CONTRACT

AMENDMENT

1. AMENDMENT #:

2. CONTRACT #:

YH23-0067

3. EFFECTIVE DATE OF AMENDMENT:

Upon Final Signature

4. PROGRAM:

DGA

5. CONTRACTOR/PROVIDER NAME AND ADDRESS:

Arizona Board of Regents

Acting on Behalf of the Arizona State University (ASU) Office of Research & Sponsored Projects Administration

P.O. Box 876100 Tempe, AZ 85287-6011

6. PURPOSE:

To change the legal name of the Contractor/Provider, delete the Definitions, Uniform Terms and Conditions, and Special Terms and Conditions and to insert the attached Terms and Conditions.

7. THE ABOVE REFERENCED CONTRACT IS HEREBY AMENDED AS FOLLOWS:

Contract YH23-0067 is hereby amended to change the legal name of the Contractor/Provider to Arizona

Board of Regents, Acting on Behalf of the Arizona State University.

Delete the following Sections: Definitions, Uniform Terms and Conditions, Special Terms and Conditions, and Insurance Requirements.

Insert the attached Terms and Conditions.

All other portions of the Contract remain in effect.

NOTE: Please sign, date, and return one scanned copy to: Marie Horn, Senior Procurement Specialist at marie.horn@azahcccs.gov

Electronic Submission: An electronic or portable document file (PDF) copy of this amendment shall serve as the original.

8. IN WITNESS WHEREOF THE PARTIES HERETO SIGN THEIR NAMES IN AGREEMENT.

9. NAME OF CONTRACTOR/PROVIDER:

Arizona Board of Regents, Acting on Behalf of the Arizona State University

10. ARIZONA HEALTH CARE COST CONTAINMENT SYSTEM

SIGNATURE OF AUTHORIZED INDIVIDUAL: SIGNATURE:

TYPED NAME:

Kristy Macdonald

TYPED NAME:

Tracey Thomas

TITLE:

Assistant Director, Research Operations

TITLE:

Procurement Manager

DATE: DATE:

DocuSign Envelope ID: 6BCAFF11-B39C-471F-857F-0560285EB771

3/23/20233/25/2023 mailto:marie.horn@azahcccs.gov

TERMS AND CONDITIONS

1. Amendments

1.1 Any amendment to this agreement must be in writing and signed by both parties.

1.2 Amendments signed by each of the parties and attached hereto are hereby adopted by reference as a part of this agreement, from the effective date of the amendment, as if fully set out herein.

1.3 All requests for additional services shall be in writing and signed by both parties.

1.4 An amendment shall not be necessary when completing a change of contact person, change of key personnel, change of address, change of signatory or other non-material changes to this agreement.

2. Arbitration and Disputes In accordance with A.R.S. § 12-1518, the parties to agree to resolve all disputes arising out of or relating to this agreement through arbitration, after exhausting applicable administrative review except as may be required by other applicable statutes. The laws of the State shall govern any interpretation of this Agreement and the venue shall be in Maricopa County, Arizona.

3. Assignment and Delegation This Agreement may not be assigned by any party without the prior written consent of the other parties. If consent to an assignment is obtained, this Agreement is binding on the successors and assigns of the parties to this Agreement.

4. Conflict of Interest This Agreement may be cancelled for conflict of interest pursuant to the provisions of A.R.S. § 38-511.

5. E-Verify Requirement In accordance with A.R.S. § 41-4401, all parties warrant compliance with all Federal immigration laws and regulations relating to employees and warrants its compliance with AAC Section A.R.S. § 23-214, Subsection A.

6. Execution in Counterparts/Electronic Documents

6.1 This Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original but all of which together shall constitute one and the same document.

6.2 Facsimile signatures and signatures transmitted by email after having been scanned shall be accepted as originals for the purposes of this Agreement.

7. Federal Immigration and Nationality Act

The parties shall ensure 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 to include but not limited to sub-contractors. All services under this Agreement shall be performed within the borders of the United States.

