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HomeMy WebLinkAbout2019-05-28 Meetting Minutes Public Safety Committee Meeting Commission Chamber - 5/28/2019 ATTENDANCE: Present: Hons. D. Williams, Chairman; Garrett, Vice Chairman; B. Williams and Sias, members. Absent: Hon. Hardie Davis, Jr., Mayor. PUBLIC SAFETY 1. Motion to approve bid item #19-197, to award for the 911 Center Carpet Square Project to Bonitz Flooring of Augusta, GA, in the amount of $33,732.00. Item Action: Approved Motions Motion Type Motion Text Made By Seconded By Motion Result Approve Motion to approve. Motion Passes 4-0. Commissioner Bobby Williams Commissioner Brandon Garrett Passes 2. Discuss ambulance service contract between Augusta and Gold Cross Ambulance Service and receive a report from the Commission's Ambulance Services Subcommittee. (Requested by Commissioner Marion Williams) Item Action: Approved Motions Motion Type Motion Text Made By Seconded By Motion Result Approve Motion to approve receiving this item as information. Motion Passes 4-0. Commissioner Sammie Sias Commissioner Brandon Garrett Passes 3. Motion to approve the minutes of the Public Safety Committee held on May 14, 2019. Item Action: Approved Motions Motion Type Motion Text Made By Seconded By Motion Result Approve Motion to approve. Motion Passes 4-0. Commissioner Sammie Sias Commissioner Dennis Williams Passes 4. Motion to approve the Inmate Medical Contract for the Richmond County Sheriff's Office to WELLPATH formally known as Correct Care Solutions at the initial cost of $3,210,621.50 for June 1, 2019- December 31, 2019. RFP 18-200 Item Action: Approved Motions Motion Type Motion Text Made By Seconded By Motion Result Approve Motion to refer this item to the full Commission with no recommendation pending additional information on the term of the contract from the Sheriff's Office. Motion Passes 4-0. Commissioner Sammie Sias Commissioner Brandon Garrett Passes www.augustaga.gov Public Safety Committee Meeting 5/28/2019 1:15 PM Attendance 5/28/19 Department: Presenter: Caption: Background: Analysis: Financial Impact: Alternatives: Recommendation: Funds are Available in the Following Accounts: REVIEWED AND APPROVED BY: Invitation to Bid Sealed bids will be received at this office until Wednesday, April 17, 2019 @ 11:00 A.m. for furnishing for: Bid Item #19-197 911 Center Carpet Square Replacement Project for Augusta, GA 911 Dispatch Bids will be received by Augusta, GA Commission hereinafter referred to as the OWNER at the offices of: Geri A. Sams, Director Augusta Procurement Department 535 Telfair Street - Room 605 Augusta, Georgia 30901 Bid documents may be viewed on the Augusta, Georgia web site under the Procurement Department ARCbid. Bid documents may Documents may be examined during regular business hours at the offices of Augusta, GA Procurement Department. A Mandatory Pre Bid Conference will be held on Tuesday, March 26, 2019 @ 3:00 p.m. in the Procurement Department, 535 Telfair Street, Room 605. A Mandatory Site visit will follow All questions must be submitted in writing by fax to 706 821-2811 or by email to procbidandcontract@augustaga.gov to the office of the Procurement Department by Thursday, March 28, 2019 @ 5:00 P.M. No bid will be accepted by fax, all must be received by mail or hand delivered. The local bidder preference program is applicable to this project. To be approved as a local bidder and receive bid preference an eligible bidder must submit a completed and signed written application to become a local bidder at least thirty (30) days prior to the date bids are received on an eligible local project. An eligible bidder who fails to submit an application for approval as a local bidder at least thirty (30) days prior to the date bids are received on an eligible local project, and who otherwise meets the requirements for approval as a local bidder, will not be qualified for a bid preference on such eligible local project. No bids may be withdrawn for a period of ninety (90) days after bids have been opened, pending the execution of contract with the successful bidder. Invitation for bids and specifications. An invitation for bids shall be issued by the Procurement Office and shall include specifications prepared in accordance with Article 4 (Product Specifications), and all contractual terms and conditions, applicable to the procurement. All specific requirements contained in the invitation to bid including, but not limited to, the number of copies needed, the timing of the submission, the required financial data, and any other requirements designated by the Procurement Department are considered material conditions of the bid which are not waiveable or modifiable by the Procurement Director. All requests to waive or modify any such material condition shall be submitted through the Procurement Director to the appropriate committee of the Augusta, Georgia Commission for approval by the Augusta, Georgia Commission. Please mark BID number on the outside of the envelope. Bidders are cautioned that acquisition of BID documents through any source other than the office of the Procurement Department is not advisable. Acquisition of BID documents from unauthorized sources placed the bidder at the risk of receiving incomplete or inaccurate information upon which to base his qualifications. Correspondence must be submitted via mail, fax or email as follows: Augusta Procurement Department Attn: Geri A. Sams, Director of Procurement 535 Telfair Street, Room 605 Augusta, GA 30901 Fax: 706-821-2811 or Email: procbidandcontract@augustaga.gov No bid will be accepted by fax, all must be received by mail or hand delivered. GERI A. SAMS, Procurement Director Publish: Augusta Chronicle February 28, March 7, 4, 21, 2019 Metro Courier February 24, 2019 OFFICIAL VENDORS BONITZ FLOORING 3719 BENCHMAK DR AUGUSTA, GA 30909 MERIT COMMERCIAL FLOORING 3114 WRIGHTSBORO RD. AUGUSTA, GA 30909 Attachment B Yes Yes E-Verify Number 225579 252084 Addendum 1 Yes Yes SAVE Form Yes Yes Lump Sum (to include 25 additional carpet squares)$33,732.00 $77,077.00 Pricing Total Number Specifications Mailed Out: 21 Total Number Specifications Download (Demandstar): 36 Total Electronic Notifications (Demandstar): 2 Georgia Procurement Registry: 231 Mandatory Pre-Bid/Telephone Conference: 3 Total packages submitted: 2 Total Non-Compliant: 0 Bid Opening Item #19-197 911 Center Carpet Square Replacement Project for Augusta, Georgia- 911 Dispatch Bid Due: Wednesday, April 17, 2019 @ 11:00 a.m. Page 1 of 1 Public Safety Committee Meeting 5/28/2019 1:15 PM 911 Center Carpet Square Project Department:911 Emergency Services Presenter:Daniel R. Dunlap, 911 Director Caption:Motion to approve bid item #19-197, to award for the 911 Center Carpet Square Project to Bonitz Flooring of Augusta, GA, in the amount of $33,732.00. Background:The 911 Center is scheduling installation of the 911 ergonomic console workstation project and identified the need to replace the carpet square flooring in the 911 Arena. The current carpet square flooring was procured and installed in 2007. The requested flooring is an anti-static manufactured carpeting, necessary to minimize the potential damage to sensitive electronics in the 911 Center. This project includes the removal of old carpet squares, installation of new carpet squares, additional replacement squares, labor and materials. Analysis:Two bids were received for the referenced project on April 17, 2019. Bonitz Flooring of Augusta, GA, submitted the lowest compliant bid. Financial Impact:The contract amount is $33,732.00. Alternatives:N/A Recommendation:Award the contract for the 911 Center Carpet Square Project to Bonitz Flooring of Augusta, GA, in the amount of $33,732.00. Funds are Available in the Following Accounts: This purchase would utilize available 911 fund balance and is an allowable expense of 911 fund balance fees as a capital improvement purchase. REVIEWED AND APPROVED BY: Procurement Finance Law Administrator Clerk of Commission Public Safety Committee Meeting 5/28/2019 1:15 PM Ambulance Service Contract Department: Presenter:Commissioner Marion Williams Caption:Discuss ambulance service contract between Augusta and Gold Cross Ambulance Service and receive a report from the Commission's Ambulance Services Subcommittee. (Requested by Commissioner Marion Williams) Background: Analysis: Financial Impact: Alternatives: Recommendation: Funds are Available in the Following Accounts: REVIEWED AND APPROVED BY: -frn Public Safety Committee Meeting Commission Chamber - 5ll4l20l9 .ATTENDANCE: Present: Hons. D. Williams, Chairman; Garrett, Vice Chairman; B. Williams and Sias, members. Absent: Hon. Hardie Davis, Jr., Mayor. PUBLIC SAFETY 1. Motion to approve the award and contract of RFP #19-163 - 911 Logging Item Recorder Project to Replay Systems, Inc. Action: Approved Made By Seconded By Commissioner Commissioner Sammie sias Brandon Garrett Passes 4-0. 