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HomeMy WebLinkAboutResolutions - 1996.10.10 - 24892PUBLIC SERVICES MMITTEE MISCELLANEOUS RESOLUTION #96233 BY: Public Services Committee - Shelley Taub, Chairperson RE: Community Mental Health-Approval of Community Mental Health Agency Net Cost Purchase of Service Contract with Macomb Oakland Regional Center, Inc.(MORC) To: the Oakland County Board of Commissioners Chairperson, Ladies and gentlemen: WHEREAS the Oakland County Board of Commissioners approved on February 15, 1996 an intent to contract with Macomb Oakland Regional Center (MORC), Inc. for Oakland County Community Mental Health Services; and WHEREAS the Michigan Department of Community Health and MORC, Inc., as well as the Community Mental Health Boards of Macomb, Detroit-Wayne and Oakland have continued program planning, financial analysis, and negotiations towards the privatization of MORC, Inc. effective September 28, 1996; and WHEREAS the Detroit-Wayne Community Mental Health Board will provide transitional funding for start up costs through September 30, 1996; and WHEREAS MORC, Inc. consumers and the associated costs for Oakland County have been identified; and WHEREAS the services to be purchased include residential, day program, case management and affiliated clinical and community mental health services for adults and children with mental illness, developmental disabilities or severe emotional impairments; and WHEREAS the terms and conditions of this contract have been agreed to by MORC, Inc., and WHEREAS the necessary Oakland County Community Mental personnel positions to manage this contract have been approved by the Oakland County Community Mental Health Board and the Oakland County Board of Commissioners; and WHEREAS the associated costs and revenue targets for this contract have been established and agreed to; and WHEREAS the term of this contract shall be October 1, 1996 through September 30, 1997; and WHEREAS the services of Plante & Moran, as approved by the Oakland County Board of Commissioners, will continue to provide consulting assistance in the oversight of this contract during the initial months; and WHEREAS given the unique capacity and expertise of MORC, Inc., the need to provide continuity for the significant number of consumers served, and the privatization from a state agency to a private-for-profit agency that will largely employ most of the same highly trained staff, the Purchasing procedures of Oakland County do support justification of sole source of this contract at this time; and WHEREAS the Oakland County Community Mental Health Board has approved this contract and authorized its Chairperson to execute this contract; and WHEREAS the attached contract terms include a not to exceed budget and the volume of services to be provided to consumers. NOW THEREFORE BE IT RESOLVED that the Oakland County Board of Commissioners does hereby approve this contract between MORC, Inc. and the Oakland County Community Mental Health Board, and authorizes execution of this contract by signature of the Chairperson of the Community Mental Health Board. t Chairperson, on behalf of the Public Serv . es Committee, I he adoption of the foregoing resolution. 10/1 OAKLAND COUNTY COMMUNITY MENTAL HEALTH SERVICES BOARD MACOMB-OAKLAND REGIONAL CENTER, INC. CONTRACT Contract Expiration Date: SEPTEMBER 30, 1997 Contract - NOT TO EXCEED AMOUNT $60,909,124.00 This OAKLAND COUNTY COMMUNITY MENTAL HEALTH SERVICFS Riba REGIONAL CENTER. INC.. CONTRACT, including Attachment A and Attachment B, as defined and incorporated herein (hereafter collectively this "Contract"), is made and entered into by and between the OAKLAND COUNTY COMMUNITY ki k • wi • ± D (a statutory agency of the County of Oakland, and as further defined herein, the "County"), whose address is 1200 N. Telegraph Road, Pontiac, MI 48341-0047 (hereafter, and as further defined herein, the "Board"), and the MACOMB- OAKLANUREGIONAL CENTER. INC, a Michigan nonprofit corporation, whose address is 16200 Nineteen Mile Road, Clinton Township, MI 48038-1103, Michigan Corporation Identification Number 755716, (hereafter, and as further defined herein, the "Provider"). As used throughout this Contract, the Board and/or the Provider may also be referred to individually as a "Party" or together as the "Parties." RECITALS A. Pursuant to the provisions of Act NO. 258 of the Public Acts of 1974, as amended, being Section 330.1001, et seq., of the Michigan Compiled Laws (commonly known as the Michigan "Mental Health Code"), and in accordance with the rules, regulations, guidelines and standards issued pursuant to the Mental Health Code by the Michigan Department of Community Health (hereinafter "DCH"), the Board is the body designated by the State of Michigan and the County to plan, develop and provide for the delivery of quality mental health services in the County with funding provided by federal, state and local sources. B. Pursuant to the provisions of the DCH Full Management Contract, as defined herein, 228 of the Mental Health Code, the Board is authorized to enter into contracts with other parties for the provision of mental health services. C. Provider is a provider of certain mental health services. The Board is willing to purchase, and the Provider is willing to provide, mental health services, under the terms and conditions set forth in this Contract. NOW THEREFORE, in consideration of the mutual promises, obligations, representations, assurances, and agreements in this Contract, both the Board and the Provider agree to be bound by the terms and conditions in this Contract. 1 PURPOSE. The purpose of this Contract is to provide financial support, subject to any federal and State law and/or funding limitations, through the Board to the Provider for the delivery of mental heath treatment and care Services by the Provider for Board authorized and designated Recipients that the Board places with the Provider. This Contract is to provide mental health services to Board Recipients, as defined herein, i.e., persons who are developmentally disabled, adults with serious mental illness and/or children who are severely emotionally impaired. MORCCONT WPC < 2 CONTRACT TERM. The term of this Contract begins October 1 1996, and, unless otherwise terminated earlier as provided for in Attachment B, or amended and continued on a month-to- month basis as provided for in this section, ends at 11:59:59 P.M. on the "Contract Expiration Date," shown on the first page of this Contract, at which time this Contract expires without any further act or notice of either Party being required. Except as otherwise expressly provided for herein, this Contract and/or any proposed amendments to this Contract shall not be effective or binding, and no payments shall be due or made to Provider for any Provider Services until and unless: 2.1 Any and all required Provider Certificates of Insurance, for such Provider purchased insurances as required in Attachment B to this Contract, have been delivered to the Board and/or its Agents as provided herein. 2.2 ThisCsAtract, and/or any subsequent amendment, is signed by the Chairperson Oakland County Cozcanunity-Mentai.-14ealtri_aeciicesligard, as provided for on the signature page of this Contract. The Director shall be the final signatory to this Contract and/or any amendment thereto. 2.3 Except as otherwise expressly provided for in this section, the Parties are under no obligation to renew or extend this Contract after Contract Expiration Date. 2.4 The Parties agree that in the event that: (1) a new written agreement for Provider's Services beyond the Contract Expiration Date is not in place and/or completely finalized for any reason (including the intent of either Party not to continue any long-term contractual arrangement) on or before the above Contract Expiration Date; and (2) any Board placed Recipient continues to be in Provider's care and continues to receive those same Provider's Services established and delivered to that Recipient pursuant to this Contract during its original term, then the Parties shall be deemed to have mutually agreed to have amended the Contract Expiration Date shown in this Contract and have agreed to continue this Contract "automatically" without the requirement of any additional writing, on a month-to-month basis after that, as follows: 2.4.1 The "Contract Expiration Date" shown in this Contract shall be deemed by the Parties to have been "automatically" amended and this Contract continued, as provided in the prior subsection, to a new ending date (i.e., the "New Expiration Date"), which shall be the last calendar Day of the calendar month immediately following the "Contract Expiration Date" shown in this Contract. If at the end of this first calendar month (i.e., the "New Expiration Date") and/or any subsequent calendar month thereafter, the same two conditions described in the prior subsection continue to be present, the Parties shall be deemed to have mutually agreed to again amend and continue this Contract "automatically" for yet one additional calendar month with an again revised "New Expiration Date", which shall be the last calendar Day of the calendar month immediately following the prior Contract end date, and so on again each calendar month thereafter until and unless: 2.4.1.1 The Board permanently removes all Recipients from Provider's care and/or Services under this Contract. 2.4.1.2 A new written agreement for Provider's Services has been completed between the Parties. OAKLANO_COUNTY COMMUNITY MENTAL HEALTUgRVICES BOARD - MACOMB-OAKLWD REGIONAL CENTER INC. CONTRACT PAGE 2 MORCCONT WPD 2.4.1.3 Either Party notifies the other, as provided for in Attachment B to this Contract and this section below, terminates this Contract. 2.4.1.4 Notwithstanding the minimum notice period required to terminate this Contract in Attachment B, if this Contract has been 'automatically" amended and continued on a calendar-month-to-calendar-month basis as provided in this section, either Party may terminate this Contract upon a minimum ten (10) Days' written notice to the other Party. Any such termination notice shall clearly state the effective date that this Contract shall be intended to end by that Party. 2.4.2 Under no circumstances shall the performance of any Provider Services after the initial Contract Expiration Date, or any subsequent "automatically" amended "New Expiration Date," constitute, be interpreted, or be deemed to be an extension or renewal of this Contract or any contractual relationship between the Parties for any period beyond the calendar-month-to-calendar-month term expressly provided for in this section. 2.4.3 The Parties further agree and intend that no other term or condition of this Contract shall be amended or changed in any way due to any "automatic" amendment to any Contract Expiration Date or any "New Expiration Date", except as otherwise expressly provided for in this section. The Parties agree and intend that any and all other requirements in this Contract, including, but not limited to, any matters related to Provider's Services, Recipient rights and obligations, insurance, indemnification, contract termination, etc., shall continue without any change, modification, or interruption as a result of any "automatic" amendment to the Contract Expiration Date or any subsequent "New Expiration Date" as provided for in this section. 3 DEFINED TERMS. In addition to the above-defined terms (i.e., "Board", "Contract", "Provider", "Party" and "Parties", and "Program/Facility") the Parties agree that for all purposes, and as used throughout this Contract, including Attachment A and Attachment B, the following words and expressions when printed with the first letter capitalized as shown herein, whether used in the singular or plural, possessive or nonpossessive, and/or either within or without quotation marks, shall, for all purposes under this Contract, be defined and interpreted as shown below and/or as shown in Attachment B: 3.1 "Agent" or "Agents" shall be defined as any and all elected officials, appointed officials, directors, board members, council members, commissioners, authorities, other boards, committees, commissions, employees, third-party contractors, departments, divisions, volunteers, representatives, and/or any such persons' successors (whether such persons act or acted in their personal representative or official capacities), and/or any persons acting by, through, under, or in concert with any of them, excluding the Provider and/or any Provider Employees and/or any Provider Subcontractors, as defined herein. "Agent" and/or "Agents" shall also include any person who was an Agent anytime during the term of this Contract but, for any reason, is no longer employed, appointed, or elected and serving as an Agent. Notwithstanding any other term or condition in this Contract, any Provider Subcontractor providing any Services to any Recipient for or on behalf of Provider under the terms of this Contract shall not be deemed to be an Agent of either the State, the County or the Board for any purposes under this Contract. 3.2 "Attachment A" shall be defined as the first attached document located immediately after the signature page of this Contract. The Parties to this Contract agree that Attachment A OAKLAND COUNTY COMMUNITY MENTAL _HEALTH SERVICES BOARD -- MACOMB-OAKLAND REGIQBAL CENTER. INC., CONTRACT PAGE 3 MORCCONT WPO *w shall be, in all respects, incorporated into and made a part of this Contract. "Attachment A" contains certain financial, program and Services information required to give effect to this Contract. Except as otherwise expressly permitted in this Contract, changes to Attachment A shall be made only by a written amendment to this Contract. 3.3 "Attachment B" shall be defined as the second attached document located immediately after Attachment A in this Contract and entitled "ADDITIONAL TERMS AND CONDITIONS". In the event that Attachment B should become detached from this Contract, then as it appears in this same document located in the minutes and official public records of the Oakland County Community Mental Health Services Board. The Parties to this Contract hereby agree that Attachment B shall be, in all respects, incorporated into and made part of this Contract. "Attachment B" contains basic information required to give full and complete effect to the agreement of the Parties including, but not limited to, the following Provider's obligations: insurance, indemnification, recipient rights, safety and well being, compliance with the all laws and/or applicable State or Board guidelines and policies, record-keeping and reporting requirements, and the Board's rights to program evaluation - cost settlement - audit, possible repayment of Board-provided funds, access to Provider Program/Facility and records, and/or removal of any Recipient's from Provider's Program/Facility. Except as otherwise expressly provided for in this Contract, any changes or amendments to Attachment B shall be made only by a formal written amendment to this Contract signed by each of the same persons, or their successors, as required initially to make this Contract effective. 3.4 "Board" shall be further defined to include any and all Board "Agents" as defined above. Notwithstanding any other term or provision in this Contract, the Provider agrees and understands that the Board can and will, from time to time, authorize and designate specific Board Agents to perform specific Board functions and/or make specific decisions, administrative judgments, and perform certain acts necessary to carry out Board functions under the terms of this Contract. The Provider further agrees that unless expressly stated to the contrary herein, this Contract shall not prohibit or limit the Board from delegating to any Board Agent any Board-related contractual decision, any Recipient placement, treatment, or welfare decision, and/or any other discretionary judgment allowed to the Board under this Contract. 3.5 "Claim(s)" shall be defined to include any and all alleged losses, claims, complaints, demands for relief or damages, suits, causes of action, proceedings, judgments, deficiencies, liability, penalties, litigation, costs and expenses, including, but not limited to, any Reimbursement for reasonable attorney fees, witness fees, court costs, investigation and/or litigation expenses, any amounts paid in settlement, and/or any other amounts or liabilities of any kind whatsoever which are imposed on, incurred by, or asserted against either the Board, the County, the State and/or any Board, County, or State Agent, as defined herein, or for which the Board, the County, the State and/or any Board, County, or State Agent may become legally and/or contractually obligated to pay or defend against, whether direct, indirect or consequential, whether based upon any alleged violation of the federal or State constitution, any federal or State statute, rule, regulation, or any alleged violation of federal or State common law, whether any such Claim(s) are brought in law or equity, tort, contract, or otherwise, and/or whether commenced or threatened. 3.6 "County" shall be defined as the "County of Oakland," a Michigan Municipal and Constitutional corporation, whose address is 1200 N. Telegraph Rd., Pontiac, Michigan 48341. ROARIF1 MACOMR-OAKU ND REGIONAL CENTER. INC.. CONTRACT PAGE 4 MORCCONT WPD 3.7 "Day" or "Days" shall be defined as any calendar day or days which shall always begin at 12:00:01 A.M. and end at 11:59:59 P.M. 3.8 "DCH Full Management Contract" shall be defined as the full and complete current and/or future contractual relationship that the County and/or the Board has with the State Department of Community Health ("DCH") and/or which establishes, delegates, provides the financial resources for, and governs the delivery of mental health services by the Board, and/or, in turn, by the Provider. The Parties acknowledge that the principal current contract governing this Board/DCH contractual relationship is entitled the MICHIGAN nPPAPTMPNT nF CMAMIJNITY HEALTH - OAKLAND COUNTY COMMUNITY NAPNITAI HPAI TH SFRVICFS ROARD - FULL MANAGEMENT CONTRACT - FY '95-96. The Provider understands and agrees that any current or future contractual obligations that the Board may incur in contracts with DCH may impact the terms and conditions of this Contract and that any such future DCH contractual changes or obligations shall, in turn, effect, impact, and/or modify this Contract. 3.9 "Financial Records" shall be defined as any and all documents and/or records held by the Provider or any Provider Employee, contractor, Provider Subcontractor or independent contractor which the Provider has in its possession, has access to, or can otherwise be obtained by the Provider, and which are either: (1) needed to report, approve, authorize, and/or process transactions and/or support or document any expenses incurred and billed or invoiced by the Provider to the Board pursuant to this Contract, including, but not limited to, any general ledger and all accompanying subsidiary ledgers, any and all applicable accounts payable and accounts receivable documents and invoices; (2) any and all records related to Recipient Financial Resources, as defined herein, including any legers, accounts, account records, bank records, canceled checks, bank deposit slips, bank statements, or any other related account records which contain information regarding any Recipient Financial Resources amount claimed, applied for, received or eligible to be received, and/ocany amounts billed to or collected from any first or third- party payor for any Recipient; (3) any and all legal, financial, or contractual documents between the Provider and any Provider supplier, Provider Subcontractor, Provider Employee or Employees, independent contractor, and/or any other person who directly, indirectly or constructively benefitted, received or participated in any of the amounts paid to or received by Provider pursuant to this Contract; (4) any Provider Employee's or Provider Subcontractor' s personnel files and records, including, but not limited to, any and all payroll records, wage records, time sheets and attendance records, payroll check stubs or vouchers related to any Provider Services by any Provider Employee or Provider Subcontractor under this Contract; (5) any Provider income tax and/or property tax returns or records covering any period of time during which this Contract was in effect; or (6) any past audit reports or findings from any Provider auditors or any other third-party audit of any aspect of Provider's business or Provider's Program/Facility including any State, federal, and/or independent Audit reports and/or Audit findings. Financial Records, as defined in this paragraph, shall not include any record that the Provider or any Provider Subcontractor is prohibited from disclosing to the Board or its Agents, pursuant to state law. 3.10 "Program/Facility" or "Programs/Facilities" shall be defined as the place(s), location(s), or such assigned and designated organizational unit(s), service program(s) and/or other legal entity(ies), person(s), or corporation(s) or subdivision(s) of any entity or corporation, where either the Provider and/or any Provider Employee or Provider Subcontractor, as defined in Attachment B, delivers or renders any of the Provider's Services, responsibilities and/or duties arising from, through or as a result of this Contract. "Program/Facility" shall also refer, as the context so requires or allows, to the physical OAKLAND COUNTY CQMMUNITY MENTAL HEALD1 SERVICES BOARD -- MACOMB-OAKLAND REGIONAL CENTER. INC.. CONTRACT PAGE 5 DRAFT MORCCONT WPD location or setting where the Provider and/or Provider Employee or Provider Subcontractor delivers or renders any of the Provider's Services, responsibilities and/or duties arising from, through or as a result of this Contract, and shall include, without limitation, the Provider's and/or any Provider Employee's or Provider Subcontractor's entire physical location, locations, or premises, including, but not limited to, all buildings, structures, lands, grounds, ingress, egresses, appurtenances, fixtures, equipment, and any and all other real and personal property used, leased, licensed to, owned by, or in the possession of the Provider and/or Provider Employee or Provider Subcontractor location at which the Provider and/or Provider Employee or Provider Subcontractor delivers any Services to any Recipient under this Contract. "Program/Facility," as this term is used in this Contract, shall not be limited to those under the sole and exclusive control or supervision of the Provider, but shall also include any "Program/Facility and/or any Provider Employee or Provider Subcontractor that the Provider has delegated and/or chosen to perform any of the Provider's Services, responsibilities and/or duties arising from, through or as a result of this Contract. 3.11 "Provider Employee" or "Provider Employees" shall be defined to include, without limitation, any and all employees, officers, directors, members, managers, departments, divisions, trustees, volunteers, attorneys, and representatives of the Provider, and except for such persons as defined herein as a "Provider Subcontractor" also includes any and all Provider licensees, concessionaires, contractors, vendors, subsidiaries, joint venturers or partners, and/or any person such person's successors or predecessors, employees, (whether such persons act or acted in their personal, representative or official capacities), and/or any and all persons acting by, through, under, or in concert with any of them and/or the Provider. As defined herein, "Provider Employee" or "Provider Employees" shall also include any person who was a Provider Employee at anytime during the term of this Contract but, for any reason, is no longer employed, appointed, or elected in that capacity, but shall not include the Board, the County, the State and/or any Board, County, or State Agent. 3.12 "Provider Subcontractor" or "Provider Subcontractors" shall be defined to include, without limitation, any and all persons, partnerships, entities, corporations, and/or contractors of any kind other than persons in the direct employment of the Provider and to or with whom the Provider has entered into a contract and/or delegated to any such persons or contractor any of Provider's Services, as defined in this Contract, or any other Provider obligations, duties or responsibilities for providing direct Services to any Recipient under the terms of this Contract and includes without limitation any such persons, partnerships, entities, corporations, and/or contractors: their employees, officers, directors, members, managers, departments, divisions, trustees, volunteers, attorneys, and representatives of any Provider Subcontractor, and also includes any and all Provider Subcontractor's licensees, concessionaires, contractors, subcontractors, vendors, subsidiaries, joint venturers or partners, and/or any such person's successors or predecessors, employees, (whether such persons act or acted in their personal, representative or official capacities), and/or any and all persons acting by, through, under, or in concert with any of them and/or any Provider Subcontractor. As defined herein, "Provider Subcontractor" or "Provider Subcontractors" shall also include any third person who holds a State license and operates any licensed group home which Provider uses to meet the residential Provider Services required for Recipients by Provider under this Contract and/or any person who was a Provider Subcontractor at anytime during the term of this Contract but, for any reason, is no longer employed, appointed, or elected in that capacity, but shall not include the Board, the County, the State and/or any Board, County, or State Agent. OAKLAND COUNTY COMMUNITY MENTAL HEALTH SERVICES BOARD -- MACOMB-OAKLANUEGIONAL CENTER_INC., CONTRACT PAGE 6 DRAFT MORCCONT WPD AKLAND COUNTY COMMUNITY MENTAL HEALTH SERVICES BOARD -- MACOMB-OAKL PAGE 7 REGIONAL CENTER, INC., CONTRACT 3.13 "Recipient" or "Recipients" shall be defined to include any and all persons who, as identified and determined solely by the Board and pursuant to State law and Board policies and procedures, are deemed to be eligible for and/or who can possibly benefit from Provider's care, custody and Services and who the Board, in writing, expressly assigns to receive the Provider's care, custody and/or Services. No other person under the Provider's custody or supervision and/or receiving any benefits or treatment from the Provider shall be considered a Recipient under this Contract without the prior express written designation and authorization of the Board. 3.14 "Recipient Financial Resource" or "Recipient Financial Resources" as it appears and/or is used anywhere in Attachment B, shall be defined as and shall be in all regards deemed to be synonymous with either the defined term "Ability To Pay" or "Reimbursement" as specifically defined elsewhere in this Contract. 3.15 "Reimbursement" shall be defined as any amounts that may be collected, collectable or available to, for, or on behalf of any Recipient or any amount that any Recipient may legally be entitled to collect or receive from any person, legal entity, family member, insurance company, or governmental agency to offset or pay for any part of Provider's Services to the Recipient, including, but not limited to, any amounts collected or collectible from Blue Cross/Blue Shield or other private insurer, Medicare, Medicaid, the Recipient's "Ability To Pay" (e.g., Recipient's personal or family resources or assets, Social Security, SSI, SSD), or any other fees or amounts to be collected or which are collectible by the Provider for Provider's Services to any Recipient. 3.15.1 "First Party Reimbursement" - shall be defined as all Recipient, Recipient guardian, or estate related billings or available monetary payments or recoveries, as defined or required by the DCH or other applicable federal or state rules and regulations (e.g., Ability to Pay). 3.15.2 "Third Party Reimbursement" - shall be defined as all third party billings or available monetary payments or recoveries, as defined or required by the DCH or other applicable federal or state rules and regulations (e.g., Medicare, Medicaid and/or private insurance). 3.15.3 Provider will guarantee that all First and/or Third Party Reimbursement billing and information systems utilized by Provider will meet Medicaid, DCH, and generally accepted auditing standards and be fully accessible and compatible with all Board data systems and will endeavor to have the systems directly linked. 