MARICOPA COUNTY CAP FUNDS CONTRACT SIGNED LN 10.29.21.PDF

CONTRACT
BETWEEN
MARICOPA COUNTY
ADMINISTERED BY ITS
PUBLIC HEALTH DEPARTMENT
AND

ARIZONA ALLIANCE FOR COMMUNITY HEALTH CENTERS

Contract No.:_220160

Contract Not-To Exceed:_$25,000,000

Contract Start Date: November 1, 2021
Contract Termination Date: December 31, 2024

CFDA:_21.027
DUNS No. 602062515
1.0 PARTIES

1.1. This Contract is a financial Agreement (“Agreement”) between the Arizona Alliance
for Community Health Centers, a non-profit corporation (“Contractor”) and
Maricopa County administered by its Public Health Department, (“County”) to
administer a grant assistance program that will support Maricopa County-based
federally qualified healthcare centers (“FQHCs”) and address their need to provide
expanded services as a result of the COVID-19 Pandemic.

1.2. The Contractor and the County are collectively referred to as the “Parties” and
individually as a “Party.”

1.3. Maricopa County is authorized to enter into this Agreement under A.R.S. §§ 11-
201 and 11-254.04.

1.4 The Parties shall provide and perform as set forth in this Agreement. All rights and
obligations of the Parties shall be governed by the terms of this Agreement, its
exhibits, attachments, and appendices, including any Subcontracts, Amendments,
or Change Orders as set forth in this Agreement.

2.0 PURPOSE

The purpose of the Agreement is to administer a grant assistance program that will support

Maricopa County-based FQHCs and address their need to provide expanded services as

a result of the COVID-19 Pandemic. The Contractor shall provide the services identified

in Attachment A: Program Scope and Requirements.

3.0 CONTRACTOR RESPONSIBILITIES

3.1

3.2

The Contractor shall accept applications, review applications, administer grants to
qualified agencies, and distribute up to $24,212,480 on behalf of the County to
partner agencies serving Maricopa County residents. The funding shall be used to
fund facility construction, purchase, or refurbishment or capital equipment needed
in order to provide additional or enhanced services.

The Contractor shall receive and review grant application submittals using
approved criteria. Applications shall be reviewed competitively by a selection

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3.3

3.4

3.5

3.6

3.7

3.8

committee approved by the County following the end of the application period (to
be determined by the Contractor).

Upon review of applications and on a schedule as agreed upon by both parties
Contractor shall provide the County for final review and acceptance a list of
applicants and recommended grant recipients with the potential award amount and
primary purpose of award.

Distribute funds to qualified and approved grant applicants in a net 10 business
days following final approval from the County.

Collection and retention of all required documents from grantees; assessment of
reports for deficiencies and contact agencies to have these deficiencies remedied.
All records received by Contractor for the Program will be provided to County, at
no cost, no later than October 31, 2024.

Any funds not disbursed by Contractor by September 30, 2024, unless revised
through an administrative change order, shall be returned to County not later than
October 31, 2024. Similarly, if any grantee fails to cash a check or otherwise
returns funds to Contractor, such funds shall be returned to Contractor not later
than September 30, 2024. Contractor will then return funds to County by October
31, 2024

Expenditure and Performance Reporting shall be submitted as follows:

3.7.1 Quarterly Expenditure and Performance Reports indicating use of funds by
category, performance metric data, and additional reports as identified in
Appendix A.

3.7.2 Quarterly Expenditure and Performance Reports will cover periods from
(Q1) July 1 to September 30, (Q2) October 1 through December 31, (Q3)
January 1 through March 31, and (Q4) April 1 through June 30.

3.7.3 Quarterly reports will be due no later than 30 days after the last day of the
quarter.

3.7.4 Annual Expenditure and Performance Reports will summarize use of funds
and performance metric data for that year.

3.7.5 Annual Expenditure and Performance Reports will be due no later than July
30 of each year. The first Annual report will be due July 30, 2022.

3.7.6 A preliminary report to County not later than October 31, 2024 reflecting all
required data, including but not limited to: applicants and recipients,
amounts awarded, primary purpose of award, and performance metric
data.

Access for County and its auditors for not less than six (6) calendar years from the
date of the report to all records and materials retained by Contractor relating to the
Program, with such access to be granted during normal business hours on
reasonable notice of not less than forty-eight hours.

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3.9 Accept the provision for change to scope and\or requirements to meet
requirements of any updated guidance from US Department of Treasury, Inspector
General, or other required oversight associated with the American Rescue Plan
Act funds.

4.0 COUNTY RESPONSIBILITIES
4.1. The County shall be responsible for the following:
4.1.1 Approve program qualifications and criteria.

