AGREEMENT WITH PIMA MEDICAL INSTITUTE.DOCX

Agreement
Between
Pima Medical Institute
(Veterinary Services)
A n d
Maricopa County
Administered by and through the
Maricopa County Sheriff’s Office
WHEREAS Pima Medical Institute ("Provider") offers programs to adults for Veterinary
Technician and Veterinary Assistant degrees and certifications;
WHEREAS Maricopa County ("County") is the Arizona political subdivision that provides
jails and detention facilities within Maricopa County pursuant to A.R.S. §11-251(8) and is empowered
to enter into contracts for goods and services;
WHEREAS the Maricopa County jails and detention facilities are operated by the Maricopa
County Sheriff's Office;
WHEREAS the Maricopa County Sheriff’s Office (MCSO) oversees the Maricopa County
Animal Safe Haven (MASH) to work in conjunction with Animal Crimes Division, caring for animals
seized in criminal investigations;
WHEREAS, Provider has agreed to provide spay and neuter surgeries (including any related
aftercare and medications) to animals cared for by MASH;
County agrees to allow Provider to provide these services free of charge in
exchange for MASH providing the animals needed during students’ education process,
subject to the following terms:
1. Term.
This contract shall begin on April 1, 2015 and terminate on April 1, 2016, with the option for an
annual renewal unless terminated by either party under the Termination conditions.
2. County and MCSO Responsibilities.
The MCSO will transport animals to and from Pima Medical Institute’s location. MCSO will not
provide any other services, technology or supplies to Provider. MCSO will not share confidential
information with Provider.
3. Provider Responsibilities.
Provider will provide free spay and neuter surgeries to MASH animals, generally dogs and cats
including any related aftercare medications. Provider is responsible for providing monthly
aggregate productivity or activity reports agreed on by both Provider and MCSO. Provider is
responsible for ensuring that any individual performing services on Provider's behalf under this
agreement who will be entering MCSO Facilities at any time while performing services has completed the
required forms or documents for MCSO so that a background check may be conducted by MCSO on
that Provider employee. Employees and agents of Provider are subject to all of MCSO’s safety and
security screenings and policies when entering and remaining in MCSO facilities.
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MCSO is neither required to pay funds to Provider under this agreement, nor is MCSO to receive any
funds from Provider under this agreement.
4. Recordkeeping.
Pursuant to A.R.S.§§ 35-214 and 35-215, Provider shall create and retain financial records and other
documents ("records") relevant to this agreement for a period of not less than five years from the
ending date of this contract. County and MCSO and/or its auditor shall have access to such records
from the beginning of the agreement period through the retention period. All records shall be subject to
inspection and audit by the County, at reasonable times. Upon request, Provider shall produce the
original of any or all such records.
5. Disputes.
This agreement is subject to the arbitration requirements of A.R.S. §§ 12-1518 and 12-133.
6. Applicable Law.
The laws and regulations of the State of Arizona shall govern the rights of the parties, the performance
of this contract, and any disputes thereunder.
7. Availability of Funds.
This is a non-financial agreement. In the unlikely event the Sheriff’s MASH program is discontinued
due to the availability of funds and there are no animals that require spay or neuter service, the County
will provide written notice to Provider to cancel this agreement without further obligation. No
liability shall accrue to the County, MCSO or any other County department in the event this provision
is exercised, and neither the County nor MCSO shall be obligated or liable for any future payments or
for any damages as a result of termination under this paragraph, including payments for damages for
purchases or subcontracts entered into by Provider in anticipation of service delivery.
8. Licenses and Permits.
Provider shall, at its expense, obtain and maintain all licenses, permits, and authority necessary to do
business, render services, and perform work under this agreement, and shall comply with all federal
and Arizona laws regarding unemployment insurance, disability insurance, and workers'
compensation.
9. Independent Contractor Status.
Provider is an independent contractor in the performance of work and the provision of services under
this agreement and is not to be considered an officer, employee, partner or agent of the County or
MCSO.
10. Termination.
Either party may terminate this agreement for any reason on seven (7) days written notice.
