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HomeMy WebLinkAbout2024-485-E-Housing Dept-FUNDING AGREEMENT-FUNDING AGREEMENT BTWEEN ORANGE COUNTY AND ALLIANCE HEALTH FOR SUPPORT AND OPERATION1 FUNDING AGREEMENT BETWEEN ORANGE COUNTY AND ALLIANCE HEALTH FOR SUPPORT AND OPERATION OF BRIDGE HOUSING PROGRAM AT 2032 HOMESTEAD ROAD THIS AGREEMENT is made and entered into this 18th day of June 2024, by and between the COUNTY OF ORANGE (hereinafter referred to as the “County”) and ALLIANCE HEALTH, a political subdivision of the state of North Carolina and a Local Management Entity / Managed Care Organization (LME/MCO) as that terms defined in NCGS 122C-3 (hereinafter referred to as the “Alliance”). WITNESSETH: WHEREAS, since December 1, 2021, Alliance has been the LME/MCO serving Orange County, managing Medicaid and behavioral health services for the uninsured individuals in the County. Alliance manages county-funded mental health, intellectual/developmental disabilities and substance use services (MH/I-DD/SUS) provided to residents of Orange County and other matters related to the provision of behavioral health services, and WHEREAS, the County and Alliance desire to enter into this Agreement to set forth the parties’ rights and obligations to support the Wonderful House, a Bridge Housing program located at 2032 Homestead Road in Chapel Hill, North Carolina. The Wonderful House (named after Wonderful Bouie, a long-time Caramore peer manager who recently passed away) will provide short-term, low-barrier housing coupled with supportive services for Orange County residents exiting institutions, incarceration and homelessness. For additional information about the Bridge Housing program and the scope of services, please see Attachment 1. NOW THEREFORE, for and in consideration of mutual covenants herein and the mutual benefits to result therefrom, the parties hereby agree as follows: 1. TERM. This Agreement will take effect on the 18th day of June, 2024 and shall continue through and until June 30, 2025. 2. SERVICES. In consideration of the Annual Allocation and other good and valuable consideration agreed to herein, Alliance shall manage the provision of high quality, cost-effective MH/DD/SUS services to the Wonderful House residents of Orange County to the extent that other first or third- party payor sources such as Medicaid, Medicare, private pay, insurance, or grant funding are not available, have been denied or exhausted, or State funding is not allocated by Alliance. Alliance shall adhere to the requirements of Chapter 122C of the North Carolina General Statutes and any other applicable local, state, or federal laws, rules and regulations. Alliance shall adhere to the terms and conditions of this Agreement and effect such policies, procedures, and actions as are reasonably required to carry out the terms and conditions of this Agreement. Docusign Envelope ID: 6939F835-4D10-4E05-8326-795822210A3C 2 3. ANNUAL ALLOCATION. The County agrees to pay to Alliance an Allocation of One Hundred Forty-Seven Thousand Eight Hundred and Eighty-Seven Dollars ($147,887.00) for the County’s share of the Annual Operating Expenses (4 dedicated beds) at the Wonderful House. Unless otherwise directed by the County Manager, any funds held in the Alliance fund balance for Orange County at the close of the Fiscal Year will be used to fund Annual Operating Expenses for the next Fiscal Year. The County shall pay to Alliance through a wire transfer an amount equal to one-quarter of the Annual Allocation beginning on July 2, 2024, and quarterly thereafter following receipt of an Invoice. 4. START-UP FUNDS ALLOCATION. The County agrees to pay Alliance an Allocation of Twenty Thousand Eight Hundred and Fifty Dollars ($20,850.00) in one-time start-up costs for the Bridge Housing program. That money can be paid through a wire transfer to Alliance in full or in part for start-up expenses incurred after the date of November 14, 2023, the date that the Orange County Board of Commissioners approved Budget Amendment #3-A. 5. USE OF FUNDS. The Funds shall be used exclusively by Alliance for Qualified Expenses, which include Bridge Housing program annual operating expenses for 4 beds and for start-up expenses required at 2032 Homestead Road prior to the opening, as listed in Attachment 2. If requested by the County, Alliance must provide supporting documentation, including receipts, with the Invoices. 6. WAIVER: The failure of a party to insist upon strict adherence to any term of this Agreement on any occasion shall not be considered a future waiver of the term or deprive that party of its right thereafter to insist upon strict adherence to that term or any other term of this Agreement. Any waiver must be in writing, and no waiver of any breach of any provision of this Agreement shall constitute a waiver of any other breach of such provision or of any other provision thereof. 7. ENTIRE AGREEMENT: This Agreement constitutes the entire agreement among the Parties as of the date hereof with respect to the funding subject matter hereof and cannot be amended or terminated orally. 8. NO THIRD-PARTY BENEFICIARIES: This Agreement is not intended for the benefit of any third party. The rights and obligations contained herein belong exclusively to the parties hereto and shall not confer any rights or remedies upon any person or entity other than the parties hereto. 