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HOLISTIC DEFENSE PROJECT
REQUIREMENTS CONTRACT
This Contract is entered into this 20th day of July, 2016 by and between Maricopa County
("County"), a political subdivision of the State of Arizona, by and through the Maricopa County
Office of the Legal Defender ("OLD"), and Community Bridges, Inc., ("Contractor"), a non-
profit corporation, to collaborate on the Holistic Defense Project (HDP) pilot program. HDP is a
program to enhance public safety by reducing the use of jail and/or jail days for non-violent low-
risk offenders and the reduction of recidivism amongst individuals deemed to be high risk to
reoffend and integrates the values and initiatives of the Maricopa County Smart Justice Program.
1. PURPOSE:
HDP is an OLD pilot program. The goal of the pilot program is to target sixty-five (65)
justice involved women in pre-conviction status for participation in the Holistic Defense
Project ("participants") subject to the provisions of paragraph ten (10) below. OLD will
screen and refer participants to Contractor. The Contractor shall assess, and treat
participants' diagnosed issues, including without limitation substance abuse issues. No
public monies will be expended on this Contract.
2. TERM:
2.1. The Contract is for a one year term from July 1, 2016 to June 30, 2017. The Contract is
effective when executed by the Parties. The Contract is renewable for (3) three
additional one-year terms upon written agreement executed by the Parties.
3. FEE:
3.1. Fees, if any, shall be paid by the participants. Participants enrolled in the project will be
assessed treatment fees according to their healthcare coverage. Community Bridges,
Inc. (Contractor) will explore payment options with referred participants without
healthcare coverage, which may include grant funding or self-pay.
4. FEE ADJUSTMENTS:
4.1. Community Bridges, Inc., (Contractor) will negotiate any fee adjustments directly with
participants enrolled in HDP. No public monies will be expended pursuant to this
Contract.

5. DUTIES:
5.1. The Contractor shall perform all duties stated in Exhibit "A" and comply with the Health
Insurance Portability and Accountability Act (HIPAA).
6. INDEMNIFICATION:
6.1. To the fullest extent permitted by law, Contractor shall defend, indemnify, and hold
harmless County, its agents, representatives, officers, directors, officials, and employees
from and against all claims, damages, losses and expenses, including, but not limited to,
attorney fees, court costs, expert witness fees, and the cost of appellate proceedings,
relating to, arising out of, or alleged to have resulted from the negligent acts, errors,
omissions, mistakes or malfeasance relating to the performance of this Contract.
Contractor's duty to defend, indemnify and hold harmless County, its agents,
representatives, officers, directors, officials, and employees shall arise in connection
with any claim, damage: loss or expense that is caused by any negligent acts, errors,
omissions or mistakes in the performance of this Contract by the Contractor, as well as
any person or entity for whose acts, errors, omissions, mistakes or malfeasance
Contractor may be legally liable.
6.2. The amount and type of insurance coverage requirements set forth herein will in no way
he construed as limiting the scope of the indemnity in this paragraph.
6.3. The scope of this indemnification does not extend to the sole negligence of County.
7. INSURANCE REQUIREMENTS:
7.1 Contractor, at Contactor's own expense, shall purchase and maintain the herein stipulate
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.
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7.2. All insurance required herein shall be maintained in full force and effect until all work
service required to be performed under the terms of the Contract is satisfactorily
completed and formally accepted. Failure to do so may, at the sole discretion of County,
constitute material breach of this Contract.
7.3. Contractor's insurance shall be primary insurance as respects County, and any insurance
or self-insurance maintained by County shall not contribute to it.
7.4. Any failure to comply with the claim reporting provisions of the insurance policies or
breach of an insurance policy warranty shall not affect the County's right to coverage
afforded under the insurance policies.
7.5. The insurance policies may provide coverage that contains deductibles or self-insurance
retentions. Such deductible and/or self-insured retentions shall not be applicable with
respect to the coverage provided to County under such policies. Contactor shall be solely
responsible for the deductible and/or self-insured retention and County, at its option, can
require Contractor to secure payment of such deductibles or self-insured retentions by
surety bond or an irrevocable and unconditional letter of credit.
7.6. County reserves the right to request and to receive, within 10 working days, certified
copies of any or all of the herein required insurance certificates. County shall not be
obligated to review 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 light to insist on strict fulfillment of
Contractor's obligations under this Contract.
7.7. The insurance policies required by this Contract, except Workers' Compensation, shall
name County, its agents, representatives, officers, directors, officials and employees as
Additional Insureds.