4.1.2 The Public Health Department Director or their designee shall provide final
approval of all recommended grant recipients following Contractor's review
of application submissions for compliance with Program criteria and
completeness.

4.1.3 Provide timely payment of Contractor's fee for services rendered

4.1.4 Cooperate with Contractor's requests for review of any applicant's factual
assertions, location statistics, and similar items, to allow Contractor to
maintain required timelines as set forth in this Agreement.

5.0 TERM

The Agreement shall be effective on the start date listed on page 1 of the Agreement
and will expire on December 31, 2024.

6.0 AGREEMENT RENEWAL

The Agreement may be renewed by a written amendment two (2) times for a period of six
(6) months each, provided however, that Contractor is in full compliance with all terms and
conditions of this Agreement.

7.0 ADMINISTRATIVE CHANGE ORDERS

7.1 Administrative Change Orders — The Chairman of the Board of Supervisors is
authorized upon the recommendation of the Public Health Department Director
and Legal Counsel to make changes within the general scope of the Agreement
on behalf of the County through Administrative Change Orders. Administrative
Change Orders shall be approved and fully executed by the Chairman of the Board
of Supervisors and the Contractor's authorized Representative. Administrative
Change Orders may address any of the following areas:

7.1.1 Modifications to the project timeline if the last day of the project timeline is
within the Agreement term;

7.1.2 Modifications to Budget line items if the Agreement Amount remains
unchanged;

7.1.3 Modifications required by federal, state, or County regulations, ordinances,
or policies; and

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7.2

7.1.4 Modifications to Administrative requirements such as changes in reporting
periods, frequency of reports, or report formats required by Department of
Treasury or local regulations, policies, or requirements.

It is the responsibility of the Contractor to ensure the latest documents are
consulted and followed.

8.0 AMENDMENTS

All Amendments to this Agreement shall be in writing and signed by authorized signers for
both Parties.

9.0 TERMINATION

9.1

9.2

9.3

9.4

9.5
9.6

The Parties may mutually terminate or cancel this Agreement after providing the
appropriate notice, as defined in the following subsections. In the event of a
termination, all grant funds not awarded or administrative fees not eamed shall
immediately be returned to the County,

Generally, termination shall become effective after at least thirty (30) calendar days
prior written notice delivered by personal delivery or registered or certified mail,
postage prepaid and return receipt requested, to the persons at the addresses set
forth in the Notice section of this Agreement (“General Termination Notice”).

Separately, the County has the right to terminate the Agreement upon twenty-four
(24) hour notice when the County determines that the health or welfare of County
employees or Service Recipients are endangered or the Contractors non-
compliance jeopardizes funding source financial participation. Notice under this term
shall occur in the same manner as required under Termination Notice, at Section
9.2, above.

Further, under A.R.S. § 38-511, the County may cancel this Agreement at any time
without penalty or further obligation within three years after execution of this
Agreement if any person significantly involved in initiating, negotiating, securing,
drafting or creating this Agreement on behalf of that Party is, at any time while this
Agreement or any extension of the Agreement is in effect, an employee or agent of
any other party to the Agreement in any capacity or consultant to any other party of
the Agreement with respect to the subject matter of the Agreement. Cancellation
under A.R.S. § 35-511 is effective when written notice from the County is received
by the Contractor, unless the notice specifies a later time (“Conflict Cancellation
Notice”). Notice under this term shall occur in the same manner as required under
Termination Notice at Section 9.2. Additionally, under 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 this Agreement arising as the result of this
Agreement.

See also Section 11.0 (Availability of Funds) for additional termination provisions.

If not terminated or cancelled under one of the above terms, then this Agreement
shall terminate upon the expiration of the Term of this Agreement.

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10.0 FUNDING, INVOICING, AND PAYMENT

10.1

10.2

10.3

10.4

10.5

10.6
10.7
10.8

The funding of this Agreement is through the American Rescue Plan Act,
Coronavirus State and Local Fiscal Recovery Funds under the CFDA number of
21.027.

Upon execution of this Agreement, the County shall wire transfer the
Contractor $24,212,480 for the activities as stated in Section 3.0.

The Contractor shall maintain a separate fund account on Contractor's books
and records for Program records under which will be recorded receipts from
County restricted to the Program and out of which program expenditures
will be recorded, all in a manner to provide County with a record of the
transactions of the Program.

The County shall pay the Contractor an amount not to exceed $787,520 for the
administration activities as described in Section 3.0.

