AGRMT RE STRATEGIC NATL WITH TOWN OF PARADISE VLY.PDF

MARICOPA COUNTY DEPARTMENT OF PUBLIC HEALTH — OFFICE OF PREPAREDNESS AND RESPONSE
4041 N. Central Ave., Suite 600 Phoenix, AZ 85012
AGREEMENT TO PROVIDE STRATEGIC NATIONAL STOCKPILE ASSETS
This Agreement is entered into by and between Maricopa County, through the Maricopa County Department of
Public Health (MCDPH) and Town of Paradise Valley ("Town of Paradise Valley") for the purpose of
distributing medications, other medical materials and information to Town of Paradise Valley for dispensing to
Town of Paradise Valley employees and their families (the "Authorized Recipients") in the event of a public
health emergency. MCDPH or Town of Paradise Valley may individually be referred to in this Agreement as a
"Party" or the entities collectively as the "Parties."
RECITALS
WHEREAS, pursuant to A.R.S. §36-787, when there is a state of emergency or state of war emergency in
which there is an occurrence or imminent threat of an illness or health condition that threatens the public health,
the Arizona Department of Health Services ("ADHS") has the responsibility for planning and executing public
health emergency assessment, mitigation, preparedness response and recovery for the state, and coordinating
public health emergency response among state, local and tribal authorities; and in furtherance of its responsibility
ADHS has entered into an agreement with Maricopa County through MCDPH to develop and enhance the state's
emergency response capabilities; and
WHEREAS, pursuant to A.R.S. §26-308, Maricopa County and each incorporated city and town has the
responsibility for establishing and providing for emergency management within its jurisdiction in accordance with
state emergency plans and programs; and
WHEREAS, by resolution adopted by the Maricopa County Board of Supervisors, the Maricopa County
Department of Emergency Management defines authorities and duties regarding emergency plans and programs
related to emergency services, and the Maricopa County Department of Emergency Management has
acknowledged the MCDPH as the Lead County Agency for the Health and Medical Emergency Support Function,
and the SNS Points of Dispensing ("POD") are integral to a Public Health Emergency Response; and
WHEREAS, the MCDPH has created the Office of Preparedness and Response ("OPR") to coordinate
and prepare a Health and Medical plan to support the Maricopa County Emergency Operations Plan, and to
respond to a Public Health Emergency in which there is an occurrence or imminent threat of an illness or health
condition caused by a natural event, bioterrorism, an epidemic or pandemic disease or a highly fatal infectious
agent or biological toxin that poses a substantial risk to public health; and
WHEREAS, OPR has been asked by Town of Paradise Valley to provide Town of Paradise Valley with
SNS assets at its location, 6401 E. Lincoln Dr., Paradise Valley, AZ 85253, as may be necessary to respond to a
public health emergency; and
WHEREAS, MCDPH and OPR wish to cooperate with Town of Paradise Valley by providing Town of
Paradise Valley with SNS assets for distribution to the Authorized Recipients in the event of such a public health
emergency ;
NOW, THEREFORE, the Parties agree as follows:
I. Delivery of SNS assets
I. In the event of a public health emergency, MCDPH through OPR will deliver to Town of
Paradise Valley medications, vaccinations, dispensing information or such other SNS materials as
available and may be necessary to respond to a public health emergency, under the conditions
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specified in this Agreement. Town of Paradise Valley understands that such SNS assets cannot
be provided by MCDPH until said assets are released by the Arizona Department of Health
Services and the Division of Strategic National Stockpile Program to OPR. Town of Paradise
Valley's responsibilities under this Agreement are to take custody of the assets for the purpose of
dispensing to the Authorized Recipients, and to cooperate with MCDPH to ensure the
accessibility of the Town of Paradise Valley delivery site at 6401 E. Lincoln Dr., Paradise Valley,
AZ 85253, as a delivery point.
1.2 MCDPH will provide Town of Paradise Valley with notice as soon as possible when an event
triggers the activities under this Agreement. The Town of Paradise Valley contact for MCDPH
is:
Robert Lee
Director of Civil Preparedness
Town of Paradise Valley
6401 E. Lincoln Dr.
Paradise Valley, AZ 85253
480-348-3631 (office)
602-405-4048 (cell)
rlee@paradisevalleyaz.gov
480-95 1-37 15 (fax)
The MCDPI I contact will promptly advise the Town of Paradise Valley of MCDPH's intent to
deliver SNS assets to that location. MCDPII may also contact the delivery site directly if need be.
