BPM004228_Solicitation_Requirements.pdf

Part One (1)

REQUEST FOR PROPOSAL NO.

BPM004228

Medical Director and Physician Services for the Arizona State Veterans’ Homes

ARIZONA DEPARTMENT

OF VETERANS’ SERVICES

3839 N. 3rd Street Suite 209

Phoenix, AZ 85012

Notice of Request for Proposal

In accordance with A.R.S. § 41-2534, competitive sealed proposals for the materials and/or services specified, will be received by the State Procurement Office online through the State’s e-Procurement system, APP (Arizona Procurement Portal) https://app.az.gov/page.aspx/en/usr/login?ReturnUrl=%2fpage.aspx%2fen%2fbuy%2fhome at the date and time posted in APP. Proposals received by the correct time and date will be opened and the name of each offeror will be publicly available.

Proposals must be in the actual possession of the State on or prior to the time and date indicated in the Notice.

LATE PROPOSALS WILL NOT BE CONSIDERED

Persons with a disability may request a reasonable accommodation, such as a sign language interpreter, by contacting the appropriate Procurement Agency. Requests should be made as early as possible to allow time to arrange the accommodation. A person requiring special accommodations may contact the solicitation contact person responsible for this procurement as identified above.

OFFERORS ARE STRONGLY ENCOURAGED TO CAREFULLY READ THE ENTIRE

SOLICITATION

https://app.az.gov/page.aspx/en/usr/login?ReturnUrl=%2fpage.aspx%2fen%2fbuy%2fhome

REQUEST FOR PROPOSAL NO.

BPM004228

Medical Director and Physician Services for the Arizona State Veterans’ Homes

Table of Contents

ARIZONA DEPARTMENT OF VETERANS

SERVICES

3839 N. 3rd Street, Suite 209

Scope of Work…………………………….…………….…………………………….3 Special Terms and Conditions…………….…….……….…………………….8 Uniform Terms and Conditions……………………………………………….19

Part One (1) – Solicitation Requirements

REQUEST FOR PROPOSAL No. BPM004228

Medical Director and Physician Services for the Arizona State Veterans’ Homes

SCOPE OF WORK

ARIZONA DEPARTMENT OF VETERANS’

1. Background:

1.1 The Arizona Department of Veterans’ Services (ADVS) currently operates the Arizona State Veterans’ Homes in Phoenix (ASVH-P) and in Tucson (ASVH-T), making available two (2) additional, skilled nursing facilities upon construction completion; one (1) in Flagstaff (ASVH-F) and one (1) in Yuma (ASVH-Yuma).

1.1.1 All Arizona State Veterans’ Homes are; state-owned and operated facilities, built to serve the long-term needs of the veterans and their spouses in Arizona.

1.2 The services provided by all Arizona State Veterans’ Homes must adapt to meet the ever-changing health care needs of the population served. Care provided is based on the most currently accepted knowledge, practices, and technologies implemented through skilled personnel. In all levels of care, interdisciplinary approaches are planned with the resident and/or family to meet his or her needs. Programs are aimed at meeting sub-acute and long- term health care needs and encouraging wellness though preventive and rehabilitative services offered to assist in attaining and maintaining an optimal level of functioning. Person Centered Care is practiced daily.

1.3 ASVH-P is a skilled nursing facility located at 4141 North S. Herrera Way, Phoenix, AZ 85012. The two-hundred (200) bed facility operates seven (7) days a week, twenty-four (24) hours a day. The two-hundred (200) beds are divided into four (4) units; fifty (50) beds in the skilled nursing unit, fifty (50) beds in the Alzheimer's unit, fifty (50) beds in the transitional rehabilitation care unit and fifty (50) Medicare certified beds.

1.4 ASVH-T is a skilled nursing facility located at 555 East Ajo Way, Tucson, AZ 85723. The one-hundred and twenty (120) bed facility; operates seven (7) days a week, twenty-four (24) hours a day. The one-hundred and twenty (120) beds are divided into four (4) buildings; each unit, with thirty (30) long–term care unit beds.

1.5 ASVH-F is a skilled nursing facility located at 2100 N. Gemini Drive, Flagstaff, AZ 86001. The eighty (80) bed facility; will operate seven (7) days a week, twenty-four (24) hours a day. The eighty (80) beds are divided into four (4) buildings; each unit with twenty (20) bed long–term care unit beds.

1.6 ASVH-Y is a skilled nursing facility located at 6051 E. 34th Street, Yuma, AZ 85365. The eighty (80) bed facility; will operate seven (7) days a week, twenty-four (24) hours a day. The eighty (80) beds are divided into four buildings; each with twenty (20) bed long–term care unit beds.

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2. Objective:

2.1. ADVS is seeking a contractor to provide Medical Director and Physician Services for all Veterans/residents at ASVHs.

3. General Requirements:

3.1. The Medical Director will serve as the ASVHs primary Medical Director within the scope of work and shall be responsible for issuing all written, verbal, standing medical orders, adopted, and all other applicable resolutions, orders, procedures, and/or policies adopted by the ASVH.