3.16 "Slots" shall be defined as the total number of possible individual Recipient placements (e.g., beds, spaces, openings, etc.) that can be made by the Board in any Provider's Program/Facility at any one time. "Slot" shall refer to any one of the total number of "Slots" made available for Board placed Recipients by the Provider. The Board recognizes that the Provider may in addition to any such Board placed Recipients, as provided for herein, also have non-Board placed Recipients living in any Program/Facility. The Board shall have the right to place such Recipients with Provider as Slots are available. Initially, the number of Slots available to the Board under this Contract are shown in Attachment A. Any change in the number of Slots made available to the Board by the Provider shall be made by a written amendment to this Contract unless otherwise provided for herein, 3.17 "State" shall be defined as the "State of Michigan," a sovereign governmental entity of the United States, and shall also include within its definition any and all departments or DRAFT MORCCONT WPO agencies of State government including specifically, but not limited to, the Family Independence Agency (formerly the Department of Social Services and hereafter "DSS"), a department of State government (which includes the "Protective Services Division"), and the Department of Community Health (hereafter, "DC H) (formerly the Department of Mental Health). The Parties understand and agree that, because of the recency of the DSS and DCH name changes and the fact that all prior Department of Mental Health (hereafter "DMH") and DSS rules and policies identified in this Contract, and otherwise, have not yet been yet completely updated by the State to reflect the DCH or DSS name changes, for all purposes in this Contract any reference to DMH shall be also interpreted to refer to DCH. 4 PLACEMENT/REJECTION/MOVEMENT OF RECIPIENTS FROM ANY PROGRAM/FACILITY. Subject to the terms of this Contract, the Provider agrees to accept into Provider's Program/Facility and provide all Services described in this Contract for each Recipient, as defined in Attachment B, and-designated in writing by the Board for placement and treatment in Provider's Program/Facility as follows: 4.1 The Provider agrees to provide Services for Recipients up to the number of Slots available to the Board for any and all Service Components under this Contract, as shown in Attachment A, to serve Recipients referred for placement with the Provider by the Board. 4.2 The Provider agrees to facilitate the referral and placement of Recipients by the Board to and from any and all Provider or Provider Employee or Provider Subcontractor Programs/Facilities, up to the number of Slots available to the Board when so requested by the Board. The Provider also agrees to transmit any and all relevant Provider or Provider Subcontractor Program/Facility and/or Staffing information to the Board (subject to any confidentiality requirements of State and federal law) to promote continuity of Services for the Recipient between the Provider or any Provider Subcontractor and any other appropriate human service agency or upon the request of the Board. The Provider shall advise the Board of the Program/Facility in which the Provider intends to place any Recipient, prior to any Recipient placement by the Provider. 4.3 The Provider may reject any Recipient the Board seeks to place in any Provider or Provider Program/Facility for Provider's Services. Similarly, the Provider may terminate Provider's Services to a Recipient currently receiving Provider's Services when the Provider determines that Recipient's presence is not in the best interests of that Recipient and/or any other Recipient of Provider's Services subject to the following conditions: 4.3.1 The Provider's decision to reject a Board-proposed Recipient and/or terminate any current Recipient shall be justified based upon Provider's written admission/discharge criteria as established at the beginning of the terms of this Contract and previously provided to the Board. 4.3.2 Upon the written request of the Board, the Provider shall document, in writing to the Board, within fifteen (15) Days after written notice for same from the Board, the Provider's reasons for any denial of admission or request to terminate future Services to any Recipient. 4.3.3 If the Board does not reasonably concur that any such Provider's decision is consistent with the Provider's written admission/discharge criteria in the instant circumstance, the Board may, in its sole option and discretion, reduce the number OAKLAND COUNTY COMMUNITY MENTAL HEALTH SERVICES BOARD -- MACOMB-OAKLAND REGIONAL CENTER, INC., CONTRACT PAGE 8 DRAFT MORCCONT WPD tne Board to do so. For residential vacant Slots only, the Board shall have no obligation to reimburse the Provider for existing or new vacant Slots in any Program/Facility in excess of fourteen (14) Days. A Slot shall not be deemed vacant when a Board placement is pending and the Board agrees to provide a referral for each vacancy within such fourteen (14) Day period. If the Board has not advised the Provider of a referral within such fourteen (14) Day period, the Board shall be deemed to have given up the Slot and the Provider's Budget Category shall be reduced in proportion to the reduced Administrative overhead costs, unless the Board agrees to resume payment for the Slot, after such fourteen (14) Day period. The Board shall not pay vacant Day Program Slots. 4.8 The Provider agrees that the Board shall seek integration of mental health services to ensure reduction in duplication of Board Services and programs, and adherence to consistent Service delivery methods and procedures. From time to time the Board may, at its discretion, revise or change procedures regarding service access, and agrees to notify the Provider in a timely manner of such changes. 5 PROVIDER'S SERVICES. The Provider's total obligations, responsibilities and duties under this Contract, whether to the Board and/or any Recipient (hereafter referred to and defined as "Services" or "Provider's Services"), shall include, without limitation, any and all of the Board- established Provider obligations to any Recipient, as further described in this section and the following subsections: 5.1 The Board is committed to quality of care and safety for all consumers of mental health services, who are referred to as "Recipients" of Services in the Mental Health Code and in this Contract. As a condition of continued funding at the levels set forth herein, the quality of care and safety commitment of the Board shall be pursued by the Provider and any and all Provider Employees or Provider Subcontractors and the Provider shall guarantee to deliver quality mental health Services. The Provider shall make quality of care, safety and protection for Recipients of Services its highest priority. 5.2 The Provider shall prepare and deliver to the Board, upon request, within thirty (30) Days of the placement of any Recipient with the Provider, an IPOS (Individual Plan of Service or Individual Support Plan) for each Recipient placed into Provider's care, custody and supervision pursuant to this Contract. 5.2.1 "IPOS" shall be defined as the "Individual Plan Of Service" which is prepared by the Provider and delivered to the Board to detail the specific plan of treatment and care that an individual Recipient is to receive while in the Provider's care, custody, and supervision. The Parties agree that each IPOS delivered to the Board for each Recipient and approved or accepted by the Board shall become a further definition of the Provider's Services, as defined in this Contract, and a further contractual obligation of the Provider. Any IPOS for any Recipient under Provider's custody and care shall also be incorporated into and made a part of this Contract. 5.2.2 The current IPOS for each Recipient shall be retained by the Provider at each Provider or Provider Subcontractor Program/Facility and is included by this reference into and made part of the scope of the Provider's Services to be rendered pursuant to this Contract. 5.2.3 The Board or its Agents, after consultation with the Provider, may reasonably modify any IPOS for any Recipient in Provider's care at any time during the term of this Contract. OAKLAND COUNTY COMMUNITY MENTAL HEALTH SERVICES BOARD -- MACOMB-OAKLAND REGIONAL CENTER, INC., CONTRACT PAGE 10 DRAFT MORCCONT WPD 5.3 The Provider Service's, as defined and listed in this section and the following subsections, are also part of the Provider's Services to be rendered under this Contract. It is understood by the Parties that the Services to be provided must adhere to any current Service definitions for and by any and all appropriate icensure, accreditation or third-party payment sources and/or the DCH. It is also understood by the Parties that these Services include both any Services directly provided by the Provider, as well as Services that may be provided for by any Provider Subcontractor through a delegation of Provider's Services as provided for in this Contract. The following subsections describe what shall be referred to in this Contract as "Service Component(s)." The following Service Component(s) shall be further defined as provided for by DCH in applicable DCH regulations and policies. The following Service Component(s) shall be further defined and described in the applicable Board "Budget Category" definitions provided below in this Contract. 5.3.1 ,AItprnative Intermediate Services - Developmentally Disabled (hereafter, "AIS- DD"). A specific type of CLF, as defined below, that is operated to benefit persons with severe developmental disabilities who might not otherwise be able to live in the community. Built for the safety and comfort of the persons who use mobility equipment or who may have more significant medical and/or physical limitations, the home and its attendant habilitation Services are licensed and certified. Staff are awake and on duty 24 hours. Services to be provided to each Recipient are as specified on the Recipient's IPOS. Provider acknowledges that there are special funding and Reimbursement requirements for each such Recipient placement in an AIS Program and agrees to be responsible for ensuring the proper arid required enrollment of Recipients, homes and the Provider Employees and/or Provider Subcontractors. 5.3.2 Community Living Facility - Developmentally Disabled (hereafter, "CLF-DD"). A specialized level of supervised residential programming that is licensed by the State and certified by DCH. Room, board and 24-hour supervision, as well as in home habilitation/rehabilitation training or Services at higher staffing levels than regular licensed foster care facilities are provided. Recipients receive planned, structured activity and Services daily based on their1POS. Staff have specific training and are awake on duty 24 hours. This type of residential Program/Facility is often referred to as a group home setting. 5.3.3 Community Training Home - Developmentally Disabled (hereafter, "CTH-DD"). A basic level of supervised residential programming that is licensed by the State as a Foster Care Facility and that provides room, board and 24-hour supervision to Recipients. Costs of housing, food, utilities and base staffing are included. It is understood by the Parties that, for purposes of this Contract, special individualized support Services aimed at rehabilitation or maintenance as outlined in the Individual Plan of Service are included. This may include, as provided for in a Recipient's IPOS, enhanced staffing or Services specific to the needs of typical mental health Recipients. Staff may reside in the home setting and are on duty, but not generally awake, 24 hours. Same as "AFC", as defined below, except that the Recipient receiving the Services is a minor child placed with a qualified family for the provision of licensed, specialized family foster care. 5.3.4 Supported Independence Proaram - DevelopmentalIv...Disabled (hereafter, "SIP- DD"). An unlicensed type of residential program that provides supports, training and encouragement to Recipients in the setting of the Recipients own residence. OAKLAND COUNTY COMMUNITY MENTAL HEALTH SERVICES BOARD PAGE 11 -- MACOMB-OAKLAND R NAL CENTER. INC., CONTRACT DRAFT MORCCONT WPD or the community. Supports are individualized and usually pertain to advanced daily living skills and community access and are based on the Recipient's Individual Plan of Service. SIP Programs may include, as otherwise provided for in any recipient's IPOS, a rent subsidy: i.e., program(s) to supplement an individual Recipient's housing expense so that appropriate housing can be maintained by the Recipient in the community. The Board reserves the right to set standards for the determination and definition of rent subsidies paid through this contract. 5.3.5 Day Program - Developmentally Disabled, (hereafter "DAY PROGRAM-DD"). Any of a variety of activity programs for Recipients provided outside the Recipient residence that focuses on recreation, socialization or work skills training/support or placement. Participation is determined by the goals/objectives of the Recipient's IPOS. Work skills oriented day programs are defined according to Medicaid Reimbursement (Type A, Type B or Type C, as defined in applicable DCH and Medicaid guidelines), as a Supported Employment Program ("SEP"), or Transitional Employment Program ("TEP"). Other day treatment programs focus on specialized treatment or support. 5.3.6 Development - Developmentally Disabled, (hereafter "DEVELOPMENT-DD"). Any appropriate and reasonable activity associated with finding, securing, improving, or maintaining appropriate new or existing residential sites for Recipients and developing lease or purchase agreements, physical plant assessment, and implementing physical plant modifications as needed to meet zoning, licensing orRecipient needs. Also included in DEVELOPMENT-DD are any appropriate and reasonable tasks involved in finding and developing qualified Providers for the provision of supervised residential services. 5.3.7 /kcitilt Foster Care - Community Residential Service (hereafter, "AFC-CRS"). A basic level of supervised residential programing that is licensed by the State as a Foster Care Facility and that provides room, board and 24-hour supervision to Recipients. Costs of housing, food, utilities and base staffing are included. It is understood by the Parties that, for purposes of this Contract, special individualized support Services aimed at rehabilitation or maintenance as outlined in the Individual Plan of Service, are included. This may include, as provided for in a Recipient's IPOS, enhanced staffing or services specific to the needs of typical mental health Recipients. Staff may reside in the home setting and are on duty, but not generally awake, 24 hours. 5.3.8 Community Living Facility -Community Residential Service (hereafter, "CLF- CRS"). A specialized level of supervised residential programing that is licensed by the State and certified by DCH. Room, board and 24-hour supervision, as well as in home habilitation/rehabilitation training or services at higher staffing levels than regular licensed foster care facilities are provided. Recipients receive planned, structured activity and Services daily based on their IPOS. Staff have specific training and are awake on duty 24 hours. This type of residential Program/Facility program is often referred to as a group home setting. 5.3.9 Sus sorted Ins - • - • s. -m - Communit Residential Service (hereafter, "SIP-CRS"). An unlicensed type of residential program that provides supports, training and encouragement to Recipients in the setting of the Recipient's own residence or the community. Supports are individualized and usually pertain to advanced daily living skills and community access and are based on the OAKLAND COUNTY COMMUNITY MENTAL HEALTH SERVICES BOARD -- MACOMB-OAKLANO RgGIONAL CENTER, INC.. CONTRACT PAGE 12 DRAFT MORCCONT WM) Recipient's Individual Plan of Service. Included in this category of Service is any program known as a lodge where the Recipients may also receive group vocational supports, but the location is usually an apartment or home-shared setting leased by the Recipient(s) or a private person on behalf of the Recipient(s). SIP Programs may include, as otherwise provided for in any Recipient's IPOS, a rent subsidy; i.e., program(s) to supplement an individual Recipient's housing expense so that appropriate housing can be maintained by the Recipient in the community. The Board reserves the right to set standards for the determination and definition of rent subsidies paid through this Contract. 5.3.10 Day Program -Community Residential Service (hereafter "DAY PROGRAM- CRS"). Any of a variety of activity programs for Recipients provided outside the Recipient residence that focuses on recreation, socialization or work skills training/support or placement. Participation is determined by the goals/objectives of the Recipient's IPOS. Work skills-oriented day programs are defined according to Medicaid Reimbursement as a Supported Employment Program ("SEP") or Transitional Employment Program ("TEP"). Other day treatment programs focus on specialized treatment or support and may -include psychosocial rehabilitation or drop-in programs. NOTE: The Provider understands and agrees that included within any of the above described residential Services, as may be described in any Recipient's IPOS, the Provider's Services shall include specific transportation services ( i.e., the provision of safe. reliable and affordable transportation for Recipients in a timely manner to medical appointments, mental health services and program sites for Services as described in the IPOS). 5.4 The Provider further agrees that it shall be responsible and obligated to provide for: 5.4.1 The total day-to-day care, custody, and supervision of any individual Recipient receiving Provider's Services and/or placed into any Provider's Program/Facility by the Board pursuant to the terms of this Contract. The Provider's Services shall include, at a minimum; provision and supervision for any and all of Recipient's daily needs for food, clothing and shelter in a safe and secure environment, supervision, education, medical management and care, transportation, socialization, community experience and access, and any requirements for meeting each Recipient's personal care, daily living and hygiene needs. 5.4.2 Any and all individual Recipient Services identified in each individual Recipient's Individual Plan of Service (IPOS). The IPOS will detail the nature of the Service needs, as well as time frames and outcomes associated with each goal and expectation of the Plan. The Recipient's needs will be assessed and appropriate goals will be identified in an effort to meet those needs. These goals will be written into the IPOS which will also detail the role of the Provider in meeting the identified goals. It is expected that a plan for movement out of Provider's Program/Facility back into the Recipient's family or into semi-independent or independent living or other living arrangements in the least restrictive setting will be included in the IPOS wherever possible and appropriate. 5.4.3 Any mental health treatment requirements, based upon the IPOS, including, but not limited to, providing or obtaining any required Psychiatric services, a "secured" program, individual/group/family therapy, and any other specialized treatment or services as described in the IPOS. OAKLAND COUNTY COMMUNITY MENTAL HEALTHERVICES_BOARD -- MACOMB-OAKLAND REGIONAL CENTER, INC., CONTRACT PAGE 13 DRAFT MORCCONT WPD 5.4.4 The achievement of the Mandatory Performance Measures and Outcomes required by the Board, or DCH, allowing the Board to review, as the Board, in its sole judgment, deems appropriate, Providers progress and compliance with same. The Provider agrees to make every reasonable effort to achieve the goals and objectives contained in each Recipient's IPOS using the methodologies identified therein. 5.4.5 Monitoring and providing for the safety, security and welfare of Recipients while they are under Provider's care and supervision and to assure immediate medical treatment for any Recipient who suffers physical injury or illness. The Provider shall develop and implement policies and procedures for such immediate medical treatment and protection of Recipients who have suffered physical injury or illness in any Program/Facility and shall report injuries and deaths of Recipients as required in this Contract. 5.4.6 The Provider, upon request, will provide information to and/or assist the Board in assessing any Recipient functioning and progress in meeting any Board, IPOS or Provider Services objectives. The Provider shall also assist the Board in obtaining any requested medical evaluations of Recipients, including the off-site transportation and supervision of Recipients for the purposes of attending medical appointments, etc. 5.4.7 The adequate and appropriate care and supervision of all Recipients or any other person enrolled in Provider's Program/Facility, while any such Recipient is participating in any Provider supervised program or activity, while under Provider's care and custody, in Provider's Program/Facility, and/or while receiving any Provider Services. 6 BOARD'S FINANCIAL OBLIGATION TO PROVIDER. Subject to the continued availability and receipt of sufficient federal, State, or local governmental funds, and the terms and conditions of this Contract, as described herein and/or in Attachment A and Attachment B hereto, the Board shall pay the Provider for Provider's Services under this Contract as follows: 6.1 The Board agrees to pay to the Provider an amount, not to exceed the NOT TO EXCEED AMOUNT, as shown on the first page of this Contract, for any and all Provider costs and expenditures incurred and paid by Provider in delivering Services under this Contract, subject to the following conditions: 6.1.1 All Provider's cost and expenses associated with or incurred in the delivery of any and all Provider Services for any Service Component(s) must fall within one of the "Budget Category" line items as shown on Attachment A for that Service Component(s) in order to be paid by the Board. "Budget Category" (or "Budget Categories" if referring to more than one) as used in this Contract, shall include and refer to the "Slot Cost," "Staff Cost," "Administration," "Operating," "Exceptions" "Day Program Costs" or "Vocational Transportation Costs" line items for Service Component(s) as shown in Attachment A and/or as further defined in this section. In addition for the DAY PROGRAM - DD Service Component(s), "Budget Category" shall also refer to and include "Enhanced Vocational Cost," as shown in Attachment A and as further defined in this section. OAKLAND COUNTY COMMUNITY MENTAL HEALTH SERVICES BOARD -- MACMB-OAKLAND REGIONAL CENTER. INC.. CONTRACT PAGE 14 DRAFT MORCCONT WPO 6.1.2 Except as otherwise limited or provided for in this Contract, all Provider Services shall be due and paid to the Provider by the Board on a net cost" basis as that term is used by DCH and subject to the DCH rules in this regard. 6.1.3 The Board shall only be obligated to pay Provider for Provider's costs and expenses which the Board considers to be both reasonable, as defined herein, and necessary for the delivery of Provider's Services under this Contract. For the purposes of this Contract the Board shall consider any Provider's cost and expenditure reasonable and necessary if, in it's nature and amount, it does not exceed that which would be incurred by a prudent person under the circumstances prevailing at the time the decision was made to incur the cost. In determining reasonableness of any Provider expenditure or cost, the Board shall consider: (1) whether or not the items are necessary and reasonable for proper and efficient performance or delivery of Provider's Services under this Contract; and (2) market prices for comparable goods or services; and (3) whether the Provider acted with prudence in the circumstances considering its responsibilities. In cases where there is any question by Provider as to whether any planned or anticipated Provider cost or expenditure may be reasonable or necessary, the Provider agrees to request prior written Board approval for any such planned cost or expense. 6.2 The Board shall only be obligated to pay Provider for Provider's costs and expenses which were actually incurred and paid by the Provider in order to provide such Services and are consistent with the intended Provider costs and expenditures for each of the Budget Categories, as defined herein. Any and all Provider expenditures shall have been incurred and shall only be reimbursable by the Board if any such Provider costs and expenses are consistent with the following "Budget Category" definitions: 6.2.1 "Slot Cost", as referred to in Attachment A and except as follows, shall refer to the Program/Facility placement cost for any Recipient. "Slot" shall be defined as otherwise provided formn this Contract. 6.2.1.1 The "Slot Cost" for all "AIS-DD," "CLF-DD," "CTH-DD," "SIP-DD" "AFC- CRS," "CLF-CRS," and "SIP-CRS" Service Component(s) shall be billed by the Provider and reimbursable by the Board according to the "per diem" schedule shown on the Residential Per Diem Detail pages in Attachment A. 6.2.1.2 If any actual Slot Cost amount paid by the Provider to any Provider Subcontractor for any Residential or Day Program Services is less than the amount shown on the Detail Residential Per Diem pages in • Attachment A, the Board shall only be obligated to pay the Provider the Slot Cost actually incurred and paid by the Provider. 6.2.2 "Staff Costs", as referred to in Attachment A shall include and be limited to any and all Provider costs and expenses actually paid or incurred by Provider on behalf of any Provider Employee, including, but not limited to, any and all Provider's Employees past, present, or future wages, compensation, overtime wages, expenses, fringe benefits, pension or retirement benefits, training expenses, and/or related mandatory Provider Employee costs such as workers' disability compensation benefits, unemployment compensation, Social Security Act protection(s) and benefits, any employment taxes, and/or any other statutory or contractual right or benefit based on or in any way related to any of Provider's OAKLAND COUNTY COMMUNITY MENTAL HEALTH SERVICES BOARD -- MACOMB-OAKLAND REGIONAL CENTER. INC., CONTRACT PAGE 15 DRAFT MORCCONT WPD Employee's employment or contractual relationship to the Provider, and including any judgment for wages or other damages recovered by any Provider's Employee. Staffing costs specific to the provision of any of the above defined Service Components include the provision of the following clinical services by an appropriately trained, licensed, credentialed and/or certified professional specific to the discipline and industry standards: occupational therapy, physical therapy, nursing, speech therapy, dietary, psychiatry, social work, recreational therapy, psychology, and other less frequent but recognized therapies or appropriate mental health services, including sexuality and substance abuse counseling. 6.2.2.1 Further included in the definition of staffing affiliated with specific purchased program services as defined is case management or supports coordination. This includes services that will assist a Recipient in gaining access or needed medical, social, educational, residential or vocational - services. Case managers and support coordinators are responsible for preparing the IPOS and ensuring that the IPOS addresses the needs and goals of the specific Recipient receiving mental health programming. Tasks include assessment, service plan development and revision as appropriate, linking and coordination of services with others, and monitoring of the quality and appropriateness of care, supervision and functioning of the Recipient. Case managers and supports coordinators are obligated to ensure that the IPOS appropriately and comprehensively reflects the Recipient's most current community-based mental health service needs and choices. 6.2.2.2 The Provider understands that the provision of case management and support coordination services shall be made available and accessible to Recipients on a 24-hour daily basis as needed or appropriate. The Provider further shall ensure that the provision of both case management and supports coordination adhere to integrated treatment planning documentation and any other reimbursement requirements of third-party payor, including, but not limited to, waivered community based services, personal care reimbursement, A1S/MR cost accounting and psychosocial rehabilitation programs of the Board. The Provider shall complete all requirements in order to facilitate maximum reimbursement to the Board for such Provider's Services covered by this Contract or other contracts of the Board. 