3. Motion to approve Augusta-Richmond County FY20 Capacity Agreement for state inmates being housed at the Richmond County Correctional Institution. approve 2 State Court Accountability Court grant contracts for ltem services provided for participants in the DUI and Veterans Court Action: Approved Motions Motion Type Approve 2. Motion to treatment programs. Motions Motion Type Approve Motion Text Motion to approve. Motion Passes 4-0. Motion Text Made By Motion toapprove. Commissioner Motion Passes Sammie Sias Commissioner Brandon Garrett Passes Seconded By Motion Result Motion Result Item Action: Approved Motions Motion - --r rD-. Motion:"""" Motion Text Made By Seconded By ResultType Motion to . approve. Commissioner CommissionerApprove iIl io, Passes sammie Sias Brandon Garrett Passes 4-0. 4. Motion to approve the replacement of obsolete computer equipment (laptops, Item computers, servers, printers, scanners, switches, routers, VOIP phones, other Action: telecommunication devices, uninterrupted power supplies, radios, and MDTs) Approved as well as the purchase of any required computer software upgrades. Motions Motion Motion; "',"- Motion Text Made By Seconded By Resultr ype Motion to ^ approve. Commissioner Commissioner hApprove Motion Passes Sammie Sias Brandon Garrett rasses 4-0. 5. Motion to approve the minutes of the Public Safety Committee held on April Item 30,2019. Action: Approved Motions Y:li' Motion Texr Made By seconded By Motion Type Result Motion to ^ approve. Commissioner CommissionerApprove ilotion passes sammie sias Brandon Garrett Passes 4-0. www.augustaga.qov Public Safety Committee Meeting 5/28/2019 1:15 PM Minutes Department: Presenter: Caption:Motion to approve the minutes of the Public Safety Committee held on May 14, 2019. Background: Analysis: Financial Impact: Alternatives: Recommendation: Funds are Available in the Following Accounts: REVIEWED AND APPROVED BY: AGREEMENT FOR INMATE HEALTH CARE SERVICES for Augusta, Georgia Effective June 1, 2019 through December 31, 2019 This Agreement for Inmate Health Care Services (hereinafter, the “Agreement”) entered into by and between the Augusta, Georgia, a consolidated government in the State of Georgia (hereinafter, the “Augusta”) acting by and through the Richmond Augusta Sheriff’s Office (hereinafter, “Sheriff”), and Wellpath LLC (hereinafter, “WELLPATH”), a Delaware Limited Liability Company. RECITALS WHEREAS, Augusta and the duly elected Sheriff are charged by law with the responsibility for administering, managing, and supervising the health care delivery system of the Richmond County Jail (hereinafter, "Jail"); and WHEREAS, the objective of Augusta and Sheriff is to provide for the delivery of quality health care to the Inmates and Detainees of the Jail (hereinafter, "Jail Population”), in accordance with applicable law; and WHEREAS, WELLPATH is in the business of administering correctional health care services and desires to administer such services on behalf of Augusta to the Jail Population under the terms and conditions hereof. NOW, THEREFORE, in consideration of the covenants and promises hereinafter made, the Parties hereto agree as follows: DEFINITIONS Contract Year – The initial, and any successive, twelve (12) month period beginning with the effective date of the Agreement. Augusta Inmates/Detainees – An Inmate/Detainee held under the jurisdiction of Augusta or Sheriff. Augusta Inmates/Detainees may be housed in the Jail or in another jurisdiction's correctional facility. However, Augusta Inmates/Detainees housed in another jurisdiction are not covered by the provisions of this Agreement unless WELLPATH administers health care services at the other jurisdiction's facility and is specifically set forth below. Covered Persons – An Inmate/Detainee of the Jail who is: (1) part of the Jail's MADP; and (2) Fit for Confinement; and (3)(a) incarcerated in the Jail; or (b) on work release status. NOTE: Covered Persons include Other Augusta Inmates/Detainees for purposes of delivery of basic health care services, however, the cost of certain services provided to Other Augusta Inmates/Detainees are borne by the Augusta as set forth in Section 5.0. Detainee – An adult or juvenile individual whose sentence has not yet been adjudicated and is held as a pre- trial detainee or other individual held in lawful custody. Fit for Confinement – A determination made by a WELLPATH authorized physician that an Inmate/Detainee is medically stable and has been medically cleared for acceptance into the Jail. Such determination shall only be made after resolution of any injury or illness requiring immediate transportation and treatment at a hospital or similar facility. Health Care Staff – Medical, mental health and support staff provided or administered by WELLPATH. WELLPATH Chief Clinical Officer– WELLPATH's Chief physician who is vested with certain decision making duties under this Agreement. Inmate – An adult or juvenile individual who is being incarcerated for the term of their adjudicated sentence. Monthly Average Daily Population (MADP) – The average number of Inmates/Detainees housed in the Jail on a daily basis for the period of one month. The MADP shall include, but separately list, Other Augusta Inmates/Detainees. The MADP shall be figured by summing the daily population for the Jail and Other Augusta Inmates/Detainees (as determined by a count performed at the same time each day) for each day of the month and dividing this sum by the total number of days in the month. Jail records shall be made available to WELLPATH upon request to verify the MADP. Persons on home confinement, housed outside of the Jail, and parolees and escapees shall not be considered part of the Jail's MADP. NCCHC – The National Commission on Correctional Health Care. Other Augusta Inmate/Detainee – An Inmate/Detainee under the jurisdiction of another Augusta, state or federal agency, who is being housed in the Jail. Physician Extender – An advanced level healthcare professional such as a Nurse Practitioner, Physician Assistant, or Clinical Nurse Specialist. Specialty Services – Medical services that require physicians to be licensed in a specialty such as obstetrics, gynecology, or dermatology or other specialized field of medicine, which shall include, but not limited to, onsite and offsite dialysis services, emergency room services, all offsite services, all outpatient services, and physical therapy. ARTICLE I HEALTH CARE SERVICES 1.0 SCOPE OF SERVICES. WELLPATH shall administer health care services and related administrative services at the Jail according to the terms and provisions of this Agreement. The costs of the various health care services shall be borne by WELLPATH or Augusta as set forth in this Article. 1.1 GENERAL HEALTH CARE SERVICES. WELLPATH will arrange and bear the cost of the following health care services: 1.1.1 RECEIVING SCREENING. A receiving screening of a Covered Person shall be performed as soon as possible after the Covered Person’s booking into the Jail, not to exceed 4 hours after the Covered Person is made available to WELLPATH. 1.1.1 HEALTH ASSESSMENT. A health assessment of a Covered Person shall be performed as soon as possible, but no later than fourteen (14) calendar days after the Inmate/Detainee's arrival at the Jail. The health assessment shall follow current NCCHC guidelines. 1.1.2 SCHEDULED SICK CALL. A qualified healthcare professional shall conduct sick calls for Covered Persons on a timely basis and in a clinical setting and in accordance with NCCHC Standards. 1.2 AMBULANCE SERVICE. WELLPATH shall be responsible for the provision and cost of any ambulance services for the Jail Population, up to the Financial Limitation. Augusta shall be responsible for the provision and cost of ambulance service for Covered Persons in excess of the Financial Limitation. 1.3 BODY CAVITY SEARCHES/COLLECTION OF PHYSICAL EVIDENCE. WELLPATH Health Care Staff will not perform body cavity searches, nor collect physical evidence (blood, hair, semen, saliva, etc.). 1.4 DENTAL. WELLPATH shall arrange and bear the cost of onsite oral screenings (as defined by NCCHC guidelines) for all Covered Persons. WELLPATH shall bear the cost of other onsite dental services and offsite dental services for all Covered Persons, up to the Financial Limitation. Augusta shall be responsible for the provision and cost of all other dental services in excess of the Financial Limitation. 