3.2. The Physicians will serve as primary physician within the scope of work and shall be responsible for all medical visits, written recommendations for admissions for each Veteran/resident, supervise the medical care of each of the Veteran/resident assigned to their caseload.

4. The Medical Director shall:

4.1. Participate in arranging physician coverage for medical emergencies and in maintaining procedures for emergency treatment of the Veterans/residents.

4.2. Maintain the ASVHs the following policies, but not limited to:

4.2.1. Resident Care Policies include:

4.2.1.1. Admissions, transfers, discharges;

4.2.1.2. Infection control;

4.2.1.3. Use of restraints;

4.2.1.4. Physician privileges and practices;

4.2.1.5. Responsibilities of nonphysical health care workers (e.g., nursing, rehabilitation therapies, and dietary services in resident care, emergency care, and resident assessment and care planning).

4.2.1.6. Policies related to accidents and incidents;

4.2.1.7. Ancillary services such as laboratory, radiology, and pharmacy;

4.2.1.8. Use of medications; and

4.2.1.9. Use and release of clinical information.

4.2.2. Chart and review for screening and diagnostic decisions to ensure with medical compliance;

4.2.3. Review and approve all Resident Care Policies or propose modifications if it is necessary to ensure appropriate resident care upon initially and annually thereafter.

4.2.4. Assist in developing and provide approval for all admission policies to ensure they permit adequate screening and selection of prospective admissions, based on medical, functional and psychosocial needs.

4.2.5. Review, certify, and re-certify patient eligibility for ASVHs services, in accordance with ASVHs program policies and Medicare and Medicaid reimbursement guidelines.

Medical Director and Physician Services for

4.2.6. Develop liaisons with attending physicians to assure that effective medical care is provided and that orders are written properly upon the admission of a veteran/resident at the ASVHs.

4.2.7. Act as liaison and representative in communicating expectations to physicians practicing under privilege in the ASVHs.

4.2.8. Take appropriate action if physician fails to perform within the policies and procedures established by the ASVHs Medical Director, and ensure that the interests of the Veterans/residents are being met. These actions may include review of physician’s right to practice and refer to the ASVHs.

4.2.9. Provide an “Alternate” for continuous physician coverage to fulfill the attending physicians functions when absent, for medical emergencies and developing procedures for emergency treatment of veterans/residents. The Medical Director shall name and supply a full resume of qualified physician who they will name as their “Alternate”. The ASVHs reserves the right to approve or reject the proposed alternate physician, approval or rejection shall be provided in writing by ASVHs.

4.2.10. Review and provide report in writing to the ASVHs on annual basis describing the adequacy and appropriateness of the ASVHs Veterans/residents care services, medical equipment, and professional and support staff. The report shall be in accordance to Federal/State regulations governing the operations of nursing homes as the criteria for evaluation.

4.2.11. Be available to meet with the Administrator on a quarterly or as needed basis to discuss on going issues, responsible medical direction and needs of the ASVHs.

4.2.12. Be available to meet with veterans/residents family members to discuss concerns within seventy-two (72) hours of notice from ASVHs.

4.2.13. Be available for consultation with the Administrator, the Director of Nursing, and social workers in evaluating the ASVHs ability to meet the psychosocial, medical, and physical need of the veterans/residents.

4.2.14. Be available for consultation and participate in in-service training programs and consultation in development, and maintenance of the ASVHs medical records system.

4.2.15. Serve as a representative of the ASVHs in resolving physician related medical situations where the interest of the ASVHs are in question.

4.2.16. Appear and attend on behalf of the ASVHs if required, all investigations and judicial proceeding where his/her testimony or assistance may be required or desired. The Medical Director shall cooperate with ASVHs in their investigation and/or review of claims and/or complaints.

4.2.17. Provide up to twenty (20) hours per month of administrative duties.

4.2.18. Seek approval for administrative duties over twenty (20) hours per month from the ASVHs

Medical Director and Physician Services for

Administrator.

4.3. Services performed must conform to the current edition of the Standards for Medical Services in a Long Term Nursing Care Facility.

4.4. Inform the ASVHs in writing and receive approval prior to initiating any significant changes in procedures.

4.5. Understand and agree that services shall be performed on behalf of the ASVHs who shall be responsible for the administration of services provided to the ASVHs. The Medical Director shall permit representative of the ASVHs to review all records and activities performed by the Medical Director.

4.6. Ensure that all employees assigned to work at the ASVHs operated facilities have a T.B. tuberculin screening before commencing work. The Contractor shall provide results to ASVHs within two (2) hours of request.

4.7. Orientation: The Medical Director and staff providing services to ASVHs shall be provided with a detailed orientation packet. The Medical Director and staff shall have completed and documented internal training. The internal training requirements include:

4.7.1. Resident Rights as defined by federal and state regulations specifically related to the nursing home environment. Specific focus shall be made in the areas of the resident’s right of dignity and accommodation, the resident’s right to refuse care and the resident’s right to be free from abuse, neglect and mistreatment. The home will provide complete copies of the Resident Rights documentation to the contractor.

4.7.2. Detailed training on the definitions of abuse, neglect and exploitation of residents as defined by federal and state regulations. Such training will also document requirements for reporting and completing written documentation of all observations of potentially abusive, neglectful or exploitative behavior.

