AGR2016-046 PARTIALLY EXECUTED.PDF

ADHS AGR2015-046
INTERGOVERNMENTAL AGREEMENT
BETWEEN THE
MARICOPA COUNTY BOARD OF SUPERVISORS
AND THE
ARIZONA DEPARTMENT OF HEALTH SERVICES
(FOR FISCAL YEAR 2015/2016)
(C-49-15-)00(-2-00)
This Intergovernmental Agreement ("Agreement") is entered into by and
between the Maricopa County Board of Supervisors ("County") and the Arizona
Department of Health Services ("Department").
WHEREAS, the County and the Department have statutory duties to provide
mental health services to the seriously mentally ill ("SMI") indigent, adult residents of
Maricopa County ("Class Members"), as noted in Arnold v. Arizona Department of
Health Services, 160 Ariz. 593, 775 P.2d 521 (1989) ("Arnold v. Sam"); and
WHEREAS, the County and the Department desire to develop a unified
continuum of behavioral health and mental health care services for Class Members in
Maricopa County, that will benefit all of the residents of Maricopa County; and
WHEREAS, the Department, in furtherance of its statutory duties, may choose
to provide services directly or indirectly to Class Members through a regional behavioral
health authority in Maricopa County ("RBHA"); and
WHEREAS, The County has the authority to enter into agreements with the
Department for the provision of behavioral health and mental health services pursuant
to A.R.S. §§ 11-201, 11-297, 11-952, 36-104, 36-545.06, 36-545.07, and 36-550.03;
and
WHEREAS, A.R.S. §§ 11-952, 36-104, 36-545.07, and 36-550.03 authorize the
Department to enter into agreements for the provision of behavioral health and mental
health services in Maricopa County; and
WHEREAS, the parties acknowledge that from time to time certain persons
under the age of eighteen are arrested, charged with crimes and remanded to Maricopa
County Superior Court to be tried as adults for certain crimes ("Remanded Juveniles");
and
WHEREAS, the parties further acknowedge that from time to time certain
Remanded Juveniles are in need of behavioral health services, including the services of
a screening agency, an evaluation agency or mental health treatment agency only when
ordered by the Maricopa County Superior Court; and
WHEREAS, it is the intent of the parties that the terms of this Agreement set
forth the duties and responsibilities of the parties with regard to behaviorial health

services for Remanded Juveniles when ordered by the Maricopa county Superior Court;
and
IN CONSIDERATION of the mutual covenants contained herein, the parties
agree as follows:
ARTICLE 1
TERM
This Agreement shall become effective July 1, 2015 or upon the date of
signature of both parties if after July 1, subject to the provisions of Article 7, and shall
remain in effect until June 30, 2016, unless further amended, extended, or terminated
pursuant to the provisions of this Agreement,
ARTICLE 2
SCOPE OF SERVICES
2.1 Duties of the Department. During the term of this Agreement, the Department
shall fulfill the obligations set forth below in this Section 2.1.
2.1.1 Services to Class Members and to Non-SMIs
2.1.1.1 Services to Class Members. The Department shall provide to all
Class Members, either directly or through a contract with the
RBHA under Section 2.1.4 below, behavioral health and mental
health care services, and medical services, to the extent such
medical services are routinely associated with commonly
accepted psychiatric practices or are medically necessary for
psychiatric diagnosis and treatment to fulfill the obligations
imposed by the judgment in Arnold v. Sam. The foregoing
services, shall be provided to the extent that such services are
required of the County under A.R.S. §§ 11-297, 11-251(5), and §
36-550, et seq., or under any other state law, statute or regulation
in effect during the term of this Agreement.
2.1.1.2 Services to Non-SMIs. The County has an obligation to provide
certain behavioral health services to indigent residents of
Maricopa County who are not Class Members ("Non-SMIs"). In
addition, the County has historically provided substance abuse
services directly or indirectly at the Local Alcohol Reception
Center ("LARC") to non-SMI substance abusers ("LARC
Services"). To ensure a unified system, the Department shall
provide these Non-SMI and LARC Services to the extent of the
Non-SMI Payment and the LARC Payment as defined in Article 4
of this Agreement.
2.1.2 Maintain a Unified System. Under Arnold v. Sam it is the County and the
Department's responsibility to develop and maintain a unified system of
care for the SMI, and to the extent practicable, for the non-SMI
population.
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2.1.3 Compliance With Laws and Audit Findings. All services provided by the
Department pursuant to this Agreement, either directly or indirectly, or by
contract with the RBHA or otherwise, shall be rendered in accordance
with applicable law, community professional and ethical standards, and
the rulings of the Arizona Supreme Court in Arnold v. Sam.
