CI CONTRACT WITH CIRCLE THE CITY (00).PDF

CONTRACT
CONTRACT #: 180173
This Contract is entered into this 1st day of January, 2018 by and between Maricopa County (“County”), a political
subdivision of the State of Arizona, and Circle the City (“Contractor”), an Arizona 501 (c)(3) non-profit
organization, for the purchase of medical care services to homeless individuals in Maricopa County.
1.0 CONTRACT TERM:
1.1 This Contract is for a term of thirteen (13) months, beginning on the 1st day of December, 2017 and
ending the 31st day of December, 2018.
1.2 The County may, at its option and with the agreement of the Contractor, renew the term of this
Contract for additional terms up to a maximum of five (5) years, (or at the County’s sole discretion,
extend the contract on a month-to-month basis for a maximum of six (6) months after expiration).
The County shall notify the Contractor in writing of its intent to extend the Contract term at least
thirty (30) calendar days prior to the expiration of the original contract term, or any additional term
thereafter.
2.0 FEE ADJUSTMENTS:
Any request for a fee adjustment must be submitted sixty (60) days prior to the current Contract expiration
date. Requests for adjustment in cost of labor and/or materials must be supported by appropriate
documentation. If County agrees to the adjusted fee, County shall issue written approval of the change. The
reasonableness of the request will be determined by comparing the request with the (Consumer Price Index)
or by performing a market survey.
3.0 PAYMENTS:
3.1 As consideration for performance of the duties described herein, County shall pay Contractor the
sum(s) stated in Exhibit “A.”
3.2 Payment shall be made upon the County’s receipt of a properly completed invoice.
3.3 INVOICES:
3.3.1 The Contractor shall submit one (1) legible copy of their detailed invoice before
payment(s) can be made. At a minimum, the invoice must provide the following
information:
 Company name, address and contact
 County bill-to name and contact information
 Contract serial number
 County purchase order number
 Invoice number and date
 Payment terms
 Date of service or delivery
 Quantity
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 Contract Item number(s)
 Description of service provided
 Pricing per unit of service
 Extended price
 Total Amount Due
3.3.2 Problems regarding billing or invoicing shall be directed to the County as listed on the
Purchase Order.
3.3.3 Payment shall be made to the Contractor by Accounts Payable through the Maricopa
County Vendor Express Payment Program. This is an Electronic Funds Transfer (EFT)
process. After Contract Award the Contractor shall complete the Vendor Registration
Form located on the County Department of Finance Vendor Registration Web Site
(http://www.maricopa.gov/Finance/Vendors.aspx).
3.3.4 EFT payments to the routing and account numbers designated by the Contractor will
include the details on the specific invoices that the payment covers. The Contractor is
required to discuss remittance delivery capabilities with their designated financial
institution for access to those details.
3.4 APPLICABLE TAXES:
3.4.1 Payment of Taxes: The Contractor shall pay all applicable taxes. With respect to any
installation labor on items that are not attached to real property performed by Contractor
under the terms of this Contract, the installation labor cost and the gross receipts for
materials provided shall be listed separately on the Contractor’s invoices.
3.4.2 State and Local Transaction Privilege Taxes: Maricopa County is subject to all
applicable state and local transaction privilege taxes. To the extent any state and local
transaction privilege taxes apply to sales made under the terms of this contract it is the
responsibility of the seller to collect and remit all applicable taxes to the proper taxing
jurisdiction of authority.
3.4.3 Tax Indemnification: Contractor and all subcontractors shall pay all Federal, state, and
local taxes applicable to its operation and any persons employed by the Contractor.
Contractor shall, and require all subcontractors to hold Maricopa County harmless from
any responsibility for taxes, damages and interest, if applicable, contributions required
under Federal, and/or state and local laws and regulations and any other costs including
transaction privilege taxes, unemployment compensation insurance, Social Security and
Worker’s Compensation.
3.5 TAX: (SERVICES)
No tax shall be levied against labor. It is the responsibility of the Contractor to determine any and
all taxes and include the same in proposal price.
4.0 AVAILABILITY OF FUNDS:
4.1 The provisions of this Contract relating to payment for services shall become effective when funds
assigned for the purpose of compensating the Contractor as herein provided are actually available
to County for disbursement. The County shall be the sole judge and authority in determining the
availability of funds under this Contract. County shall keep the Contractor fully informed as to the
availability of funds.
4.2 If any action is taken by any state agency, Federal department or any other agency or instrumentality
to suspend, decrease, or terminate its fiscal obligations under, or in connection with, this Contract,
County may amend, suspend, decrease, or terminate its obligations under, or in connection with,
this Contract. In the event of termination, County shall be liable for payment only for services
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rendered prior to the effective date of the termination, provided that such services are performed in
accordance with the provisions of this Contract. County shall give written notice of the effective
date of any suspension, amendment, or termination under this Section, at least ten (10) days in
advance.
5.0 DUTIES:
5.1 The Contractor shall perform all duties stated in Exhibit “B”, or as otherwise directed in writing by
the Procurement Officer.
5.2 During the Contract term, County shall provide Contractor’s personnel with adequate workspace
for consultants and such other related facilities as may be required by Contractor to carry out its
contractual obligations.