4.7.3. Detailed training with return demonstration on proper body mechanics and appropriate lifting and transferring techniques.

4.7.4. Training and assessment of employees’ ability to communicate verbally an in writing, including the necessary to document appropriately within the resident medical record and complete necessary reports.

4.7.5. Licensed nursing staff will be addressed for skills in the primary functions of the discipline with documented re-training for all identified deficiencies. Assessment will include the area of basic supervision, medication administration/treatments in compliance with infection control and accuracy criteria, assessment of medical change in condition, ability in charting and completion of medical records and communication skills necessary for interacting with staff and other medical professionals, such as physicians.

4.7.6. Training and documentation pertaining to Occupational Safety Health Association (OSHA) requirements for Blood Borne Pathogens.

Medical Director and Physician Services for

4.8. In the performance of the services of Medical Director shall not be responsible for the following:

4.8.1. Treating residents who may be in hospitals or emergency rooms;

4.8.2. Providing medical laboratory services;

4.8.3. Conducting minor surgery; and

4.8.4. Transportation or custody of residents for treatment outside the ASVHs.

5. The Physician Shall:

5.1. Provide written recommendation for admission for each veteran/resident. Written recommendation must be assigned by the Physician. Each veteran/resident must remain under the care of the provider.

5.2. Supervise the medical care of each of the Veteran/resident assigned to their case load.

5.3. Arrange for another physician to supervise the medical care of Veterans/resident when the primary physician is not available.

5.4. First establish and then review the Veterans/resident total program of care, including medications and treatments at each visit.

5.5. Provide written progress notes at each visit of the Veteran/resident. The notes shall be legible, signed and dated.

5.6. Respond timely to communications from ASVHs requiring physician assistance to manage a

Veteran/resident.

5.7. Provide on call coverage seven (7) days per week, twenty-four (24) hours a day.

5.8. Participate in regular communication with ASVHs to ensure establishment of treatment goals and that appropriate timely medical care is provided to Veterans/residents.

5.9. Participate in ASVHs quality improvement activities, as requested, to improve the provision of services in order to improve the health status of the Veterans/residents.

5.10. If the physician designates a physician’s assistant or registered nurse practitioner to provide medical services to Veterans/residents, the attending physician is responsible for the medical services provided.

5.11. Frequency of Medical Visits:

5.11.1. Physician shall see each Veteran/resident within seventy-two (72) hours of admission.

5.11.2. A history and physical shall be completed within ten (10) days of admission to the ASVH.

5.11.3. A physical exam shall be performed on a veteran/member at least once every twelve (12) months from the date of admission.

5.11.4. Physician shall see a veteran/resident at least once every thirty (30) days for the first ninety

Medical Director and Physician Services for

(90) days after admission, and at least once every sixty (60) days thereafter.

5.11.5. At the option of the physician, required visits after the initial visit, may alternate between personal visits by the physician and visits by a physician assistant, nurse practitioner or clinical nurse specialist.

5.11.6. The physician shall not delegate tasks when the regulations specify that the physician must perform the task personally, or when the delegations is prohibited under State law or ASVHs policies and procedures.

5.12. Veteran Administration Service Connected Veterans (VASC):

5.12.1. The physician group fee for the above services provided to VASC Veterans shall be $90.00 per month per Veteran the Physician is providing service for.

6. Licenses and Certifications Requirements:

6.1. The Medical Director/Physicians shall have a medical degree in his respective field and maintain the appropriate license for operations in the State of Arizona. The Medical Director/Physicians shall present licenses and/or certification within four (4) hours of ASVH request. A Medical Director/Physician who has probationary or suspended license may be cause for contract termination.

6.1.1. The Medical Director shall have the following licenses/certificates; knowledge and understanding that include; but not limited to the following:

6.1.1.1. Shall hold a current license in good standing privilege to practice as a Medical

Director with the Arizona State Medical Board.

6.1.1.2. Shall comply with all requirements set by the Arizona Revised Statutes, Title 32, Chapter 13 (A.R.S § 32-1401, et seq.).

6.1.1.3. Shall comply with all requirements set by the Arizona Administrative Code, Title 4, Chapter 16 (A.R.S § R4-16-101, et seq.).

6.1.1.4. Provide a copy of current Medical Degree.

6.1.1.5. Shall have the eligibility to certify and to bill or have billed on his/her behalf for services provide to Medicare and Medicaid beneficiaries.

6.1.1.5.1. Banner Healthcare;

6.1.1.5.2. UnitedHealth Care;

6.1.1.5.3. Mercy Care;

6.1.1.5.4. And any other are applicable in the area where the services are to be provided.

6.2. Shall be familiar with the OSHA regulations.

Medical Director and Physician Services for

7. ASVHs Responsibilities:

7.1. Shall provide a computer for the Medical Director’s/Physicians use. All Information Technology and

A.R.S statues and policies shall apply.

7.2. Provide all internal policies and procedures to the Medical Director upon signature by both parties of the agreement.