1.5 ELECTIVE MEDICAL CARE - NOT COVERED. WELLPATH shall not be responsible for the provision or cost of any elective care. In the event a member of the Jail Population requires elective care, the Inmate/Detainee or Augusta shall be responsible for all costs. Elective medical care shall be defined as care which, if not provided, would not, in the sole opinion of WELLPATH's Chief Clinical Officer or designee, cause the Inmate/Detainee's health to deteriorate or cause harm to the Inmate/Detainee's wellbeing. Decisions concerning elective medical care shall be consistent with the applicable American Medical Association (AMA) Standards. 1.6 HOSPITALIZATION. WELLPATH shall be responsible for the provision and cost of any hospitalization services for Covered Persons, up to the Financial Limitation. Augusta shall be responsible for the provision and cost of hospitalizations for Covered Persons in excess of the Financial Limitation. 1.7 LONG TERM CARE - NOT COVERED. WELLPATH shall not be responsible for the provision or cost of any long term care facility services. In the event that a member of the Jail Population requires skilled care, custodial care or other services of a long term care facility, Augusta shall bear the cost. 1.8 MENTAL HEALTH CARE. WELLPATH shall arrange and bear the cost of on-site mental health services for Covered Persons which shall include evaluations, referrals, crisis management, suicide intervention, individual therapy, basic community linkage, and continuity of care. WELLPATH shall be responsible for the provision and cost of any off-site or inpatient mental health services for Covered Persons, up to the Financial Limitation. Augusta shall be responsible for the provision and cost of off-site or inpatient mental health services for Covered Persons in excess of the Financial Limitation. 1.9 PATHOLOGY/RADIOLOGY SERVICES. WELLPATH be responsible for the provision or cost of any onsite or offsite pathology or radiology services up to the Financial Limitation. In the event that any pathology or radiology services (also referred to as laboratory and x-ray services) are required for Covered Persons in excess of the Financial Limitation, Augusta shall bear the cost. 1.10 PREGNANT COVERED PERSONS. WELLPATH shall arrange and bear the cost of on-site health care services for any pregnant Covered Person in accordance with NCCHC standards and this Agreement, but WELLPATH shall not arrange or bear the cost of any health care services for infants. To the extent off-site health care services or onsite Specialty Services are required for any pregnant Covered Person, WELLPATH shall be financially responsible for the cost of such offsite care or onsite Specialty Services up to the Financial Limitation, and Augusta shall be responsible for any costs in excess thereof. 1.11 SPECIALTY SERVICES. WELLPATH shall be responsible for the provision and cost of any Specialty Services for Covered Persons up to the Financial Limitation. In the event that Specialty Services in excess of the Financial Limitation are medically necessary for any Covered Person, the Augusta shall bear the cost. 1.12 VISION CARE. WELLPATH shall be responsible for the provision of eyeglasses or any other vision services for Covered Persons, including care for eye injuries or diseases, up the Financial Limitation. In the event that any Covered Person requires vision services in excess of the Financial Limitation, including an ophthalmologist's services, Augusta shall bear the cost of such vision or eye care services. 1.13 OFFICE EQUIPMENT. WELLPATH shall be responsible for the provision and cost of any office equipment, such as copiers and telephones required for the administrative operation of the medical unit. 1.14 OFFICE SUPPLIES. WELLPATH shall be responsible for providing office supplies such as books, medical record folders, and forms as required for the administrative operations of the medical unit. 1.15 MEDICAL SUPPLIES/EQUIPMENT. WELLPATH shall provide and bear the cost of medical supplies (i.e. alcohol prep pads, syringes, etc.) and equipment (i.e. thermometers, scales, etc.) required to administer the terms of the Agreement. Notwithstanding the foregoing, the cost of all prosthetic devices shall be subject to the Financial Limitation. 1.16 MEDICAL WASTE. WELLPATH shall arrange and bear the cost of removing and properly disposing of medical waste material generated while fulfilling its duties under this Agreement in accordance with all applicable state laws and OSHA- regulated standards. 1.17 PHARMACY SERVICES. WELLPATH shall provide monitoring of pharmacy usage as well as a Preferred Medication List. WELLPATH shall bear the cost of all prescription and non-prescription over-the-counter medications prescribed by a duly licensed WELLPATH physician for a Covered Person, except that the costs related to medications for the treatment of Hepatitis C and medications Factors VIII and IX for the treatment of bleeding disorders shall be subject to the Financial Limitation. 1.18 FINANCIAL LIMITATIONS. WELLPATH’s maximum aggregate liability for costs associated with the provision of off-site medical services, including inpatient hospitalizations, outpatient services, and Specialty Services or other healthcare services which include, but are not limited to, the services in Paragraphs 1.2, 1.4, 1.6, 1.8, 1.9, 1.10, 1.11, 1.12, 1.14, 1.15., and 1.17 shall be $475,000 in the aggregate per Contract Year, to be pro-rated for any partial contract years (the “Financial Limitation”). Costs for any medical or other health services, as set forth above, which are provided to Inmates/Detainees during the Contract Year which are in excess of the Financial Limitation shall be the responsibility of Augusta. When the Financial Limitation for the Contract Year is reached, WELLPATH will continue to provide utilization management, extend all provider discounts to Augusta and pay these expenses on behalf of Augusta, as long as the Augusta remains current with payments due under this Agreement. Amounts paid by WELLPATH which are over the Financial Limitation will be periodically reconciled with Augusta pursuant to Paragraph 8.1. ARTICLE II HEALTH CARE STAFF 2.0 STAFFING HOURS. WELLPATH shall provide or arrange for the provision of Health Care Staff necessary to render the health care services contemplated in Article I as set forth in the staffing plan set forth in Exhibit A, attached hereto and made a part hereof. WELLPATH reserves the right to assign the staff in Exhibit A to shift coverage as necessary based on operation needs to provide the health care services under this Agreement. 2.0.1 Additional hours may be provided if mutually agreed upon by both Parties in writing. 2.0.2 WELLPATH shall provide or arrange for the provision of an on-call Physician or Physician Extender. available by telephone or pager 24 hours per day and 7 days per week. 2.0.3 WELLPATH shall make reasonable efforts to supply the staffing levels contained in this section, however, failure to continuously supply all of the required staffing due to labor market demands or other factors outside the control of WELLPATH, after such reasonable efforts have been made, shall not constitute a breach of this Agreement. 2.1 STAFFING LEVELS WAIVER. Based on actual staffing needs as affected by medical emergencies, riots, increased or decreased Inmate/Detainee population, and other unforeseen circumstances, certain increases or decreases in staffing requirements may be waived as agreed to by Augusta and WELLPATH. 2.2 STAFF SCREENING. Augusta shall screen WELLPATH’s proposed Health Care Staff, employees, agents and/or subcontractors providing services at the Jail to ensure they do not constitute a security risk. Augusta shall have final approval of WELLPATH’s Health Care Staff, employees, agents and/or subcontractors in regards to security/background clearance. 