6.0 TERMS and CONDITIONS:
6.1 INDEMNIFICATION:
To the fullest extent permitted by law, and excluding Professional Liability from this
indemnification, and otherwise to the extent that claims, damages, losses or expenses are not covered
and paid by insurance purchased by the Contractor, the Contractor shall defend indemnify and hold
harmless the County (as Owner), its agents, representatives, agents, officers, directors, officials, and
employees from and against all claims, damages, losses, and expenses (including, but not limited to
attorneys' fees, court costs, expert witness fees, and the costs and attorneys' fees for appellate
proceedings) arising out of, or alleged to have resulted from the negligent acts, errors, omissions, or
mistakes relating to the performance of this Contract.
Contractor's duty to defend, indemnify, and hold harmless the County, its agents, representatives,
agents, officers, directors, officials, and employees shall arise in connection with any claim, damage,
loss, or expense that is attributable to bodily injury, sickness, disease, death or injury to, impairment
of, or destruction of tangible property, including loss of use resulting there from, caused by negligent
acts, errors, omissions, or mistakes in the performance of this Contract, but only to the extent caused
by the negligent acts or omissions of the Contractor, a subcontractor, any one directly or indirectly
employed by them, or anyone for whose acts they may be liable, regardless of whether or not such
claim, damage, loss, or expense is caused in part by a party indemnified hereunder.
The amount and type of insurance coverage requirements set forth herein will in no way be construed
as limiting the scope of the indemnity in this paragraph.
The scope of this indemnification does not extend to the sole negligence of County.
6.2 INSURANCE.
Contractor, its contractors and subcontractors at Contractor’s or its contractors’ and subcontractors’
own expense, shall purchase and maintain the herein stipulated minimum insurance from a company
or companies duly licensed by the State of Arizona and possessing a current A.M. Best, Inc. rating
of B++ 6. In lieu of State of Arizona licensing, the stipulated insurance may be purchased from a
company or companies, which are authorized to do business in the State of Arizona, provided that
said insurance companies meet the approval of County. The form of any insurance policies and
forms must be acceptable to County. All insurance required herein shall be maintained in full force
and effect until all work or service required to be performed under the terms of the Contract is
satisfactorily completed and formally accepted. Failure to do so may, at the discretion of County,
constitute a material breach of this Contract. Contractor’s insurance shall be primary insurance as
respects County, and any insurance or self-insurance maintained by County shall not contribute to
it. Any failure to comply with the claim reporting provisions of the insurance policies or any breach
of an insurance policy warranty shall not affect the County’s right to coverage afforded under the
insurance policies. The insurance policies may provide coverage that contains deductibles or self-
insurance retentions. Such deductible and/or self-insurance retentions shall not be applicable with
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respect to the coverage provided to County under such policies. Contractor shall be solely
responsible for the deductible and/or self-insurance retention and County, at its option, may require
Contractor to secure payment of such deductibles or self-insurance retentions by a surety bond or
an irrevocable and unconditional letter of credit. County reserves the right to request and to receive,
within 10 business days, certified copies of any or all of the herein required insurance policies and/or
endorsements. County shall not be obligated, however, to review such policies and/or endorsements
or to advise Contractor of any deficiencies in such policies and endorsements, and such receipt shall
not relieve Contractor from, or be deemed a waiver of, County’s right to insist on strict fulfillment
of Contractor’s obligations under this Contract. Contractor and its contractors’ and subcontractors’
insurance policies required by this Contract, except Workers’ Compensation, shall name County, its
agents, representatives, officers, directors, officials and employees as Additional Insureds.
Contractor and its contractors’ and subcontractors’ insurance policies required hereunder, except
Workers’ Compensation, shall contain a waiver of transfer of rights of recovery (subrogation)
against County, its agents, representatives, officers, directors, officials and employees for any claims
arising out of Contractor’s work or service.
6.2.1 Commercial General Liability.
Commercial General Liability insurance and, if necessary, Commercial Umbrella
insurance with a limit of not less than $2,000,000 for each occurrence, $4,000,000
Products/Completed Operations Aggregate, and $4,000,000 General Aggregate Limit. The
policy shall include coverage for premises liability, bodily injury, broad form property
damage, personal injury, products and completed operations and blanket contractual
coverage, and shall not contain any provisions which would serve to limit third party action
over claims. There shall be no endorsement or modifications of the CGL limiting the scope
of coverage for liability arising from explosion, collapse, or underground property damage.
6.2.2 Automobile Liability.
Commercial/Business Automobile Liability insurance and, if necessary, Commercial
Umbrella insurance with a combined single limit for bodily injury and property damage of
not less than $1,000,000 each occurrence with respect to any of the Lessee’s owned, hired,
and non-owned vehicles assigned to or used in performance of the Lessee’s work or
services or use or maintenance of the Premises under this Lease.
6.2.3 Workers’ Compensation.
Workers’ Compensation insurance to cover obligations imposed by federal and state
statutes having jurisdiction of Lessee’s employees engaged in the performance of the work
or services under this Lease; and Employer’s Liability insurance of not less than
$1,000,000 for each accident, $1,000,000 disease for each employee, and $1,000,000
disease policy limit.