8. Funding Terms

8.1 Payment for Services – As payment for full and satisfactory performance of the services, AHCCCS agrees to pay as outlined in the Price Sheet per project attached hereto and incorporated herein by this reference.

8.2 Non-Availability of Funds – In accordance with A.R.S. § 35-154, every payment obligation of the State under this agreement is conditioned upon the availability of funds appropriated or allocated for payment of such obligation. If funds are not allocated and available for the continuance of this agreement, this agreement may be terminated by AHCCCS at the end of the period for which funds are available. No liability shall accrue to either party in the event this provision is exercised, and parties shall not be obligated or liable for any future payments or for any damages as a result of termination this paragraph.

DocuSign Envelope ID: 6BCAFF11-B39C-471F-857F-0560285EB771

9. Health Insurance Portability and Accountability Act (HIPAA) of 1996 ASU certifies that it is familiar with the requirements of HIPAA, as amended by the Health Information Technology for Economic and Clinical Health Act (HITECH Act) of 2009, and accompanying regulations and will comply with all applicable HIPAA requirements in the course of this Agreement. ASU warrants that it will cooperate with AHCCCS in the course of performance of the Agreement so that both AHCCCS and ASU will be in compliance with HIPAA, including cooperation and coordination with the Arizona Strategic Enterprise Technology (ASET), Statewide Information Security and Privacy Office (SISPO) Chief Privacy Officer and HIPAA Coordinator and other compliance officials required by HIPAA and its regulations. ASU will sign any documents that are reasonably necessary to keep AHCCCS and ASU in compliance with HIPAA, including, but not limited to, business associate agreements.

10. Insurance The parties acknowledge that they are self-insured pursuant to statutory authority. The parties agree that the general liability coverage afforded by the self-insured programs is sufficient to meet the purposes of this Agreement.

11. Liability The parties shall each be responsible for any and all liability for their own negligence arising from the Agreement and each shall bear all costs for their own defense of any litigation to the extent allowed by law.

12. Non-Conforming Performance Either party’s failure to insist on strict performance of any term or condition of the Agreement shall not be deemed a waiver of that term or condition even if the party accepting or acquiescing in the nonconforming performance knows of the nature of the performance and fails to object to it.

13. Non-Discrimination In accordance with A.R.S. § 41-1461 et. seq., the parties shall provide equal employment opportunities for all persons, regardless of race, color, creed, religion, sex, age, national origin, disability, or political affiliation. The parties agree to comply with the Americans with Disabilities Act.

14. Records and Audit Under A.R.S. §§ 35-214 and 35-215, ASU shall retain and shall contractually require each subcontractor to retain all data and other records (“records”) relating to the acquisition and performance of the Agreement for a period of five (5) years after the completion of the Agreement. All records shall be subject to inspection and audit by the State and where applicable the Federal Government at reasonable times. Upon request, ASU shall produce a legible copy of any or all such records.

15. Severability If any provision of this Agreement or the application thereof to any circumstance shall be invalid or unenforceable to any extent, it is the intention of the parties that the remainder of the Agreement and the application of such provision to other circumstances shall not be affected thereby and shall be enforced to the greatest extent permitted by law.

16. Termination Either party may terminate this Agreement upon thirty (30) working days’ written notice to the other party.

DocuSign Envelope ID: 6BCAFF11-B39C-471F-857F-0560285EB771

Certificate Of Completion Envelope Id: 6BCAFF11B39C471F857F0560285EB771 Status: Completed

Subject: Complete with DocuSign: YH23-0067 ASU Amend 1.docx

Source Envelope:

Document Pages: 3 Signatures: 2 Envelope Originator:

Certificate Pages: 5 Initials: 0 marie horn

AutoNav: Enabled

EnvelopeId Stamping: Enabled

Time Zone: (UTC-07:00) Arizona

801 E. Jefferson St.

Phoenix, AZ 85034 marie.horn@azahcccs.gov

IP Address: 70.162.96.225

Record Tracking Status: Original

3/22/2023 4:45:23 PM

Holder: marie horn marie.horn@azahcccs.gov

Location: DocuSign

Security Appliance Status: Connected Pool: StateLocal

Storage Appliance Status: Connected Pool: Arizona Health Care Cost Containment

System

Location: DocuSign

Signer Events Signature Timestamp Tracey Thomas

Tracey.Thomas@azahcccs.gov

Procurement Manager

Arizona Health Care Cost Containment System

(AHCCCS)