2.3 SATISFACTION WITH HEALTH CARE STAFF. In recognition of the sensitive nature of correctional facility operations, if Augusta becomes dissatisfied with any member of the Health Care Staff, Augusta shall provide WELLPATH written notice of such dissatisfaction and the reasons therefore. Following receipt of such notice, WELLPATH shall use commercially reasonable efforts to resolve the dissatisfaction. If the problem is not resolved to the satisfaction of Augusta within ten (10) business days following WELLPATH’s receipt of the notice, WELLPATH shall remove the individual from providing services at the Jail within a reasonable time frame considering the effects of such removal on WELLPATH’s ability to deliver health care services and recruitment/hiring of an acceptable replacement. Augusta reserves the right to revoke the security clearance of any Health Care Staff at any time. ARTICLE III ADMINISTRATIVE SERVICES 3.0 UTILIZATION MANAGEMENT. WELLPATH shall provide utilization management services and administer Pharmacy services as set forth in Article I, on behalf of Augusta. WELLPATH will follow applicable state laws and make reasonable efforts to obtain provider discounts and will keep Augusta and/or Sheriff apprised of its utilization management practices. 3.1 HEALTH AND MENTAL HEALTH EDUCATION AND TRAINING. WELLPATH shall conduct an ongoing health and mental health education and training program for Augusta Deputies and Jailers in accordance with the needs mutually established by Augusta and WELLPATH. 3.2 MONTHLY REPORTS. As requested by the Sheriff, WELLPATH shall submit quarterly health care reports concerning the overall operation of the health care services program rendered pursuant to this Agreement and the general health of the Jail Population. 3.3 MONTHLY MEETINGS. As requested by the Sheriff, WELLPATH shall meet quarterly, or as soon thereafter as possible, with the Sheriff, or designee, concerning health care services within the Jail and any proposed changes in health-related procedures or other matters, which both Parties deem necessary. 3.4 MEDICAL RECORDS MANAGEMENT. WELLPATH shall provide the following medical records management services: 3.4.1 MEDICAL RECORDS. WELLPATH Health Care Staff shall maintain, cause or require the maintenance of complete and accurate medical records for Covered Persons who have received health care services. Medical records shall be kept separate from Covered Person's confinement records. A complete copy of the individual medical record shall be available to accompany each Covered Person who is transferred from the Jail to another location for off-site services or transferred to another institution. WELLPATH will keep medical records confidential and shall not release any information contained in any medical record except as required by published Jail policies, by a court order or by applicable law. Upon termination of this Agreement, all medical records shall be delivered to and remain with the Sheriff, as property of the Sheriff's office. 3.4.2 COMPLIANCE WITH LAWS. Each medical record shall be maintained in accordance with the Health Insurance Portability and Accountability Act of 1996 ("HIPAA"), and any other applicable state or federal privacy statute or regulation. 3.4.3 RECORDS AVAILABILITY. As needed to administer the terms of this Agreement, WELLPATH shall make available to the Sheriff or Augusta, unless otherwise specifically prohibited, at the Sheriff's or Augusta's request, all records, documents and other papers relating to the direct delivery of health care services to the Jail Population hereunder. ARTICLE IV PERSONS COVERED UNDER THIS AGREEMENT 4.0 GENERAL. Except as otherwise provided in this Agreement, WELLPATH shall only be required to arrange for health care services under this Agreement to be provided to Covered Persons. 4.1 EMERGENCY MEDICAL CARE FOR JAIL EMPLOYEES AND VISITORS. WELLPATH shall arrange for on-site first response emergency medical care as required for Jail employees, contractors and visitors to the Jail. The medical treatment shall be limited to the extent reasonably necessary to stabilize and facilitate the individual's referral to a medical facility or personal physician. 4.2 RELEASE FROM CUSTODY. Augusta acknowledges and agrees that WELLPATH is responsible for the payment of costs associated with services rendered to Covered Persons as set forth in this Agreement only when such persons remain in the custody of, or under the jurisdiction of, the Jail. In no event shall WELLPATH be responsible for payment of any costs associated with any services rendered to any individual when said individual is released from the custody of, or no longer under the jurisdiction of, the Jail including, but not limited to, releasees, parolees and escapees. Furthermore, in no· event shall WELLPATH be responsible for payment of costs associated with any medical services rendered to a Covered Person when said Covered Person is injured outside the Jail facility during transport to or from the Jail. ARTICLE V PERSONS NOT COVERED OR PARTIALLY COVERED UNDER THIS AGREEMENT 5.0 OTHER AUGUSTA INMATES/DETAINEES. WELLPATH shall only be responsible for arranging health assessments, sick call, over-the counter medications, medical supplies and medical waste services for Other Augusta Inmates/Detainees. The cost of all prescription medication and all other health care expenses shall be paid by the agency responsible for the Other Augusta Inmate/Detainee, including those services listed in Article I of this Agreement and all other medically-related expenses associated with Other Augusta Inmates/Detainees. 5.1 AUGUSTA INMATES/DETAINEES HOUSED IN OTHER JURISDICTIONS OR OUTSIDE THE JAIL. WELLPATH shall not be responsible for arranging the medical care or treatment for Augusta Inmates/Detainees housed in other counties or jurisdictions. The Augusta or Sheriff or other agency with legal responsibility for the medical care of such persons shall be responsible for all medical expenses associated with the care and treatment of Augusta Inmates/Detainees removed from the Jail, including, but not limited to the services listed in Article I of this Agreement and any other health care related expenses associated with said Inmates/Detainees, unless the Inmate/Detainee is housed in a facility where WELLPATH provides Inmate/Detainee health care services. WELLPATH shall not be responsible for arranging the medical care or treatment for Augusta Inmates/Detainees housed outside the Jail. 5.2 INJURIES PRIOR TO INCARCERATION, FIT FOR CONFINEMENT, AND ESCAPED INMATES/DETAINEES. WELLPATH shall not be responsible for the cost of providing off-site medical care for injuries incurred by an arrested person prior to incarceration at the Jail or during an escape or escape attempt, including, but not limited to, medical services provided to any arrested person prior to the person's booking and confinement in the Jail. In addition, WELLPATH shall not be responsible for the cost of any medical treatment or health care services necessary to medically stabilize any arrested person presented at intake by an arresting agency with a life threatening injury or illness or in immediate need of emergency medical care. WELLPATH shall provide such care as is medically necessary until the arrested person can be transported to a medical care facility by the arresting agency or their designee. The arresting authority or Augusta shall bear the cost of, and be responsible for, all reasonable and necessary medical services or health care services of the individual until such time as the arresting authority can present a medically stable individual that is Fit for Confinement. To the extent WELLPATH is billed for medical services provided to an individual who is not Fit for Confinement Augusta shall reimburse WELLPATH for all such costs. WELLPATH shall not charge an additional fee simply to examine an individual to determine if he is suitably Fit for Confinement. ARTICLE VI COST OF SERVICES NOT COVERED UNDER THIS AGREEMENT 6.0 SERVICES NOT LISTED. Both Parties understand and agree that there will be costs incurred for health care related services as outlined in Articles I, II and III above. WELLPATH shall not be responsible for any expenses not specifically covered under Articles I, II and III of this Agreement. In the event that any of the health care services not covered by WELLPATH under Articles I, II and III, or any services that are not listed within this Agreement, are required for a member of the Jail Population as a result of the medical judgment of a physician or WELLPATH authorized personnel, WELLPATH shall not be responsible for arranging such services and the cost of such services shall be billed directly to Augusta. 