Lessee, its contractors and its subcontractors waive all rights against Lessor and its agents,
officers, directors and employees for recovery of damages to the extent these damages are
covered by the Workers’ Compensation and Employer’s Liability or commercial umbrella
liability insurance obtained by Lessee, its contractors and its subcontractors pursuant to
this Lease.
6.2.4 Errors and Omissions (Professional Liability) Insurance.
Refer to section 6.2.5 Professional Liability.
6.2.5 Professional Liability.
Contractor shall maintain Professional Liability insurance which will provide coverage for
any and all acts arising out of the work or services performed by the Contractor under the
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terms of this Contract, with a limit of not less than $1,000,000 for each claim, and
$3,000,000 aggregate claims.
6.2.6 Crime – If any vendor is touching County funds
CONTRACTOR shall maintain Commercial Crime Liability Insurance with a limit of not
less than $100,000 for each occurrence. The policy shall include, but not be limited to,
coverage for employee dishonesty, fraud, theft, or embezzlement.
6.2.7 Sexual molestation and physical abuse
When services involve working with these groups of individuals, the insurance
requirements in the contract need to be revised to include coverage for "sexual
molestation and physical abuse". Coverage for this type of claim, or allegation, is
excluded from standard general liability policies. Therefore, contractors whose services
include working with and/or caring for children/elderly and disabled persons should have
their policies specifically endorsed to include this coverage.
6.2.8.1 Commercial General Liability – Occurrence Form
Policy shall include bodily injury, property damage and broad form contractual
liability coverage.
a. The policy shall be endorsed to include coverage for physical/sexual
abuse and molestation.
b. The policy shall be endorsed to include the following additional insured
language: "(_____), its subsidiary, parent, associated and/or affiliated
entities, successors, or assigns, its elected officials, trustees, employees,
agents, and volunteers shall be named as additional insureds with respect to
liability arising out of the activities performed by, or on behalf of the
Contractor".
6.2.8.2 Minimum Limits:
General Aggregate $1,000,000
Products/Completed Operations Aggregate $1,000,000
Each Occurrence Limit $1,000,000
Personal/Advertising Injury $1,000,000
Sexual Abuse/Molestation $1,000,000
6.2.8 Medical Mal – Any contractor that has a medical degree doing work with patients
such as Psych or any other type of treatment
Refer to section 6.2.5 Professional Liability.
6.2.9 Certificates of Insurance.
6.2.11.1 Prior to commencing work or services under this Contract, Contractor shall
furnish the County with certificates of insurance, or formal endorsements as
required by the Contract in the form provided by the County, issued by
Contractor’s insurer(s), as evidence that policies providing the required
coverage, conditions and limits required by this Contract are in full force and
effect. Such certificates shall identify this contract number and title.
6.2.11.1.1 In the event any insurance policy (ies) required by this Contract is (are)
written on a “claims made” basis, coverage shall extend for two (2)
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years past completion and acceptance of Contractor’s work or services
and as evidenced by annual Certificates of Insurance.
6.2.11.1.2 If a policy does expire during the life of the Contract, a renewal
certificate must be sent to County fifteen (15) days prior to the
expiration date.
6.2.10 Cancellation and Expiration Notice.
Insurance required herein shall not be permitted to expire, be canceled, or materially
changed without thirty (30) days prior written notice to the County.
6.3 WARRANTY OF SERVICES:
6.3.1 The Contractor warrants that all services provided hereunder will conform to the
requirements of the Contract, including all descriptions, specifications and attachments
made a part of this Contract. County’s acceptance of services or goods provided by the
Contractor shall not relieve the Contractor from its obligations under this warranty.
6.3.2 In addition to its other remedies, County may, at the Contractor's expense, require prompt
correction of any services failing to meet the Contractor's warranty herein. Services
corrected by the Contractor shall be subject to all the provisions of this Contract in the
manner and to the same extent as services originally furnished hereunder.
6.4 INSPECTION OF SERVICES:
6.4.1 The Contractor shall provide and maintain an inspection system acceptable to County
covering the services under this Contract. Complete records of all inspection work
performed by the Contractor shall be maintained and made available to County during
contract performance and for as long afterwards as the Contract requires.
6.4.2 County has the right to inspect and test all services called for by the Contract, to the
extent practicable at all times and places during the term of the Contract. County shall
perform inspections and tests in a manner that will not unduly delay the work.
6.4.3 If any of the services do not conform to Contract requirements, County may require the
Contractor to perform the services again in conformity with Contract requirements, at no
increase in Contract amount. When the defects in services cannot be corrected by re-
performance, County may:
6.4.3.1 Require the Contractor to take necessary action to ensure that future performance
conforms to Contract requirements; and
6.4.3.2 Reduce the Contract price to reflect the reduced value of the services performed.
6.4.4 If the Contractor fails to promptly perform the services again or to take the necessary
action to ensure future performance in conformity with Contract requirements, County
may:
6.4.4.1 By Contract or otherwise, perform the services and charge to the Contractor any
cost incurred by County that is directly related to the performance of such service;