A. The Department may utilize up to three percent (3%) of the
total IGA for Department Administration. The amount shall not
exceed $1.5M each year.
2.1.4 Department Contracts with RBHA. The Department shall incorporate this
Agreement and the Arnold v. Sam provisions into any and all contracts
between it and the RBHA for behavioral health and mental health care
services provided in Maricopa County.
2.1.5 Remanded Juveniles: Definition. For purposes of this Agreeement,
"Remanded Juvenile" means a person who is under eighteen years of
age; has been transferred to the criminal division of the superior court
pursuant to A.R.S. § 8-327 or who has been charged with an offense
pursuant to A.R.S. § 13-501; and has not been sentenced, pursuant to
A.R.S. § 13-701 on the charges pending against the juvenile in the
criminal division of the Maricopa County Superior Court purusuant to
A.R.S. § 8-327 or A.R.S. § 13-501
2.1.6 Services to Remanded Juveniles. The Department agrees to provide to
Remanded Juveniles, either directly or through a contract with the RBHA
under Section 2.1.4 above, the services of a screening agency, an
evaluation agency and mental health treatment agency, when that
evaluation is ordered by the Maricopa County Superior Court pursuant to
Arizona Revised Statutes, Title 36, Chapter 5, Article 4 and treatment is
ordered by the superior court pursuant to Arizona Revised Statutes, Title
36, Chapter 5, Article 5. The Department's agreement to provide services
to Remanded Juveniles under this subsection is limited by the funding
provisions as set forth in Section 3.7, below.
Under the terms of this Agreement the Department or its contractors are
not obligated to provide or pay for:
A. Any behavioral health services except for the screening,
evaluation and treatment services described above;
B. Any screening, evaluation or treatment services after the funds
described in Section 3.7 have been exhausted;
C. Any screening, evaluation or treatment services when no
mental health agency licensed to provided such services in
Maricopa County is willing or available to contract for such
services;
D. Services provided to Remanded Juveniles under a court order
for restoration for competency;
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E. Security services outside of the Maricopa County Jail when a
Remanded Juvenile remains incarcerated and is not released
pursuant to a court order;
F. Services to transport a Remanded Juvenile to or from the
Maricopa County Jail and to or from a mental health agency;
G. Inpatient psychiatric treatment services that are long term (in
excess of ten days) and for a purpose other than to stabilize a
Remanded Juvenile's condition in order to return the Remanded
Juvenile to the Maricopa County Jail.
2.4 Duties of the County. During the term of this Agreement, the County shall
fulfill the obligations set forth below in this Section 2.4.
2.4.1 Commitment Proceedings. To the extent obligated by law, the County
shall retain financial responsibility for Court proceeding expenses for
commitment actions brought under Title 36, including, but not limited to,
the costs of independent evaluators and the fees and costs for the
attorneys for the prosecution, and the court-appointed defense attorneys.
The Department will consult with the County regarding any effort to
redesign the Court's commitment and evaluation process, and any such
redesign shall consider the financial impact thereof on the County.
2.5 Limitations on Scope of Duties. Subject to the provisions of Article 2 of this
Agreement, the County and the Department have no obligation under this
Agreement to provide behavioral health services through the Adult Probation
Program, the Superior Courts of Maricopa County, the Maricopa County Public
Defender's Office, the Maricopa County Juvenile Court and the Maricopa County
Public Fiduciary's Office, or to provide services (other than case management
services) at any Maricopa County jail facility; provided, however, nothing in this
Agreement shall reduce the statutory obligations of any party.
ARTICLE 3
FUNDING
3.1 County Funding. The County shall compensate the Department for services
rendered under this Agreement in accordance with this Article 3.
3.2 County Contribution. Subject to the provisions of Sections 3.2.1 and 3.3, the
County shall pay the Department an annual sum for each fiscal year during the
term of this Agreement (beginning with the fiscal year which commences on July
1, 1998), which shall be the sum of the components set forth in the table below
(the "County Contribution"). In arriving at the County Contribution, the parties
agree that the following components were reviewed:
1) Base County funding for services to Class Members;
2) Non-SMI Services;
3) The transition of Class Members from the Arizona State Hospital to the
community as required by the Stipulation; and
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4) LARC Services.
5) Payment shall be made in twelve equal installments, and shall be
prorated for periods of less than one (1) year, if any. Installments shall be
made monthly on or before the fifteenth (15th) day of each successive
calendar month during the term of this Agreement. The County
Contribution under this Agreement for the 2015/2016 fiscal year shall be
$55,248,636 or $4,604,053 per installment.
