;
4.2 That a breach of a warranty under subsection 4.1 above, shall be deemed a material breach of this
Agreement that is subject to penalties up to and including termination of the Agreement;
4.3 That County retains the legal right to inspect the papers of Express Scripts or subcontractor
employee who performs work under this Agreement to ensure that Express Scripts or subcontractor
performing work under this Agreement is complying with the warranty provided under subsection
4.1 above and that Express Scripts agrees to make all papers and employment records of said
employee(s) available during normal working hours in order to facilitate such an inspection.
5. Nothing herein shall make Express Scripts or any subcontractor an agent or employee of County.
6. Termination. Either party may terminate this Agreement at any time by giving 90 days written notice to the
other party, but in no case after the declaration of a Public Health Emergency, until it has been determined
and declared to be ended.
7. Cancellation. This Agreement is subject to cancellation pursuant to the terms of A.R.S. §38-511.
8. Notices. Any notices hereunder shall be written notices, personally delivered to the other party, except that
in the event of a Public Health Emergency, notice may be given by any means, to be followed by written,
personally delivered notice, as soon as is reasonably practicable. Such personally delivered notice shall be at
the following addresses:
For County:
Program Manager
Maricopa County Department of Public Health
Office of Preparedness and Response
4041 N. Central Avenue, Suite 600
Phoenix, AZ 85012
Tel: 602-506-2651
Email: OPR@mail. maricopa. gov
For Express Scripts:
Name, Title: Jason Jankowski, Director of Pharmacy Operations
Address: 3001 Priest Drive. Tempe. AZ
Office Phone: 482-281-8708
Cell Phone: 813-944-7479
Fax:
Email: jmjankowski@express-scripts.com
9. Use of Name. County shall not use the names or a trademark of Express Scripts or of any of Express Scripts'
affiliated entities in any advertising, publicity, endorsement, or promotion unless Express Scripts has
provided prior written consent for the particular use contemplated. All requests for approval pursuant to this
Section must be submitted to the Express Scripts 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 Agreement.
10. Amendments. This Agreement may not be amended or modified except in writing signed by both parties
and identified as an amendment to this Agreement.
11. Binding Effect, This Agreement shall be binding upon and inure to the benefit of the parties, their successors
and assigns.
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12. Waiver. The failure of either party to complain of any default by the other party or to enforce any of such
party's rights, no matter how long such failure may continue, will not constitute a waiver of the party's rights
under this Agreement. The waiver by either party of any breach of any provision of this Agreement shall not
be construed as a waiver of any subsequent breach of the same or any other provision. No part of this
Agreement may be waived except by the further written agreement of the parties.
13. Entire Agreement. This Agreement together with the Attachments hereto constitutes the entire agreement
between the parties with respect to its subject matter and supersedes all past and contemporaneous
agreements, promises, and understandings, whether oral or written, between the parties.
14. Assignment. This Agreement may not be assigned by either party without the prior written consent of the
other party. Any purported assignment in violation of this clause is void. Such written consent, if given, shall
not in any manner relieve the assignor from liability for the performance of this Agreement by its assignees.
15. Severability. In the event any provision of this Agreement is held to be invalid or unenforceable, the
remainder of this Agreement shall remain in full force and effect as if the invalid or unenforceable provision
has never been a part of the Agreement.
16. Independent Contractor Status. It is mutually understood and agreed that the relationship between the
parties is that of independent contractors. Neither party is the agent, employee, or servant of the other. Except
as specifically set forth herein, neither party shall have nor exercise any control or direction over the methods
by which the other party performs work or obligations under this Agreement. Further, nothing in this
Agreement is intended to create any partnership, joint venture, lease or equity relationship, expressly or by
implication, between the parties.
17. Counterparts. This Agreement may be executed in any number of counterparts which, when taken together,
will constitute one original, and photocopy, facsimile, electronic or other copies shall have the same effect
for all purposes as an ink-signed original.
18. Representation on Authority of Parties/Signatories. Any individual executing this Agreement on behalf
of a Party represents and warrants to the other Party that they are duly authorized to execute this Agreement
on behalf of such Party, and that upon their signature this Agreement shall be binding upon the Parties.
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COUNTY: Express Scripts:
MARICOPA COUNTY BOARD OF SUPERVISORS
By: By: 114 --t
Title: Chairman of the Board le: ç j?', cmt
Date: Date: 2 - I e-Zte;,
ATTEST:
By:
Clerk of the Board
Date:
APPROVED AS TO FORM: APPROVED AS TO FORM:
By: By:
Attorney for Marieopa County
Date: Date: g5'
Confidential lnfon-nation
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