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Backup Documents 06/22/2021 Item #16E 1 ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLIP E TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGNATURE Print on pink paper. Attach to original document. The completed routing slip and original documents are to be forwarded to the County Attorney Office at the time the item is placed on the agenda. All completed routing slips and original documents must be received in the County Attorney Office no later than Monday preceding the Board meeting. **NEW** ROUTING SLIP Complete routing lines#1 through#2 as appropriate for additional signatures,dates,and/or information needed. If the document is already complete with the exception of the Chairman's signature,draw a line through routing lines#1 through#2,complete the checklist,and forward to the County Attorney Office. Route to Addressee(s) (List in routing order) Office Initials Date 1. Risk Risk Management (Jz f z( 2. County Attorney Office County Attorney Office wl 6/.2-viz(_ 4. BCC Office Board of County R1- (j Commissioners .J4 c ( (Q - A 4. Minutes and Records Clerk of Court's Office 5. Procurement Services Procurement Services 74" PRIMARY CONTACT INFORMATION Normally the primary contact is the person who created/prepared the Executive Summary. Primary contact information is needed in the event one of the addressees above,may need to contact staff for additional or missing information. Name of Primary Staff Jessica Suarez/PURCHASING Contact Information 239-252-8407 Contact/ Department Agenda Date Item was June 22nd'2021 Agenda Item Number 16.E.1 Approved by the BCC Type of Document AGREEMENT Number of Original 1 Attached Documents Attached PO number or account N/A 21-021-NS PUBLIC number if document is PUBLIC CONSULTING to be recorded CONSULTING GROUP, LLC GROUP, LLC INSTRUCTIONS & CHECKLIST Initial the Yes column or mark"N/A"in the Not Applicable column,whichever is Yes N/A(Not appropriate. (Initial) Applicable) 1. Does the document require the chairman's original signature STAMP OK N/A 2. Does the document need to be sent to another agency for additional signatures? If yes, N/A provide the Contact Information(Name;Agency;Address;Phone)on an attached sheet. 3. Original document has been signed/initialed for legal sufficiency. (All documents to be JS signed by the Chairman,with the exception of most letters,must be reviewed and signed by the Office of the County Attorney. 4. All handwritten strike-through and revisions have been initialed by the County Attorney's N/A Office and all other parties except the BCC Chairman and the Clerk to the Board 5. The Chairman's signature line date has been entered as the date of BCC approval of the JS document or the final negotiated contract date whichever is applicable. 6. "Sign here"tabs are placed on the appropriate pages indicating where the Chairman's JS signature and initials are required. 7. In most cases(some contracts are an exception),the original document and this routing slip N/A should be provided to the County Attorney Office at the time the item is input into SIRE. Some documents are time sensitive and require forwarding to Tallahassee within a certain time frame or the BCC's actions are nullified. Be aware of your deadlines! 8. The document was approved by the BCC on 06/22/2021 and all changes made during N/A is not the meeting have been incorporated in the attached document. The County .1 an option for Attorney's Office has reviewed the changes,if applicable. this line. 9. Initials of attorney verifying that the attached document is the version approved by the MtEspot BCC,all changes directed by the BCC have been made, and the document is ready for the \ an option for Chairman's signature. N psaO 1 lialsodanagement ligPUBLIC 16 E 1 CONSULTING GROUP Solutions that Matter. Collier County EMS-/3OCC PEMT Program Cost Reporting Services Collier County Agreement#21-021-NS CONTRACTOR AGREEMENT This Agreement("AGREEMENT") is entered into by and between Collier County Board of County Com- missioners, do Collier County EMS ("COUNTY") and Public Consulting Group LLC ("PCG" or"CON- TRACTOR") a Foreign Limited Liability Company, as of 021rIa day of JIiCsee, , 2021 ("Effective Date"). WHEREAS,The Centers for Medicare and Medicaid Services(CMS)allows states to establish alternative payment methodologies for certain classes of providers, including ambulance providers, and WHEREAS, CONTRACTOR possesses professional skills that can assist COUNTY in analyzing and re- porting costs to secure"supplemental payments", and WHEREAS, COUNTY wishes to engage CONTRACTOR as an independent contractor to perform pro- fessional services in connection with this initiative; THEREFORE, for good and valuable consideration,the receipt and adequacy of which is acknowledged, COUNTY and CONTRACTOR hereby agree as follows: 1. Description of Services CONTRACTOR will provide the professional services assigned by COUNTY and more fully de- scribed in Attachment A (the "Contracted Services"). CONTRACTOR acknowledges and agrees that time is of the essence in the value of the Contracted Services, and shall render such Contracted Services in a prompt and diligent manner. 