11. Cancellation.
The requirements of A.R.S. §38-511 apply to this agreement. County may cancel this agreement,
without penalty or further obligation, if any person significantly involved in initiating, negotiating,
securing, drafting or creating this agreement on behalf of either Provider or County is, at any time
while this agreement or any extension is in effect, an employee or agent of Provider respect to the
subject matter of this agreement.
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12. Indemnification.
Provider shall indemnify, defend, save and hold harmless the County and MCSO, County's
departments, boards, commissions, and its officers, officials, agents, and employees (hereinafter
referred to as "Indemnitee") from and against any and all claims, actions, liabilities, damages,
losses, or expenses (including court costs, attorneys' fees, and costs of claim processing,
investigation and litigation)(hereinafter referred to as "Claims") for bodily injury or personal injury
(including death), or loss or damage to tangible or intangible property caused, or alleged to be caused
in whole or in part, by the negligent or willful acts or omissions of Provider or any of its owners,
officers, directors, agents, employees or subcontractors. This indemnity includes any claim or
amount arising out of or recovered under the Workers' Compensation Law or arising out of the
failure of Provider to conform to any federal, state or local, law, statute, ordinance, rule, regulation
or court decree. It is the specific intention of the parties that the Indemnitee shall, in all instances,
except for Claims arising solely from the negligent or willful acts or omissions of the Indemnitee,
be indemnified by Provider from and against any and all claims. It is agreed that Provider will be
responsible for primary loss investigation, defense and judgment costs where this indemnification is
applicable. In consideration of this agreement, Provider agrees to waive all rights of subrogation
against the County and the Maricopa County Sheriff's Office, the officers, officials, agents, and
employees thereof for losses arising under this agreement.
13. Insurance.
Provider shall maintain the insurance required by Maricopa County. Policy shall include bodily
injury, property damage, business auto liability, workers compensation and broad form contractual
liability coverage.
Minimum Limits:
General Aggregate $2,000,000
Products/Completed Operations Aggregate $4,000,000
Each Occurrence Limit $2,000,000
Personal/Advertising Injury $1,000,000
Workers Compensation $1,000,000
Business Auto Liability $ 100,000
(combined single limit)
14. Prohibition of Discrimination.
Provider shall comply with Executive Order 2009-9, which mandates that all persons, regardless of
race, color, religion, sex, age, national origin or political affiliation, shall have equal access to
employment opportunities, and all other applicable State and Federal employment laws, rules, and
regulations, including the Americans with Disabilities Act. Provider shall take affirmative action to
ensure that applicants for employment and employees are not discriminated against due to race, creed,
color, religion, sex, national origin or disability.
15. Compliance Requirements for A.R.S. § 41-4401 –Immigration Laws and E-Verify
Requirement.
a. Provider warrants compliance with all Federal immigration laws and regulations
relating to employees and warrants its compliance with Section A.R.S. § 23-214,
Subsection A. (that subsection reads: "After December 31, 2007, every employer,
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after hiring an employee, shall verify the employment eligibility of the employee
through the E- Verify program.)
b. A breach of warranty regarding compliance with immigration laws and regulations
shall be deemed a material breach of agreement and Provider may be subject to
penalties up to and including termination of the Contract.
c. The County retains the legal right to inspect the papers of any employee who works on
the agreement to ensure that Provider or subcontractor is complying with the terms of
the operative paragraphs set forth above.
16. Amendments.
The terms of this agreement may not be amended except by written agreement of the parties.
17. Counterparts.
The parties may execute this Contract in two or more counterparts, each of which shall be deemed an
original and together which shall constitute one and the same document.
18. Notices:
All notices given pursuant to the terms of this Contract shall be addressed to:
For Maricopa County Sheriff's Office: For Pima Medical Institute:
Attention: Chief Deputy Jerry Sheridan Attention: Stacey Noddingham
550 W. Jackson St. 1445 E. Indian School Road
Phoenix AZ 85003 Phoenix AZ 85014
602-876-1801 602-265-7462
Maricopa County Board of Supervisors Pima Medical Institute
Steve Chucri Date Stacey Noddingham Date
Chairman of the Board Campus Director
ATTEST:
Clerk of the Board Date
APPROVED AS TO FORM
Deputy County Attorney Date
Agenda Number: C-50-15-083-M-00
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