The Town of Paradise Valley contact will be responsible for coordinating MCDPH's access to the
delivery site, for offloading the SNS assets, and for security and appropriate storage of the SNS
assets once delivered. The Parties agree to exchange whatever information is necessary to
facilitate planning and coordination in preparation for delivery of SNS assets to Town of Paradise
Valley.
1.3. MCDPH will deliver sufficient SNS assets to Town of Paradise Valley to serve an estimated
targeted population of 400 Authorized Recipients provided appropriate and secure storage
facilities for materials or antibiotics are available. Depending upon the supply, MCDPH may
provide more medical countermeasures, if requested and needed. If SNS assets received by
MCDPH are limited and MCDPH is unable to supply the entire amount required for Town of
Paradise Valley, MCDPH will determine an allocation for Town of Paradise Valley based on an
analysis of the current situation. Personnel, supplies, and equipment needed to dispense to the
service population, such as copy machines and paper, furniture such as tables and chairs, and
other items, will be supplied by Town of Paradise Valley.
1.4. Town of Paradise Valley agrees to dispense SNS assets using Town of Paradise Valley personnel
or volunteers who have the appropriate licensure, training, and/or certification to dispense SNS
assets, to dispense SNS assets only to the Authorized Recipients as specified under OPR
guidelines, to distribute product information sheets provided by OPR, to return to OPR any
excess SNS assets inventory, to provide OPR approved documentation of all dispensing, and to
reconcile SNS assets received with those dispensed and those returned to OPR. Town of Paradise
Valley agrees not to charge for SNS assets or for any of the services provided as part of the
administration or dispensing of SNS assets unless agreed upon separately in writing.
1.5. As a condition of this Agreement and prior to the distribution of any SNS assets to Town of
Paradise Valley, Town of Paradise Valley agrees to arrange sufficient time for the personnel who
would be involved in SNS asset distribution at Town of Paradise Valley to participate in an OPR-
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provided training on the procedures for dispensing of SNS assets. The minimum number of
people to attend the training for Town of Paradise Valley will be mutually agreed upon.
1.6 During transfer of custody of SNS assets to Town of Paradise Valley at 6401 E. Lincoln Dr.,
Paradise Valley, AZ 85253, Town of Paradise Valley will be responsible for offloading and
moving the assets to the storage area Town of Paradise Valley plans to utilize, and for sufficient
security to maintain order and safeguard persons against bodily injury. The Maricopa County
Sheriffs Office is the lead agency for security during transport and delivery of assets to the Town
of Paradise Valley delivery site.
1.7 Town of Paradise Valley agrees to utilize dispensing information, including prophylaxis or
treatment dispensing algorithms, guidelines, and patient information forms, provided by OPR and
to provide OPR with a completed patient information form within 48 hours for each person to
whom SNS assets were dispensed. Town of Paradise Valley agrees to have trained employees
(Section 1,5) oversee the dispensing of SNS assets to the Authorized Recipients.
2. Indemnification. To the fullest extent permitted by law, MCDPH shall defend, indemnify, and hold
harmless Town of Paradise Valley, its agents, officers, officials, and employees from and against all
claims, damages, losses, and expenses (including but not limited to attorney's fees and court costs) arising
from the acts, errors, mistakes, omissions, work or service of MCDPH, its agents, employees, or
volunteers or any tier of its contractors in the performance of this Agreement. The amount and type of
insurance coverage requirements of the Agreement will in no way be construed as limiting the scope of
indemnification in this Paragraph. The terms of this section survive the termination, expiration, non-
renewal, or rescission of this Agreement.
To the fullest extent permitted by law, Town of Paradise Valley shall defend, indemnify and hold
harmless MCDPH, its agents, officers and employees from and against all claims, damages, losses and
expenses (including but not limited to attorney's fees and court costs) arising from the acts, errors,
mistakes, omissions, work or service of Town of Paradise Valley, its agents, employees, or volunteers or
any tier of its contractors in the performance of this Agreement. The amount and type of insurance
coverage requirements of the Agreement will in no way be construed as limiting the scope of the
indemnification in this Paragraph. The terms of this section survive the termination, expiration
nonrenewal, or rescission of this Agreement.
3. Insurance. MCDPH shall maintain a self-insurance program under the Revised Restated Declaration of
Trust for Maricopa County, Arizona Self-Insured Risk Trust Fund during the term of this Agreement. At
the signing of this Agreement, MCDPH shall furnish Town of Paradise Valley with certificates of self-
insurance evidencing the coverages and limits listed below at the following address:
Robert Lee
Director of Civil Preparedness
Town of Paradise Valley
6401 E. Lincoln Dr.
Paradise Valley, AZ 85253
480-348-3631 (office)
602-405-4048 (cell)
riee{4aradisevalleyaz.gov
480-951-3715 (fax)
MCDPH's insurance must be primary, and any insurance or self-insurance maintained by Town of
Paradise Valley shall not contribute to it. If any part of this Agreement is contracted, these insurance
requirements also apply to all contractors.