7.3. The management of the ASVHs assumes responsibility for:

7.3.1. Obtaining services that meet professional standards and principles that apply to professionals providing services in such a facility; and

7.3.2. Ensuring the timeliness of the services being provided.

8. Deliverables:

The Contractor shall:

8.1. Submit the following written monthly reports, at a minimum, to ADVS:

8.1.1. A full statement of services indicating services rendered, the name of the resident treated.

8.1.2. Provide monthly billing logs within ten (10) business days of the month end.

8.1.3. Submit a monthly stipend detail billing report that must include the total of monthly hours, and duration of each activity.

8.2. The Medical Director or Health Care System shall provide a current and valid Certificate of Insurance (COI) exactly as written in the Special Terms and Conditions within ten (10) days of Contract award. The COI shall be provided on an annual basis through the Term of the Contract. A Purchase Order will not be issued for services to be performed without a valid and current COI on file with ADVS.

9. Documents Incorporated by Reference:

9.1. F841 for Medical Director and F710 for Physician Services:

9.1.1. https://www.cms.gov/Medicare/Provider-Enrollment-and-

Certification/GuidanceforLawsAndRegulations/Downloads/Appendix-PP-State-Operations- Manual.pdf https://www.cms.gov/Medicare/Provider-Enrollment-and-Certification/GuidanceforLawsAndRegulations/Downloads/Appendix-PP-State-Operations-Manual.pdf https://www.cms.gov/Medicare/Provider-Enrollment-and-Certification/GuidanceforLawsAndRegulations/Downloads/Appendix-PP-State-Operations-Manual.pdf https://www.cms.gov/Medicare/Provider-Enrollment-and-Certification/GuidanceforLawsAndRegulations/Downloads/Appendix-PP-State-Operations-Manual.pdf

Medical Director and Physician Services for

SPECIAL TERMS AND CONDITIONS

1. Term of Contract (1 Year):

The term of this agreement shall commence up on the signature date and shall continue for one (1) year.

2. Extension:

The agreement shall allow for additional successive periods of up to twelve (12) months per extension with a maximum aggregate agreement term, including all extensions, not to exceed five (5) years.

3. Contract Type: Firm Fixed Price Term Contract.

4. Award: In order to ensure adequate coverage, multiple awards may be made.

5. Termination:

This agreement may be terminated as follows:

5.1 Mutual Agreement- By mutual agreement of the parties at any time.

5.2 Without Cause - By either party, upon not less than sixty (60) days prior written notice to the other party.

6. Cancellation for Conflict of Interest:

Pursuant to A.R.S. § 38-511, the State may cancel this Agreement within three (3) years after Agreement execution without penalty or further obligation if any person significantly involved in initiating, negotiating, securing, drafting or creating the Agreement on behalf of the State is or becomes at any time while the physician is an extension of the Agreement is in effect an employee of or a consultant to any other party to this Agreement with respect to the subject matter of the Agreement. The cancellation shall be effective when the Agreement or receives written notice of the cancellation unless the notice specifies a later time. If the Agreement or is a political subdivision of the State, it may also cancel this Agreement as provided in A.R.S. § 38-511.

7. Availability of Funds for the Next State Fiscal Year:

Funds may not presently be available for performance under this Agreement beyond the current state fiscal year. No legal liability on the part of the State for any payment may arise under this Agreement beyond the current state fiscal year until funds are made available for performance of this Agreement.

8. Availability of Funds for the Current State Fiscal Year:

Should the State Legislature enter back into session and reduce the appropriations or for any reason and these goods or services are not funded, the State may take any of the following actions:

8.1 Accept a decrease in price offered by the agreement;

8.2 Cancel the Agreement; or

8.3 Cancel the agreement and re-solicit the requirements.

Medical Director and Physician Services for

9. Arbitration:

The parties to this Agreement agree to resolve all disputes arising out of or relating to this agreement through arbitration, after exhausting applicable administrative review, to the extent required by A.R.S. § 12-1518, except as may be required by other applicable statutes (Title 41).

10. Compliance with Applicable

Laws:

The materials and services supplied under this Agreement shall comply with all applicable Federal, state and local laws, and the Agreement or shall maintain all applicable licenses and permit requirements.

11. Americans with Disabilities Act of 1990:

The physician shall comply with the Americans with Disabilities Act of 1990 (Public Law 101-336) and the Arizona

Disability Act of 1992 (A.R.S § 41-1492 et. seq.), which prohibits discrimination of the basis of physical or mental disabilities in delivering agreement services or in the employment, or advancement in employment of qualified individuals.

12. Non-Discrimination:

The Contractor 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.

13. Third Party Antitrust Violations:

The physician assigns to the State any claim for overcharges resulting from antitrust violations to the extent that those violations concern materials or services supplied by third parties to the physician, toward fulfillment of this Agreement.

14. Audit:

Pursuant to ARS § 35-214, at any time during the term of this Agreement and five (5) years thereafter, the physician or any subcontract's books and records shall be subject to audit by the State and, where applicable, the Federal Government, to the extent that the books and records relate to the performance of the physician or Subcontract. Should physician not desire to retain the audit documentation in its entirety for a period of five (5) years from the date of the audit report, they shall be given to the Auditor General for safekeeping.