or
6.4.4.2 Terminate the Contract for default.
6.5 NOTICES:
All notices given pursuant to the terms of this Contract shall be addressed to:
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For County:
Maricopa County
Department of Public Health
Attn: Cheryl Rentscheler, Procurement Officer
4041 N. Central Avenue, #1400
Phoenix, AZ 85012
(602) 506-6886
cherylrentscheler@mail.maricopa.gov
For Contractor:
Circle the City
Attn: Brandon Clark, CEO
300 W. Clarendon Avenue, Suite 200
Phoenix, AZ 85013
(602) 357-4234
BClark@circlethecity.org
6.6 Suspension of Work
The Procurement Officer may order the Contractor, in writing, to suspend, delay, or interrupt all or
any part of the work of this contract for the period of time that the Procurement Officer determines
appropriate for the convenience of the County. No adjustment shall be made under this clause for
any suspension, delay, or interruption to the extent that performance would have been so suspended,
delayed, or interrupted by any other cause, including the fault or negligence of the Contractor. No
request for adjustment under this clause shall be granted unless the claim, in an amount stated, is
asserted in writing as soon as practicable after the termination of the suspension, delay, or
interruption, but not later than the date of final payment under the contract.
6.7 Stop Work Order
The Procurement Officer may, at any time, by written order to the Contractor, require the Contractor
to stop all, or any part, of the work called for by this contract for a period of 90 days after the order
is delivered to the Contractor, and for any further period to which the parties may agree. The order
shall be specifically identified as a stop work order issued under this clause. Upon receipt of the
order, the Contractor shall immediately comply with its terms and take all reasonable steps to
minimize the incurrence of costs allocable to the work covered by the order during the period of
work stoppage. Within a period of 90 days after a stop-work is delivered to the Contractor, or within
any extension of that period to which the parties shall have agreed, the Procurement Officer shall
either—
6.7.1 Cancel the stop-work order; or
6.7.2 Terminate the work covered by the order as provided in the Default, or the Termination for
Convenience of the County clause of this contract.
6.7.3 The Procurement Officer may make an equitable adjustment in the delivery schedule
and/or contract price, or otherwise, and the contract shall be modified, in writing,
accordingly, if the Contractor demonstrates that the stop work order resulted in an increase
in costs to the Contractor.
6.8 UNCONDITIONAL TERMINATION FOR CONVENIENCE:
Maricopa County may terminate the resultant Contract for convenience by providing sixty (60)
calendar days advance notice to the Contractor.
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6.9 TERMINATION FOR DEFAULT:
6.9.1 In addition to the rights reserved in the Contract, the County may terminate the Contract
in whole or in part due to the failure of the Contractor to comply with any term or
condition of the Contract, to acquire and maintain all required insurance policies, bonds,
licenses and permits, or to make satisfactory progress in performing the Contract. The
Procurement Officer shall provide written notice of the termination and the reasons for it
to the Contractor.
6.9.2 Upon termination under this paragraph, all goods, materials, documents, data and reports
prepared by the Contractor under the Contract shall become the property of and be
delivered to the County on demand.
6.9.3 The County may, upon termination of this Contract, procure, on terms and in the manner
that it deems appropriate, materials or services to replace those under this Contract. The
Contractor shall be liable to the County for any excess costs incurred by the County in
procuring materials or services in substitution for those due from the Contractor.
6.9.4 The Contractor shall continue to perform, in accordance with the requirements of the
Contract, up to the date of termination, as directed in the termination notice.
6.10 TERMINATION BY THE COUNTY:
If the Contractor should be adjudged bankrupt or should make a general assignment for the benefit
of its creditors, or if a receiver should be appointed on account of its insolvency, the County may
terminate the Contract. If the Contractor should persistently or repeatedly refuse or should fail,
except in cases for which extension of time is provided, to provide enough properly skilled workers
or proper materials, or persistently disregard laws and ordinances, or not proceed with work or
otherwise be guilty of a substantial violation of any provision of this Contract, then the County may
terminate the Contract. Prior to termination of the Contract, the County shall give the Contractor
fifteen- (15) calendar day’s written notice. Upon receipt of such termination notice, the Contractor
shall be allowed fifteen (15) calendar days to cure such deficiencies.
6.11 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 the contract, if any person significantly
involved in initiating, negotiating, securing, drafting or creating the contract on behalf of the County
is at any time while the Contract or any extension of the Contract is in effect, an employee or agent
of any other party to the Contract in any capacity or consultant to any other party of the Contract
with respect to the subject matter of the 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 the contract on behalf of the County from any
other party to the contract arising as the result of the Contract.
6.12 OFFSET FOR DAMAGES:
In addition to all other remedies at law or equity, the County may offset from any money due to the
Contractor any amounts Contractor owes to the County for damages resulting from breach or
deficiencies in performance under this contract.
6.13 ADDITIONS/DELETIONS OF SERVICE:
The County reserves the right to add and/or delete products and/or services provided under this
Contract. If a requirement is deleted, payment to the Contractor will be reduced proportionately to
the amount of service reduced in accordance with the proposal price. If additional services and/or
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products are required from this Contract, prices for such additions will be negotiated between the
Contractor and the County.
6.14 RELATIONSHIPS:
In the performance of the services described herein, the Contractor shall act solely as an independent
contractor, and nothing herein or implied herein shall at any time be construed as to create the
relationship of employer and employee, partnership, principal and agent, or joint venture between
the District and the Contractor.
6.15 SUBCONTRACTING:
The Contractor may not assign this Contract or subcontract to another party for performance of the
terms and conditions hereof without the written consent of the County, which shall not be
unreasonably withheld. All correspondence authorizing subcontracting must reference the Proposal
Serial Number and identify the job project.