6.2.3 "Administration", as referred to in Attachment A shall include and be limited to any and all Provider costs and expenses actually paid or incurred by Provider for any and all overhead and/or administrative costs attributable to the general operations of the Provider and/or the delivery of any Provider Services to the benefit of the contracted program but are not direct costs of the program or the administration of the program that are included in any other Budget Category Sub-Total Amount in this Contract. Administrative costs are the personnel costs associated with business operations of the Provider covered by this Contract not associated with any specific Recipient needs. Included in these costs are administrative and financial staff, accounting, payroll, data coding, maintenance, housekeeping, personnel, Reimbursement, clerical, public affairs, and administrative staff support costs. Administration, as referred to in Attachment A, shall include and be limited to any and all Provider costs and expenses actually paid or incurred by Provider on behalf of any Provider Employee, including, but not limited to, any and all Provider's Employees past, present, or future wages, compensation, OAKLAND COUNTY COMMUNITY MENTAL HEALTH SERVICES BOARD -- MACaMB,OAKLAND REGIONAL CENTER INC. CONTRACT PAGE 16 DRAFT MORCCONT WPD overtime wages, expenses, fringe benefits, pension or retirement benefits, training expenses, and/or related mandatory Provider Employee costs such as workers disability compensation benefits, unemployment compensation, Social Security Act protection(s) and benefits, any employment taxes, and/or any other statutory or contractual right or benefit based on, or in any way related to, any of Provider's Employee's employment or contractual relationship to the Provider, including any judgment for wages or other damages recovered by any Provider's Employee. Included in this category is the provision of specific training to group home staff to provide appropriate direct care and supervision to Recipients. The Board reserves the right to establish appropriate curriculum for such training as covered by this Contract. 6.2.4 "Operating", as referred to in Attachment A, shall include and be limited to any and all Provider costs and expenses actually paid or incurred directly by Provider (M.O.R.C. Inc.) for any and all insurance, taxes, licenses and permits, necessary materials, supplies, printing, contracts for utilities, and maintenance and operations associated with the Provider's Services under this Contract, including, but not limited to, any Provider Employees' or Provider Subcontractor's travel expenses, mileage allowances, or Provider Employee or Provider Subcontractor's transportation costs, any utilities, water, sewer, gas, steam, electrical and telephone, grounds maintenance, custodial services, security services, and trash pick-up services, and any Provider Program/Facility fixtures, furnishings, furniture, additions, improvements, repairs, partitions, and materials. 6.2.5 "Exceptions," as referred to in Attachment A, shall include and be limited to any Provider costs and expenses actually paid or incurred directly by Provider for items as shown in Attachment A. Only the Exception costs itemized in Attachment A can be reimbursed to the Provider under the terms of this Contract. Items shown in Attachment A are further differentiated by approved expenses for Developmentally Disabled ("DO") and Community Residential Service ("CRS") type programs and the approved cost for the two different program types shall not be interchangeable so that items approved for either DD or CRS type programs are not automatically approved for the other program type unless expressly provided for in Attachment A. Notwithstanding the above, no cost or item over $5,000.00 may be charged as an "Exception" to any "DD" or "CRS" Service Component(s) without the prior written approval of the Board. The Parties agree that within the first forty-five (45) days of this Contract procedures shall be developed that shall detail any Board payment exception cost procedure. 6.2.6 "Day Program Costs" - Costs directly pertaining to day or vocational programming daily paid by the Provider for specific Recipients or residents. Day Program Services are defined elsewhere in this Contract (i.e., "DAY PROGRAM-DD" or "DAY PROGRAM-CRS") 6.2.7 "Vocational Transportation" - Costs of providing actual, specific, transportation to specific Recipients or residents to day, vocational or employment sites in the community. 6.2.8 The following Budget Categories shall be used and apply only to "DAY PROGRAM-DD," as defined above. "Enhanced Vocational" - Costs that pertain to Provider staffing costs affiliated with day or vocational program enhancement, or community placement OAKLAND COUNTY COMMUNITY MENTAL HEALTH SERVICES BOARD -- MACOMB-OAKLAND_REGIONAL CENTER, INC., CONTRACT PAGE 17 DRAFT MORCCONT WPC) development or maintenance for individual Recipients, that are outside of the day or vocational program Slot Costs. This may include costs of added vocational services, including the provision of vocational-related Recipient assessments, placements, monitoring, support and training for both the Recipient and a community-based job site employer or supervisor. These added vocational staff costs should be focused on activities that have the potential to enhance, develop or maintain Recipient employability or vocational functioning independence. Costs for Recipients in this area must be associated with Services and goals of the Recipient as addressed in the IPOS. 6.2.9 The Parties agree that any and all Provider cost and expense under this Contract shall be only incurred and paid consistent with, and subject to, the Budget Category definitions and line item amounts shown on Attachment A for that Budget Category. The Provider agrees that, should it appear to the Provider that any Provider costs and expenses for Provider Services may not be includable within any Budget Category, as described above, the Provider shall notify and seek prior Board approval and concurrence before incurring any such possibly "non-conforming" cost or expense in providing any Services. Under no circumstances shall any "non-conforming" Provider cost or expense that was not approved in advance by the Board become a financial obligation of the Board unless otherwise approved in writing by the Board. 6.2.10 The Parties further agree that no Provider cost or expense incurred in providing any Services pursuant to this Contract shall be due, owing, or paid to Provider except as described herein. 6.3 Notwithstanding any other provision in this Contract, each "Service Component(s) Sub- Total" amount for each Service Component(s), as shown in Attachment A, shall represent the "cap" or the maximum amount of the Board's payment obligation to Provider for any and all Provider's expenditures related to, or intended to be reimbursed by, the Board under or in connection with that Service Component(s). 6.3.1 In addition, each Budget Category line item amount for each Service Component(s) shown in Attachment A shall represent an additional "cap" or an additional maximum amount of the Board's payment obligation to Provider for any and all Provider's expenditures related to, or intended to be reimbursed by, the Board under or in connection with Budget Category of that Service Component(s). 6.3.2 Any unexpended amount by the Provider in any Service Component(s) Budget Category shall not be permitted to be used for or applied to any payment to Provider for any expenditures in any other Service Component(s) Budget Category. 6.3.3 Notwithstanding the amount of any Provider expenditure and/or any remaining availability of unencumbered funds in any Budget Category line item amount of any Service Component(s), no payments shall be made or owed to the Provider by the Board for any Provider cost or expenditure which are: unreasonable and/or unnecessary, inconsistent with the type of costs and expenses as anticipated and as defined in any Budget Category or this Contract, and/or would result in the total payments to Provider in any Service Component(s) Budget Category line item exceeding the amount shown in Attachment A. OAKLAND COUNTY COMMUNITY MENTAL HEALTH SERVICES BOARD -- MACOMB-OAKLAND REGIONAL CENTER, INC., CONTRACT PAGE 18 DRAFT MORCCONT VVPD 6.4 The Provider shall complete and submit a final staffing table to the Board within forty-five (45) calendar Days of the initial effective date of this Contract in a form or format acceptable to the Board and that correlates with the terms and conditions of this Contract. 6.5 Under no circumstances shall the Board be required to reimburse the Provider for any costs or expenses incurred or associated with Services to any person other than a Recipient assigned to the Provider by the Board as otherwise provided in this Contract. Any exceptions must be approved in writing by the Board. 6.6 ALL EFIKARI IRRFNIFNT AMCH NTS COLI FCTABLE BY THE PROVIDER - The Provider agrees that it shall be obligated and/or required to secure and/or collect any and all amounts identified in Attachment A as "Reimbursement Collectable by the Provider, which shall consist of any and all "Party Reimbursement" and "Third Party Reimbursement" as defined herein and as shown in Attachment A, as Reimbursement Collectable by the Provider to offset any Provider and/or Recipient costs and expenses related to this Contract. The Parties agree that the Provider's obligation for collection shall be as defined in Provider's submitted collection and reimbursement policies and procedures as agreed upon by the Board. 6.6.1 The Provider further agrees to assist the Board in soliciting, qualifying for, securing and/or receiving any and all federal, State, or private benefit, entitlement of any kind, and/or any and all Reimbursement amounts for any eligible Recipient of Provider's Services and/or for whom the Board is paying any part of the cost of Provider's Services. 6.6.2 The Provider shall report and/or credit to the Board all Reimbursement amounts received by the Provider in the course of its operation for those Services funded by the Board. The Provider shall complete Board "Statement of Income" forms for all Recipients served in compliance with DCH requirements. Said profiles shall be updated at least annually, or whenever the Provider becomes aware of changes in a Recipient's financial situation. 6.6.3 The Parties acknowledge that the "Reimbursement Collectable by the Provider" amounts shown in Attachment A to be collected and/or collectible for any Recipient and to be credited against any amount otherwise owed to the Provider under this Contract may be subject to change during the term of this Contract and will result in an amendment to this Contract. 6.6.4 Recipient fees shall only be assessed according to DMH Administrative Rules. The Parties agree that the Provider and the Board shall meet requirements of the Community Mental Health Financial Guidelines, including Provider's appropriate and assertive application of Ability to Pay standards for Recipients. The Provider's inability to collect Recipient Ability to Pay amounts as deemed appropriate by these guideline's shall be documented to the Board and shall be subject to the Board's approval. 6.6.5 The Provider shall conduct and provide the Board with the proper cost accounting necessary to obtain Reimbursement for any applicable services, including, but not limited to, AIS/MR billing for homes, including facilitating records for the Board to reimburse additional counties for appropriate Recipients. The Provider shall include the Board affiliated costs as defined and provided by the Board when establishing rates for billable services as appropriate, including, but not limited to, OAKLAND COUNTY COMMUNITY MENTAL HEALTH SERVICES BOARD -- MACOMR-OAKLAND REGIONAL CENTER, INC., CONTRACT PAGE 19 DRAFT MORCCONT WPO AIS/MR and waivered services billings. The Provider agrees to utilize the cost setting methodologies as approved by the Board, and as referenced in Attachment B. It is understood and agreed by the Provider that the Provider shall be responsible for any and all First Party Reimbursement and Third Party Reimbursement billing. 6.6.5.1 The Provider shall conduct billing activities directly to Reimbursement sources in a timely fashion and shall report to the Board outcomes as appropriate. 6.6.5.2 If the Provider, for any reason, fails to follow any of the collection procedures established by the Parties under this Contract and/or the Provider fails to vigorously pursue any such collection efforts under such policies and procedures, the Provider further agrees to be liable to the _ Board for any deficiency or any other failure by the Provider to either collect, secure, or assist the Board in the collection and/or securing of any available Reimbursement amount, as defined in this Contract, which any Recipient in the Provider's care and custody would have otherwise been eligible to receive for any Provider's Services. 6.6.6 The Parties agree that the Board shall establish reasonable revenue targets for the Provider for the term and Services of this Contract. The Provider agrees that, within forty-five (45) Days from the effective date of this Contract, the Provider will submit to the Board a written plan to achieve such revenue targets. The Provider shall include in this plan the units of Service, unit cost calculations by billing code, and other assumptions, based on the Services specified in this Contract. The Board may determine the format of this plan. The plan must be approved by the Board. The Board shall request and receive from the Provider periodic reports on the status of the revenue plan performance. 6.6.7 The Provider agrees that the calculation of any Provider or Provider Subcontractor billable rates will be in accordance with the procedures utilized and established by Kent County, Michigan, as contained in it "Attachment C - Guidelines for Costing", effective: January 1, 1996. The Board shall provide a copy of this document to Provider upon request. 6.6.8 The Provider agrees to submit to the Board monthly, in a format that is acceptable to the Board, routine reports regarding the Provider's cash flow status, income statement and budget variance. These monthly reports shall be due to the Board by 20th day of the month. 6.6.9 The Provider agrees to assist the Board in the development and completion of any other contracts (e.g., contracts with other counties) as necessary. Such agreements shall be at the discretion of the Board. It is agreed and recognized by the Parties that amendments to this Contract shall include, but are not limited to, resolution of the provision of Service to county of origin Recipients not from Oakland County, as well as Recipients from outside the State or without a clearly determined county or origin that do reside in Board county-based programs covered by this Contract. 6.6.10 The Provider shall be responsible for billing any health care benefits from insurers, Medicare and Medicaid when a Recipient is eligible for those benefits. In the absence of insurance and insurance eligibility, the Provider shall bill the OAKLAND COUNTY COMMUNITY MENTAL HEALTH SERVICES BOARD -- MACOMB-OAKLAND REGIONAL CENTER, INC., CONTRACT PAGE 20 DRAFT MORCCONT WPD Recipient or the Recipient's parent or guardian directly in accordance with a predetermined fee scale based on Ability to Pay The Board will not be responsible for any costs of Services which, but for Provider's negligence, could have been billed to or collected from any such payor. 6.6.11 Notwithstanding any other provision in this Contract, the Board shall not, under any circumstances, be obligated to pay or reimburse Provider for any costs not directly associated with Services for any Board-placed Recipient unless otherwise expressly provided for in the Contract or agreed to in writing. 6.6.12 The Board shall retain the absolute right and sole discretion to reduce, phase down, eliminate or alter funding for any Service Component(s) and/or otherwise modify or decrease any Budget Category line item amount in whole or in part as the Board deems necessary to meet the overall needs of all Board programs, including any and all of Provider Services as otherwise provided in this Contract. 6.7 "Provider Invoices and Payments" - Subject to the terms and conditions of this Contract, including, but not limited to, those related to Program Evaluation, Cost Settlement, Audit, and/or Possible Provider Repayment, as set forth in Attachment B, and except as otherwise expressly provided for in this section, the Board, will issue a check payable to the Provider on or before the first (1st) Day of each calendar month during any term of this Contract, beginning with the first calendar month that this Contract is in effect, in the following amount: Five Million Seventy-Five Thousand Seven Hundred Sixty Dollars ($5,075.760.00) 6.7.1 The Board agrees to issue a check, as provided for in this section, on a monthly basis to the Provider. The Parties agree that the above monthly payment to the Provider shall represent the Parties agreed-upon "estimate" of the total amount that the Parties expect to be due and owing the Provider for any and all of Provider's Services pursuant to this Contract for the calendar month in which any such amount shall be otherwise due or payable during any term of this Contract. 6.7.2 The Parties agree that, notwithstanding any provision related to this monthly payment amount as described in this subsection, under the terms of this Contract the Board's financial obligation to the Provider is entirely based and established upon Provider's "actual" costs and expenditures, and less any Reimbursement Collectable by the Provider. The Parties agree the Board payment procedure established in this subsection is strictly for the convenience of the Parties and is neither intended by them, nor shall it be deemed or interpreted, as establishing, or used, in any way, in any calculation or determination of any amount due and owing to the Provider pursuant to the terms of this Contract. 6.7.3 The Provider, absent circumstances not of its own making and beyond its reasonable control, shall deliver a Provider-prepared and reconciled Invoice to the Board for each calendar month's obligations within ten (10) Days after the last Day of each calendar month in which Provider rendered any Services pursuant to this Contract. The Provider understands and agrees that beginning with the first calendar month after any Provider Invoice is due, and continuing thereafter, any failure by the Provider to deliver to the Board, on a timely basis, any required Provider Invoice shall, at the sole discretion of the Board, permit the Board to discontinue any and all further monthly payments to the Provider, as described in OAKLAND COUNTY COMMUNITY MENTAL HEALTH SERVICES BOARD -- MACOMB-OAKLAND REGIONAL CENTER, INC., CONTRACT PAGE 21 DRAFT MORCCONT WPD the Board for payment, the Provider shall also submit and include, in conjunction therewith, any records of any payments or co-payments made on behalf of any Recipient by the Provider, together with any and all receipts along with its monthly Invoice. No additional or ancillary costs shall be due or owing and/or paid to Provider unless otherwise expressly approved in writing by the Board. If the Board agrees to pay any such Provider incurred and paid ancillary costs, such amounts shall be added to the Board's next monthly payment to the Provider. 6.8 "Board Maximum Financial Obligation to Provider" - The Parties agree that, notwithstanding any other term or condition in this Contract, the NOT TO EXCEED AMOUNT shown on the first page of this Contract shall represent the maximum possible financial obligation of the Board to the Provider and a further limitation on the Board's financial obligation to the Provider under the terms and conditions of this Contract regardless of the Provider's total costs and expenditures incurred for any and all Provider Services rendered pursuant to this Contract. While any actual amount(s) due and/or owing to the Provider under this Contract for any and all Services rendered shall be calculated as otherwise provided for in this Contract, the Parties agree that, in no event and under no circumstances, shall the total amount due, owing, or paid to the Provider by the Board during any term of this Contract exceed the NOT TO EXCEED AMOUNT as shown in this Contract. It is the Provider's responsibility to monitor its actual costs and expenses in providing Services under this Contract and, in a timely manner, either notify the Board of any Provider contractual or financial circumstances which may result in a request from the Provider to renegotiate the NOT TO EXCEED AMOUNT or, alternatively, that may result in the Provider's termination of this Contract, as provided for in Attachment B, for financial reasons. During any term of this Contract, the Board shall have the right to reduce the NOT TO EXCEED AMOUNT shown herein as provided for in Attachment B. The Provider agrees and acknowledges that Board's total financial obligations to the Provider, as described in this section, shall be the Board's sole and exclusive monetary obligation to the Provider for the placement of any Recipient in the Provider's Program/Facility and/or the receipt or delivery of any and all Provider's Services pursuant to this Contract. 6.9 "Program Evaluation,_a_o_s_t Settlement, and/or Audit" - Any and all Board payments to the Provider shall be subject to one or more Program Evaluation(s), Cost Settlement(s), and/or Audit(s) as provided for in this Contract and Attachment B. Any and all Board payments to the Provider shall be made in accordance with the DMH's Public Mental Health Manual guidelines entitled "Payment System". 7 RESIDENTIAL PROPERTY MAINTENANCE AND DEVELOPMENT. 7.1 If the Provider develops any new Program/Facility in Oakland County without the approval of the Board, the Board shall have no obligation to provide any funding to the Provider for any development, shelter or mental health Program/Facility costs for any such Program/Facility. 7.2 The Board further shall require of the Provider that residential properties and facilities covered by the scope of this Contract are inspected and monitored and shall report to the Board any maintenance, safety, Recipient welfare concerns as well as the stability of the licensure of the Provider. The Board shall require that the Provider complete routine property and Program/Facility inspections and prepare and submit written reports to the Board in a format that is acceptable to the Board. The Parties agree that the Provider shall submit any such written reports to the Board at such intervals and frequency as requested by the Board. The Parties agree within ninety (90) Days to develop a mutually OAKLAND COUNTY COMMUNITY MENTAL HEALTH SERVICES BOARD -- MACOMB-OAKLAND REGIONAL CENTER, INC., CONTRACT PAGE 23 DRAFT MORCCONT WPD this subsection, until any and all overdue monthly Provider Invoices have been received by the Board, when the monthly payment process established in this subsection shall be re-instituted, beginning with the then next calendar month. 6.7.3.1 The Provider's Invoice shall be itemized and show all of Provider's costs and expenditures, less any Reimbursement Collectable by the Provider and/or otherwise credited to the Board as provided for herein. The Provider shall submit any such Invoices on or in such form(s) and/or in such a format as may be required by the Board. Provider shall include with each Invoice submitted to the Board a payroll expense summary report in such form and format as required by the Board. Provider's Invoice shall also reconcile or account for any differences between amounts paid to the Provider by the Board and actual expenses incurred and/or paid by the Provider in delivering Provider's Services in any calendar month as described below. 6.7.3.2 In Provider's Invoice the Provider shall show any and all of Provider's "actual" costs and expenses, for Services rendered pursuant to this Contract for the calendar month. The Provider's Invoice shall also show the following calculation: Beginning with the "estimated" amount paid to the Provider for that same calendar month, the Provider shall subtract any Reimbursements Collectable by the Provider for any and all of Provider's Services in that calendar month, and further subtract the Provider's total "actual" costs and expenses for providing any and all Services during that same calendar month. If the Provider's "actual" costs in any calendar month exceed the combined "estimated" amount paid to the Provider by the Board, plus any Reimbursement Collectable by the Provider, for any and all of Provider's Services in that calendar month (e.g., resulting in an underpayment to the Provider for that calendar month), then the Board shall pay such an additional amount to the Provider. Alternatively, should this calculation result in an overpayment to the Provider for Services delivered in any calendar month ( i.e., Provider's "actual" costs in any calendar month are less than combined "estimated" amount paid to the Provider by the Board plus any Reimbursement Collectable by the Provider), then the Board shall subtract any such amount from any future monthly amount to be paid to Provider, as described in this subsection. 6.7.4 If any amount shown on Provider's Invoice as Provider's "actual" costs and expenses, or as any Reimbursements, for any and all of Provider's Services in any calendar month are disputed for any reason including, but not limited to, any such amount being unreasonable, unnecessary, incorrect, insufficiently documented, and/or any amount is not otherwise payable by the Board under this Contract, the Board shall advise, either verbally or in writing, the Provider as to the amount disputed and briefly summarize its reasons for believing the amount has been improperly invoiced. The Board shall subtract any such disputed amounts from future monthly payments to Provider until such time as the Provider is able to satisfy the Board that any such disputed Provider cost and expense, less any Reimbursement, is properly payable to the Provider pursuant to the terms of this Contract. 6.7.5 Should the Provider submit Invoices containing any additional or ancillary costs beyond those expressly provided for in this Contract for possible consideration by AKLANO COUNTY CoMPAUNIre MENTAL HEALTH SERVICES BOARD -- MACD.MB-OAKLAND REGIONAL CENTER, INC., CcNTRACT PAGE 22 DRAFT MORCCONT WPD agreeable policy and procedure to effect the Board's funding obligation under this paragraph. 7.3 The Parties understand that any DCH Full Management Contract conditions or any other agreements between the Board and DCH relative to residential properties related to any Provider or Provider Employee or Provider Subcontractor Programs/Facility shall be adhered to by the Provider. The Provider agrees to provide complete and full access to the Board to any and all residential Program/Facility records and information, including, but not limited to, home assessments and licensing or certification reports. The Provider agrees to fully cooperate and arrange the Board's access to inspection and assessment of any such Program/Facility during the term of this Contract whenever the Board so requests. 7.4 The Provider agrees to immediately notify the Board if any Program/Facility is at risk such that Program/Facility licensure/certification or Recipients' welfare may be compromised. 8 PROVIDER SUBCONTRACTORS. 8.1 The Parties acknowledge and-agree that-many of Provider's Services and duties under the terms of this Contract are expected, subject to the terms of this Contract, to be delegated to and performed by Provider Subcontractors, as defined herein. 8.2 Notwithstanding any other term or condition in this Contract, the Provider shall be and remain, under any and all circumstances, solely responsible for monitoring and/or coordinating the acts, activities and performance of any and all Provider Subcontractor performing any Provider Services for the Provider under the terms of this Contract and to guarantee and ensure that all of the terms and conditions of this Contract and/or any and all of Provider's obligations and Services hereunder are fully met and implemented through any possible Provider/Provider Subcontractor contractual relationship that the Provider may have with any and all persons performing any Provider obligations or duties under the terms of this Contract. 