9. SEVERABILITY: The Parties agree that if any provision of this Agreement, or portion thereof, shall be adjudged by any court of competent jurisdiction to be invalid or unenforceable for any reason, such determination shall be confined to the operation of the provision at issue and shall not affect or invalidate any other provision of this Agreement, and such court shall be empowered to substitute, to the extent enforceable, a provision similar thereto or other provisions so as to provide to the fullest extent permitted by applicable law the benefits intended by such provisions. 10. PARAGRAPH HEADINGS: Paragraph headings contained in this Agreement are included for convenience only and do not define, limit, or describe the scope of intent of this Agreement or in any way affect this Agreement. 11. APPLICABLE LAW: This Contract shall be governed by and in accordance with the laws of the State of North Carolina. All actions relating in any way to this Contract shall be brought in the General Court of Justice in the County of Orange and the State of North Carolina. 12. EXECUTION: The Parties agree to execute all documents, instruments, or further assurances as may be necessary or required to effectuate and complete all transactions contemplated by this Agreement. Docusign Envelope ID: 6939F835-4D10-4E05-8326-795822210A3C 3 13. SURVIVAL: Survival of the representations, warranties, and indemnifications made by any party to this Agreement shall survive the establishment of the new Area Authority. The representations, warranties, and indemnifications hereunder shall not be affected or diminished by any investigation at any time by or on behalf of the part for whose benefit the warranties and representations were made. For purposes of this paragraph, the contract shall be construed as a continuing contract so as to bind future boards to the extent permitted by law. 14. ASSIGNMENT: This Agreement shall not be assigned, in whole or in part, without the prior written consent of the Parties. 15. NOTICE: Any and all notices, designations, consents, offers, acceptances, or any other communications provided for herein shall be given in writing by registered or certified mail, return receipt requested, to the respective Parties at the addresses listed below, unless each party has notified the others of a different address by means of the notification formalities described in this paragraph. If to Alliance Health: Attention: Robert Robinson, CEO 5200 West Paramount Parkway, Suite 200 Morrisville, NC 27560 If to Orange County: Attention: Travis Myren, Deputy County Manager 300 West Tryon Street Hillsborough, NC 27278 15. COMPLIANCE WITH LAWS: Alliance represents that it is in compliance with all Federal, State, and local laws, regulations or orders, as amended or supplemented. The implementation of this Contract shall be carried out in strict compliance with all Federal, State, and local laws. 16. AUDIT RIGHTS: For all Services being provided hereunder, County shall have the right to inspect, examine, and make copies of any and all books, accounts, invoices, records and other writings relating to the performance of the Services identified in this contract. Audits shall take place at times and locations mutually agreed upon by both parties. Notwithstanding the foregoing, Alliance must make the materials to be audited available within two (2) weeks of the request for them. To the extent that any records constitute “protected health information” as that term is defined by the Health Insurance Portability and Accountability Act of 1996 (“HIPAA”), it is the intent of this Section to allow the County to only receive the minimum necessary information in de-identified and/or aggregated form only for the purpose of evaluating financial and reporting requirements under this Agreement. Costs of any audit or review conducted under the authority of this section are the responsibility of the County unless a material breach by Alliance is detected, in which case the breaching party shall be responsible for the reasonable costs of the audit or review. 17. COUNTY NOT RESPONSIBLE FOR EXPENSES: County shall not be liable to Alliance for any expenses paid or incurred by Alliance or any of their sub-contractors, unless otherwise agreed in writing. 18. EQUIPMENT: Alliance shall supply, at its sole expense, all equipment, tools, materials, and/or supplies required to provide Services hereunder, unless otherwise agreed in writing. [Remainder of page left Blank, Signatures to follow] Docusign Envelope ID: 6939F835-4D10-4E05-8326-795822210A3C 4 IN WITNESS WHEREOF, the parties hereto have caused this instrument to be signed on the day and year first above written, in their respective names by their proper officials by authority duly given by their respective governing bodies. COUNTY OF ORANGE ______________________________ ____________________ Bonnie B. Hammersley, Manager Date ______________________________ ____________________ Blake Rosser, Interim Housing Director Date ______________________________ ____________________ John Roberts, Orange County Attorney Date This instrument has been pre-audited in the manner required by the Local Government Budget and Fiscal Control Act. ___________________________________________ ____________________ ORANGE COUNTY FINANCE OFFICER Date ALLIANCE HEALTH ________________________________________ ___________________ Robert Robinson, CEO or Designee Date Docusign Envelope ID: 6939F835-4D10-4E05-8326-795822210A3C XXXXXXXXXXXXXXXXXXX Travis Myren 7/31/2024 | 3:14 PM EDT 8/12/2024 | 11:49 AM EDT 8/16/2024 | 11:03 AM EDT 8/16/2024 | 4:23 PM EDT 8/16/2024 | 4:45 PM EDT