6.16 AMENDMENTS:
All amendments to this Contract shall be in writing and approved/signed by both parties. The Public
Health Procurement Officer and/or the Office of Procurement Services’ Chief Procurement Officer
shall be responsible for approving all amendments for Maricopa County.
6.17 ACCESS TO AND RETENTION OF RECORDS FOR THE PURPOSE OF AUDIT AND/OR
OTHER REVIEW:
6.17.1 In accordance with section MCI 367 of the Maricopa County Procurement Code the
Contractor agrees to retain all books, records, accounts, statements, reports, files, and
other records and back-up documentation relevant to this Contract for six (6) years after
final payment or until after the resolution of any audit questions which could be more
than six (6) years, whichever is latest. The County, Federal or State auditors and any
other persons duly authorized by the Department shall have full access to, and the right to
examine, copy, and make use of, any and all said materials.
6.17.2 If the Contractor’s books, records , accounts, statements, reports, files, and other records
and back-up documentation relevant to this Contract are not sufficient to support and
document that requested services were provided, the Contractor shall reimburse Maricopa
County for the services not so adequately supported and documented.
6.17.3 If at any time it is determined by the County that a cost for which payment has been made
is a disallowed cost, the County shall notify the Contractor in writing of the
disallowance. The course of action to address the disallowance shall be at sole discretion
of the County, and may include either an adjustment to future claim submitted by the
Contractor by the amount of the disallowance, or to require reimbursement forthwith of the
disallowed amount by the Contractor by issuing a check payable to Maricopa County.
6.18 AUDIT DISALLOWANCES:
If at any time, County determines that a cost for which payment has been made is a disallowed cost,
such as overpayment, County shall notify the Contractor in writing of the disallowance. County
shall also state the means of correction, which may be but shall not be limited to adjustment of any
future claim submitted by the Contractor by the amount of the disallowance, or to require repayment
of the disallowed amount by the Contractor.
6.19 SEVERABILITY:
The invalidity, in whole or in part, of any provision of this Contract shall not void or affect the
validity of any other provision of this Contract.
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6.20 LICENSURE/CERTIFICATION
6.20.1 Contractor shall comply with all applicable provisions of law and other rules and
regulations of any and all governmental, accrediting and/or regulatory authorities relating
to the licensure and regulation of health care providers and physicians.
6.20.2 Upon request, Contractor agrees to allow County, to the extent permitted by law, access to
credentials of Qualified Physicians and Qualified Providers who are providing services to
Department under the terms and conditions of this Contract.
6.20.3 Contractor expressly agrees that it shall comply with all rules, regulations, orders, standards
and interpretations promulgated pursuant to the Occupational Safety and Health Act of 1970
(and to the Occupational and Safety Health Act of the State of Arizona), including but not
limited to training, provision of personal protective equipment, provision of post-exposure
prophylaxis, adherence to appropriate lock out/tag out procedures, and providing all notices,
material safety data sheets, labels, etc. required by the right-to-know-standard.
6.21 RIGHTS IN DATA:
The County shall own have the use of all data and reports resulting from this Contract without
additional cost or other restriction except as provided by law. Each party shall supply to the other
party, upon request, any available information that is relevant to this Contract and to the performance
hereunder.
6.22 NON-DISCRIMINATION:
CONTRACTOR agrees to comply with all provisions and requirements of Arizona Executive Order
2009-09 including flow down of all provisions and requirements to any subcontractors. Executive
Order 2009-09 supersedes Executive order 99-4 and amends Executive order 75-5 and may be
viewed and downloaded at the Governor of the State of Arizona’s website
http://www.azgovernor.gov/dms/upload/EO_2009_09.pdf which is hereby incorporated into this
contract as if set forth in full herein. During the performance of this contract, CONTRACTOR shall
not discriminate against any employee, client or any or any other individual in any way because of
that person’s age, race, creed, color, religion, sex, disability, or national origin.
6.23 INTEGRATION:
This Contract represents the entire and integrated agreement between the parties and supersedes all
prior negotiations, proposals, communications, understandings, representations, or agreements,
whether oral or written, express or implied.
6.24 VERIFICATION REGARDING COMPLIANCE WITH ARIZONA REVISED STATUTES §41-
4401 AND FEDERAL IMMIGRATION LAWS AND REGULATIONS:
6.24.1 By entering into the Contract, the Contractor warrants compliance with the Immigration and
Nationality Act (INA using e-verify) and all other federal immigration laws and regulations
related to the immigration status of its employees and A.R.S. §23-214(A). The contractor
shall obtain statements from its subcontractors certifying compliance and shall furnish the
statements to the Procurement Officer upon request. These warranties shall remain in effect
through the term of the Contract. The Contractor and its subcontractors shall also maintain
Employment Eligibility Verification forms (I-9) as required by the Immigration Reform and
Control Act of 1986, as amended from time to time, for all employees performing work under
the Contract and verify employee compliance using the E-verify system and shall keep a
record of the verification for the duration of the employee’s employment or at least three
years, whichever is longer. I-9 forms are available for download at USCIS.GOV.