The Contractor shall submit to the County an invoice for services based on the
following scheduling:

10.5.1 $300,000 upon execution of this contract;
10.5.2 $250,000 on January 1, 2023; and
10.5.3 $237,520 on January 1, 2024

The Contractor shall submit invoices to Jeanene.Fowler@Maricopa.gov

The County shall pay the Contractor for services on a Net 0 payment standard.

Funds not disbursed, under Section 3.1, including interest income earned (if any) at
the end of the Program will revert to County no later than October 31, 2024.

11.0 AVAILABILITY OF FUNDS

11.1

11.2

The provisions of this Agreement relating to the payment for services shall become
effective when funds assigned for compensating the Contractor, as provided herein,
are actually available to the County for disbursement. Notwithstanding any other
provision in this Agreement, every payment obligation of the Parties under this
Agreement is conditioned upon the availability of funds appropriated and allocated
for the payment of such obligation. If funds are not appropriated, allocated and
available or if the appropriation is changed by the appropriating body resulting in
funds no longer being available for the continuance of this Agreement, this
Agreement may be terminated by the affected Party or any other affected agency
of the County or state at the end of the period for which funds are available. No
liability shall accrue to the affected Party or any other affected agency of the County
or state in the event this provision is exercised, and neither the affected Party nor
any other affected agency of the County or state shall be obligated or liable for any
future payments or for any damages due to termination under this paragraph.

The County shall be the sole authority in determining the availability of funds under

this Agreement and the County shall keep the Contractor fully informed as to the
availability of funds.

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12.0

13.0

14.0

15.0

11.3 If any action is taken by any state agency, federal department or any other agency
or instrumentality to suspend, decrease, or terminate its fiscal obligation under, or
in connection with this agreement, then the County may amend, suspend, decrease
or terminate its obligations under or in connection with this Agreement. In the event
of termination, the County shall be liable for payment only for services rendered
prior to the effective date of the termination, provided that such services performed
are in accordance with the provisions of this Agreement. The County shall give
written notice of the effective date of any suspension, amendment, or termination
under this section at least ten (10) calendar days in advance.

RIGHTS IN DATA

The Parties shall have the use of all project data and reports resulting from this Agreement
without cost or other restriction, except as otherwise provided by law or applicable
regulation. Each Party shall supply to the other Party, upon request, any available
information that is relevant to this Agreement and to the performance hereunder.

AGREEMENT COMPLIANCE MONITORING

The County shall monitor the Contractor's compliance with, and performance under, the
terms and conditions of this Agreement. On-site visits for compliance monitoring may be
made by the County and/or its grantor agencies at any time during the Contractor's normal
business hours, announced or unannounced. During an on-site visit, the Contractor shall
make all of its records and accounts related to work performed and services provided under
this Agreement available to the County for inspection and copying.

AUDIT REQUIREMENTS

14.1 In accordance with A.R.S. § 11-624, the Contractor shall, at its own expense, file
with the County, either:

14.1.1 Audited financial statements prepared in accordance with federal single audit
requirements; or,

14.1.2 Financial statements prepared in accordance with generally accepted
accounting principles audited by an independent certified public accountant.

NOTICES

For Maricopa County:

Jeanene Fowler, Operations
Administrator

Department of Public Health
Jeanene.Fowler@maricopa.gov
(602) 506-4926

4041 N Central Avenue, 12" Floor,
Phoenix, AZ 85012

Arizona Alliance for Community Health Centers

For Arizona Alliance for Healthcare
Centers:

Lisa Nieri, Interim President & CEO
LisaN@AACHC.org

(602) 288-7557

700 E. Jefferson St., Suite 100,
Phoenix, AZ 85034

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16.0 EMPLOYMENT DISCLAIMER

17.0

18.0

16.1

16.2

This Agreement is not intended to constitute, create, give rise to, or otherwise
recognize a joint venture agreement, partnership, or other formal business
association or organization of any kind between the Parties, and the rights and
obligations of the Parties shall be only those expressly set forth in this Agreement.

Each Party agrees that no individual performing under this Agreement on behalf
of the Party may be considered an agent, employee, or representative of the other
Party, and that no rights reserved for a Party shall accrue to or apply to any such
individual operating on behalf of the other Party. Each Party shall have total
responsibility for all salaries, wages, bonuses, retirement, withholdings, workers’
compensation, occupational disease compensation, | unemployment
compensation, other employee benefits, and all taxes and premiums appurtenant
thereto concerning each Party’s own agents, employees, or representatives.

SAFEGUARDING OF PARTICIPANT INFORMATION

17.1

17.2

17.3

The Contractor shall observe and abide by all applicable State of Arizona and federal
statues, rules and regulations regarding the use or disclosure of information
including, but not limited to, information conceming applicants for and recipients of
contracted services. To the extent permitted by law, the Contractor shall release
information to the County, and to the Attorney's General's Office as required by the
terms of this Agreement, by law or upon their request.