RECURRING COUNTY CONTRIBUTION
(For Fiscal Year 2015 / 2016)
SMI Payment $ 50,392,060
Non-SMI Payment $3,366,705
Subtotal $ 53,758,765
ARC Payment $1,489, 871
Total $55,248,636
3.2.1 LARC Payment. The Department and County agree that the County may
terminate its obligation to pay the Department $1,489,871 for the LARC
Services under Sections 3.2 and 2.1.1.2 upon ninety (90) days written
notice to the Department. However, in the event that such payment is
terminated, the County shall assure that there will be no material
decrease in the level of LARC services provided to members of the class.
3.3 Adjustments. The County SMI Payment portion of the County Contribution
identified in Section 3.2 above shall be re-computed and adjusted prospectively
on an annual basis. The adjustment procedure shall reflect only the change
made in accordance with Section 3.4 below, along with any change necessary to
correct computational errors. All future payments shall be adjusted upon
completion of the annual recalculation. Any payment required as a result of a
computational adjustment shall be made by payment of the County to the
Department, or reimbursement by the Department to the County, as appropriate;
provided, however, the County may elect to credit any amount due from the
Department to the County against the next monthly payment of County
Contribution due from the County to the Department.
The County Non-SMI Payment and the LARC Payment portions of the County
Contribution identified in Section 3.2 may be re-computed and adjusted only to
correct computational errors.
3.4 POST-2001 Funding. The County and the Department acknowledge that any
increase in the amount of the County's contribution is limited to the increase in
inflation in accordance with A.R.S. § 11-297(A)(3).
3.5 Federal Matching Funds. Federal matching funds generated by Department's
use of the County Contribution pursuant to this Agreement shall be spent in
Maricopa County for the benefit of Class Members, and are subject to
programmatic and financial audits by County, as noted in Section 3.6 and Section
9.1.
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3.6 Financial Reporting. At the close of each fiscal year quarter, effective with the
fiscal quarter ending September 30, 2015, within fourty-five (45) working days
from the time the RBHA's Financial Statement is received by ADHS; ADHS will
make quarterly financials available through its web address.
http://wvvw.azdhs.gov/bhs/finance/reports/guarter.htm
3.7 Remanded Juvenile Funding. The Department and County agree to allocate the
sum of $200,000 from the Non-SMI Payment portion of the SMI to be used for
screening, evaluation and treatment services provided to Remanded Juveniles
pursuant to Section 2.1.6 above, (the "funds"). The Department shall have the
sole discretion to manage and make disbursements from those funds. Payment
for services from the funds shall be as a last resort only after all other available
payors have been identified and all other payment alternatives have been
exhausted. The sum of $200,000 funds represents the total amount of funds
available to perform the services described in Section 2.1.6. If the funds are
exhausted prior to the expiration of this Agreement, the Department is not
obligated to pay for or provide the services described in Section 2.1.6. If funds
remain unspent thirty days prior to the expiration of this Agreement, and there
are no Remanded Juveniles who qualify for the services described in Section
2.1.6, the Department may apply the funds for other purposes as set forth in this
Agreement.
ARTICLE 4
DIVERSION
4.1 Diversion. The County and the Department agree to cooperate, to the extent to
which they are legally capable, with the RBHA to develop diversion alternatives
for placement of Class Members in appropriate programs and locations outside
the judicial and law enforcement system.
ARTICLE 5
INSURANCE
5.1 Department and County Insurance Obligations. The parties acknowledge that the
Department and the County are self-insured, in whole or in part, pursuant to
statutory authority. The parties agree that the general liability coverage and the
professional liability coverage afforded by these insurance/self-insurance
programs are sufficient to meet the purposes of this Agreement.
5.2 RBHA Insurance Obligations. The Department will require the RBHA to purchase
and maintain adequate general liability coverage and professional liability
coverage; furthermore, the Department will require the RBHA to name the County
as an additional insured on any and all such insurance policies,
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ARTICLE 6
INDEMNIFICATION
6.1 Mutual Indemnification. Each party (as "indemnitor") agrees to imdemnify, defend
and hold harmless the other party (as "indemnitee") from and against any and all
claims, losses, liability, cost or expenses (including reasonable attorney's fees)
(hereinafter collectively referred to as "claims") arising out of bodily injury of any
person (including death) or property damage, but only to the extent that such
claims, which result in vicarious/derivative liability to the indemnitee, are caused
by the act, omission, negligence, misconduct, or other fault of the indemnitor, its
officers, officials, agents, employees or volunteers.