6.24.2 The County retains the legal right to inspect contractor and subcontractor employee
documents performing work under this Contract to verify compliance with paragraph 6.24.1
of this Section. Contractor and subcontractor shall be given reasonable notice of the County’s
intent to inspect and shall make the documents available at the time and date specified.
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Should the County suspect or find that the Contractor or any of its subcontractors are not in
compliance, the County will consider this a material breach of the contract and may pursue
any and all remedies allowed by law, including, but not limited to: suspension of work,
termination of the Contract for default, and suspension and/or debarment of the Contractor.
All costs necessary to verify compliance are the responsibility of the Contractor.
6.25 CONTRACTOR EMPLOYEE WHISTLEBLOWER RIGHTS AND REQUIREMENT TO
INFORM EMPLOYEES OF WHISTLERBLOWER RIGHTS.
6.25.1 The Parties agree that this Contract and employees working on this Contract will be subject
to the whistleblower rights and remedies in the pilot program on contractor employee
whistleblower protections established at 41 U.S.C. § 4712 by section 828 of the National
Defense Authorization Act for Fiscal Year 2013 (Pub. L. 112–239) and section 3.908 of
the Federal Acquisition Regulation;
6.25.2 Contractor shall inform its employees in writing, in the predominant language of the
workforce, of employee whistleblower rights and protections under 41 U.S.C. § 4712, as
described in section 3.908 of the Federal Acquisition Regulation. Documentation of such
employee notification must be kept on file by Contractor and copies provided to County
upon request.
6.25.3 Contractor shall insert the substance of this clause, including this paragraph (c), in all
subcontracts over the simplified acquisition threshold ($150,000 as of September 2013).
6.26 CONTRACTOR LICENSE REQUIREMENT:
6.26.1 The Respondent shall procure all permits, insurance, licenses and pay the charges and fees
necessary and incidental to the lawful conduct of his/her business, and as necessary
complete any required certification requirements, required by any and all governmental or
non-governmental entities as mandated to maintain compliance with and in good standing
for all permits and/or licenses. The Respondent shall keep fully informed of existing and
future trade or industry requirements, Federal, State and Local laws, ordinances, and
regulations which in any manner affect the fulfillment of a Contract and shall comply with
the same. Contractor shall immediately notify both Materials Management and the using
agency of any and all changes concerning permits, insurance or licenses.
6.26.2 Respondents furnishing finished products, materials or articles of merchandise that will
require installation or attachment as part of the Contract, shall possess any licenses required.
A Respondent is not relieved of its obligation to possess the required licenses by
subcontracting of the labor portion of the Contract. Respondents are advised to contact the
Arizona Registrar of Contractors, Chief of Licensing, at (602) 542-1525 to ascertain
licensing requirements for a particular contract. Respondents shall identify which
license(s), if any, the Registrar of Contractors requires for performance of the Contract.
6.27 CERTIFICATION REGARDING DEBARMENT AND SUSPENSION
6.27.1 The undersigned (authorized official signing for the Contractor) certifies to the best of his
or her knowledge and belief, that the Contractor
6.21.1.1 is not presently debarred, suspended, proposed for debarment, declared
ineligible, or voluntarily excluded from covered transactions by any Federal
Department or agency;
6.21.1.2 have not within 3-year period preceding this Contract 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 (Federal, State or local) transaction or contract under a public
transaction; violation of Federal or State antitrust statues or commission of
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CONTRACT #: 180173
embezzlement, theft, forgery, bribery, falsification or destruction of records,
making false statements, or receiving stolen property;
6.21.1.3 are not presently indicted or otherwise criminally or civilly charged by a
government entity (Federal, State or local) with commission of any of the
offenses enumerated in paragraph (2) of this certification; and
6.21.1.4 have not, within a 3-year period preceding this Contract, had one or more public
transaction (Federal, State or local) terminated for cause of default.
6.27.2 The Contractor agrees to 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.
6.28 GOVERNING LAW:
This Contract shall be governed by the laws of the state of Arizona. Venue for any actions or
lawsuits involving this Contract will be in Maricopa County Superior Court or in the United States
District Court for the District of Arizona, sitting in Phoenix, Arizona
6.29 ORDER OF PRECEDENCE:
In the event of a conflict in the provisions of this Contract and Contractor’s license agreement, if
applicable, the terms of this Contract shall prevail.
6.30 AUDIT REQUIREMENTS
6.30.1 If the Contractor expends $750,000 or more from all contracts administered and/or funded
via County, and/or receives $750,000 or more per year from any federal funding sources,
the Contractor may be subject to Federal audit requirements per P.L. 98-502 "The Single
Audit Act". The Contractor shall comply with OMB Uniform Guidance as applicable. The
audit report shall be submitted to the Maricopa County Department of Public Health for
review within the twelve months following the close of the fiscal year. The Contractor
shall take any necessary corrective action to remedy any material weaknesses identified in
the audit report within six months after the release date of the report. Maricopa County
may consider sanctions as described in OMB Uniform Guidance for contractors not in
compliance with the audit requirements. All books and records shall be maintained in
accordance with Generally Accepted Accounting Principles (GAAP).
6.30.2 The Contractor shall schedule an annual financial audit to be submitted to County for
review within twelve months following the close of the program’s fiscal year. Contractor
understands that failure to meet this requirement may result in loss of current funding and
disqualification from consideration for future County-administered funding.