The Contractor shall comply with the requirements of the Arizona Address
Confidentiality Program, A.R.S. § 41-161 et. seq. The County will advise the
Contractor as to applicable policies and procedures adopted for such compliance.

The use or disclosure by any Party of any information concerning an applicant for,
or recipient of, services under this Agreement is directly limited to the conduct of this
Agreement. The Contractor and its agents shall safeguard the confidentiality of this
information, just as the Contractor would safeguard its own confidential information.
The Contractor shall include a clause to this effect in all subcontracts related to this
Agreement.

INDEMNIFICATION

18.1

18.2

To the extent permitted by law, each Party (as “Indemnitor”) agrees to indemnify,
defend, and hold harmless the other Party (as “Indemnitee”) from and against any
and all claims, losses, liability, costs, or expenses (including reasonable attorney
and expert fees) (“Claims”) arising out of bodily injury (including death) of any
person 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 and any and all of its
agents, representatives, officials, officers, directors, employees, volunteers,
departments, agencies, boards, and commissions.

Additionally, the Contractor shall indemnify, defend, and hold harmless the County
and its agents, representatives, officials, officers, directors, employees, volunteers,
departments, agencies, boards, and commissions from and against all Claims
either arising from or related to breach of this Agreement by the Contractor and
any and all of its agents, representatives, officials, officers, directors, employees,
volunteers, departments, agencies, boards, and commissions.

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19.0 INSURANCE

19.1

19.2

19.3

19.4

19.5

19.6

19.7

19.8

19.9

The Contractor shall and shall cause any of its subcontractors to purchase and
maintain the minimum insurance stipulated in this Agreement 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 that is or companies that are
authorized to do business in the State of Arizona, provided that such insurance
company is or companies meet the approval of the County. The form of any
insurance policies and forms must be acceptable to the County.

All insurance required under this Agreement shall be maintained in full force and
effect until all work or service required to be performed under the terms of this
Agreement is satisfactorily completed and formally accepted. Failure to do so may,
at the sole discretion of the County, constitute a material breach of this Agreement.

The Contractor’s insurance shall be primary insurance as respects the County, and
any insurance or self-insurance maintained by the 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 coverage afforded
under the insurance policies to protect the County.

The insurance policies may provide coverage that contains deductibles or seif-
insured retentions. Such deductible or self-insured retentions shall not be
applicable with respect to the coverage provided to the County under those
policies. The Contractor shall be solely responsible for the deductible and/or self-
insured retention and the County, at its option, may require the Contractor to
secure payment of such deductibles or self-insured retentions by a surety bond or
an irrevocable and unconditional letter of credit.

The County reserves the right to request and to receive, within ten (10) working
days, certified copies of any or all of the insurance certificates required under this
Agreement. The County shall not be obligated to review policies or endorsements
or to advise the Contractor of any deficiencies in such policies and endorsements,
and such receipt shall not relieve the Contractor from, or be deemed a waiver of,
the County's right to insist on strict fulfillment of the Contractor's obligations under
this Agreement.

The insurance policies required by this Agreement, except Workers’
Compensation, shall name the County and its agents, representatives, officers,
Officials, directors, employees, volunteers, departments, agencies, boards,
committees, and commissions as Additional Insureds.

The policies required under this Agreement, except Workers’ Compensation, shall
contain a waiver of transfer of rights of recovery (subrogation) against the County,
its agents, representatives, officers, officials, directors, employees, volunteers,
departments, agencies, boards, committees, and commissions for any claims
arising out of the Contractor's work or service.

The Contractor's policies shall stipulate that the insurance afforded the Contractor
shall be primary insurance and that any insurance carried by the County and its
agents, representatives, officers, officials, directors, employees, volunteers,

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19.10

19.11

19.12

19.13

19.14

19.15

19.16

19.17

19.18

departments, agencies, boards, committees, and commissions shall be excess
and not contributory insurance, as provided by state (see A.R.S. § 41-621).

Coverage provided by the Contractor shall not be limited to the liability assumed
under the indemnification provisions of this Agreement.

Commercial General Liability: Commercial General Liability insurance and, if
necessary, Commercial Umbrella insurance with a limit of not less than $1,000,000
for each occurrence, and $2,000,000 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 that would serve to limit third party
action over claims. There shall be no endorsements or modifications of the CGL
limiting the scope of coverage for liability arising from explosion, collapse, or
underground property damage.

Workers’ Compensation: Workers’ Compensation insurance to cover obligations
imposed by federal and state statutes having jurisdiction of the Contractor's
employees engaged in the performance of the work or services under this
Agreement; 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.