8.3 The Parties agree that no Provider and Provider Employee or Provider and Provider Subcontractor contractual relationship that the Provider may at any time have or enter into with any and all persons performing any Provider obligations or duties under the terms of this Contract shall in any way or manner release or discharge Provider from any and all of its obligations under this Contract. The Provider shall be fully responsible to ensure that any and all Provider Subcontractor complies with all of Service Provider's obligations hereunder, including, but not limited to, those relating to the delivery of mental health services, program implementation, client safety, safeguarding of Recipient funds and other fiscal matters. 8.4 Provider hereby warrants and certifies that, as of the date that the Provider executes this Contract, Provider has no contractual or sub-contractual relationship or agreement with any Provider Employee, Provider Subcontractor or other person or group home provider, and will not thereafter have or enter into any contract or agreement with Provider Employee or other person, group home provider, or Provider Subcontractor which will either create, suggest or imply any direct or indirect legal, financial, or agency relationship or obligation, of any kind or nature whatsoever, between either the Board or the County with any and all Provider Employees or any other person, group home provider, or Provider Subcontractor unless otherwise expressly agreed to in writing by the Board and/or the County. OAKLAND COUNTY COMMUNITY MENTAL HEALTH SERVICES BOARD -- MACOMB-OAKLAND REGIONAL CENTER. INC., CONTRACT PAGE 24 DRAFT MORCCONT WPD 8.4.1 The Provider shall include in any and all contracts that the Provider may enter into with any Provider Employee or Provider Subcontractor, after date that the Provider executes this Contract, an express written provision disclaiming and disavowing any and all direct or indirect legal, financial, or agency relationships or obligations, of any kind or nature whatsoever, between either the Board or the County with any and all Provider Employees or Provider Subcontractors pursuant to any Provider/Provider Employee or Provider/Provider Subcontractor contract or agreement. 8.4.2 Any and all such Provider/Provider Employee or Provider/Provider Subcontractor contract or agreement shall clearly state that the neither the State, DCH, the County, nor the Board shall be considered or deemed a party to any such Provider/Provider Employee or Provider/Provider Subcontractor contract or agreement and that the Provider shall have no authority to bind or commit the County and/or the Board to any term or condition of any such Provider/Provider Employee or Provider/Provider Subcontractor contract or agreement. 8.4.3 Any and all Provider/Provider Employee or Provider/Provider Subcontractor contract or agreement shall clearly state that the Provider shall be solely and exclusively responsible to any and all Provider Employees or Provider Subcontractors for any and all Provider obligations under any such Provider/Provider Employee or Provider/Provider Subcontractor contract or agreement and that the Provider Employee or Provider Subcontractor shall not look to the County or the Board or any other Provider funding source for any Provider Employee or Provider Subcontractor Claim(s) or rights associated in any , way with any Provider duties or obligations under or associated in any way with any Provider/Provider Employee or Provider/Provider Subcontractor contract or agreement. 8.4.4 The terms and conditions of any Provider/Provider Employee or Provider/Provider Subcontractor contract or agreement shall be in form and substance acceptable to the Board and shall be consistent with the terms of this Contract unless specifically waived in writing by the Board. 8.5 The Provider shall copy and deliver to the Board, upon request, copies of any and all agreements, subcontracts, consultant contracts, letters of understanding, operational procedures, and/or any and all other written documents or records that may exist between the Provider and any and all Provider Subcontractors which delegate, govern or describe the nature of any contractual or procedural relationship or rights and obligations between the Provider and any Provider Subcontractors) that are in any way related to Providers obligations and duties under this Contract. 8.6 The Provider agrees to deliver to the Board any Provider/Provider Employee or Provider/Provider Subcontractor contracts or agreements which purport to change any Provider Services to any Recipient or change any Program/Facility and/or the cost of any Service. The Provider agrees that no such Provider/Provider Employee or Provider/Provider Subcontractor contract or agreement shall be binding or have any effect upon the rights and obligations of the Parties hereto unless expressly agreed to in writing by the Board. 8.7 Provider understands and agrees that this Contract is subject to the provisions of the Mental Health Code; DCH rules, regulations and guidelines; the Community Mental Health Standards of DCH; fiscal regulations of DCH; Medicaid/Medicare Program Service OAKLAND COUNTY COMMUNITY MENTAL HEALTH SERVICES BOARD MACOMB-OAKLAND REGIONAL CENTER, INC_CONTRACT PAGE 25 DRAFT MORCCONT WPO Standards; other private insurance standards; statutory provisions regarding the governance of private and public agencies; all applicable provisions of the DCH/Board Contract and all applicable Board policies and procedures, the substance of all of which is incorporated herein by reference and made a part hereof. Provider hereby agrees to be bound by all such actions and shall ensure compliance therewith by any and all Provider Employees and/or Provider Subcontractors. 8.8 The Parties further acknowledge and agree that, independent and separate from this Contract, the Board also has contracts with several of Provider's Subcontractors. The Parties agree that this Contract shall neither create, modify or amend any new or existing separate and independent contractual relationship between the Board and any Provider Subcontractors). The Parties further agree that this Contract shall not, in any way or at any time, be interpreted so as to limit or restrict the right of the Board to independently and/or directly contract for any services with any Provider Subcontractors) as the Board, in its sole discretion, deems appropriate and/or necessary. 8.8.1 Under no circumstances shall this Contract be intended by the Parties or interpreted or read so as to either expressly or implicitly limit, create, modify, amend, restrict, or otherwise have any effect on any current or future separate and independent agreement or contractual relationship between the Board and any Provider Subcontractor. 8.8.2 Under no circumstances, notwithstanding any other provisions in this Contract, no separate agreement or contractual relationship that the Board shall have or enter into with any Provider Employee or Provider Subcontractor to provide mental health or any other services directly to the Board shall be considered or deemed to violate any arrangement or agreement between the Parties hereto and/or any term or condition of this Contract. • 9 PROVIDER ORGANIZATION AND BUSINESS. 9.1 The Provider shall remain incorporated under the laws of the State of Michigan as a nonprofit corporation. The Provider agrees to notify the Board, at least 90 Days in advance, of any proposed change in Provider's corporate status. 9.2 The Provider shall give the Board not less than sixty (60) Days' notice before entering into an agreement to merge with. become parent to, subsidiary of, or affiliated with, another organization, or before otherwise significantly changing its organizational structure in any manner. 9.3 With regard to the County and/or the Board, the Provider agrees that, in all respects, Provider shall conduct business meetings in compliance with the provisions of the Michigan Open Meetings Act, Act No. 267 of the Public Acts of 1976, as amended, MCL 15.261, et seq., and notify the County and the Board of any Provider's Board of Directors' meeting. The Provider agrees to provide at least five (5) business Days' notice to the Board before the date of any Provider Board of Directors' meeting. 9.3.1 Notice of any and all Provider Directors' meetings. 9.3.2 The Provider agrees that designated Board Agents, including, but not limited to, the Board's signatory to this Contract or their successors shall always be permitted to attend any Provider Board of Directors' meeting and/or any Provider OAKLAND COUNTY COMMUNITY MENTAL HEALTH SERVICES BOARD -- MACOMB-OAKLAND REGIONAL CENTER, INC., CONTRACT PAGE 26 DRAFT MORCCONT WPD Board of Directors' subcommittee meeting where any "decision", as defined in the Michigan Open Meetings Act, is made. 9.3.3 The Provider agrees to deliver to the Board, as soon as such items are passed or reproduced and available, copies of any and all resolutions passed or adopted by Provider's Board of Directors and/or any Provider Board of Directors' minutes. 9.3.4 The Provider agrees, upon request, the Provider will attend any Board meeting and, as requested, either respond to questions from the Board and/or the public regarding any aspect of the Provider's Services under this Contract. The Provider, if requested, shall also provide either a written report and/or verbal presentation to the Board regarding this Contract and/or any Services rendered thereunder. 9.3.5 The Provider shall notify the Board in advance of any Provider Board of Directors' meefing and/or any Provider Board of Directors' subcommittee meeting where any changes to the Provider Bylaws, Articles of Incorporation, organizational structure, or any reorganization of its internal operating or management structure, and/or any changes in the composition of its Board of Directors, Corporate Officers, or senior management employees. 9.4 The Provider shall deliver to the Board such documents as the Board may deem necessary or appropriate to evidence that Provider and its governing body have taken all necessary and appropriate action to authorize, approve and execute this Contract for and on behalf of Provider within five (5) days of any such Provider approval. Such evidence may include the minutes of a Directors' meeting at which this Contract was authorized and approved. A copy of all Provider's Directors' meeting minutes and a copy of notice of Directors' meeting, or other action by the Provider's governing body, shall be forwarded to the Board. 9.5 Provider agrees that it will operate and conduct its business in response to any request for any Provider-held records or documents as though the Provider were, in all regards, a "public body" and subject to the Michigan Freedom of Information Act, Act No. 442 of the Public Acts of 1976, as amended, MCL 15.231, et seq. 9.6 The Provider agrees to include, the Board in any community, Recipient, Provider, elected official or media communications that pertain to the terms of this Contract. The Provider agrees to identify the Board by name as a major funding in all print and public relations materials. 10 PROVIDER NOTICE PROVISIONS. In addition to any other written or verbal notifications or notices required of Provider in this Contract, the Provider here agrees to deliver written notice to the Board of any of the following events or circumstances: 10.1 Notice of any Provider indebtedness or monetary or contractual obligation to any person that either singularly or cumulatively, or because of any new or different circumstances, exceeds $100,000.00. With such notice the Provider shall include copies of any and all promissory notes contracts or other evidence of indebtedness for any such amounts or obligations. 10.1.1 Provider agrees that any and all rights to any funding under this Contract or rights to be reimbursed by the County for any Services rendered pursuant to this Contract shall not be used as collateral for the purposes of securing a loan and OAKLAND COUNTY COMMUNITY MENTAL HEALTH SERVICES BOARD -- MACOMB-OAKLAND REGIONAL CENTER. INC.. CONTRACT PAGE 27 DRAFT MORCCONT WPD shall not be assigned, delegated or otherwise used by Provider to leverage any debt or other obligation Provider may incur. 10.2 Notice of any and all Claim(s) as defined herein. The Provider shall immediately notify the Board of any disputes, Claim(s), or lawsuits made against Provider, or disputes Claim(s), or lawsuits made against the Provider or any Provider Employees or Provider Subcontractor arising out of this Contract and shall promptly provide to the Board a copy of all documents evidencing such disputes, Claim(s) or lawsuits. Notice of any Claim(s) against the Provider or any Provider Employee or Provider Subcontractor (without regard to whether or not such Claim(s) are related to or arise under this Contract) for which the sum of $10,000.00 or more is demanded as compensation or payment and/or any uninsured loss or casualty which may exceed $10,000.00. 10.3 Notice of any emergency, any unforseen Program /Facility casualty or loss, any circumstances which could limit or impair Provider Services, any circumstances where Provider's Services, as normally delivered, may be or have been disrupted, any circumstances where Recipient safety and well being may be in jeopardy, any alleged violation of any Recipient's rights, and/or any other circumstances that may cause or result in any exceptional review or scrutiny of any Provider or Provider Employee or Provider Subcontractor Services.or..Programs/Facilities by any public or private agency or person other than a Recipient or his/her representatives and family members or a Board Agent, or any other circumstances which may compel Board intervention. In any such circumstances verbal notice shall occur as soon as reasonably possible with written notice to follow within twenty-four (24) hours of such occurrence. 10.4 Provider agrees to notify the Board of any debt or obligation to any person which either singularly or accumulatively would exceed $100,000.00. The Provider shall in connection with, and within ten (10) Days thereof, make any request to any person to give to the Provider any loan, line of credit, advance, bond, or any other such surety or guarantee in the course of Provider's business, and provide the Board with copies of any and all Provider credit-related application materials, records, or other documents submitted to any lender in conjunction with any such loan request, as well as any records of any lender response to any such Provider request. 10.4.1 Provider agrees that any.and all rights to any funding under this Contract or rights to be reimbursed by the Board for any Services rendered pursuant to this Contract shall not be used as collateral for the purposes of securing a loan and shall not be assigned or otherwise used by Provider to leverage any debt or other obligation Provider may incur, without the written approval of the Board. 11 PROVIDER COOPERATION AND COMPLIANCE WITH DCH FULL MANAGEMENT CONTRACT. This Contract is entered into pursuant to the provisions of the DCH Full Management Contract, which is incorporated herein by reference. Provider agrees to be bound by all applicable provisions of the DCH Full Management Contract and to insure compliance with all applicable provisions by any and all of Provider Employees or Provider Subcontractors. 11.2 Provider also understands and agrees that the DCH Full Management Contract and this Contract are subject to the provisions of the Mental Health Code; DCH rules, regulations and guidelines; the Community Mental Health Standards of DCH; fiscal regulations of DCH; Medicaid/Medicare Program Service Standards; other private insurance standards; OAKLAND COUNTY COMMUNITY MENTAL HEALTH SERVICES BOARD -- MACOMB-OAKLANCLRE_GIONAL CENTER, INC., CONTRACT PAGE 28 11.1 DRAFT MORCCONT WPD statutory provisions regarding the governance of private and public agencies and Board policies and procedures, the substance of all of which is incorporated herein by reference and made a part hereof. Provider hereby agrees to be bound by all such actions, and shall ensure compliance therewith by any and all of its Provider Employees or Provider Subcontractors. 11.3 To the extent that any issue or subject matter is not specifically addressed in this Contract, the provisions of the DCH Full Management Contract and all of the foregoing actions shall govern and control. To the extent that there shall be any conflict between the provisions of the DCH Full Management Contract and/or any of the foregoing actions, on the one hand, and the provisions of this Contract, on the other, the provisions of the DCH Full Management Contract and the foregoing actions shall govern and control. 11.4 Provider further agrees to take any and all action, and to do any and all acts and things, as Board may reasonably request or require of Provider to enable the Board to discharge its responsibilities under the DCH Full Management Contract, in general, and specifically as they relate to Medicaid managed mental health care. 12 PROVIDER PLANS AND REPORTS. 12.1 The Parties agree that the Provider shall prepare and deliver to the Board acceptable Quality Improvement & Assurance plans and reports that pertain to the Services provided through this Contract. The Provider shall submit to the Board a written Quality Improvement Plan that addresses all of Provider's Services under this Contract. The Provider shall further submit to the Board written plans that address Quality Assurance in regard to treatment planning and provision, as well as Program/Facility outcomes. Those plans of the Provider are subject to Board approval: 12.2 The Provider agrees to provide Recipient outcome measures to the Board in a frequency and format or methodology approved by the Board, including the following: Residential Status, Functioning Status, Annual Income, and Employment Status from Board Face Sheet information submitted by the Provider; Quality of Life measured by the approved Board measurement tool, at minimum, annually; and Consumer Satisfaction measured by the approved Board measurement tool, every six (6) months. The Parties agree that the Board shall have the right to alter the frequency or measuring tool at the Board's sole discretion. 12.3 The Provider shall submit a written narrative plan which provides for a professional quarterly review of the quality and appropriateness of the Services or treatment using written information (e.g., IPOS, person-centered plan, quarterly assessments, etc.) of a representative sample of Recipients served that determines whether assessments are timely and thorough, goals and objectives are based on assessments, Services or treatments were related to goals, Services or treatments produced desired results related to the goals, and Recipients were actively involved in planning and making informed choices regarding their Services. The plan must also address how this information will be incorporated into the Quality. Improvement System. 12.4 The Provider shall also submit a written narrative plan for an outcome evaluation system that includes provisions for an annual needs assessment of all Recipients served, outcome management reports that cover measures of effectiveness, measures of efficiency, measures of satisfaction of Recipients served, and analysis and interpretation of the information presented. The written narrative must also include how this information OAKLAND COUNTY COMMUNITY MENTAL HEALTH SERVICES BOARD MACOMB-OAKLAND REGIONAL CENTER, INC., CONTRACT PAGE 29 DRAFT MORCCONT.WPO is communicated within and utilized by the organization, how this information is communicated to the public, and annual review of the outcome evaluation system. 12.5 The Provider shall fully cooperate and work with the Board Quality Improvement and Information Technology staff to implement connectivity with the Board's mainframe Management Information System. The Provider shall: 12.5.1 Register all Recipients served through Board's central case registry system, using agency numbers indicative of the Service type and level of Service provided. 12.5.2 Complete face sheet and client billing profile data on all Recipients served and key this data into the Board's mainframe Management Information System. In the event that connectivity with the mainframe system is delayed from the start-up due to Information Technology or other Board issues, the Board will temporarily provide data entry support to keep data in the mainframe system up-to-date. 12.5.3 Complete closing records on all Recipients when the Provider's involvement with the Recipient is complete and key this data into the Board's mainframe Management Information System. In the event that connectivity with the mainframe system is delayed from the 10/1/96 start-up due to Information Technology or other Board issues, the Board will temporarily provide data entry support to keep data in the mainframe system up-to-date. 12.5.4 Update face sheet and client billing profile data when Recipients move between any Program/Facilities providing different levels of Service. Update face sheet and client billing profile data when changes occur and at least quarterly to indicate a review of the level of functioning of the Recipient. These updates to the mainframe information system should occur within five (5) days of the Provider's notification of the change. 12.5.5 Submit a summary of direct activity data by Recipient by Program/Facility element in a mutually agreed-upon database file format, including reporting month (month), reporting year (year), the Board's case number, Recipient last name, Recipient first name, date of birth, year, date of birth month, date of birth day, Recipient social security number, Program/Facility number, Program element, total contacts, total client hours, and total days. This data for each month will be submitted to the Board monthly, no later than the 10th Day of the following month. Program elements are as defined by the Michigan Department of Community Health in its Decision Support System Manual. 12.5.6 Provide the Board with detailed reports, on request, that provide detail to support the summary data. These detailed reports should serve to support the data submitted for Third-Party Reimbursement, as well as provide detail on types of Services delivered. In this regard, the Board will: 12.5.6.1 Coordinate connectivity to the mainframe system at the Board's Department of Information Technology. 12.5.6.2 Establish agency numbers based on Service type and level of Service. OAKLAND COUNTY COMMUNITY MENTAL HEALTH SERVICES BOARD -- NtACOMB-OAKLAND REGIONAL CENTER, INC., CONTRACT PAGE 30 DRAFT MORCCONT.WPD 12.5.6.3 Provide training in completion of the Provider-required Board's data capture forms and Provider's entering face sheet data. 12.6 The Provider shall comply with pertinent Family Independence Agency (formerly, DSS) rules and regulations for children and adults, including the reporting requirements for suspected abuse and/or neglect, assault, and any other suspected misconduct as required by law. 12.7 On a monthly basis throughout the term of this Contract, Provider shall deliver to the Board, no later than the 15th of the month following the end of any calendar month, Provider's complete Financial Statement including, but not limited to, any Income Statements, Cash flow Projections, Budget Variances, and all amounts received or paid by the Provider during the prior calendar month and/or are otherwise due and owing to or from any third party. 12.8 Within fifteen-(15) Days after the receipt of any and all audit reports from any independent or internal audit (i.e., an audit by any person other than a Board appointed auditor) regarding any aspect of Provider's business or operations and without regard to whether any such audit report is considered to be a preliminary, draft, interim or anything other than final, the Provider shall deliver to the Board a complete copy of any such audit report or findings to the Board. 13 ENTIRE AGREEMENT. This Contract, including Attachment A and Attachment B, each incorporated into and made part of this Contract as provided for herein and by this reference, sets forth the entire Contract and agreement between the Parties concerning the subject matter hereof. 13.1 In entering into this Contract, the Provider acknowledges and agrees that it has not relied upon any prior or contemporaneous agreement, representation, warranty, or other statement by the Board and/or any Board Agent that is not expressly set forth in this Contract, and that any and all such possible, perceived or prior agreements, representations, understandings, statements, negotiations, understandings and undertakings, whether written or oral, in any way concerning or related to the subject matter hereof, are fully and completely superseded by this Contract. It is further agreed that the terms and conditions herein are contractual and binding and are not a mere recital, and that there are no other agreements, understandings, contracts, or representations between the Provider and either the Board, the County, the State, and/or any Board, County, or State Agent, in any way related to the subject matter hereof, which affect any contractual relationship between the Parties except as expressly stated herein. 13.2 The Provider hereby acknowledges and agrees that neither the Provider nor any Provider Employees have received or been made any promises and/or are owed any duties or obligations by the County and/or the Board based upon or in any way related to any such persons former employment by the DCH and/or the State or otherwise in connection with any Services under this Contract except as otherwise expressly written and provided for in this Contract and that any such Provider or Provider Employee reliance or understanding based upon any State or any other third party's alleged promises, assurances, and/or agreements are hereby specifically disavowed. For and in consideration of the mutual assurances, promises, acknowledgments, warrants, representations, and agreements set forth in this Contract, and for other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the undersigned hereby execute this Contract on behalf of the Board and the Provider, and by doing so legally obligate and bind the Board and the Provider to the terms and conditions of this Contract. OAKLAND COUNTY COMMUNITY MENTAL HEALTH SERVICES BOARD -- MACOMB-OAKLAND REGIONAL CENTER, INC,, CONTRACT PAGE 31 DRAFT MORCCONT WPD FOR THE PROVIDER: BY: DATE: Gerald Provencal, Executive Director Gerald Provencal appeared in person before me on this date and executed this Contract on behalf of the Provider and acknowledged to me under oath that: Gerald Provencal has taken all actions and secured any and all necessary approvals and authorizations and has the full requisite authority from the Provider to fully and completely obligate and bind the Provider to the terms and conditions of this Contract, including Attachment A and Attachment B and any and all other documents incorporated herein by reference. Gerald Provencal also acknowledged before me having been provided with copies and having read and reviewed all Contract documents including, Attachment A and Attachment B incorporated herein. Subscribed and sworn to before me on the day of , 1996. Notary Public County, Michigan My Commission Expires: FOR THE OAKLAND COUNTY COMMUNITY MENTAL HEALTH SERVICES BOARD: BY: DATE: Charles E. Palmer, Chairperson, Oakland County Community Mental Health Services Board OAKLAND COUNTY COMMUNITY MENTAL HEALTH SERVICES BOARD -- MACOMB-OAKLAND REGIONAL CENTER. INC.. CONTRACT PAGE 32 DRAFT MORCCONT WPO 90%State 10% County $672,604 2,355,168 947,074 678,452 230.038 4,883,336 $542,774 2,136,083 752,802 539,283 20.11311 4,179,580 $36,788 273,857 48,568 34,792 26.749 420,754 TOTAL BUDGET $13,648,297 2,355,168 947,074 678,452 6.16.924 18,267,985 $10,785,166 2,136,083 752,802 539,283 519.552 14,792,886 $725,813 273,857 48,568 34,792 74.302 1,157,332 $210,205 $4,149,981 712,028 712,028 291,407 291,407 208,755 208,755 6.11.5911 193.184 1,491,941 5,555,355 $0 $5,353,887 $5,353,887 0 283,646 283,648 0 1,258,987 1,258,987 O 100,160 100,160 0 364,259 364,259 260.943 1 260.943 O 7,621,882 7,621,882 $0 $374,407 24,284 a 17.396 416,087 $374,407 24,284 17.396 416,087 $28,797,947 (608,498) 0 128.189.449 $19,013,580 (342,280) 118.671.300 $47,811,527 (950,778) 0 148.880.749 (15,914,109) 0 015.914..1091 112=24g (7,972,976) 0 07.972.9781 $10.898-324 (23,887,085) 0 ($23.887.0851 s22.973.664 ATTACHMENT A Page 1. Oakland County Community Manta' Health SiMce 134Pard MacombOaldand Regional Contor, Inc., Contract Service Budget Component(s1 Category AIS DD Slot Cost Staff Cost Administration Operating Exceptions AIS - DO SUBTOTAL CLF DD - Slot Cost Staff Cost Administration Operating Exceptions CLF - DD SUBTOTAL CTH DD Slot Cost Staff Cost Administration Operating Exceptions CTH DD SUBTOTAL SIP - DD Slot Cost Staff Cost Administration Operating Exceptions SIP DD SUBTOTAL CONTRACT BUDGET - DD October 1, 1996 - September 30, 1997 100% State Funded $12,975,693 0 0 4411.121 13,384,649 $10,242,392 0 0 0 370.914 10,613,306 $689,025 0 0 4/.553 736,578 $3,939,776 0 0 0 123.638 4,063,414 DAY PROGRAM - DD Day Program Cost Enhanced Vocational Cost Vocational Transportation Cost Staff Cost Administration Operating DAY PROGRAM - DD SUBTOTAL DEVELOPMENT Staff Cost Administration Operating DEVELOPMENT • DO SUBTOTAL TOTAL AU. PROGRAM COMPONENTS Less: Reimbursements Collectable by Provider Agency In-Kind Contributions/Donations TOTAL GROSS BUDGET (Not to Exceed) Less: Reimbursements Collectable by CMH Board Federal Medicaid Revenue Obligation Other, Non-Medicaid, Reimbursaments TOTAL REIMBURSEMENTS TOTAL NET BUDGET 100% State Funded $277,475 0 0 0 40.927 318,402 90%State 10% County $236,367 176,420 38,824 11,856 34,864 498,331 $1,799,479 0 0 0 216,329 2,015,808 $1,532,889 932,505 271,766 82,991 184,281 3,004,432 $2,576,477 0 0 0 327.418 2,903,894 $2,194,776 1,386,156 388,238 118,559 278,911 4,366,640 (456,903) 0 ($456,903) $4.529.293 (222,503) 0 ($22Z503) $8.839.676 ATTACHMENT A - Page 2 Oakland County Community Mental Health Services Board - Macomb-Oakland Regional Center, Inc., Contract • CONTRACT BUDGET - CRS October 1, 1996 - September 30, 1997 $0 $1,157,511 0 123,292 0 25,203 0 77,648 23.712. 