7.8. The policies required hereunder, except Workers' Compensation, shall contain a waiver
of transfer of rights of recovery (subrogation) against County, its agents, representatives,
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officers, directors, officials and employees for any claims arising out of Contractor's
work or service.
7.9. Commercial General Liability.
7.9.1. Commercial General Liability insurance and, if necessary, Commercial Umbrella
insurance with a limit of not less than $1,000,000 for each occurrence, $2,000,000
Products/Completed Operations Aggregate, and $2,000,000 General Aggregate
Limit. The policy shall include coverage for bodily injury, broad form property
damage, personal injury, products and completed operations and blanket contractual
coverage, and shall not contain any provision which would serve to limit third party
action over claims. There shall be no endorsement or modification of the CGL
limiting the scope of coverage for liability arising from explosion, collapse, or
underground property damage.
7.10. Automobile Liability.
7.10.1. 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 Contractor's owned hired, and non-owned vehicles assigned to or used in
performance of the Contractor's work or services under this Contract.
7.11. Workers' Compensation.
7.11.1. Workers' Compensation insurance to cover obligations imposed by federal and
state statutes having jurisdiction of Contractor's employees engaged in the
performance of the work or services under this Contract; and Employer's Liability
insurance of not less than $100,000 for each accident, $100,000 disease for each
employee, and $500,000 disease policy limit.
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7.11.2. Contractor waives all rights against County 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 Contractor pursuant to this Contract.
7.12. Certificates of Insurance.
7.12.1. Prior to commencing work or services under this Contract, Contractor shall have
insurance in effect as required by the Contract in the form provided by the County,
issued
7.12.2. 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 be made available to the County upon 48 hours' notice. BY
SIGNING THE AGREEMENT PAGE, THE CONTRACTOR AGREES TO THIS
REQUIREMENT AND UNDERSTANDS THAT FAILURE TO MEET THIS
REQUIREMENT WILL RESULT IN CANCELLATION OF THIS CONTRACT.
7.13. 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) years past completion and
acceptance of Contractor's work or services and as evidenced by annual Certificates of
Insurance.
7.14. 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.
7.15. Cancellation and Expiration Notice.
7.15.1. Insurance required herein shall not be permitted to expire, be canceled, or
materially changed without thirty (30) days prior written notice to the County.
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8. WARRANTY OF SERVICES:
8.1.1. The Contractor warrants that all services provided herein 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. 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.
9. NOTICES:
9.1. All notices given pursuant to the terms of this Contract shall be addressed to:
9.2. For County:
Martin Lieberman
Office of the Legal Defender
222 N. Central Ave., Suite8100
Phoenix, AZ 85004
(602)506-8801
9.3. For Contractor:
Community Bridges, Inc.
Attn: Dr. Frank Scarpati, CEO
1855 West Baseline Road, Suite 101
Mesa, Arizona 85202
Telephone: 480.831.7566, x5006
Facsimile: 480.649.3358
Email: fscarpati@cbridges.com
10. REQUIREMENTS CONTRACT:
10.1. Contractor signifies its understanding and agreement by signing this document
that this Contract is a requirements contract. This Contract does not provide for nor
guarantee that any minimum or maximum number of referrals will be made to the
Contractor.
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11. TERMINATION FOR CONVENIENCE:
The County reserves the right to terminate the Contract, in whole or in part at any
time when the best interests of the County without penalty or recourse upon sixty
(60) calendar days written notice of termination. Termination of convenience by
the County is without prejudice to the Contractor/Participant relationship which
may continue at the option of the Contractor and Participant and in the absence of
this Agreement.
12. TERMINATION FOR DEFAULT:
12.1. 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.
County shall provide fifteen (15) calendar days written notice of the termination and the
reasons for it to the Contractor.
12.2. 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.
12.3. 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.
12.4. 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.
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13. TERMINATION BY THE COUNTY:
13.1. 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 days written notice.
13.2. Upon receipt of such termination notice, the Contractor shall be allowed fifteen
(15) calendar days to cure such deficiencies.
14. STATUTORY RIGHT OF CANCELLATION FOR CONFLICT OF INTEREST
14.1. Notice is given that pursuant to A.RS. §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.RS §38-5 lithe 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.
15. OFFSET FOR DAMAGES
15.1. 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.
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16. ADDITIONS/DELETIONS OF SERVICE:
16.1. The County reserves the right to add and/or delete programs provided under this
Contract. If a program is added to this Contract, the fee for such addition(s) will be
negotiated between Contractor and County) and the Contract will be amended to reflect
the change.