Security Level: Email, Account Authentication (None)

Signature Adoption: Pre-selected Style

Using IP Address: 98.161.254.128

Sent: 3/22/2023 4:48:18 PM

Resent: 3/23/2023 12:26:47 PM

Viewed: 3/23/2023 1:12:29 PM

Signed: 3/23/2023 1:12:35 PM

Electronic Record and Signature Disclosure:

Not Offered via DocuSign kristy Macdonald

Kristy.Macdonald@asu.edu

Assistant Director

Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style

Using IP Address: 68.2.166.74

Sent: 3/23/2023 1:12:36 PM

Resent: 3/24/2023 9:33:03 AM

Viewed: 3/25/2023 7:43:06 AM

Signed: 3/25/2023 7:43:51 AM

Electronic Record and Signature Disclosure:

Accepted: 3/23/2023 1:25:39 PM ID: 9835353d-e587-4bdb-9b75-6a1acd30be71 Company Name: Carahsoft OBO Arizona Health Care Cost Containment System

In Person Signer Events Signature Timestamp

Editor Delivery Events Status Timestamp

Agent Delivery Events Status Timestamp

Intermediary Delivery Events Status Timestamp

Certified Delivery Events Status Timestamp

Carbon Copy Events Status Timestamp Maria Givens

Maria.Givens@asu.edu

Security Level: Email, Account Authentication (None)

Sent: 3/25/2023 7:43:52 AM

Electronic Record and Signature Disclosure:

Carbon Copy Events Status Timestamp Not Offered via DocuSign marie horn marie.horn@azahcccs.gov

AHCCCS

Security Level: Email, Account Authentication (None)

Sent: 3/25/2023 7:43:53 AM

Resent: 3/25/2023 7:43:55 AM

Viewed: 3/27/2023 10:20:39 AM

Electronic Record and Signature Disclosure:

Not Offered via DocuSign

Witness Events Signature Timestamp

Notary Events Signature Timestamp

Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 3/22/2023 4:48:18 PM

Certified Delivered Security Checked 3/25/2023 7:43:06 AM

Signing Complete Security Checked 3/25/2023 7:43:51 AM

Completed Security Checked 3/25/2023 7:43:53 AM

Payment Events Status Timestamps

Electronic Record and Signature Disclosure

ELECTRONIC RECORD AND SIGNATURE DISCLOSURE

From time to time, Arizona Health Care Cost Containment System (we, us or Company) may be required by law to provide to you certain written notices or disclosures. Described below are the terms and conditions for providing to you such notices and disclosures electronically through the

DocuSign system. Please read the information below carefully and thoroughly, and if you can access this information electronically to your satisfaction and agree to this Electronic Record and

Signature Disclosure (ERSD), please confirm your agreement by selecting the check-box next to

‘I agree to use electronic records and signatures’ before clicking ‘CONTINUE’ within the

DocuSign system.

Getting paper copies

At any time, you may request from us a paper copy of any record provided or made available electronically to you by us. You will have the ability to download and print documents we send to you through the DocuSign system during and immediately after the signing session and, if you elect to create a DocuSign account, you may access the documents for a limited period of time

(usually 30 days) after such documents are first sent to you. After such time, if you wish for us to send you paper copies of any such documents from our office to you, you will be charged a

$0.00 per-page fee. You may request delivery of such paper copies from us by following the procedure described below.

Withdrawing your consent

If you decide to receive notices and disclosures from us electronically, you may at any time change your mind and tell us that thereafter you want to receive required notices and disclosures only in paper format. How you must inform us of your decision to receive future notices and disclosure in paper format and withdraw your consent to receive notices and disclosures electronically is described below.