The Contractor waives all rights against the County and its agents,
representatives, officers, officials, directors, employees, volunteers, departments,
agencies, boards, committees, and commissions 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 the Contractor
pursuant to this Agreement.

Coverage for this type of claim, or allegation, is excluded from standard general
liability policies. Therefore, sub (contractors) whose services include working with
or caring for (or both) children, elderly persons, and disabled persons should have
those policies specifically endorsed to include this coverage.

Commercial General Liability - Occurrence Form: Policy shall include bodily
injury, property damage, and broad form contractual liability coverage.

Minimum Limits:

General Aggregate $2,000,000
Each Occurrence Limit $1,000,000
Sexual Abuse/Molestation $1,000,000

Certificates of Insurance: Upon Agreement execution, the Contractor shall
furnish the County with valid and complete certificates of insurance or formal
endorsements as required by the Agreement, issued by the Contractor's insurer(s),
as evidence that policies providing the required coverage, conditions and limits
required by this Agreement are in full force and effect. Such certificates shall
identify this Agreement number and title.

Prior to commencing work or services under this Agreement, the Contractor shall
have insurance in effect as required by the Agreement in the form provided by the
County, issued by the Contractor's insurer(s), as evidence that policies providing

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20.0

21.0

22.0

the required coverage, conditions and limits required by this Agreement are in full
force and effect. Such certificates shall be made available to the County upon ten
(10) business days. BY SIGNING THE AGREEMENT PAGE, THE CONTRACTOR
AGREES TO THIS REQUIREMENT AND FAILURE TO MEET THIS
REQUIREMENT WILL RESULT IN CANCELLATION OF AGREEMENT.

19.19 In the event any insurance policy(ies) required by this Agreement is (are) written
on a “claims made” basis, coverage shall extend for two years past completion and
acceptance of the Contractor's work or services and as evidenced by annual
Certificates of Insurance.

19.20 If a policy does expire during the life of the Agreement, a renewal certificate must
be sent to County fifteen (15) days prior to the expiration date.

19.21 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.

19.22 If the Contractor provides professional or semi-professional personal services
under this agreement for which malpractice or professional liability coverage is
available, such as medical, psychiatric, or legal services, Contractor shall carry
minimum liability coverage of $2,000,000 each occurrence and provide the County
with proof of coverage.

19.23 Subcontractors: The Contractor's certificate(s) shall include all subcontractors as
insureds under its policies or Contractor shall furnish to Maricopa County separate
certificates for each subcontractor. All coverages for subcontractors shall be
subject to the minimum requirements identified above.

19.24 Approval: Any modification or variation from the insurance requirements in any
Agreement must have prior approval from the County whose decision shall be final.
Such action will not require a formal Agreement amendment, but may be made by
administrative action.

COMPLIANCE WITH APPLICABLE LAWS

The Contractor shall comply with all applicable federal, state, and local laws, rules,
regulations, executive orders, and court orders without limitation to those designated in
this Agreement.

DRUG FREE WORKPLACE ACT

The Contractor agrees to comply with the Drug-Free Workplace Act of 1988 (41 U.S.C. §§
701, et seq.), which requires that the Contractor and grantees of federal funds must certify
that they will provide drug-free workplaces that comply with federal law. This certification is
a precondition to receiving a grant or entering into this Agreement.

CLEAN AIR ACT & CLEAN WATER ACT
To the extent applicable, the Contractor shall comply with all applicable standards, orders,
or requirements issued under section 306 of the Clean Air Act (42 U.S.C. 1857(h), section

508 of the Clean Water Act (33 U.S.C. §§1368, et seq.) Executive Order 11738, and
Environmental Protection Agency regulations (40 C.F.R. Part 15).

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23.0 RELIGIOUS ACTIVITIES
The Contractor warrants that none of its costs and none of the costs incurred by any
subcontractor will include any expense for any religious activity.

24.0

25.0

POLITICAL ACTIVITY PROHIBITED

None of the funds, materials, property or services contributed by the County or the
Contractor under this Agreement shall be used for any partisan political activity, or to further
the election or defeat of any candidate for public office.