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Insurance coverage required under this Agreement is as set forth below (or the equivalent coverage with
respect to Maricopa County or any other self-insured entity):
Maricopa County:
3.1. Commercial General Liability insurance with a limit of not less than $2,000,000 per occurrence
for bodily injury, property damage, personal injury, products and completed operations, and
blanket contractual coverage, including but not limited to, the liability assumed under the
indemnification provisions of this Agreement;
3.2. Automobile Liability insurance with a combined single limit for bodily injury and property
damage of not less than $2,000,000 each occurrence with respect to MCDPH's owned, hired, and
non-owned vehicles;
3.3. Workers' Compensation insurance with limits statutorily required by any Federal or state law
and Employer's Liability insurance of not less than $2,000,000 for each accident, $2,000,000
disease for each employee, and $2,000,000 disease policy limit; and
3.4. Professional Liability insurance covering acts, errors, mistakes, and omissions arising out of the
work or services performed by MCDPH, or any person employed by MCDPH, with a limit of not
less than $2,000,000 each claim.
Receiving Agency:
Town of Paradise Valley shall maintain during the term of this Agreement insurance policies described
below issued by companies licensed in the State of Arizona with a current AM Best, Inc. rating of A- VII
or better. In the alternative, Town of Paradise Valley may submit required coverage under a self-insured
program. At the signing of this Agreement, Town of Paradise Valley shall furnish MCDPH with
Certificates of Insurance or Self-Insurance evidencing the required coverages, conditions and limits
required by this Agreement.
3.5. Commercial General Liability insurance with a limit of not less than $2,000,000 per occurrence
for bodily injury, property damage, personal injury, products and completed operations, and
blanket contractual coverage, including but not limited to, the liability assumed under the
indemnification provisions of this Agreement;
3.6. Automobile Liability insurance with a combined single limit for bodily injury and property
damage of not less than $2,000,000 each occurrence with respect to Town of Paradise Valley's
owned, hired, and non-owned vehicles;
3.7. Workers' Compensation insurance with limits statutorily required by any Federal or state law
and Employer's Liability insurance of not less than $2,000,000 for each accident, $2,000,000
disease for each employee, and $2,000,000 disease policy limit; and
3.8. Professional Liability insurance covering acts, errors, mistakes, and omissions arising out of the
work or services performed by Town of Paradise Valley, or any person employed by Town of
Paradise Valley, with a limit of not less than $2,000,000 each claim.
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In the event any insurance policies required by this Agreement are written on a "claims made" basis,
coverage shall extend for two years past expiration of the Agreement and must be evidenced by annual
Certificates of Insurance upon request from IVICDPH.
4. Verification Regarding Compliance with Arizona Revised Statutes §§35-391.06 and 35-393.06
Business Relations with Sudan and Iran:
4.1 By entering into the Agreement, Town of Paradise Valley certifies it does not have scrutinized
business operations in Sudan or Iran. Town of Paradise Valley shall obtain statements from its
subcontractors performing work under this Agreement, if any, certifying compliance with the
foregoing and shall furnish the statements to the Procurement Officer upon request. These
warranties shall remain in effect through the term of the Agreement.
4.2 Maricopa County may request verification of compliance for Town of Paradise Valley or
subcontractor perfoiming work under the Agreement. Should Maricopa County suspect or find that
Town of Paradise Valley or any of its subcontractors performing work under the Agreement are not
in compliance, Maricopa County may pursue any and all remedies allowed by law, including, but
not limited to: suspension of partnership and termination of the Agreement. All reasonable costs
necessary to verify compliance are the responsibility of Maricopa County.
5. E-verification of employees:
Town of Paradise Valley warrants that it is in compliance with A.R.S. § 41-4401 and further
acknowledges:
5.1 That Town of Paradise Valley and its subcontractors, if any, performing work under this
Agreement warrant their compliance with all federal immigration laws and regulations that relate
to their employees and their compliance with A.R.S. § 23-214, subsection A;
5.2 That a breach of a warranty under subsection 5.1 above, shall be deemed a material breach of this
Agreement that is subject to penalties up to and including termination of the Agreement;
5.3 That MCDPH retains the legal right to inspect the papers of Town of Paradise Valley or
subcontractor employee who performs work under this Agreement to ensure that Town of
Paradise Valley or subcontractor performing work under this Agreement is complying with the
warranty provided under subsection 5.1 above and that Town of Paradise Valley agrees to make
all papers and employment records of said employee(s) available during normal working hours in
order to facilitate such an inspection.