2. Term Unless terminated earlier,this Agreement shall be for a three(3)year term beginning on the Effec- tive Date.CONTRACTOR will commence performance for Contracted Services under this Agree- ment and will complete performance until additional Medicaid revenues are generated and received for the service periods outlined in Attachment A and Attachment B. Unless otherwise specified by COUNTY in writing, CONTRACTOR will provide the Contracted Services for the full duration of this AGREEMENT. CONTRACTOR and COUNTY acknowledge that the program services described in Attachments A and B are dependent on receiving state and federal program approval, and it may be necessary to extend the term of this AGREEMENT to receive additional incremental revenues. 3. Compensation a. COUNTY will compensate CONTRACTOR pursuant to the provisions contained in At- tachment B and this Section 3, and will not pay CONTRACTOR any other benefits, ex- penses, or compensation. The compensation arrangement may be changed by written agreement of the parties. b. COUNTY will compensate CONTRACTOR upon receipt of a proper invoice and in com- pliance with Chapter 218, Fla. Stats., otherwise known as the"Local Government Prompt Payment Act." CONTRACTOR shall submit billing statements directly to the COUNTY Page I C4 IiigPUBLIC i b E 1 CONSULTING GROUP Solutions that Matter Collier County EMS-BOCC PE,ti1T Program Cost Reporting Services Contact Person identified in Section 5. Payment by COUNTY will be conditioned upon CONTRACTOR's performance of the Contracted Services to the reasonable satisfaction of COUNTY. c. Upon termination of this AGREEMENT,other than termination for cause under Section 4, CONTRACTOR will be entitled to receive compensation for Contracted Services satisfac- torily provided prior to the effective date of termination. d. This Section and all terms concerning compensation paid by COUNTY to CONTRACTOR shall survive the termination or expiration of this AGREEMENT. 4. Termination This AGREEMENT may be terminated immediately by either party following a material breach of this AGREEMENT and a failure to cure such breach within a reasonable period not to exceed ten (10) business days. The County may terminate this Agreement for convenience with a thirty (30) day written notice. 5. Notices and Contact Persons Any notices, requests, consents and other communications hereunder shall be in writing and shall be effective either when delivered personally to the party for whom intended, e-mailed with an acknowledgment of receipt, or five days following deposit of the same into the United States mail (certified mail, return receipt requested, or first class postage prepaid), addressed to such party at the address set forth below,who shall serve as Contact Persons unless replaced by a party by written notice to the other party: For COUNTY: Erin Cook Accounting Supervisor 8075 Lely Cultural Parkway Suite 267 Naples,FL 34113 Erin.Cook@colliercountyfl.gov For CONTRACTOR: Alissa Narode Senior Consultant 110 Washington Ave, Suite 1720 Albany,NY 12210 (518)375-2461 anarode@pcgus.com 6. Approval of Contracted Services The Contracted Services performed by CONTRACTOR are subject to acceptance by COUNTY, which acceptance shall not be withheld unreasonably. Page 2 c9(3 liNIPUBLIC i 6 E 1 " CONSULTING GROUP Solutions that Matter Collier County EMS-BOCC PEMT Program Cost Reporting Services 7. CONTRACTOR Representation CONTRACTOR represents that it is not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in transactions by any federal, state, or local governmental authority. CONTRACTOR shall immediately notify COUNTY regarding the circumstances if this representation becomes no longer accurate during the term of this AGREE- MENT. 8. Standards of Conduct CONTRACTOR shall comply with all applicable laws, rules, regulations, and standards of ethical conduct, including those relating specifically to the performance of the Contracted Services under this AGREEMENT. 