6.30.3 The Contractor shall comply with the requirement of the Federal Office of Management
and Budget (OMB) Uniform Guidance. The Contractor is responsible for having an audit
performed in accordance with, and when required, by OMB Uniform Guidance, and for
sending a copy of the report issued as a results of the audit to the COUNTY within 30 days
of issuance. The County reserves the right to engage an auditor, at the Contractor’s
expense, to perform an OMB Uniform Guidance audit of the Contractor in the event that
the Contractor shall fail to engage an auditor or the County shall reject or disapprove of the
auditor engaged by the Contractor.
6.30.4 The Contractor must also comply with the following OMB Circulars:
1.0 A-102 Uniform Administrative Requirements for Grants to State and Local
Government.
2.0 A-110 Uniform Administrative Requirements for Grants and Agreement with
Institutions of Higher Education, Hospitals and other non-profit organizations.
3.0 A-122 Cost Principles for Non-Profit Organizations.
4.0 A-87 Cost Principles for State and Local Governments.
5.0 A-21 Cost principles for Education Institutions.
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CONTRACT #: 180173
6.31 ISRAEL BOYCOTT:
By submitting this proposal the Contractor certifies that they are in compliance with Article 9,
Arizona Revised Statutes Section 35-393 et seq.
6.32 INFLUENCE
As prescribed in MC1-1202 of the Maricopa County Procurement Code, any effort to influence an
employee or agent to breach the Maricopa County Ethical Code of Conduct or any unethical conduct
may be grounds for Disbarment or Suspension under MC1-902.
An attempt to influence includes, but is not limited to:
6.32.1 A Person offering or providing a gratuity, gift, tip, present, donation, money,
entertainment or educational passes or tickets, or any type valuable contribution or
subsidy,
6.32.2 That is offered or given with the intent to influence a decision, obtain a contract, garner
favorable treatment, or gain favorable consideration of any kind.
If a Person attempts to influence any employee or agent of Maricopa County, the Chief Procurement
Officer, or his designee, reserves the right to seek any remedy provided by the Maricopa County
Procurement Code, any remedy in equity or in the law, or any remedy provided by this contract.
6.33 PUBLIC RECORDS:
All Offers submitted and opened are public records and must be retained by the Records Manager
at the Office of Procurement Services. Offers shall be open to public inspection after Contract award
and execution, except for such Offers deemed to be confidential by the Office of Procurement
Services. If an Offeror believes that information in its Offer should remain confidential, it shall
indicate as confidential, the specific information and submit a statement with its offer detailing the
reasons that the information should not be disclosed. Such reasons shall include the specific harm
or prejudice which may arise. The Records Manager of the Office of Procurement Services shall
determine whether the identified information is confidential pursuant to the Maricopa County
Procurement Code.
6.34 INCORPORATION OF DOCUMENTS:
The following are to be attached to and made part of this Contract:
6.34.1 Exhibit A, Pricing;
6.34.2 Exhibit B, Scope of Work;
6.34.3 Exhibit C, Office of Procurement Services Contractor Travel and Per Diem Policy.
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CONTRACT #: 180173
IN WITNESS WHEREOF, this Contract is executed on the date set forth above.
CONTRACTOR
AUTHORIZED SIGNATURE
Brandon Clark, CEO
PRINTED NAME AND TITLE
300 W. Clarendon Avenue, Suite 200, Phoenix AZ 85013
ADDRESS
DATE
MARICOPA COUNTY
DENNY BARNEY, CHAIRMAN DATE
BOARD OF SUPERVISORS
ATTESTED:
CLERK OF THE BOARD DATE
APPROVED AS TO FORM:
DEPUTY COUNTY ATTORNEY DATE
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CONTRACT #: 180173
EXHIBIT A
PRICING
CONTRACTOR NAME: Circle the City
F.I.D./VENDOR #:
CONTRACTOR ADDRESS: 300 W. Clarendon Avenue, Suite 200, Phoenix AZ 85013
P.O. ADDRESS: same as Contractor
CONTRACTOR PHONE #: 602.357.4727
CONTRACTOR FAX #: 602.705.0567
COMPANY WEB SITE: www.circlethecity.org
COMPANY CONTACT (REP): John H. Andrews, CFO
E-MAIL ADDRESS (REP): jandrews@circlethecity.org
PAYMENT TERMS: NET 30
COMPENSATION/FEES: RATES
Medical Care Services $281.03 per eligible encounter
Usual & customary fees, NTE Current AHCCCS rates
Such rate is Circle the City’s currently assigned AHCCCS Federally Qualified Health Center PPS Rate.
Respondent's signature below indicates understanding and agreement to perform the services outlined in this
contract for the rates listed above.
Signature (REQUIRED) Date
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CONTRACT #: 180173
EXHIBIT B
SCOPE OF WORK
1. SERVICE REQUIREMENTS:
1.1 Contractor shall provide medical services from authorized sites of service outlined in its HRSA
330H Grant to homeless individuals not subject to coverage by a third-party payor.