15. State Property Protection:

The physician shall protect its equipment from damage and shall protect state property from damage or loss in connection with performance of this agreement. The physician shall be liable for any damage, injury or loss caused by its operations or those of its employees.

16. Travel Expenses:

Travel expenses incurred by the Contractor if any, shall be the responsibility of the Contractor and will not be reimbursed by the Department.

17. Confidentiality Records:

Physician shall establish and maintain procedures and controls acceptable to the Department for the purpose of assuring that information or data in its possession is not mishandled, misused, released, disclosed, or used in an inappropriate manner by it, its agents, officers, or employees. This includes information contained it its records obtained from the State or others, necessary for agreement performance. Physician shall take all reasonable steps and precautions to safeguard this information and data and shall not divulge the information or data to parties other than those needed for the performance of duties under the agreement.

Medical Director and Physician Services for

18. Agreement Assignment:

Physician may not assign, transfer or convey any of its rights or obligations under this agreement without the written permission of the Department.

19. Amendments:

Any change in the agreement including the Statement of Work described herein, whether by modification or supplementation, must be accomplished by a formal agreement amendment signed and approved by and between the duly authorized representatives of the physician and the Department. Any such amendment shall specify an effective date, any increase or decreases in the amount of the physician’s compensation if applicable and entitled as an “Amendment,” and signed by the parties identified in the preceding sentence. The physician expressly and explicitly understands and agrees that no other method and/or no other document, including correspondence, acts, and oral communications by or from any persons, shall be used or construed as an amendment or modification or supplementation to the agreement.

20. Licenses:

Physician shall maintain in current status, all VA, Federal, State and local licenses and permits required for the operation of the business conducted by the agreement.

21. Health Insurance Portability and Accountability Act of 1996 (HIPAA):

Protected Health Information - Contractor warrants that, to the extent performance under the Contract involves individually identifiable health information (referred to hereinafter as protected health information (“PHI”) and electronic PHI (“ePHI”) as defined in the Privacy Rule referred to below), it:

1. is familiar with and will comply with the applicable aspects of the following collective regulatory requirements regarding patient information privacy protection: (a) the “Privacy Rule” in CFR 45 Part 160 and Part 164 pursuant to the Health Insurance Portability and Accountability Act (“HIPAA”) of 1996; (b) Arizona laws, rules, and regulations applicable to PHI/ePHI that are not preempted by CFR 45-160(B) or the Employee Retirement Income Security Act of 1974 (“ERISA”) as amended; and (c) State’s current and published PHI/ePHI privacy and security policies and procedures;

2. will cooperate with State in the course of performing under the Contract so that both State and Contractor stay in compliance with the requirements in (1) above; and

3. will sign any documents that are reasonably necessary to keep both State and Contractor in compliance with the requirements in (1) above, in particular “Business Associate Agreements” in accordance with the Privacy Rule.

NOTE: For convenience of reference only, the Privacy Rule is available at:

http://www.hhs.gov/hipaa/for-professionals/privacy/index.html

22. Pandemic Agreement Performance:

22.1 The State shall require a written plan that illustrates how the contractor shall perform up to contract standards in the event of a pandemic. The state may require a copy of the plan at any time prior or post award of an agreement.

At a minimum, the pandemic performance plan shall include:

a) Key succession and performance planning if there is a sudden significant decrease in agreement workforce.

b) Alternative methods to ensure there are products in the supply chain.

c) An up-to-date list of company contacts and organizational chart.

http://www.hhs.gov/hipaa/for-professionals/privacy/index.html

Medical Director and Physician Services for

22.2 In the event of a pandemic, as declared by the Governor of Arizona, U.S. Government or the World Health

Organization, which makes performance of any term under this agreement impossible or impracticable, the State shall have the following rights:

a) After the official declaration of a pandemic, the State may temporarily void the agreement(s) in whole or specific sections if the agreement or cannot perform to the standards agreed upon in the initial terms.

b) The State shall not incur any liability if a pandemic is declared and emergency procurements are authorized by the director as per § 41-2537 of the Arizona Procurement Code.

c) Once the pandemic is officially declared over and/or the agreement or can demonstrate the ability to perform, the State, at its sole discretion may reinstate the temporarily voided agreement(s).

23. Pricing-All-Inclusive:

23.1 Pricing is all-inclusive, including any ancillary fees and costs required to accomplish the Scope of Work as accepted by State. Details of service not explicitly stated in the Scope of Work but necessarily a part of, are deemed to be understood by Contractor and included herein. All administrative, reporting, or other requirements, all overhead costs and profit and any other costs toward the accomplishment of the requirements in the Contract are included in the pricing provided.

24. Price Increases:

24.1 The State may review a fully documented request for a price increase. The requested increase shall be in writing and be based upon a cost increase to the contractor that was clearly unpredictable at the time of award and is directly correlated to the price of the service provided. Contractor must provide conclusive evidence of a need for any price increases such as being substantiated by the Producer Price Index, Consumer Price Index, or similar pricing guide.

a) All written requests for price adjustments made by the contractor shall be initiated sixty (60) days in advance of any desired price increase to allow State sufficient time to make a fair and equitable determination to any such requests. This may be waived upon proper documentation demonstrating the urgency of the request.

b) All price adjustments will be implemented by a formal contract amendment. State shall determine whether the requested price increase or an alternate option is in the best interest of State.