0 1,407,365 $5,238,104 $9,276,768 (251,908) (214,589) 0 0 $4,986,196 S9,062179 Service Budget Component(s) Category AFC - CRS Slot Cost Staff Cost Administration Operating Exceptions AFC - CRS SUBTOTAL CLF - CRS Slot Cost Staff Cost Administration Operating Exceptions CLF - CRS SUBTOTAL SIP-CRS Slot Cost Staff Cost • 1 Administration Operating Exceptions SIP - CRS SUBTOTAL DAY PROGRAM-CRS Day Program Cost Vocational Transportation Cost Staff Cost Administration Operating DAY PROGRAM - CRS SUBTOTAL TOTAL ALL PROGRAM COMPONENTS Less: Reimbursements Collectable by Provider Agency In-Kind Contributions/Donations TOTAL GROSS BUDGET (Not to Exceed) Less: Reimbursements Collectable by CMH Board Federal Medicaid Revenue Obligation Other, Non-Medicaid, Reimbursements TOTAL REIMBURSEMENTS TOTAL NET BUDGET TOTAL BUDGET $513,842 176,420 38,824 11,856 75,791 816,733 $3,332,368 932,505 271,766 82,991 400,610 5,020,240 $4,771,253 1,386,156 388,238 118,559 606.329 7,270,534 $1,157,511 123,292 25,203 77,648 23,712 1,407,365 $14,514,872 (466,497) 0 $14,048,375 (679,406) 0 447.14.04 513.368.969 608,498 $608,498 342,280 $342,280 950,778 $950,778 $16.522.607 S8.315.256 $24.837.864 ATTACHMENT A • Page 3 Oakland County Community Mental Health Services Board- Macoinb-Oakland Regions! Center, Inc., Contract REVENUE DETAIL - DD October 1, 1996 - September 30, 1997 MEDICAID REIMBURSEMENTS: AIS Personal Care Waiver & Clinic NonWaiver Clinic TOTAL GROSS MEDICAID REIMBURSEMENT LESS: STATE SHARE OF MEDICAID (44.83%) TOTAL FED. MEDICAID OBLIG. (55.17%) 100% State Funded $15,723,522 3,153,759 9,482,509 485,795 $28.845,585 (12,931,476) $15,914,109 90%State 10% County $8,844,481 0 5,333,912 273,259 $14.451.652 (6,478,676) $7,972,976 TOTAL REIMBURSEMENT $24,568,003 3,153,759 14,816,421 759,054 $43,297,237 (19,410,151) $2348879086 NON-MEDICAID REIMBURSEMENTS: 1st & 3rd Party TOTAL NON-MEDICAID REIMBURSEMENT GRAND TOTAL REIMBURSEMENTS (FEDERAL SHARE OF MEDICAID PLUS NON-MEDICAID REIMBURSEMENT) ATTACHMENT A - Page 4 Oakland County Community Mental Health Services Board Macomb-Oakland Regional Center, Inc., Contract • REVENUE DETAIL-CRS October 1, 1996 - September 30, 1997 MEDICAID REIMBURSEMENTS: Personal Care Clinic Services TOTAL GROSS MEDICAID REIMBURSEMENT LESS: STATE SHARE OF MEDICAID (44.83%) TOTAL FED. MEDICAID OBLIG. (55.17%) 100% State Funded 354,727 473,444 $828,172 (371,269) $456903 90%State TOTAL 10% County REIMBURSEMENT 0 $354,727 403,304 876,748 $403,304 $1,231,476 (180,801) (552,071) $222,503 $679,405 NON-MEDICAID REIMBURSEMENTS: 1st & 3rd Party TOTAL NON-MEDICAID REIMBURSEMENT GRAND TOTAL REIMBURSEMENTS (FEDERAL SHARE OF MEDICAID PLUS NON-MEDICAID REIMBURSEMENT) 'e • • 251,908 214,589 466,497 S251,908 $214,589 $466497 S708.811 $437.092 $1.145..902 ATTACHMENT A - Page 5 'Oakland County Community Mental Health Services Boara - MacOmb-Oakiand Regional Center, Inc., Contract EXCEPTION DETAIL - DD October 1, 1996- September 30, 1997 CATEGORY Vocational Transportation Medical/Dental Enhanced Staffing Clothing • Epilepsy - Guardianship OT, Speech Equipment Project Life J.W. MSHDA Homes TOTAL I BUDGET $135,462 458,304 83,545 16,470 10,312 38,192 145,607 200,000 • 11,300 386,841 $1,486,033 ATTACHMENT A - Page 6 • Oakland County Community Mental Health Services Board - Macomb-Oakland Regional Center, Inc., Contract • EXCEPTION DETAIL - CRS October 1, 1996- September 30, 1997 CATEGORY BUDGET Medical/Dental $711,075 Enhanced Hours 213,323 Clothing 34,890 Pharmacy Contract 123,443 TOTAL • $1,082,730 ..e • ' ATTACHMENT A - Page 7 Oakland County Community Mental Health Services Board MacoMb-Oakland Regional Center, Inc., Contract PLACEMENT DETAIL October 1, 1996 - September 30, 1997 DD CATEGORY SLOTS AIS . 265 CLF 262 CTH 69 SIP 98 DAY PROGRAM 532 CRS CATEGORY SLOTS AFC 39 CLF 97 SIP 203 DAY PROGRAM 339 ATTACHMENT A • Page 8 Oakland County Community Marital Hrialth Son/Ices Board -Macomb-Oakland Regional Center, Inc., Contract • RESIDENTIAL PER DIEMS - DD October 1, 1996 - September 30, 1997 AIS HOME NAME ALGONQUIN ALHI ,ALTA VISTA ANDERSONVILLE APPOMATTOX BARR BIG LAKE BIGELOW BIRCHWOOD BLOOMFIELD BRIDGEVIEW BROADVIEW BRUCE HILLS CHAPMAN CHILD'S LAKE ,CIVIC CENTER CLEARVIEVV COPPERFIELD COUNTRYVIEW CURTIS CUTHBERT DARTMOUTH DARWIN DAVISBURG DAVISON LAKE DEVON DODGE PARK DRAKE DUNHAM DUNLEAVY DUNWOODIE DURSON EDGAR EVANSTON FISHER FISHER ESTATES FULTON GARBOR GILSAM GRANGE HALL GRANGER GREER GROVELAND GROVELAND PINES GRUBER HAMLIN HAMPSTEAD HIDDEN LANE HORSESHOE CIRCLE INDIANWOOD INKSTER JACKSON JEWELL JOANN JOSSMAN JUDGES COURT EERDEM. 146.64 145.83 136.14 133.52 122.51 161.69 128.93 132.52 137.89 148.92 137.85 125.02 117.12 195.94 117.26 177.39 132.05 128.50 179.36 215.78 170.58 139.12 139.36 133.95 134.73 135.38 126.31 152.59 127.44 117.83 130.98 134.05 199.65 128.09 138.10 205.63 156.27 127.40 140.88 133.05 142.79 130.89 117.49 181.59 118.78 133.36 142.95 188.65 124.76 125.64 128.36 141.28 178.68 119.57 177.90 143.73 HOME NAME JUNCTION KATRIN KERN KINGSBERRY KURTZ LAKE ORION LAKEVILLE LANGE LEE LEECE LEETONIA LEGAULT LEIDICH LIDO MAUREEN LANE MCGINNIS MEADOWOOD MICHAEL COURT MORGAN MULVEY NORTON NOTTINGHAM . OAK HILL OAKVVOOD OLDE STURBRIDGE OXFORD PARKWAY PELTON PREDMORE RAINBOW RENAISSANCE RISSMAN RIVERS EDGE ROSEMARY RUTHERLAND SENECA SEVEN LAKES SEVILLE SEYMOUR LAKE SILVERBELL SOUTH BLVD SPRINGFIELD STONEY CREEK SUN NINGDALE TIMBER HILLS TOVVNSEND TRACI TRELAWNEY TRUAX LAKE VAN DYKE WALBRIDGE WATERVIEVV WEST UTICA INESTLYN VVHIPPLE LAKE VVILDWOOD PER DIEM 102.47 136.58 162.12 85.52 120.62 134.02 173.14 137.96 76.22 129.92 123.63 163.67 124.78 135.50 125.66 129.76 117.64 162.75 135.93 213.67 131.21 106.19 160.32 160.51 135.45 129.86 99.19 150.07 165.60 102.86 149.61 187.56 100.85 124.97 115.40 146.84 133.58 142.48 155.45 130.65 138.12 130.12 172.21 140.99 177.05 151.86 143.04 137.59 179.83 136.36 128.89 149.18 297.38 264.85 188.06 189.31 ATTACHMENT A- Page 9 Oakland County Community Mental Health Services Board - Macomb -Oakland Regional Canter, Inc., Contract RESIDENTIAL PER DIEMS - DD (Continued) October 1, 1996 - September 30, 1997 CLF HOME NAME PER DIEM ADAMS 84.14 ALBERT 82.80 1ALDERLY WAY 85.77 ALSUP 78.85 ANCHOR BAY 73.22 ARMADA 149.62 ASHBURTON 95.15 AUBURN HILLS 164.22 AUBURN ROAD 90.54 BALCOMBE 150.84 BALD MOUNTAIN 108.64 BELLO WOODS 127.08 BERKFIELD 188.11 BORDMAN • 104.77 BRUSH 237.30 BUTTONWOOD 154.32 CAMELOT 88.15 CAMPBELL 115.12 CAPAC 85.38 CASS 88.62 CASTLETON 110.55 CHRISTIAN HILLS 117.56 CLINTON RIVER 70.18 COREY 80.74 COUNTY LINE 95.96 CR/DERMAN 93.80 DAWN LANE 70.30 DEQUINDRE 152.49 EATON 88.19 FORD HILL 69.00 FOSTER ROAD 91.43 FOX HILL 297.79 FOX RIVER 91.32 FRANKLIN 82.20 GARRETSON 196.62 GILBERT 77.74 GRAMERCY 79.20 GREATER MACK 112.95 GREENING 272.29 HADDINGTON 83.66 HADLEY 99.47 HAGERMAN 109.42 HARRIET 79.44 HEARTHSIDE 74.10 HEYDENREICH 116.74 HIGHLITE 144.10 HONEY BEE 147.67 HUNT CLUB 97.89 INDIAN HILLS 70.62 KANTON 131.07 LAKEVIEW 98.18 LAMBRECHT 287.19 LANCASTER 86.38 LEDGEWAY 88.26 LEE BAKER 100.34 HOME NAME PER DIEM LIFESTYLES 104.49 LITTLE MACK 148.63 LLEWELYN 69.54 LOCHAVEN 116.12 LUDLOW 68.81 LUDWIG 211.69 MACKEY 115.20 MEADOVVDALE 151.32 MILFORD 145.47 MILLCREST 68.65 MOUND 161.26 NABER 85.67 NORMA LEE 109.65 NORMANDALE 109.72 NORTH PINE . 67.21 OAKLAND 151.12 OLD ORCHARD 143.02 ORION ROAD 103.31 ORTONVILLE • 132.18 PERRY LAKE 166.46 PINE VALLEY 134.81 PONTIAC TRAIL 73.94 PROSPECT 105.38 RAMSEY 116.47 RAY CENTER 93.73 1 ROAN 103.55 ROCHESTER 82.31 ROLLCREST 79.55 RONDALE 112.86 ROY COURT 96.97 RUEDISALE 88.94 SANTA BARBARA 180.47 SHELLY COURT 112.70 SHENANDOAH 68.02 SHIPMAN 196.73 SPRINGBROOK 201.33 SPRINGFIELD OAKS 183.36 STADIUM 134.65 STONEY COVE 114.26 SULA 119.43 TAMARA 73.76 TAMARACK 212.69 TEXAS 143.14 THOMAS 81.88 THREE LAKES 127.23 TIENKEN HILLS 110.45 TIMBER RIDGE 84.86 ULRICH 94.30 VOLZ 53.68 WARICK 311.79 WEST MAPLE 117.98 WEST ROAD 77.85 1 WESTBURY 93.82 VVESTOVER 123.37 VVINKLEMAN 81.73 ATTACHMENT A - Page 10 Oakland County Community Mental Health Services Board • Macomb-Oakland Regional Center, Inc., Contract RESIDENTIAL PER DIEMS - DO (Continued) October 1, 1996 - September 30, 1997 CTH HOME NAME PER DIEM HOME NAME PER DIEM ARCAND 19.22 ORTE2 19.22 AVANT 28.67 PATTERSON 19.22 BAUGH . 25.98 • PEREZ 33.53 BECKVVITH 47.72 PERRAULT 26.50 BLACKERBY 25.78 PETRI 22.37 BURR 23.42 PITCHER 25.52 CHARLEBOIS 19.22 POMIUA 33.53 CROUCH 19.22 PRIMM 19.22 EDDINGTON 2625 PYPKOWSKI 33.92 FISHER . 79.76 PYPKOVVSKI, V 32.87 FORE 19.22 REINKE 33.53 . FRALEY 27.04 SCIORTINO 68.87 ,GIORDANO 16.07 SEIDEL 23.92 HARGROVE 84.19 SHOOKS 24.47 HARLESS . 19.22 SHOOKS 19.22 HAY 38.47 SHORT 24.47 HOLUS 19.22 SMITH, R 25.52 HOPP 12.92 SNOWDEN 12.92 HOPSON 12.92 STANKEWICH 12.92 HUTCHINS 25.52 - STAPLE 43.05 JACKSON 19.22 STAUNTON 37.07 KING . 19.22 TADEUSIAK 20.18 1(1NKLE 19.22 TORTOMOSE 24.47 LOVE 12.92 WALTERS 19.22 MILKER 32.53 VVETHY 33.53 MOWRY 24.47 WHITE, B 57.43 NELSON . 29.72 WILSON, J 27.09 NELSON 34.70 WRIGHT 33.53 ATTACHMENT A - Page 11 Oakland County Community Mental Health Services Board - Macomb-Oakland Regional Center, Inc., Contract RESIDENTIAL PER DIEMS - CRS October 1, 1996 - September 30, 1997 AFC HOME NAME BETTY'S ADULT HOME FAMILY CARE FERGUSON GREENACRES GRUSNICK HOPE NETWORK III-SOJOURNE HOPE REHAB I-HORIZONS HOPE REHAB II-LODGE PROG. PER DIEM 32.02 34.85 34.85 12.63 13.26 176.92 143.64 91.14 HOME NAME HURON PC LIGHTHOUSE MILL STREET MULLIGAN OAKHILL RELIABLE SILVER TEA CLUB SPECIAL CARE PER DIEM 13.26 32.02 13.26 13.26 32.36 32.02 30.10 13.26 CLF HOME NAME LAKEVILLE MANOR LEONARD MCCLUNG MECCA HOUSE MELROSE PHOENIX SYNOD WATERFORD WHITE LAKE PER DIEM 90.86 91.73 90.07 91.07 96.33 90.42 94.56 93.70 HOME NAME ARLINGTON CLAWSON GENESEE CO. CMH-MONTCLAIR GRAYLING GREENLASH HOUSE HUMMER LAKE JAMESTOVVN KADIMA LAKE OAKLAND SHORES PER DIEM • 91.20 93.10 156.67 105.89 65.89 87.01 81.33 94.03 134.17 SIP HOME NAME ALTERNATIVE CL I BEACON HILL BINGHAM FARMS CHEROKEE HILLS D&M NORTH D&M SOUTH GERIATRIC APTS GREENLASH KADIMA I KADIMA II KINNARD MECCA PER DIEM 70.23 84.40 47.34 72.53 47.34 47.34 49.90 46.49 64.06 64.06 67.75 67.75 HOME NAME OAKLAND NEW LIFE I OAKLAND NEW LIFE II OAKLAND NEVV1.IFE III PEACOCK-KINSEL LODG RENAISSANCE RENAISSANCE OAK SYNOD OAKLAND I SYNOD OAKLAND II WHOLE LIFE OAKLAND I WHOLE LIFE OAKLAND II WHOLE LIFE OAKLAND II PER DIEM 57.89 57.89 57.89 47.34 66.46 66.46 58.47 58.47 47.96 47.96 152.00 L ATTACHMENT B ADDITIONAL TERMS AND CONDITIONS OAKLAND COUNTY COMMUNITY MENTAL HEALTH SERVICES BOARD MACOMB-OAKLAND REGIONAL CENTER, INC. CONTRACT ATTACHMENT B - ADDITIONAL TERMS AND CONDITIONS Oakland County Community Mental Health Services Board — Macomb-Oakland Reaional Center. Inc.. Contract Section Page TABLE OF CONTENTS 1 PROVIDER INSURANCE OBLIGATIONS 2 2 PROVIDER INDEMNIFICATION OBLIGATIONS 3 3 RECIPIENT RIGHTS 4 4 RECIPIENT SAFETY AND WELL BEING 5 5 PROVIDER ASSURANCES AND CERTIFICATIONS 5 6 PROVIDER COMPLIANCE WITH THE STATE AND BOARD GUIDELINES AND POLICIES 9 7 PROVIDER EMPLOYEES 11 8 PROVIDER RECORD-KEEPING AND REPORTING REQUIREMENTS 13 9 PROGRAM EVALUATION - COST SETTLEMENT - AUDIT 16 10 PROVIDER REPAYMENT OF BOARD FUNDS 18 11 BOARD ACCESS TO PROVIDER PROGRAM AND RECORDS 20 12 BOARD RIGHT TO REMOVE RECIPIENTS FROM PROVIDER'S PROGRAM 21 13 TERMINATION OF THIS CONTRACT 21 14 DISCLAIMERS OF LIABILITIES 23 15 TERMS THAT SURVIVE THE CONTRACT 24 16 SUCCESSORS AND ASSIGNS BOUND 24 17 PROVIDER ASSIGNMENT/ DELEGATION' 24 18 BOARD ORGANIZATION CHANGE - BOARD ASSIGNMENT / DELEGATION 25 19 NOTICES 26 20 NO THIRD-PARTY BENEFICIARIES 27 21 NO ASSUMPTION OF OBLIGATIONS BY BOARD 27 22 RESERVATION OF RIGHTS 27 23 NO IMPLIED WAIVERS 27 24 NO IN-KIND SERVICES 27 25 NO VERBAL MODIFICATION OR AMENDMENTS 27 26 APPLICABLE LAW 27 27 CONSENT TO JURISDICTION AND VENUE 28 28 CONSENT TO ALTERNATE SERVICE OF PROCESS 28 29 SEVERABILITY 28 30 CAPTIONS 28 ATTACHMENT B - ADDITIONAL TERMS AND CONDITIONS Oakland County Community Mental Health Services Board — Macomb-Oakland Rpninnai rant's.. Ind- nnntr2rt 1 PROVIDER INSURANCE OBLIGATIONS. The Provider agrees, at its sole cost and expense, to purchase and/or self-insure, with prior County written approval and concurrence, and maintain the following insurance coverage(s) in the minimum amounts indicated for the entire duration of this Contract and to provide the Board with appropriate Certificates of Insurance and/or Self- Insurance. $2,000,000.00 combined single limit per occurrence, and $5,000,000.00 annual aggregate Commercial General Liability, including broad form contractual coverage. NOTE: If any Provider Employee, as defined herein, shall be engaged in the practice of medicine, psychiatry, psychology, social work, counseling, nursing, and/or Recipient medical, emotional or health related treatment, the Provider shall also maintain and provide for the Services of such Provider Employees $2,000,000.00 Professional Liability insurance coverage per occurrence and/or claim, and $5,000,000.00 annual aggregate. These policies and/or protection(s) will provide that the County, the Board, and all Board Agents, as defined in this Contract, must be named as Additional Insured with respect to any Claim(s) as defined in this Contract, arising out of the Provider's or any Provider Employees Services under or in connection with this Contract. 1.2 Workers' Compensation as required by law: Coverage B - Employers' Liability in the minimum amount of $100,00Q_Ca 1.3 If the Provider owns, leases, or uses vehicles in the transportation of Recipients or the provision of other Services funded through this Contract, $1,000,000.00 Combined Single Limit Automobile Liability, including coverage for hired and leased vehicles, and owned and non-owned autos, with No-Fault coverage as required by law. If no vehicles are owned or leased by the Provider, non-owned and hired car coverage will be required in lieu of auto fleet coverage. 1.4 The Provider shall also assure that all professional contractual persons serving Recipients under this Contract are covered by professional liability insurance in the amount of at least $100,000.00 per occurrence and/or claim, $300,000.00 annual aggregate. 1.5 Property insurance coverage with replacement-cost endorsement for furnishings and equipment provided to the Provider by either the Board, the County, the State and/or purchased with Board, County, and/or State funds, and where applicable, such coverage shall also include coverage for all personal property of Recipients under Provider's care and supervision. The certificates shall maintain limits, at minimum, equal to the value of the above properties. 1.6 A Blanket Provider Employee Dishonesty Bond with limits of $2,000,000.00 per occurrence shall be maintained for the duration of this Contract. 1.7 All Certificates of Insurance or Self-Insurance for the above items shall contain the following clauses: 1.1 Page 2 of 29 ATTACHMENT B - ADDITIONAL TERMS AND CONDITIONS Oakland County Community Mental Health Services Board — Macomb-Oakland Regional Center. Inc.. Contract 1.7.1 "Any insurance coverage afforded the County, the Board, and any Board Agent, and the Additional Insured shall apply as primary and not excess to any other insurance issued in the name of the County, the Board, and any Board Agent, or any of the Additional Insured"; 1.7.2 "The insurance company or companies issuing the policy or policies shall have no recourse against the County, the Board, or any Board Agent, or the Additional Insured for payment of any premiums or for assessments under any form of policy"; 1.7.3 "Any and all deductibles and/or Self-Insured retention in the above-described insurance coverages shall be assumed by, and be for the account of, and at the sole risk of, the Provider"; and 1.7.4 "There will be no additional exclusions running to the Additional Insured based upon any actions or activities of the named insured." 1.8 All Certificates of Insurance, Self-Insurance, Bonds, or other applicable or required documents, are to provide thirty (30) Days notice of material change or cancellation. These Certificates must be provided to the following Board Agents, The Oakland County Risk Management & Safety Division and the Oakland County Purchasing Division, before the effective date of this Contract, and at anytime thereafter, upon reasonable request. Insurance carrier(s), coverage(s), and policy limits are also subject to the approval of these Board Agents as to conformity with the requirements of this Contract. 2 PROVIDER INDEMNIFICATION OBLIGATIONS. Except only for any specific dollar amount of any court-ordered judgment or damage award which a court has specifically decided was due to negligence of the Board, the County, the State, and/or any Board, County, or State Agent, the Provider agrees to save, indemnify and hold harmless the Board, the County, the State, and/or any Board, County, or State Agent from and against any and all Claim(s), as defined above, which are imposed upon, incurred by, or asserted against the Board, the County, the State, and/or any Board, County, or State Agent, by any person which are based upon, result from, arise from or are in any way related to any alleged error, mistake, negligent or intentional act(s) or omission(s) by the Provider and/or any Provider Employees and/or Provider Subcontractors, including, but not limited to, any alleged failure by the Provider and/or any Provider Employees and/or Provider Subcontractors to: (1) comply with any Provider and/or Provider Subcontractors duty or obligation in this Contract; (2) adequately train, supervise, or employ any Provider Employee or Provider Subcontractor; (3) meet any Provider, Provider Employee, or Provider Subcontractor obligation to any recipient; (4) adequately care for and supervise any Recipient or any other person under Provider's and/or Provider Subcontractors care; and/or (5) any alleged Provider breach of legal duty to any person, including the Board, under the terms of this Agreement, the common law, or under applicable State or federal law. 2.1 The indemnification right(s) afforded to the Board, the County, the State, and/or any Board, County, or State Agent in this Contract shall be excess and over and above any valid and collectible insurance rights as provided and available to the Board, the County, the State, and/or any Board, County, or State Agent under this Contract and applicable to any part of any ultimate net loss the which Board, the County, the State, and/or any Page 3 of 29 ATTACHMENT B - ADDITIONAL TERMS AND CONDITIONS Oakland County Community Mental Health Services Board -- Macomb-Oakland Regional Center. Inc.. Contract Board, County, or State Agent suffers, whether any such insurance coverage is stated to be primary, contributing, excess or contingent. 2.2 The Parties agree that they shall each promptly deliver to the other written notice and copies of any Claim(s), accusation(s) or allegation(s) of negligence or wrongdoing, or any attested violation of any Recipient's Rights, which either Party becomes aware of which involves, in any way, any Provider Services under this Contract. 3 RECIPIENT RIGHTS. The Provider agrees to strictly comply with all Recipient Rights provisions of the Michigan Mental Health Code and Administrative Rules of the DSS or DCH and all applicable DCH Recipient Rights Policies, including those set forth in the DCH Full Management Contract. The Provider agrees to accept and submit to the jurisdiction of the Board's Office of Recipient Rights and/or any lawfully authorized State or federal agency, including, but not limited to, the DSS and/or DCH, and grant to any such person and/or the Board the right to investigate, report, and/or prosecute any suspected or alleged violations of any of Recipient's legal rights. The Provider shall permit any Board-designated Agent or other authorized State or federal agency full and complete access to Provider's and/or Provider Subcontractors Program/Facility, Recipients, Provider Employees, and/or Provider Subcontractors any other Program/Facility residents or staff, any and all Recipient clinical and/or medical records, any Provider Financial Records, and/or any Provider Employee and/or Provider Subcontractors personnel records and fully cooperate with any Board or other authorized State or federal agency's investigation into any alleged violation of any Recipient's rights. 3.1 The Provider agrees to designate a Provider Employee as the "Recipient Rights Coordinator" or "Ombudsperson" who shall be responsible for informing Recipients served of their rights, and for ensuring that Recipients and their families/guardians have access to the Provider's and/or Board's Recipient Rights protection systems. If the Provider employs one or more Provider Employees who do not provide direct services to Recipients, then the Provider Employee designated as the "Recipient Rights Coordinator" or "Ombudsperson" shall be a person not providing direct Provider Services to Recipients. 3.2 The Provider shall provide all new Provider Employees and/or Provider Subcontractors, prior to the time such new Provider Employee(s) and/or Provider Subcontractors begins to deliver any Provider Services to any Recipients, with an orientation on definitions of abuse and neglect, training on all Recipient Rights obligations and all mandated Recipient Rights reporting requirements as set forth in this Contract and/or any applicable State statute, rule or policy. The Provider shall document that each new Provider Employee and/or Provider Subcontractors has received such training indicating the date such training occurred. The Provider and/or Provider Subcontractors shall also post, in a conspicuous place, a summary of rights guaranteed by the Mental Health Code and DCH or DSS Administrative Rules, all applicable DCH Policies, including those set forth in the DCH Full Management Contract, as well as any Board-approved summary of Recipients' rights, including directions for access to the Provider's and/or Board's Recipient Rights staff, and shall adhere to all applicable rules, policies and procedures of the Board for Recipient Rights protection. 3.3 The Provider agrees to notify the DSS's Protective Services Division, as required by law, regarding any suspected abuse or neglect of Recipients served under this Contract. The Page 4 of 29 ATTACHMENT B - ADDITIONAL TERMS AND CONDITIONS Oakland County Community Mental Health Services Board — Macomb-Oakland Reaionat Center. Inc Carom& Provider also agrees to notify the Board's Recipient Rights Office immediately regarding any suspected abuse, neglect or Recipient Rights violation. 3.4 The Provider and/or Provider Subcontractors shall not retaliate in any manner against its Recipient Rights staff or any other persons for reason of its filing of alleged violations of Recipients' Rights. The Provider and/or Provider Subcontractors agrees to post a copy of the Whistle Blower Act poster developed as a result of the passage of Public Act 469 of 1980. 3.5 The Provider and/or Provider Subcontractors shall promptly implement any remedial action required by the Board to correct or prevent any further suspected violation of any Recipient's rights. 3.6 The Provider agrees to immediately notify the Board, upon discovery of any unexpected absence of any Recipient from Provider's and/or Provider Subcontractors Program/Facility. In the event the Board is closed, the Provider and/or Provider Subcontractors shall utilize emergency procedures established by the Board to reach the appropriate Board Agent. 3.7 The Provider agrees to immediately report, by telephone, to the Board's Recipient Rights Office any serious injury or death of any Recipient. In the event the Board is closed, the Provider and/or Provider Subcontractors shall utilize emergency procedures established to reach the appropriate Board Agent. Within three (3) Days after any verbal or telephone report, the Provider shall submit a written report to the Board on such forms and in such format and detail as the Board may require. 3.8 The Board shall designate a Board Agent whom the Provider may contact 24 hours a day,' seven days a week, in case of any Recipient-related absence, injury, or emergency. 4 RECIPIENT SAFETY AND WELL BEING. The Provider and/or Provider Subcontractors shall ensure that the Program/Facility and its surrounding grounds, including, but not limited to, driveways, sidewalks, walkways, etc., and/or its internal equipment, including, but not limited to, furnaces, water supply, plumbing fixtures, etc., remain in a safe, clean, healthy, and habitable condition. The Provider shall notify the Board, within 24 hours, after the receipt of any ticket, summons, warning, or any other notice of any violation or suspected violation of any applicable heath, safety, or fire code or any other ordinance or maintenance requirement from any governmental agency. 4.1 The Provider shall assure that at least one Provider Employee and/or Provider Subcontractor familiar with and capable of implementing emergency procedures is available at all times whenever one or more Recipients are in Provider's or Provider Subcontractor's Program/Facility. 4.2 The Provider shall develop and implement Universal Precaution procedures for blood borne disease prevention for Provider Employees, Provider Subcontractors, and Recipients, in conformance with applicable federal and State statutes and Administrative Rules, and shall adhere to all staff training, vaccination and other guidelines required by said statutes and/or Administrative Rules. Page 5 of 29 ATTACHMENT B - ADDITIONAL TERMS AND CONDITIONS Oakland County Community Mental Health Services Board — Macomb-Oakland Regional Center. Inc.. Contract 4.3 The Board shall not have any financial obligation under this Contract for any and all maintenance, utility service charges and incidental expenses related to any Program/Facility. The Board, unless otherwise agreed to in writing by the Board, shall not be responsible for any uninsured cost of repair or damage to the physical structure and contents of the Program/Facility and/or its surroundings. 5 PROVIDER ASSURANCES AND CERTIFICATIONS. The Provider represents and agrees to the following: 5.1 That any Recipient "Personal Allowance" funds, as defined in this Contract and/or under applicable DCH or federal rules, shall not be used for payment of goods and services required for room, board, supervision or programs unless otherwise expressly permitted under any applicable federal, State, or Board developed and/or approved policy. 5.2 The Provider and/or Provider Subcontractors shall not discriminate against an employee or an applicant for employment with respect to hiring, tenure, terms, conditions or privileges of employment or with respect to a matter directly or indirectly related to employment and/or against any Recipient or other person or any applicant for receipt of Provider's and/or Provider Subcontractors Services in keeping with the Elliott-Larsen Civil Rights Act, Public Act 453 of 1976, as amended, (MCL 37.2101, et seq.), the Michigan Handicappers' Civil Rights Act, Public Act 220 of 1976, as amended, (MCL 37.1101, et seq.), and any other federal, State or local acts forbidding discrimination against any individual in employment, public accommodation, housing, or the receipt of public services. 