slspfrp/ (A RESOLUTION AUTHORIZING THE EXECUTION OF A CONTRACT OR AGREEMENT) BE IT HEREBY RESOLVED by theboard ofsupervisors,of thecounty ofnevada,

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1 slspfrp/ % 1 i M, p = -1i...w A.;y),t)y pfjbj.kj-x-.y....,jt s..:t:t-'.kw'x'3$xxw-az'* y;r.t.v.x.-.r,.:.-jp ẇjj'sj. A. *4 g '-t'4,t''e.. xj,?,.w 4cntl%l R E : Q k U T I0 N See No OF THE BOARD OF SUPERVISORS OF THE COUNTY OF NEVADA (A RESOLUTION AUTHORIZING THE EXECUTION OF A CONTRACT OR AGREEMENT) BE IT HEREBY RESOLVED by theboard ofsupervisors,of thecounty ofnevada, State of California,thatthe Chairman ofthe Board ofsupervisors be and he is hereby authorizedtoexecute,onbehalf ofthecountyof Nevada,thatcertain Standard Form Mental Hea1th Services Contract dated the 1st day of July and between said County and Anita Guinn,dba Medscript Medical Transcription Service Pertaining to Zodical transcription services in themaximum amount of $ Purchasing agent is directed to establish blanket order P7826 in the amount of $9,900 for F/Y 1997/98. Funds to be disbursed from Q/52150, PASSED AND ADOPTED by the Board of Supervisors cf the County of Nevada at a regular meeting of said Board.held on the 12th day of Auqust, 1997, by the fo11ow1ng vote of said Board: Ayes: supervisors Peter van Zant, Karen Knecht: Fran Grattan,Rene Antonson,Sam Dardlck. Noes: Ncne. ATTEST; Absent: None. CATHY R.THOMPSON Ab stcin: None. Clerko - Bocrd o per-vi-sr A. fb y f ' *--<- - W XW w g Choirmon DATE COPIESSENT T Menta.Hea1th ;k ' A-c General Services Anita Guinn

2 c*v STANDARD FORM MENTAL HEALTH SERVICES CONTRACT COUNTY OF NEVADA THIS AGREEMZNT is made and entered into this 1st day of July, 1997 by and between the COUNTY OF NEVADA, hereinafter referred to as HCounty' and ANITA GUINN, DBA MEDSCRIPT MEDICAL TRANSCRIPTION SERVICE, hereinafter referred to as 'Contractorn. RECITALS: WHEREASP County desires to retain a person or firm to provide the following services: TRKNSCRIPTION OF MEDICAL RECORDS DICTATION; and WHEREAS, Contractor warrants that to render the aforesaid services. is qualified and agreeable NOW, THEREFORE, for and in consideration of the agreement made, and the payments to be made by County, the parties agree to the following: 1. SCOPE OF #ERYTCES: Contractor agrees to provide a1l of the Exhibit 'A ' attached hereto and by this hereof. 2. ADDITIONAL SERVICES: services described in reference made a part The County may desire services to be performed which are relevant to this Contract but have not been included in the scope of the services listed in Paragraph 1 above, and Contractor agrees to perform said services upon the written request of County. These additional services could include, but are not limited to ( work resulting from substantial changes ordered by the County in the nature or extent of the medical transcription. 3. COUNTY FURNISHED SERVICES: The County agrees Make provisions for the Contractor to enter upon premises to pick up dictated diskettes. B. Make available al1 pertinent medical dictation on çassettes. 4. FEES: The fees for furnishing services under this Contract shall be based on the rate schedule which is attached hereto as Exhibit 'B ' and by this reference incorporated herein. Said fees shall remain in effect for the entire term of the contract. medscrip.agr :6/17/:7

3 5. MAXIMUM COST TO COUNTY: In no event will the cost to County for provided herein exceed the maximum sum of direct non-salary expenses. 6. PAYMENT: the services to be $9,900.00, including The fees for services under this Contract shall be due each month within thirty (30) calendar days after receipt by County of an invoice covering the servicets) rendered to date. With respect to any additional services provided under this Contract as specified in Paragraph 2 hereof, Contractor shall not be paid unless Contractor has received written authorization from County for the additional services prior to incurring the costs associated therewith. Said additional services shall be charged at the rate set forth on Exhibit HBH. The source of funding by the County for this work shall be: / INSURANCE: The Contractor shall maintain a professional liability/malpractice insurance policy in the amount of Five Hundred Thousand Dollars ($500,000.00). Where the services to be provided under this Contract involve or require the use of any type of vehicle by Contractor in order to perform said services, Contractor shall also provide comprehensive automobile liability coverage in the amount of Three Hundred Thousand Dollars ($300,000.00). If Contractor does not use any vehicle to perform services under this contractr Contractor shall submit a letter to the Director of County's Mental Hea1th Department to that effect. Said policies shall remain in force through the life of this Contract and shall be payable on a 'per occurrence' basis unless County specifically consents to a Hclaims made' basis. If the County does consent to 'claim made' coverage, Contractor shall purchase 5 years of 'tail' coverage in the event that Contractor changes insurance carriers during the term of this contract or for one year thereafter. Proof of such 'tail' coverage shall be required at any time during the term of this contract that Contractor changes to a new carrier prior to receipt of any payments due. The County shall be named as an insured on the general liability and professional liability/malpractice policies. The insurer shall supply a certificate of insurance with endorsements signed by the insurer evidencing such insurance to County prior to commencement of work, and said certificate with endorsement shall provide for thirty (30) day advance notice to County of any termination or reduction in coverage. Nothing herein shall be construed as a limitation of Contractor's liability, and Contractor shall indemnify and hold the County harmless and defend the County against any and al1 claims, damages, losses and expense that may arise by reason of the medscrip.agr 2 06/17/97