6. Nothing herein shall make Town of Paradise Valley or any subcontractor an agent or employee of
MCDPH.
7. Termination. Either party may terminate this Agreement at any time by giving 90 days written notice to
the other party, but in no case after the declaration of a Public Health Emergency, until it has been
determined and declared to be ended.
8. Cancellation. This Agreement is subject to cancellation pursuant to the terms of A.R.S. §38-511.
9. Notices. Any notices hereunder shall be written notices, personally delivered to the other party, except
that in the event of a Public Health Emergency, notice may be given by any means, to be followed by
written, personally delivered notice, as soon as is reasonably practicable. Such personally delivered
notice shall be at the following addresses:
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For MCDPH/OPR:
Program Manager
Maricopa County Department of Public Health
Office of Preparedness and Response
4041 N. Central Avenue, Suite 600
Phoenix, AZ 85012
Tel: 602 506-2650
Cell: 602 723-6966
For Town of Paradise Valley:
Robert Lee
Director of Civil Preparedness
Town of Paradise Valley
6401 E. Lincoln Dr.
Paradise Valley, AZ 85253
480-348-3631 (office)
602-405-4048 (cell)
rlee@paradisevalieyaz.vov
480-951-3715 (fax)
10. Use of Name. MCDPI I/0PR shall not use the names or trademarks of Town of Paradise Valley or of any
of Town of Paradise Valley's affiliated entities in any advertising, publicity, endorsement, or promotion
unless Town of Paradise Valley has provided prior written consent for the particular use contemplated.
All requests for approval pursuant to this Section must be submitted to the Town of Paradise Valley at
least 5 business days prior to the date on which a response is needed. The terms of this Section survive the
termination, expiration, non-renewal, or rescission of this Agreement.
11. Amendments. This Agreement may not be amended or modified except in writing signed by both parties
and identified as an amendment to this Agreement.
12. Binding Effect. This Agreement shall be binding upon and inure to the benefit of the parties, their
successors and assigns.
13. Waiver. The failure of either party to complain of any default by the other party or to enforce any of such
party's rights, no matter how tong such failure may continue, will not constitute a waiver of the party's
rights under this Agreement. The waiver by either party of any breach of any provision of this Agreement
shall not be construed as a waiver of any subsequent breach of the same or any other provision. No part of
this Agreement may be waived except by the further written agreement of the parties.
14. Entire Agreement. This Agreement together with the Attachments hereto constitutes the entire
agreement between the parties with respect to its subject matter and supersedes all past and
contemporaneous agreements, promises, and understandings, whether oral or written, between the parties.
15. Assignment. This Agreement may not be assigned by either party without the prior written consent of the
other party. Any purported assignment in violation of this clause is void. Such written consent, if given,
shall not in any manner relieve the assignor from liability for the performance of this Agreement by its
assignees.
16. Severability. In the event any provision of this Agreement is held to be invalid or unenforceable, the
remainder of this Agreement shall remain in full force and effect as if the invalid or unenforceable
provision has never been a part of the Agreement.
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17. Independent Contractor Status. It is mutually understood and agreed that the relationship between the
parties is that of independent contractors. Neither party is the agent, employee, or servant of the other.
Except as specifically set forth herein, neither party shall have nor exercise any control or direction over
the methods by which the other party performs work or obligations under this Agreement. Further,
nothing in this Agreement is intended to create any partnership, joint venture, lease or equity relationship,
expressly or by implication, between the parties.
18. Counterparts. This Agreement may be executed in any number of counterparts which, when taken
together, will constitute one original, and photocopy, facsimile, electronic or other copies shall have the
same effect for all purposes as an ink-signed original.
19. Representation on Authority of Parties/Signatories. Any individual executing this Agreement on
behalf of a Party represents and warrants to the other Party that they are duly authorized to execute this
Agreement on behalf of such Party, and that upon their signature this Agreement shall be binding upon
the Parties.
TOWN OF PARADISE VALLEY:
MARICOPA COUNTY
DEPARTMENT OF PUBLIC HEALTH
MARICOPA COUNTY BOARD OF SUPERVISORS
By: By:
Title: Chairman of the Board Title: 1+0).0,Lso
Date: Date: j..1 )3/ Zo >
ATTEST:
By: c
Clerk of the Board
Date:
APPROVED AS TO FORM: APPROVED AS TO FORM:
By: By:
Attorney for Maricopa County
Date: Date:
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