9. Relationship of the Parties a. The parties agree that CONTRACTOR is an independent contractor,and that neither it nor any of its employees is an employee of COUNTY. b. CONTRACTOR shall secure and maintain all insurance,licenses,and/or permits necessary to perform the Contracted Services.CONTRACTOR shall pay all applicable state and fed- eral taxes including unemployment insurance, social security taxes, and state and federal withholding taxes. CONTRACTOR understands that neither it nor its employees will be eligible for benefits or privileges provided by COUNTY to its employees. COUNTY will deliver to CONTRACTOR statements of income at the end of each tax year consistent with its independent contractor status. c. Except as may be otherwise provided in this Agreement, CONTRACTOR has complete and exclusive authority over the means and methods of performing the Contracted Ser- vices, need not adhere to policies and procedures applicable to COUNTY employees, and may perform the Contracted Services according to its own schedule at its own offices or at any other location. CONTRACTOR shall hire its own employees, use its own tools and equipment, and purchase its own supplies. d. CONTRACTOR has no authority to and shall not purport to bind, represent, or speak for COUNTY or otherwise incur any obligation on behalf of COUNTY for any purpose unless expressly authorized by COUNTY. 10. Record Maintenance With respect to all records of any kind that PCG acquires or creates for purposes of performing the Contracted Services,PCG shall not knowingly destroy records that are required to be preserved by law and shall maintain project records in an orderly manner. 11. Insurance CONTRACTOR shall maintain during the term of this AGREEMENT appropriate insurance as will protect both COUNTY and CONTRACTOR from claims that may arise from CONTRAC- TOR'S performance of the Contracted Services as follows: Page 3 C`g0, PUBLIC 16 E 1 CONSULTING GROUP Solutions that Matter Collier County EMS-1JOCC PI<M7'Program Cost Reporting Services a) Commercial General Liability: $1,000,000 Single limit per Occurrence, $2,000 Aggregate for Bodily Injury Liability and Property Damage Liability. This shall include Premises and Oper- ations; Independent Contractors; Products and Completed Operations and Contractual Liabil- ity. b) Worker's Compensation: Statutory Limits of Florida Statutes, Chapter 440 and all Federal Government Statutory Limits and Requirements c) Employer Liability $500,000 single limit per Occurrence. d) Professional Liability: $1,000,000 per claim and in the Aggregate $2,000,000. e) Cyber Risk: $1,000 Per Occurrence. Vendor shall ensure that all subcontractors comply with the same insurance requirements that he is re- quired to meet. The same Vendor shall provide County with certificates of insurance meeting the re- quired insurance provisions. Collier County must be named as "ADDITIONAL INSURED" on the Insurance Certificate for Com- mercial General Liability where required. This insurance shall be primary and non-contributory with respect to any other insurance maintained by, or available for the benefit of,the Additional Insured and the Vendor's policy shall be endorsed accordingly. The Certificate Holder shall be named as Collier County Board of County Commissioners. The Cer- tificates of Insurance must state the Contract Number, or Project Number, or specific Project descrip- tion, or must read: For any and all work performed on behalf of Collier County. 12. Assignments and Subcontracts CONTRACTOR may neither assign nor further subcontract its obligations under this AGREE- MENT to any other entity without the prior written consent of COUNTY. 13. Proprietary or Confidential Information For purposes of fulfilling its obligations under this Agreement,one party("Disclosing Party")may convey to the other party("Receiving Party")information that is considered proprietary and confi- dential to the Disclosing Party. a. "Proprietary or Confidential Information" is defined as information — including but not limited to trade secrets, strategies, financial information, sales information, pricing infor- mation, strategies, processes, policies, procedures, operational techniques, software, and intellectual property--that(i)has not previously been published or otherwise disclosed by the Disclosing Party to the general public, (ii) has not previously been available to the Receiving Party or others without confidentiality restrictions, or (iii) is not normally fur- nished to others without