5.3 The Provider shall promptly notify the Board of any allegation, complaint, charge filed with, and/or any determination or finding by, any Court, State or federal administrative agency, of illegal discrimination by the Provider and/or Provider Subcontractors in employment, public accommodation, housing, and/or delivery of any public service. The Board, in its sole discretion, may consider any such matter as a material and substantial breach of this Contract which may result in the termination thereof. 5.4 The Parties agree that all work and/or Services performed by the Provider and/or any Provider Employees and/or Provider Subcontractors pursuant to this Contract shall be undertaken by the Provider as an Independent Contractor and not as an Agent or employee of the Board, the County and/or the State. Nothing in this Contract shall be construed to create a partnership, joint venture or agency relationship between the Parties. 5.5 The Parties agree that the description in this Contract of Provider's Services shall not be deemed or interpreted as establishing the maximum level of Provider Services to any Recipient, but only the acceptable minimum level of such Services required under this Contract. The Parties agree that compliance with any description in this Contract of Provider's Services or any other term or condition of this Contract shall not be a defense or legal excuse for any alleged Provider's failure to exercise due care and diligence in providing any necessary Services to any Recipient. 5.6 The Provider shall promptly notify the Board of any unusual circumstance or an unanticipated situation related to Provider's and/or Provider Subcontractors Page 6 of 29 ATTACHMENT B - ADDITIONAL TERMS AND CONDITIONS Oakland County Community Mental Health Services Board -- Marnmhnki..nd Paninnal Inc Contract Program/Facility (e.g., fire, flood, power outages, etc.) or any other event that would or could interfere with or adversely effect Provider's and/or Provider Subcontractors continued ability to deliver Services (e.g., unusual Provider Employee and/or Provider Subcontractors illnesses, turnover, staffing changes, strike, etc.), or any other event or circumstance that would or could materially effect or change the scope or cost of Provider's Services or any possible amount due and owing the Provider from the Board pursuant to this Contract. The Provider is expected, through either insurance (e.g., business interruption, casualty, etc.) or Provider initiated alternative "temporary" or "emergency" contractual or sub-contractual Service delivery arrangements, to continue to deliver Provider's Services pursuant to this Contract in the event of any normal business planned for and/or insurable business risks such as business interruption and/or any insurable casualty or loss. 5.7 The Provider agrees, at its sole expense, to be exclusively responsible for obtaining and maintaining throughout the term of this Contract any and all licenses, permits, qualifications, and governmental authorizations necessary to conduct its business and perform all Services required under this Contract. The Provider shall deliver, upon request, to the Board copies of all such current licences, permits and/or certificates. 5.8 The Provider agrees and warrants that neither its nor its Provider Subcontractors' business operations and practices are not and will not knowingly violate any statute, law, governmental regulation, rule, license, lease, contract, insurance policy requirements, ordinance, judgment, order, or decree applicable to it, which violation would in any respect materially and adversely affect the property, business, operations or condition (financial or otherwise) of the Provider or the Provider's and/or Provider Subcontractors Program/Facility so as to possibly interfere with or adversely effect the Provider's and/or Provider Subcontractors ability to provide Services or its obligation to the Board under the terms of this Contract. 5.9 The Provider warrants that both it and all Provider Employees and/or Provider Subcontractor shall provide and.deliver all Provider Services called for in this Contract in complete accordance with all applicable statutes, laws, rules, regulations, ordinances, including, without limitation, any applicable insurance policy requirements, any professional standards, any and all applicable safety and health codes, rules, or regulations, and/or any other requirement of any governmental body or agency. 5.10 The Provider warrants that neither it nor any Provider Employee nor Provider Subcontractor shall either negligently or knowingly permit the contemplated Services to be performed in violation of any applicable federal, state, or municipal statutes, ordinances, or regulations, or contrary to the provisions of any applicable insurance policy. The Provider agrees to promptly notify the Board, in writing, of any Provider perceived conflict between this Contract and any federal or State law, rule, regulation, or guidelines and/or any Provider insurance policy requirement or any DCH policy or guideline. The Provider agrees that it shall be solely liable for, and shall indemnify and hold the County and Board harmless as provided for in this Contract, any and all Claim(s), fines, penalties, sanctions, and/or violations imposed by any governmental authority upon the County or the Board due to any negligence or failure by the Provider and/or Provider Subcontractors to provide Services according to any and all applicable legal requirements or the terms and conditions of this Contract. Page 7 of 29 ATTACHMENT B - ADDITIONAL TERMS AND CONDITIONS Oakland County Community Mental Health Services Board — Macomb-Oakland Re_aionaLCent_Inc._, Contract 5.11 Unless and except as may otherwise be expressly provided for in this Contract, the Board shall not be liable for any Provider and/or Provider Subcontractors costs, taxes, assessments, or any other governmental charges, costs, or fees, as they become due from the Provider and/or Provider Subcontractors, and/or any and all other expenses associated with or incurred by the Provider and/or Provider Subcontractors, or any Provider Employees, in providing Services under this Contract, including, but not limited to, all recurring and nonrecurring operating costs, equipment, transportation, any perpetual operation and maintenance costs, any replacement and repair costs associated with providing Services, and any federal, State, and local taxes; insurance, legal expenses, permits, inspections, professional dues or licenses, Contract-required insurance costs, association fees, license fees, fines and penalties, reports, and any other charges or requirements, qualifications, and governmental authorizations, including all other incidentals and related costs of Services necessary to conduct its business and perform the Services required under this Contract. Except as otherwise provided in this Contract, any and all labor, materials, and incidentals necessary and required for the provision of the Services under the terms of this Contract shall be furnished by the Provider and/or Provider Subcontractors at no additional cost or expense to the Board. 5.12 The Provider warrants that it shall not create any other legal entities, further incorporate, form, or enter into any partnerships or otherwise which would in any way tend to impair, shift, or change any of Provider's legal duties, promises to indemnify or insure, or any other obligation under this Contract to any other legal entity without written notice to and the approval of the Board at least ninety (90) Days before any such planned event. 5.13 The Provider warrants that it has taken all actions and secured all approvals necessary to authorize and complete the transactions contemplated by this Contract, and that the person signing this document on behalf of the Provider has full and complete legal authority to sign this Contract on behalf of the Provider and legally bind the Provider to the terms, conditions, and obligations contained herein. 5.14 The Provider acknowledges that because the Board may submit a claim for Medicaid reimbursement to recover funds paid to the Provider for services rendered: (a) Funds under P.A. 280 of 1939, as amended, may be affected by this Contract; (b) the submission of false data supplied by the Provider will result in the Board causing a false claim to be made to the State under the Act; and (c) any person causing a false claim to be made is guilty of a felony punishable by imprisonment for not more than four years, by a fine of not more than $50,000.00, or both. 5.15 The Provider agrees to comply with the provisions of any and all statutes, County and/or Board policies relating to conflict of interest with governmental employees and, specifically, any Board Agent. The Provider warrants to avoid any conflict of interest, whether real or perceived. The Provider affirms that, to its knowledge, no Provider Employee and/or Provider Subcontractor or anyone acting on behalf or legally capable of acting on behalf of the Provider is employed by the Board or the County as of the date of this Contract, nor is any such person using, nor is he or she privy to any insider information which would tend to give or give the appearance of tending to give an unfair advantage to the Provider with respect to this Contract. Page 8 of 29 ATTACHMENT B - ADDITIONAL TERMS AND CONDITIONS Oakland County Community Mental Health Services Board -- Macomb-Oakland Regional Center. Inc.. Contract 5.15.1 The Provider shall give the Board written notice of any information to the contrary or exception to the foregoing promptly upon Provider's becoming aware of same at anytime during the term of this Contract. 5.15.2 The Provider shall cooperate with the Board and fully disclose any information related to any persons and any possible conflicts of interest. The Provider shall, upon request, furnish the Board the names, addresses, and any business relationships or interests with the Provider of any Provider corporate officers, partners of a partnership, or contractors. Breach of this covenant, in the sole discretion of the Board, may be regarded as a material and a substantial breach of this Contract and may result in the termination thereof. 5.15.3 Subject to any federal/state laws relating to any conflict of interest for public employees, the Provider shall not grant, give, allow, pay, reimburse, compensate, or otherwise provide any benefits, privileges, gifts, equipment, personal property, supplies, entitlement, or consideration (monetary or otherwise), or give or loan any other thing of value, either directly or indirectly, to, for the use by, or on behalf of, any individual or group of persons included within the definition of the Board or Board Agents, except as expressly provided for in this Contract. 5.15.4 The Provider shall not knowingly hire, employ, become associated with, or enter any contract for any work or service with any Board Agent. The Provider shall comply with all applicable state statutes, including, but not limited to, Public Act 317 of 1968, as amended (MCL 15.321, et seq.) and/or Board policies regarding contracts with public employee(s), public employee conflict of interest, or public employee ethics. To avoid any real or perceived conflict or interest, the Provider shall identify any Provider's Employee or any relative of any Providers Employee employed by the Board. 5.16 Any Program or Recipient furniture, equipment or household items purchased by the Board for the expressed use by a named Board-covered Recipient or by the Program Services purchased through this Contract shall be tagged and inventoried by the Board with the cooperation of the Provider. With the expiration of this Contract or any movement of the Recipient, any such Board or Recipient-owned items shall be returned by the Provider either to the Board or to the Recipient as the Board may direct. 6 PROVIDER COMPLIANCE WITH THE STATE AND BOARD GUIDELINES AND POLICIES. This Contract is entered into under authority granted by the Michigan Mental Health Code (1974 P.A. 258, MCL 330.1001, et seq., as amended), and in accordance with all applicable laws and any applicable federal and State (e.g., DCH or DSS) rules and regulations. In addition, to the extent provided in the DCH Full Management Contract, those documents identified in the following subsections, except as otherwise expressly provided for in this Contract, the Provider shall also comply with and adhere to all Provider applicable federal, State, or Board guidelines and/or policies, including, but not limited to, the following State and/or Board policies and procedures: 6.1 Jvlichigan DCH Standards for Michiaan Community Mental Health Services for quality assurance, in Michigan Department of Social Services Medicaid Standards (now Medicaid Services Administration), where applicable. Page 9 of 29 ATTACHMENT /3 - ADDITIONAL TERMS AND CONDITIONS Oakland County Community Mental Health Services Board — Macomb-Oakland Regional Center, Inc., Contract 6.2 A formal Recipient and/or Recipient family-oriented "Grievance Procedure" established by the Provider which shall be in such form and scope as acceptable to the Board and, in the Board's sole opinion and judgment, consistent with all applicable laws, DCH Administrative Rules and DCH Policies, including those set forth in the DCH Full Management Contract. 6.3 "Billable Service Descriptions List" (for Medicaid-eligible Providers). 6.4 Michigan Department of Mental Health Rules. Guidelines and Administrative Directives, Administrative Rules R.8201-8284 (re: Recipient Financial Resource amounts, as defined in this Contract, including any Recipient fees/Ability To Pay). 6.5 DCH Michigan Standards for Community Mental Health Services, Community Mental Health Financing (IV-F-001-0001). 6.6 Michiaan DSS Medicaid Standards, Entire Chapter III of the Standards manual (dated 11/1/91 or as subsequently amended).- 6.7 Oakland County Community Mental Health Services Board's Program Performance Monitoring Indicators. 6.8 All applicable Oakland County Community Mental Health Policies & Procedures. 6.9 CMH Specialized Residential Programs (October 1992) as attached to the DCH Full Management Contract. 6.10 Community Mental Health State Financing (September 1993), as attached to the DCH Full Management Contract. 6.11 Community Mental Health Recipient Rights System, as attached to the DCH Full Management Contract. 6.12 Agreement Regarding CMH Board Policy on Review and Reporting of Death (October, 1992), as attached to the DCH Full Management Contract. 6.13 01-C-1116(j)/GL-00, Department of Mental Health Guideline IV-F-002-0001 (July 18, 1984), Personal Care in Non-specialized Settings and revised pp. 14, 15, 16 and 20, April 24, 1986. 6.14 07-C-1712/GL, Department of Mental Health Guideline IV-G-004-0001 (August 29, 1984), Individual Plan of Service. Revised memo of agreement between DSS/DPH/DMH (now "DCH") dated February 13, 1986, as attached to the DCH Full Management Contract. 6.15 07-C-1722/AD-004, Supplement to Administrative Directive FY 82/83 IV-G-3 (May 18, 1984), Adult Protective Services Act - DSS/DMH (now "DCH") Agreement, as attached to the DCH Full Management Contract. Page 10 of 29 ATTACHMENT B - ADDITIONAL TERMS AND CONDITIONS_ Oakland County Community Mental Health Services Board — Mannrph-pnklagiut iggiagajziatar agat 6.16 07-R-7009/GL-01, Department of Mental Health Guideline IV-I-001-0002 (June 30, 1983), Rights of Recipients of Specialized Residences, as attached to the DCH Full Management Contract. 6.17 07-R-7158/GL, Department of Mental Health Guideline III-H-003-0006 (September 26, 1985), Medication Use: Psychotropic Drugs, as attached to the DCH Full Management Contract. 6.18 07-R-71651GL, Department of Mental Health Guideline IV-H-005-0002 (July 2, 1985), Food and Dietary Practices, Policy Only, as attached to the DCH Full Management Contract. 6.19 08-C-1812/AD, Administrative Directive IV-F-7 (March 29, 1985), Optional Method for Recovery of Supplemental Security. Income Retroactive Payments. 6.20 In the event that there shall be any Provider perceived or actual conflict, question or interpretation of any Provider Services, rights or obligations under this Contract and any of the policies or guidelines as set forth in any of the documents identified or referenced in this section and/or any of the enumerated subsections, the terms and/or conditions contained elsewhere in this Contract shall prevail. The Parties agree and intend that any such perceived or alleged conflicting provision in any such policy or guideline identified in this section shall be read and interpreted by the Parties as narrowly as practicable in order to read any allegedly conflicting guideline or policy provisions as harmoniously as possible and give the maximum cumulative effect to both the allegedly conflicting guideline or policy language and any term or condition in this Contract. To the extent that any provision in this Contract and any possible conflicting guideline or policy provision identified in this section cannot be reconciled and/or read together, so as to give full effect to both; the conflicting provision of any such policy or guideline shall be without force and effect in the interpretation of this Contract and/or in establishing the rights and obligations of the Parties thereto. 6.21 During any term of this Contract, the Board shall advise and upon request provide copies to the Provider of any modifications to the Mental Health Code, DCH rules, applicable DCH policies, such as those set forth in the DCH Full Management Contract, and any other DCH or Board policies, directives or procedures or any other documents, forms, policies, and materials referenced in this Contract that may effect the Provider's Services or obligations under this Contract. The Provider, upon the Board's request, shall acknowledge in writing the receipt of any such documents provided by the Board. Any failure of the Board to notify the Provider of any change in any applicable federal or State law, or regulation having the effect of law shall not be deemed an excuse for any possible Provider failure to follow and conform with the requirements of any such applicable law or regulation. 6.22 The Provider shall also furnish to the Board a "Quality Improvement Plan" relative to the Services being provided pursuant to this Contract in such form as may be required by the DCH Full Management Contract and/or the Board. Page 11 of 29 ATTACHMENT B - ADDITIONAL TERMS AND CONDITInNS Oakland County Community Mental Health Services Board Macomb-Oakland Ronionni nantpr mr rontrant 7 PROVIDER EMPLOYEES. The Provider shall employ and assign qualified Provider Employees and/or Provider Subcontractors as defined in this Contract, as necessary and appropriate to provide for all of Provider's Services under this Contract. 7.1 Provider Employees and/or Provider Subcontractors shall be employed and assigned on the basis of appropriate certifications, education and experience, licenses, qualifications, and seniority, as determined by the Provider and/or as required under State law. The Provider shall also employ and assign qualified administrative, professional, and support personnel, as necessary, to fully meet its obligations under this Contract. 7.2 The Provider shall solely control, direct, and supervise all Provider Employees and/or Provider Subcontractors and, subject to the terms of this Contract, shall be solely responsible for the means and manner in which Provider's Services under said Contract are rendered and the means and manner in which Provider's other legal and contractual obligations are satisfied. 7.3 The Provider, at its sole expense, at all times during this Contract, shall also be solely and completely responsible for furnishing all Provider Employees and/or Provider Subcontractors with all job instructions, job descriptions, job specifications, and any necessary and/or advantageous tools and all other equipment that any Provider Employee and/or Provider Subcontractors requires for the completion of any Provider's Services. 7.4 The Provider shall, in written notice to the Board, designate a specific Provider Employee to be fully responsible for the administration of the Provider's Services and Program/Facility. This Provider Employee and/or his/her designee shall be available to the Board, the Recipients, and to the Provider's Employees and direct-care staff during any period of time that any Recipients are under Provider's care and/or custody. This Provider Employee shall be able to take all necessary action on behalf of the Provider. 7.5 The Provider warrants that any Provider Services that are required to be performed by Provider Employees and/or Provider Subcontractors with specific professional or occupation licenses or who require any special training under State law shall be performed only by a Provider Employee and/or Provider Subcontractor who possesses any such required license or training. The Provider shall at all times maintain in its possession a current copy of each such professional or occupational license required of any Provider Employee and/or Provider Subcontractor and shall provide the Board with copies of any such Provider Employee and/or Provider Subcontractor licenses upon request. 7.6 The Provider warrants that at all times during the term of this Contract the Provider shall employ the required numbers and levels of professionally licensed, permanent or temporary, Provider Employees and/or Provider Subcontractors required to deliver Provider's Services. The Services required from professionally licensed Provider Employees under this Contract shall not be substantially diminished by Provider Employee and/or Provider Subcontractor turnover. 7.7 The Provider shall permit only responsible persons, who are appropriately licensed as required by State law, to operate motor vehicles transporting Recipients. Any vehicles Page 12 of 29 ATTACHMENT B - ADDITIONAL TERMS AND CONDITIOVI Oakland County Community Mental Health Services Board — Macomb-Oakland RAninn2i rantor Inr nnntrart used for transportation of Recipients by the Provider shall be maintained by the Provider, at its sole cost and expense, in a safe operating condition. 7.8 The Provider agrees that, at all times and for all purposes relevant to this Contract, the Provider shall (as between the Parties) remain the sole and exclusive employer of all Provider Employees and/or Provider Subcontractors and shall remain solely and completely liable for any and all Provider Employees' and/or Provider Subcontractors' past, present, or future: wages, compensation, overtime wages, fringe benefits, pension or retirement benefits, workers' disability compensation benefits, travel expenses, mileage allowances, training expenses, transportation costs, and/or any other employment-related allowances or obligations of any kind, including, but not limited to, any Provider's employer obligations concerning any and all Provider Employees' and/or Provider Subcontractors' health, safety and welfare. In addition, the Provider agrees that it shall remain solely and completely liable for any and all Claims, rights, liabilities, or privileges, whether in tort or contract, whether based upon any statutory or common law right, or in any way based upon any Provider Employee's and/or Provider Subcontractor's employment status, any applicable employment contract, or the performance of any duty for the Provider under the terms of this Contract. 7.9 The Provider agrees that no Provider Employee and/or Provider Subcontractor shall, by virtue of this Contract or otherwise, be considered or claimed to be an employee of the Board, the County, and/or the State. This Contract does not grant or confer, and shall not be interpreted to grant or confer, upon any Provider Employee and/or Provider Subcontractor or any other individual any status, privilege, right, or benefit of Board, County, and/or State employment or that of either a Board, County, and/or State Agent or employee. 7.10 The Provider agrees to indemnify and hold harmless the Board and/or the County against any and all Claim(s) brought by or on behalf of any Provider Employee and/or Provider Subcontractor, its union(s), agents, successors, executors, or assigns against the Board or the County which are based upon, or in any way related to, any Provider Employee's and/or Provider Subcontractor's performance of any Service on behalf of the Provider or any Recipient and/or Provider Employee's and/or Provider Subcontractor's applicable union, employment, or labor contract, and/or any applicable terms and conditions of employment, any Provider Employee's and/or Provider Subcontractor's employment status, wages, fringe benefits, and/or any other right, privilege, or benefit based upon any contractual, statutory and/or common law employment right or status. 7.11 The Provider as the sole and exclusive employer of any and all Provider Employees providing Services under this Contract hereby waives and releases any and all Claim(s) and/or subrogated rights the Provider may now, or in the future, have against the Board, and/or the County (including, but not limited to, such employer subrogation rights as contained in the Worker's Disability Compensation Act of 1969; MCL 418.101, et seq.) based, in any manner, upon any claim, liability, loss, personal injury, real or personal property loss, and/or any other damage suffered by any Provider Employees. 8 PROVIDER RECORD-KEEPING AND REPORTING REQUIREMENTS. The Provider agrees to abide by and retain in its Program/Facility and/or in the Provider's main business location, if other than the Program/Facility, a copy of any federal, State, or Board rules, all applicable DCH policies Page 13 of 29 ATTACHMENT B - ADDITIONAL TERMS AND CONDITIONS Oakland County Community Mental Health Services Board -- Macomb-Oakland Reaional Center Inc Cnntract such as those set forth in applicable contracts between the Board and the DCH, DCH and/or Board guidelines, administrative directives and/or addenda which deal directly with the subject matter of this Contract. 8.1 The Board shall delegate to the Provider a mutually agreeable, limited authority as "holder of the record," as recognized in this Contract, to allow the Provider to comply with and fulfill the requirements of the Mental Health Code (e.g., Section 748 of Act 258, Public Acts of 1974, as amended). Notwithstanding the above, the Provider shall recognize the Board as the "holder of the record" for any and all Recipient records maintained by the Provider. Unless and then only to the extent expressly prohibited to by federal or State law, the Provider agrees that the Board and its authorized Agents shall have complete access to, and at the Board's option, the right to obtain copies of all such Provider-held Recipient clinical, medical or treatment records. 8.2 If for any reason the Provider or any Provider Employee and/or Provider Subcontractor is unable to provide the Services required under this Contract as a matter of fact or as a matter of law (e.g., bankruptcy, termination of Contract, etc.), all Recipient records shall automatically revert to the Board as the holder of the records and shall immediately be returned and transferred to each Board's physical custody, unless otherwise directed by the Board. 8.3 The Provider agrees to ensure that all medical records related to the of Services or any treatment as covered by the terms of this Contract, including any and all Services provided by any Provider Employees and/or Provider Subcontractors, adhere to industry standards of medical or clinical records in accordance with such accepted standards promulgated by any third-party payor, licensing and accrediting agencies. 8.4 In addition, the Provider agrees: 8.4.1 To maintain separate and complete accounts and auditable Financial Records, as defined herein, including complete records and documentation or receipts for verifying and/or requesting any receipt and disbursement of any and all amounts or revenue received, including date received, source of funds, and any expenditures, including date expended, purpose and receipt, as well as a Chart of Accounts. 8.4.2 To maintain any and all original Financial Records related to or necessary for determining any amount either received, claimed, applied for, expended or otherwise credited to any Recipient Financial Resource, as defined in this Contract, amount, any Provider costs or expenses for any Provider Services under this Contract, and/or any amounts billed to any first or third-party payor. 