17. RELATIONSHIPS:
17.1. 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 join venture between the County and the Contractor.
18. SUBCONTRACTING:
1 8. 1 . 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.
19. AMENDMENTS:
19.1. All amendments to this Contract shall be in writing and approved/signed by both
parties. The Board of Supervisors shall be responsible for approving all amendments for
Maricopa County.
20. RETENTION OF RECORDS:
20.1. The Contractor agrees to retain all financial books, records, and other documents
relevant to the Contract for five (5) years after the termination date or until after the
resolution of any audit questions which could be more than five (5) years, whichever is
longer. The County,
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20.2. 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. If the Contractor's books, records and other documents 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.
21. SEVERABILITY:
21.1. 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.
22. RIGHTS IN DATA:
22.1. 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.
23. INTEGRATION:
23.1. 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.
24. VERIFICATION REGARDING COMPLIANCE WITH ARIZONA REVISED
STATUTES §41-4401 AND FEDERAL IMMIGRATION LAWS AND
REGULATIONS:
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 employee The contractor
shall obtain statements from its subcontractors certifying compliance and shall furnish
the statements to the County upon request. These warranties shall remain in effect
through the term of the Contract. The Contractor and its subcontractors shall also
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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. 1-9 forms are available for download at USCIS.GOV .
24.2. The County may request verification of compliance for any contractor or
subcontractor performing work under the Contract. Should the County suspect or find
that the Contractor or any of its subcontractors are not in compliance, the County may
pursue any and all remedies allowed by law, including, but not limited to: suspension of
work and termination of the Contract for default. All costs necessary to verify
compliance are the responsibility of the Contractor.
25. CONTRACTOR LICENSE REQUIREMENT:
The Contractor shall procure all permits, licenses and pay the charges and fees
necessary and incidental to the lawful conduct of his business. The Contractor shall
keep fully informed of existing and future Federal, State and Local laws, ordinances,
and regulations which in any manner affect the fulfillment of a Contract and shall
comply with the same. A Contractor is not relieved of its obligation to possess the
required licenses by subcontracting of the labor portion of the Contract.
26. CERTIFICATION REGARDING DEBARMENT AND SUSPENSION:
26.1. The undersigned (authorized official signing for the Contractor) certifies to the
best of his or her knowledge and belief, that the Contractor, and its principals:
26.2. are not presently debarred, suspended, proposed for debarment, or declared
ineligible, or voluntarily excluded from covered transactions by any Federal Department
or agency.
26.3. 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
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local) transaction or contract under a public transaction violation of Federal or State
antitrust statues or commission of embezzlement theft, forgery, bribery, falsification or
destruction of records, making false statements, or receiving stolen property.
26.4. are not presently indicted or otherwise criminally or civilly charged by an
government entity (Federal, State or local) with commission of any of the offenses
enumerated in paragraph (2) of this certification; and
26.5. have not within a 3-year period preceding this Contract had one or more public
transaction (Federal, State or local) terminated for cause or default.
26.6. Should the Contractor not be able to provide this certification, an explanation as
to why should be attached to the Contact.
26.7. The Contractor agrees to include, without modification, this clause in all lower
tier covered transactions (i.e. transactions with subcontractors) and in all solicitations of
lower tier covered transactions related to this Contract.
27. GOVERNING LAW:
27.1. 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
28. INFLUENCE
28.1. Any effort to influence an employee or agent to breach the Maricopa County
Ethical Code of Conduct or any ethical conduct may be grounds for Disbarment or
Suspension under MC 1-902.
28.2. An attempt to influence includes, but is not limited to:
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28.2.1. Person offering or providing a gratuity, gift, tip, present, donation, money,
entertainment or educational passes or tickets, or any type valuable contribution or
subsidy,
28.2.2. 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.
28.3. If a Person attempts to influence any employee or agent of Maricopa County
reserves the light 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.
29. INCORPORATION OF DOCUMENTS:
The following is attached to and made part of this Contract:
Exhibit A Scope of Work
Exhibit B Release of Information
(Remainder Intentionally Left Blank, Signatures To Follow)
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IN WITNESS WHEREOF, the Contractor and the County have duly executed and
delivered this Agreement as of the date and year first above written.
COMMUNITY BRIDGES, INC. MARICOPA COUNTY BOARD OF SUPERVISORS
B y, •... Ad,„J By:
NAME: DR. FRANK SCAMPATI DATE NAME: CLINT L. HICKMAN DATE
TITLE: CEO TITLE: CHAIRMAN
Attest
BY:
NAME: FRAN MCCARROLL DATE
TITLE: CLERK OF THE BOARD OF SUPERVISORS
Approved as to Form
BY:
TITLE: DEPUTY COUNTY ATTORNEY DATE
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EXHIBIT A
SCOPE OF WORK
1. CONTRACTOR RESPONSIBILITIES:
1.1 The Contractor will administer a behavioral assessment and develop a treatment plan
for each participant referred to Contractor.