6.1 SERVICES BEYOND THE SCOPE OF THIS AGREEMENT. Both Parties understand and agree that there are certain occurrences, both beyond the control and within the control of the Parties, that may result in health care expenses which are outside the scope of the normal operation of a correctional facility and, therefore, outside the contemplated scope of services under this Agreement. While both Parties will act in good faith and endeavor to reduce the possibility of such occurrences, in the unlikely event of an occurrence such as an Act of God, riot, explosion, fire, food poisoning, epidemic illness outbreak or any other catastrophic event, or an event caused by the action or inaction of Augusta or Sheriff or their employees, agents or contractors, which results in medical care for the Jail Population, Jail staff, visitors, or contractors, WELLPATH shall not be responsible for costs attributable to such catastrophic event and all such costs shall be borne by Augusta. Notwithstanding the above, WELLPATH shall be responsible for medical costs under this Agreement associated with such an event only if such an event was caused solely by WELLPATH. ARTICLE VII AUGUSTA’S DUTIES AND OBLIGATIONS 7.0 COMPLIANCE WITH HIPAA/STATE HEALTH INFORMATION PRIVACY LAWS. Augusta, Jail, and Sheriff. and their employees, agents and subcontractors, shall comply with the Health Insurance Portability and Accountability Act of 1996 (hereinafter "HIPAA") and any State health information privacy laws, to the extent they are applicable. Augusta and the Sheriff shall implement policies and/or procedures in compliance with such laws. 7.1 COMPREHENSIVE MEDICAL/MENTAL HEALTH CARE. WELLPATH shall identify to the Sheriff those members of the Jail Population with medical or mental health conditions which may be worsened as a result of being incarcerated at the Jail or which may require extensive care while incarcerated. After review of the circumstances, and when security risks permit, the Sheriff shall make every effort to have such an Inmate/Detainee released, transferred or otherwise removed from the correctional setting. 7.2 RECORD ACCESS. During the term of this Agreement, and for a reasonable time following the termination of this Agreement, the Sheriff shall provide WELLPATH, at WELLPATH's request, in accordance with HIPAA and state health information privacy laws, Augusta, Jail and/or Sheriff's records (including medical records) relating to the provision of health care services to the Jail Population, including records maintained by hospitals, and other outside health care providers involved in the care or treatment of the Jail Population (to the extent Augusta, Jail or Sheriff has control of, or access to, such records). WELLPATH may request such records in connection with the investigation of, or defense of, any claim by a third party related to WELLPATH's conduct or to prosecute a claim against a third party. Any such information provided by the Sheriff to WELLPATH that the Sheriff considers confidential shall be kept confidential by WELLPATH and shall not, except as may be required by law, be distributed to any third party without prior written approval by the Sheriff. 7.3 USE OF INMATES.DETAINEES IN THE PROVISION OF HEALTH CARE SERVICES. Inmates/Detainees of the Jail shall not be employed or otherwise engaged or utilized by either WELLPATH or the Sheriff in rendering any health care services to the Jail Population, provided however, that Inmates/Detainees may be used in positions not involving the rendering of health care services directly to the Jail Population and not involving access to Jail Population records in accordance with NCCHC standards. 7.4 SECURITY OF THE JAIL FACILITY AND WELLPATH. WELLPATH and Augusta understand that adequate security services are necessary for the safety of the agents, employees, and subcontractors of WELLPATH, as well as for the security of the Jail Population and Sheriff's staff, consistent with a correctional setting. The Sheriff shall provide security sufficient to enable WELLPATH, its Health Care Staff, employees, agents and/or subcontractors to safely provide the health care services described in this Agreement. WELLPATH, its Health Care Staff, employees, agents and/or subcontractors shall follow all security procedures of the Sheriff while at the Jail or other premises under the Sheriff's direction or control. However, any WELLPATH Health Care Staff, employee, agent and/or subcontractor may, at any time, refuse to provide any service required under this Agreement if such person reasonably feels that the current safety services are insufficient. WELLPATH shall not be liable for any loss or damages resulting from WELLPATH's Health Care Staff, employees, agents and/or subcontractors failure to provide medical services due to insufficient security services. 7.5 SHERIFF’S POLICIES AND PROCEDURES. WELLPATH, its Health Care Staff, employees, agents and/or subcontractors shall operate within the requirements of Augusta's and/or Sheriff's posted security Policies and Procedures, which impact the provision of medical services. 7.5.1 A complete set of said Policies and Procedures shall be maintained by Augusta and made available for inspection by WELLPATH at the Jail, and WELLPATH may make a reasonable number of copies of any specific section(s) it wishes using the Sheriff's photocopy equipment and paper. 7.5.2 Any Policy or Procedure that may impact the provision of health care services to the Jail Population which has not been made available to WELLPATH shall not be enforceable against WELLPATH unless otherwise agreed upon by both Parties. 7.5.3 Any modification of the posted Policies and Procedures shall be timely provided to WELLPATH. WELLPATH, its Health Care Staff, employees, agents and/or subcontractors shall operate within the requirement of a modified Policy or Procedure after such modification has been made available to WELLPATH. 7.5.4 If any of Augusta and/or Sheriff's Policies and Procedures specifically relate to the delivery of medical services, Augusta and/or Sheriff's representative and WELLPATH shall review Augusta and/or Sheriff's Policies and Procedures and modify or remove those provisions that conflict with WELLPATH's Jail Health Care Policies and Procedures. 7.6 DAMAGE TO EQUIPMENT. WELLPATH shall not be liable for loss of or damage to equipment and supplies of WELLPATH, its agents, employees or subcontractors if such loss or damage was caused by the negligence of Augusta and/or Sheriff's employees. 7.7 SECURE TRANSPORTATION. The Sheriff shall provide security as necessary and appropriate in connection with the transportation of a member of the Jail Population to and from off-site services including, but not limited to, Specialty Services, hospitalization, pathology and radiology services as requested by WELLPATH. WELLPATH shall coordinate with the Sheriff's office for transportation to and from the off-site services provider or hospital. 7.8 OFFICE EQUIPMENT AND SUPPLIES. The Sheriff shall provide use of Augusta-owned office equipment, supplies and all necessary utilities (including telephone and fax line service) in place at the Jail health care facilities. At the termination of this Agreement, WELLPATH shall return to Augusta possession and control of all Augusta- owned medical and office equipment. At such time, the office equipment shall be in good working order, reasonable wear and tear excepted. 7.9 NON-MEDICAL CARE OF JAIL POPULATION. It is understood that the Sheriff shall provide for all the non-medical personal needs and services of the Jail Population as required by law. WELLPATH shall not be responsible for providing, or liable for failing to provide, non-medical services to the Jail Population including, but not limited to, daily housekeeping services, dietary services, building maintenance services, personal hygiene supplies and services and linen supplies. 7.10 JAIL POPULATION INFORMATION. In order to assist WELLPATH in providing the best possible health care services to Covered Persons, the Sheriff shall provide, as needed, information pertaining to the Covered Person that WELLPATH and the Sheriff mutually identify as reasonable and necessary for WELLPATH to adequately perform its obligations under this Agreement. ARTICLE VIII COMPENSATION AND ADJUSTMENTS 8.0 ANNUAL AMOUNT/MONTHLY PAYMENTS. The base amount to be paid by Augusta to WELLPATH is as follows: Contract Year Base Amount June 1, 2019 - December 31, 2019* $ 3,201,621.50 January 1, 2020 - December 31, 2020 $ 5,653,253 January 1, 2021 - December 31, 2021 $ 5,822,850 January 1, 2022 - December 31, 2022 $ 5,997,536 * This Contract Year is a partial Contract Year to be pro-rated to a seven-month period for purposes of the base amount and the Financial Limitation. The base amount shall be payable in equal monthly installments, pro-rated for any partial months and subject to any reconciliations as set forth below. The first monthly amount is to be paid to WELLPATH on June 1, 2019 for services administered in the month of June 2019. Each monthly payment thereafter is to be paid by Augusta to WELLPATH before or on the 1st day of the month of the month of service. 