CERTIFICATION REGARDING DEBARMENT, SUSPENSION INELIGIBILITY AND
VOLUNTARY EXCLUSION

25.1

The undersigned, by signing this Agreement, represents that he or she has the
authority to bind the Contractor to the terms of this Certification. The Contractor
certifies to the best of its knowledge and belief that it and its principals:

25.1.1 Are not presently debarred, suspended, proposed for debarment, declared
ineligible or voluntarily excluded from covered transactions by any federal
department or agency;

25.1.2 Have not within a 3-year period preceding the Agreement Start Date, been
convicted of or had a civil judgment rendered against them for (1) the
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; (2) the violation of any
federal or State antitrust statutes, or (3) the commission of embezzlement,
theft, forgery, bribery, falsification or destruction of records, making false
statements, or receiving stolen property;

25.1.3 Are not presently indicted or otherwise criminally or civilly charged by a
governmental entity (federal, State, or local) with commission of any of the
offenses enumerated in subparagraph 25.1.2 above (2) of this certification;

25.1.4 Have not, within a 3-year period preceding this Agreement, had one or more
public transactions (federal, state, or local) terminated for cause or default;

25.1.5 Shall immediately notify the County if, at any time during the term of this
Agreement, it is debarred, suspended, declared ineligible, or voluntarily
excluded from participation. The County may pursue available remedies in
the event of such occurrence, including immediate termination of this
Agreement; and

25.1.6 Shall not enter into a subcontract or sub-recipient agreement with any person
or organization that is debarred, suspended, declared ineligible, or
voluntarily excluded from participation. The County may pursue available
remedies in the event of such occurrence, including immediate termination
of this Agreement without liability.

25.1.7 The Contractor shall include, without modification, this language of this
Certification, in all agreements with sub-recipients and other
sub(contractors); in all lower tier covered transactions, and in all solicitations
for lower tier covered transactions in accordance with 45 C.F.R. Part 76.

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26.0

27.0

28.0

29.0

25.1.8 If the Contractor is not able to provide this Certification, an explanation as to
why shall be immediately provided to the County, Attention: Assistant
Director Community Development Division, at the address set forth on the
Notice section of this Agreement.

MINIMUM WAGE REQUIREMENTS

The Contractor warrants that it shall pay all its employees who are performing work or
providing services under this Agreement not less than the minimum wage specified under
Section 206(a)(1) of the Fair Labor Standards Act of 1938, as amended (29 U.S.C. §§
201, et seq.) by law, regulation, Executive Order 13658, or as required by Arizona law.

RECOGNITION OF COUNTY SUPPORT

The Contractor shall give recognition to the County and the funding source for its support
when the Contractor publishes materials or releases public information that is paid for in
whole or in part with funds supporting the services under this Agreement.

CONTRACTOR EMPLOYEE WHISTLEBLOWER RIGHTS AND REQUIREMENT TO
INFORM EMPLOYEES OF WHISTLEBLOWER RIGHTS

28.1 The Contractor agrees that this Agreement and employees working on this
Agreement 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;

28.2 The 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 the Contractor
and copies provided to the County upon request; and,

28.3 The Contractor shall insert the substance of this clause, including this paragraph
(3), in all subcontracts over the simplified acquisition threshold ($250,000 as of
June 2021).

EQUAL EMPLOYMENT OPPORTUNITY

The Contractor shall not discriminate against any employee or applicant for employment
because of race, age, disability, color, religion, sex, sexual identity, gender identity, or
national origin. The Contractor shall take affirmative action to ensure that applicants are
employed and that employees are treated during employment without regard to their race,
age, disability, color, religion, sex, sexual identity, gender identity or national origin. Such
action shall include, but is not limited to, the following: employment, upgrading, demotion
or transfer, recruitment or recruitment advertising, lay-off or termination, rates of pay or
other forms of compensation, and selection for training, including apprenticeship. The
Contractor shall, to the extent such provisions apply, comply with Title VI and VII of the
Civil Rights Act of 1964, as amended (42 U.S.C. §§ 2000a, et seq.); the Rehabilitation Act
of 1973, as amended (29 U.S.C. §§ 701, et seq.); the Age Discrimination in Employment
Act of 1967, as amended (29 U.S.C. §§ 621, et seq.); the Americans With Disabilities Act
of 1990 (42 U.S.C. §§ 12101, et seq.); and Executive Orders 11375 amending Executive
Order 11246 and implementing regulations at 41 CFR part 60, as well as, Arizona

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30.0

31.0

32.0

33.0

34.0

Executive Order 2009-09, which mandates that all persons shall have equal access to
employment opportunities.

DISABILITY REQUIREMENTS

The Contractor agrees that any electronic or information technology offered under this
Agreement shall comply with A.R.S. §§41-2532 and 2533 and Section 508 of the
Rehabilitation Act of 1973, which requires that employees and members of the public shall
have access to and use of information technology that is comparable to the access and
use by employees and members of the public who are not individuals with disabilities.

RETENTION OF RECORDS

31.1 This provision applies to all financial and programmatic records, supporting
document, statistical records, and other records of the Contractor that are related
to this Agreement.