8.4.3 To have all Provider cost and expenditure reports and Financial Records reflect the accrual of Recipient Financial Resources. 8.4.4 That the Provider will submit to the Board a quarterly financial forecast report that projects any dollars that will not be spent under this Contract. This report should also include any projected variance in revenue, if applicable, and an explanation for this variance. Based on a fiscal year of October 1 though September 30, this Page 14 of 29 ATTACHMENT B - ADDITIONAL TERMS AND CONDITIONS Oakland County Community Mental Health Services Board — Macomb-Oakland Regional Center. Inc.. Contract report shall be due to the Board on the 15th Day of the month following the close of the first, second and third quarters, due dates of January 15, April 15 and July 15. 8.4.5 That the following documents shall guide and provide the basis for the Provider's accounting procedures: 8.4.5.1 Audits of Voluntary Health and Welfare Organizations, with Conforming Changes as of May 1. 1994, published by the American Institute of Certified Public Accountants, Inc. 8.4:5.2 Statements of Financial Accounting Standards (where applicable), Financial Accounting Standards Board, including, but not limited to, Accounting Principles Board Opinions (where applicable) and Accounting Research Bulletins (where applicable). 8.4.6 The Provider agrees to submit a completed Provider Service contractor application and all related requested documents as referenced and as acceptable to the Board, including, but not limited to, Provider Admission . and Discharge Criteria, Consumer Grievance Procedure, Organizational Chart, Articles of Incorporation, Reimbursement Procedures & Fee Collection Policy, Quality Improvement Plan and Quality Assurance Plans, Service Accreditations/Certifications, Proof of Insurance documents, Recipient Rights Procedures, Annual Reports, Board List, Conflict of Interest Policy, Financial Audits, Accreditation & Certification Reports, Legal Representation, and list of key Provider contact persons by key contract areas. 8.4.7 To furnish the Board such statistical and other information as may be required by the Board, at such time, within such deadlines, and in a form and format as the Board may require, including, but not limited to, the following: 8.4.7.1 Data on Recipients served, Services provided, and projected Services to be provided. 8.4.7.2 Recipient satisfaction questionnaires as provided by the Board. 8.4.7.3 Provider and/or Provider Subcontractors plans for corrections required by the Board in response to Medicaid or DSS inspection or other Audit findings. 8.4.7.4 Data and narrative reports as needed by the Board for monitoring the Provider's and/or Provider Subcontractors performance in relation to Mandatory Performance Measures and Outcomes set forth in the Provider's Services. 8.4.7.5 Quarterly reports of Recipient Rights-related activities of the Provider and/or any Provider Employee and/or Provider Subcontractors. Page 15 of 29 ATTACHMENT B - ADDITIONAL TERMS AND CONDITIONS Oakland County Community Mental Health Services Board — Macomb-Oakland Reaional Center. Inc.. Contract 8.4.7.6 Completing and entering data as required into the Board's Electronic Information System. 8.4.7.7 Other quality assurance data generated internally by the Provider and/or required by the Board. 8.4.7.8 Staff profile information for billing or other Board Purposes. 8.4.7.9 Complete clinical record for case recording of Services provided pursuant to this Contract. 8.5 The Provider agrees to cooperate with the Board and provide to the Board any such data and reports from the minimum Provider data set covering activity, client demographics and gross cost of Services, in such format that the Board requires, and/or as described or required by the DCH in any and all applicable DCH Policies and Reporting requirements such as those set forth in the applicable DCH Full Management Contract, and including, but not limited, to: 8.5.1 A semi-annual aggregate report, to be submitted on diskette, DMH (now "DCH") Sub-Element/Cost Report. 8.5.2 A Year-end aggregate report. 8.5.3 At year-end, a data file which aggregates minimum data set activity and client demographic information to an individual record for each client served during the fiscal year. 8.5.4 At year-end, a data file which identifies gross cost for each sub-element for which activity is required 8.5.5 DCH Supported Employment Report, if applicable. 8.5.6 DCH Death Report, if applicable. 8.5.7 DCH Managed Care Monitoring Reports, if applicable. 8.6 The Provider shall retain copies of Recipient clinical, medical, and treatment records for a period of at least seven (7) years following termination of Provider's Services to any Recipient, or seven (7) years following the Recipient's eighteenth birthday, whichever is later. 8.7 The Provider shall also retain any and all Provider and/or Provider Subcontractors Financial Records or any other records required to be generated or maintained by Provider under this Contract by the Provider for a period of at least seven (7) years after the termination or expiration of this Contract and/or as specified in the Michigan Department of Mental Health (DCH) "CMH Financing Guidelines". 8.8 Except as otherwise provided herein for release of Recipient records to the Board, the Provider agrees to provide access to all Recipient records and disclosure of any Page 16 of 29 ATTACHMENT 13 - ADDITIONAL TERMS AND CONDITIONS Oakland-ronntv crwrtmuniht mentat_Hpalth_Sentices_aaard — Macomb-Oakland Regional Center, Inc., Contract information about Recipients only pursuant to the applicable federal and State statutes (e.g., the Mental Health Code, as amended MCL 330.1748) and applicable DCH rules and regulations and only upon the receipt of a valid and acceptable release of information form signed by the adult Recipient or another person authorized by law to execute such a release. 9 PROGRAM EVALUATION - COST SETTLEMENT - AUDIT. The Provider agrees that any and all Provider Services, Provider-incurred costs and expenditures, any Recipient Financial Resource amount, as defined in this Contract, and any dollar amounts invoiced by Provider and/or paid to Provider by the Board or received from any third-party payor in connection with this Contract, within the sole discretion and judgment of the Board, shall be subject to the one or more Program and Services Evaluation(s), Cost Settlement(s) and/or Audit(s) at anytime during any term of this Contract and/or thereafter. The Provider acknowledges that while the format and purpose of a Program and Services Evaluation, Cost Settlement and/or Audit may be similar, for all purposes under this Contract they shall be considered distinct and separate processes. To illustrate, the Provider's participation in any Cost Settlement process does not minimize and/or eliminate the possibility of a subsequent Program Evaluation and/or Audit. 9.1 Program And Services Evaluation. The Board may assign one or more Board Agents to act as the Case Manager, Liaison or Contract Coordinator for the Recipients placed with a Provider under this Contract in order to: 9.1.1 Monitor the implementation and progress of the Provider's and/or Provider Subcontractors Services. 9.1.2 Monitor the quality and quantity of Provider's and/or Provider Subcontractors Services and re-evaluate each Recipient's progress and response to the description in this Contract of Provider's Services. 9.1.3 Monitor Provider's compliance with the terms and conditions of this Contract. 9.2 Cost Settlement. Following the end of the term of this Contract, and/or at the sole discretion of the Board at anytime during any term of the Contract, a Cost Settlement shall be completed by the Provider. During any such Cost Settlement, the Provider may be asked to document and/or explain the total of the Provider's costs, invoice amounts to the Board, and/or the collection and accounting for any and all Recipient Financial Resources that have been either requested and/or received by the Provider. A purpose of any Cost Settlement is to preliminarily determine that amounts paid to the Provider by the Board have been reviewed, and to preliminarily assess that the total paid by the Board, to date certain, was in accordance with the provisions of this Contract. Cost Settlement is not generally as involved or detailed as an Audit and does not limit any subsequent Audit of the same time periods or matters as covered in any Cost Settlement. The Cost Settlement process shall be accomplished as follows: 9.2.1 Except as otherwise provided herein, the Provider shall submit to the Board, no later than forty-five (45) Days following a request from the Board, a Provider- prepared Proposed Settlement Statement, in a form and format as requested by the Board. The Proposed Settlement Statement shall summarize any and/or all of the Provider's bills and expenses and corresponding invoices to the Board and Page 17 of 29 ATTACHMENT B - ADDITIONAL TERMS AND CONDITIONS Oakland County Communi Oakland Regional Center, Inc., Contract macnmn any amounts received from the Board for the time period in question. Within forty-five (45) Days after the end of any term of this Contract, the Provider shall submit a Proposed Settlement Statement without any notice of same being required or received from the Board. 9.2.2 After receiving and considering the Provider's Proposed Settlement Statement, the Board shall make a Cost Settlement determination and communicate the same to the Provider. Any reconciliation or any amount due to either the Provider or the Board as a result of the Cost Settlement determination shall be paid by that Party as provided for in this Contract. 9.3 Audit of Provider's Proarams. Services. Financial Records anti Contract norriplianca. In addition to any Cost Settlement process, the Board, in its sole discretion and judgment as to the frequency and scope of same, shall have the right to audit any part or all of the Provider's Programs, Services, Financial Records, Recipient Financial Resource records, and/or Contract Compliance. Prior to any such Audit, the Board shall give the Provider reasonable notice of its intended Audit. A Contract Compliance Audit may include, but not be limited to, an assessment of Provider's compliance with the terms of this Contract, provision of an evaluation of Provider's Services and/or Program/Facility, and an assessment of whether Provider is following generally accepted accounting standards and/or complying with all Voluntary Health and Welfare Organization audit requirements and accounting standards applicable or required for Provider's Services. The Provider shall also permit authorized County, State or federal Agents to conduct one or more such Audits and/or Program Evaluations. 9.3.1 The Board shall have the right to initiate an Audit at anytime during any term of the Contract and/or at anytime thereafter for a period of three (3) years after any final payment to the Provider has been made by the Board pursuant to this Contract. Any Audit or Audit(s) initiated after the end of any term of this Contract shall be concluded or otherwise terminated no later than four (4) years after the date of any final Board payment to the Provider pursuant to this Contract. 9.4 The Provider shall be obligated, as provided herein, to explain or defend any perceived Audit finding, questionable costs, or other perceived Contract Compliance deficiencies to the Board. 9.4.1 The Provider must respond in writing to the Board or its designated Agent to each Audit finding or conclusion, financial or otherwise, within thirty (30) Days after written notice and issuance of any final Audit report. The Provider's response must include any and all necessary and relevant documentation and copies of any and all supporting records which Provider contends supports any Provider contention and/or refutes any alleged incorrect Audit finding or conclusion. The Provider is obligated in its written response to specify the dollar amount of any Audit finding the Provider believes to be erroneous, present its entire explanation or rationale for its contention that such finding was in error, together with any documentation which the Provider believes supports its position. 9.4.2 Failure to by the Provider to file written objections and/or provide any and all necessary and relevant documentation, as required herein, so as to completely Page 18 of 29 ATTACHMENT B - ADDITIONAL TERMS AND CONDITIONS nnlintv Community Mental Health Services Board -- Macomb-Oakland Reaional Center Inc.. Contract and fully notify the Board of the scope and complete basis for any such Provider disagreement with any alleged erroneous Audit finding or conclusions in any final Audit report, shall be deemed to be an acceptance and agreement by the Provider with a Audit conclusion or finding and constitute a complete waiver by the Provider of any further right to challenge or dispute any such Provider alleged erroneous Audit finding or conclusion. 9.4.3 The Board shall have sixty (60) Days, after the receipt of any Provider written objections and/or documentation to any final Audit finding and/or conclusion to respond to and notify the Provider of the Board's final determination and position (within which time the Provider shall have the opportunity to present its position to the-Board). If the Board concludes, based upon any Audit finding, that the Provider owes any money to the Board, the Board shall notify the Provider that repayment of any such amounts, pursuant to this Contract, is required. 9.5 The Board shall attempt to coordinate audits with other Counties that do business with the Provider so as to not unnecessarilyturden Provider's resources. 10 PROV1DERRE.PAYMENT OF BOARD FUNDS. The Provider agrees to either return, credit, or repay the Board, when and as requested, an amount equal to any and all dollar amounts paid to Provider by the Board in connection with this Contract which, based upon any Program Evaluation, Cost Settlement and/or Audit, have been determined by the Board or its Agents to have been paid to Provider contrary to and/or inconsistent with the express terms of this Contract. 10.1 Upon the terms and conditions set forth in this Contract, and unless otherwise agreed to in writing by the Board, the Provider agrees to pay to the Board any funds or amount received by the Provider in connection with this Contract which have been determined by the Board to: 10.1.1 Represent any unreasonable and/or unnecessary Provider-incurred costs and/or expenses in the delivery of Provider's Services under this Contract. 10.1.2 Represent any charges to the Board pursuant to this Contract which were not actually both incurred and paid by the Provider for the benefit of any Recipient. 10.1.3 Represent any part of any Board payment to the Provider in excess of any amounts expressly authorized and/or expressly due and owing the Provider under this Contract. 10.1.4 Represent any part of any Board payment determined as a result of any Program Evaluation, Cost Settlement or Audit to be ineligible for payment or improperly paid or owed Provider. 10.1.5 Represent any amounts either collected, received or which could have been collected by the Provider as any Recipient Financial Resource amount, as defined in this Contract, from any source, for any of Provider's Services to any Recipient, which were not previously credited and/or used in the calculation of any Provider invoice and/or were not otherwise paid or credited to the Board. Page 19 of 29 ATTACHMENT B - ADDITIONAL TERMS AND CONDITIONS ciaLonnti t•nifritv nrimmeinitv Manta' 1-laaIth Sarvires Rnarti -- Macomb-Oakland Reaional Center, Inc., Contract NOTE: The Provider agrees to be liable to the Board for any deficiency, neglect or failure by the Provider to either collect, secure, or assist the Board in the collection and/or securing of any available Recipient Financial Resource amount, as defined in this Contract, which any Recipient in the Provider's care and custody would have otherwise been eligible to receive for any Provider's Services. 10.2 Provider repayment to the Board, as provided for in this section, shall be made by the Provider within sixty (60) Days following the Board's written notice or demand for repayment from Provider. The Board's notice to the Provider in this regard shall identify the amount to be repaid by the Provider to the Board and summarize the Board's reasons for its deterinination that the Provider has been paid or otherwise received any amount(s) from any source beyond those amounts expressly provided for in this Contract. 10.2.1 The Provider's obligation to repay the Board, as set forth in this section, shall be absolute and unconditional and shall not be affected by the occurrence of either Party's default of any term or condition of this Contract nor shall any other occurrence or event relieve, limit, or impair the obligation of the Provider to credit or repay the Board as provided for herein. 10.2.2 The Provider agrees that the Board may, at its sole option, recover any such amounts by offsetting any amounts otherwise due and owing to the Provider by the Board. 10.3 This section shall not be interpreted as prohibiting, limiting or preventing the Parties from mutually recognizing and agreeing that any amount invoiced by and/or received or paid to the Provider in connection with this Contract was in error and voluntarily agreeing to correct same. 11 BOARD ACCESS TO PROVIDER PROGRAM AND RECORDS. In conjunction with any Program and Services Evaluation, Cost Settlement, Audit, and/or any investigation of an alleged Recipient rights violation or Recipient-related grievance, the Provider shall permit, and cooperate in providing on a timely basis, the Board, the State, or federal government, and/or any of their Agents full and complete availability and access to: 11.1 The Provider's Program/Facility and any and all Provider Employees and/or Provider Subcontractors, any Provider contractors, subcontractors or independent contractors, and any Recipient residing therein. Interviews with any Recipients, Provider Employees and/or Provider Subcontractors, any Provider contractors, subcontractors or independent contractors shall be held as reasonably requested. Provider shall cooperate in making any such persons available for such interviews as requested. 11.2 Subject to applicable law, any and all original Provider Employee and/or Provider Subcontractors' personnel records, including, but not limited to, resumes, employment applications, copies of any occupational or professional licenses, work evaluations, references, wage records, time sheets and attendance records, disciplinary records, etc., as requested, and permit Board Agents to make copies thereof at Board expense. Page 20 of 29 ATTACHMENT B - ADDITIONAL TERMS AND CONDITIONS Oakland County Community Mental Health Services Board -- Macomb-Oakland Regional Center, Inc., Contract 11.3 Subject to applicable law, any and all original Recipient clinical, psychological, treatment and/or medical records in the possession of the Provider and/or any Provider Employee and/or Provider Subcontractors, contractors, subcontractors or independent contractors pertaining to the Recipients served by Provider pursuant to this Contract. 11.4 Any and all original Provider and/or Provider Subcontractors' Financial Records, as defined herein, including, but not limited to, any and all records related to and/or necessary for determining any Recipient Financial Resource amount, as defined in this Contract, as well as copies of any previous audit reports in any way related to Provider's and/or Provider Subcontractors' Services or Provider's Program/Facility, or any Provider and/or Provider Subcontractors' costs or expenses related to this Contract. 11.5 The Provider agrees that, at anytime during and/or after the expiration or earlier termination or cancellation of this Contract, the Board shall have the right to obtain and receive copies of any and all Recipient, Provider Employee and/or Provider Subcontractor, and/or Provider Financial Records, as described in this section and/or as elsewhere defined in this Contract. The Provider shall provide copies of any such records to the Board, as requested by any Board Agent, at a reasonable cost to the Board. The Board, at its option, shall have the right to access and make its own copies of any Provider Recipient or Provider Employee and/or Provider Subcontractors' records, and/or Financial Records related in any way to any Services under this Contract at its own cost and expense. 11.6 The Provider agrees to allow any Board Agent announced and/or unannounced access and availability, during reasonable hours, to Provider's and/or Provider Subcontractors' Program/Facility, Provider Employees and/or Provider Subcontractors and Recipients for the purpose of making inspections, inquiries, contacts and/or performing other related duties or activities as the Board may deem, in its sole judgment and discretion, necessary to assure itself regarding Recipient welfare and the Provider's and/or Provider Subcontractors' compliance witn this Contract. Such access will be utilized so as not to unreasonably interfere with the Provider's and/or Provider Subcontractors' Services. Prior to entry to Provider's and/or Provider Subcontractors' Program/Facility, if requested by the Provider, individual Board Agents shall present their business cards and one piece of photo identification. The Board shall give reasonable notice of any announced visit. 12 RnARn R1611-IT TO REMOVE RECIPIENTS FROM PROVIDER'S PROGRAM. In addition to the Board's right to terminate this Contract as provided for herein, the Board, or its authorized Agents, may immediately remove, on either a temporary or permanent basis, any and/or all Recipients from any Provider or Provider Employee and/or Provider Subcontractors' Program/Facility without incurring any penalty, expense, or liability to the Provider or any Provider Employee and/or Provider Subcontractor, if in the Board's, or its authorized Agents', sole judgement and discretion, the Board or its authorized Agent determines that: 12.1 Any Provider or Provider Employee and/or Provider Subcontractor's required governmental agency license, certificate or permit, legally or contractually necessary for Provider and/or Provider Subcontractors to possess or maintain in order to perform Provider's and/or Provider Subcontractors' Services is either not issued to Provider and/or Provider Subcontractor and/or is subsequently suspended, revoked, rescinded or in any way called into question or alleged to have been violated by any governmental authority. Page 21 of 29 Oakland County Commun PI menu *rvirpe Finarrl Marnrnh-ri onal Center. Inc.. Contract ATTACHMENT B - ADDITIONAL TERMS ANn cnNnrnoNS 12.2 The Provider or Provider Employee and/or Provider Subcontractors has received notice that its Program/Facility is in violation of, or does not comply with, any applicable legal requirement, including, but not limited to, any health safety or fire code or ordinance of any governmental agency, or, in the Board's reasonable judgment, it determines that the Program/Facility has become unsuitable or unhealthy for Recipients. 12.3 Provider or Provider Employee's board of directors, director or other executive official has engaged in malfeasance, and/or any Board funds or any Recipient Financial Resource amount, as defined in this Contract, received by Provider in connection with this Contract have been either loaned by the Provider to any officer, director, or employee of the Provider for his or her personal use or have been otherwise used other than intended by this Contract or any other such substantiated report or evidence that funds allocated or paid to Provider by the Board or any other person on behalf of any Recipient in , connection with this Contract have been misused or misappropriated. 12.4 There has been a probable violation of any Recipient Rights which, in the sole judgement of the Board, has caused or may cause serious physical or emotional harm or danger thereof to any Recipient. 12.5 The Provider or Provider Employee and/or Provider Subcontractors has failed to provide Services specified in this Contract, including, but not limited to: 12.5.1 Any failure to achieve the Mandatory Performance Measures and Outcomes specified by DCH far. any Recipient. 12.5.2 Any Provider and/or Provider Subcontractor failure to comply with any applicable Board policies, State law or DSS or DCH Administrative Rules or other requirement in this Contract. 13 TERMINATION OF THIS CONTRACT. Except as follows, and notwithstanding any other term or provision in any other section of this Contract, and in addition to the Board's unilateral right to remove any and/or all Recipients from Provider's or any Provider Employee and/or Provider Subcontractors Program/Facility, as described above and elsewhere in this Contract, either the Board or the Provider, upon a minimum of ninety (90) Days written notice to the other Party, may cancel and/or completely terminate this Contract, or at the Board's option any Service Component(s) therein while continuing the remaining Service Component(s), for any reason, including convenience, without incurring any penalty, expense, or liability to the other Party. The effective date for any such termination is to be clearly stated in the notice 13.1 The Board shall not terminate this contract or any part thereof prior to January 1, 1997, other than because of a breach of contract (not cured by Provider by January 1, 1997) or pursuant to Section 13.2 hereinbelow. The Board further agrees that it shall not, prior to October 1, 1997, eliminate, diminish and/or reduce funding to the Community Residential Services Program except as provided in Section 13.2 hereinbelow. In the event of a cut in funding by the federal, State or County funding sources targeted for Recipients with mental illness, the Community Residential Services Program shall not suffer more than its proportional share of any such reduction. Page 22 of 29 ATTACHMENT B - ADDITIONAL TERMS AND CONDITIONS Oakland County Community Mental Health Services Board -- Macomb-Oakland Regional Center. Inc., Contract 13.2 Notwithstanding any other provision in this section or this Contract, if the Board receives notice or otherwise determines that: (1) sufficient federal, State, or County funds are unavailable to the Board to continue to engage Provider's Services at the current Contract level or "Not to Exceed Amount", as defined herein (e.g., budget); (2) previously allocated federal, State, or County funds to the Board have been withdrawn, recaptured, and/or recalculated by action of any federal, State or County governmental budgeting authority or funding source; and/or (3) the purpose for which this Contract was entered no longer exists due to any change in the requirements and/or funding obligations of the County, the State, or any federal, State or County governmental action, related to the purposes of this Contract: the Board, in its sole judgment and discretion, shall have the right to either terminate this Contract in its entirety, terminate any Service Component(s) or otherwise reduce the scope and/or volume of Provider's Services and/or the amount contained in any Service Component(s) Budget Category or the "Not To Exceed Amount," upon reasonable written notice to the Provider even if such notice is less than the minimum ninety (90) Days as provided for in this section. 13.3 If the Board chooses to reduce the scope and/or volume of Provider's Services and/or the amount contained in any Service Component(s) Budget Category or the "Not To Exceed Amount," the Board shall promptly notify the Provider of this decision and any revisions to Provider's scope of Services and or this Contract's Not To Exceed Amount. If any such change in either the scope and/or volume of Provider's Services and/or the amount contained in any Service Component(s) Budget Category or the "Not To Exceed Amount," is unacceptable to the Provider, the Provider shall notify the Board within fifteen (15) Days of such notice of the Board's decision of the Provider's intent to terminate this Contract as provided for in this section. Failure of the Provider to so notify the Board shall be deemed, notwithstanding any other provision of this Contract, to constitute Provider's acceptance and concurrence with any such changes and as an amendment to this Contract. 