8.1 QUARTERLY RECONCILIATION PROCESS. WELLPATH will provide a quarterly reconciliation with Augusta for any amounts owed by either Party pursuant to the terms of this Agreement, including, but not limited to: 8.1.1 ADJUSTMENT FOR MADP. For each month reconciled, if the Jail’s MADP is greater than 1,350 Inmates/Detainees, the compensation payable to WELLPATH by Augusta shall be increased by the number of Inmates/Detainees over 1,350 at the per diem rate of $2.73. For each month reconciled, if the Jail’s MADP is less than 1,080 Inmates/Detainees, the compensation payable to WELLPATH by Augusta shall be decreased by the number of Inmates/Detainees below 1,080 at the per diem rate of $2.73. Should the MADP exceed 1,300 inmates for three consecutive months, WELLPATH and Augusta shall meet in good faith to discuss any necessary staffing adjustments. 8.1.2 ADJUSTMENTS FOR COSTS IN EXCESS OF FINANCIAL LIMITATION. The quarterly reconciliation shall include any amounts paid by WELLPATH in excess of the Financial Limitations and any other amounts paid by WELLPATH on behalf of Augusta. ARTICLE IX TERM AND TERMINATION 9.0 TERM. The term of this AGREEMENT shall be three years and seven months from June 1, 2019, at 12:01 a.m. through December 31, 2022 at 11:59 p.m. This Agreement may be renewed for additional one year periods beginning on January 1, 2023, upon mutual consent and with mutually agreed upon compensation increases, unless this Agreement is terminated or notice of termination is given, as set forth in this Article. 9.1 TERMINATION FOR LACK OF APPROPRIATIONS. It is understood and agreed that this Agreement shall be subject to annual appropriations by Augusta. 9.1.1 Recognizing that termination for lack of appropriations may entail substantial costs for WELLPATH and Augusta shall act in good faith and make every effort to give WELLPATH reasonable advance notice of any potential problem with funding or appropriations. 9.1.2 If future funds are not appropriated for this Agreement, and upon exhaustion of existing funding, Augusta may terminate this Agreement without penalty or liability, by providing a minimum of thirty (30) days advance written notice to WELLPATH. 9.2 TERMINATION FOR CAUSE. The Agreement may be terminated for cause under the following provisions: 9.3.1 TERMINATION BY WELLPATH. Failure of Augusta to comply with any provision of this Agreement shall be considered grounds for termination of this Agreement by WELLPATH upon sixty (60) days advance written notice to Augusta specifying the termination effective date and identifying the “basis for termination.” Augusta shall pay for services rendered up to the date of termination of the Agreement. Upon receipt of the written notice, Augusta shall have ten (10) days to provide a written response to WELLPATH. If Augusta provides a written response to WELLPATH which provides an adequate explanation for the “basis for termination” and the Augusta cures the “basis for termination” to the satisfaction of the WELLPATH, the sixty (60) day notice shall become null and void and this Agreement will remain in full force and effect. Termination under this provision shall be without penalty to WELLPATH. 9.3.2 TERMINATION BY Augusta. Failure of WELLPATH to comply with any provision of this Agreement shall be considered grounds for termination of this Agreement by Augusta who shall provide sixty (60) days advanced written notice specifying the termination effective date and identifying the “basis for termination.” Augusta shall pay for services rendered up to the date of termination of the Agreement. Upon receipt of the written notice WELLPATH shall have ten (10) days to provide a written response to Augusta. If WELLPATH provides a written response to Augusta which provides an adequate explanation for the “basis of termination,” or cures the “basis for termination” to the satisfaction of the Augusta, the sixty (60) day notice shall become null and void and this contract will remain in full force and effect. Termination under this provision shall be without penalty to Augusta. 9.3 TERMINATION WITHOUT CAUSE. Notwithstanding anything to the contrary contained in this Agreement, Augusta or WELLPATH may, without prejudice to any other rights it may have, terminate this Agreement for their convenience and without cause by giving ninety (90) days advance written notice to the other Party. 9.4 COMPENSATION UPON TERMINATION. If any of the above termination clauses are exercised by any of the Parties to this Agreement, Augusta shall pay WELLPATH for all services rendered by WELLPATH up to the date of termination of the Agreement regardless of the Augusta’s failure to appropriate funds. 9.5 PROPERTY DISPOSITION UPON TERMINATION. Upon termination of this Agreement, WELLPATH shall be allowed to remove from the Jail any stock medications or supplies purchased by WELLPATH that have not been used at the time of termination. WELLPATH shall also be allowed to remove its property from the Jail including its including its patient safety work product and any confidential, proprietary, or privileged information such as Policies and Procedures, Manuals, Training Material, and Forms. ARTICLE X LIABILITY AND RISK MANAGEMENT 10.0 INSURANCE COVERAGE. WELLPATH shall, at its sole cost and expense, procure and maintain during the term of this Agreement, the following coverage and limits of insurance: 10.0.1 MEDICAL MALPRACTICE/PROFESSIONAL LIABILITY. Medical Malpractice/ Professional Liability insurance in an amount not less than $2,000,000 per occurrence. 10.0.2 COMPREHENSIVE GENERAL LIABILITY. Comprehensive General Liability insurance in an amount not less than $1,000,000 per occurrence and $3,000,000 in the aggregate. 10.0.3 WORKER’S COMPENSATION. Worker’s Compensation coverage as required by applicable state law. 10.1 PROOF OF INSURANCE. WELLPATH shall provide Augusta proof of professional liability or medical malpractice coverage for WELLPATH’s Health Care Staff, employees, agents and subcontractors, for the term services are provided under this Agreement. WELLPATH shall promptly notify Augusta, in writing, of cancellation of insurance coverage. 10.2 INDEMNIFICATION. WELLPATH agrees to indemnify and hold harmless the Augusta, Jail, and Sheriff , and their officials, agents, and employees from and against any and all claims, actions, lawsuits, damages, judgments or liabilities of any kind whatsoever arising out of any act, conduct, misconduct or omission of WELLPATH , its agents, employees, or independent contractors. Nothing herein shall be construed as to require Wellpath to indemnify or hold harmless Augusta, the Jail, or the Sheriff, or their officials, agents, or employees from or against any claims, actions, lawsuits, damages, judgments or liabilities of any kind whatsoever arising out of any act, conduct, misconduct or omission of Augusta, the Jail, or the Sheriff, or their officials, agents, or employees. 10.3 HIPAA. WELLPATH, Augusta, Jail, Sheriff, and their employees, agents and subcontractors shall fully comply with, and shall implement all necessary policies and/or procedures in order to comply with, the requirements of HIPAA as it applies to the services provided under this Agreement. ARTICLE XI MISCELLANEOUS 11.0 INDEPENDENT CONTRACTOR STATUS. It is mutually understood and agreed, and it is the intent of the Parties hereto that an independent contractor relationship be and is hereby established under the terms and conditions of this Agreement. Nothing in this Agreement shall be construed to create an agency relationship, an employer/employee relationship, a joint venture relationship, or any other relationship allowing Augusta to exercise control or direction over the manner or methods by which WELLPATH, its employees, agents or subcontractors perform hereunder, or WELLPATH to exercise control or direction over the manner or methods by which Augusta and its employees, agents or subcontractors perform hereunder, other than as provided in this Agreement. 