compensation, and which the Disclosing Party wishes to protect against unrestricted disclosure or competitive use. Proprietary or Confidential Information does not include information that, without a breach of this Agreement, is developed inde- pendently by the Receiving Party, or that is lawfully known by the Receiving Party and received from a source that was entitled to have the information and was not bound to the Disclosing Party by any confidentiality requirement. Page 4 liPUBLIC 16 E 1 CONSULTING GROUP Solutions that Ma,t, - Collier County EMS-BOCC PEJIIT Program Cost Reporting Services b. The Receiving Party shall hold Proprietary or Confidential Information in strict confidence, in perpetuity, and shall use and disclose such information to its employees only for pur- poses of this Agreement and the Contracted Services. c. The Receiving Party shall not divulge any such Proprietary or Confidential Information to any employee who is not working on matters relating to this Agreement and the Contracted Services,without the prior written consent of the Disclosing Party. d. The Receiving Party shall use at least the same standard of care for protecting Proprietary or Confidential Information that it uses to prevent disclosure of its own proprietary or con- fidential information, but in no case less than reasonable care. e. Nothing in this Agreement prohibits the Receiving Party from disclosing Proprietary or Confidential Information pursuant to a lawful order of a court or government agency, but only to the extent of such order,and only if the Receiving Party gives immediate notice of such order to the Disclosing Party in order that the Disclosing Party may seek a protective order or take other action to protect the information that was ordered to be disclosed. f. Rights and obligations under this Agreement shall take precedence over specific legends or statements that may be associated with Proprietary or Confidential Information when received. g. The parties agree that the Disclosing Party would suffer irreparable harm hereunder if Pro- prietary or Confidential Information were improperly released,conveyed,or transferred by a Receiving Party, and that in such situation the Disclosing Party shall be entitled to, in addition of any other remedies,the entry of injunctive relief and specific performance. h. Confidentiality of information contained in this Agreement is subject to the requirements of the Florida Public Records Act, Chapter 119, Fla. Stat., and the Florida Sunshine Law, Chapter 286,Fla. Stat. i. Upon termination of this Agreement, each party shall cease use of Proprietary or Confi- dential Information received from the other party. At the request of the Disclosing Party, the Receiving Party shall promptly destroy all physical copies of such information in its possession, custody, or control and shall furnish the Disclosing Party with written certifi- cation of such destruction within thirty (30) days of such request. Alternatively, if the Disclosing Party fails to provide such a written request to the Receiving Party within ten (10) days of the termination of this Agreement, the Receiving Party shall return all such physical copies of such information to the Disclosing Party. If return is not practicable, the Receiving Party shall so notify the Disclosing Party and shall keep such information secure and confidential in perpetuity. 14. Intellectual Property a. Neither party makes any representation or warranty as to the accuracy or completeness of its Proprietary or Confidential Information disclosed under this Agreement. Page 5 CAO ligPUBLIC i 6 E i CONSULTING GROUP Solutions that Matter Collier County EMS-BOCC P1117'Program Cost Reporting,Services b. CONTRACTOR guarantees that its use or creation of any intellectual property under this Agreement does not infringe upon the intellectual property rights of any third party. 14. Conflicts; No Raiding Agreement a. During the term of this AGREEMENT and for one year thereafter, each party shall not, without the prior written consent, knowingly solicit or offer employment to employees of the other party. This clause is not intended to restrict any individual's right of employment but rather is intended to preserve the relationship intended under this AGREEMENT and to prevent the parties from actively recruiting the employees of the other party. b. The parties understand that CONTRACTOR is not required to perform the Contracted Ser- vices on a full-time basis for COUNTY and may perform services for other individuals and organizations consistent with the limitations in this AGREEMENT. 