4 Contractor's negligent actions or omissions. County agrees to timely notify Contractor of any negligence claim. 8. WOQKER'S COMPENSATION: The Contractor acknowledges that it is aware of the provisions of the Labor Code of the State of California which require every employer to be insured against liability for worker's compensation or to undertake self-insurance in accordance with the provisions of that Code, and it certifies that it will comply with such provisions before commencing the performance of the work of this Contract. If Contractor has employeesw a copy of the certificates evidencing such insurance shall be provided to County prior to commencement of work. If Contractor has no employees, Contractor shall submit a written statement of that fact to the Director of County's Mental Health Department. NONDISCRIMINATORY EMPLOYMENT: In connection with the execution of this Contract, the Contractor shall not discriminate against any employee or applicant for employment because of race, color, religion, age, sex, national origin, political affiliation, ancestry, marital status or disability. This policy does not require the employment of unqualified persons. 10. SUBCONTRACTING: The Contractor may subcontract transcription services when there is more to be done than she can personnally handle within the stated time lines. However, any work completed by a subcontractor shall be reviewed by Contractor, and Contractor shall be completely responsible for transcribed records as if she conducted the transcription herself. 11. ASSIJNMENT: The rights, responsibilities and duties under this Contract are personal to the Contractor and may not be transferred or assigned without the express prior written consent of the County. 12. LICENSING AND PERMITS: The Contractor shall maintain the appropriate licenses throughout the life of this Contract. Contractor shall also obtain any and all permits which might be reguired by the work to be performed herein. 13. BOOKS OF RECORD AND AUDIT PROVISION: Contractor shall maintain on a current basis books and records relating to this Contract which provide a detailed audit trail for al1 services provided under this contract. Contractor shall permit Countyr its designee and/or the State Department of Mental Hea1th to audit al1 books and records relating to this contract. medscrip.agr 06/17/97

5 Any audit may be conducted on Contractor's premises or at County's option, on County's premises. Contractor shall provide all books and records within a maximum of fifteen (15) working days upon receipt of written notice from County. Contractor shall refund any moneys erroneously charged. If County ascertains that it has been billed erroneously by Contractor for an amount equaling 5 percent or more of the original bid, Contractor shall be liable for the costs of the audit in addition to any other penalty to be imposed. 14. TIME OF AGREEMZNT: This Agreement shall commence on July 1, 1997 and shall continue until terminated by either party. The Director of the Department of Mental Hea1th shall review the contract annually to determine if services should be continued. Time is of the essence with respect to this Contract. Failure to meet any deadline herein will result in the assessment of liquidated damages in accordance with the section entitled 'Liquidated Damagesï' below. 15. LIQUIDATED DAMXGES: The County and Contractor agree that the damages to the County on the account of any delays in performing said Contract within the time limits contained herein are impracticable and difficult to ascertain and assess, andz therefore, it is agreed by and between these parties that the County shall have the right to assess as liquidated damages, but not as a penalty a sum equal to any fine or disallowed expense established by a funding agencyz i.e. granting agency or the State or Federal government upon audit for failure to make timely submittals, if the Contractor fails to comply with the time limits as established herein, or as may hereafter be modified in writing by the parties. Such damages shall only be paid by Contractor to County if the delay is a result of the failure of Contractor to perform on its part and not occasioned by the County or any State or Federal agency. As a condition precedent to ascertaining that any delay is not its faultz Contractor shall promptly notify County of any delay by County, its other consultants, contractors and/or other agencies. Such notice shall be given by phone and promptly followed by a written explanation of the nature of the delay. Should any delay be found not to be the responsibility of the Contractor, then the total time for Contractor's performance shall be extended by an equal number of days with liquidated damages occurring thereafter. 16. TITLE: It is understood that any and al1 documents, information and reports concerning this contract prepared by and/or submitted to the Contractor, shall be the #roperty of the County. The Contractor may retain reproducible copies. In the event of the termination of this Contract, for any reason whatsoeverz medscrip.agr 4 :6/17/97