25. Price Reductions:

25.1 Price reductions shall be immediately passed along to State and may be submitted in writing to State for consideration at any time during the Contract period. The contractor shall offer State a price reduction on the Contract product(s) concurrent with a published price reduction made to other customers. State at its own discretion may accept a price reduction. The price reduction request shall be in writing and include documentation showing the actual reduction of cost. Sales promotions requests shall include difference in pricing, begin, and end date of promotion along with the products covered.

26. Additional Charges:

26.1 Any charges or fees not delineated in the Contract may not be added, billed, or invoiced under the Contract.

Medical Director and Physician Services for

27. Invoicing and Payment:

27.1 The Contractor shall submit invoices to:

Arizona Department of Veterans’ Services Financial Services Unit 3839 N. 3rd St.

Suite 209 Phoenix, AZ 85012 or by email to:

accountspayable@azdvs.gov

27.2 All invoices shall contain as a minimum, the following information:

• Name and address of the Contractor;

• Contract Number;

• Purchase Order Number;

• Invoice Number;

• Invoice Date,

• Remittance Address;

• Dates of Service;

• Description of services provided;

• Contract Line-Item Number

• Line-Item Description/Item/Service;

• Unit of Measure (UOM) for each line item;

• Quantity ordered per line-item

• New Unit Price and Total Per Unit

• Applicable taxes

• Applicable freight charges

• Total price per line item

• Total Invoice Amount Due

27.2.1 Invoices shall be received by the ADVS, Financial Services Unit later than thirty (30) days from the last day of the month for the preceding month’s agreement performance.

27.2.2 In no instance shall the amount(s) being invoiced differ from the price established in the Contract and any subsequent approved written Amendments. Failure to comply with these requirements may result in a partial or total denial of payment.

27.2.3 Invoices not sent to the proper address, or not containing the necessary and required information may delay payment. A Contractor whose payments are delayed due to improper invoicing shall make no claim against the department or the State for late or finance charges.

27.3 The Department will make every effort to process payment for the purchase of product/services within thirty (30) calendar days after the Department had conducted the necessary reviews, inspections/acceptance as described herein.

mailto:accountspayable@azdvs.gov

Medical Director and Physician Services for

27.4 The Department acceptance date will be the valid date for the starting the thirty (30) calendar day payment period.

27.5 Payment due dates, including discount periods, will be computed from the date of the acceptance or date of the correct (whichever is later) to the date the departments warrant is mailed.

27.6 Contractor shall not seek payment for any:

27.6.1 Materials or Services that have not been authorized on an acknowledged Order;

27.6.2 Expediting, overtime, premiums, or upcharges absent State’s express prior approval; or

27.6.3 Materials or Services that are the subject of a Contract Amendment that has not been fully signed.

27.7 Defective Invoices:

27.7.1 Without prejudice to its other rights under the Contract or further obligation to Contractor, the Department may, at its discretion, reject any materially defective invoice.

27.7.2 The Department shall notify Contractor within 5 (five) business days after receipt if it determines an invoice to be materially defective.

27.7.3 Invoices will be deemed automatically rejected upon delivery if they:

27.7.3.1 are sent to an incorrect address;

27.7.3.2 do not reference the correct State contract number; or

27.7.3.3 are payable to any Person other than the Contractor.

27.7.4 The ordering Eligible Entity/Customer will have no obligation to pay against a defective invoice unless and until Contractor has re-submitted it free of defects.

27.8 Recovery of Over-Payment:

27.8.1 If Department determines that an over-payment has been made to Contractor on any prior invoice, it shall inform Contractor of the amount and date of the over-payment and may deduct the over-paid amount from amounts then or thereafter due to Contractor.

27.9 Automated Clearing House:

27.9.1 The Department may pay invoices for some or all Purchase Orders through an Automated Clearing House (ACH). In order to receive payments in this manner from Eligible Agencies, the Contractor must complete an ACH Vendor Authorization Form (form GAO-618) within 30 (thirty) days after the effective date of the Contract. The form is available online at:

https://gao.az.gov/afis/vendor-information

28. Insurance and Liability Requirements:

28.1 Professional Service Contracts - Working with Children and/or Vulnerable Adults

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28.2 Many professional services involve working with, or caring for, children and/or vulnerable adults (physically and developmentally disabled adults or inmates that are in the care, custody, and control of the State of Arizona). This activity creates an additional risk of liability to the State of Arizona because of the severe and sensitive nature of the possible allegations of wrongdoing.

28.3 When services involve working with these groups of individuals, the insurance requirements in the contract need to be revised to include coverage for "Sexual Abuse and Molestation (SAM)”. Coverage for this type of claim, or allegation, is typically excluded from general liability policies, but some insurers offer a niche product with SAM coverage in their liability policy for classes of business with this exposure, i.e., church organizations, nonprofits, hospitals, children’s sports clubs, etc. Therefore, contractors whose services include working with, and/or caring for children or vulnerable adults, should have their policies specifically endorsed to include this coverage. Due to the often complex and lengthy investigation and defense associated with the claims of abuse, defense cost should not erode the policy limits. This is also known as “defense outside the limits”.