15. Media Communications Except as specifically authorized by COUNTY, CONTRACTOR shall not communicate with the news media concerning COUNTY or the Contracted Services. 16. Waiver The failure of a party to enforce a provision of this AGREEMENT shall not constitute a waiver with respect to that provision or any other provision of this AGREEMENT. 17. Entire Agreement This AGREEMENT(including the attachments)constitutes the entire agreement between the par- ties with respect to the subject matter of the Contracted Services, and supersedes all prior agree- ments and understandings, both written and oral between CONTRACTOR and COUNTY. Not- withstanding the foregoing, any separate written agreement between the parties regarding the con- fidentiality and security of information exchanged or used by the parties for purposes of this AGREEMENT shall be effective unless and until it is specifically terminated. 18. Amendment This AGREEMENT may be amended only by written agreement of the parties, signed by author- ized representatives and referencing this AGREEMENT. 19. Severability If any provision in this AGREEMENT is found by a court of competent jurisdiction to be invalid or unenforceable, the remaining provisions in this AGREEMENT shall continue in full force and effect. 20. Applicable Law The parties agree that this AGREEMENT is governed by the laws of the State of Florida. The parties also consent to jurisdiction in the courts of the State of Florida and agree that such courts shall have exclusive jurisdiction over the enforcement of this AGREEMENT. Further, the parties acknowledge that Collier County, Florida is a place where performance of certain terms of this AGREEMENT shall occur.Therefore,the parties agree that venue for any court action or proceed- ing arising out or relating to this AGREEMENT shall be in the State's courts located in Collier County, Florida. Page 6 Cie NIPUBLIC 16 E i CONSULTING GROUP Solutions that Matter Collier County EMS-ROCC PEMT Program Cost Reporting Services 21. Miscellaneous a. EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, PCG DOES NOT MAKE ANY WARRANTY WITH RESPECT TO THE CONTRACTED SERVICES, WHETHER EXPRESS OR IMPLIED, AND SPECIFICALLY DISCLAIMS ANY IM- PLIED WARRANTIES, WHETHER OF MERCHANTABILITY, SUITABILITY, FIT- NESS FOR A PARTICULAR PURPOSE,OR OTHERWISE FOR SAID CONTRACTED SERVICES. b. NEITHER PARTY SHALL BE LIABLE TO THE OTHER ANY INCIDENTAL, INDI- RECT, SPECIAL,PUNITIVE OR CONSEQUENTIAL DAMAGES,INCLUDING,BUT NOT LIMITED TO, SUCH DAMAGES ARISING FROM ANY TYPE OR MANNER OF COMMERCIAL, BUSINESS, OR FINANCIAL LOSS, EVEN IF THE OTHER PARTY HAD ACTUAL OR CONSTRUCTIVE KNOWLEDGE OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE. c. The parties agree that the terms of this Agreement result from negotiations between them. This Agreement will not be construed in favor of or against either party by reason of au- thorship. d. Neither party shall be responsible for delays or failures in performance resulting from acts of God, acts of civil or military authority, terrorism, fire, flood, strikes, war, epidemics, pandemics,shortage of power,or other acts or causes reasonably beyond the control of that party. The party experiencing the force majeure event agrees to give the other party notice promptly following the occurrence of a force majeure event, and to use diligent efforts to re-commence performance as promptly as commercially practicable. e. The captions and headings in this Agreement are for convenience only and are not intended to, and shall not be construed to, limit, enlarge, or affect the scope or intent of this Agree- ment. nor the meaning of any provisions hereof. f. Each party represents that: (1)it has the authority to enter into this Agreement; and(2)that the individual signing this Agreement on its behalf is authorized to do so. 22. Supplemental Terms and Conditions a. Indemnification is subject to the limitation set forth in Section 768.28,Fla. Stat. b. Collier County, Florida as a political subdivision of the State of Florida is exempt from the payment of Florida sales tax to its Contractors under Chapter 212,Florida Statutes, Certif- icate of Exemption #85-8015966531C-1. c. Public Entity Crime: By its execution of this Agreement, CONTRACTOR acknowledges to comply with the terms of Section 287.133 of the Florida Statutes and inform COUNTY of the conviction of a public entity crime. Page 7 f~9®1 PUBLIC 16 E 1 CONSULTING GROUP Solutions that.Mar..py Collier County I MS-BOC'C PEMT Program Cost Reporting Services