31.2 The Parties shall retain all records relevant to this Agreement for six (6) years after
expiration of this Agreement or after resolution of any audit, whichever is longer.
The County, federal, and State of Arizona auditors, and any other persons duly
authorized by the County, shall have full access to and the right to examine, copy,
and make use of any and all of the records.

DISPOSAL OF PROPERTY
Upon termination of this Agreement, any property involved shall revert to the owner.
UNIFORM ADMINISTRATIVE REQUIREMENTS

By entering into this Agreement, the Contractor agrees to comply with all applicable
provisions of Title 2, Subtitle A, Chapter Il, Part 200—UNIFORM ADMINISTRATIVE
REQUIREMENTS, COST PRINCIPLES, AND AUDIT REQUIREMENTS FOR FEDERAL
AWARDS contained in 2 C.F.R. § 200, et seq.

IMMIGRATION LAWS AND REGULATIONS
34.1. Federal Immigration and Nationality Act

34.1.1 The Contractor understands and acknowledges the applicability of the
Immigration Reform and Control Act of 1986 (IRCA). The Contractor
agrees to comply with the IRCA in performing under this Agreement and to
permit the County to inspect personnel records to verify such compliance.

34.1.2 By entering into this Agreement, both Parties warrant compliance with the
Federal Immigration and Nationality Act (FINA) and all other Federal
immigration laws and regulations related to the immigration status of its
employees. The Contactor shall obtain statements from their
subcontractors certifying compliance and shall furnish the statements to
the Deputy Director upon request. These warranties shall remain in effect
through the term of the Agreement. The Contractor and _ their
subcontractors shall also maintain Employment Eligibility Verification forms
(I-9) as required by the U.S. Department of Labor's Immigration and Control
Act for all employees performing work under the Agreement. I-9 forms are
available for download at USCIS.GOV.

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34.2

34.1.3 The County may request verification of compliance for any employee or
subcontractor performing work under the Agreement. Should the County
suspect or find that the Contractor or any of its subcontractors are not in
compliance, then the County may pursue any and all remedies allowed by
law, including, but not limited to: suspension of work, termination of the
Agreement for default, and suspension and/or debarment of the
Contractor. All costs necessary to verify compliance are the responsibility
of the Contractor or its subcontractor.

Arizona Law: The Contractor warrants that it is in compliance with A.R.S. § 41-
4401 (e-verify requirements) and further acknowledges:

34.2.1 That the Contractor and its vendors, if any, warrant their compliance with
all federal immigration laws and regulations that relate to their employees
and their compliance with A.R.S. § 23-214;

34.2.2 That a breach of a warranty under subsection 1 above, shall be deemed a
material breach of this Agreement and the County may immediately
terminate this Agreement without liability;

34.2.3 That the County and any contracting government entity retains the legal
right to inspect the papers and employment records of any Contractor or
vendor's employee who works on this Agreement to ensure that the
Contractor or vendor is complying with the warranty provided under
subsection 34.1 above and that the Contractor agrees to make all papers
and employment records of said employee(s) available during normal
working hours in order to facilitate such an inspection.

35.0 SUSPENSION OF WORK

36.0

The County 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 County 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.

STOP WORK ORDER

36.1

The County 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 calendar 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 calendar days after a
stop work order is delivered to the Contractor, or within any extension of that period
to which the parties shall have agreed, the procurement officer shall either:

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36.1.1 cancel the stop work order; or

36.1.2 terminate the work covered by the order as provided in the Termination
for Default or the Termination for Convenience clause of this contract.

36.1.3. The County may make an equitable adjustment in the delivery schedule
and/or contract price, 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

37 CONTRACTOR EMPLOYEE MANAGEMENT

37.1. Contractor shall endeavor to maintain the personnel throughout the performance
of this contract.

37.2 If Contractor's lead personnel’s employment status changes, Contractor shall
provide County a list of proposed replacements with equivalent or greater
experience.

37.3. Under no circumstances shall the schedule to be impacted by a personnel change
on the part of the Contractor.

37.4 County reserves the right to request the replacement of any Contractor personnel
at any time, for any reason.

38 SEVERABILITY

Any provision of this Agreement that is determined to be invalid, void, or illegal by a court
shall in no way affect, impair or invalidate any other provision hereof, and the remaining
provisions shall remain in full force and effect.

39 GOVERNING LAW

This Agreement is governed by the laws of the state of Arizona. Venue for any actions or
lawsuits involving this Agreement will be in Maricopa County Superior Court or in the
United States District Court for the District of Arizona, sitting in Phoenix, Arizona.