Consequences of changing your mind

If you elect to receive required notices and disclosures only in paper format, it will slow the speed at which we can complete certain steps in transactions with you and delivering services to you because we will need first to send the required notices or disclosures to you in paper format, and then wait until we receive back from you your acknowledgment of your receipt of such paper notices or disclosures. Further, you will no longer be able to use the DocuSign system to receive required notices and consents electronically from us or to sign electronically documents from us.

All notices and disclosures will be sent to you electronically

Electronic Record and Signature Disclosure created on: 2/9/2023 8:44:33 AM Parties agreed to: kristy Macdonald

Unless you tell us otherwise in accordance with the procedures described herein, we will provide electronically to you through the DocuSign system all required notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you during the course of our relationship with you. To reduce the chance of you inadvertently not receiving any notice or disclosure, we prefer to provide all of the required notices and disclosures to you by the same method and to the same address that you have given

us. Thus, you can receive all the disclosures and notices electronically or in paper format through the paper mail delivery system. If you do not agree with this process, please let us know as described below. Please also see the paragraph immediately above that describes the consequences of your electing not to receive delivery of the notices and disclosures electronically from us.

How to contact Arizona Health Care Cost Containment System:

You may contact us to let us know of your changes as to how we may contact you electronically, to request paper copies of certain information from us, and to withdraw your prior consent to receive notices and disclosures electronically as follows:

To contact us by email send messages to: anthony.flot@azahcccs.gov

To advise Arizona Health Care Cost Containment System of your new email address

To let us know of a change in your email address where we should send notices and disclosures electronically to you, you must send an email message to us at anthony.flot@azahcccs.gov and in the body of such request you must state: your previous email address, your new email address. We do not require any other information from you to change your email address.

If you created a DocuSign account, you may update it with your new email address through your account preferences.

To request paper copies from Arizona Health Care Cost Containment System

To request delivery from us of paper copies of the notices and disclosures previously provided by us to you electronically, you must send us an email to anthony.flot@azahcccs.gov and in the body of such request you must state your email address, full name, mailing address, and telephone number. We will bill you for any fees at that time, if any.

To withdraw your consent with Arizona Health Care Cost Containment System

To inform us that you no longer wish to receive future notices and disclosures in electronic format you may:

i. decline to sign a document from within your signing session, and on the subsequent page, select the check-box indicating you wish to withdraw your consent, or you may;

ii. send us an email to anthony.flot@azahcccs.gov and in the body of such request you must state your email, full name, mailing address, and telephone number. We do not need any other information from you to withdraw consent.. The consequences of your withdrawing consent for online documents will be that transactions may take a longer time to process..

Required hardware and software

The minimum system requirements for using the DocuSign system may change over time. The current system requirements are found here: https://support.docusign.com/guides/signer-guide-signing-system-requirements.

Acknowledging your access and consent to receive and sign documents electronically

To confirm to us that you can access this information electronically, which will be similar to other electronic notices and disclosures that we will provide to you, please confirm that you have read this ERSD, and (i) that you are able to print on paper or electronically save this ERSD for your future reference and access; or (ii) that you are able to email this ERSD to an email address where you will be able to print on paper or save it for your future reference and access. Further, if you consent to receiving notices and disclosures exclusively in electronic format as described herein, then select the check-box next to ‘I agree to use electronic records and signatures’ before clicking ‘CONTINUE’ within the DocuSign system.

By selecting the check-box next to ‘I agree to use electronic records and signatures’, you confirm that:

You can access and read this Electronic Record and Signature Disclosure; and

You can print on paper this Electronic Record and Signature Disclosure, or save or send this Electronic Record and Disclosure to a location where you can print it, for future reference and access; and

Until or unless you notify Arizona Health Care Cost Containment System as described above, you consent to receive exclusively through electronic means all notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you by Arizona Health Care Cost Containment System during the course of your relationship with Arizona Health Care Cost Containment

System.

https://support.docusign.com/guides/signer-guide-signing-system-requirements https://support.docusign.com/guides/signer-guide-signing-system-requirements