6.2 Indemnification - Patent and Copyright. To the extent permitted by A.R.S. § 41-
621 and A.R.S. § 35-154, the Contractor or ("RBHA") shall indemnify and hold
harmless the State and County against any liability, including costs and
expenses, for infringement of any patent, trademark or copyright arising out of
performance of the Contract or use by the State or County of materials furnished
by or work performed under this Contract. The State or County shall reasonably
notify the Contractor of any claim for which it may be liable under this paragraph.
ARTICLE 7
TERMINATION
7.1 Termination Without Cause. Either party shall have the right upon ninety (90)
days' written notice to the other party to terminate this Agreement, in whole or in
part, without cause.
7.2 Termination for Cause. In the event of a material breach of any of the provisions
of this Agreement, the non-defaulting party may terminate this Agreement by
delivering written notice to the defaulting party specifically setting forth the nature
of the breach. Upon being served with such notice, the defaulting party shall have
sixty (60) days in which to cure said breach. If said breach has not been cured
within the sixty (60) days, then this Agreement shall be deemed terminated as set
forth in the notice. Both parties hereto shall perform their respective obligations
up to the effective date of such termination.
7.3 Termination Under A.R.S. 38-511. The parties may cancel this agreement
without penalty or further obligation pursuant to A.R.S. § 38-511. The Department
and the County each represent that, as of the date of execution of this
Agreement, they are not aware of any facts or circumstances that would give rise
to a cancellation right in favor of any party pursuant to A.R.S. § 38-511.
7.4 Payments Upon Termination. In the event of termination of this Agreement, the
Department shall be paid as provided herein all amounts due through the date of
termination.
7.5 Impact on Order. Termination of this Agreement for any reason shall not limit the
effect of the obligations of the parties under the March 10, 1994 Order, entered
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by the Court in Arnold v. Sam, as amended pursuant to the provisions of Section
3.5 of this Agreement.
7.6 Miscellaneous. Termination of this Agreement pursuant to this Article does not
limit or affect the obligation of any party under any court order.
ARTICLE 8
NOTICES
8.1 Notices. Any and all written notices required or permitted under this Agreement
shall be given in writing and personally delivered or sent by registered or certified
mail, return receipt requested, postage prepaid, or by a recognized overnight
delivery service, addressed as follows:
A. Notice to Department shall be addressed as follows:
Cory Nelson, Interim Director
Arizona Department of Health Services
150 North 18th Ave, Suite 500
Phoenix, AZ 85007
B. Notices to the County shall be addressed as follows:
Tom Manos, County Manager
301 West Jefferson Street, 10th Floor
Phoenix, AZ 85003
and
Maricopa County Board of Supervisors
Attn: Clerk of the Board
301 West Jefferson Street, 10th Floor
Phoenix, AZ 85003
C. Notices also to go to:
Charles L. Arnold, Esq.
3101 N. Central, Ste 1600
Phoenix, AZ 85012
Notice shall be deemed given upon hand or courier delivery or three (3) business
days after deposit in the United States mail.
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ARTICLE 9
RECORD KEEPING AND AUDITS
9.1 Record Keeping and Audits. Record Keeping by the Department and the
County. The Department and the County agree that under A.R.S. § 35-214 and
A.R.S. § 35-215, the lead or ("RBHA") Contractor shall retain and shall
contractually require each subcontractor to retain all data and other records
("records") relating to the acquisition and performance of the Contract for a
period of five years after completion the Contract. All records shall be subject to
inspection and audit by the State and where applicable the Federal Government
at reasonable times. Upon request, the Contractor shall produce a legible copy
of any or all such records.
9.2 Maintenance of Records. The Department and the County agree to maintain all
records required by Section 9.1 above for a period of five (5) years.
ARTICLE 10
EXTENSIONS AND AMENDMENTS
10.1 Extensions and Amendments. This Agreement contains the entire agreement of
the parties and may not be amended orally. Any change, modification or
extension of this Agreement must be in the form of a written amendment to this
Agreement signed by duly authorized representatives of both parties.
ARTICLE 11
NON-DISCRIMINATION
11.1 Non-Discrimination. It is understood that each of the parties shall comply with
State Executive Order No. 2009-09 and all other applicable Federal and State
laws, rules and regulations, including the Americans with Disabilities Act.
ARTICLE 12
MISCELLANEOUS
12.1 Materiality. The parties agree that all of the conditions set forth herein are
material to this Agreement and a breach of any condition is a breach of this
Agreement.