13.4 Any Board decision to reduce the scope and/or volume of Provider's Services and/or the amount contained in any Service Component(s) Budget Category or the "Not To Exceed Amount," in this Contract shall not penalize the Provider for any Provider costs or expenditures Provider incurred prior to the Board's notice of its decision to reduce the scope and/or volume of Provider's Services and/or the amount contained in any Service Component(s) Budget Category or the "Not To Exceed Amount," provided such Provider incurred costs or expenditures were actually made and incurred prior to the effective date of the termination or reduction in the scope and/or volume of Provider Services and were otherwise subject to payment by the Board as expressly provided for in this Contract. 13.5 The Provider agrees that it shall not give notice of termination of this Contract for a period of at least sixty (60) Days following the effective date of any Board assignment and/or delegation of any part of this Contract to any third person as provided for elsewhere in this Contract. 14 DISCLAIMERS OF LIABILITIES. The Provider agrees that this Contract does not, and is not intended to, transfer, delegate, or assign to the Board, the County, the State, and/or any Board, County or State Agent any Provider and/or Provider Subcontractors civil or legal responsibility, duty, obligation, duty of care, cost, liability, or legal obligation associated with the operation of Page 23 of 29 ATTACHMENT B - ADDITIONAL TERMS AND CONDITIONS Oakland County Community Mental Health Services Board — Macomb-Oakland Reaional Center. Inc.. Contract Provider's and/or Provider Subcontractors Program/Facility and/or any and all of Provider's Services rendered pursuant to this Contract, except as otherwise expressly provided herein. 14.1 The Provider and/or Provider Subcontractors shall not incur any debts, liens, liabilities or obligations on behalf of or for the Board, the County, and/or the State, and the Provider shall take all necessary steps to ensure that any debts, liens, liabilities or obligations that the Provider and/or Provider Subcontractors may incur shall not be considered a debt, liability, obligation or Claim(s) against or of the Board, the County, the State, and/or any Board, County or State Agent, except as otherwise expressly provided for in this Contract. 14.2 The Provider agrees that this Contract is with the Board alone. Provider further agrees that, notwithstanding the fact the Board receives the majority of its funding and legal mandates from either the County and/or the State, neither the County nor the State shall be considered or claimed to be a Party or beneficiary of this Contract, either directly or indirectly, or to have any involvement, liability or responsibility, either contractually, financially, legally, or equitably, to the Provider and/or Provider Subcontractors as a result of, or in any way related to, this Contract. The Provider and/or Provider Subcontractors shall have no legal recourse against the County and/or the State as a result of, or in any way related to, this Contract. 14.3 The Provider further understands and agrees that, except for such County and/orState funds already allocated and/or turned over to the Board for Board use and purposes (including the Board's funding of this Contract), the County and/or the State shall not have any further obligation, except as may be expressly required in the Michigan Constitution or Michigan Statutes for any further and/or future obligation to provide any additional funds to the Board for any current and/or future Board activity or contractual undertaking. 14.4 The Board, based upon, or as a result of, any alleged wrongful termination of this Contract, shall not be liable to the Provider and/or Provider Subcontractors for any indirect, incidental, special or consequential damages, or any other damages, including any cancellation or terminatiun -charges, any future loss of income, profits, revenues, any loss of any business opportunities, or any economic benefit that the Provider and/or Provider Subcontractors may have realized, but for the cancellation of this Contract, or any other damages except as provided for in this section. 14.5 The Provider agrees that its total claim for any and all damages, based upon, or as a result of, any alleged wrongful termination of this Contract (including any alleged indirect, incidental, special or consequential damages, etc.), shall not exceed an amount equivalent to the maximum total revenue or Board financial obligation under this Contract that would have been paid to Provider for each Recipient in Provider's care at the time of any alleged wrongful termination of this Contract, multiplied by the number of Days left in the current Contract term or the earliest possible date the Board could have terminated this Contract, for any reason, as provided for herein, had this Contract been so terminated, whichever amount is less. 15 TERMS THAT SURVIVE THE CONTRACT. The expiration, cancellation, or termination of this Contract, or any subsequent assignment or delegation of any Party's duties or obligations hereunder, shall be without prejudice to any rights of either Party against the other and shall not relieve either Party of any obligations which, by their nature, survive expiration or termination of Page 24 of 29 ATTACHMENT B - ADDITIONAL TERMS AND CONDITIONS rul Enkintv cammunitv Mpntal HPaltrl services Board -- Ma ornb-Oahland Regional Center. Inc.. Contract this Contract. The following terms and conditions shall survive and continue in full force and effect, without interruption, beyond any termination, cancellation, assignment, delegation, or expiration of this Contract. 15.1 Any and all Provider indemnification and hold harmless provisions, any insurance coverage obligations provided for in this Contract concerning any acts, occurrences, events, transactions, suits, Claim(s), or causes of action, either occurring or having their basis in any events or transactions that occurred before any termination, cancellation, assignment, delegation, or expiration of this Contract. 15.2 Any and all provisions of this Contract, related in any way to any of the following identified Sections in this Contract, shall also survive and continue in full force and effect subsequent to, and regardless of, this Contract's termination, cancellation, assignment, delegation or expiration until they are fully satisfied or by their nature expire: 15.2.1 "DISCLAIMERS OF LIABILITIES." 15.2.2 "PROGRAM EVALUATION - COST SETTLEMENT - AUDIT." 15.2.3 "PROVIDER REPAYMENT OF BOARD FUNDS." 15.2.4 "PROVIDER RECORD KEEPING AND REPORTING REQUIREMENTS." 15.2.5 "CONSENT TO JURISDICTION AND VENUE." 16 SUCCESSORS AND ASSIGNS BOUND. The Parties agree that this Contract shall be binding upon each of them and, to the extent permitted by law, and subject to the terms and conditions of this Contract, upon their administrators, contractors, subcontractors, representatives, executors, trustees, successors and assigns, and all persons acting by, through, under, or in concert with any of them to the fullest extent permitted by law. 17 PROVIDER ASSIGNMENT / DELEGATION. The Provider must deliver all Services provided for in this Contract, and Provider may not assign, delegate, contract, subcontract or otherwise, transfer, promise, encumber, commit, or lend any license, directly or indirectly, any interest whatsoever in this Contract and/or any rights, duties, obligations, or Services under this Contract by written agreement, merger, consolidation, operation of law or otherwise, to any other person and/or public or private corporation, entity, or organization of any kind without a formal, written approval of the Board. In the case of an assignment of rights such Board consent will not be unreasonably withheld. Any attempt to assign this Contract, or any portion thereof, by the Provider shall be void and ineffective and shall be grounds, in the sole discretion and option of the Board, for the immediate termination of this Contract by the Board. Any Provider assignment or delegation of any Provider rights or duties under this Contract shall not relieve Provider of any of Provider's obligations hereunder. 17.1 The Provider agrees that, notwithstanding any Board approved assignment, any and all rights and benefits (including, without limitation, any insurance and indemnification rights) owed to the Board by the Provider under this Contract shall not be diminished, in any manner, by any Provider assignment, delegation, subcontract, other third person or Provider's Employees and/or Provider Subcontractors performance of any Provider's Page 25 of 29 ATTACHMENT B - ADDITIONAL TERMS AND CONDITIONS rnuntv ro,mmimitv Mental Health Services Board -- Macomb-Oakland Regional Center. Inc.. Contract Services. The Provider agrees that it shall at all times remain liable and indemnify and hold the County and/or the Board harmless for any and all Claim(s) based upon any acts or omissions of any such Provider Employee, and/or Provider Subcontractors assignee(s), delegee(s), other any third persons who are performing any of Provider's Services or obligations under this Contract and/or acting at the request of, or on behalf of, the Provider in this regard. 17.2 The Provider agrees that, notwithstanding any Provider Employee subcontract or delegation, the Board shall continue to have access to all agreements and/or any Provider Employees Program/Facility and/or records, including any Financial Records, related thereto that_the Board has with the Provider under this Contract. 18 BOARD ORGANIZATION CHANGE - BOARD ASSIGNMENT! DELEGATION. The Provider agrees that, notwithstanding any other provision in this Contract, the County and/or the Board, in its sole discretion, can elect to transfer, assign and/or delegate any and/or all Board obligations and/or any and all rights to Provider's Services and/or other Provider obligations under this Contract to any successor Community Mental Health Organization or Community Mental Health Authority as provided for in the Mental Health Code. Further, the Provider agrees that the State, the County and/or the Board can elect to terminate its full management responsibilities pursuant to any DCH Full Management Contract as provided therein and/or otherwise, pursuant to law, terminate any and all further Board responsibilities or obligations related to the provision or funding of any community mental health services currently assigned or delegated to the Board and completely transfer, assign or delegate to the State or any other State designated or approved agency any and all further Board obligation, liabilities, or responsibilities under this Contract. The Provider also agrees that the State and/or the County, independently, can decide to change the means by which those governmental units choose to participate in the delivery of community mental health services and unilaterally change or terminate the Board's continued involvement in the provision of any community mental health services and/or further participation in this Contract. The Provider agrees that, as the result of any State, County, and/or Board organizational, operational or structural change, permitted by law, the State, County and/or the Board shall have the unilateral and absolute right to transfer, assign and/or delegate any Board duty, liability or responsibility under this Contract to any other entity or governmental unit as necessary to continue the provision of Services to any Recipient pursuant to this Contract. The State, County and/or the Board shall notify the Provider of any such transfer, assignment and/or delegation of any Provider Service and/or any Board duty, liability or obligation under this Contract to any third person. 18.1 The Provider agrees that Provider Services to Recipients and all other Provider obligations under this Contract shall continue uninterrupted during and immediately following any period of transition, transfer of any Board duty, liability, obligation or responsibility under this Contract and/or any transfer, assignment or delegation from the Board to any successor organization, authority, or State designee. The Provider agrees that any such Board assignment or delegation shall not otherwise effect, alter, eliminate, or minimize the Provider's performance of Provider obligations or Services under this Contract. 18.2 The Provider agrees that, immediately upon the effective date of any such State, County, and/or Board transfer, assignment and/or delegation of any part of or all of this Contract to any third person, and thereafter, the County and/or the Board shall have no further liability Page 26 of 29 ATTACHMENT /3 - ADDITIONAL TERMS AND CONDITIONS omi3,1)2iiianctReoi Centenc.,.Contract or obligation to the Provider or any other person for any post-transfer, post-assignment, or post-delegation event, occurrence, transaction, or circumstance either arising under, or in any way related to, any part of this Contract that has been transferred, assigned and/or delegated to any third person. The Provider agrees that it shall look exclusively to any such designated third person for any post-transfer, post-assignment or post-delegation Provider right or remedy under this Contract. The Provider agrees, upon request, to execute any additional documents or agreements, including the entering into a new or amended agreement or agreements with any State, County, and/or Board designated- third person, for the purpose of giving full and legally binding effect to the complete termination, transfer, assignment and/or delegation of any continuing Board duty, liability, obligation and/or responsibility under this Contract to any third person. 18.3 The Parties agree that the terms of this Contract that were intended by the Parties to survive the termination or cancellation of this Contract, as provided for herein, shall also survive any Board termination, transfer, assignment and/or delegation of any Board duty, liability, obligation and/or responsibility under this Contract, as provided for in this subsection. For purposes of illustration, and without limitation, the Provider agrees that all Provider insurance and indemnification provisions with regard to any Claim(s) brought against the Board or any Board Agent arising under, or related in any way to, any act, occurrence, transaction, or circumstance which occurred prior to the effective date of any such transfer, assignment and/or delegation of Board duty, liability, obligation and/or responsibility under this Contract shall survive, notwithstanding any such State, County and/or Board transfer, assignment and/or delegation of any Board duty, liability, obligation and/or responsibility under this Contract. 18.4 The Board shall also have the right to delegate any or all of the Board's rights, decisions, supplemental treatment Services and/or any other Board discretionary functions as the Board deems necessary and/or desirable to fulfill any Board rights or obligations under this Contract to any Board Agent and/or third person of the Board's choosing. 19 NOTICES. Except as otherwise expressly provided for herein, any and all written notices or other correspondence provided for under this Contract to be delivered to either Party shall be sent to that Party by first class mail. The Provider shall send all such written notices to the Board's Contract Administrator at the Board's address shown on the first page of this Contract. The Board shall send all notices addressed to the person who signed this Contract on behalf of the Provider, or his/her successor, at the Provider's address shown on the first page of this Contract. All correspondence or written notices shall be considered delivered to a Party as of the date that such notice is deposited with sufficient postage with the U.S. Postal Service. 20 NO THIRD-PARTY BENEFICIARIES. Except as expressly provided herein for the benefit of the Parties (i.e., Provider or Board), this Contract does not, and is not intended to, create, by implication or otherwise, any direct or indirect obligation, duty, promise, benefit, right to be indemnified (i.e., contractually, legally, equitably, or by implication) and/or any right to be subrogated to any Party's rights in this Contract, and/or any other right of any kind, in favor of any person, including, but not limited to, any Recipient, any Recipient's legal representative, any organization, any alleged unnamed beneficiary or assignee, and/or any other person. 21 NO ASSUMPTION OF OBLIGATIONS BY BOARD. The Parties agree that this Contract does not, and is not intended to, transfer, delegate, or assign to the Board and/or any Board Agent any Page 27 of 29 • ATTACHMENT B - ADDITIONAL TERMS AND CONDITIONS Oakland County Community Mental Health Services Board -- Macomb-Oeand Regional Center, Inc., Contract civil or legal responsibility, obligation, duty of care, or liability associated with the ownership, maintenance, or operation of the Provider's and/or Provider Subcontractors Program/Facility. The Provider agrees that under no circumstances the Board shall be responsible for any and all costs, obligations, and/or civil liabilities associated with its Provider's and/or Provider Subcontractors Program/Facility. The Provider agrees that no provision of this Contract shall in any way superintend, limit, or relieve the Provider of any responsibility or consequence of neglect or carelessness by the Provider and/or Provider Subcontractors or any Provider's Employee. 22 RESERVATION OF RIGHTS. The Board reserves unto itself any and all rights and obligations relating to the implementation and operation of a comprehensive Community Mental Health System for the residents of Oakland County as provided for by law, and this Contract does not, and is not intended to, diminish, delegate, divest, impair, or contravene any constitutional, statutory, and/or other legal right, privilege, power, obligation, duty, capacity, immunity, or character of office of the Board. In addition to any Provider Services rendered pursuant to this Contract, the Board, in its sole judgment and discretion and subject to its fiscal and staffing constraints, reserves the right to supplement any Provider Services to any Recipients, as solely deemed appropriate by the Board. Provider agrees to cooperate in all regards with the Board or any Board Agents, including any other possible Board contractors, in the provision of any such Board authorized supplemental service or treatment efforts. 23 NO IMPLIED WAIVERS. Absent an express written waiver, no act, failure or delay by either Party to pursue or enforce any right or remedy granted under this Contract shall constitute a waiver of those rights with regard to any existing or subsequent breach of this Contract. No single, multiple or partial waiver by either Party of any provision of this Contract, of any breach, or of any right or remedy that either Party may have, shaft operate as a waiver of any other provision, breach, right or remedy or of the same provision, breach, right or remedy on a future occasion. No waiver by either Party shall subsequently affect its -rights to require strict performance of this Contract. 24 NO IN-KIND SERVICES. This Contract does not authorize any in-kind services unless previously agreed by the Board and specifically listed herein. 25 NO VERBAL MODIFICATION OR AMENDMENTS. Except as otherwise expressly provided for in this Contract, there shall be no modification, rescission, waiver, release or amendment of any provision of this Contract, except by an express written amendment to this Contract signed for the Provider by an expressly authorized Provider Employee, and for the Board by the same persons, or their successors, who originally attested to this Contract, and/or such other Agents as expressly authorized. 26 APPLICABLE LAW. This Contract is made and entered into in the State of Michigan and shall in all respects be interpreted, enforced and governed under the laws of the State of Michigan. The language of all parts of this Contract is intended to and, under all circumstances, shall be construed as a whole according to its fair meaning and not construed strictly for or against any Party. Any use of the singular or plural number, any reference to the male, female, or neuter gender(s), possessive or nonpossessive, in this Contract shall also be deemed to include the appropriate other whenever the context so suggests or requires. 27 CONSENT TO JURISDICTION AND VENUE. The Provider and the Board agree that in any claim, action, suit, or proceeding brought or initiated by either Party to enforce, interpret, or decide any claim or issue arising under or otherwise related to this Contract shall be initiated, raised, or Page 28 of 29 BY: DATE: • ATTACHMENT B - ADDITIONAL TERMS AND CONDITIONS Oakland County Community Mental HealthServices Board — Macomb :gakland Regional Center, Inc., Contract brought only in the 6th Judicial Circuit Court of the State of Michigan and/or in the United States District Court for the Eastern District of Michigan, Southern Division. The Parties each hereby consent and submit, in advance, to such jurisdiction and that venue shall be proper in the above- named courts on any such matter. The choice of forum set forth in this section shall not be deemed to preclude the enforcement of any judgment obtained in such forum, or the taking of any action under this Contract to enforce the same, in any appropriate jurisdiction. 28 CONSENT TO ALTERNATE SERVICE OF PROCESS. The Parties hereby waive personal service of process and agree that any summons and complaint commencing an action or proceeding against the Board or the Provider shall be properly served and shall confer personal jurisdiction on the Provider, if served by registered or certified mail to the other Party. 29 SEVERABILITY. Except as otherwise expressly provided for in this Contract, should any term or provision of this Contract be declared or be decided by any court to be illegal or invalid, the validity of the remaining parts, terms or provisions of this Contract shall not be affected thereby. Notwithstanding the above, to the extent that any Provider promise to indemnify and hold harmless the Board, the County, and/or any Board or County Agent in this Contract may become unenforceable or uncollectible, the Provider shall contribute the maximum portion that it is permitted to pay and satisfy under applicable law toward the payment and satisfaction of any Claim(s) against the Board, the County and/or any Board or County Agents. 30 CAPTIONS. The Parties agree that the section and subsection numbers, and section and/or subsection introductory captions (shown in capitalized boldface and/or underlined type and following any section or subsection number), and/or any index to such sections or subsections contained in this Contract are intended for the convenience of the reader and are not intended to have any substantive meaning, nor are they to be interpreted or be considered as part of the Contract. M899 The Provider acknowledges the receipt of this twenty-nine (29) page document entitled ATTACHMENT B ADDITIONAL TERMS AND CONDITIONS, and that the terms and conditions contained in this Attachment B have been incorporated into, made part of, and are binding upon the Provider in connection with Provider's Contract for Services with the Oakland County Community Mental Health Services Board. Page 29 of 29 FISCAL NOTE (Misc. #96233) BY: FINANCE AND PERSONNEL COMMITTEE - SUE ANN DOUGLAS, CHAIRPERSON IN RE: Community Mental Health-Approval of Community Mental Health Agency Net Cost Purchase of Service Contract with Macomb Oakland Regional Center, Inc.(MORC) To the Oakland County Board of Commissioners Chairperson, Ladies, and Gentlemen: Pursuant to Rule XII-F of this Board, the Finance and Personnel Committee has reviewed the above-referenced resolution and finds: 1. The resolution approves a contract between Oakland County and MORC, Inc. The contract is for the period October 1, 1996, through September 30, 1997, with a not-to-exceed amount of $60,909,124. 2. The contract provides residential, clinical, and day program services for people with developmental disabilities and for people with mental illness. 3. The contract includes a full year's funding for the Community Residential Services (CRS) Program which serves people with mental illness. The Recommended 1997/1998 Biennial Budget includes the anticipation that this program would transition to the existing Mentally In Adult Quadrant Services and that the residential contracts would be assumed directly under CMH management by March 1, 1997. Therefore, funding does not exist within the current Community Mental Health Budget to provide full year's funding within the MORC, Inc., contract. An amendment is required to the Recommended Biennial Budget which results in a negative adjustment to the CMH Contingency account in the amount of $(2,749,992) in Fiscal Year 1996/97 as a result of this program remaining with MORC, Inc. There is no negative impact on Fiscal Year 1997/98 in anticipation that the clinical/outpatient component of the CRS program will then transfer from MORC, Inc. management to the Mentally In Adult Quadrant Services and that the residential contracts will be assumed directly under CMH management. 4. Amendments are also required to reflect the revenue targets as agreed upon by the three CMH Directors of Oakland, Macomb, and Wayne Counties and to adjust the mix between 100 96 State funded programs and 90% State/10% County funded programs as finalized in the contract financial attachments. The result on the adjusted mix between State and County funding results in a reduction of estimated County match in the amount of $(786,761). 5. The Recommended 1997/1998 Biennial Budget is amended as follows: Community Mental Health Fund (22297) FY 96/97 FY 97/98 Revenues: 550-01-00-2511 Medicaid Reimb. - State Share $(2,396,836) $(2,396,836) 550-01-00-2589 State Matching Payments (4,684,011) (4,684,011) 550-01-00-8101 County Match (786,761) (786,761) 559-09-10-2528 Medicaid Reimb. - Federal Share (316,615) (316,615) 559-57-00-2136 Fee Income (312,794) (312,794) 559-57-10-2136 Fee Income (556,078) (556,078) 559-59-00-2136 Fee Income (29,486) (29,486) 559-59-00-2528 Medicaid Reimb. - Federal Share (4,108,270) (4,108,270) 559-59-10-2136 Fee Income (52,421) (52,421) 550-01-10-2589 State Matching Payments 5,787,214 5,787,214 550-01-10-2511 Medicaid Reimb. - State Share 1,259,621 1,259,621 12,237 711,539 1,264,960 434,830 392,923 218,219 383,587 $(2,778,142) $(2,749,992) (67,947) (79,764) (166,342) (213,043) (123,292) (287,708) (3,495,721) (1,390,326) (4,386,025) (1,254,687) (246,263) 19,701 34,995 123,292 1,999,694 107,216 2,946,117 1,094,387 4,098,579 1,258,987 $(2,778,142) .11 12,237 711,539 1,264,960 434,830 392,923 218,219 383,587 S(2,778,142) $0 (120,468) (79,764) (586,510) (213,043) (123,292) (287,708) (3,495,721) (1,390,326) (4,386,025) (1,254,687) (246,263) (257,908) 34,995 123,292 0 107,216 2,946,117 1,094,387 4,098,579 1,258,987 S(2.778,142) ..1 r i FY 96/97 FY 96/97 Revenues (continued): 559-09-00-2528 Medicaid Reimb. 559-57-00-2528 Medicaid Reimb. 559-57-10-2528 Medicaid Reimb. 559-59-00-2500 Medicaid Waiver - 559-59-00-2340 Miscellaneous 559-59-10-2500 Medicaid Waiver - 559-59-10-2528 Medicaid Reimb. - Subtotal Expenditures: 550-05-00-3282 CMH Contingency 559-01-00-3041 MIA AFC 559-01-10-3042 MIA AFC 559-03-00-3041 MIA SIP 559-03-10-3042 MIA SIP 559-08-00-3042 MIA Day Program Client Services 559-51-00-3042 DD CTH 559-52-00-3041 DD CLF 559-53-00-3041 DD SIP 559-57-00-3041 DD AIS 559-58-00-3042 DD Day Program Client Services 559-59-00-3042 DD Staff and Operating 559-02-00-3041 MIA CLF 559-02-10-3042 MIA CLF 559-08-00-3747 MIA Day Program Transportation 559-09-00-3042 MIA Staff and Operating 559-51-10-3042 DD CTH 559-52-10-3042 DD CLF 559-53-10-3042 DD SIP 559-57-10-3042 DD AIS 559-58-00-3747 DD Day Program Transportation Subtotal TOTAL - Federal Share - Federal Share - Federal Share Federal Share Federal Share Federal Share FINANCE AND PERSONNEL COMMITTEE Resolution #96233 October 10, 1996 • j 7 • • Moved by Taub supported by Jacobs the resolution be adopted. AYES: Kingzett, Law, McCulloch, Moffitt, Obrecht, Palmer, Pernick, Powers, Quarles, Schmid, Taub, Wolf, Amos, Crake, Devine, Dingeldey, Douglas, Garfield, Holbert, Huntoon, Jacobs, Jensen, Johnson. (23) NAYS: Kaczmar, McPherson. (2) A sufficient majority having voted therefor, the resolution was adopted. I HEREBY HE FOREGOING RESOLUTION /1)-sler-11 Date L Brookfratter son. County Executive STATE OF MICHIGAN) COUNTY OF OAKLAND) I, Lynn D. Allen, Clerk of the County of Oakland, do hereby certify that the foregoing resolution is a true and accurate copy of a resolution adopted by the Oakland County Board of Commissioners on October 10, 1996 with the original record thereof now remaining in my office. In Testimony Whereof, I have hereunto set my hand and affixed the seal of the County of Oakland at Pontiac, Michigan this 10th day (4 October 1996. Lynn/D. Allen, County Clerk