29. Indemnification Clause:

29.1 To the fullest extent permitted by law, Contractor shall defend, indemnify, and hold harmless the State of Arizona, and its departments, agencies, boards, commissions, universities, 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 Contractor 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 such Contractor 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 Contractor from and against any and all claims. It is agreed that Contractor will be responsible for primary loss investigation, defense, and judgment costs where this indemnification is applicable. In consideration of the award of this contract, the Contractor agrees to waive all rights of subrogation against the State of Arizona, its officers, officials, agents, and employees for losses arising from the work performed by the Contractor for the State of Arizona.

29.2 This indemnity shall not apply if the contractor or sub-contractor(s) is/are an agency, board, commission or university of the State of Arizona.

30. Insurance Requirements:

30.1 Contractor and subcontractors shall procure and maintain, until all of their obligations have been discharged, including any warranty periods under this Contract, insurance against claims for injury to persons or damage to property arising from, or in connection with, the performance of the work hereunder by the Contractor, its agents, representatives, employees or subcontractors.

30.2 The Insurance Requirements herein are minimum requirements for this Contract and in no way limit the indemnity covenants contained in this Contract. The State of Arizona in no way warrants that the minimum limits contained herein are sufficient to protect the Contractor from liabilities that arise out of the performance of the work under this Contract by the Contractor, its agents, representatives, employees or subcontractors, and the Contractor is free to purchase additional insurance.

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30.3 Minimum Scope and Limits of Insurance

Contractor shall provide coverage with limits of liability not less than those stated below.

30.3.1 Commercial General Liability (CGL) – Occurrence Form

Policy shall include bodily injury, property damage, and broad form contractual liability coverage.

• General Aggregate $2,000,000

• Products – Completed Operations Aggregate $1,000,000

• Personal and Advertising Injury $1,000,000

• Damage to Rented Premises $ 50,000

• Each Occurrence $1,000,000

a. The policy shall include coverage for Sexual Abuse and Molestation (SAM). This coverage may be sub-limited to no less than $500,000. The limits may be included within the General Liability limit or provided by separate endorsement with its own limits. If you are unable to obtain SAM coverage under your General Liability because the insurance market will not support it, it should it be included with the Professional Liability.

b. Contractor must provide the following statement on their Certificate(s) of Insurance: “Sexual Abuse and

Molestation coverage is included” or “Sexual Abuse and Molestation coverage is not excluded.”

c. The policy shall be endorsed, as required by this written agreement, to include the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, agents, and employees as additional insureds with respect to liability arising out of the activities performed by or on behalf of the Contractor.

d. Policy shall contain a waiver of subrogation endorsement, as required by this written agreement, in favor of the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, agents, and employees for losses arising from work performed by or on behalf of the Contractor.

30.3.2 Business Automobile Liability

Bodily Injury and Property Damage for any owned, hired, and/or non-owned automobiles used in the performance of this Contract.

• Combined Single Limit (CSL) $1,000,000

a. Policy shall be endorsed, as required by this written agreement, to include the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, agents, and employees as additional insureds with respect to liability arising out of the activities performed by, or on behalf of, the Contractor involving automobiles owned, hired and/or non-owned by the Contractor.

b. Policy shall contain a waiver of subrogation endorsement as required by this written agreement in favor of the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, Medical Director and Physician Services for

30.3.3 Workers’ Compensation and Employers' Liability

• Workers' Compensation Statutory

• Employers' Liability o Each Accident $1,000,000 o Disease – Each Employee $1,000,000 o Disease – Policy Limit $1,000,000

a. Policy shall contain a waiver of subrogation endorsement, as required by this written agreement, in favor of the State of Arizona, and its departments, agencies, boards, commissions, universities, officers,

b. This requirement shall not apply to each Contractor or subcontractor that is exempt under A.R.S. § 23- 901, and when such Contractor or subcontractor executes the appropriate waiver form (Sole Proprietor or Independent Contractor).

30.3.4 Professional Liability (Errors and Omissions Liability)

• Each Claim $ 2,000,000

• Annual Aggregate $ 2,000,000

a. If SAM coverage is being provided under this policy, then Contractor must provide the following statement on their Certificate(s) of Insurance: “Sexual Abuse and Molestation coverage is included” or “Sexual Abuse and Molestation coverage is not excluded.” This coverage may be sub-limited to no less than $500,000.

b. In the event that the professional liability insurance required by this Contract is written on a claims-made basis, Contractor warrants that any retroactive date under the policy shall precede the effective date of this Contract; and that either continuous coverage will be maintained or an extended discovery period will be exercised for a period of two (2) years beginning at the time work under this Contract is completed.

c. Policy shall cover professional misconduct or wrongful acts for those positions defined in the Scope of Work of this contract.