11.1 SUBCONTRACTING. In performing its obligations under the Agreement, it is understood that WELLPATH is not licensed or otherwise authorized to engage in any activity that may be construed or deemed to constitute the practice of medicine, dentistry, optometry, or other professional healthcare service requiring licensure or other authorization under state law. To comply with these requirements WELLPATH may engage physicians or other clinicians as independent contractors (“Contract Professionals”), rather than employees, in order to supply the clinical services required under this Agreement. WELLPATH shall engage Contract Professionals that meet the applicable professional licensing requirements and WELLPATH shall exercise administrative supervision over such Contract Professionals as necessary to insure the fulfillment of the obligations contained in this Agreement. Contract Professionals shall provide clinical services under this Agreement in a manner reasonably consistent with the independent clinical judgment that the Contract Professional is required to exercise. It is further understood that WELLPATH may subcontract for specialized services such as pharmacy, medical waste, medical supplies and other services or supplies which it is required to provide under this Agreement. 11.2 AGENCY. For purposes of asserting any statutory rights afforded to Augusta to pay providers for medical services at certain reduced rates, Augusta designates WELLPATH as their agent to assert such rights and privileges. 11.3 EQUAL EMPLOYMENT OPPORTUNITY. WELLPATH will not discriminate against any employee or applicant for employment because of race, color, religion, sex, ancestry, national origin, place of birth, marital status, sexual orientation, age or handicap unrelated to a bona fide occupational qualification of the position or because of status as a disabled veteran or Vietnam-Era veteran. WELLPATH will distribute copies of its commitment not to discriminate to all persons who participate in recruitment, screening, referral and selection of job applicants, and to prospective job applicants. 11.4 WAIVER OF BREACH. The waiver of either Party of a breach or violation of any provision of this Agreement shall not operate as, or be construed to be, a waiver of any subsequent breach of the same or other provision hereof. 11.5 OTHER CONTRACTS AND THIRD-PARTY BENEFICIARIES. The Parties acknowledge that WELLPATH is neither bound by or aware of any other existing contracts to which Augusta is a party and which relate to the providing of health care to Inmates/Detainees at the Jail. The Parties agree that they have not entered into this Agreement for the benefit of any third person or persons, and it is their express intention that this Agreement is for their respective benefits only and not for the benefits of others who might otherwise be deemed to constitute third-party beneficiaries thereof. 11.6 FORCE MAJEURE. In case performance of any terms or provisions hereof shall be delayed or prevented because of compliance with any law, decree or order of any governmental agency or authority of local, State or Federal governments or because of riots, war, terrorism, explosions, acts of civil or military authority, acts of public enemy, public disturbances, lack of adequate security escorts, strikes, lockouts, differences with workers, earthquakes, fires, floods, Acts of God or any other reason whatsoever which is not reasonably within the control of the Party whose performance is interfered with and which, by the exercise of reasonable diligence, said Party is unable to prevent; the Party so suffering may, at its option, suspend, without liability, the performance of its obligations hereunder during the period such cause continues. 11.7 CHANGES IN SCOPE. If at any time during the Term of this Agreement (as amended), there is a material change in the scope of services provided by WELLPATH or any new, amended, and/or a repealed law or laws (including statutes, codes, and/or case law), related legislation, and/or applicable regulations, or any change in local, national, or community standards that result in a material change in cost to WELLPATH, the Parties hereby agree to re-negotiate the affected terms of this Agreement in good faith, and within a reasonable time not to exceed 30 days from the effective date of the material change. 11.8 ASSIGNMENT. Except as otherwise provided herein, no Party to this Agreement may assign any of its rights or delegate any of its duties under this Agreement without the prior written consent of the other Parties; provided however, that WELLPATH may assign its rights or delegate its duties to an affiliate of WELLPATH, or in connection with the sale of all or substantially all of the stock assets or business of WELLPATH, without the prior written consent of the other Parties. Any unauthorized attempted assignment shall be null and void and of no force or effect. 11.9 NOTICES. Any notice of termination, requests, demands or other communications under this Agreement shall be in writing and shall be deemed delivered: (a) when delivered in person to a representative the Parties listed below; (b) upon receipt when mailed by overnight courier service, mailed by first-class certified or registered mail, return receipt requested, addressed to the Party at the address below; or (c) upon confirmation of receipt if sent by facsimile to the fax number of the Party listed below: If for WELLPATH: Wellpath LLC Attn: Chief Legal Officer 1283 Murfreesboro Road, Suite 500 Nashville, TN 37217 If for Augusta: Geri A. Sams, Director Augusta Procurement Department 535 Telfair Street, Room 605 Augusta, Georgia 30901 Such address may be changed from time to time by either Party by providing written notice as provided above. 11.10 GOVERNING LAW. This Agreement shall be governed by and construed in accordance with the laws of the State of Georgia without regard to the conflicts of laws or rules of any jurisdiction. 11.11 EXECUTION AUTHORITY. By their signature below, each signatory individual certifies that they are the properly authorized agent or officer of the applicable Party hereto and have the requisite authority necessary to execute this Agreement on behalf of such Party, and each Party hereby certifies to the other than any resolutions necessary to create such authority have been duly passed and are now in full force and effect. 11.12 SURVIVAL. The following provisions will survive any termination or expiration of the Agreement: Article VIII, Article IX and Article X. 11.13 COUNTERPARTS. This Agreement may be executed in several counterparts, each of which shall be considered an original and all of which shall constitute but one and the same instrument. 11.14 TITLES OF PARAGRAPHS. Titles of paragraphs are inserted solely for convenience of reference and shall not be deemed to limit, expand or otherwise affect the provisions to which they relate. 11.15 SEVERABILITY. In the event that any one or more provisions of this Agreement shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect any other provision of this Agreement and this Agreement shall be construed and enforced as if such invalid, illegal or unenforceable provision had never been contained herein. 11.16 ENTIRE AGREEMENT. This Agreement constitutes the entire Agreement of the Parties and is intended as a complete and exclusive statement of the promises, representations, negotiations, discussions and Agreements that have been made in connection with the subject matter hereof. This Agreement may be amended at any time, but only with the written consent of all Parties. IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed as their official act by their respective representative, each of whom is duly authorized to execute the same. AUGUSTA, GEORGIA WELLPATH LLC ____________________________ ____________________________ Name Name ____________________________ ____________________________ Title Title EXHIBIT A – STAFFING PLAN Request for Proposal Request for Proposals will be received at this office until Thursday, May 10, 2018 @ 3:00 p.m. for furnishing: RFP Item # 18-200 Inmate Medical Services – for Augusta, GA Sheriff’s Office RFPs will be received by: The Augusta Commission hereinafter referred to as the OWNER at the offices of: Geri A. Sams, Director Augusta Procurement Department 535 Telfair Street - Room 605 Augusta, Georgia 30901 RFP documents may be viewed on the Augusta Georgia web site under the Procurement Department ARCbid. RFP documents may be obtained at the office of the Augusta, GA Procurement Department, 535 Telfair Street – Room 605, Augusta, GA 30901. Mandatory Pre Proposal/Telephone Conference will be held on Tuesday, April 24, 2018, @ 3:00 p.m. in the Procurement Department, 535 Telfair Street, Room 605. If you choose to teleconference there is a $35.00 fee. Make the $35.00 check payable “Augusta Georgia Commission” and mail to Geri A. Sams, Director Augusta Procurement Department 535 Telfair Street - Room 605 Augusta, Georgia 30901. A Site Visit to follow. All questions must be submitted in writing by fax to 706 821-2811 or by email to procbidandcontract@augustaga.gov