d. Threshold: By execution of this Agreement, CONTRACTOR and COUNTY agree that services acquired under this Agreement shall not exceed Two Hundred Thousand Dollars ($200,000)per County fiscal year(October 1 St thru September 30th). This amount is not to be construed as a minimum or maximum guarantee agreement value. e. Non-Appropriation: It is further understood and agreed by and between the parties herein that this agreement is subject to appropriation by the Board of County Commissioners of Collier County, Florida. (SIGNATURE PAGE TO FOLLOW) Page 8 C,40 PUBLIC i 6 E i CONSULTING GROUP lig Solutions that Matter Collier County EMS-BOCC PEfT Program Cost Reporting Services IN WITNESS WHEREOF,the parties have executed this Agreement as of the Effective Date written above. ATTEST: Crystal K. Kinzel, Clerk of Courts & BOARD OF COUNTY COMMISSIONERS Comptroller COLLIER COUNTY, FLORIDA By; 14-6C- . y: a: ;4 a P NNY TAY R, Chair Dated.. ' (SEAL" '•t �. , t as tq, h i . an s r a 't'tgl tUtVdl : CONTRACTOR: Public Consulting Gro LLC Contractor's Witnesses: C,_por\x.,\ , ALAN 6 171 lao iBy. First Wit �ess Signature \ P'cvv.\`\ `- . C.\(\V\P-0`DOM e✓ TTy /print witness et TType/print signature and idT Secon Witn ess 5 I 2 (I-Oral TrP1/1/ Date TType/print witness nameT ro as to F an egality: Item# • eputy County Attorney Date ‘t--4 it- 2 --7-... , L____ ,�r�L 1 Print Name Date 0 Reed/ -------- l eputy Clerk % 11' Page 9 5 qt..) iiiigPUBLIC CONSULTING GROUP 1 6 E 1 Solutions that Matter Collier Count,EMS-BOCC PE,41T'Program Cost Reporting Services ATTACHMENT A CONTRACTED SERVICES For Public Emergency Medical Transportation (PEMT) Program A. CONTRACTOR shall be familiar with the PEMT Program in the State of Florida and all the rules, regulations and requirements associated with the Program. B. CONTRACTOR shall have the knowledge, skills, and ability to fully complete the required cost reports to the Agency for Health Care Administration (AHCA)within the time frame prescribed by the AHCA. C. CONTRACTOR shall have knowledge of the data and cost reporting principles specified in Chap- ter 401, Florida Statutes. D. CONTRACTOR shall have knowledge and experience in the completion of all ten(10) Schedules as required by the Program. E. COUNTY will provide CONTRACTOR with all of the required data needed to complete the Schedules; however,CONTRACTOR is responsible for accurate completion of the Schedules. F. CONTRACTOR shall be able to accept from COUNTY, in electronic submission form, all infor- mation via a secure connection in accordance with the Health Insurance Portability and Accounta- bility Act(HIPAA). G. If the completed cost report is rejected by the AHCA, CONTRACTOR shall work with COUNTY to make the necessary corrections and/or modifications and resubmit the report before the required filing deadline. H. CONTRACTOR shall keep COUNTY informed of all updates relating to managed care and esti- mate the impact of future changes in managed care reimbursement. I. CONTRACTOR shall support COUNTY in establishing the legal and operational ground to par- ticipate in the Managed Care program. J. CONTRACTOR shall draft supporting documentation and flow processes for presentation to COUNTY and assist with messaging and review presentations for governmental relationship staff as needed. K. CONTRACTOR shall provide guidance and support to enter into contracts with Managed Care Organizations. Page 10 90 PUBLIC ! 6 E 1 CONSULTING GROUP Solutions that Matter Collier County EMS-BOCC l'Eti1T Program Cost Reporting Services L. CONTRACTOR shall be familiar with the Managed Care program in the State of Florida and all the rules, regulations and managed care reporting requirements. M. CONTRACTOR shall monitor claims and cash flows of Managed Care program to ensure COUNTY receives appropriate benefit from the program and has met documentation needs. N. CONTRACTOR agrees to receive compensation for Contracted Services on a contingency fee ba- sis. This compensation will be based on payments received by COUNTY under the PEMT Pro- gram. O. If, as a result of an audit by the ACHA, a refund is required by COUNTY, CONTRACTOR agrees to return the portion of the compensation fee that was paid on the amount being refunded. Page I l r`9O PUBLIC 16 E 1 CONSULTING GROUP Solutions that Matter" Collier County EMS-BOCC PEW'Program Cost Reporting Services ATTACHMENT B COMPENSATION and TERM CONTRACTOR has outlined a contingency fee structure associated with incremental revenues received from the EMS CPE program as described in Attachment A. Notwithstanding the