40 WRITTEN CERTIFICATION PURSUANT TO A.R.S. § 35-393.01

If the Contractor engages in for-profit activity and has 10 or more employees, and if this
Agreement has a value of $100,000 or more, then the Contractor certifies it is not currently
engaged in and agrees for the duration of this Agreement not to engage in, a boycott of
goods and services from Israel. This certification does not apply to a boycott prohibited by
50 U.S.C. § 4842 or a regulation issued pursuant to 50 U.S.C. § 4842.

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IN WITNESS, the undersigned warrant they are authorized to execute this Agreement on behalf
of each Party and that this Agreement is therefore binding on the Parties:

APPROVED BY:
ARIZONA ALLIANCE FOR HEALTHCARE

UW)

APPROVED BY:
MARICOPA COUNTY

Lisa Nieri, Interim President & CEO

Jack Sellers, Chairman
Board of Supervisors

(0/24/2062

Date

Arizona Alliance for Community Health Centers

Date

Attested to:

Clerk, Board of Supervisors

Date
APPROVED AS TO FORM

Deputy County Attorney Date

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Attachment A: Program Scope and Requirements
Program Title: Maricopa County Federally Qualified Health Center Assistance Program
Program Overview

Health Centers, commonly referred to as Federally Qualified Health Centers (FQHCs), are safety-
net providers that are governed by a patient majority board. They are generally located in and
must serve underserved and at-risk communities. Funded by the Health Resources and Services
Administration, Health Centers/FQHCs provide care to uninsured individuals, Medicare and/or
Medicaid beneficiaries, people with private insurance, and others. As part of their designation,
Health Centers/FQHCs must provide comprehensive, high-quality, and culturally competent
services — regardless of the patients’ ability to pay.

Within Maricopa County there are nine Health Centers/FQHCs with approximately 55 clinics or
sites, plus several mobile clinics.

While Health Centers/FQHCs typically receive federal funding to supplement services that are
required to be provided on a sliding fee discount schedule, insurance and Medicaid/Medicare
reimbursements, funding for physical plant improvements or capital purchases is not always
available. Service demands on Health Centers/FQHCs grew during the pandemic; some are
unable to provide additional services simply because they lack the physical space to expand
operations or equipment to provide additional services. Providing financial aid to Health
Centers/FQHCs will allow them to better serve communities in need and reduce health disparities
in the community.

The Arizona Association for Community Health Centers (AACHC) is the Primary Care Association
(PCA) for the State of Arizona. All Arizona Health Centers/FQHCs are members of and supported
by the work of the PCA. Given their role in enhancing access to healthcare services for
underserved communities and enhancing Health Center/FQHC quality and performance, they are
uniquely qualified to administer Maricopa County's FQHC Assistance Program.

Program Requirements

AACHC will administer the application process, application review, make funding
recommendations, disburse funds, and track/report progress for the FQHC Assistance Program.

Application Process: AACHC will develop, host, and advertise an application process that allows
Maricopa County-based Health Centers/FQHCs or Look-Alike facilities to submit funding
proposals for: building purchase, construction, renovation, or rehabilitation; and/or capital
equipment purchase, upgrade, or repair/reconditioning. Proposals may not include requests for
operational costs (e.g., staffing, utilities, or other expenses that recur annually) but should
describe how these costs will be funded by other sources. A staff person at a Health Center/FQHC
that is responsible for administering the program and funds will be an allowable cost. This will be
a competitive award process. AACHC will determine the beginning and end dates of the
application period, as well as any and all additional materials required to be submitted by
applicants.

Application Review: AACHC will review all proposals following the end of the application period
using a selection committee to include a representative from Maricopa County Public Health.

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Priority will be given to proposals that expand services in underserved communities and that can
commence quickly. Projects that cannot be completed before December 2024 shall not receive
funding. AACHC will establish additional objective evaluation criteria and rank proposals based
on these criteria.

Funding recommendations: Following the selection committee’s review, AACHC will present to
Maricopa County Public Health a list of projects recommended for funding. The total amount of
funding made available to applicants shall not exceed $24,212,480. For projects not
recommended for funding, AACHC shall offer an explanation. Following Maricopa County Public
Health’s review and approval of funding recommendations, AACHC shall notify all applicants of
their status and disburse funds according to the approved recommendations.

Tracking Progress and Reporting: For each funded project, AACHC will monitor progress and
provide a formal report to Maricopa County Public Health at the end of each quarter. Reports shall
include:

e Narrative of project status including discussion of any delays or obstacles and the effect
these may have on project completion

e Budget update, to include percent of funds spend and encumbered, as well as
forecasted final spending

e Action plan for projects that may be in jeopardy of exceeding available funds or not
meeting project deadlines

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