6 Contractor shall promptly turn over a1l information, writing and documents to County without exception or reservation. 17. TERMINATION: A. If the Contractor fails to provide in any manner the services required under this Contract or otherwise fails to comply with the terms of this Contract or violates any ordinance, regulation or other 1aw which applies to its performance herein, the County may terminate this Contract by giving five (5) calendar days written notice to the party involved. B. The Contractor shall be excused for failure to perform services herein if such services are prevented by acts of God, strikes, labor disputes or other forces over which the Contractor has no control. C. Either party hereto may terminate this Contract for any reason by giving thirty (30) calendar days written notice to the other parties. Notice of termination shall be by written notice to the other parties and be sent by registered mail. In the event of termination not the fault of the Contractor, the Contractor shall be paid for services performed to the date of termination in accordance with the terms of this Contract. 18. RELATION/HIP BETWEEN THE PARTIES: is expressly understood that in the performances of the services herein: the Contractor, and the agents and employees thereof, shall act in an independent capacity and as an independent contractor and not as officers, employees or agents of the County. AMENDMENT: This Contract may be amended or modified only by written agreement of all parties. ASMIRNMEFT OF PERSONNEL: The Contractor shall not substitute any personnel for those specifically named in its proposal or this contract unless personnel with substantially equal or better qualifications and experience are providedz acceptable to County, as is evidenced in writing. medscrip.agr 5 06/17/97

7 21. JURISDICTION AND VENUE: This Contract shall be construed in accordance with the laws of the State of California and the parties hereto agree'that venue shall be in Nevada County, California. 22. INDMMFIFICATION: Contractor agrees to indemnify, defend, and hold County harmless from any and al1 liabilities which it may incur as a consequence of this Contract and from any and a1l claims and losses to anyone who may be injured or damaged by reason of Contractor's willful misconduct or negligent performance of this Contract. 23. COMPLIANCE WITH APPLInARLE LKWS: The Contractor shall comply with any and all federal, state and local laws affecting the services covered by this Contract. 24. NOTICES: Notices shall be given County at the following location: Director of the Department of Mental Hea1th CODNTY OF NEVADA MENTAL HEALTH DEPARTMENT Willow Valley Road, Suite A Nevada City, CA Notices shall be given to Contractor at the following address: Medscript Medical Transcription Service Nottingham Lane Grass Valley, CA medscrip.agr 6 06/17/97

8 IN WITNESS WHEREOF, the parties hereunto have executed this Contract on the date first above written. ATTEST: By:..-''- C er o the Boar APPROVED BY COUNTY OF NEVADA: C yl Chair an, Board of Supervisors or Purchasing Agent APPROVED AS TO FORM: COUNTY DNSEL '?i!j - j,'/'.,,?jk/'-'1'1 t' 3-3:23... '.'.ṣ. '?'i:):,-. jqj gs 1 By:.. ë /jty,x ṭ CONTRACTOR: /.,. y,*. jb y: V ' Name: Anita Guinn DB Medscript Medical Transcription Service Federal Tax I.D.# Telephone No. (916) medscrip.agr 06/17/97

9 EXHIBIT A SCOPE OF SERVICES ANITA GUINN, DBA MEDSCRIPT MEDICAL TRANSCRIPTION SERVICE Contractor shall transcribe medical records dictation. Contractor agrees to follow the rules of confidentiality concerning medical records, maintaining these records in the strictest confidence as per state 1aw and in accordance with the California Welfare and Institutions Code, Division 5 - Community Mental Health Services Act, Part 12 - The Lanterman-petris-short Act, Chapter 2, Article 7, Sections 5328 through 5331, the Code of Federal Regulations, Title 45, Section Contractor shall pick up cassettes and copy of Doctor's Event Slip containing dictated records when notified by County Medical Records Technician. Contractor shall transcribe cassette on a personal computer using County's format. Contractor shall copy transcription onto diskette for printing at County's printer. Contractor shall deliver transcribed diskette to County within 3 days of pick up date. Contractor shall return cassettes, Doctorïs Event Slips, and itemized list of transcription contained on each diskette. Contractor shall also identify any areas, on cassettes, which are unclear or not audible, and can not be transcribed.

10 EXHIBIT B COMPENSATION ANITA GUINN, DBA MEDSCRIPT MEDICAL TRANSCRIPTION SERVICE In no event will the cost to County for the services to be provided herein exceed the maximum sum of Nine Thousand Nine Hundred Dollars ($9,900.00). Contractor shall bill at the rate of $.14 (Fourteen Cents) per line. All lines with typing will be counted. Contractor shall submit monthly invoices. Each invoice shall contain the number of lines transcribed by doctor and date of dictation. Contractor shall submit a separate list to the County Mental Health Department which will identify client name, date of service and transcription date. Because of confidentiality, this list shall remain at the County Mental Health Department. revised 7/97