12.2 Grammatical Items. When used in this Agreement, the terms "include" or
"including" shall mean without limitation by reason of the enumeration. Whenever
the masculine gender has been used herein, the same shall include the feminine
if the context so indicates. Also, the singular shall include the plural whenever the
context indicates. The term "person" shall include an individual, corporation,
limited liability company, partnership, trust, estate or any other entity. The words
"herein", "hereof', "hereunder" and other similar compounds of the word "here"
when used in this Agreement shall refer to the entire Agreement and not to any
particular provision, section or exhibit.
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12.3 Waiver. The failure of either party to insist in any one or more instances upon
the full and complete performance of any of the terms and provisions of this
Agreement to be performed on the part of the other or to take any action
permitted as a result thereof shall not be construed as a waiver or relinquishment
of the right to insist upon full and complete performance of the same or any other
covenant or condition either in the past or in the future. The acceptance by either
party of sums less than may be due and owing at any time shall not be construed
as an accord and satisfaction.
12.4 Captions. Captions and section headings used in this Agreement are for
convenience of reference purposes only and shall not be used to define, limit or
describe the scope or intent of this Agreement.
12.5 Construction. The substantive laws of Arizona (without reference to any choice
of law principles) shall govern the interpretation, validity, performance and
enforcement of this Agreement.
12.6 No Third Party Beneficiaries. Nothing in this Agreement is intended to create any
third party beneficiary rights in any party and the Department and the County
expressly state that this Agreement does not create any third party rights of
enforcement.
12.7 Recitals. All recitals set forth above are fully incorporated in and made a part of
this Agreement.
12.8 Further Instrument and Documents. Each party shall, promptly upon the written
request of the other party, acknowledge and deliver to the other party all future
instructions and assurances reasonably requested or appropriate to evidence or
give effect to the provisions of this Agreement.
12.9 Integration Clause. This Agreement represents the entire agreement of the
parties with respect to the subject matter of this Agreement, and all prior
agreements, if any, entered into between the parties regarding Remanded
Juveniles and the parties' obligations under the Judgment and any then effective
order of the Court in Arnold v. Sam are revoked and superseded by this
Agreement. This Agreement is the result of negotiations between the parties and
shall not be strictly construed for or against any party.
12.10 Counterparts. This Agreement may be executed in any number of counterparts,
all such counterparts shall be deemed to constitute one and the same
instrument, and each of said counterparts shall be deemed an original hereof.
12.11 Time Computation. If the last day of any time period stated herein shall fall on a
Saturday, Sunday or legal holiday in the State of Arizona, then the duration of
such time period shall be extended so that it shall end on the next succeeding
day which is not a Saturday, Sunday or legal holiday. Time is of the essence of
this Agreement.
12.12 Mediation. In the event of a dispute regarding the scope or meaning of any
provision of this Agreement, or non-compliance of any party with any provision of
this Agreement, the parties shall meet and confer in an effort to resolve such
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dispute. In the absence of agreement on the subject, the parties may jointly
submit their differences either to non-binding mediation before a mutually
acceptable person or, in the absence of agreement, to a person selected by the
Court in Arnold v. Sam. In the event of a dispute, the parties agree to use
arbitration only to the extent required by A.R.S. § 12-1518 (B) or (C).
12.13 No Assignment. Except as expressly provided herein, no party may delegate or
assign its rights or responsibilities under this Agreement without prior written
approval of the other party and any purported assignment or delegation in
violation of this provision shall be void.
12.14 Verification of Compliance regarding Federal and State Immigration Laws and
Regulations. Parties verify and warrant compliance with the requirements
provided in A.R.S. § 41-4401 and A.R.S. § 23-214.
12.15 Scrutinized business relations with Sudan or Iran. Both Parties certify it is in
compliance with relevant and applicable provisions in A.R.S. §§ 35-391.06 and
35-393.06
IN WITNESS WHEREOF, the parties hereto execute this Agreement:
MARICOPA COUNTY ARIZONA DEPARTMENT
BOARD OF SUPERVISORS OF HEALTH SERVICES
By: By:
Chairman Steve Chucri, District 2 Vebecca O'Brien,
Acting Chief Procurement Officer
ATTEST:
Clerk of the Board
APPROVED AS TO FORM:
Attorney General Contract No. which is an Agreement between Public agencies, has
been reviewed pursuant to A.R.S. § 11-952 who has determined that it is in the proper
form and is within the powers granted under the laws of the State of Arizona to those
parties to the Agreement represented by the Attorney General.
Mark Brnovich
ATTORNEY GENERAL
/49/ VeV
Print Name
Date:/ 4i
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Pursuant to A.R.S. § 11-952(D), the undersigned Attorney has determined that this
Intergovernmental Agreement is in proper form and is within the powers and authority
granted under the laws of Arizona.
Approved as to Form
By:
Counsel for the Board of Supervisors
Print Name
Date:
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