2.1 Services shall consist of clinical, administrative, and consultation services using a standard of care
appropriate for the services being provided. These services may include (but are not limited to) the
following:
2.1.1 Examination
2.1.2 Diagnosis
2.1.3 Treatment of patients
2.1.4 Prescribing and administering medications
2.1.5 Medical record documentation and reports
2.1.6 Chart and peer review
2.1.7 Professional consultation to staff
2.1.8 Supervision of treatment plans
2.1.9 Evaluation
2.2 Contractor shall have the ability to bill AHCCCS and private insurance as appropriate.
2.3 Confidentiality of Client Information:
2.3.1 Compliance. The Contractor, its personnel, volunteers, interns and subcontractors
unless otherwise exempt, shall adhere to all federal, state and local laws regarding
confidentiality including, but not limited to the Health Insurance Portability and
Accountability Act (HIPAA) Pub. L. No. 1-4-191 (1996) and regulations
promulgated there under.
2.3.2 Prohibition. The Contractor, its personnel subcontractors, volunteers and interns
shall not divulge or release information received from Maricopa County about any
client to anyone without a court order, except to the referring Maricopa County
Department, or anyone authorized by the Maricopa County Department of Public
Health (MCDPH) Medical Director to receive it. Violation of this Paragraph or
applicable law shall constitute grounds to terminate this Contract.
2.3.3 Record Dissemination. The Contractor shall refer persons requesting records of
written documentation contain client information relating to this Contract to the
MCDPH Medical Director. The Contractor shall maintain release authorization
forms to track the dissemination of information in each client’s record, except for
the release of record to the referring Maricopa County Department.
2.3.4 Research Data. Notwithstanding any other provision of this Paragraph, the
Contractor shall not provide to anyone other than the referring Maricopa County
Department any information, including information about clients in whatever
form, for research purposes without the prior written approval of the MCDPH
Medical Director. The Contractor shall refer any requests for such information to
the MCDPH Medical Director and such requests shall be in writing. Approval
shall be within the discretion of the MCDPH Medical Director.
2.3.5 Subpoenas. If the Contractor receives a subpoena requesting records relating to
this Contract, the Contractor, before complying with the subpoena, shall
immediately notify the MCDPH Medical Director and supply them with a copy of
the subpoena.
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CONTRACT #:180173
EXHIBIT C
OFFICE OF PROCUREMENT SERVICES CONTRACTOR TRAVEL AND PER DIEM POLICY
1.0 All contract-related travel plans and arrangements shall be prior-approved by the County Contract
Administrator.
2.0 Lodging, per diem and incidental expenses incurred in performance of Maricopa County/Special District
(County) contracts shall be reimbursed based on current U.S. General Services Administration (GSA)
domestic per diem rates for Phoenix, Arizona. Contractors must access the following internet site to
determine rates (no exceptions): www.gsa.gov
2.1 Additional incidental expenses (i.e., telephone, fax, internet and copying charges) shall not be
reimbursed. They should be included in the contractor’s hourly rate as an overhead charge.
2.2 The County will not (under no circumstances) reimburse for Contractor guest lodging, per diem or
incidentals.
3.0 Commercial air travel shall be reimbursed as follows:
3.1 Coach airfare will be reimbursed by the County. Business class airfare may be allowed only when
preapproved in writing by the County Contract Administrator as a result of the business need of the
County when there is no lower fare available.
3.2 The lowest direct flight airfare rate from the Contractors assigned duty post (pre-defined at the time
of contract signing) will be reimbursed. Under no circumstances will the County reimburse for
airfares related to transportation to or from an alternate site.
3.3 The County will not (under no circumstances) reimburse for Contractor guest commercial air travel.
4.0 Rental vehicles may only be used if such use would result in an overall reduction in the total cost of the trip,
not for the personal convenience of the traveler. Multiple vehicles for the same set of travelers for the same
travel period will not be permitted without prior written approval by the County Contract Administrator.
4.1 Purchase of comprehensive and collision liability insurance shall be at the expense of the contractor.
The County will not reimburse contractor if the contractor chooses to purchase these coverage.
4.2 Rental vehicles are restricted to sub-compact, compact or mid-size sedans unless a larger vehicle is
necessary for cost efficiency due to the number of travelers. (NOTE: contractors shall obtain pre-
approval in writing from the County Contract Administrator prior to rental of a larger vehicle.)
4.3 County will reimburse for parking expenses if free, public parking is not available within a
reasonable distance of the place of County business. All opportunities must be exhausted prior to
securing parking that incurs costs for the County. Opportunities to be reviewed are the DASH;
shuttles, etc. that can transport the contractor to and from County buildings with minimal costs.
4.4 County will reimburse for the lowest rate, long-term uncovered (e.g. covered or enclosed parking
will not be reimbursed) airport parking only if it is less expensive than shuttle service to and from
the airport.
4.5 The County will not (under no circumstances) reimburse the Contractor for guest vehicle rental(s)
or other any transportation costs.
5.0 Contractor is responsible for all costs not directly related to the travel except those that have been pre-
approved by the County Contract Administrator. These costs include (but not limited to) the following: in-
room movies, valet service, valet parking, laundry service, costs associated with storing luggage at a hotel,
fuel costs associated with non-County activities, tips that exceed the per diem allowance, health club fees,
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CONTRACT #:180173
and entertainment costs. Claims for unauthorized travel expenses will not be honored and are not
reimbursable.
6.0 Travel and per diem expenses shall be capped at 15% of project price unless otherwise specified in individual
contracts
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