to the office of the Procurement Department by Thursday, April 26, 2018, @ 5:00 P.M. No RFP will be accepted by fax, all must be received by mail or hand delivered. No RFP may be withdrawn for a period of 60 days after bids have been opened, pending the execution of contract with the successful vendor(s). Request for proposals (RFP) and specifications. An RFP shall be issued by the Procurement Office and shall include specifications prepared in accordance with Article 4 (Product Specifications), and all contractual terms and conditions, applicable to the procurement. All specific requirements contained in the request for proposal including, but not limited to, the number of copies needed, the timing of the submission, the required financial data, and any other requirements designated by the Procurement Department are considered material conditions of the bid which are not waivable or modifiable by the Procurement Director. All requests to waive or modify any such material condition shall be submitted through the Procurement Director to the appropriate committee of the Augusta, Georgia Commission for approval by the Augusta, Georgia Commission. Please mark RFP number on the outside of the envelope. Proponents are cautioned that acquisition of RFP documents through any source other than the office of the Procurement Department is not advisable. Acquisition of RFP documents from unauthorized sources places the proponent at the risk of receiving incomplete or inaccurate information upon which to base his qualifications. Correspondence must be submitted via mail, fax or email as follows: Augusta Procurement Department Attn: Geri A. Sams, Director of Procurement 535 Telfair Street, Room 605 Augusta, GA 30901 Fax: 706-821-2811 or Email: procbidandcontract@augustaga.gov GERI A. SAMS, Procurement Director Publish: Augusta Chronicle March 29, April 5, 12, 19, 2018 Metro Courier March 29, 2018 OFFICIAL VENDORS Attachment "B"E-Verify Addendums 1-4 SAVE Form Original 12 Copies Fee Proposal Compliance Review 5% CORRECT CARE SOLUTIONS 1281 MURFREESBORO ROAD SUITE 500 NASHVILLE TN 37217 Yes 860960 Yes Yes Yes Yes Yes Yes CENTURION 1593 SPRING HILL ROAD SUITE 600 VIENNA VA 22182 Yes 467179 Yes Yes Yes Yes Yes No CORIZON CORRECTIONAL HEALTHCARE 103 POWELL COURT BRENTWOOD TN 37027 Yes 184774 No-Non- Compliant Yes Yes Yes Yes SOUTHERN CORRECTIONAL MEDICINE 1718 REYNOLDS STREET WAYCROSS GA 31501 Yes 659144 Yes Yes Yes Yes Yes No CORRECT HEALTH 3384 PEACHTREE ROAD NE STE 700 ATLANTA GA 30326 Yes 65870 Yes Yes Yes Yes Yes Yes PARADIGN PROFESSIONAL HEALTH SVCS 12755 SW MILLIKAN WAY STE 300 BEAVERTON OR 97008 TRAVEL NURSES USA 5230 SOUTH GLENHAVEN PLACE SOUIX FALLS SD 57108 CORRECTIONAL MEDICAL ASSOC 1000 CIRCLE 75 PARKWAY STE 060 ATLANTA GA 30339 TMP 1649 LANEY WALKER BLVD STE 103 AUGUSTA GA 30901 WEXFORD HEALTH SOURCES, INC 501 HOLIDAY DRIVE FOSTER PLAZA FOUR PITTSBURGH PA 15220 Total Number Specifications Mailed Out: 37 Total Number Specifications Download (Demandstar): 278 Total Electronic Notifications (Demandstar): 13 Mandatory Pre-Qualifications Conference Attendees: 15 Total Number Mailed to Local Vendors: 6 Total packages submitted: 5 Total Noncompliant: 3 RFP Opening For RFP Item 18-200 Inmate Medical For Augusta, GA – Sheriff's Department RFP Due: Friday, September 28, 2018 @ 11:00 a.m. Page 1 of 1 RFP Official TAB SHEET 18-200 CORRECT CARE SOLUTIONS 1281 MURFREESBORO ROAD SUITE 500 NASHVILLE TN 37217 CORRECT HEALTH 3384 PEACHTREE ROAD NE STE 700 ATLANTA GA 30326 CENTURION 1593 SPRING HILL ROAD SUITE 600 VIENNA VA 22182 SOUTHERN CORRECTIONAL MEDICINE 1718 REYNOLDS STREET WAYCROSS GA 31501 CORIZON CORRECTIONAL HEALTHCARE 103 POWELL COURT BRENTWOOD TN 37027 CORRECT CARE SOLUTIONS 1281 MURFREESBORO ROAD SUITE 500 NASHVILLE TN 37217 CORRECT HEALTH 3384 PEACHTREE ROAD NE STE 700 ATLANTA GA 30326 CENTURION 1593 SPRING HILL ROAD SUITE 600 VIENNA VA 22182 SOUTHERN CORRECTIONAL MEDICINE 1718 REYNOLDS STREET WAYCROSS GA 31501 CORIZON CORRECTIONAL HEALTHCARE 103 POWELL COURT BRENTWOOD TN 37027 Evaluation Criteria Ranking Points 1. Completeness of Response • Package submitted by the deadline • Package is complete (includes requested information as required per this solicitation) • Attachment B is complete, signed and notarized N/A Pass/Fail PASS PASS Fail FAIL FAIL PASS PASS FAIL FAIL FAIL 2. Qualifications & Experience (0-5)20 4.8 4.0 95.0 79.0 0 0 0 3. Organization & Approach (0-5)15 4.3 4.1 63.8 60.8 0 0 0 Scope of Services • Ability to provide Specialty Services that will be provided On- site. • Use of innovative technology and technics. • Ability to provide clinically necessary medical, dental and mental health services to all inmates On-site. • Cost effective program and to minimize other health care related costs such as off-site transportation and security. • Ability to offer a health and medical services program that minimizes legal liability. (0-5)15.0 4.5 3.9 66.8 58.5 0 0 0 5. Financial Stability (0-5)10.0 4.8 4.0 47.5 40.0 0 0 0 6. References (0-5)5.0 4.5 4.0 22.5 20.0 0 0 0 Within Richmond County 5.0 10.0 0.0 0.0 0 0 0 Within CSRA 5.0 6.0 0.0 0.0 0 0 0 Within Georgia 5.0 4.0 5.0 0.0 20.0 0 0 0 Within SE United States (includes AL, TN, NC, SC, FL) 5.0 2.0 5.0 10.0 0.0 0 0 0  All Others 5.0 1.0 0.0 0.0 0 0 0 75.0 27.7 24.9 305.5 278.3 0 0 0 8. Presentation by Team (0-5)10 0 0 0 0 0 9. Q&A Response to Panel Questions (0-5)5 0 0 0 0 0 Lowest Fees 5 10 5 50 0 0 0 0 Second 5 6 5 0 30 0 0 0 Third 5 4 0 0 0 0 0 Forth 5 2 0 0 0 0 0 Fifth 5 1 0 0 0 0 0 Total Phase 2 (Total Possible Maximum Ranking 15 Maximum Weighted Total Possible 125) 5 5 50 30 0 0 0 355.5 308.3 0 0 0 Cumulative Evaluation Sheet for RFP Item 18-200 Inmate Medical For Augusta, GA – Sheriff's Department RFP Due: Friday, October 12, 2018 @ 10:00 a.m. Vendors Phase 2 (Option - Numbers 8-9) Procurement DepartmentRepresentative:____________Nancy Williams_________________________________ Evaluator: Cumulative Date: 10/12/18 Total (Total Possible Score 500) Ranking of 0-5 (Enter a number value between 0 and 5)Weighted ScoresPhase 1 Scale 0 (Low) to 5 (High) Phase 1 Total - (Total Maximum Ranking 30 - Maximum Weighted Total Possible 375) 7. Proximity to Area (only choose 1 line according to location of the company - enter the ranking value for the one line only) Procurement Department Completion Date: 10/12/18 Internal Use Only Total Cumulative Score (Maximum point is 500) 10. Cost/Fee Proposal Consideration (only choose 1 line according to dollar value of the proposal in relation to all fee proposals - enter the point value for the one line only) Public Safety Committee Meeting 5/28/2019 1:15 PM Motion to Award the Inmate Medical Contract for the Richmond County Sheriff’s Office Department:Richmond County Sheriff's Office Presenter: Caption:Motion to approve the Inmate Medical Contract for the Richmond County Sheriff's Office to WELLPATH formally known as Correct Care Solutions at the initial cost of $3,210,621.50 for June 1, 2019- December 31, 2019. RFP 18- 200 Background:Since pre-consolidation, the Richmond County Jail has provided a medical contract for inmates. In December 2010, the Richmond County Sheriff’s Office entered into a contract agreement with Correct Care Solutions. Since 2010, the Sheriff’s Office has experience changes in inmate population, medical cost increase, and has removed Blue Cross/ Blue Shield from the billing process. In October 2018, the evaluation team rated the qualified vendors that submitted bids and discussions included, inmate medical cost per day, staffing and benefits, and litigation. In conclusion, WELLPATH formally known as Correct Care Solutions was ranked as the most qualified vendor. Analysis:The annual operating budget of the Richmond County Sheriff's Office includes funding for the inmate medical contract each year. Financial Impact:The Inmate Medical Contract total aggregate cap has been set at a fixed rate of $475,000 saving the RCSO in excess cap per inmate medical cost incurred. Alternatives:None Recommendation:The Richmond County Sheriff's Office recommends that the Inmate Medical contract be award to WELLPATH for the initial cost of $3,210,621.50 for June 1, 2019- December 31, 2019. The contract prices proposed for the next three years are as follows: January 1, 2020- December 31, 2020 - $5,653,253 January 1, 2021- December 31, 2021 - $5,822,850 January 1, 2022- December 31, 2022 - $5,997,536 Funds are Available in the Following Accounts: Funding is available in account 273032511-5317711 for the 2019 budget. REVIEWED AND APPROVED BY: Finance. Procurement. Law. Administrator. Clerk of Commission