term stated in Section 2 of the AGREEMENT, the AGREEMENT will remain in effect until payments are received in full as a result of the revenue maximization efforts, regardless of the time required to obtain additional revenues. For example, if a program is authorized and in operation for state fiscal year 2021,but additional revenues are not realized until fiscal year 2022, the AGREEMENT will remain in effect for the sole purpose until funds are realized and the CONTRACTOR is paid all fees due in accordance with the fee structure described below. All revenue due COUNTY from the Florida PEMT shall be paid in full directly to COUNTY from the payer. After payment is received in full from the payer, in consideration of the professional services to be performed for PEMT under this Agreement, COUNTY shall pay CONTRACTOR for services performed as outlined in Attachment A,a fee of Fifteen percent(15%)based on the payments received by COUNTY under the PEMT Program. CONTRACTOR will not receive any compensation until the Medicaid FFS or Medicaid MCO incremental revenues are received by COUNTY.All incremental revenue realized by COUNTY from the supplemental payment program for EMS shall be paid in full directly from the State of Florida to COUNTY.CONTRAC- TOR will invoice and receive revenue upon the receipt of revenue received by COUNTY for either initia- tive,meaning revenue does not have to be generated for both Medicaid FFS and Medicaid MCO programs, rather revenue simply needs to be generated for either initiative to allow the CONTRACTOR to generate invoices. CONTRACTOR will invoice COUNTY based on the supplemental payments amounts within 45 days of receipt of funds by COUNTY. This AGREEMENT can be extended at the mutual consent of both parties through written notification and execution of an amendment. Page 12 16E1 AcGR o® CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) 4/27/2021 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Courtney Crtne Mitchell NAME: y Hays Companies Inc. PHONE FAX IA/C.No.Ext): _(A/C,No): 133 Federal Street, 4th Floor E-MAIL S: cmitchell@hayscompanies.cora ADDRES INSURER(S)AFFORDING COVERAGE NAIC# Boston MA 02110 INSURERA:Great Northern Insurance Company 20303 INSURED INSURER B:Federal Insurance Company 20281 Public Consulting Group LLC INSURERC:Allied World Assurance Co (U.S.) Inc 19489 148 State Street INSURERD:ACE American Insurance Company 22667 10th Floor INSURERE: Boston MA 02109 INSURERF: COVERAGES CERTIFICATE NUMBER:21-22 PCG Master REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR ADDL SUBR POLICY EFF POLICY EXP LTR TYPE OF INSURANCE INSD WVD POLICY NUMBER (MM/DD/YYYY) (MM/DD/YYYY) LIMITS X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 DAMAGE TO A CLAIMS-MADE X OCCUR PREMISES(Ea o currrrence) $ 1,000,000 X 35855036 4/1/2021 4/1/2022 MED EXP(Any one person) $ 10,000 PERSONAL&ADV INJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERALAGGREGATE $ 2,000,000 PRO POLICY X JECT LOC PRODUCTS-COMP/OPAGG $ Included Employee Benefits $ 1,000,000 OTHER: AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ 1,000,000 (Ea accident) ANY AUTO BODILY INJURY(Per person) $ B ALL OWNED SCHEDULED AUTOS AUTOS 73540440 4/1/2021 4/1/2022 BODILY INJURY(Per accident) $ NON-OWNED PROPERTY DAMAGE X HIRED AUTOS X AUTOS (Per accident) $ X UMBRELLALIAB X OCCUR EACH OCCURRENCE $ 10,000,000 C EXCESS LIAB CLAIMS-MADE AGGREGATE $ 10,000,000 DED X RETENTION $ 10,000 0311-2674 4/1/2021 4/1/2022 $ WORKERS COMPENSATION X PER OTH- AND EMPLOYERS'LIABILITY Y/N STATUTE ER ANY PROPRIETOR/PARTNER/EXECUTIVE N/A E.L.EACH ACCIDENT $ 1,000,000 OFFICER/MEMBER EXCLUDED? 71724811 12/31/2020 12/31/2021 B (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ 1,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ 1,000,000 D Professional/Cyber Liability D95159837 4/1/2021 4/1/2022 Each Claim/Aggregate: $10,000,000 Claims Made Retroactive Date 2/27/1997 Retention: $500,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) Collier County EMS - BOCC is included as additional insured as respect to General Liability where required by written contract, subject to policy terms and conditions CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Collier County Board THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN of County Commissioners ACCORDANCE WITH THE POLICY PROVISIONS. 3295 Tamiami Trail E Naples, FL 34112 AUTHORIZED REPRESENTATIVE James Hays/CEMITC T,N� I ©1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25(2014/01) The ACORD name and logo are registered marks of ACORD INS025(201401)