30.4 Additional Insurance Requirements

The policies shall include, or be endorsed to include, as required by this written agreement, the following provisions:

30.4.1 The Contractor's policies, as applicable, shall stipulate that the insurance afforded the Contractor shall be primary and that any insurance carried by the Department, its agents, officials, employees or the State of Arizona shall be excess and not contributory insurance, as provided by A.R.S. § 41-621 (E).

30.4.2 Insurance provided by the Contractor shall not limit the Contractor’s liability assumed under the indemnification provisions of this Contract.

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30.5 Notice of Cancellation

30.5.1 Applicable to all insurance policies required within the Insurance Requirements of this Contract, Contractor’s insurance shall not be permitted to expire, be suspended, be canceled, or be materially changed for any reason without thirty (30) days prior written notice to the State of Arizona. Within two (2) business days of receipt, Contractor must provide notice to the State of Arizona if they receive notice of a policy that has been or will be suspended, canceled, materially changed for any reason, has expired, or will be expiring. Such notice shall be sent directly to the Department and shall be mailed, emailed, hand delivered or sent by facsimile transmission to (State Representative’s Name, Address & Fax Number).

30.6 Acceptability of Insurers

30.6.1 Contractor’s insurance shall be placed with companies licensed in the State of Arizona or hold approved non-admitted status on the Arizona Department of Insurance List of Qualified Unauthorized Insurers.

Insurers shall have an “A.M. Best” rating of not less than A- VII. The State of Arizona in no way warrants that the above-required minimum insurer rating is sufficient to protect the Contractor from potential insurer insolvency.

30.7 Verification of Coverage

30.7.1 Contractor shall furnish the State of Arizona with certificates of insurance (valid ACORD form or equivalent approved by the State of Arizona) evidencing that Contractor has the insurance as required by this Contract. An authorized representative of the insurer shall sign the certificates.

30.7.2 All such certificates of insurance and policy endorsements must be received by the State before work commences. The State’s receipt of any certificates of insurance or policy endorsements that do not comply with this written agreement shall not waive or otherwise affect the requirements of this agreement.

30.7.3 Each insurance policy required by this Contract must be in effect at, or prior to, commencement of work under this Contract. Failure to maintain the insurance policies as required by this Contract, or to provide evidence of renewal, is a material breach of contract.

30.7.4 All certificates required by this Contract shall be sent directly to the Department. The State of Arizona project/contract number and project description shall be noted on the certificate of insurance. The State of Arizona reserves the right to require complete copies of all insurance policies required by this Contract at any time.

30.7.5 Subcontractors

Contractor’s certificate(s) shall include all subcontractors as insureds under its policies or Contractor shall be responsible for ensuring and/or verifying that all subcontractors have valid and collectable insurance as evidenced by the certificates of insurance and endorsements for each subcontractor. All coverages for subcontractors shall be subject to the minimum Insurance Requirements identified above. The Department reserves the right to require, at any time throughout the life of the Contract, proof from the Contractor that its subcontractors have the required coverage.

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30.7.6 Approval and Modifications

The Contracting Agency, in consultation with State Risk, reserves the right to review or make modifications to the insurance limits, required coverages, or endorsements throughout the life of this contract, as deemed necessary. Such action will not require a formal Contract amendment but may be made by administrative action.

30.7.7 Exceptions

In the event the Contractor or subcontractor(s) is/are a public entity, then the Insurance Requirements shall not apply. Such public entity shall provide a certificate of self-insurance. If the Contractor or subcontractor(s) is/are a State of Arizona agency, board, commission, or university, none of the above shall apply.

31. Contract Implementation Meetings:

31.1 Upon award, the contractor may be required to participate in meetings for the successful implementation and/or transition of the contract. The meetings will be at the discretion of the agency. The contractor will be notified in advance of the meeting(s) time, frequency, and locations to ensure all appropriate contract staff and representatives attend. The State reserves the right to decline conference call attendance or participation.

31.2 Contractor shall provide mentally alert, physically fit, adequately trained, experienced, responsible, and qualified adult personnel to perform the required contracted services in a safe, orderly, and timely manner. The State may require that the Contractor remove from the job any employees who endanger persons or property or whose continued employment under this contract is inconsistent with the interest of the State.

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UNIFORM TERMS AND CONDITIONS

1. Definition of Terms. As used in this Solicitation and any resulting Contract, the terms listed below are defined as follows:

1.1. “Attachment” means any item the Solicitation requires the Offeror to submit as part of the Offer.

1.2. “Contract” means the combination of the Solicitation, including the Uniform and Special Instructions to Offeror, the Uniform and Special Terms and Conditions, and the Specifications and Statement or Scope of Work; the Offer and any Best and Final Offers; and any Solicitation Amendments or Contract Amendments.

1.3. "Contract Amendment" means a written document signed by the Procurement Officer that is issued for the purpose of making changes in the Contract.

1.4. “Contractor” means any person who has a Contract with the State.

1.5. “Days” means calendar days unless otherwise specified.

1.6. “Exhibit” means any item labeled as an Exhibit in the Solicitation or placed in the Exhibits section of the Solicitation.

1.7. “Gratuity” means a payment, loan, subscription, advance, deposit of money, services, or anything of more than nominal value, present or promised, unless consideration of substantially equal or greater…