1.2 The Contractor will be solely responsible for managing the assessment, diagnosis and
delivery of treatment services to the participant.
1.3 The Contractor shall be responsible for the collection of fees, if any, from participants.
1.4 The Contractor shall schedule an appointment for the assessment of each Participant
within seven (7) days of receipt of a referral from OLD.
1.5 Contractor will schedule the assessment with a Provider located in the same local area
as the home address of the participant to the extent possible based on the availability
of the Provider and the deadlines imposed herein. Contractor will schedule
participants for random urine drug screening, as needed.
1.6 Contractor shall ensure that each participant signs all release of information forms
relevant to their treatment and health care. By signing the agreement participants also
authorize communication between Contractor and OLD's designated HDP program
coordinator and any treatment providers. See Exhibit "B."
1.7 Contractor shall notify the HDP coordinator in writing if a participant fails to appear
for a scheduled appointment or random urine drug screening. Likewise the Contractor
shall notify the HDP coordinator in writing if the Participant tests positive for a
prohibited substance in the random UA. For purposes of this section, an e-mail is
considered to be in writing.
1.8 Contractor shall send the HDP coordinator a written copy of the participant's
assessment and patient plan within 10 business days of completion of assessment.
1.9 Contractor shall perform patient reviews for each participant and forward the reviews
to the HDP coordinator by the 5 th of each month.
1.10 Contractor shall advise the HDP Coordinator within 24 hours if a participant tests
positive on a urine analysis screen.
1.11 Discharge: Contractor will coordinate a patient staffing with all of the
participant's treating providers and HDP 3-4 weeks prior to the planned discharge
date and provide a written report of participant's status to the HDP coordinator
within ten (10) days thereafter, but prior to participant's discharge date.
Notwithstanding the foregoing, Contractor and participant's providers may schedule a
patient staffing at any time at the request of the Contractor or HDP.
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1.12 Contractor shall prepare a written discharge summary report upon participant's
discharge and send the report to the HDP coordinator within 10 days of discharge.
2. ACCEPTANCE:
Determination of acceptable service delivery will be based on client complaints.
3. FACILITIES:
It shall be the responsibility of Contractor to provide facilities necessary to provide
services throughout Maricopa County.
4. TAX:
It is the responsibility of the Contractor to determine any and all taxes and include the
same in fees.
5. DELIVERY:
It shall be the Contractor's responsibility to meet the proposed delivery requirements.
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EXHIBIT B
RELEASE OF INFORMATION
Client Name:
Date of Birth:
MRN:
AHCCCS #:
CIS #:
Consent for Disclosure of Confidential Information
Client Name
Last First Middle Initial
Social Security # Date of Birth
mm/dd/yyyy
I hereby authorize Community Bridges, Inc., and its contracted providers
To release the information requested below to:
Office of the Legal Defender/Maricopa County
Purpose for disclosure:
Nature of information to be released (Client Initials Required):
Discharge Summary Psychiatric Evaluation Verbal Consult-Reciprocal
Treatment Plan Medication Log Substance Abuse Information
Treatment Plan Update Diagnosis HIV Related Information
Standard Assessment Monthly Summaries
Other
REVOCATION CLAUSE: I understand that I have the right to revoke this authorization at any time
but must do so in writing. I understand that the revocation will not apply to information that has
already been released in response to this authorization.
Today's Date Expiration Date
(Expiration date of consent may not be more than one year from
date of signature or 90 days for one-time release)
I received a copy of this release
Client Initials
Client or Parent/Guardian Signature Date (Required)
(If client is under the age of 18, I certify that I am authorized to seek medical treatment on behalf of this child.)
Witness Name Date (Required)
*BLANK CONSENT FORMS SIGNED BY CLIENT WHEN SERVICE IS INITIATED DO NOT MEET
COMPLIANCE STANDARDS.
COMMUNITY BRIDGES INC. 1855 W. BASELINE ROAD. SUITE 101, MESA, AZ 85202
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Telephone Number: 480/831-7566
Contact Person: Dr. Frank Scarpati
E-mail Address: fscarpati@cbridges.com
Certificates of Insurance Required
Contract Period: At will until receipt of written notice of termination by
either party
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